TCR_Public/110929.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

          Thursday, September 29, 2011, Vol. 15, No. 270

                            Headlines

2E CORPORATION: Case Summary & 5 Largest Unsecured Creditors
400 BLAIR: Case Summary & 13 Largest Unsecured Creditors
ACCESS TO MONEY: Signs Forbearance Pact with Sovereign Bank
AES THAMES: Plan Filing Period Extended Until Dec. 31
ALCIDES MENDEZ: Case Summary & 9 Largest Unsecured Creditors

ALEXANDER GALLO: Paying Critical Vendors' Prepetition Claims
ALEXANDER GALLO: Unsecured Creditors Object to Sale & DIP Loan
AMERICAN ORIENTAL: Has Warning From NYSE on Shares Under $1
ANDRONICO'S MARKETS: Bailey Elizondo Okayed as Financial Advisor
AROP III: Voluntary Chapter 11 Case Summary

ASHENN, INC.: Voluntary Chapter 11 Case Summary
AVION POINT: Amends List of Largest Unsecured Creditors
B&S ENTERPRISES: Case Summary & 4 Largest Unsecured Creditors
B & V FLORIDA: Case Summary & 10 Largest Unsecured Creditors
BALL FOUR: Wins Confirmation of Reorganization Plan

BANK OF AMERICA: Facing $50-Bil. Suit Over Merrill Deal
BANK OF GRANITE: To Appeal Nasdaq's Suspension Determination
BCO MESA: Case Summary & 10 Largest Unsecured Creditors
BEAZER HOMES: Highbridge Discloses 5.04% Equity Stake
BERNARD L. MADOFF: Judge Trims Trustee's $1-Bil. Suit vs. Mets

BERNARD L. MADOFF: Picard May Only Recoup Up to $386M From Mets
BIONEUTRAL GROUP: Posts $698,500 Net Loss in July 31 Quarter
BLACK DIAMOND: Court Denies Motion to Stay Abstention Order
BLOCKBUSTER INC: Led by Dish, Blockbuster Back From the Doldrums
BLUEGREEN CORP: Inks $30MM Revolving Facility with CapitalSource

BLUEKNIGHT ENERGY: Files Form S-8, Registers 1.3MM Common Units
BMB MUNAI: Completes Sale of Emir Oil LLP to MIE Holdings
BONDS.COM GROUP: J. Chertoff Resigns as Chief Financial Officer
BORDERS GROUP: Barnes & Noble Okayed to Buy Name, Customer List
BOWE SYSTEC: Has Until Nov. 14 to Propose Chapter 11 Plan

BRAINY BRANDS: Issues Notes and Warrants Under Subscription Pact
BURTON STATION: Case Summary & 20 Largest Unsecured Creditors
CABLEVISION SYSTEM: Moody's Affirms Ba2 CFR; Outlook to Stable
CAMEL PARKWOOD: Voluntary Chapter 11 Case Summary
CAPSALUS CORP: Patrick Sheridan Resigns as CFO and Secretary

CARDIUM THERAPEUTICS: Compliance Plan Accepted by NYSE Amex
CAROLINA INTERNET: Case Summary & 20 Largest Unsecured Creditors
CATHOLIC CHURCH: Appeals Court Orders Release of Father M's Docs
CAVIATA ATTACHED: Amends List of Five Largest Unsecured Creditors
CELL THERAPEUTICS: Appoints Reed Tuckson as Class I Director

CHARLES RIVER: Moody's Rates Amended Credit Facility at 'Ba1'
CINRAM INT'L: S&P Affirms 'CCC' Corporate; Outlook Negative
COLONIAL BANCGROUP: Officials to Pay $10.5MM to Settle Lawsuit
COPELAND PROPERTIES: Case Summary & 6 Largest Unsecured Creditors
COX DAIRY: Case Summary & 20 Largest Unsecured Creditors

CRYOPORT INC: Four Directors Elected at Annual Meeting
CUMULUS MEDIA: Crestview Owns 50.2% of Class A Common Shares
DEWITT REHABILITATION: Again Seeking More Plan Exclusivity
DIABETES AMERICA: Cancels Oct. 4 Auction Due to Lack of Bids
DIGITALGLOBE INC: S&P Assigns 'BB+' Rating to $600MM Term Loan

DOLPHIN SUB: Moody's Assigns (P)Ba1 Rating to Proposed Debt
DOLPHIN SUBSIDIARY: S&P Assigns 'BB+' Rating to $1.25-Bil. Notes
DUSAN PITTNER: Court Sets Evidentiary Hearing Over Exit Plan
DYNEGY INC: Announces Final Results of Sithe Tender Offer
DYNEGY INC: Faces Complaint Over Transfer of Dynegy Coal

EAST GATE: Case Summary & 11 Largest Unsecured Creditors
ENER1 INC: Replaces Chief Executive With President Chris Cowger
ENERGY & POWER: Files for Chapter 11 in Santa Ana
ENERGY AND POWER: Case Summary & 20 Largest Unsecured Creditors
EVERGREEN SOLAR: Meeting of Creditors Continued to Unknown Date

EXPRESSWAY DEVELOPMENT: Trustee Wants Case Dismissal, Conversion
FENTURA FINANCIAL: EVP Wollschlager Makes Early Retirement
FERRY ROAD: Case Summary & 4 Largest Unsecured Creditors
FGIC CORP: Given Final Extension of Plan-Filing Rights
FIRST FEDERAL: Board Elects Fitzgerald Hill as Director

FLORIDA GAMING: Lenders OK Issuance of $54,835 Note to Holding
FREDDIE MAC:  Federal Watchdog Says BofA Settlement Inadequate
G&S LIVINGSTON: Court Confirms Chapter 11 Plan
GANNETT CO: S&P Affirms 'BB' Corp. Credit Rating; Outlook Stable
GATEWAY HOTEL: Seeks Asset Valuation to Settle SFG Dispute

GELTECH SOLUTIONS: Board Grants Stock Options to Executives
GENERAL GROWTH: Court Closes 115 Affiliates' Cases
GENERAL GROWTH: Reduces Taberna's $980,000 Reimbursement
GETTY REALTY: GPMI Alleges Default on Master Lease
GRD HOLDING: S&P Assigns Prelim. 'B' Corporate Credit Rating

H&H IMPORTS: Posts $347,300 Net Loss in Q1 Ended June 30
HARMONY MOUNTAIN: Voluntary Chapter 11 Case Summary
HASCO MEDICAL: Reports $154,800 Net Income in Second Quarter
HCA INC: Fitch Assigns 'B+' Rating  to $500MM Sr. Unsec. Notes
HDD ROTARY: Case Summary & 20 Largest Unsecured Creditors

HEALTHSPORT, INC.: Voluntary Chapter 11 Case Summary
HERITAGE INTERNATIONAL: Voluntary Chapter 11 Case Summary
HILLSIDE VALLEY: U.S. Trustee Wants Case Dismissal or Conversion
HORIZON LINES: Exchange Offer Expired Sept. 27
HUDSON PRODUCT: Moody's Lowers CFR to Caa1; Outlook Negative

HUSSEY COPPER: Files for Chapter 11 to Sell Business
HUSSEY COPPER: Case Summary & 20 Largest Unsecured Creditors
INSIGHT PHARMACEUTICALS: S&P Assigns 'B' Corporate Credit Rating
INVESTORS LENDING: Case Summary & 20 Largest Unsecured Creditors
IRWIN MORTGAGE: Want Until March 6 to Propose Chapter 11 Plan

IRWIN MORTGAGE: Taps Barnes & Thornburg to Handle Mortgage Fraud
JUAN MENDEZ: Case Closure Relieves US Trustee Fees Payment
LAS VEGAS MONORAIL: Bondholder Sues Citi for Investment
LEHMAN BROTHERS: Completes $191MM Sale of 1107 Broadway
LEHMAN BROTHERS: RBS Insists on Dismissal of $345.9MM Demand

LEHMAN BROTHERS: LBI Reaches Deal on Accounts at RBC
LEHMAN BROTHERS: Michigan Agency Loses Bid to Move Suit
LEHMAN BROTHERS: 9th Circuit Affirms BAP Ruling on Subordination
LEHMAN BROTHERS: Germany's Central Bank to Sell Collateral
LEMINGTON HOME: 3rd Cir. Flips Lower Court Ruling on D&O Suit

LEHMAN BROTHERS: Investor Suit Not 'Related To' in 7th Circuit
LEVELLAND/HOCKLEY: Can Access Senior Lenders' Cash Collateral
LIFEPOINT HOSPITALS: Moody's Affirms 'Ba3' Corp. Family Rating
LOS ANGELES DODGERS: Oct. 12 Hearing on Disqualification, Sale
M WAIKIKI: U.S. Trustee Appoints 5-Member Creditors' Panel

M WAIKIKI: Court OKs Wagner Choi as Creditors Committee Counsel
M WAIKIKI: Taps Bickel & Brewer to Handle Marriott Litigation
M WAIKIKI: Creditors' Panel Hires Young Conaway as Special Counsel
MARCO POLO: Withdraws Sanction Bid, Negotiates Release of Ship
MARKERS EAGLES: Case Summary & Largest Unsecured Creditor

MAS LLC: Case Summary & 35 Largest Unsecured Creditors
MASTERBUILT COS: Subcontractors' Lawsuits Go Back to State Court
MEDIA SYSTEMS: Case Summary & 20 Largest Unsecured Creditors
METAL STORM: Proposes to Issue 47 Million Ordinary Shares
METAL STORM: Receives $63,286 Contract from Public Works

MFJT LLC: Can Access BACM's Cash Collateral Until Oct. 31
MMRGLOBAL INC: Reports Unregistered Sales of Equity Securities
MOORE SORRENTO: Can Execute Amendment to Lease With Nam Nguyen
MOORE SORRENTO: Can Use Wells Fargo Cash Collateral Until Oct. 9
MOORE SORRENTO: Files Schedules of Assets and Liabilities

MOORE SORRENTO: Files List of 20 Largest Unsecured Creditors
MOUNTAIN CITY: Beef Professor Files for Ch. 11 for Quick Sale
MRA PELICAN: Receiver Authorized to Pay Critical Vendors Claims
MRA PELICAN: Disclosure Statement Hearing Set for Nov. 8
N.A. PETROLEUM: Court Confirms Joint Chapter 11 Plan

NAKNEK ELECTRIC: Asks Nod to Purchase Silos from Baker Hughes
NAKNEK ELECTRIC: Files Chap. 11 Plan & Disclosure Statement
NALCO CO: S&P Puts 'BB-' Corp. Credit Rating on Watch Positive
NEWFIELD EXPLORATION: Fitch Rates Proposed $500MM Notes at 'BB+'
NEWPAGE CORP: In Chapter 11; S&P Gives 'D' Credit Rating

NORTH SHORE: Case Summary & 2 Largest Unsecured Creditors
OLD CORKSCREW: Amends List of 20 Largest Unsecured Creditors
OLDE PRAIRIE: CenterPoint Wants Add'l DIP Loans Denied
OXYSURE SYSTEMS: Posts $469,500 Net Loss in Second Quarter
PICHI'S INC: Files List of 20 Largest Unsecured Creditors

POTOMAC BUSINESS: Case Summary & 20 Largest Unsecured Creditors
PRIMORDIA SEED: Case Summary & 12 Largest Unsecured Creditors
PUBLIC MEDIA: Case Summary & 25 Largest Unsecured Creditors
QUALITY HOME: S&P Lowers Corporate Credit Rating to 'CCC'
QUINCY MEDICAL: Judge Clears Firm to Sell Its Assets to Steward

R&G FINANCIAL: Court OKs Kurtzman Carson as Balloting Agent
RDA HOLDING: S&P Lowers Corporate Credit Rating to 'CCC+'
REDDY ICE: Receives Non-Compliance Notice From NYSE
RENAISSANCE SURGICAL: Files List of 20 Largest Unsecured Creditors
RIVERCREST, LLC: Case Summary & 20 Largest Unsecured Creditors

ROBERT ROOD: Maryland Court Rules in Chapter 7 Trustee's Suit
SANTA FE GOLD: Stark Schenkein Raises Going Concern Doubt
SAVANNAH OUTLET: U.S. Trustee Objects to Disclosure Statement
SEA HORSE: Case Summary & 3 Largest Unsecured Creditors
SIGNATURE STYLES: Court Approves Assets Sale to Artemis

SIGNATURE STYLES: Seeks First Exclusivity Extension
SOUTHWEST GEORGIA: Disclosure Statement Hearing Set for Oct. 5
SOVRAN LLC: Court Okays Bullivant Houser as Bankruptcy Counsel
SOVRAN LLC: GVA Kidder Approved as Commercial Real Estate Brokers
SPANISH INN: Case Summary & 20 Largest Unsecured Creditors

SPECTRAWATT INC: Okayed to Access A-1 Noteholder's Cash Collateral
SSI GROUP: U.S. Trustee Appoints 7–Member Creditors Committee
STONEHEATH RE: Fitch Puts Rating on $350 Mil. Preferred at 'BB+'
STRONGBUILT INC: Slapped With $977T Product Liability Judgment
SYLVESTER HOMES: Case Summary & 5 Largest Unsecured Creditors

TAYLOR BEAN: Creditors' Trustee Sues Deloitte & Touche
TELX GROUP: S&P Assigns 'B' Rating to $340-Mil. Sr. Secured Notes
TEXAS STAR: Case Summary & 6 Largest Unsecured Creditors
TGJP ENTERPRISES: Case Summary & 20 Largest Unsecured Creditors
THOS M MADDEN: Laborers' Pension Fund Wins $116T Judgment

TRADE UNION: Wins Confirmation of Reorganization Plan
TRIBUNE CO: Wants to Clarify March 25, 2009 Bar Date Order
TRIBUNE CO: Proposes Stipulation to Resolve Late D&O Claims
TRIBUNE CO: Hearing on ERISA Class Suit Postponed to Oct. 19
TUCSON COUNTY: Moody's Reviews Ba1 Rating For Possible Downgrade

ULURU INC: Receives NYSE Amex Notice of Non-Compliance
UNI-PIXEL INC: To Present at Craig-Hallum Annual Conference
UNILIFE CORPORATION: KPMG LLP Raises Going Concern Doubt
UNITED CONTINENTAL: ALPA Pilots Rally on Slow Pace of Talks
UNITED CONTINENTAL: To Resume Contract Talks With AFA, IBT

UNITED CONTINENTAL: Resolves Last 9/11 Wrongful Death Suit
UNITED CONTINENTAL: Spent $680,000 in Lobbying for Q2
UNITED STATES NAT'L: Case Summary & 9 Largest Unsecured Creditors
UNITED STATES OIL: Cancels Annual Meeting of Stockholders
US CORRUGATED: Acquisition No Impact on B3 Rating, Moody's Says

US CORRUGATED: S&P Puts B Corp. Credit Rating on Watch Positive
VULCAN MATERIALS: S&P Affirms 'BB' Corporate Credit Rating
UTEX COMMUNICATIONS: Court Rules on AT&T Claim Dispute
VIZSTARA LLC: Landlord May Continue Eviction Suit & Collect Rent
WASHINGTON MUTUAL: Hedge Funds Appeal Plan Denial Order

WAVE SYSTEMS: Acquires Safend for $12.8 Million
WEBMEDIABRANDS: Receives Nasdaq Notification Letter
YRC WORLDWIDE: Stephen Freidheim Discloses 20.3% Equity Stake
YRC WORLDWIDE: Catalyst Fund Discloses 10.1% Equity Stake

* Nondisclosure Results in Total Fee Disgorgement
* Absolute Priority Rule Terminated in Individual Cases

* RBS Appoints New Property Leader in Restructuring Unit

* Chapter 11 Cases with Assets & Liabilities Below $1,000,000

                            *********


2E CORPORATION: Case Summary & 5 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: 2E Corporation
        P.O. Box 6
        Kathleen, GA 31047

Bankruptcy Case No.: 11-53032

Chapter 11 Petition Date: September 23, 2011

Court: United States Bankruptcy Court
       Middle District of Georgia (Macon)

Debtor's Counsel: Richard Eugene Thomasson, Esq.
                  THOMASSON LAW FIRM, LLC
                  362 Cotton Ave., Suite 100
                  Macon, GA 31201
                  Tel: (478) 743-7453
                  Fax: (478) 743-4712
                  E-mail: ret@thomassonlawfirm.com

Scheduled Assets: $1,347,126

Scheduled Debts: $999,593

A list of the Company's five largest unsecured creditors filed t
gether with the petition is available for free at
http://bankrupt.com/misc/gamb11-53032.pdf

The petition was signed by Joe J. Ervin, CEO.


400 BLAIR: Case Summary & 13 Largest Unsecured Creditors
--------------------------------------------------------
Debtor: 400 Blair Realty Holdings, LLC
        237 South St.
        P.O. Box 2049
        Morristown, NJ 07962-2049

Bankruptcy Case No.: 11-37887

Chapter 11 Petition Date: September 23, 2011

Court: United States Bankruptcy Court
       District of New Jersey (Trenton)

Judge: Michael B. Kaplan

Debtor's Counsel: Morris S. Bauer, Esq.
                  NORRIS MCLAUGHLIN & MARCUS, PA
                  P.O. Box 5933
                  Bridgewater, NJ 08807-5933
                  Tel: (908) 722-0700
                  Fax: (908) 722-0755
                  E-mail: msbauer@nmmlaw.com

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

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

The petition was signed by Lawrence S. Berger, manager.

Debtor's List of Its 13 Largest Unsecured Creditors:

Entity                   Nature of Claim        Claim Amount
------                   ---------------        ------------
Rasmussen Construction                           $555,600
1050 Highway 35
P.O. Box 4174
Middletown, NJ 07748

Petillo Enterprises                              $230,661
47 Dell Avenue
Kenvil, NJ 07847

PinilisHalpern                                   $35,000
Attn: William Pinilis
160 Morris St.
Morristown, NJ 07960-4214

Independent Insurance                            $30,496
Advisors

Onyx Equities LLC                                $25,000
(Receiver)

PSE&G                                            $25,000

Luongo Tucker                                    $18,000
Associates

NUI Corp                                         $14,558

Landscape Works                                  $9,600

Gonnella Roofing, Inc.                           $8,000

Panella Painting                                 $4,830

Morris County Duplicating                        $1,429

Sadat Associates, Inc.                           $268

Affiliate that previously filed separate Chapter 11 petition:

                                                 Petition
   Debtor                              Case No.     Date
   ------                              --------     ----
Kirby Avenue Realty Holdings, LLC      10-10284   01/06/10


ACCESS TO MONEY: Signs Forbearance Pact with Sovereign Bank
----------------------------------------------------------
Access to Money, Inc. disclosed last month its entry into an
Agreement and Plan of Merger with Cardtronics USA, Inc., CATM
Merger Sub, Inc., a wholly-owned subsidiary of Cardtronics, and LC
Capital Master Fund, LP, the beneficial owner of 10,997,903 shares
of the Company's outstanding common stock, $0.001 par value.  The
Agreement contemplates a merger of Sub with and into the Company
pursuant to which the Company will become a wholly owned
subsidiary of Cardtronics.

Subsequent to the execution of the Merger Agreement, the Company
failed to maintain at least $800,000 on deposit with Sovereign
Bank.  This resulted in a breach of the minimum liquidity
covenants contained in the Company's Senior Loan and Security
Agreement and the Company's 2010 Secured Notes causing an event of
default under both facilities.  On Sept. 20, 2011, the Company
entered into separate forbearance agreements with each of
Sovereign Bank and LC Capital pursuant to which the Company's
lenders agreed not to exercise any of their rights or remedies as
a result of the foregoing default until the early of:

   (i) the occurrence of any additional event of default under the
       loan agreements;

  (ii) a breach by the Company of the Forbearance Agreement;

(iii) the filing of a petition under any bankruptcy or debtor
       relief law; or

  (iv) Nov. 15, 2011.

A default in or termination of the Merger Agreement constitutes an
event of default under the Forbearance Agreement.  As a result, if
the Merger Agreement is terminated Sovereign Bank and LC Capital
will have the right to exercise any and all rights and remedies as
a result of the foregoing event of default.

                       About Access to Money

Cherry Hill, New Jersey-based Access to Money, Inc.
(OTC BB: AEMI) is one of the largest providers and non-bank
operators of ATMs in the United States.  With more than 12,000
terminals under contract, its customers range from national
specialty stores, retailers and credit unions to individual
convenience stores, and are located throughout all 50 states.
Access to Money also provides student loan outsourcing services to
university credit unions throughout the United States.


AES THAMES: Plan Filing Period Extended Until Dec. 31
-----------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware has
approved AES Thames, L.L.C.'s motion extending its exclusive
periods to file a plan and to solicit acceptances of a filed plan
until Dec. 31, 2011, and March 1, 2012, respectively.  The Debtor
will use this second extension to finalize its reorganization
strategy.

                         About AES Thames

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

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

Adam G. Landis, Esq., Kerri K. Mumford, Esq., J. Landon Ellis,
Esq., and Jeffrey R. Drobish, Esq., at Landis Rath & Cobb LLP, in
Wilmington, Delaware, serve as the Debtor's bankruptcy counsel.
The Debtor tapped Murtha Cullina LLP as its special counsel;
Charles River Associates as its regulatory consultant, and
Houlihan Lockey Capital, Inc., as financial advisor and investment
banker.

According to court filings, based on the balance sheet as of
Dec. 1, 2010, total assets were $162 million, and the Debtor has
$52 million in short term liabilities and $122.6 million in long
term debt.

The Official Committee of Unsecured Creditors tapped FTI
Consulting Inc. as its restructuring and financial advisor, and
Blank Rome LLP as its counsel.


ALCIDES MENDEZ: Case Summary & 9 Largest Unsecured Creditors
------------------------------------------------------------
Joint Debtors: Alcides Cintron Mendez
               Maria Judith Rivera Santiago
                aka Maria Jidith Rivera Santiago
               P.O. Box 142905
               Arecibo, PR 00614

Bankruptcy Case No.: 11-08111

Chapter 11 Petition Date: September 23, 2011

Court: United States Bankruptcy Court
       District of Puerto Rico (Old San Juan)

Debtor's Counsel: Enrique M. Almeida Bernal, Esq.
                  ALMEIDA & DAVILA PSC
                  P.O. Box 191757
                  San Juan, PR 00919-1757
                  Tel: (787) 722-2500
                  Fax: (787) 722-2227
                  E-mail: ealmeida@almeidadavila.com

Scheduled Assets: $4,370,081

Scheduled Debts: $1,785,554

A list of the Joint Debtors' nine largest unsecured creditors
filed together with the petition is available for free at
http://bankrupt.com/misc/prb11-08111.pdf


ALEXANDER GALLO: Paying Critical Vendors' Prepetition Claims
------------------------------------------------------------
The Hon. Allan L. Gropper of the U.S. Bankruptcy Court for the
Southern District of New York authorized Alexander Gallo Holdings,
LLC and certain of its subsidiaries and affiliates to pay
prepetition claims of certain vendors and service providers.

The Court directed the banks and other financial institutions to
receive, process, honor, and pay all checks issued and electronic
payment requests made related to the foregoing.

The Debtors are authorized to:

   -- assume oral agreements with the Preferred Provider Network
   members;

   -- cure all undisputed and liquidated monetary defaults,
   claims, or other unpaid obligations of the Debtors arising or
   accruing under each Oral PPN Agreement prior to the assumption
   of such Oral PPN Agreement in an aggregate amount of up to
   $947,000;

   -- work with the counterparty in an effort to resolve the
   dispute between the Debtors and any counterparty to an Oral PPN
   Agreement solely regarding the proposed cure amount under such
   agreement.

                  About Alexander Gallo Holdings

Marietta, Georgia-based Alexander Gallo Holdings LLC --
http://www.alexandergalloholdings.com-- is the largest full
service, IT-enabled court reporting and litigation support
services company in the United States.  AGH offers court
reporting, litigation support, trial software and other similar
services and has the only true national footprint in its market,
with roughly 55 offices located throughout the United States, and
a preferred provider network which serves as an extension of
Alexander Gallo's geographic reach.  Founded in 1999 by Alexander
J. Gallo, a former court reporter, AGH has made 18 acquisitions
since 2003.  Mr. Gallo has remained as CEO.

AGH, along with affiliates, filed for Chapter 11 protection
(Bankr. S.D.N.Y. Lead Case No. 11-14220) on Sept. 7, 2011.
Alexander Gallo plans to sell the business via 11 U.S.C. Sec. 363
to Bayside Capital Inc., which had acquired $22 million in second-
lien debt.  The price wasn't disclosed.

Alexander Gallo disclosed assets of $208 million and debt totaling
$258 million as of June 30, 2011.  Liabilities include $47 million
on a first-lien revolving credit and term loan where Wells Fargo
Bank NA is agent.  In addition to the second-lien debt held by
Bayside, there is $33 million in junior unsecured subordinated
notes owing to Harvest Equity Partners LLC plus another $148
million in junior unsecured subordinated notes owing to insider
Gallo Holdings LLC.

Bayside will also provide $20 million in financing for the
Chapter 11 effort.  The new loan will have a first priority lien
on unencumbered assets and a lien behind the first-lien debt.

Bankruptcy Judge Allan J. Gropper presides over the case.  Thomas
R. Califano, Esq., Jeremy R. Johnson, Esq., Esq., and Daniel G.
Egan, Esq., at DLA Piper LLP (US), in New York, serve as the
Debtors' general counsel.  Squire, Sanders & Demsey (US) LLP
serves as the Debtor's corporate counsel.  The Debtors' financial
advisor is Gordian Group, LLC.  Marc L. Pfefferle, a partner at
Carl Marks Advisory Group LLC, serves as the Debtors' chief
restructuring advisor.  Kurtzman Carson Consultants LLC serves as
the Debtor's claims agent.


ALEXANDER GALLO: Unsecured Creditors Object to Sale & DIP Loan
--------------------------------------------------------------
Rachel Feintzeig, writing for Dow Jones' Daily Bankruptcy Review,
reports that the official committee representing unsecured
creditors objects Alexander Gallo Holdings LLC's auction plans and
bankruptcy financing deal, saying both proposals are designed to
benefit the court-reporting firm's lenders at the expense of
creditors.

The committee disputes the company's sale timeline, saying it is
"too fast," and the bid protections the company wants to bestow
upon its stalking-horse bidder.  "These protections include
disproportionate fees and overbid protections that will chill the
bidding for the debtors' assets," the committee said.

According to the report, the creditors insist that a triple threat
of "inflated fees," an "excessive" breakup fee and expense
reimbursement, and a steep overbid requirement combine to form "an
almost insurmountable hurdle to potential competitive bids."  The
result will probably limit the unsecured creditors' chances of
recovery, they said, while funneling more value to the company's
secured creditors -- specifically H.I. G. Capital, a prebankruptcy
investor in the company whose Bayside Gallo Recovery LLC is
serving as both the bankruptcy lender and would-be stalking horse
in the case.

Bayside Gallo, an entity owned by H.I.G., is offering up a bid
Alexander Gallo has valued at $88 million.  It includes $9.7
million in assumed liabilities, the $48 million payable under the
company's first-lien facilities, $4.6 million in wind-down and
professional fees and nearly $4 million in cure costs, according
to court papers.

Bayside Gallo has also committed to fund the company's bankruptcy
case with a $20 million DIP loan.  The financing has already
earned interim approval from a judge but still requires final
court approval.

According to the report, the creditors contend that the DIP loan
was crafted with the primary purpose of rewarding Bayside.

The report says an attorney for Alexander Gallo wasn't immediately
available for comment Monday morning.

                      About Alexander Gallo Holdings

Marietta, Georgia-based Alexander Gallo Holdings LLC --
http://www.alexandergalloholdings.com-- is the largest full
service, IT-enabled court reporting and litigation support
services company in the United States.  AGH offers court
reporting, litigation support, trial software and other similar
services and has the only true national footprint in its market,
with roughly 55 offices located throughout the United States, and
a preferred provider network which serves as an extension of
Alexander Gallo's geographic reach.  Founded in 1999 by Alexander
J. Gallo, a former court reporter, AGH has made 18 acquisitions
since 2003.  Mr. Gallo has remained as CEO.

AGH, along with affiliates, filed for Chapter 11 protection
(Bankr. S.D.N.Y. Lead Case No. 11-14220) on Sept. 7, 2011.
Alexander Gallo will sell the business via 11 U.S.C. Sec. 363 to
Bayside Capital Inc., which had acquired $22 million in second-
lien debt.  The price wasn't disclosed.

Alexander Gallo disclosed assets of $208 million and debt totaling
$258 million as of June 30, 2011.  Liabilities include $47 million
on a first-lien revolving credit and term loan where Wells Fargo
Bank NA is agent.  In addition to the second-lien debt held by
Bayside, there is $33 million in junior unsecured subordinated
notes owing to Harvest Equity Partners LLC plus another $148
million in junior unsecured subordinated notes owing to insider
Gallo Holdings LLC.

Bayside is providing $20 million in financing for the Chapter 11
effort.  The new loan will have a first priority lien on
unencumbered assets and a lien behind the first-lien debt.

Bankruptcy Judge Allan J. Gropper presides over the case.  Thomas
R. Califano, Esq., Jeremy R. Johnson, Esq., Esq., and Daniel G.
Egan, Esq., at DLA Piper LLP (US), in New York, serve as the
Debtors' general counsel.  Squire, Sanders & Demsey (US) LLP
serves as the Debtor's corporate counsel.  The Debtors' financial
advisor is Gordian Group, LLC.  Marc L. Pfefferle, a partner at
Carl Marks Advisory Group LLC, serves as the Debtors' chief
restructuring advisor.  Kurtzman Carson Consultants LLC serves as
the Debtor's claims agent.


AMERICAN ORIENTAL: Has Warning From NYSE on Shares Under $1
-----------------------------------------------------------
American Oriental Bioengineering, Inc., was notified by the New
York Stock Exchange that it has fallen below the NYSE's continued
listing standard that requires a minimum average closing price of
$1.00 per share over 30 consecutive trading days.

Under NYSE rules, the Company has six months from receipt of the
notice to cure the deficiency by regaining compliance with the
minimum share price requirement.  Subject to compliance with the
NYSE's other continued listing requirements, the Company's common
stock will continue to be listed and trade on the NYSE during the
six month cure period.

Under NYSE rules, the Company has ten business days following
receipt of the notice, which will be October 5, 2011, to respond
by letter to the NYSE and indicate its intention to cure this
deficiency, or, the Company will be subject to suspension and
delisting procedures by the NYSE.  The Company is currently
looking at all of the options available with respect to curing
this deficiency and intends to send a letter to the NYSE within
this timeframe.

The Company can regain compliance during, and until the expiration
of the six month cure period, if on the last trading day of any
calendar month the Company has a closing share price of at least
$1.00 and an average closing share price of at least $1.00 over
the 30 trading-day period ending on the last trading day of that
month.  If the Company takes an action to regain compliance that
would require approval by its stockholders, the Company must
obtain such approval by no later than its next annual meeting of
stockholders and must implement the action promptly thereafter.
The condition will be deemed cured if the price promptly exceeds
$1.00 per share, and the price remains above the level for at
least the following 30 trading days.  If the Company fails to
regain compliance in the manner described, the NYSE will commence
suspension and delisting procedures.

The Company's business operations, Securities and Exchange
Commission reporting requirements and debt obligations are not
affected by the receipt of the NYSE notification.

                      About American Oriental

American Oriental Bioengineering, Inc. is a pharmaceutical company
dedicated to improving health through the development, manufacture
and commercialization of a broad range of prescription and over
the counter products.


ANDRONICO'S MARKETS: Bailey Elizondo Okayed as Financial Advisor
----------------------------------------------------------------
The Hon. Edward D. Jellen of the U.S. Bankruptcy Court for the
Northern District of California authorized Andronico's Markets,
Inc., to employ Bailey, Elizondo & Brinkman, LLC, as financial
advisor.

The Debtor needs a financial advisor to assist it in a sale
transaction, and obtaining and maintaining debtor-in-possession
financing from Renwood Andronico Lending 1, LLC, to continue its
business operations.

The firm is expected to:

     * advise the Debtor with regards to restructuring actions
       as it commences and prosecutes a case under Chapter 11
       of the Bankruptcy Code, including assisting in the
       preparation of the petition, motions, applications, lists,
       schedules, statements, plans, forms or any other document
       or analysis reasonable and necessary as part of the
       Chapter 11 case;

     * market the Company, and its assets, for sale, and evaluate
       the Company's strategic options including the sale or
       reorganization of the Company in the Chapter 11 case;

     * advise the Company and the Debtor's board of directors
       with respect to all aspects of the restructuring of the
       Company;

     * advise the Company with regards to capital structure
       including shareholder, lender, supplier, creditor, lender
       and leasing contracts or agreements, as well as
       documentation for any other significant transaction;

     * assist in the sizing and negotiations in the debtor-in-
       possession financing;

     * provide additional financial analysis as needed to support
       business decisions; and

     * meet with the Debtor's Board of Directors and other
       appropriate parties to review the Company's progress and
       clarify any issues, if necessary.

The firm will be employed on an hourly basis and will bill in
minimum increments of one-tenth of an hour.  The Debtor has agreed
to reimburse the firm for expenses incurred.  The current hourly
rate of the firm's professionals are:

               Principals             $350
               Directors           $275 - $325
               Associates          $175 - $225
               Staff and Admin      $75 - $125

The Debtor said it has paid the firm a $175,000 security retainer.
This will be deemed a client trust fund to be held in the firm's
client trust account subject to a repayment obligation if not
fully earned.

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

                    About Andronico's Markets

Andronico's Markets, Inc., aka Andronico's Community Markets, is
an independent, specialty supermarket operator in the San
Francisco Bay Area.  Founded in 1929, the Company operates seven
stores in prime upscale urban and suburban locations in Berkeley
(four stores), San Francisco, Los Altos, and San Anselmo.
Andronico's is a California C-corporation, owned by Solano
Enterprises LLC.  The ownership of Solano Enterprises LLC is
divided among various Andronico family members.

Andronico's filed for Chapter 11 bankruptcy (Bankr. N.D. Calif.
Case No. 11-48963) on Aug. 22, 2011.  Judge Edward D. Jellen
oversees the case.  Attorneys at Murray & Murray, in Cupertino,
Calif., represent the Debtor as counsel.  The Official Committee
of Unsecured Creditors has tapped Winston & Strawn LLP as its
counsel.

The Debtor scheduled $18,520,090 in assets and $67,094,619 in
liabilities as of the Chapter 11 filing.


AROP III: Voluntary Chapter 11 Case Summary
-------------------------------------------
Debtor: AROP III, LLC
        2711 E. Indian School Road, #201
        Phoenix, AZ 85016

Bankruptcy Case No.: 11-26963

Chapter 11 Petition Date: September 21, 2011

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

Judge: Eileen W. Hollowell

Debtor's Counsel: Don C. Fletcher, Esq.
                  LAKE AND COBB PLC
                  1095 West Rio Salado Parkway, #206
                  Tempe, AZ 85281
                  Tel: (602) 523-3000
                  Fax: (602) 523-3001
                  E-mail: dfletcher@lakeandcobb.com

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

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

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

The petition was signed by Marshall C. Reynolds, manager/member of
Rencor Development, LLC, manager.


ASHENN, INC.: Voluntary Chapter 11 Case Summary
-----------------------------------------------
Debtor: Ashenn, Inc.
        aka Valley Truck and Trailer Services
        5228 N. Tom Murray Avenue
        Glendale, AZ 85301

Bankruptcy Case No.: 11-27163

Chapter 11 Petition Date: September 23, 2011

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

Judge: George B. Nielsen, Jr.

Debtor's Counsel: Josh L. Kahn, Esq.
                  RYLEY CARLOCK & APPLEWHITE
                  One North Central Avenue, Suite 1200
                  Phoenix, AZ 85004
                  Tel: (602) 440-4864
                  Fax: (602) 257-6964
                  E-mail: jkahn@rcalaw.com

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

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

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

The petition was signed by Peter Hokanson, president/CEO.


AVION POINT: Amends List of Largest Unsecured Creditors
-------------------------------------------------------
Avion Point West LLC has filed with the U.S. Bankruptcy Court for
the Middle District of Florida an amended list of its largest
unsecured creditors. The Debtor took out Doudney Companies Inc.,
DAO Consultants, Fifth Third Bank, and Bio-Tech Consulting Inc
from the list.

Debtor's List of Its Four Largest Unsecured Creditors:

  Entity                                             Claim Amount
  ------                                             ------------
Ron J. Miller
25 Industrial Boulevard
Paoli, PA 19301                                      $800,000.00

TNT Earthworks, Inc
c/o Michael G. Herington
16104 Denham Ct
Clermont, FL 34711                                   $120,000.00

Universal Air Service of FL
Attn: Roy Henley
1321 Apopka Airport Road
Apopka, FL 32712                                      $38,000.00

Larry Herring CPA
611 Wymore Road
Winter Park, FL 32789                                 $26,000.00

Based in Longwood, Florida, Avion Point West LLC and its
affiliate, Orlando Country Aviation Services Inc., filed for
Chapter 11 bankruptcy protection (Bank. M.D. Fla. Case Nos.
11-10364 and 11-10365) on July 8, 2011.  Judge Karen S. Jennemann
presides over the Debtors' cases.  Frank M. Wolff, Esq., at Wolff
Hill McFarlin & Herron PA, represents the Debtor.  In its
schedules, the Debtor disclosed $18,075,314 in total assets and
$9,238,057 in total debts.

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


B&S ENTERPRISES: Case Summary & 4 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: B&S Enterprises, LLC
        11936 New Cut Road
        Athens, AL 35611

Bankruptcy Case No.: 11-83314

Chapter 11 Petition Date: September 22, 2011

Court: U.S. Bankruptcy Court
       Northern District of Alabama (Decatur)

Judge: Jack Caddell

Debtor's Counsel: Stuart M. Maples, Esq.
                  MAPLES & RAY, PC
                  401 Holmes Avenue, Suite H
                  Huntsville, Al 35801
                  Tel: (256) 489-9779
                  Fax: (256) 489-9720
                  E-mail: smaples@maplesandray.com

Scheduled Assets: $2,646,505

Scheduled Debts: $5,201,890

The Company's list of its four largest unsecured creditors is
available for free at http://bankrupt.com/misc/alnb11-83314.pdf

The petition was signed by Ernest O. Bayless, Jr., managing
member.


B & V FLORIDA: Case Summary & 10 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: B & V Florida Holdings, LLC
        88 South Atlantic Avenue
        Ormond Beach, FL 32176

Bankruptcy Case No.: 11-06943

Chapter 11 Petition Date: September 21, 2011

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

Judge: Jerry A. Funk

Debtor's Counsel: Jason A Burgess, Esq.
                  THE LAW OFFICES OF JASON A. BURGESS, LLC
                  2350 Park Street
                  Jacksonville, FL 32204
                  Tel: (904) 521-9868
                  E-mail: jason@jasonaburgess.com

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

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

A copy of the list of 10 largest unsecured creditors is
available for free at http://bankrupt.com/misc/flmb11-06943.pdf

The petition was signed by Chuan Brinkmann, managing member.


BALL FOUR: Wins Confirmation of Reorganization Plan
---------------------------------------------------
The U.S. Bankruptcy Court for the District of Colorado has
confirmed Ball Four, Inc.'s Second Amended Plan of Reorganization.

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

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

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

A full-text copy of the disclosure statement explaining the terms
of the Plan is available for free at
http://bankrupt.com/misc/BALLFOUR_amended_DS.pdf

                        About Ball Four

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

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

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

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


BANK OF AMERICA: Facing $50-Bil. Suit Over Merrill Deal
-------------------------------------------------------
Steven M. Davidoff, writing as The New York Times' The Deal
Professor, relates that lawsuits against Bank of America related
to its acquisition of Merrill Lynch are quietly advancing in the
Federal District Court in Manhattan.  The actions were commenced
by the New York attorney general’s office and by some of the
largest class-action law firms seeking about $50 billion.

The NY Times says the plaintiffs in the private action contend
that BofA engaged in a deliberate effort to deceive the bank’s
shareholders.  The plaintiffs include the Ohio Public Employees
Retirement System and a Netherlands pension plan that is the
second-largest in Europe.

The NY Times' Mr. Davidoff relates the lawsuit claims BofA and its
executives, including its former chief executive, Kenneth D.
Lewis, failed to disclose what would be a $15.31 billion loss at
Merrill Lynch in the days before and after the acquisition. The
plaintiffs contend that this staggering loss was hidden to ensure
that BofA shareholders did not vote against the transaction.
According to the NY Times, BofA disclosed this loss after Merrill
was acquired.  At the same time, BofA also disclosed a $20 billion
bailout by the government.  The bank’s stock fell by more than 60%
in a two-week period, a market value loss of more than $50
billion.

The NY Times notes this episode spawned a lawsuit from the
Securities and Exchange Commission that BofA, Mr. Lewis and Joseph
Price, the former chief financial officer, settled for $150
million.  Judge Jed S. Rakoff of the Federal District Court in
Manhattan approved the deal but complained that it didn’t
sufficiently penalize the individuals involved.  The amount was
paid by BofA with no liability for Mr. Lewis or Mr. Price.  Judge
Rakoff called the settlement “half-baked justice at best.”

The Merrill acquisition was completed on Jan. 1, 2009.  Two weeks
later, Bank of America disclosed for the first time that Merrill
had suffered an after-tax net loss of $15.31 billion.

According to Mr. Davidoff, the case is not only easier to
establish, but the potential damages could also be enormous.
"Damages in a claim like this are calculated by looking at the
amount lost as a result of the securities fraud. A court will most
likely calculate this by referencing the amount that Bank of
America stock dropped after the loss was announced; this is as
much as $50 billion," Mr. Davidoff writes.

"It is a plaintiff’s lawyer’s dream," Mr. Davidoff says.

Mr. Davidoff believes that, given the $50 billion claim looming
over it, BofA will most likely try to settle this litigation. The
settlement value appears to be in the billions.

The NY Times notes BofA is also facing even more liability for
those who bought and sold stock during this period up until Jan.
15.  In a ruling on July 29, the judge in this case allowed these
claims to proceed against BofA, Mr. Price and Mr. Lewis. The judge
had already ruled that the disclosure claim related to the proxy
vote could proceed.  The case has an October 2012 trial date.

Earlier this month, Reuters' Matthew Goldstein, Jennifer Ablan,
Daniel Wilchins and Kristina Cooke wrote that BofA could use an
"asbestos settlement trust" to settle toxic mortgage suits
involving its Countrywide unit.

"We've suggested an asbestos-style settlement as a solution. It
makes the most sense," said Vincent Fiorillo, a portfolio manager
with DoubleLine Capital, a $15 billion bond shop that has its own
pending claims against BofA, according to the Reuters report. "It
is better than where we are right now."

Reuters noted that the idea of using the asbestos litigation wars
as a model for dealing with the fallout from the financial crisis
is more talk than anything else. There's no indication an
asbestos-style litigation trust is something BofA is actively
considering at the moment.  Reuters even noted that Chris Whalen,
a bank analyst and co-founder of Institutional Risk Analytics,
called out for a Chapter 11 restructuring of BofA.

Reuters noted that BofA has set aside more than $15 billion in
litigation reserves and contends it is well-positioned to defend
itself against the wave of mortgage-related lawsuits.


BANK OF GRANITE: To Appeal Nasdaq's Suspension Determination
------------------------------------------------------------
Bank of Granite Corporation, on Sept. 20, 2011, received a written
notice from The Nasdaq Stock Market of the Nasdaq staff's
determination that the Company has not provided a definitive plan
evidencing its ability to achieve near-term compliance with all of
the continued listing requirements of The Nasdaq Capital Market
and, in particular, Rule 5550(a)(2), the bid price rule.
Accordingly, unless the Company requests an appeal of this staff
determination, trading of the Company's common stock will be
suspended at the opening of business on Sept. 29, 2011, and a Form
25-NSE will be filed with the Securities and Exchange Commission,
which will remove the Company's common stock from the listing and
registration on The Nasdaq Stock Market.

The Company intends to request an appeal of the staff's
determination to the Nasdaq panel by Sept. 27, 2011, which request
will stay the suspension of the Company's common stock and filing
of the Form 25-NSE pending the panel's decision.  The Company's
common stock will continue to trade on The Nasdaq Capital Market
under the symbol "GRAN" during the appeals period.

                       About Bank of Granite

Granite Falls, N.C.-based Bank of Granite Corporation is a
Delaware corporation that was organized June 1, 1987, as a bank
holding company.  The Company's only businesses are the ownership
and operation of Bank of Granite, a state bank chartered under the
laws of North Carolina on Aug. 2, 1906, and Granite Mortgage,
Inc., a mortgage bank chartered under the laws of North Carolina
on June 24, 1985.  Granite Mortgage discontinued its origination
activities during 2009.

The Company conducts its community banking business operations
from 20 full-service offices located in Burke, Caldwell, Catawba,
Forsyth, Iredell, Mecklenburg, Watauga, and Wilkes counties in
North Carolina.

The Company's balance sheet at June 30, 2011, showed
$807.06 million in total assets, $787.75 million in total
liabilities, and $19.30 million in total stockholders' equity.

                     Cease and Desist Order

In 2009, Bank of Granite entered into a Stipulation and Consent to
the issuance of an Order to Cease and Desist by the Federal
Deposit Insurance Corporation and the North Carolina Commissioner
of Banks.  Based on the Company's Consent, the FDIC and the
Commissioner jointly issued the Order on Aug. 27, 2009.

The Order requires the Bank to achieve and maintain Tier 1
Leverage Capital Ratio of not less than 8% and a Total Risk-Based
Capital of not less than 12% for the life of the Order.

                      Going Concern Doubt

The Company reported a net loss of $23.66 million on
$44.80 million of total interest income for the year ended
Dec. 31, 2010, compared with a net loss of $25.62 million on
$52.64 million of total interest income during the prior year.

Dixon Hughes PLLC, in Charlotte, North Carolina, 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 incurred net
losses in 2010 and 2009, primarily from higher provisions for loan
losses.  Bank of Granite Corporation's wholly-owned bank
subsidiary is under a regulatory order that requires, among other
provisions, higher regulatory capital requirements.  The Bank did
not meet the higher capital requirements as of Dec. 31, 2010 and
is not in compliance with the regulatory agreement.  Failure to
comply with the regulatory agreement may result in additional
regulatory enforcement actions.


BCO MESA: Case Summary & 10 Largest Unsecured Creditors
-------------------------------------------------------
Debtor: BCO MESA, LLC
        8711 E. Pinnacle Peak Road
        PMB 282
        Scottsdale, AZ 85255

Bankruptcy Case No.: 11-27107

Chapter 11 Petition Date: September 23, 2011

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

Judge: Sarah Sharer Curley

Debtor's Counsel: Blake D. Gunn, Esq.
                  LAW OFFICE OF BLAKE D. GUNN
                  P.O. Box 22146
                  Mesa, AZ 85277-2146
                  Tel: (480) 270-5073
                  E-mail: blake.gunn@gunnbankruptcyfirm.com

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

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

The Company's list of its 10 largest unsecured creditors filed
with the petition is available for free at:
http://bankrupt.com/misc/azb11-27107.pdf

The petition was signed by Craig Babcock, member.


BEAZER HOMES: Highbridge Discloses 5.04% Equity Stake
-----------------------------------------------------
In a Schedule 13G filing with the U.S. Securities and Exchange
Commission, Highbridge International LLC and its affiliates
disclosed that they beneficially own (a) 642,000 shares of Common
Stock; (b) $400,299 aggregate principal amount of 7.5% Mandatory
Convertible Subordinated Notes due 2013, convertible into
1,783,211 shares of Common Stock; (c) 7.25% Tangible Equity Units,
convertible into 1,507,607 shares of Common Stock; and (d) Call
rights to purchase 50,000 shares of Common Stock.

The total amount of shares represents 5.04% of the shares
outstanding based on 75,679,860 shares of common stock outstanding
as of July 29, 2011.

                        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."

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.

                           *     *     *

As reported by the TCR on Sept. 14, 2011, Moody's Investors
Service downgraded the corporate family and probability of default
ratings of Beazer Homes USA, Inc. to Caa2 from Caa1.  The
downgrade reflects Moody's expectations that the conditions in
the homebuilding industry will continue to put pressure on
Beazer's operating and financial metrics, resulting in operating
losses, negative cash flow generation, elevated debt leverage, and
declines in equity over the next two years.  Additionally, Moody's
expect the company to continue burning cash from its land spend.
In addition, Moody's expects Beazer to continue experiencing
declines in deliveries and revenues into 2012.

Fitch Ratings has downgraded its ratings for Beazer Homes USA,
Inc., including the company's Issuer Default Rating (IDR) to 'CCC'
from 'B-'.  The ratings downgrade reflects Fitch's belief new
housing activity will remain weak through at least 2012 and the
company's liquidity position is likely to erode in the next 18
months.  With the recent softening in the economy and lowered
economic growth expectations for 2011 and 2012, the environment
may at best support a relatively modest recovery in housing
metrics over the next year and a half.  Fitch had previously
forecast a slightly more robust housing environment in 2011 and
2012.


BERNARD L. MADOFF: Judge Trims Trustee's $1-Bil. Suit vs. Mets
--------------------------------------------------------------
Keith Goldberg at Bankruptcy Law360 reports that the owners of the
New York Mets scored a win Tuesday when a federal judge tossed
nine of the 11 claims in a $1 billion lawsuit lodged against them
by the trustee overseeing recovery for victims of Bernard L.
Madoff's Ponzi scheme.

According to Law360, U.S. District Judge Jed S. Rakoff said the
U.S. Bankruptcy Code precluded trustee Irving H. Picard from
recovering any money paid to executives of Sterling Equities,
which owns the Mets, by Madoff's brokerage firm, except where it's
proven the executives committed actual fraud.

Meanwhile, American Bankruptcy Institute reports that Bankruptcy
Judge Burton Lifland has approved the disclosure statement of two
liquidating feeder funds for Bernard L. Madoff Investment
Securities LLC.

                      High Standard of Proof

Dow Jones Newswires' Chad Bray and The Wall Street Journal's
Michael Rothfeld report that Judge Rakoff ruled that Irving Picard
would have to meet a high standard of proof to seize any of the
Mets owners' principal.  Mr. Picard would have to prove that the
owners were "willfully blind" to signs of the fraud and ignored
red flags that would have uncovered it had they investigated.

Messrs. Bray and Rothfeld also report that the judge rejected Mr.
Picard's efforts to recover their principal under a lower legal
standard known as "inquiry notice."  Under that approach, the
report explains, Mr. Picard could have recovered principal simply
by showing that they failed to investigate activity a reasonable
person would have considered suspicious, even if doing so wouldn't
have uncovered the Ponzi scheme.

"The trustee may recover defendants' net profits simply by proving
that the defendants did not provide value for the monies received,
but the trustee may recover the return of the defendants'
principal only by proving that the defendants willfully blinded
themselves to Madoff Securities' fraud," the judge said, according
to Messrs. Bray and Rothfeld.

Messrs. Bray and Rothfeld further reports that the question of how
much Mr. Picard could ultimately recover in terms of false profits
remains an open question, the judge said.  The judge has yet to
rule on whether Mr. Picard can recover phony profits beyond a two
year statute of limitations under federal bankruptcy law.

Mr. Picard is seeking the return of nearly $300 million in
fictitious profits, as well as up to $700 million in principal
withdrawn by the Mets owners.  The Mets owners allegedly withdrew
$83.3 million in the two years prior to Madoff's fraud coming to
light. The nearly $300 million Mr. Picard is seeking goes back the
length of their investment with Madoff.

According to Messrs. Bray and Rothfeld, Judge Rakoff also said Mr.
Picard can't disallow claims by the Mets owners and their
associates for an estimated $160 million in principal they lost in
the Ponzi scheme.  But Judge Rakoff ruled that the trustee could
give those claims a lower priority than those of other investors
if he could show they were "willfully blind" to the fraud.

                      About Bernard L. Madoff

Bernard L. Madoff Investment Securities LLC and Bernard L. Madoff
orchestrated the largest Ponzi scheme in history, with losses
topping US$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 US$6.88 billion in claims by
investors has been allowed, with US$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.


BERNARD L. MADOFF: Picard May Only Recoup Up to $386M From Mets
---------------------------------------------------------------
Chad Bray, writing for Dow Jones Newswires, reports that the
owners of the New York Mets baseball team may be asked to pay no
more than $386 million in a lawsuit filed by Irving Picard, the
court-appointed trustee trying to recover money for victims of
Ponzi scheme operator Bernard Madoff, according to a ruling
Wednesday by U.S. District Judge Jed S. Rakoff.

Dow Jones relates the ruling came a few hours before Mr. Picard
and lawyers for the Mets owners were due to appear in court to set
a schedule for further proceedings in case.  A hearing was set for
3 p.m. EDT in Manhattan federal court.

On Tuesday, Judge Rakoff dismissed the bulk of Mr. Picard's claims
in a $1 billion lawsuit he filed against Mets owners Fred Wilpon
and Saul Katz.  According to Dow Jones, in the ruling Tuesday, the
judge limited the time frame from which Mr. Picard can recover
assets to a two-year period before Mr. Madoff's fraud came to
light.  He also found that the trustee would have to meet a high
standard of proof to seize any of the Mets owners' principal
investment: namely that they were "willfully blind" to signs of
the fraud.

According to Dow Jones, a spokeswoman for Mr. Picard on Tuesday
said the trustee and his lawyers were in the process of reviewing
the decision. They had no comment Wednesday.

Dow Jones relates the partners at Sterling Equities said Tuesday
that they were pleased that the court had "dismissed nine of the
11 counts in the Trustee's complaint," and that Mr. Picard could
only seek money going back two years.  A person close to the
team's owners said Tuesday they believed it would be impossible
for Mr. Picard to prove willful blindness.

                      About Bernard L. Madoff

Bernard L. Madoff Investment Securities LLC and Bernard L. Madoff
orchestrated the largest Ponzi scheme in history, with losses
topping US$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 US$6.88 billion in claims by
investors has been allowed, with US$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.


BIONEUTRAL GROUP: Posts $698,500 Net Loss in July 31 Quarter
------------------------------------------------------------
BioNeutral Group, Inc., filed its quarterly report on Form 10-Q,
reporting a net loss of $698,557 on $32,986 of revenues for
the three months ended July 31, 2011, compared with a net loss of
$655,847 on $15,500 of revenues for the three months ended
July 31, 2010.

For the nine months ended June 30, 2011, the Company had a net
loss of $2.2 million on $50,912 of revenues for the nine months
ended July 31, 2011, compared with a net loss of $3.3 million on
$15,500 of revenues for the nine months ended July 31, 2010.

The Company's balance sheet at July 31, 2011, showed $10.9 million
in total assets, $4.4 million in total liabilities, and
stockholders' equity of $6.5 million.

Marcum, LLP, in New York City, expressed substantial doubt about
BioNeutral Group's ability to continue as a going concern,
following the Company's results for the fiscal year ended Oct. 31,
2010.  The independent auditors noted that the Company had a
working capital deficiency of approximately $1.8 million for the
year ended Oct. 31, 2010, and accumulated deficit of $49.8 million
as of Oct. 31, 2010.

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

                       http://is.gd/6s0HEy

Newark, N.J.-based BioNeutral Group, Inc. (OTC BB: BONU)
-- http://www.bioneutralgroup.com/-- is a specialty technology-
based life science company which has developed a technology
platform that neutralizes harmful environmental contaminants,
toxins and dangerous micro-organisms including bacteria, viruses,
mold, fungi and spores.


BLACK DIAMOND: Court Denies Motion to Stay Abstention Order
-----------------------------------------------------------
Taft A. McKinstry, as trustee of the Black Diamond Mining Company
Unsecured Creditors Trust, on July 30, 2010, filed a complaint
against Harold E. Sergent, Ira J. Genser, Larry Tate and Alvarez &
Marsal North America LLC, before the Commonwealth of Kentucky,
Floyd Circuit Court, asserting state law claims of breach of
fiduciary duty, willful misconduct and gross negligence against
Mr. Sergent.  The BD Trustee alleges, among other things, that Mr.
Sergent had a personal economic interest in committing Black
Diamond to sell as much coal as possible -- regardless of Black
Diamond's production capabilities -- to allow Mr. Sergent to earn
a $0.25 per ton sales commission for every ton sold and a $0.04
per ton royalty commission for every ton sold.  The BD Trustee
also alleges that to earn fees and otherwise promote his economic
self-interest at Black Diamond's expense, in 2006 and 2007, Mr.
Sergent caused Black Diamond to enter into a number of long-term
contracts with coal purchasers under which Black Diamond committed
to supply tons of coal that Mr. Sergent knew vastly exceeded what
Black Diamond could actually produce from its own mines.  The BD
Trustee also alleges that Mr. Sergent acted willfully and
recklessly and breached his fiduciary duty by causing Black
Diamond to have to depend on spot market purchases of coal to meet
its obligations under the Supply Contracts.

By early 2008, the spot market price of coal had risen from
between $46 and $52 per ton as of the entry into the Supply
Contracts to approximately $70-$80 per ton, depending on the
quality of coal sold.  Black Diamond therefore lost approximately
$20-$30 for each ton of coal it had to buy on the spot market to
meet its obligations under the Supply Contracts, causing Black
Diamond to default on its obligations and suffer a financial
crisis as of January 2008.

Mr. Sergent will not be personally liable for any judgment Mr.
McKinstry may obtain on the Sergent Claims, as Mr. McKinstry
agreed to seek recovery only from applicable insurance coverage as
part of an agreed order lifting the automatic stay in Mr.
Sergent's bankruptcy.

The BD Trustee's claims against the A&M Defendants arose out of
the alleged mismanagement of Black Diamond during the course of
its bankruptcy by Mr. Genser as Black Diamond's Chief
Restructuring Officer, and Mr. Tate as Black Diamond's Chief
Financial Officer.

The A&M Defendants removed the State Court Proceeding to the
United States District Court for the Eastern District of Kentucky.
Mr. Sergent then joined in the removal.  The BD Trustee challenged
removal, moving the District Court to remand or abstain.

On Jan. 12, 2011, the District Court entered its Memorandum
Opinion and Order concluding that it had "related to" subject
matter jurisdiction over the State Court Proceeding under 28
U.S.C. Sec. 1334.  The District Court then referred the Removed
Case to the Bankruptcy Court under Local Rule 83.12(a).  The BD
Trustee then renewed her abstention motion in the Bankruptcy
Court.

After reviewing the Abstention Motion, all related pleadings and
other evidence of record and hearing the oral arguments of the
parties, on June 23, 2011, the Bankruptcy Court entered the
Abstention Order abstaining as to the Sergent Claims under 28
U.S.C. Sec. 1334(c)(2), and remanding those claims to the State
Court.  The Bankruptcy Court denied the Abstention Motion as to
the A&M Defendants.

Mr. Sergent filed the Notice of Appeal and a Motion for Stay
seeking a stay of the Abstention Order pending an appeal of the
order to the District Court.

Bankruptcy Judge Joseph M. Scott, Jr., denied the Motion for Stay
in a Sept. 21, 2011 Memorandum Opinion available at
http://is.gd/53HS9cfrom Leagle.com.

The case is TAFT A. McKINSTRY, AS TRUSTEE OF THE BD. UNSECURED
CREDITORS TRUST, v. HAROLD E. SERGENT, IRA J. GENSER, LARRY TATE
and ALVAREZ & MARSAL NORTH AMERICA, LLC, Adv. Proc. No. 11-07010
(Bankr. E.D. Ky.).

                    About Black Diamond Mining

Headquartered in Pikeville, Kentucky, Black Diamond Mining Co.,
LLC, is a coal-mine operator formed in 2006.  The company
and seven of its affiliates sought Chapter 11 protection on
(Bankr. E.D. Ky. Case No. 08-70109) on March 4, 2008.  David M.
Cantor, Esq., at Seiller Waterman, LLC, represents the Debtors in
these cases.  The U.S. Trustee for Region 8 appointed creditors to
serve on an Official Committee of Unsecured Creditors.  Foley &
Lardner LLP represents the Committee in these cases.

Prudential Insurance Co. of America and subsidiaries of CIT Group
Inc., C.I.T. Capital U.S.A., Inc. and The C.I.T Group/Commercial
Services Inc., filed involuntary Chapter 11 petitions against
FCDC Coal Inc., Black Diamond Mining Co., Martin Coal Processing
Corp., Spurlock Energy Corp., Turner Elkhorn Mining Co., Wolverine
Resources, Inc. and Black Diamond Land Co. LLC on Feb. 19, 2008
(Bankr. E.D. Ky. Case Nos. 08-50369 to 08-50372 and 08-70066 to
08-70067).  Robert J. Brown, Esq., at Wyatt, Tarrant & Combs,
L.L.P., represent the petitioners.  According to the petitioners,
the Debtors owe them $150 million.  The Debtors schedules showed
$73,669,934 in total assets and $207,403,591 in total liabilities.

As reported in the Troubled Company Reporter on Feb. 25, 2008, the
petitioning creditors sought the appointment of a Chapter 11
trustee for the Debtors.  The petitioners alleged that the
Debtors' controlling equity owner Harold E. Sergent and other
shareholders are "hopelessly conflicted."  They insisted that the
company has no money since losing $25 million last year and they
had refused to dole out a single cent until a trustee assumes
control of the company and comes up with an appropriate budget.

The Court entered an order for relief on the involuntary petitions
on March 11, 2008.  Alvarez & Marsal North America LLC was
appointed to provide a chief restructuring officer for FCDC Coal
Inc. and Black Diamond Mining Co.

The Company filed a Chapter 11 plan in early 2009.  The Court on
July 23, 2009, entered an order confirming the Debtors' Third
Amended Joint Plan of Liquidation, as Modified.  On the effective
date of the Plan, the Unsecured Creditors Trust was created and
Taft A. McKinstry was appointed.

Harold Sergent filed his own chapter 7 bankruptcy petition (Bankr.
E.D. Ky. Case No. 10-50763) on March 9, 2010.  Phaedra Spradlin
was appointed the Chapter 7 Trustee.


BLOCKBUSTER INC: Led by Dish, Blockbuster Back From the Doldrums
----------------------------------------------------------------
The DVD streaming and mail delivery sector has become far more
competitive in the last month. Price hikes and spinoffs at Netflix
have set in motion a Netflix customer rebellion that Blockbuster
is capitalizing on.  The Bedford Report examines the outlook for
companies in the Music and Video Stores Industry and provides
equity research on Blockbuster, Inc. and Netflix, Inc.

Access to the full company reports can be found at:

           http://www.bedfordreport.com/BLOAQ
           http://www.bedfordreport.com/NFLX

Blockbuster, once the leader in video rentals, had filed for
bankruptcy when it couldn't counter the threat posed by Netflix,
Inc., whose DVD-by-mail service and subsequent expansion into
video streaming revolutionized home entertainment.  Blockbuster
has since emerged from the doldrums with the aid of Dish Network,
and is now becoming a promising comeback story.

Last week Dish Network announced a new product, the Blockbuster
Movie Pass, which combines the services offered by the two brands.
The pass is a lot like what Netflix offered until this month, as
it is a combination of DVDs by mail and video streamed online.
The pass also adds in the satellite subscription service for which
Dish Network is known, as well as games by mail.  Dish calls it
"the most comprehensive entertainment package ever."

The Bedford Report releases investment research on the Music and
Video Stores Industry so investors can stay ahead of the crowd and
make the best investment decisions to maximize their returns.
Take a few minutes to register with us free at
http://www.bedfordreport.com/and get exclusive access to our
numerous analyst reports and industry newsletters.

Shares of Netflix have been on the downswing since the company
announced new subscription plans for its DVD-by-mail and streaming
customers. Under the new plan, customers who seek to subscribe for
both the DVD-by-mail and streaming services will have to pay
$16.00 per month for unlimited access.  Previously, Netflix used
to charge $10.00 a month for the bundled offering.

Not only Blockbuster, Netflix must also fend off other new
competition, including streaming services from Hulu.com and
Amazon.com Inc. and $1-per-day DVD rentals from Redbox kiosks.

                      About Blockbuster Inc.

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

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

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


BLUEGREEN CORP: Inks $30MM Revolving Facility with CapitalSource
----------------------------------------------------------------
Bluegreen Corporation, on Sept. 20, 2011, entered into a
$30.0 million revolving timeshare receivables hypothecation
facility with CapitalSource Bank.  The Facility provides for
advances on eligible receivables, subject to specified terms and
conditions, during the two-year revolving credit period ending in
September 2013.  Eligible "A" receivables that meet certain
eligibility and FICO score requirements, which the Company
believes are typically consistent with loans originated under its
current credit underwriting standards, are subject to an 80%
advance rate.  The Facility also allows for certain eligible "B"
receivables to be funded at a 45% advance rate.  Principal
repayments and interest will be paid as cash is collected on the
pledged receivables, subject to future required decreases in the
advance rate after the two-year revolving credit period, with the
remaining balance being due in September 2016.  The Facility bears
interest at the one-month LIBOR plus 5.75%, subject to a LIBOR
floor of 0.75% (6.50% as of Sept. 20, 2011).  The Facility
includes affirmative, negative and financial covenants and events
of default.  As of Sept. 26, 2011, no amounts are outstanding
under the Facility.  A full-text copy of the Loan and Security
Agreement is available for free at http://is.gd/55i6wU

                        About Bluegreen Corp.

Bluegreen Corporation -- http://www.bluegreencorp.com/-- provides
places to live and play through its resorts and residential
community businesses.

In December 2010, Standard & Poor's Rating Services raised its
corporate credit rating on Bluegreen Corp to 'B-' from 'CCC'.
S&P's rating outlook on the Company is stable.  S&P believes that
Bluegreen will grow its fee-based sales commission revenue from
$20 million in 2009 to an estimated $50 million in 2010.  At this
time, S&P expects that Bluegreen may be able to generate at least
the same amount of commission based revenue in 2011.  While the
increase in fee- based revenue allowed Bluegreen to expand the
level of sales that do not require financing, S&P believes that
the company will likely remain heavily reliant on its lines of
credit, receivable- backed warehousing facilities, and access to
the timeshare securitization markets to fund timeshare sales.  In
S&P's view, Bluegreen currently has adequate sources of liquidity
to cover its needs over the next 12-18 months mainly due to the
successful closing of a timeshare securitization transaction.

The Company reported a net loss of $35.87 million on
$365.67 million of revenue for the year ended Dec. 31, 2010,
compared with net income of $3.90 million on $367.36 million of
revenue during the prior year.

The Company's balance sheet at June 30, 2011, showed $1.14 billion
in total assets, $848.80 million in total liabilities, and
$295.91 million total shareholders' equity.

                           *     *     *

In December 2010, Standard & Poor's Rating Services raised its
corporate credit rating on Bluegreen Corp to 'B-' from 'CCC'.
S&P's rating outlook on the Company is stable.  S&P believes that
Bluegreen will grow its fee-based sales commission revenue from
$20 million in 2009 to an estimated $50 million in 2010.  At this
time, S&P expects that Bluegreen may be able to generate at least
the same amount of commission based revenue in 2011.  While the
increase in fee- based revenue allowed Bluegreen to expand the
level of sales that do not require financing, S&P believes that
the company will likely remain heavily reliant on its lines of
credit, receivable- backed warehousing facilities, and access to
the timeshare securitization markets to fund timeshare sales.  In
S&P's view, Bluegreen currently has adequate sources of liquidity
to cover its needs over the next 12-18 months mainly due to the
successful closing of a timeshare securitization transaction.


BLUEKNIGHT ENERGY: Files Form S-8, Registers 1.3MM Common Units
---------------------------------------------------------------
Blueknight Energy Partners, L.P., filed with the U.S. Securities
and Exchange Commission a Form S-8 registration statement solely
to register the issuance of an aggregate of up to 1,350,000
additional common units representing limited partner interests of
Blueknight Energy Partners, L.P., all of which were authorized
pursuant to an amendment and restatement of the Blueknight Energy
G.P., L.L.C., Long-Term Incentive Plan approved by the Board of
Directors of Blueknight Energy G.P., L.L.C., the Company's general
partner, on June 9, 2011, and the Company's unitholders on
Sept. 14, 2011.

The Company previously filed a Registration Statement on Form S-8
with the SEC on July 20, 2007, covering 1,250,000 common units,
which were authorized for issuance under the Plan.  A full-text
copy of the Form S-8 is available for free at http://is.gd/IKKicP

                      About Blueknight Energy

Blueknight Energy Partners, L.P. (Pink Sheets: BKEP)
-- http://www.bkep.com/-- provides integrated terminalling,
storage, processing, gathering and transportation services for
companies engaged in the production, distribution and marketing of
crude oil and asphalt product. It provides services for the
customers, and its only inventory consists of pipeline linefill
and tank bottoms necessary to operate the assets. It has three
operating segments: crude oil terminalling and storage services,
crude oil gathering and transportation services, and asphalt
services.

The Company reported a net loss of $23.79 million on
$152.62 million of total revenue for the year ended Dec. 31, 2010,
compared with a net loss of $16.50 million on $156.77 million of
total revenue during the prior year.

The Company's balance sheet at June 30, 2011, showed
$327.44 million in total assets, $372.97 million in total
liabilities, and a $45.52 million total partners' deficit.


BMB MUNAI: Completes Sale of Emir Oil LLP to MIE Holdings
---------------------------------------------------------
BMB Munai, Inc., completed the sale of all of its interests in
Emir Oil LLP to a subsidiary of MIE Holdings Corporation,
following its receipt of necessary regulatory approvals and
satisfaction of the necessary conditions to closing the
transaction.  In connection with the closing of the transaction,
the Company repaid in full the outstanding principal and accrued
interest on its 10.75% convertible Senior Notes due 2013.

In the coming weeks, the Company's board of directors will meet to
determine the amount of the first of two anticipated cash
distributions to the Company's stockholders from the transaction
proceeds, such amount to be determined after giving effect to the
estimated closing adjustments and escrow amount and the repayment
of the convertible senior notes and after providing for the
payment of or reserve for other anticipated liabilities and
transaction costs.  The Company intends to make a second
distribution to stockholders following termination of the escrow
on the first year anniversary of the closing date, subject to the
availability of funds to be released from the escrow, actual costs
incurred and other factors.

On Sept. 19, 2011, in connection with the completion of the
Sale, the Company filed with the Securities and Exchange
Commission a Form 25 to effect its previously announced voluntary
delisting from the NYSE Amex, which is expected to be effective
following the close of business on Sept. 29, 2011.  Thereafter,
the Company's shares will no longer be listed on the Amex.  Upon
delisting from Amex, the Company believes that its common stock
will be eligible for quotation on the OTCQB, part of the OTC
Market Group, formerly known as Pink Sheets LLC.  While the common
stock may be quoted over-the-counter on the OTCQB, there can be no
assurance that a market for the Company's common stock will
develop on the OTCQB or otherwise.  Notwithstanding the voluntary
delisting from the Amex, the Company intends to continue to file
periodic and other reports and make other required filings with
the SEC pursuant to the requirements of the Securities Exchange
Act of 1934, as amended.

                          About BMB Munai

Based in Almaty, Kazakhstan, BMB Munai, Inc., is a Nevada
corporation that originally incorporated in the State of Utah in
1981.  Since 2003, its business activities have focused on oil and
natural gas exploration and production in the Republic of
Kazakhstan through its wholly-owned operating subsidiary Emir Oil
LLP.  Emir Oil holds an exploration contract that allows the
Company to conduct exploration drilling and oil production in the
Mangistau Province in the southwestern region of Kazakhstan until
January 2013.  The exploration territory of its contract area is
approximately 850 square kilometers and is comprised of three
areas, referred to herein as the ADE Block, the Southeast Block
and the Northwest Block.

The Company realized a loss from continuing operations of
$15.1 million during fiscal year 2011 compared to $10.7 million
during fiscal year 2010.  This 41% increase in loss from
continuing operations was primarily attributable to increased
general and administrative and interest expense and the foreign
exchange loss of $415,803 incurred during fiscal year 2011.

Hansen, Barnett & Maxwell, P.C., in Salt Lake City, said that as a
result of the pending sale of Emir Oil LLP, BMB Munai will have no
continuing operations that result in positive cash flow, which
raise substantial doubt about its ability to continue as a going
concern.

The Company did not generate any revenue during the fiscal years
ended March 31, 2011, and 2010, except from oil and gas sales
through Emir Oil.

The Company's balance sheet at June 30, 2011, showed
$326.89 million in total assets, $103.95 million in total
liabilities, and $222.93 million in stockholders' equity.

                        Bankruptcy Warning

The Company has disclosed that if it does not complete the sale,
it will not have sufficient funds to retire the restructured
Senior Notes when they become due.  "In this event, we would
likely be required to consider liquidation alternatives, including
the liquidation of our business under bankruptcy
protection," the Company said.


BONDS.COM GROUP: J. Chertoff Resigns as Chief Financial Officer
---------------------------------------------------------------
Jeffrey M. Chertoff was no longer the chief financial officer and
a member of of the board of directors of Bonds.com Group, Inc.,
effective Sept. 26, 2011.  According to a regulatory filing by the
Company, Mr. Chertoff resigned from both positions due to
“personal reasons.”

John M. Ryan, the Company's current chief administrative officer,
will take on the additional role of CFO.  Mr. Ryan, age 60, was
appointed as CAO in February 2011, after service the company in
various capacities starting in January 2010.  Before Joining
Bonds.com, Mr. Ryan was the business administration director at
Shortridge Academy Ltd. for five years.

                       About Bonds.com Group

Based in Boca Raton, Florida, Bonds.com Group, Inc. (OTC BB: BDCG)
-- http://www.bonds.com/ --through its subsidiary Bonds.com,
Inc., serves institutional fixed income investors by providing a
comprehensive zero subscription fee online trading platform.  The
Company designed the BondStation and BondStationPro platforms to
provide liquidity and competitive pricing to the fragmented Over-
The-Counter Fixed Income marketplace.

The Company differentiates itself by offering through Bonds.com,
Inc. an inventory of more than 35,000 fixed income securities from
more than 175 competing sources.  Asset classes currently offered
on BondStation and BondStationPro, the Company's fixed income
trading platforms, include municipal bonds, corporate bonds,
agency bonds, certificates of deposit, emerging market debt,
structured products and U.S. Treasuries.

The Company's balance sheet at June 30, 2011, showed $5.71 million
in total assets, $11.36 million in total liabilities, and a
$5.64 million stockholders' deficit.

The Company reported a net loss of $12.51 million on $2.71 million
of revenue for the year ended Dec. 31, 2010, compared with a net
loss of $4.69 million on $3.90 million of revenue during the prior
year.

As reported by the TCR on May 9, 2011, Daszkal Bolton LLP, in Boca
Raton, Fla., in its audit reports for the years ended Dec. 31,
2009, and Dec. 31, 2010, expressed substantial doubt about the
Company's ability to continue as a going concern.  The auditors
noted that the Company has sustained recurring losses and has
negative cash flows from operations.


BORDERS GROUP: Barnes & Noble Okayed to Buy Name, Customer List
---------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Borders Group Inc. improved protections for
maintaining confidentiality of customer information and received
bankruptcy court approval Sept. 26 to sell trademarks and
intellectual property for $15.8 million.  Barnes & Noble Inc., a
competitor when Borders was still in business, bought most of the
intellectual property for $13.9 million.  At the auction won by
New York-based Barnes & Noble, the first bid was $3.5 million.

Mr. Rochelle also reports that last week, the bankruptcy judge in
New York delayed sale approval after the consumer privacy
ombudsman raised objections.

                       About Borders Group

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

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

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

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

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

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

Borders is completing going-out-of-business sales that
began at all of its remaining locations in July. The creditors’
committee said before the liquidation began that Borders
expected to generate $252 million to $284 million in cash from
the sales. Borders is selling store leases separately. Borders
selected proposals by Hilco and Gordon Brothers to conduct going
out of business sales for all stores after no going concern offers
of higher value were submitted by the deadline.

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


BOWE SYSTEC: Has Until Nov. 14 to Propose Chapter 11 Plan
---------------------------------------------------------
The Hon. Peter J. Walsh of the U.S. Bankruptcy Court for the
District of Delaware extended Mail Systems Liquidation, Inc.,
formerly known as Bowe Systec, Inc., et al.'s exclusive periods to
file and solicit acceptances for a Chapter 11 Plan until Nov. 14,
2011, and Jan. 13, 2012, respectively.  The Debtors relate that
currently they are working with the purchaser and other parties in
interest to finalize certain post-closing matters in connection
with the sale of substantially all of their assets.

                         About Bowe Bell

Headquartered in Wheeling, Ill., BOWE BELL + HOWELL --
http://www.bowebellhowell.com/-- is a leading provider of high-
performance document management solutions and services.  In 1936,
the company pioneered gripper arm mail-inserting systems and has
one of the world's largest installed bases of such inserters as a
result of the technology's flexibility, performance and
reliability.  The company's complete portfolio of inserting,
sorting, plastic card, integrity, cutting, packaging, print-on-
demand and software solutions is one of the most comprehensive
product offerings for paper-based communications.  These solutions
are supported by one of the largest dedicated service
organizations in the industry.  In addition to its headquarters
offices, the company maintains major manufacturing and service
locations in Durham, N.C. and Bethlehem, Penn.

Bowe Bell + Howell sought bankruptcy protection in the U.S. as
part of a deal to itself to creditor Versa Capital Management Inc.
to pay off debt.

Bowe Systec, Inc., Bowe Bell + Howell Holdings, Inc., and other
affiliates, including Bowe Bell + Howell Holdings, Inc., filed
Chapter 11 petitions (Bankr. D. Del. Lead Case No. 11-11186) on
April 18, 2011.  Bowe Systec estimated assets and debt of $100
million to $500 million as of the bankruptcy filing.

Lee E. Kau fman, Esq., and Mark D. Collins, Esq., at Richards,
Layton & Finger, P.A., serve as the Debtors' bankruptcy counsel.
McDermott Will & Emery is the Debtors' special corporate counsel.
Focus Management Group is the Debtors' financial advisors.  Lazard
Middle Market LLC is the Debtors' investment banker.  The Garden
City Group, Inc is the Debtors' claims and notice agent.

Bowe Bell + Howell International Ltd., BBH's Canadian subsidiary,
commenced parallel ancillary proceeding under Part IV of the
Companies' Creditors Arrangement Act.  BBH Canada, as the proposed
foreign representative for the Debtors in the ancillary
proceeding, will ask an Ontario Superior Court judge to recognize
the bankruptcy proceedings in the U.S.  PricewaterhouseCoopers
Inc. is the prospective Information Officer in the Canadian
Proceeding.

The U.S. Trustee has formed an Official Committee of Unsecured
Creditors and an Official Retirees’ Committee.

Versa Capital Management, Inc. in June 2011 completed  its
acquisition of the assets of Bowe Bell + Howell and the formation
of a new company and brand, Bell and Howell, LLC.  Versa, having
purchased the $121 million secured term loan and revolving credit,
signed a contract to buy the business in exchange for secured
debt, the loan financing the Chapter 11 case, the cost of curing
contract defaults, and $315,000 for the Canadian assets.



BRAINY BRANDS: Issues Notes and Warrants Under Subscription Pact
----------------------------------------------------------------
The Brainy Brands Company, Inc., entered into a subscription
agreement with accredited investors.  Pursuant to the August
Subscription Agreement, on Aug. 11, 2011, the Company issued and
sold to the Investors, convertible promissory notes in the
aggregate principal amount of $220,000.  The Notes are secured by
all of the assets of the Company.  Upon issuance, the Notes were
convertible into common stock of the Company at a conversion price
of $0.40 per share, subject to adjustment in the event of stock
splits, stock dividends, or in the event of certain subsequent
issuances by the Company of common stock or securities convertible
into common stock at a lower price.  The Notes will mature two
years from the date of issuance and bear interest at the rate of
10% per annum due and payable semi-annually in arrears commencing
Sept. 30, 2011, and upon maturity.

Pursuant to the First Closing, the Company issued to the Investors
warrants to purchase 30 shares of common stock for each $4.00
principal amount of Notes, such that the Company issued an
aggregate of 1,650,000 Warrants.  The Warrants have a five-year
term, may be exercised on a cashless basis, and upon issuance had
an exercise price of $0.60, subject to adjustment in the event of
stock splits, stock dividends, or in the event of certain
subsequent issuances of the Company of common stock or securities
convertible into common stock at a lower price.  The Notes may not
be converted, and the Warrants may not be exercised, to the extent
such conversion or exercise would cause the holder, together with
its affiliates, to beneficially own a number of shares of common
stock which would exceed 4.99% of the Company's then outstanding
shares of common stock following such conversion or exercise.

A second closing under the Subscription Agreement occurred on
Sept. 23, 2011, for additional principal amount of $180,000 in
Notes.  At the Second Closing, the Company issued Notes and
Warrants on the same terms and conditions as the First Closing,
except that, the Notes and Warrants issued at the Second Closing
had conversion and exercise prices, respectively, of $0.20.  In
connection with the Second Closing, on Sept. 23, 2011, the Company
entered into a Third Consent and Waiver Agreement with the parties
identified on the signature pages thereto. Pursuant to the Third
Waiver:

   * The exercise and conversion prices of the Company's
     outstanding notes and warrants, respectively, was reduced to
     $0.20.

   * Schedule 12(a) to the August Subscription Agreement, the
     subscription agreement entered into by the Company on
     Nov. 24, 2010, and the subscription agreement entered into by
     the Company on April 18, 2011, was amended to increase from
     7,500,000 to 15,000,000 the number of shares of common stock
     which the Company may include in its stock plan and  deemed
     an "Exempt Issuance" under the respective Subscription
     Agreements.

   * The New Subscribers named therein were added as subscribers
     under the August Subscription Agreement.

   * The subscribers under the November Subscription Agreement and
     April Subscription Agreement waived the last sentence of
     Section 3.3 of each of the warrants issued in connection with
     the November Subscription Agreement and April Subscription
     Agreement, with respect to the amount of shares of common
     stock that may be purchased upon full exercise of each of
     those warrants.

   * The Company agreed to use its best efforts to effect an
     increase in its authorized shares of common stock to
     500,000,000, not later than Dec. 1, 2011.

                        About Brainy Brands

Suwanee, Ga.-based The Brainy Brands Company, Inc., through its
operating subsidiary, engages in the business of selling
educational DVDs, books, games, and toys for babies, toddlers and
pre-schoolers both domestically and internationally through
retailers under licensing agreements, as well as directly to
customers primarily via internet sales.

The Company's balance sheet at June 30, 2011, showed $1.62 million
in total assets, $20.15 million in total liabilities, and a
$18.53 million shareholders' deficit.

Habif, Arogeti & Wynne, LLP, in Atlanta, Ga., expressed
substantial doubt about The Brainy Brands' ability to continue as
a going concern, following the Company's 2010 results.  The
independent auditors noted that the Company has incurred
significant operating losses and has a net capital deficiency.


BURTON STATION: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Burton Station Hospitality One, LLC
        Country Inn & Suites
        5808 Burton Station Road
        Virginia Beach, VA 23455

Bankruptcy Case No.: 11-74253

Chapter 11 Petition Date: September 21, 2011

Court: United States Bankruptcy Court
       Eastern District of Virginia (Norfolk)

Judge: Stephen C. St. John

Debtor's Counsel: John D. McIntyre, Esq.
                  WILSON & MCINTYRE, PLLC
                  500 East Main Street, Suite 920
                  Norfolk, VA 23510
                  Tel: (757) 961-3900
                  E-mail: jmcintyre@wmlawgroup.com

Estimated Assets: $0 to $50,000

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

A list of the Company's 20 largest unsecured creditors filed t
gether with the petition is available for free at
http://bankrupt.com/misc/vaeb11-74253.pdf

The petition was signed by Mukesh Barot, manager.

Affiliate that filed separate Chapter 11 petition:

                                                 Petition
   Debtor                              Case No.     Date
   ------                              --------     ----
Greenbrier Hospitality, LLC            11-74161   09/14/11


CABLEVISION SYSTEM: Moody's Affirms Ba2 CFR; Outlook to Stable
--------------------------------------------------------------
Moody's Investors Service affirmed Cablevision Systems
Corporation's long term debt ratings (Ba2 Corporate Family Rating
(CFR) and Probability of Default Rating (PDR)). Existing ratings
for CSC Holdings, LLC ("CSC") and Newsday LLC ("Newsday"), the
wholly owned subsidiaries of CVC, were also affirmed, as outlined
below. In addition, Moody's changed the company's rating outlook
to stable from positive, and changed its Speculative Grade
Liquidity rating to SGL-2, from SGL-1.

Cablevision's Ba2 CFR rating broadly reflects the company's
industry leading performance and operating stability, a moderately
leveraged financial profile, and the underlying strength of its
asset base which suggests high enterprise value relative to firm
wide liabilities. Moody's expects the company will continue to
focus on the strength of its cable business lines and add
additional innovative products and services. The stable outlook
incorporates Moody's expectation that the company's debt-to-EBITDA
leverage (4.5x as of 6/30/2011, pro forma for its spin-off of
Rainbow Media Holdings and incorporating Moody's standard
adjustments) will decline to the low 4x range in 2012, and that
free cash flow will grow to be around 6% of total debt over the
same period. These credit metrics are expected notwithstanding a
weakened economy and the increasingly competitive operating
environment. The prior positive outlook had contemplated that the
company's leverage would drop and be sustained below 4.0x in 2011,
but the acquisition of Bresnan Broadband Holdings LLC in 2010 and
the spin-off of Rainbow Networks in 2011 have slowed the company's
credit improvement progress somewhat. In addition, Moody's
believes that the company, like much of the other public Pay TV
companies, will increase its shareholder-friendly activities in
the future, with increasing portions of free cash flow set aside
for dividends and share repurchases as compared to debt reduction
and acquisitions. Moody's also believes that event risk is high
over the intermediate-term. The company has a history of making
overtures to take the company private using higher debt levels,
and management has in the past been comfortable making debt
financed acquisitions. The company has a stated target range for
leverage of 4.0 to 4.5x. While it is still possible for the
company to sustain leverage at or under 4.0x, Moody's believes
that even in the absence of an acquisition, the company will not
achieve this target until 2013 or 2014.

Separately, Moody's changed Cablevision's short-term speculative
grade liquidity rating to SGL-2, from SGL-1, reflecting
expectation of less abundant internal source of liquidity relative
to anticipated cash funding needs over the next 12-to-18 months.

Moody's Investors Service maintains the following ratings on
Cablevision Systems Corporation and its Affiliates:

Cablevision Systems Corporation

LT Corporate Family Rating of Ba2

Senior Unsecured Rating of B1

Senior Unsec. Shelf Rating of (P)B1

Speculative Grade Liquidity Rating of SGL-2 from SGL-1

LGD Senior Unsecured Assessment of 91 - LGD6 from 90 - LGD6

Probability of Default Rating of Ba2

Newsday LLC

BACKED Senior Secured Bank Credit Facility Rating of Ba3

LGD BACKED Senior Secured Bank Credit Facility Assessment of 67 -
LGD4 from 63 - LGD4

CSC Holdings, LLC

Senior Secured Bank Credit Facility Rating of Baa3

Senior Unsecured Rating of Ba3

LGD Senior Secured Bank Credit Facility Assessment of 18 - LGD2
from 16 - LGD2

LGD Senior Unsecured Assessment of 67 - LGD4 from 63 - LGD4

The principal methodology used in rating Cablevision was Moody's
Global Cable Television Industry Methodology published in July
2009. Other methodologies used include Loss Given Default for
Speculative-Grade Non-Financial Companies in the U.S., Canada and
EMEA published in June 2009 (and/or) the Government-Related
Issuers methodology published in July 2010. Please see the Credit
Policy page on www.moodys.com for a copy of these methodologies.

Headquartered in Bethpage, New York, Cablevision Systems
Corporation is predominantly a domestic cable TV multiple system
operator serving approximately 3.3 million subscribers in and
around the New York metropolitan area and approximately 354,000
subscribers in Montana, Wyoming, Colorado and Utah, acquired in
December 2010. Cablevision is the direct parent of CSC Holdings,
Inc, which owns subsidiaries with cable and telecommunications
operations and Newsday LLC, the publisher of Newsday and other
niche publications. CSC also owns Bresnan Broadband Holdings LLC
through the acquisition in December 2010.


CAMEL PARKWOOD: Voluntary Chapter 11 Case Summary
-------------------------------------------------
Debtor: Camel Parkwood, LLC
        c/o WJ Commercial Enterprises, Inc.
        8255 Las Vegas Boulevard South, Suite 1202
        Las Vegas, NV 89123

Bankruptcy Case No.: 11-27026

Chapter 11 Petition Date: September 22, 2011

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

Debtor's Counsel: Donald W. Powell, Esq.
                  CARMICHAEL & POWELL, P.C.
                  7301 N. 16th Street, #103
                  Phoenix, AZ 85020
                  Tel: (602) 861-0777
                  Fax: (602) 870-0296
                  E-mail: d.powell@cplawfirm.com

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

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

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

The petition was signed by William Jones, president of WJ
Commercial Enterprises, Inc., manager.


CAPSALUS CORP: Patrick Sheridan Resigns as CFO and Secretary
------------------------------------------------------------
Capsalus Corp. accepted the resignation of Patrick G. Sheridan as
Chief Financial Officer and Secretary of the Company.  Steve M.
Grubner, the Company's President and Chief Operating Officer since
January 2009, has been appointed Interim Chief Financial Officer
and Secretary.  Mr. Sheridan will remain a consultant for the
Company to help with the preparation of the Company's third
quarter Form 10-Q and year-end Form 10-K.

                        About Capsalus Corp.

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

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

The Company's balance sheet at June 30, 2011, showed $4.63 million
in total assets, $6.06 million in total liabilities, and a
$1.42 million total stockholders' deficit.

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


CARDIUM THERAPEUTICS: Compliance Plan Accepted by NYSE Amex
-----------------------------------------------------------
Cardium Therapeutics CXM reported that its modified exchange
compliance plan described in its press release of August 29, 2011,
has been accepted by the NYSE Amex LLC.

Cardium's common stock is currently listed on the NYSE Amex LLC.
To maintain that listing, the Company must continue to comply with
various listing standards of the Exchange, as set forth in Part 10
of the Exchange's Company Guide.  In November 2010, Cardium
received a notice from the staff of the Exchange noting that,
based on their review of publicly available information; it did
not meet certain of the Exchange's continued listing standards
related to the maintenance of a minimum level of stockholders'
equity and losses from ongoing operations.  In December 2010, the
Company submitted a plan of compliance advising the Exchange of
the actions taken or to be taken to regain compliance with the
Company Guide, particularly the maintenance of $6.0 Million of
stockholders equity in accordance with Section 1003(a)(iii) of the
Company Guide, by August 26, 2011, which Plan was accepted by the
Exchange.  On August 29, 2011, the Company reported that it had
submitted a modified compliance plan designed to reestablish
compliance in view of ongoing business development matters and
advancement of its product candidates including Excellagen(TM).

After completing a review of Cardium's business development and
related activities, on September 23, 2011, the Exchange notified
the Company that it had accepted Cardium's modified plan of
compliance and granted the Company an extension until December 31,
2011 to regain compliance with the continued listing standards.
The Company will be subject to periodic review by Exchange staff
during the extension period.  Failure to make progress consistent
with the Plan or to regain compliance with the continued listing
standards by the end of the applicable extension period could
result in the Exchange initiating procedures related to a
potential delisting of the company's shares, in which case the
Company would be provided with a period of time in which to appeal
any such determination in order to regain compliance.  These
matters have no current effect on the listing or the trading of
the company's shares on the exchange.  If the Company does not
ultimately reestablish compliance within any established period,
and does not successfully appeal any potential future
determination regarding a delisting, or if it otherwise elects not
to continue listing with its current exchange, then the Company's
stock would continue to be traded electronically, as it is now,
but on the OTC Bulletin Board, a regulated quotation service that
provides quotes, sale prices and volume information in over-the
counter equity securities.  The company's common stock was traded
on the OTC Bulletin Board until July 2007, when the company
elected to instead list its shares on the American Stock Exchange.

                         About Cardium

Cardium --- http://www.cardiumthx.com/-- is focused on the
acquisition and strategic development of new and innovative bio
medical product opportunities and businesses that have the
potential to address significant unmet medical needs and definable
pathways to commercialization, partnering and other economic
monetizations.  Cardium's current investment portfolio includes
the Tissue Repair Company, Cardium Biologics, and the Company's
in-house MedPodium healthy lifestyle product platform.  The
Company's lead product candidates include Excellagen(TM) topical
gel for wound care management, and Generx(R) DNA-based angiogenic
biologic for patients with coronary artery disease.  In addition,
consistent with its capital-efficient business model, Cardium
continues to actively evaluate new technologies and business
opportunities.  In July 2009, Cardium completed the sale of its
InnerCool Therapies medical device business to Royal Philips
Electronics, the first asset monetization from the Company's
biomedical investment portfolio.


CAROLINA INTERNET: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: Carolina Internet, Ltd.
        1960 Cross Beam Drive, Suite 100
        Charlotte, NC 28217

Bankruptcy Case No.: 11-32461

Chapter 11 Petition Date: September 23, 2011

Court: United States Bankruptcy Court
       Western District of North Carolina (Charlotte)

Judge: J. Craig Whitley

Debtor's Counsel: Richard M. Mitchell, Esq.
                  MITCHELL & CULP, PLLC
                  1001 Morehead Square Drive
                  Suite 330
                  Charlotte, NC 28203
                  Tel: (704) 333-0630
                  Fax: (704) 333-4975
                  E-mail: rmmatty@mitchellculp.com

Estimated Assets: $0 to $50,000

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

A list of the Company's 20 largest unsecured creditors filed t
gether with the petition is available for free at
http://bankrupt.com/misc/ncwb11-32461.pdf

The petition was signed by Morgan Miskell, secretary.


CATHOLIC CHURCH: Appeals Court Orders Release of Father M's Docs
----------------------------------------------------------------
The U.S. Court of Appeals for the Ninth Circuit affirmed the
bankruptcy court's ruling as to the release of discovery
documents disclosing a certain Father M's name under Rule 26(c)
of the Federal Rules of Civil Procedure, saying the public's
serious safety concerns cannot be addressed if Father M's name is
redacted.  However, the Appeals Court held that a certain
Father D's name must be redacted from any discovery documents
that are released because the record does not reflect the
existence of any similar significant public interest that
requires the disclosure of Father D's name.

Because of the mandatory duty to keep scandalous material
confidential at the request of a party under Section 107(b) of
the Bankruptcy Code, the Appeals Court reversed the bankruptcy
court's decision to release punitive damages memorandum and
attached documents.

Documents produced in discovery and filed in the bankruptcy court
contained allegations that Fathers M and D, two priests who were
not parties to the Portland Archdiocese's bankruptcy case, had
sexually abused children.  The bankruptcy court held that the
discovery documents at issue could be disclosed to the public,
because the public's interest in disclosure of these discovery
documents outweighed the priests' privacy interests under Rule
26(c) of the Federal Rules of Civil Procedure.  It also held that
the documents filed in court could be disclosed to the public
because they did not contain "scandalous" allegations for
purposes of Section 107(b).

The Portland Archdiocese was the subject of multiple lawsuits
seeking millions of dollars in compensatory and punitive damages
for sexual abuse of children by specific clergy members of the
Archdiocese.  In July 2004, while the tort claimants' lawsuits
were pending, the Archdiocese filed for Chapter 11 bankruptcy
protection.  The bankruptcy case, thus, became the forum for many
of the proceedings relating to the tort claims.

After the Chapter 11 filing, the bankruptcy court scheduled
mediation to give the tort claimants and the Archdiocese an
opportunity to settle the tort claims.  Before mediation
commenced, the tort claimants sought discovery regarding their
claims pursuant to Rule 26 of the Federal Rules of Civil
Procedure.  In order to prove that the Archdiocese had engaged in
a pattern and practice of misconduct, the tort claimants sought
discovery regarding, among other things, all reports of sexual
abuse by priests within the Archdiocese, not just reports
regarding the priests who were the defendants in the tort suits.

The bankruptcy court entered two orders governing premediation
discovery, both dated January 14, 2005.  The first order directed
the Archdiocese to produce the personnel files of 37 accused
priests identified by the Archdiocese for the "John Jay Study," a
national study of clergy abuse commissioned by the United States
Conference of Catholic Bishops, and to make available four
officials for deposition.  Second, the court entered a stipulated
protective order, which had been negotiated between the
Archdiocese and the tort claimants.

The protective order allowed the Archdiocese to designate "any
and all documents produced pursuant to the order" as
confidential.

Among the documents disclosed pursuant to the bankruptcy court's
discovery order were the personnel files of Father M and Father
D.  The Archdiocese produced these files only because their names
were included in the John Jay Study; neither had been sued by the
tort claimants.  Father M, 72 years old, had left Portland in
2000 or 2001, and Father D, 88 years old, had retired in 1989.
Neither was notified about the parties' negotiation of the
discovery order, nor had their files been disclosed.  Their
personnel files, along with the others, were filed under seal in
the bankruptcy case.

During 2007, the Archdiocese and the tort claimants engaged in
negotiations regarding both the damage claims and the scope of
disclosure of documents produced in the bankruptcy filing.  In
connection with the negotiations to settle the damage claims, the
Appellee Claimants filed a memorandum on March 6, 2007, which
"summarize[d] the pattern and practice evidence and the punitive
damages evidence in support of the estimation" of five unresolved
tort claims. The memorandum included, as attachments, the clergy
personnel files of 27 priests (including Father M and Father D),
plus deposition excerpts and other documents.  These documents
were filed under seal pursuant to the court's protective order.
The tort claimants (including the Appellee Claimants) settled
most of the claims against the Archdiocese.

While these settlement talks were underway, the parties also
negotiated the scope of release of bankruptcy documents.  Counsel
for several tort claimants invoked paragraph 7 of the protective
order, notifying the Archdiocese of their intent to release some
1,760 pages of material that were produced by the Archdiocese in
discovery as well as deposition transcripts.  As was their right
under the protective order, the Archdiocese and nine individual
priests moved the bankruptcy court to prevent the release of the
discovery material.  The parties entered into a new round of
negotiations regarding which sealed documents would be made
public.  Fathers M and D were not part of these negotiations.  On
May 24, 2007, counsel for the tort claimants informed the
bankruptcy court that the parties had agreed to a resolution.  As
a result of this agreement, the Archdiocese released over 2,000
documents and posted them to a public Web site.  This resolution
did not bind Appellee Claimants.

On Sept. 28, 2007, the bankruptcy court closed the Archdiocese's
Chapter 11 case, retaining jurisdiction over any pending adversary
proceedings.  The conclusion of the Archdiocese's bankruptcy
proceedings did not, however, resolve whether there would be
public disclosure of documents designated as confidential or filed
under seal.  As noted, Appellee Claimants were not bound by the
May 24, 2007 mediation agreement, and they filed a motion to
unseal the punitive damage estimation memorandum and exhibits
filed as part of the successful negotiations to settle the tort
claims.  Appellee Claimants also notified the Archdiocese that
they intended to release all personnel records from the clergy
files that were produced in discovery.  The Archdiocese opposed
the Appellee Claimants' motion to unseal the court documents and
also sought an order preventing the disclosure of the discovery
documents.  A number of priests whose files stood to be released,
including Fathers M and D, filed similar motions.

After a hearing in which counsel for Fathers M and D
participated, the bankruptcy court ruled in favor of the Appellee
Claimants.  The Appeals Court first considered the personnel
records produced in discovery.  The Court concluded that the
Archdiocese had not demonstrated "good cause" sufficient to
overcome the presumption of public access to the names of and
allegations against the accused clergy, although there was good
cause to redact the addresses, social security numbers, financial
information, and family information of those priests.  The ruling
applied with equal force to the personnel files of Fathers M and
D.  The bankruptcy court also considered the Appellee Claimants'
motion to make public certain deposition transcripts and attached
exhibits, and held that even if these documents were covered by
the protective order, no party had opposed the Appellee
Claimants' motion or shown good cause to continue any protection.
Accordingly, the court also permitted their release.

Second, the Appeals Court considered whether Section 107
precluded the release of attachments to the Appellee Claimants'
punitive damage estimation memorandum that had been filed with
the court.  The priests argued that the personnel files attached
to the memorandum contained "scandalous" materials, and thus
qualified for the exception to disclosure in Section 107(b).  The
bankruptcy court rejected the argument.  It defined the word
"scandalous" to mean a document that "improperly casts a
derogatory light on someone," and determined that the Appellee
Claimants were not using the personnel files for an improper
purpose.  Therefore, it ordered the release of these files.


                   About Archdiocese of Portland

The Archdiocese of Portland in Oregon filed for Chapter 11
protection (Bankr. Ore. Case No. 04-37154) on July 6, 2004.
Thomas W. Stilley, Esq., and William N. Stiles, Esq., at Sussman
Shank LLP, represent the Portland Archdiocese in its restructuring
efforts.  Albert N. Kennedy, Esq., at Tonkon Torp, LLP, represents
the Official Tort Claimants Committee in Portland, and scores of
abuse victims are represented by other lawyers.  David A. Foraker
serves as the Future Claimants Representative appointed in the
Archdiocese of Portland's Chapter 11 case.  In its Schedules of
Assets and Liabilities filed with the Court on July 30, 2004, the
Portland Archdiocese reports $19,251,558 in assets and
$373,015,566 in liabilities.  The Court approved the Debtor's
disclosure statement explaining its Second Amended Joint Plan of
Reorganization on Feb. 27, 2007.  (Catholic Church Bankruptcy
News; Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000).


CAVIATA ATTACHED: Amends List of Five Largest Unsecured Creditors
-----------------------------------------------------------------
Caviata Attached Homes, LLC, has filed with the U.S. Bankruptcy
Court for the District of Nevada an amended list of its five
largest unsecured creditors.  The Debtor changed the amount of
claim of Fallen Leaf Attached Homes, LLC, California National
Bank, and Specialty Mortgage, Corp.

Debtor's List of Five Its Largest Unsecured Creditors:

  Entity                        Nature of Claim      Claim Amount
  ------                        ---------------      ------------
Fallen Leaf Attached Homes, LLC
c/o Assignee Specialty
Acquisition Corp.
8700 Technology Way
Reno, NV 89521                    Monies Loaned      $7,128,533.00

California National Bank          950 Henry Orr
c/o Assignee U.S. Bank            Parkway
Joshua D. Wayser, Esq.            Sparks, NV 89436
2029 Century Park East            [Claim amount is
Los Angeles, CA 90067             estimated pending  $6,464,308.77
                                  appraisal of
                                  property.]

Specialty Mortgage, Corp.         950 Henry Orr
c/o Assignee                      Parkway
VCH Capital Investments, LLC      Sparks, NV 89436
2908 Fox Hill Drive               [Claim amount is
Rocklin, CA 95765                 estimated pending  $6,270,079.06
                                  appraisal of
                                  property.]

Sierra Summit Landscape           Landscaping -
                                  Goods/Services        $25,100.00

Fisher, J. Frank                  Accountant -
                                  Goods/Services        $13,500.00

Reno, Nevada-based Caviata Attached Homes LLC filed for Chapter 11
bankruptcy (Bankr. D. Nev. Case No. 11-52458) on Aug. 1, 2011.
Judge Bruce T. Beesley presides over the case.  The Law Offices of
Alan R. Smith, Esq., serves as bankruptcy counsel.  According to
its schedules, the Debtor disclosed $22,775,701 in total assets
and $42,322,448 in total debts.  The petition was signed by
William D. Pennington, II, member of Caviata 184, LLC.

There was a prior bankruptcy filing by Caviata Attached Homes
(Bankr. D. Nev. Case No. 09-52786) on Aug. 18, 2009, also
estimating $10 million to $50 million in both assets and debts.
Alan R. Smith, Esq., also represented the 2009 Debtor.


CELL THERAPEUTICS: Appoints Reed Tuckson as Class I Director
------------------------------------------------------------
Cell Therapeutics, Inc., announced the appointment of Reed V.
Tuckson, M.D., F.A.C.P., to its Board of Directors as a Class I
director.  Dr. Tuckson's appointment increases CTI's Board of
Directors to nine members, seven of whom are independent
directors.

Dr. Tuckson will be entitled to receive the same compensation for
service as a director as is provided to other directors under the
Company's Revised Director Compensation Policy.  Under the policy,
Dr. Tuckson will receive an annual base retainer of $40,000, which
will be pro-rated for fiscal 2011, and will be eligible to receive
chair retainers and meeting fees as provided in the policy.  He
was also granted upon his appointment an award of 18,000
restricted shares of the Company's common stock and an option to
purchase 6,000 shares of the Company's common stock.

Dr. Tuckson is the Executive Vice President and Chief of Medical
Affairs at UnitedHealth Group, the Minnesota-based Fortune 25
diversified health care company that employs more than 87,000
people worldwide and serves more than 75 million Americans.  Dr.
Tuckson oversees the clinically-related programs of the Company's
six operating businesses and the work of more than 10,000
clinically-related personnel.  As a member of the executive
management team of UnitedHealth Group, Dr. Tuckson has a variety
of other leadership responsibilities, including those with the
United Health Foundation, a not-for-profit, private foundation
supported by UnitedHealth Group.

James A. Bianco, M.D., CEO of CTI said, "Reed's experience and
understanding of the healthcare system, and its current and future
challenges and opportunities to serve patients in parallel with
addressing our nation's health care initiatives will be an
important asset to CTI's board.  His unwavering consumer health
advocacy and commitment to patient welfare are well aligned with
CTI's patient-centric mission.  We look forward to his advice and
guidance as CTI moves through the development and
commercialization process for our product pipeline."

Prior to his position at UnitedHealth Group, Dr. Tuckson served as
Senior Vice President, Professional Standards, for the American
Medical Association.  He has also served as President of the
Charles R. Drew University of Medicine and Science in Los Angeles,
Senior Vice President for Programs of the March of Dimes Birth
Defects Foundation and Commissioner of Public Health for the
District of Columbia.

Among his many committee memberships, Dr. Tuckson is a member of
the Institute of Medicine of the National Academy of Sciences, was
appointed to the National Institute of Health's Advisory Committee
to the Director and the Department of Health and Human Services -
Health Information Technology Policy Committee - Enrollment
Workgroup and has held many federal appointments, including
membership in cabinet-level advisory committees on health reform,
infant mortality, children's health, violence and radiation
testing.

In addition to CTI, Dr. Tuckson serves on the board of directors
for the Alliance for Health Reform, the American Telemedicine
Association, the National Patient Advocate Foundation, the Macy
Foundation, Project Sunshine, and the Arnold P. Gold Foundation.
He is a former board member of the National Hispanic Medical
Association, Research!America, Healthcare Coverage Coalition for
the Uninsured, the State of Maryland's Health Quality and Cost
Council, and the National Governors' Association State Alliance
for E-Health.

"I am looking forward to joining the CTI board," Dr. Tuckson said.
"CTI's mission to make cancer more treatable is one I am committed
to as well, and I believe my experience in the industry will be a
strong resource for the company as it moves forward."

Dr. Tuckson earned his bachelor's degree from Howard University
and his medical doctor degree from the Georgetown University
School of Medicine, and completed the Hospital of the University
of Pennsylvania's General Internal Medicine Residency and
Fellowship programs.  In February 2009, Dr. Tuckson was named as
one of the "100 Most Powerful Executives in Corporate America" by
Black Enterprise magazine.  In 2009 and 2010 he was named as one
of the Modern Healthcare/Modern Physician "50 Most Powerful
Physician Executives."  In 2008 and 2010 he was named one of
Modern Healthcare's "Top 25 Minority Executives" and in 2008 he
was named to Ebony magazine's "Power 150: The Most Influential
Blacks in America."

In addition to Dr. Tuckson, CTI's Board of Directors includes:
Phillip M. Nudelman, Ph.D., Chairman of the Board, former
President and Chief Executive Officer of The Hope Heart Institute
and President and CEO Emeritus of Group Health Cooperative of
Puget Sound; John H. Bauer, former EVP of Finance for Nintendo of
America, Inc.; James A. Bianco, M.D., CEO of CTI; Vartan
Gregorian, Ph.D., President of Carnegie Corporation of New York;
Richard L. Love, managing partner in Translational Accelerator
LLC; Mary O. Mundinger, DrPH, Edward M. Kennedy Professor in
Health Policy and Dean Emeritus at the Columbia University School
of Nursing; Jack W. Singer, M.D., Chief Medical Officer of CTI;
and Frederick W. Telling, Ph.D., former Corporate Officer and Vice
President of Corporate Policy and Strategic Management of Pfizer
Inc.  Dr. Tuckson has not been appointed to a committee of the
Board of Directors yet.

                      About Cell Therapeutics

Headquartered in Seattle, Washington, Cell Therapeutics, Inc.
(NASDAQ and MTA: CTIC) -- http://www.CellTherapeutics.com/-- is a
bi4opharmaceutical company committed to developing an integrated
portfolio of oncology products aimed at making cancer more
treatable.

The Company reported a net loss of $82.64 million on $319,000 of
revenue for the 12 months ended Dec. 31, 2010, compared with a net
loss of $82.64 million on $80,000 of total revenue during the same
period in 2009.

The Company's balance sheet at March 31, 2011 showed
$60.92 million in total assets, $43.11 million in total
liabilities, $13.46 million in common stock purchase warrants and
$4.35 million total shareholders' equity.

Marcum LLP, in San Francisco, Calif., expressed substantial doubt
about the Company's ability to continue as a going concern in its
audit reports for the financial statements for 2009 and 2010.  The
independent auditors noted that the Company has incurred losses
since its inception, and has a working capital deficiency of
approximately $14.2 million at Dec. 31, 2010.


CHARLES RIVER: Moody's Rates Amended Credit Facility at 'Ba1'
-------------------------------------------------------------
Moody's Investors Service assigned a Ba1 rating to the amended
senior secured credit facilities of Charles River Laboratories
International Inc., including the $400 million term loan and the
$350 million revolver. The amendment to the credit facilities
extends maturities of the senior secured debt by a little over a
year and provides the company with slightly more favorable
pricing. Concurrently, Moody's affirmed Charles River's Ba2
Corporate Family and Probability of Default Ratings, and SGL-2
Speculative Grade Liquidity Rating. The rating outlook is stable.

Moody's assigned these ratings to the amended credit facilities:

$350 million senior secured revolving credit facility due 2016,
Ba1 (LGD 2, 28%)

$400 million senior secured term loan due 2016, Ba1 (LGD 2, 28%)

Moody's affirmed the following ratings:

Corporate Family Rating, Ba2

Probability of Default Rating, Ba2

Speculative Grade Liquidity Rating, SGL-2

Moody's withdrew the following ratings, given the completion of
the amendment:

Senior secured revolving credit facility due 2015, Ba1 (LGD 3,
30%)

Senior secured term loan due 2015, Ba1 (LGD 3, 30%)

The outlook is stable.

RATINGS RATIONALE

The affirmation of the Ba2 Corporate Family Rating reflects
Charles River's continued leading market positions in laboratory
research models and services (RMS) and preclinical services (PCS),
as well as good geographic and customer diversity. The ratings are
supported by Moody's expectation for continued good free cash flow
generation and cash interest coverage. Further, the ratings
reflect leverage that is in line with the Ba2 rating category, and
Moody's expectation that leverage will decrease to around 3.0
times within the next two years, given meaningful mandatory
amortization on the amended term loan. The ratings and stable
outlook are also supported by Moody's expectation for good
liquidity over the next year.

The ratings are constrained by Moody's expectation for continued
operating headwinds, particularly in the PCS business, including
constrained R&D spending by pharmaceutical clients, overcapacity
in the preclinical testing industry and pricing pressure.
Following several years of revenue reductions, the company's
absolute size is now modest relative to other Ba-rated companies.
Further, following several large goodwill and asset impairments,
including nearly $400 million in 2010, as well as debt funded
share buy-backs, the debt to book capital ratio is now over 50%,
up from the 20%-30% range historically.

The stable outlook reflects Moody's assumption that pricing and
demand in the PCS business will not show any further meaningful
deterioration from current levels. If revenue and operating income
were to continue to decline such that leverage was expected to be
sustained above 4.0 times, Moody's could downgrade the ratings.
Further, any incremental debt to fund additional shareholder
initiatives, such as share repurchases, could cause the ratings to
be downgraded. Moody's does not anticipate an upgrade in the near
term given the ongoing pressures on the preclinical business.
Longer-term, if PCS shows a significant rebound and if leverage
were expected to be sustained below 2.5 times, Moody's could
upgrade the ratings or change the outlook to positive.

The principal methodology used in this rating was Global Business
& Consumer Service Industry Rating Methodology published in
October 2010. Other methodologies used include Loss Given Default
for Speculative Grade Issuers in the US, Canada, and EMEA,
published June 2009.

Charles River (NYSE: CRL), headquartered in Wilmington, MA, is a
contract research organization ("CRO") that provides research
tools and services for drug discovery and development. The
company's revenues are roughly 60% from the Research Models and
Services ("RMS") business, which involves the commercial
production and sale of research models (e.g., rats and mice) as
well as services to support their use in drug discovery and
development; and 40% from the Preclinical Services ("PCS")
business, which involves the development and safety testing of
drug candidates. The company reported revenues of approximately
$1.1 billion for the twelve months ended June 30, 2011.


CINRAM INT'L: S&P Affirms 'CCC' Corporate; Outlook Negative
-----------------------------------------------------------
Standard & Poor's Ratings Services removed all its ratings on
Scarborough, Ont.-based Cinram International Inc. from CreditWatch
with negative implications, where they had been placed Aug. 2,
2011. At the same time, Standard & Poor's affirmed its 'CCC' long
term corporate credit rating on the company. The outlook is
negative.

"We also affirmed our 'B-' first-out first-lien secured revolving
credit facility rating (with a '1' recovery rating), our 'CCC'
first-lien secured debt rating (with a '4' recovery rating), and
our 'CC' second-lien secured debt rating (with a '6' recovery
rating), on Cinram's debt," S&P said.

"Our removal of the ratings from CreditWatch follows our analysis
of Cinram's revised financial risk profile and completion of the
company's amendments to its credit agreements," said Standard &
Poor's credit analyst Lori Harris.

"The ratings reflect Cinram's vulnerable business risk profile and
much weaker-than-expected operating performance in the first-half
2011, which led the company to seek covenant relief in August 2011
through completion of amendments to its credit agreements.
Furthermore, the ratings reflect our significant concerns about
poor industry fundamentals, including the ongoing decline in both
volume and pricing. Cinram is a manufacturer of prerecorded
multimedia products. However, this position has weakened over the
years because of digital substitution and the corresponding
maturity of the company's product offerings," S&P related.

"The negative outlook reflects our view of Cinram's challenges,
including our expectation that the company's revenue and EBITDA
will remain pressured and its free cash flow will be negative in
2011. We could consider lowering our ratings on Cinram if reduced
demand for the company's core products causes it to face further
covenant and liquidity problems. Given the challenges facing
Cinram, we are not contemplating higher ratings in the next year,"
S&P stated.


COLONIAL BANCGROUP: Officials to Pay $10.5MM to Settle Lawsuit
--------------------------------------------------------------
Dow Jones' Daily Bankruptcy Review reports that a group of former
Colonial Bank insiders, among them former chief executive and
noted Auburn University booster Bobby Lowder and ex-Auburn
football coach Pat Dye, have reached a deal with shareholders to
settle a class-action lawsuit tied to the collapse of the bank.

                   About The Colonial BancGroup

Headquartered in Montgomery, Alabama, The Colonial BancGroup,
Inc., (NYSE: CNB) owned Colonial Bank, N.A, its banking
subsidiary.  Colonial Bank -- http://www.colonialbank.com/ --
operated 354 branches in Florida, Alabama, Georgia, Nevada and
Texas with over $26 billion in assets.  On Aug. 14, 2009, Colonial
Bank was seized by regulators and the Federal Deposit Insurance
Corporation was named receiver.  The FDIC sold most of the assets
to Branch Banking and Trust, Winston-Salem, North Carolina.  BB&T
acquired $22 billion in assets and assumed $20 billion in deposits
of the Bank.

The Colonial BancGroup filed for Chapter 11 bankruptcy protection
(Bankr. M.D. Ala. Case No. 09-32303) on Aug. 25, 2009.  W. Clark
Watson, Esq., at Balch & Bingham LLP, and Rufus T. Dorsey IV,
Esq., at Parker Hudson Rainer & Dobbs LLP, serve as counsel to the
Debtor.  The Debtor disclosed $45 million in total assets and $380
million in total liabilities as of the Petition Date.

In September 2009, an Official Committee of Unsecured Creditors
was formed consisting of three members, Fine Geddie & Associates,
The Bank of New York Trust Company, N.A., and U.S. Bank National
Association.  Burr & Forman LLP and Schulte Roth & Zabel LLP serve
as co-counsel for the Committee.

Colonial Brokerage, a wholly owned subsidiary of Colonial
BancGroup, filed for Chapter 7 protection with the U.S. Bankruptcy
Court in the Middle District of Alabama in June 2010.  Susan S.
DePaola serves as Chapter 7 trustee.


COPELAND PROPERTIES: Case Summary & 6 Largest Unsecured Creditors
-----------------------------------------------------------------
Debtor: Copeland Properties 18, L.P.
        35800 Bob Hope Drive, Suite 210
        Rancho Mirage, CA 92270

Bankruptcy Case No.: 11-11462

Chapter 11 Petition Date: September 23, 2011

Court: United States Bankruptcy Court
       Middle District of North Carolina (Greensboro)

Judge: Thomas W. Waldrep Jr.

Debtor's Counsel: Rayford K. Adams, III, Esq.
                  HIGGINS BENJAMIN EAGLES & ADAMS, PLLC
                  Suite 500, 101 W. Friendly Ave.
                  P.O. Box 20570
                  Greensboro, NC 27420
                  Tel: (336) 273-1600
                  E-mail: RKAdams@greensborolaw.com

Scheduled Assets: $9,000,000

Scheduled Debts: $6,163,973

A list of the Company's six largest unsecured creditors filed t
gether with the petition is available for free at
http://bankrupt.com/misc/ncmb11-11462.pdf

The petition was signed by Donald E. Copeland, president of gene
al partner, Copeland Wealth Management.


COX DAIRY: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------
Debtor: Cox Dairy Cattle, Inc.
        3650 CR SW 3170
        Winnsboro, TX 75494

Bankruptcy Case No.: 11-50164

Chapter 11 Petition Date: September 21, 2011

Court: United States Bankruptcy Court
       Eastern District of Texas (Texarkana)

Judge: Brenda T. Rhoades

Debtor's Counsel: Joyce W. Lindauer, Esq.
                  8140 Walnut Hill Lane, Suite 301
                  Dallas, TX 75231
                  Tel: (972) 503-4033
                  Fax: (972) 503-4034
                  E-mail: courts@joycelindauer.com

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

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

A list of the Company's 20 largest unsecured creditors filed t
gether with the petition is available for free at
http://bankrupt.com/misc/txeb11-50164.pdf

The petition was signed by Derrell W. Cox, president.


CRYOPORT INC: Four Directors Elected at Annual Meeting
------------------------------------------------------
CryoPort, Inc., held its 2011 Annual Meeting of Stockholders on
Sept. 22, 2011.  Out of 27,945,931 shares of Common Stock
entitled to vote at the Annual Meeting, there were 25,166,899
shares present in person or represented by proxy, representing
90.05% of the total outstanding shares of Common Stock entitled to
vote.  At the Annual Meeting, the Company's stockholders:

   (1) approved the election of Adam M. Michelin, Carlton M.
       Johnson, Karen M. Muller, and Larry G. Stambaugh to serve
       as directors until the Company's 2012 Annual Meeting of
       Stockholders;

   (2) ratified the appointment of KMJ Corbin & Company LLP as
       the independent registered public accounting firm of the
       Company and its subsidiary for the fiscal year ending
       March 31, 2012;

   (3) approved an amendment to the Company's Amended and Restated
       Articles of Incorporation to authorize a class of
       undesignated or "blank check" preferred stock, consisting
       of 2,500,000 authorized shares; and

   (4) approved the Company's 2011 Stock Incentive Plan.

                        About CryoPort Inc.

Headquartered in Lake Forest, Calif., CryoPort, Inc. (OTC BB:
CYRXD) -- http://www.cryoport.com/-- provides innovative cold
chain frozen shipping system dedicated to providing superior,
affordable cryogenic shipping solutions that ensure the safety,
status and temperature of high value, temperature sensitive
materials.  The Company has developed a line of cost-effective
reusable cryogenic transport containers capable of transporting
biological, environmental and other temperature sensitive
materials at temperatures below 0-degree Celsius.

The Company's balance sheet at June 30, 2011, showed $8.68 million
in total assets, $4.59 million in total liabilities, and
$4.08 million in total stockholders' equity.

KMJ Corbin & Company LLP expressed substantial doubt about
CryoPort's ability to continue as a going concern, following
the Company's fiscal 2009 results.  The firm noted that the
Company has incurred recurring losses and negative cash flows from
operations since inception.


CUMULUS MEDIA: Crestview Owns 50.2% of Class A Common Shares
------------------------------------------------------------
In a Schedule 13D filing with the U.S. Securities and Exchange
Commission, Crestview Radio Investors, LLC, and its affiliates
disclosed that they beneficially own 63,890,444 shares of Class A
common stock of Cumulus Media Inc. representing 50.2% of the
shares outstanding.

On Sept. 16, 2011, Crestview Radio Investors purchased 51,843,318
shares of the Class A Common Stock and a warrant to purchase
7,776,498 shares of Class A Common Stock at an exercise price of
$4.34 per share.  The source of funds for such purchase was
Crestview Radio Investors' working capital.  In addition,
Crestview Radio Investors purchased 4,270,628 shares of the Class
A Common Stock in a series of open market transactions during the
last 10 days.  The aggregate purchase price for such 4,270,628
shares of the Class A Common Stock was $12,055,901, which full
amount was paid by Crestview Radio Investors from its working
capital.

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

                        http://is.gd/0XOHwj

                        About Cumulus Media

Based in Atlanta, Georgia, Cumulus Media Inc. (NASDAQ: CMLS) --
http://www.cumulus.com/-- is the second largest radio broadcaster
in the United States based on station count, controlling 350 radio
stations in 68 U.S. media markets.  In combination with its
affiliate, Cumulus Media Partners, LLC, the Company believes it is
the fourth largest radio broadcast company in the United States
when based on net revenues.

The Company's balance sheet at June 30, 2011, showed
$367.20 million in total assets, $689.67 million in total
liabilities, and a $322.47 million total stockholders' deficit.

                          *     *     *

Standard & Poor's Ratings Services said April it raised its
corporate credit rating on Atlanta-based Cumulus Media Inc. to 'B'
from 'B-'.  "The rating remains on CreditWatch, where we placed it
with positive implications Feb. 18, 2011," S&P stated.

Moody's Investors Service in April upgraded Cumulus Media's
Corporate Family Rating to 'B1' from 'Caa1' due to the company's
pending acquisition of CMP Susquehanna Corp. in the second quarter
of 2011 followed by the announced $2.4 billion acquisition of
Citadel Broadcasting Corporation later this year.


DEWITT REHABILITATION: Again Seeking More Plan Exclusivity
----------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that DeWitt Rehabilitation & Nursing Center Inc. is again
requesting an expansion of the exclusive right to propose a
bankruptcy reorganization plan. If approved by the bankruptcy
court at an Oct. 19 hearing, the new deadline would be pushed out
by two months to Nov. 22.  As justification for longer
exclusivity, DeWitt once again told the judge how it’s saving
$65,000 month by using another pharmacy provider and $20,000 a
month from outsourcing the jobs of four physical therapists. In
addition, there are negotiations with the union on a new contract.
The same statements were made in the first request for more
exclusivity.

                   About Dewitt Rehabilitation

New York-based DeWitt Rehabilitation and Nursing Center runs a
499-bed nursing home on East 79th Street in Manhattan.  The
nursing home is owned by Marilyn Lichtman, who has been the
operator since the facility opened in 1967.

DeWitt Rehabilitation filed for Chapter 11 bankruptcy protection
(Bankr. S.D.N.Y. Case No. 11-10253) on Jan. 25, 2011.  Marc A.
Pergament, Esq., at Weinberg, Gross & Pergament, LLP, serves as
the Debtor's bankruptcy counsel.  The Debtor estimated its assets
at up to $50,000 and debts at $10 million to $50 million.


DIABETES AMERICA: Cancels Oct. 4 Auction Due to Lack of Bids
------------------------------------------------------------
Chapter11Cases.com notes that Diabetes America, Inc., notified the
bankruptcy court in Houston, Texas Tuesday that it had not
received any qualified competing bids for its assets by the
court's bid deadline.  The court had set the deadline for
competing bids in an Aug. 18 court order.  As a result of the lack
of bids, Diabetes America also notified the court that it was
canceling the auction that had been scheduled to occur on
Oct. 4, according to the report.  The Company will now seek court
approval of a sale of its assets to its stalking horse bidder, EDG
Partners Fund II, L.P.

As reported in the TCR on Sept. 6, 2011, unless it is outbid at
the auction, EDG Partners will buy the assets for a cash purchase
price of $4,750,000 plus the assumption of up to $925,000 in
certain postpetition accrued liabilities.

The deadline for submission of qualified bids is Sept. 21, 2011.
If no other qualified bidders are identified, the Asset Purchase
Agreement between the Debtor and EDG Partners will be deemed the
highest and best bid.

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

http://bankrupt.com/misc/DiabetesAmTCR_EDGPartnersAPA081711.pdf

                     About Diabetes America

Houston, Texas-based Diabetes America, Inc., fka Diabetes Centers
of America, Inc., operates a network of 17 centrally-managed
medical clinics that provide comprehensive outpatient medical
care, primarily to patients with Type 1, Type 2 and Gestational
Diabetes.  The company's clinics are located in Texas and Houston
and generate 51,000 patient visits per year.

Diabetes America filed for Chapter 11 bankruptcy protection
(Bankr. S.D. Tex. Case No. 10-41521) on Dec. 21, 2010.  H. Joseph
Acosta, Esq., and Micheal W. Bishop, Esq., at Looper Reed &
McGraw, P.C., in Dallas; and Joshua Walton Wolfshohl, Esq., at
Porter Hedges, L.L.P., in Houston, represent the Debtor as
bankruptcy counsel.  The Debtor estimated its assets and debts at
$10 million to $50 million as of the Petition Date.

Judy A. Robbins, the U.S. Trustee for Region 7, appointed three
members to the Official Committee of Unsecured Creditors in
Diabetes America's Chapter 11 case.  The Committee has tapped
Butler, Snow, O'Mara, Stevens & Cannada, PLLC, as its counsel.


DIGITALGLOBE INC: S&P Assigns 'BB+' Rating to $600MM Term Loan
--------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'BB+' issue-level
rating and '2' recovery rating to Longmont, Colo.-based
DigitalGlobe Inc.'s proposed $600 million senior secured credit
facilities. "The proposed facilities consist of a $500 million
term loan due 2018 and a $100 million revolving credit facility
due 2016, which we expect to be undrawn at the close of the
transaction. The '2' recovery rating indicates expectations for
substantial (70%-90%) recovery in the event of a payment default.
The company plans to use the proceeds from the proposed term loan
to refinance the $355 million of outstanding 10.5% senior secured
notes due 2014 and for general corporate purposes," S&P said.

"The 'BB' corporate credit rating on the company is unchanged.
This reflects the fact that despite the approximate $145 increase
in outstanding debt, pro forma for the transaction, credit
measures remain within the bounds that we set for the rating,
given our business risk assessment of the company as fair.
Specifically, we had set an expectation that funds from operations
(FFO) to total debt remain at least 20%. We calculate that as a
result of the proposed refinancing FFO/debt will decline to the
high-30% area, pro forma for the proposed transaction, as opposed
to about 50% as of June 30, 2011," S&P related.

The ratings on DigitalGlobe reflect the company's high revenue
concentration from a U.S. government contract and disproportionate
reliance on two satellites, WorldView-1 and WorldView-2. The
rating recognizes that government contracts are not guaranteed
until Congress appropriates the funds and that, although unlikely,
government agencies may terminate or suspend their contracts at
any time, with or without cause. The company's moderate leverage
and strong position as one of only two U.S.-based providers of
high-resolution commercial satellite imagery services somewhat
temper those risks. Standard & Poor's expects rising demand for
such services, as reflected in the company's strong $270 million
12-month revenue backlog as of June 30, 2011. (For the complete
corporate credit rating rationale, see the full analysis on
DigitalGlobal, published Aug. 19, 2011, on RatingsDirect on the
Global Credit Portal.)

Ratings List

DigitalGlobe Inc.
Corporate Credit Rating      BB/Stable/--

New Ratings

DigitalGlobe Inc.
Senior Secured
  $500 mil term loan due 2018 BB+
   Recovery Rating            2
  $100 mil revolving
  credit facility due 2016    BB+
   Recovery Rating            2


DOLPHIN SUB: Moody's Assigns (P)Ba1 Rating to Proposed Debt
-----------------------------------------------------------
Moody's Investors Service assigned a (P)Ba1 rating to Dolphin Sub
II, Inc.'s (Dolphin) proposed $1.25 billion senior unsecured note
offering. The rating outlook is stable.

RATINGS RATIONALE

Dolphin is a newly formed, wholly-owned special purpose subsidiary
of The AES Corporation (AES: B1 CFR, positive outlook), formed
solely to issue senior notes to finance in part the acquisition of
DPL, Inc. (DPL: Baa1 senior unsecured, under review for possible
downgrade). Upon the consummation of the acquisition, Dolphin Sub
will merge with DPL and cease to exist, and DPL will become a
wholly owned subsidiary of AES. As such, the senior unsecured
notes would then become the direct obligation of DPL.

Proceeds from the Dolphin note offering, combined with cash or
certain cash equivalents provided by AES to fund accrued interest,
will be deposited into an escrow account pending the consummation
of the proposed acquisition. If the acquisition is consummated,
the amounts held in escrow will be released to help fund the
transaction. If the acquisition is not consummated, the amounts
held in escrow will be used to fund a mandatory special redemption
in an amount of 101% of the offering price of the notes plus
accrued interest and the rating will be withdrawn.

DPL's shareholders have approved the acquisition and the
transaction is expected to be finalized in the fourth quarter of
2011 or the first quarter of 2012.

The (P)Ba1 rating assigned to the senior unsecured notes reflects
the expected rating of DPL upon the conclusion of Moody's review
for possible downgrade. Please refer to Moody's press release
dated June 15, 2011 on DPL for the drivers for this expected
rating outcome.

The expected outcomes for DPL and its primary operating subsidiary
DP&L are based upon the latest available information and Moody's
understanding of the transaction and assumes 1) the transaction is
approved as presented with no material changes to either the
expected capital structures or cash flow assumptions, and 2) no
material event occurs in the interim that could negatively impact
the parties involved in the transaction prior to closing.

Outcomes different than those currently envisioned by Moody's may
result in rating outcomes different than those expressed above.

The principal methodology used in this rating was Global
Unregulated Utilities and Power Companies published in August
2009.


DOLPHIN SUBSIDIARY: S&P Assigns 'BB+' Rating to $1.25-Bil. Notes
----------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'BBB-' corporate
credit rating to Dolphin Subsidiary II Inc. (Dolphin), a newly
formed special-purpose subsidiary of global power developer AES
Corp. AES is merging with DPL Inc. "The ratings on Dolphin reflect
our assessment of DPL's credit quality on completion of the
merger. This is because DPL will eventually assume the notes when
the merger closes. However, until then, DPL has no obligations
under the notes. The outlook is stable," S&P said.

"We also assigned a 'BB+' rating to Dolphin's $1.25 billion senior
unsecured notes due 2016 and 2021," S&P said.

"The one-notch difference between the corporate credit rating and
the unsecured debt rating indicates the structural subordination
of the notes in respect of claims on the assets of DPL's
subsidiaries," said Standard & Poor's credit analyst Aneesh
Prabhu.

On April 20, 2011, AES announced that it entered into a definitive
agreement to acquire DPL. Pursuant to its firm offer to purchase
all of the common equity of DPL, AES is raising debt to finance
the acquisition. The company has already raised $2.05 billion at
the parent level and also plans to raise $1.25 billion at the DPL
level. However, until AES receives regulatory approvals, it
will instead raise debt at Dolphin, an interim financing conduit.

Dolphin is a wholly owned special-purpose subsidiary of AES formed
solely to issue the notes. It will hold funds raised from the
issuance in an escrow account administered by a trustee and
governed by an escrow agreement. When the merger is complete,
Dolphin will merge with DPL and will cease to exist. At that
point, as the surviving wholly owned subsidiary of AES, DPL will
assume all obligations under the notes. Also, before release of
the escrow proceeds, the notes will be secured by a pledge of the
escrow proceeds, and after the release, the notes will not be
secured.

Completion of the acquisition has been targeted for the first
quarter of 2012. While the DPL shareholder approval came last
week, the deal still requires approvals from the Federal Energy
Regulatory Commission, the Securities and Exchange Commission, and
the Public Utility Commission of Ohio.

"The outlook is stable and reflects the outlook we expect to place
on DPL Inc. post merger. (See the research update on the merger on
RatingsDirect.)," S&P stated.


DUSAN PITTNER: Court Sets Evidentiary Hearing Over Exit Plan
------------------------------------------------------------
Bankruptcy Judge William C. Hillman denied, in part, Deutsche Bank
National Trust Company's objection to the confirmation of Dusan
Pittner's First Amended Plan of Reorganization filed April 27,
2011, and scheduled the matter for an evidentiary hearing.

Deutsche Bank objects to the Debtor's plan on the grounds that it
is unfeasible, does not satisfy the present value requirements of
11 U.S.C. Sec. 1129(b), and impermissibly attempts to modify
Deutsche Bank's lien.  Deutsche Bank says its mortgage is not
modifiable because the Debtor previously discharged his liability
for the underlying note.

According to the Debtor's Second Amended Disclosure Statement, the
purpose of the case is to "provide for payment in full of claims
that are actually secured by real estate, as well as any non
dischargeable tax claims."  The Debtor proposes "to grant to all
the creditors with all creditors with allowed secured claims a new
note and mortgage with the principal amount equal to the value of
the property as assessed by the municipality . . . ."
Furthermore, "the Notes will provide for a fixed rate of interest
of 5%, which is equal to the prime interest rate as of the
petition date of 3.25% . . . plus 1.75%."  These notes would have
a term of 23 years.

One of the properties owned by the Debtor is located at 119
Randall Street, in North Easton, Massachusetts, and is purportedly
his principal residence.  According to the Disclosure Statement,
the Debtor and his family live in the basement apartment while the
rest of the Property has been rented to a tenant whose rent is
scheduled to be $2,100 per month.

Deutsche Bank holds a mortgage on the Property and as of the
petition date, the estimated loan payoff was $571,944.28. On
Schedule A -- Real Property, the Debtor listed the value of the
Property as $334,000.  Pursuant to the Debtor's First Amended Plan
of Reorganization, the principal amount of the new note with
respect to the Property would be $334,00 at 5% interest for a term
of 23 years, requiring a monthly payment of $2,038.76.

A copy of the Court's Sept. 26, 2011 Memorandum of Decision is
available at http://is.gd/YnNzrzfrom Leagle.com.

                        About Dusan Pittner

Dusan Pittner and Ludmila Pittnerova filed a joint voluntary
Chapter 7 petition (Bankr. D. Mass. Case No. 09-14368) on May 14,
2009.  On July 8, 2009, the Chapter 7 trustee filed a report of no
distribution, indicating that no property was available for
distribution to creditors.  On Sept. 1, 2009, the Court entered an
order granting the Debtor and Pittnerova a discharge under 11
U.S.C. Sec. 727.

A little over a year after he received a Chapter 7 discharge, Mr.
Pittner filed for Chapter 11 (Bankr. D. Mass. Case No. 10-19726)
on Sept. 6, 2010.  Judge William C. Hillman presided over the
case.  David G. Baker, Esq. -- ecf@bostonbankruptcy.org --
represented the Chapter 11 debtor.  Mr. Pittner scheduled assets
of $1,236,314 and debts of $1,688,191.

Jeana Kim Reinbold, Esq. -- referrals@acdlaw.com -- at Ablitt
Scofield, P.C., in Woburn, Mass., represents lender Deutsche Bank.


DYNEGY INC: Announces Final Results of Sithe Tender Offer
---------------------------------------------------------
Dynegy Inc. announced, on behalf of its wholly-owned indirect
subsidiary, Sithe/Independence Funding Corporation (Sithe), the
expiration and final results of its previously announced cash
tender offer for Sithe's 9% Secured Bonds due 2013.  The tender
offer expired at 11:59 p.m., New York City time, on Sept. 23,
2011.

As of the Expiration Date, of the $191,687,012 in aggregate
principal amount of outstanding Notes, $191,104,833, or
approximately 99.70% in aggregate principal amount had been
validly tendered (and not validly withdrawn), including
$191,088,414 in aggregate principal amount, or approximately
99.69%, of the outstanding Notes that were tendered (and not
validly withdrawn) as of 5:00 p.m., New York City time, on
Sept. 9, 2011.  On Sept. 12, 2011, Sithe accepted for purchase all
Notes validly tendered (and not validly withdrawn) on or prior to
the Consent Date and satisfied and discharged the indenture and
the remaining Notes.  On the final payment date, Sept. 26, 2011,
Sithe will accept for purchase, and will pay $1,080.80 per
$1,000.00 principal amount of Notes, plus accrued and unpaid
interest for, all Notes that were validly tendered (and not
validly withdrawn) in the tender offer after the Consent Date and
on or prior to the Expiration Date.

As a result of the successful cash tender offer and consent
solicitation, $43.4 million in restricted cash and $83 million in
letters of credit previously held at Sithe were returned to Dynegy
Power, LLC, when the transaction closed.

Credit Suisse Securities (USA) LLC served as the dealer manager
(the Dealer Manager and Solicitation Agent) and D.F. King & Co.,
Inc., served as the depositary and information agent (the
Depositary and Information Agent) for the tender offer and consent
solicitation.

                         About Dynegy Inc.

Through its subsidiaries, Houston, Texas-based Dynegy Inc.
(NYSE:DYN) -- http://www.dynegy.com/-- produces and sells
electric energy, capacity and ancillary services in key U.S.
markets.  The power generation portfolio consists of approximately
12,200 megawatts of baseload, intermediate and peaking power
plants fueled by a mix of natural gas, coal and fuel oil.

                           Failed Sale

The Troubled Company Reporter has chronicled Dynegy's attempts to
sell itself.  In August 2010, Dynegy struck a deal to be acquired
by an affiliate of The Blackstone Group at $4.50 a share or
roughly $4.7 billion.  That offer was raised to $5.00 a share in
November.  Through Carl Icahn and investment fund Seneca's
efforts, shareholders thumbed down both offers.

In December 2010, an affiliate of Icahn commenced a tender offer
to purchase all of the outstanding shares of Dynegy common stock
for $5.50 per share in cash, or roughly $665 million in the
aggregate.  In February 2011, Icahn Enterprises L.P. terminated
the proposed merger agreement with the Company after it failed to
garner the required number of shareholder votes.

Goldman, Sachs & Co. and Greenhill & Co., LLC, served as financial
advisors and Sullivan & Cromwell LLP served as legal counsel to
Dynegy on the sale efforts.

                        Bankruptcy Warning

Dynegy warned shareholders in March it might be forced into
bankruptcy if it is unable to renegotiate the terms of its
existing debt.

The Company's balance sheet at March 31, 2011, showed $9.82
billion in total assets, $7.15 billion in total liabilities and
$2.67 billion in total stockholders' equity.

Ernst & Young LLP, in Houston, said Dynegy projects that it is
likely that it will not be able to comply with certain debt
covenants throughout 2011.  "This condition and its impact on
Dynegy Inc.'s liquidity raises substantial doubt about Dynegy
Inc.'s ability to continue as a going concern."

                           *     *     *

In July 2011, Moody's downgraded Dynegy Holdings' probability of
default rating to 'Ca' from 'Caa3'.  "The downgrade of DHI's PDR
and senior unsecured notes to Ca reflects the increased likelihood
of a distressed debt exchange transaction occurring within the
next several months following announcement of a corporate
reorganization that seeks to modify asset ownership within DHI
through the formation of several wholly-owned subsidiaries", said
A.J. Sabatelle, Senior Vice President of Moody's. "Separate
financing arrangements being established at these subsidiaries
will have annual limits placed on the amount of cash flow that can
be paid to their indirect parent, which Moody's believes raises
default prospects for DHI's senior unsecured notes and the
company's lease", added Mr. Sabatelle.


DYNEGY INC: Faces Complaint Over Transfer of Dynegy Coal
--------------------------------------------------------
An ad-hoc group of bondholders of Dynegy Holdings, LLC, filed a
complaint in the Supreme Court of the State of New York, County of
New York, captioned Avenue Investments, L.P., et al v. Dynegy
Inc., Dynegy Holdings, LLC, Dynegy Gas Investments, LLC, Clint C.
Freeland, Kevin T. Howell and Robert C. Flexon.  The Plaintiffs
challenge the recent transfer of Dynegy Coal Holdco, LLC, by
Dynegy Gas Investments, LLC, to Dynegy Inc., alleging that the
challenged transfer constituted a fraudulent conveyance under New
York law or, in the alternative, an unlawful dividend from a
subsidiary to its parent.  The Plaintiffs assert claims of:

   (i) intentional fraudulent conveyance and constructive
       fraudulent conveyance against Dynegy, DH, and DGI;

  (ii) unlawful distribution under section 18-607(a) of the
       Delaware Limited Liability Act against Dynegy and the
       individual director defendants;

(iii) unlawful dividend under sections 160, 173 and 174 of the
       Delaware Chancery Code against Dynegy and the individual
       director defendants;

  (iv) alter ego or corporate veil piercing against DH and DGI;
       and

   (v) breach of fiduciary duties against the individual director
       defendants.

The Plaintiffs seek a judgment setting aside and annulling the
challenged transfer and related transactions or awarding damages.
Dynegy, DH, DGI and the individual director defendants believe
that Plaintiffs' allegations are without merit and intend to
vigorously defend the lawsuit.

                         About Dynegy Inc.

Through its subsidiaries, Houston, Texas-based Dynegy Inc.
(NYSE:DYN) -- http://www.dynegy.com/-- produces and sells
electric energy, capacity and ancillary services in key U.S.
markets.  The power generation portfolio consists of approximately
12,200 megawatts of baseload, intermediate and peaking power
plants fueled by a mix of natural gas, coal and fuel oil.

                           Failed Sale

The Troubled Company Reporter has chronicled Dynegy's attempts to
sell itself.  In August 2010, Dynegy struck a deal to be acquired
by an affiliate of The Blackstone Group at $4.50 a share or
roughly $4.7 billion.  That offer was raised to $5.00 a share in
November.  Through Carl Icahn and investment fund Seneca's
efforts, shareholders thumbed down both offers.

In December 2010, an affiliate of Icahn commenced a tender offer
to purchase all of the outstanding shares of Dynegy common stock
for $5.50 per share in cash, or roughly $665 million in the
aggregate.  In February 2011, Icahn Enterprises L.P. terminated
the proposed merger agreement with the Company after it failed to
garner the required number of shareholder votes.

Goldman, Sachs & Co. and Greenhill & Co., LLC, served as financial
advisors and Sullivan & Cromwell LLP served as legal counsel to
Dynegy on the sale efforts.

                      Bankruptcy Warning

Dynegy warned shareholders in March it might be forced into
bankruptcy if it is unable to renegotiate the terms of its
existing debt.

The Company's balance sheet at June 30, 2011, showed $9.79 billion
in total assets, $7.26 billion in total liabilities, and
$2.52 billion in total stockholders' equity.

Ernst & Young LLP, in Houston, said Dynegy projects that it is
likely that it will not be able to comply with certain debt
covenants throughout 2011.  "This condition and its impact on
Dynegy Inc.'s liquidity raises substantial doubt about Dynegy
Inc.'s ability to continue as a going concern."

                       *     *     *

In July 2011, Moody's downgraded Dynegy Holdings' probability of
default rating to 'Ca' from 'Caa3'.  "The downgrade of DHI's PDR
and senior unsecured notes to Ca reflects the increased likelihood
of a distressed debt exchange transaction occurring within the
next several months following announcement of a corporate
reorganization that seeks to modify asset ownership within DHI
through the formation of several wholly-owned subsidiaries", said
A.J. Sabatelle, Senior Vice President of Moody's. "Separate
financing arrangements being established at these subsidiaries
will have annual limits placed on the amount of cash flow that can
be paid to their indirect parent, which Moody's believes raises
default prospects for DHI's senior unsecured notes and the
company's lease", added Mr. Sabatelle.


EAST GATE: Case Summary & 11 Largest Unsecured Creditors
--------------------------------------------------------
Debtor: East Gate Car Wash & Lube Center, LLC
        586 Route 38 East
        Maple Shade, NJ 08052

Bankruptcy Case No.: 11-37908

Chapter 11 Petition Date: September 23, 2011

Court: United States Bankruptcy Court
       District of New Jersey (Camden)

Judge: Judith H. Wizmur

Debtor's Counsel: Scott P. Sigman, Esq.
                  SIGMAN & ZIMOLONG, LLC
                  1515 Market Street, Suite 1360
                  Philadelphia, PA 19102
                  Tel: (215) 665-0842
                  Fax: (215) 689-3404
                  E-mail: scott@sigzim.com

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

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

A list of the Company's 11 largest unsecured creditors filed t
gether with the petition is available for free at
http://bankrupt.com/misc/njb11-37908.pdf

The petition was signed by Ronald Reiver, member.


ENER1 INC: Replaces Chief Executive With President Chris Cowger
---------------------------------------------------------------
Dow Jones' DBR Small Cap reports that Ener1 Inc. said Tuesday it
has replaced its chief executive, a shakeup that follows a
disclosure last month of financial reporting troubles at the
rechargeable-battery maker.

                         About Ener1 Inc.

Ener1 Inc. (OTCBB: ENEI) -- http://www.ener1.com/-- has three
business lines, which the company conducts through three operating
subsidiaries.  EnerDel, an 80.5% owned subsidiary, which is 19.5%
owned by Delphi, develops Li-ion batteries, battery packs and
components such as Li-ion battery electrodes and lithium
electronic controllers for lithium battery packs.  EnerFuel
develops fuel cell products and services.  NanoEner develops
technologies, materials and equipment for nanomanufacturing.

The Company and Bzinfin S.A., on Sept. 12, 2011, entered into an
amendment to the Line of Credit Agreement dated June 29, 2011.
Under the LOC Agreement, Bzinfin established a line of credit for
the Company in the aggregate principal amount of $15,000,000, of
which approximately $11,241,000 has been borrowed by the Company.
Under the terms of the Amendment, the maturity date for the
repayment of all advances under the LOC Agreement and all unpaid
accrued interest thereon was extended to July 2, 2013, and the
interest rate at which all outstanding advances will bear interest
from and after Sept. 12, 2011, was increased to 15% per year.


ENERGY & POWER: Files for Chapter 11 in Santa Ana
-------------------------------------------------
Energy & Power Solutions Inc. filed for Chapter 11 protection
(Bankr. C.D. Calif. Case No. 11-23362) on Sept. 23 in Santa Ana,
California, estimating assets and debts both exceeding
$10 million.

The Costa Mesa, California-based company described its business as
owning and operating combined heat and power cogeneration
facilities at customers’ plants.

Mr. Rochelle recounts that the Company filed a registration
statement last year in an effort to sell stock. At the time, the
company said it had been funded with $50 million in private-equity
capital.


ENERGY AND POWER: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Energy and Power Solutions, Inc.
          aka EPS Corp.
        150 Paularina Avenue, Suite A-12
        Costa Mesa, CA 92626

Bankruptcy Case No.: 11-23362

Chapter 11 Petition Date: September 23, 2011

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

Judge: Erithe A. Smith

Debtor's Counsel: Garrick A. Hollander, Esq.
                  WINTHROP COUCHOT
                  660 Newport Center Drive, Suite 400
                  Newport Beach, CA 92660
                  Tel: (949) 720-4150
                  Fax: (949) 720-4111
                  E-mail: ghollander@winthropcouchot.com

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

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

The Company's list of its 20 largest unsecured creditors filed
with the petition is available for free at:
http://bankrupt.com/misc/cacb11-23362.pdf

The petition was signed by Peter B. Ludlum, chief financial
officer.

Debtor affiliates that simultaneously sought Chapter 11
protection:

        Debtor                        Case No.
        ------                        --------
DairyGen, LLC                         11-23364
EPS Holding LLC                       11-23365
Lynn Energy Center, LLC               11-23369
COI Energy Center, LLC                11-23370
Franklin Energy Center, LLC           11-23372


EVERGREEN SOLAR: Meeting of Creditors Continued to Unknown Date
---------------------------------------------------------------
The U.S. Trustee for Region 3 has continued from Sept. 20, 2011,
to a date to be determined, the meeting of creditors in the
Chapter 11 case of Evergreen Solar, Incorporated.

                       About Evergreen Solar

Evergreen Solar, Inc. -- http://www.evergreensolar.com/--
develops, manufactures and markets String Ribbon solar power
products using its proprietary, low-cost silicon wafer technology.
The Company's patented wafer manufacturing technology uses
significantly less polysilicon than conventional processes.
Evergreen Solar's products provide reliable and environmentally
clean electric power for residential and commercial applications
globally.

The Marlboro, Mass.-based Company filed for Chapter 11 bankruptcy
(Bankr. D. Del. Case No. 11-12590) on Aug. 15, 2011, before Judge
Mary F. Walrath.  The Company's balance sheet at April 2, 2011,
showed $373,972,000 in assets, $455,506,000 in total liabilities,
and a stockholders' deficit of $81,534,000.

Ronald J. Silverman, Esq., and Scott K. Seamon, Esq., at Bingham
McCutchen LLP, serve as general bankruptcy counsel to the Debtor.
Laura Davis Jones, Esq., and Timothy P. Cairns, Esq., at Pachulski
Stang Ziehl & Jones LLP, serve as co-counsel.  Zolfo Cooper LLC is
the financial advisor.  Epiq Bankruptcy Solutions has been tapped
as claims agent.

In conjunction with the Chapter 11 filing, the Company entered
into a restructuring support agreement with certain holders of
more than 70% of the outstanding principal amount of the Company's
13% convertible senior secured notes.  As part of the bankruptcy
process the Company will undertake a marketing process and will
permit all parties to bid on its assets, as a whole or in groups
pursuant to 11 U.S.C. Sec. 363.  An entity formed by the
supporting noteholders, ES Purchaser, LLC, entered into an asset
purchase agreement with the Company to serve as a "stalking-horse"
and provide a "credit-bid" pursuant to the Bankruptcy Code for
assets being sold.

The supporting noteholders are represented by Michael S. Stainer,
Esq., and Natalie E. Levine, Esq., at Akin Gump Strauss Hauer &
Feld LLP, in New York.


EXPRESSWAY DEVELOPMENT: Trustee Wants Case Dismissal, Conversion
----------------------------------------------------------------
Richard A. Wieland, the U.S. Trustee for Region 20, asks the U.S.
Bankruptcy Court for the Western District of Oklahoma to dismiss
or convert the Chapter 11 case of Expressway Development, LLC, to
one under Chapter 7 of the Bankruptcy Code.

The U.S. Trustee relates that the Debtor filed a proposed
disclosure statement and plan on May 5, 2011.  An amended
disclosure statement was filed on May 6.  A hearing was scheduled
for June 28, 2011, to determine the adequacy of the Debtor's
disclosure statement.  No objections to the disclosure statement
were filed so the hearing was stricken and the Debtor was directed
to submit an order approving the proposed disclosure statement.
However, no order has been submitted, according to the U.S.
Trustee.

The U.S. Trustee enumerates the indications of the Debtor's
inability to reorganize:

   -- failure to submit an order approving its disclosure
   statement and to pursue confirmation of its proposed plan;

   -- its regular monthly operating reports show little or no
   profit; and

   -- the granting of relief from the stay relating to the
   Debtor's ownership the property in Oklahoma County, Oklahoma,
   in favor of the creditor, 99 I-35 Partners, LLC, on July 7,
   2011.

The U.S. Trustee is represented by:

         Charles E. Snyder, Esq.
         Office of the United States Trustee
         215 Dean A. McGee, Room 408
         Oklahoma City, OK 73102
         Tel: (405) 231-5961
         Fax: (405) 231-5958
         E-mail: Charles.Snyder@usdoj.gov

                 About Expressway Development, LLC

Oklahoma City, Oklahoma-based Expressway Development, LLC, filed
for Chapter 11 bankruptcy protection (Bankr. W.D. Okla. Case No.
10-12088) on April 9, 2010.  Charles E. Wetsel, Esq., at Robertson
& Williams, represents the Debtor.  The Company estimated assets
and debts at $10 million to $50 million.

The Debtor also tapped Randel Shadid, Attorney at Law, to provide
legal services related to planning commission and presentations to
Edmond City Council; Marion Kordic & Associates to provide
commercial real estate appraisal services; Hayes Brokerage Co.,
Inc., to provide commercial real estate brokerage services; and
Smith, Carney & Co., P.C., to provide tax, accounting, and
bookkeeping services.


FENTURA FINANCIAL: EVP Wollschlager Makes Early Retirement
----------------------------------------------------------
Fentura Financial, Inc., on Sept. 20, 2011, received notification
of the early retirement of the Company's executive vice president,
Daniel J. Wollschlager.  Mr. Wollschlager's last day with the
Company and The State Bank will be Oct. 21, 2011.  Subject to the
approval of the Company's regulators, in accordance with Mr.
Wollschlager's Supplemental Executive Retirement Agreement with
the Company, as amended and restated, the Company has agreed to
pay Mr. Wollschlager $137,750 upon his retirement and an
additional $107,250 upon the termination of the Company's and The
State Bank's current formal enforcement actions with their
regulators.  Also the Company has agreed to pay Mr. Wollschlager
his base compensation extending from Oct. 21, 2011, through
Dec. 31, 2011, an amount equal to $28,062 upon the termination of
the Company's and The State Bank's current formal enforcement
actions.

                      About Fentura Financial

Based in Fenton, Michigan, Fentura Financial, Inc., is a
registered bank holding company, owns and controls The State Bank,
Fenton, Michigan, and West Michigan Community Bank, Hudsonville,
Michigan, both state nonmember banks, and two nonbank
subsidiaries.  Fentura Financial shares are traded over the
counter under the FETM trading symbol.

As reported in the Troubled Company Reporter on March 22, 2010,
Crowe Horwath LLP, in Grand Rapids, Mich., expressed substantial
doubt about the Company's ability to continue as a going concern,
following its 2009 results.  The independent auditors noted that
the Company incurred net losses in 2009 and 2008, primarily from
higher provisions for loan losses, and non-compliance with the
higher capital requirements of the Consent Orders.

Fentura Financial, Inc., entered into a Written Agreement with
the Federal Reserve Bank of Chicago on Nov. 4, 2010.  Among
other things, the Written Agreement requires that the Company
obtain the approval of the FRB prior to paying a dividend;
requires that the Company obtain the approval of the FRB prior to
making any distribution of interest, principal, or other sums on
subordinated debentures or trust preferred securities; prohibits
the Company from purchasing or redeeming any shares of its stock
without the prior written approval of the FRB; requires the
submission of a written capital plan by Jan. 3, 2011, and;
requires the Company to submit cash flow projections for the
Company to the FRB on a quarterly basis.

The Company reported a net loss of $5.38 million on $13.87 million
of interest income for the year ended Dec. 31, 2010, compared with
a net loss of $16.98 million on $16.24 million of interest income
during the prior year.

The Company's balance sheet at June 30, 2011, showed $303.33
million in total assets, $286.92 million in total liabilities and
$16.41 million in total shareholders' equity.


FERRY ROAD: Case Summary & 4 Largest Unsecured Creditors
--------------------------------------------------------
Debtor: Ferry Road Properties, LLC
        477 Nance Ferry Road
        Blaine, TN 37709

Bankruptcy Case No.: 11-52170

Chapter 11 Petition Date: September 22, 2011

Court: United States Bankruptcy Court
       Eastern District of Tennessee (Greeneville)

Judge: Marcia Phillips Parsons

Debtor's Counsel: Brenda G. Brooks, Esq.
                  MOORE AND BROOKS
                  6207 Highland Place Way, Suite 203
                  Knoxville, TN 37919
                  Tel: (865) 637-2523
                  Fax: (865) 450-5460
                  E-mail: bbrooks@moore-brooks.com

Estimated Assets: $0 to $50,000

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

A list of the Company's four largest unsecured creditors filed t
gether with the petition is available for free at
http://bankrupt.com/misc/tneb11-52170.pdf

The petition was signed by Dwight A. Collins, managing partner.


FGIC CORP: Given Final Extension of Plan-Filing Rights
------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that FGIC Corp. was given its last extension of the
exclusive right to propose a Chapter 11 plan.

According to the report, after Feb. 3, 2012, any creditor or
interested party can file a reorganization plan. By then, FGIC
will have been in Chapter 11 for 18 months. Bankruptcy law doesn’t
permit maintaining exclusivity any longer.

The report relates that before last week’s exclusivity hearing,
FGIC reported there were two and perhaps three proposals for a new
Chapter 11 plan giving unsecured creditors more than the aborted
plan.  The hearing for approval of a disclosure statement was
adjourned to a date to be determined.

FGIC filed together with its bankruptcy petition a plan where
creditors would become owners of the bond insurance subsidiary,
Financial Guaranty Insurance Co. The plan became infeasible when
an exchange offer failed.

                         About FGIC Corp.

New York-based FGIC Corporation is a privately held insurance
holding company.  FGIC Corp's main business interest lies in the
holdings of the bond insurer Financial Guaranty Insurance Company
-- http://www.fgic.com/ --and it depends on dividend payments by
FGIC for sustaining its operations.  FGIC had stopped paying
dividends to parent FGIC Corp. since January 2008.

FGIC Corp. filed for Chapter 11 bankruptcy protection (Bankr.
S.D.N.Y. Case No. 10-14215) on Aug. 3, 2010.  The bond insurer
subsidiary did not file for bankruptcy.

Paul M. Basta, Esq., Brian S. Lennon, Esq., at Kirkland & Ellis
LLP, in New York, serves as counsel to the Debtor.  Garden City
Group, Inc., is the Debtor's claims and noticing agent.   The
Official Committee of Unsecured Creditors tapped David Capucilli,
Esq., at Morrison & Foerster LLP, in New York as its counsel.  The
Debtor disclosed $11,539,834 in assets and $391,555,568 in
liabilities as of the Petition Date.


FIRST FEDERAL: Board Elects Fitzgerald Hill as Director
-------------------------------------------------------
The Board of Directors of First Federal Bancshares of Arkansas,
Inc., and its wholly-owned subsidiary, First Federal Bank,
announced the unanimous election of Fitzgerald O. Hill to the
Board, effective upon the non-objection of the Office of the
Comptroller of the Currency, the Bank's principal regulator, and
the Federal Reserve Board, the Company's principal regulator.

Meanwhile, on Sept. 23, 2011, First Federal, and the Bank
announced the resignation of Tommy W. Richardson as Executive Vice
President and Chief Administrative Officer of the Company and the
Bank.  Mr. Richardson's resignation is effective Sept. 27, 2011.

            About First Federal Bancshares of Arkansas

Harrison, Arkansas-based First Federal Bancshares of Arkansas,
Inc. (NASDAQ: FFBH) -- http://www.ffbh.com/-- is a unitary
savings and loan holding company for First Federal Bank.  The Bank
is a community bank serving consumers and businesses in
Northcentral and Northwest Arkansas with a full range of checking,
savings, investment, and loan products and services.  The Bank,
founded in 1934, conducts business from 18 full-service branch
locations, one stand-alone loan production office, and 29 ATMs
located in Northcentral and Northwest Arkansas.

The Company's balance sheet at June 30, 2011, showed
$616.3 million in total assets, $533.2 million in total
liabilities, and stockholders' equity of $83.1 million.

As reported in the TCR on March 22, 2011, BKD, LLP, in Little
Rock, Arkansas, expressed substantial doubt about First Federal
Bancshares of Arkansas' ability to continue as a going concern,
following the Company's 2010 results.  The independent auditors
noted that the Company has experienced significant losses in
recent years and has significant levels of nonperforming assets.
Furthermore, the Company has entered into a written agreement with
the Office of Thrift Supervision which requires the Company to
meet certain capital requirements by Dec. 31, 2010, which were not
met.


FLORIDA GAMING: Lenders OK Issuance of $54,835 Note to Holding
--------------------------------------------------------------
As previously reported, Florida Gaming Corporation entered into a
credit agreement at its wholly owned subsidiary, Florida Gaming
Centers, Inc., with a syndicate of unaffiliated third party
lenders and ABC Funding, LLC, as Administrative Agent for the
Lenders.

On Sept. 20, 2011, the Company, Centers, the Administrative Agent
and certain Lenders entered into a letter agreement whereby the
Lenders consented to the issuance of that certain Note from
Centers to Freedom Holding, Inc., as disclosed in the Company's
Quarterly Report on Form 10-Q for the quarter ended June 30, 2011,
in the amount of $54,835.  The Letter Agreement provides for the
payment of a Consent Fee to the Administrative Agent in the amount
of $377,000.

                         Letter Agreement

On June 15, 2011, Centers distributed $54,835 to the Company to
provide the Company with the ability to loan those funds to
Freedom Holding, Inc., a company that is majority-owned and
controlled by William B. Collett and William B. Collett, Jr.  As
disclosed in the Company's Quarterly Report on Form 10-Q for the
quarter ended June 30, 2011, on June 15, 2011, the Company, with
approval from its Board of Directors, loaned $54,835 to Holding.
Holding used the proceeds from the Note to pay certain accumulated
interest expenses on a commercial loan Holding owed to a financial
institution secured by Holding's stock in the Company.

Following the issuance of the Note, the Company and Centers
disclosed the Note to the Administrative Agent and the Lenders.
The movement of funds from Centers to the Company and ultimately
to Holding through the issuance of the Note was inconsistent with
the terms of the Credit Agreement.  Following discussions among
the parties, Holding repaid the Note and the Lenders consented to
the issuance of the Note provided that Centers and the Company pay
the Administrative Agent a consent fee in the amount of $377,000.
The parties entered into the Letter Agreement on Sept. 20, 2011.

The Consent Fee is equal to the outstanding principal amount of
the loan under the Credit Agreement multiplied by a rate per annum
equal to 2% for the period beginning on June 15, 2011, the date of
the Note, and ending on Sept. 1, 2011, the date that Holding
repaid the Note in full to the Company and the Company contributed
the Note repayment proceeds to Centers.  Under the terms of the
Letter Agreement, the Consent Fee must be paid on or before
Oct. 1, 2011.  Subject to the satisfaction of conditions in the
Credit Agreement, the Company and Centers may use funds from the
Contingency Reserve Account to pay the Consent Fee.  An Event of
Default will occur if the Consent Fee is not paid by Oct. 1, 2011.

The Letter Agreement also modifies the Credit Agreement to permit
Holding to sell shares of its common stock in the Company in an
amount not in excess of $54,835.  If the Consent Fee is not paid
by Oct. 1, 2011, the Modification will be null and void.

                        About Florida Gaming

Florida Gaming Corporation operates live Jai Alai games at
frontons in Ft. Pierce, and Miami, Florida through its Florida
Gaming Centers, Inc. subsidiary.  The Company also conducts
intertrack wagering (ITW) on jai alai, horse racing and dog racing
from its facilities.  Poker is played at the Miami and Ft. Pierce
Jai-Alai, and dominoes are played at the Miami Jai-Alai.  In
addition, the Company operates Tara Club Estates, Inc., a
residential real estate development located near Atlanta in Walton
County, Georgia.  Approximately 46.2% of the Company's common
stock is controlled by the Company's Chairman and CEO either
directly or beneficially through his ownership of Freedom Holding,
Inc.  The Company is based in Miami, Florida.

The Company's balance sheet at June 30, 2011, showed $102.02
million in total assets, $113.82 million in total liabilities and
a $11.80 million total stockholders' deficit.

The Company reported a net loss of $4.84 million on $4.11 million
of Jai-Alai Mutuel revenue for the year ended Dec. 31, 2010,
compared with a net loss of $4.87 million on $6.85 million of Jai-
Alai Mutuel revenue during the prior year.

As reported by the TCR on April 7, 2011, King + Company, PSC, in
Louisville, Kentucky, noted that the Company has suffered
recurring losses from operations and cash flow deficiencies which
raise substantial doubt about its ability to continue as a going
concern.


FREDDIE MAC:  Federal Watchdog Says BofA Settlement Inadequate
--------------------------------------------------------------
Dow Jones' Daily Bankruptcy Review reports that a federal watchdog
said Freddie Mac may have given up opportunities to recover
billions of dollars in claims over defaulted mortgages and
suggested that a January settlement with Bank of America Corp. to
resolve $1.3 billion in bad-loan claims was inadequate.

Based in McLean, Virginia, the Federal Home Loan Mortgage
Corporation, known as Freddie Mac (OTCBB: FMCC) --
http://www.FreddieMac.com/-- was established by Congress in
1970 to provide liquidity, stability and affordability to the
nation's residential mortgage markets.  Freddie Mac supports
communities across the nation by providing mortgage capital to
lenders.  Over the years, Freddie Mac has made home possible for
one in six homebuyers and more than five million renters.

Freddie Mac is under conservatorship and is dependent upon the
continued support of Treasury and the Federal Housing Finance
Agency acting as conservator to continue operating its
business.


G&S LIVINGSTON: Court Confirms Chapter 11 Plan
----------------------------------------------
The U.S. Bankruptcy Court for the District of New Jersey confirmed
the Chapter 11 plan of reorganization of G&S Livingston Realty,
Inc. and approved the disclosure statement explaining the plan.

The Bankruptcy Court found that the Debtor has complied with all
applicable provisions of the Bankruptcy Code as required by
Section 1129(a)(2), including without limitation Sections 1125 and
1126.  The Bankruptcy Court also found that the Debtor and its
officers, directors, employees, members and professionals have
acted in "good faith" within the meaning of Section 1125.

The Bankruptcy Court ruled that the counterclaim asserted by CVS
Pharmacy, Inc., against the Debtor in a litigation pending in the
U.S. District Court for the District of New Jersey is a disputed
claim that, if allowed, is a general unsecured claim that will be
treated under Class 2 of the Plan.

As reported in the TCR on Aug. 3, 2011, the Debtor filed a
prepackaged plan of reorganization it negotiated with KABR Real
Estate Investment Partners, LLC, a Delaware limited liability
company.

The Plan constitutes a reorganizing plan.  The Debtor, in
accordance with the terms of a restructuring support agreement
with KABR, anticipates accomplishing payments under the Plan by
entering into a series of transactions among the Debtor, KABR and
their related entities that will result in the full payment of the
Debtor's allowed unsecured claims to unaffiliated creditors and
allow the Debtor to become the part owner of Daven Avenue LLC, an
entity which will own the land, fixtures and improvement of the
Debtor's Daven Avenue Shopping Center located along the Route 10
in Livingston, New Jersey, free and clear of existing loan
obligations.

On the Plan effective date, the Debtor will transfer assets,
including the Livingston Property and cash contributed by Gregg
Wasser, Laurence Taub and Dr. Harris Wasser -- as the holders of
Equity Interests in the Debtor -- to Daven Avenue in return for an
ownership interest in Daven Avenue.  At the same time, the Debtor
will utilize cash and cash to be paid by Daven Avenue to satisfy
Claims of its unsecured creditors.

Following consummation of the Plan, the Debtor and KABR will be
the owners of Daven Avenue, which will be the direct owner of the
Livingston Property free of the existing loan and infused with new
capital that will position Daven Avenue to renovate and transform
the Livingston Property to attract a new tenant mix and contribute
to a revitalization of the Route 10 commercial corridor in the
Livingston area.

Essex Ten Financial, LLC, a unit of KABR, is the current holder of
the Debtor's existing loan.  The Debtor obtained the loan -- in
the principal amount of $28,125,000 -- under a promissory note and
loan agreement dated July 14, 2005, with Barclays Capital Real
Estate, Inc.  The debt was securitized and sold to the registered
holder of Banc of America Commercial Mortgage, Inc., Commercial
Mortgage Pass-Through Series Certificates Series 2005-5.  The loan
is secured by the Livingston Property.  Essex Ten purchased the
loan prior to the Petition Date.

The Debtor and KABR will each make a contribution -- the Debtor
Contribution Amount and the KABR Contribution Amount -- equal to
(i) 50% of G&S Livingston's unpaid general unsecured liabilities
and all other unpaid liabilities that have been accrued by the
Debtor from Oct. 26, 2010 to the date of the confirmation of the
Plan, plus (ii) $500,000.

The Plan classifies claims against and interests in the Debtor in
four classes.  Class 1 consists of the Secured Claim of Essex Ten.
Under the Plan, Essex Ten will be merged into Daven Avenue with
Daven Avenue surviving, which results in full satisfaction of the
Existing Loan through: (y) the retirement of 15% of the Existing
Loan in exchange for $1,950,000 contributed by the Debtor and (z)
forgiveness of the balance of the Existing Loan in exchange for
KABR receiving a 47.5% residual equity interest in Daven Avenue
with priority on distributions in amounts equal to the sum of
KABR's Unrecovered Capital plus an 8% return on such Unrecovered
Capital as determined from time to time.  Essex Ten's Secured
Claim is impaired and it is entitled to vote on the Plan.

Allowed general unsecured claims are placed in Class 2; They will
be paid in full on the Effective Date.  The holders of General
Unsecured Claims are not impaired under the Plan and therefore
are not entitled to vote.

Class 3 consists of allowed affiliated general unsecured claims,
which are claims held by entities affiliated with the Debtor.
Holders of Affiliated General Unsecured Claims will receive a
distribution of cash in an amount equal to 2% percent of their
Affiliated General Unsecured Claims in full satisfaction of those
Claims.  The holders are impaired under the Plan and entitled to
vote.

The equity interest holders occupy Class 4.  Collectively, they
own all of the shares of the stock in the Debtor.  Upon the Plan
Effective Date, the Equity Interest Holders will contribute to the
Debtor cash in an amount equal to the sum of:

     (w) $1,950,000, (x) the Other Liabilities -- all General
         Unsecured Claims due to creditors that accrued prior to
         of Oct. 26, 2010, are not Affiliated General Unsecured
         Claims, and are not identified on Exhibit B of the
         Operating Agreement of Daven Avenue;

     (y) the Debtor Contribution Amount; and

     (z) 2% of the total amount owed for the Affiliated General
         Unsecured Claims.

In return for this contribution, the Equity Interest Holders will
retain their equity interests in the Debtor.  They are not
impaired under the Plan and not entitled to vote.

                 About G&S Livingston Realty, Inc.

G&S Livingston Realty, Inc., in New York, filed for Chapter 11
bankruptcy (Bankr D. N.J. Case No. 11-31751) on July 21, 2011,
Judge Morris Stern presiding.  Stephen V. Falanga, Esq., at
Connell LLP, serves as bankruptcy counsel.  In its petition, the
Debtor estimated $10 million to $50 million in assets and debts.
The petition was signed by Greg Wasser, president.


GANNETT CO: S&P Affirms 'BB' Corp. Credit Rating; Outlook Stable
----------------------------------------------------------------
Standard & Poor's Ratings Services revised its outlook on McLean,
Va.-based newspaper publisher and television broadcaster Gannett
Co. Inc. to stable from positive, and affirmed all ratings,
including the 'BB' corporate credit rating.

"The outlook revision to stable reflects our expectation that the
timeframe for a potential upgrade lies beyond the next 12 months,"
said Standard & Poor's credit analyst Hal Diamond. "We are
concerned that the current U.S. economic malaise will aggravate
the ongoing secular pressure on Gannett's newspaper publishing
business, which currently accounts for nearly 60% of consolidated
EBITDA. Furthermore, while we do not anticipate leverage to
materially increase over the near term, we see the potential that
long-term credit profile improvement could be hampered by
continued secular pressure on the business, despite efforts at
cost restructuring and development of new digital revenue."

"The 'BB' corporate credit rating on Gannett reflects its exposure
to a downturn in the economy and unfavorable secular trends
affecting newspaper advertising and circulation. In our view,
Gannett's business risk profile is fair because of these risks,
offset by its good market positions and its relatively
predictable, high-margin broadcasting operations. Gannett
currently has modest debt leverage, good discretionary cash flow
generation, and substantial covenant cushion, though we view
financial risk as significant, as unfavorable publishing secular
trends could weaken credit quality over the long term," S&P
stated.

"Although we expect Gannett to outperform most of its U.S.
newspaper peers, especially those with a metropolitan focus, and
maintain a good consolidated EBITDA margin, the company remains
dependent on the newspaper industry, which we view as subject to
long-term secular decline. The company's TV broadcasting business
faces mature long-term growth prospects, and operating performance
remains sensitive to political advertising cycles. We believe
these dynamics, together with increased risk of a return to
recession, will cloud the revenue picture for at least the next
12-24 months. Even with ongoing cost reductions, we see the
potential for EBITDA declines that could contribute to an increase
in leverage over the intermediate term, depending on the company's
financial policies," S&P related.

"The stable outlook reflects our expectation that the U.S. economy
will remain weak over the near term and that unfavorable secular
trends will postpone upgrade potential," S&P added.


GATEWAY HOTEL: Seeks Asset Valuation to Settle SFG Dispute
----------------------------------------------------------
Gateway Hotel LLC has sought an order from the U.S. Bankruptcy
Court for the District of Arizona determining the value of its
assets in a bid to settle a dispute with 2010-1 SFG Venture LLC.

Gateway Hotel and SFG Venture disagree over the value of the
assets securing SFG Venture's $25.8 million claim.  The assets
include a 192-room hotel in Phoenix, Arizona, and the revenue
generated from hotel operations.

SFG Venture complains that it is undersecured, arguing that the
assets are just worth $17.5 million.  Gateway Hotel, however,
believes that the value of the assets is equal to or exceeds the
amount of SFG Venture's allowed claim under its proposed Chapter
11 plan of reorganization.

SFG Venture is classified under the proposed restructuring plan as
the sole Class 3 claimant whose claim is fully secured by the
assets.

                        About Gateway Hotel

Phoenix, Arizona-based Gateway Hotel, LLC -- aka Hilton Garden Inn
and Hilton Garden Inn Phoenix Airport North -- is primarily
engaged in the hotel and restaurant business.  It filed for
Chapter 11 bankruptcy protection (Bankr. D. Ariz. Case No. 11-
08302) on March 29, 2011.  Robert J. Miller, Esq., Bryce A.
Suzuki, Esq., Kyle S. Hirsch, Esq., at Bryan Cave LLP, serve as
the Debtor's bankruptcy counsel.  The Debtor estimated its assets
and debts at $10 million to $50 million.

Affiliate Windsor Commercial Construction, LLC, filed a separate
Chapter 11 petition (Bankr. D. Ariz. Case No. 09-25724) on Oct.
13, 2009 .


GELTECH SOLUTIONS: Board Grants Stock Options to Executives
-----------------------------------------------------------
The Board of Directors of GelTech Solutions, Inc., granted 175,000
10-year stock options to each of Michael Cordani, chief executive
officer, Joseph Ingarra, president and Peter Cordani, chief
technology officer exercisable at a $0.81 per share.  The options
vest in six equal increments each June 30th and December 31st,
with the first vesting date being Dec. 31, 2011, subject to
continued employment on each applicable vesting date.
Exercisability of the options is subject to the execution of the
Company's standard stock option agreement.

On Sept. 20, 2011, the Board of Directors of the Company approved
an amendment to the Company's Bylaws.  The Amendment provides
that, except as provided by law, a majority of the votes cast will
be sufficient to pass proposals on matters other than the election
of directors.  The prior provision required a majority of the
shares present and entitled to vote.

                      About GelTech Solutions

Jupiter, Fla.-based GelTech Solutions. Inc. (OTC Bulletin Board:
GLTC) -- http://www.GelTechsolutions.com/--  is a Delaware
corporation organized in 2006.  The Company creates innovative,
Earth-friendly, cost-effective products that help industry,
agriculture, and the general public accomplish environmental and
safety goals, such as water conservation and the protection of
lives, homes, and property from fires.  The Company's current
business model is focused on the following products: 1)
FireIce(R), a fire suppression product, 2) SkinArmor(TM), an
ointment used for protecting skin from direct flame and high
temperatures, and 3) Soil2O(TM), a line of agricultural moisture
retention products.

The Company's balance sheet at March 31, 2011, showed $933,598 in
total assets, $1.44 million in total liabilities and a $508,047
total stockholders' deficit.

                       Going Concern Doubt

As reported in the Troubled Company Reporter on Oct. 4, 2010,
Salberg & Company, P.A., in Boca Raton, Fla., expressed
substantial doubt about the Company's ability to continue as a
going concern, following the Company's results for the fiscal year
ended June 30, 2010.

In the Form 10-Q, the Company noted that as of Dec. 31, 2010, it
had a working capital deficit of $1,949,478, had an accumulated
deficit and stockholders' deficit of $12,412,626 and $1,787,641,
respectively, and incurred losses from operations of $2,568,513
for the six months ended Dec. 31, 2010 and used cash from
operations of $1,632,695 during the six months ended Dec. 31,
2010.  In addition, the Company has not yet generated revenue
sufficient to support ongoing operations.

"The continuation of the Company as a going concern is dependent
upon the continued financial support from its stockholders, the
ability of the Company to obtain necessary debt or equity
financing to continue operations, and the attainment of profitable
operations," GelTech said.


GENERAL GROWTH: Court Closes 115 Affiliates' Cases
--------------------------------------------------
Judge Allan L. Gropper of the U.S. Bankruptcy Court for the
Southern District of New York entered on September 22, 2011, a
final decree closing the Chapter 11 cases of 115 debtor
affiliates of General Growth Properties, Inc.

The 115 Reorganized Debtors referred to as "Group 1 Reorganized
Debtors" with closed Chapter 11 cases are:

Closing Debtor                                 Case No.
--------------                                 --------
10000 Covington Cross, LLC                     09-12324
10000 West Charleston Boulevard LLC            09-12040
1120/1140 Town Center Drive, LLC               09-12042
1160/1180 Town Center Drive, LLC               09-12043
1201-1281 Town Center Drive, LLC               09-12044
1450 Center Crossing Drive, LLC                09-12046
1635 Village Centre Circle, LLC                09-12049
1645 Village Center Circle, LLC                09-12050
20 CCC Business Trust                          09-12458
30 CCC Business Trust                          09-12459
9901-9921 Covington Cross, LLC                 09-12051
9950-9980 Covington Cross, LLC                 09-12052
Alameda Mall Associates                        09-11986
Augusta Mall, LLC                              09-12024
Bakersfield Mall LLC                           09-12062
Bay City Mall Associates L.L.C.                09-12064
Bay Shore Mall Partners                        09-11987
Beachwood Place Mall, LLC                      09-12068
Birchwood Mall, LLC                            09-12070
Boise Mall, LLC                                09-12071
Cache Valley, LLC                              09-12079
Caledonian Holding Company, Inc.               09-11981
Century Plaza L.L.C.                           09-12008
Champaign Market Place L.L.C.                  09-12081
Chico Mall, L.P.                               09-11988
Collin Creek Mall, LLC                         09-12087
Colony Square Mall L.L.C.                      09-12088
Coronado Center L.L.C.                         09-12090
Eagle Ridge Mall, L.P.                         09-12097
Eastridge Shopping Center L.L.C.               09-12098
Eden Prairie Mall L.L.C.                       09-12101
Fallbrook Square Partners Limited Partnership  09-12104
Fox River Shopping Center, LLC                 09-12113
GGP American Properties Inc.                   09-11980
GGP Holding II, Inc.                           09-12123
GGP Holding, Inc.                              09-12035
GGP Ivanhoe IV Services, Inc.                  09-12126
GGP Natick Residence LLC                       09-12129
GGP/Homart, Inc.                               09-12131
GGP-Brass Mill, Inc.                           09-12134
GGP-Columbiana Trust                           09-12464
GGP-Foothills L.L.C.                           09-12137
GGP-Four Seasons L.L.C.                        09-12030
GGP-Glenbrook Holding L.L.C.                   09-12139
GGP-Mall of Louisiana, L.P.                    09-12018
GGP-Mint Hill L.L.C.                           09-11969
GGP-NewPark L.L.C.                             09-12004
GGP-Pecanland, L.P.                            09-11990
GGP-Redlands Mall, L.P.                        09-11973
GGP-Tucson Mall L.L.C.                         09-12155
Grand Traverse Mall Partners, LP               09-12469
Greenwood Mall L.L.C.                          09-12471
Ho Retail Properties II Limited Partnership    09-12165
Hocker Oxmoor, LLC                             09-12166
Howard Hughes Canyon Pointe Q4, LLC            09-12168
Howard Hughes Properties IV, LLC               09-12172
Howard Hughes Properties, Limited Partnership  09-12171
Hulen Mall, LLC                                09-12176
Kalamazoo Mall L.L.C.                          09-12472
La Place Shopping, L.P.                        09-11974
Lakeside Mall Property, LLC                    09-12182
Landmark Mall L.L.C.                           09-12188
Lansing Mall Limited Partnership               09-11989
Lincolnshire Commons, LLC                      09-12031
Lynnhaven Mall L.L.C.                          09-12190
Mall St. Vincent, L.P.                         09-12197
Mayfair Mall, LLC                              09-12198
Mondawmin Business Trust                       09-12474
MSM Property L.L.C.                            09-12201
New Orleans Riverwalk Associates               09-11998
North Star Mall, LLC                           09-12207
Oakwood Hills Mall, LLC                        09-12211
Oakwood Shopping Center Limited Partnership    09-11985
Oglethorpe Mall L.L.C.                         09-12212
Owings Mills Limited Partnership               09-12217
Parke West, LLC                                09-12003
Parkside Limited Partnership                   09-12021
Peachtree Mall L.L.C.                          09-12223
Pierre Bossier Mall, LLC                       09-12226
Pines Mall Partners                            09-11970
Price Development Company, Limited Partnership 09-12010
Rio West L.L.C.                                09-12238
Rouse LLC                                      09-11979
Rouse Providence LLC                           09-12252
Rouse SI Shopping Center, LLC                  09-12023
Rouse-Arizona Center, LLC                      09-12256
Rouse-Orlando, LLC                             09-12260
Rouse-Phoenix Master Limited Partnership       09-12013
RS Properties Inc.                             09-12265
Saint Louis Galleria L.L.C.                    09-12266
Seaport Marketplace Theatre, LLC               09-11965
Seaport Marketplace, LLC                       09-11964
Sooner Fashion Mall L.L.C.                     09-12273
South Shore Partners, L.P.                     09-11993
South Street Seaport Limited Partnership       09-11963
Southlake Mall L.L.C.                          09-12274
Southland Center, LLC                          09-12015
Southland Mall, L.P.                           09-11992
Spring Hill Mall L.L.C.                        09-12279
Stonestown Shopping Center, L.P.               09-12283
Summerlin Centre, LLC                          09-12284
The Howard Hughes Corporation                  09-12169
The Rouse Company LP                           09-11983
The Rouse Company Operating Partnership LP     09-12037
The Woodlands Mall Associates, LLC             09-12323
Town Center East Business Trust                09-12476
Town East Mall, LLC                            09-12288
Tracy Mall Partners, L.P.                      09-12290
U.K.-American Properties, Inc.                 09-12298
Valley Hills Mall L.L.C.                       09-12034
Visalia Mall, L.P.                             09-12309
Vista Commons, LLC                             09-12308
Westwood Mall, LLC                             09-12316
Willowbrook Mall, LLC                          09-12321
Woodbridge Center Property, LLC                09-12322

The Court will retain jurisdiction as is provided for in the
Project Debtors' Joint Plan of Reorganization and the TopCo
Debtors' Third Amended Joint Plan of Reorganization.

Judge Gropper directed the Reorganized Debtors to file on or
before October 7, 2011, a final list identifying the Group 2
Reorganized Debtors whose Chapter 11 cases were fully
administered on or prior to September 30, 2011.

Following the submission of the final list, the Chapter 11 cases
of the Group 2 Reorganized Debtors identified on the Final List
will be deemed closed, nunc pro tunc to September 30, 2011, Judge
Gropper ruled.  However, the Court will retain jurisdiction as is
provided for in the Project Debtor Plan and the TopCo Plan.

From and after September 30, 2011, the Reorganized Debtors will
not be obligated to pay quarterly fees to the U.S. Trustee for
Region 2 in accordance with Section 1930(a)(6) of Title 28 of the
U.S. Code with respect to the Chapter 11 cases of the (i) Group 1
Reorganized Debtors or the (ii) Group 2 Reorganized Debtors
identified in the Final List.

For ease of administration, the Reorganized Debtors may annex a
copy of the Sept. 22 Order to the Final List when filed.

The Chapter 11 case of any Reorganized Debtor that is not a (i)
Group 1 Reorganized Debtor or a (ii) Group 2 Reorganized Debtor
identified on the Final List will remain open pending further
order of the Court, Judge Gropper ruled.

Judge Gropper also clarified that entry of the Final Decree is
without prejudice to the rights of any party to seek to reopen
the cases of the (i) Group 1 Reorganized Debtor or a (ii) Group 2
Reorganized Debtor identified on the Final List for cause.

                      Prior Order Amended

Judge Gropper amended on September 22, 2011, the June 27, 2011
final decree closing the Chapter 11 cases of 67 Reorganized
Debtors and the July 8, 2011 final list of additional Reorganized
Debtors whose Chapter 11 cases were fully administered on or
before June 30, 2011.

The bankruptcy judge acknowledged that the July 8 Final List
erroneously identified two Reorganized Debtors whose bankruptcy
cases were not fully administered on or before June 30, 2011.

Rule 60(a) of the Federal Rules of Civil Procedure allows the
Court to correct a clerical mistake or a mistake arising from
oversight or omission without notice.

Accordingly, the July 8 Final List is deemed amended to remove
Boulevard Associates and Howard Hughes Properties, Limited
Partnership.

The Reorganized Debtors will pay to the U.S. Trustee for Region 2
any payments due for the period from June 30, 2011 to
September 30, 2011 with respect to Boulevard Associates and
Howard Hughes Properties, Limited Partnership, Judge Gropper
directed.

                      About General Growth

Based in Chicago, Illinois, General Growth Properties, Inc. --
http://www.ggp.com/-- is the second-largest U.S. mall owner,
having ownership interest in, or management responsibility for,
more than 200 regional shopping malls in 44 states, as well as
ownership in master planned community developments and commercial
office buildings.  The Company's portfolio totals roughly
200 million square feet of retail space and includes more than
24,000 retail stores nationwide.  General Growth is a self-
administered and self-managed real estate investment trust.  The
Company's common stock is trading in the pink sheets under the
symbol GGWPQ.

General Growth Properties Inc. and its affiliates filed for
Chapter 11 protection on April 16, 2009 (Bankr. S.D.N.Y., Case No.
09-11977).  Marcia L. Goldstein, Esq., Gary T. Holtzer, Esq.,
Adam P. Strochak, Esq., and Stephen A. Youngman, Esq., at Weil,
Gotshal & Manges LLP, serve as bankruptcy counsel.  Kirkland &
Ellis LLP is co-counsel.  Kurtzman Carson Consultants LLC has been
engaged as claims agent.  The Company also hired AlixPartners LLP
as financial advisor and Miller Buckfire Co. LLC, as investment
bankers.  The Debtors disclosed $29,557,330,000 in assets and
$27,293,734,000 in debts as of Dec. 31, 2008.

General Growth Properties on Nov. 9, 2010, successfully completed
the final steps of its financial restructuring and emerged from
Chapter 11.  GGP successfully restructured approximately
$15 billion of project-level debt Recapitalized with $6.8 billion
in new equity capital Paid all creditor claims in full achieved
substantial recovery for equity holders.

As part of its plan of reorganization, GGP has split itself into
two separate and independent publicly traded corporations.  GGP
shareholders as of the record date of Nov. 1, 2010, received
common stock in both companies.  The new GGP, which will commence
trading Nov. 10 on The New York Stock Exchange under the ticker
symbol "GGP," is the second-largest shopping mall owner and
operator in the country, with more than 183 regional malls in 43
states.  The spin-off company, The Howard Hughes Corporation,
consists of GGP's portfolio of master planned communities and
other strategic real estate development opportunities.  This
company will trade under the ticker symbol "HHC" on The New York
Stock Exchange.

Bankruptcy Creditors' Service, Inc., publishes General Growth
Bankruptcy News.  The newsletter tracks the Chapter 11 proceeding
undertaken by General Growth Properties Inc. and its various
affiliates.  (http://bankrupt.com/newsstand/or 215/945-7000)


GENERAL GROWTH: Reduces Taberna's $980,000 Reimbursement
--------------------------------------------------------
Taberna Capital Management LLC asked Judge Allan Gropper to compel
General Growth Properties Inc.'s reimbursement of fees and
expenses it incurred totaling $980,134 as agent to the indenture
trustee under a Junior Subordinated Indenture in the principal
amount of $200,000,000.

In response to the request, counsel to the Reorganized Debtors,
Adam P. Strochak, Esq., at Weil, Gotshal & Manges LLP, in New
York, argues that Taberna Capital Management, LLC, has not shown
-- let alone proved -- that it was the agent for Wilmington Trust
FSB or HSBC.  Thus, the Reorganized Debtors argue, Taberna's
expenses are not compensable under a February 24, 2006 TRUPS
Indenture.

Mr. Strochak pointed out that in Taberna's pleadings filed with
the Court, excluding the Motion to Compel and its related
documents, Taberna has never represented itself as an agent for
Wilmington Trust of HSBC.  Indeed, neither Wilmington Trust's nor
HSBC's fee requests mentioned Taberna and confirmed that Taberna
was an agent of either of them, he stresses.  There is also no
document between Wilmington Trust and Taberna or between HSBC and
Taberna establishing an agency relationship, he asserts.

The Reorganized Debtors and Taberna later entered into a Court
approved stipulation whereby the Reorganized Debtors will remit to
Taberna $75,000 in full and final satisfaction of any amounts to
be due and owing to Taberna and its professionals pursuant to
Taberna's Motion.

Taberna's Motion will be deemed withdrawn and the Taberna
Professionals will be estopped from asserting any further claims
against the Reorganized Debtors or their affiliates with the
amounts sought in Taberna's Motion.

                      About General Growth

Based in Chicago, Illinois, General Growth Properties, Inc. --
http://www.ggp.com/-- is the second-largest U.S. mall owner,
having ownership interest in, or management responsibility for,
more than 200 regional shopping malls in 44 states, as well as
ownership in master planned community developments and commercial
office buildings.  The Company's portfolio totals roughly
200 million square feet of retail space and includes more than
24,000 retail stores nationwide.  General Growth is a self-
administered and self-managed real estate investment trust.  The
Company's common stock is trading in the pink sheets under the
symbol GGWPQ.

General Growth Properties Inc. and its affiliates filed for
Chapter 11 protection on April 16, 2009 (Bankr. S.D.N.Y., Case No.
09-11977).  Marcia L. Goldstein, Esq., Gary T. Holtzer, Esq.,
Adam P. Strochak, Esq., and Stephen A. Youngman, Esq., at Weil,
Gotshal & Manges LLP, serve as bankruptcy counsel.  Kirkland &
Ellis LLP is co-counsel.  Kurtzman Carson Consultants LLC has been
engaged as claims agent.  The Company also hired AlixPartners LLP
as financial advisor and Miller Buckfire Co. LLC, as investment
bankers.  The Debtors disclosed $29,557,330,000 in assets and
$27,293,734,000 in debts as of Dec. 31, 2008.

General Growth Properties on Nov. 9, 2010, successfully completed
the final steps of its financial restructuring and emerged from
Chapter 11.  GGP successfully restructured approximately
$15 billion of project-level debt Recapitalized with $6.8 billion
in new equity capital Paid all creditor claims in full achieved
substantial recovery for equity holders.

As part of its plan of reorganization, GGP has split itself into
two separate and independent publicly traded corporations.  GGP
shareholders as of the record date of Nov. 1, 2010, received
common stock in both companies.  The new GGP, which will commence
trading Nov. 10 on The New York Stock Exchange under the ticker
symbol "GGP," is the second-largest shopping mall owner and
operator in the country, with more than 183 regional malls in 43
states.  The spin-off company, The Howard Hughes Corporation,
consists of GGP's portfolio of master planned communities and
other strategic real estate development opportunities.  This
company will trade under the ticker symbol "HHC" on The New York
Stock Exchange.

Bankruptcy Creditors' Service, Inc., publishes General Growth
Bankruptcy News.  The newsletter tracks the Chapter 11 proceeding
undertaken by General Growth Properties Inc. and its various
affiliates.  (http://bankrupt.com/newsstand/or 215/945-7000)


GETTY REALTY: GPMI Alleges Default on Master Lease
--------------------------------------------------
Getty Realty Corp. disclosed that at the Board of Directors
meeting the Board declared a Common Stock dividend in the amount
of $0.25 per share payable on October 13, 2011 to holders of
record on October 4, 2011.

Although the Company's largest tenant, Getty Petroleum Marketing
Inc., is current on the payment of its monthly fixed rent
obligations under the Master Lease and other leases with the
Company, the Company has received a notice from Marketing alleging
that the Company is in default of certain of its obligations under
its Master Lease by failing to perform certain environmental
remediation.  The Notice states that if the Company fails to cure
the alleged default, Marketing intends to offset the full amount
of its monthly rental payments due to the Company under the Master
Lease for October and November 2011.  The Company believes that
the alleged default is wholly without merit and that the Company
is in compliance with its environmental obligations.

The Company is evaluating its options regarding the Marketing
Leases and Marketing's obligations to the Company.  The Company
intends to aggressively pursue defaults by Marketing under the
Marketing Leases and also take appropriate legal action to address
the Notice served upon the Company by Marketing.

The Company cannot provide any assurance that Marketing will meet
its rental or other obligations under the Marketing Leases.

Getty Realty Corp. is the largest publicly-traded real estate
investment trust in the United States specializing in ownership,
leasing and financing of retail motor fuel and convenience store
properties and petroleum distribution terminals.  The Company owns
and leases approximately 1,170 properties nationwide.


GRD HOLDING: S&P Assigns Prelim. 'B' Corporate Credit Rating
------------------------------------------------------------
Standard & Poor's Rating Services assigned its preliminary 'B'
corporate credit rating to Delaware-based GRD Holding III Corp.,
the indirect parent of U.S. home decor retailer Garden Ridge Corp.
(Garden Ridge). The outlook is stable.

"At the same time, we assigned our preliminary 'B+' issue-level
rating to GRD Holding III's senior secured first-lien credit
facility, which consists of a $250 million six-year term loan B.
The preliminary recovery rating is '2', indicating our expectation
of substantial (70% to 90%) recovery for lenders in the event of a
payment default. Garden Ridge will guarantee the debt," S&P
stated.

An affiliate of private-equity firm AEA Investors L.P. intends to
use the proceeds from the term loan, along with proceeds from an
$85 million subordinated mezzanine note (unrated) and a $394
million equity contribution, to fund the purchase of 60% ownership
interest in Garden Ridge currently held by an affiliate of
private-equity sponsor Three Cities Research (TCR) and management.
Following the transaction, an affiliate of TCR and management will
retain significant ownership interest in Garden Ridge.

"The ratings on GRD Holding III and operating subsidiary and
guarantor, Garden Ridge, reflect our expectation of stable
performance trends and credit measures over the medium term," said
Standard & Poor's credit analyst Jayne Ross. "In our view, the
company's financial risk profile is highly leveraged, with thin
cash flow protection measures, adequate liquidity, and a very
aggressive financial policy as a result of the leveraged buyout
(LBO) by an affiliate of AEA."

"The company's weak business profile incorporates our assessment
of its narrow position and small scale in the highly competitive
and mature home goods industry, along with CEO key man risk,"
added Ms. Ross.


H&H IMPORTS: Posts $347,300 Net Loss in Q1 Ended June 30
--------------------------------------------------------
H&H Imports, Inc., filed its quarterly report on Form 10-Q,
reporting a net loss of $347,395 on $485,888 of revenues for the
three months ended June 30, 2011, compared with a net loss of
$833,975 on $164,298 of revenues for the three months ended
June 30, 2010.

The Company's balance sheet at June 30, 2011, showed $2.1 million
in total assets, $781,091 in total liabilities, all current, and
stockholders' equity of $1.3 million.

EisnerAmper LLP, in Edison, New Jersey, expressed substantial
doubt about H&H Imports' ability to continue as a going concern,
following the Company's results for the fiscal year ended
March 31, 2011.  The independent auditors noted that of the
Company's recurring losses from operations and negative cash flows
from operations.

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

                       http://is.gd/vwTFA0

H&H Imports, Inc., is a direct response marketing company.  The
Company generates revenues from three primary sources: (i)
infomercial production fees, (ii) sales of consumer products, for
which the Company receives a share of net profits of consumer
products sold, and (iii) royalty fees.  The Company does not
manufacture any of its products.


HARMONY MOUNTAIN: Voluntary Chapter 11 Case Summary
---------------------------------------------------
Debtor: Harmony Mountain Holdings, LLC
        1610 West 100 North #10
        Saint George, UT 84770

Bankruptcy Case No.: 11-33893

Chapter 11 Petition Date: September 23, 2011

Court: United States Bankruptcy Court
       District of Utah (Salt Lake City)

Judge: William T. Thurman

Debtor's Counsel: Michael C. Van, Esq.
                  SHUMWAY VAN & HANSEN, CHTD.
                  160 W. Canyon Crest Rd.
                  Alpine, UT 84004
                  Tel: (801) 216-8885
                  Fax: (801) 216-8887
                  E-mail: michael@shumwayvan.com

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

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

The Debtor did not file a list of its largest unsecured creditors
together with its petition.

The petition was signed by Floyd Rigby, managing member.


HASCO MEDICAL: Reports $154,800 Net Income in Second Quarter
------------------------------------------------------------
HASCO Medical, Inc., filed its quarterly report on Form 10-Q/A,
reporting net income of $154,797 on $3.7 million of revenues for
the three months ended June 30, 2011, compared with net income of
$68,976 on $3.3 million of revenues for the same period of 2010.

For the six months ended June 30, 2011, the Company had net income
of $161,623 on $6.4 million of revenues, compared with a net loss
of $365,133 on $6.1 million of revenues for the same period last
year.

The Company's balance sheet at June 30, 2011, showed $6.6 million
in total assets, $4.3 million in total liabilities, and
stockholders' equity of $223,491.

Sherb & Co., LLP, in Boca Raton, Florida, expressed substantial
doubt about HASCO Medical's ability to continue as a going
concern, following the Company's 2010 results.  The independent
auditors noted that the Company has suffered losses from
operations, has a stockholder's deficit and has a negative working
capital.

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

                       http://is.gd/K7hIrB

Mobile, Alabama-based HASCO Medical, Inc., through the reverse
merger of its wholly-owned subsidiary with and into Southern
Medical & Mobility, is a low cost, quality provider of a broad
range of home healthcare services that serve patients in Alabama,
Florida, and Mississippi. The Company has two major service lines:
home respiratory  equipment and durable/ home medical equipment.

For accounting purposes, the merger was treated as a reverse
acquisition with Southern Medical & Mobility, Inc., being the
accounting acquirer.  Therefore, the Company's historical
financial statements reflect those of Southern Medical & Mobility,
Inc.


HCA INC: Fitch Assigns 'B+' Rating  to $500MM Sr. Unsec. Notes
--------------------------------------------------------------
Fitch Ratings has assigned a 'B+/RR4' rating to HCA, Inc.'s
proposed $500 million senior unsecured notes due 2018.  Proceeds
will be used for general corporate purposes.  The Rating Outlook
is Stable.  The ratings apply to $25.3 billion of debt outstanding
at June 30, 2011.

On Sept. 21, HCA bought back BofA's 15.6% ownership stake in the
company for approximately $1.5 billion.  Funding of the repurchase
of the BofA shares, along with the pending $1.45 billion HealthONE
acquisition, is expected to increase HCA's total debt by $3
billion to about $28.3 billion.  HCA initially funded the BofA
share repurchase through draws on its bank credit revolvers.  It
has not yet finalized financing plans for the HealthONE
acquisition. Fitch projects that total debt-to-EBITDA at the end
of 2011 will approach 4.8 times (x), basically unchanged from its
Dec. 31, 2010 level.  Fitch does expect that leverage will drop to
below 4.5x early in 2012 due to EBITDA contributed by the
HealthONE acquisition, which is expected to close in 4Q'11.

HCA's ratings reflect the following main credit factors:

  -- Recent balance sheet improvement through extension of 2012-
     2013 bank debt maturity wall and paydown of high coupon
     second lien secured debt.

  -- Debt repayment is expected to be nominal and further large
     share repurchases would pressure the ratings if debt is
     sustained above 4.5x EBITDA.

  -- Aside from the recent BofA share repurchase, acquisitions are
     expected to be the top priority for cash deployment.

  -- Fitch anticipates continued robust cash generation for HCA
     despite recent weakness in organic operating trends in the
     for-profit hospital sector.

Recent Balance Sheet Improvement: HCA improved its balance sheet
flexibility by extending its 2012-2013 bank debt maturity wall and
paying down high coupon debt with IPO proceeds, redeeming about
$1.1 billion in second lien secured notes in June 2011.  More
recently, the company issued $3 billion in 6.5% secured and $2
billion in 7.5% unsecured notes and used the proceeds to redeem
substantially the remaining amount of second lien debt.  There are
still some sizeable near-term maturities in the capital structure,
including $1.9 billion of unsecured notes and about $2.7 billion
of bank maturities in 2011-2013.

Expect Nominal Further Deleveraging: HCA's June 30, 2011 4.4x
total debt leverage level was reduced from 5.0x one year prior,
due to a $1.5 billion reduction in total debt outstanding and 2%
year-over-year growth in LTM EBITDA.  HCA's debt levels are
consistent with its publicly traded peers.  While FCF generation
could support further debt pay down, Fitch does not believe that
there is compelling financial incentive for the company to reduce
leverage.

Dividends Impacted Cash Generation: HCA's FCF was significantly
negative in 2010 due to the payment of $4.3 billion in dividends
to the company's private equity owners.  Fitch's 2011-2013
operating outlook for HCA, which contemplates low single digit
organic top-line growth, and slight contraction of the EBITDA
margin, leading to slightly positive EBITDA growth, results in FCF
generation of about $1.2 billion annually.  There is upside
potential to this forecast from acquisitions and government high
tech incentive payments.

Economy & Healthcare Reform Headwinds: Organic topline trends in
the for-profit hospital sector have recently been weak, and Fitch
does not see a near-term catalyst for improvement.  The most
important drivers of the trend are persistent high unemployment
and government pricing pressure exacerbated by the implementation
of reimbursement reforms. Management cost cutting efforts and low
inflation in labor and supplies costs are supporting the
industry's profitability.

DEBT ISSUE RATINGS

Fitch has affirmed the following ratings:

HCA, Inc.

  -- Issuer Default Rating (IDR) at 'B+';
  -- Senior Secured credit facilities (cash flow and asset backed)
     at 'BB+/RR1' (100% estimated recovery);
  -- Senior Secured First lien notes at 'BB+/RR1' (100% estimated
     recovery);
  -- Senior Secured Second lien notes at 'BB+/RR1' (100% estimated
     recovery);
  -- Senior Unsecured notes at 'B+/RR4' (31%-50% estimated
     recovery).

HCA Holdings Inc.

  -- IDR at 'B+';
  -- Senior Unsecured Notes at 'B-/RR6' (0% estimated recovery).

The debt issue ratings are based on a distressed recovery scenario
which assumes that value for HCA's creditors will be maximized as
a going concern (rather than a liquidation scenario).  Based on
LTM June 30, 2011 EBITDA of $5.85 billion and using assumptions of
a 40% EBITDA discount and 7.0x multiple, Fitch estimates a
distressed enterprise value (EV) of $24.6 billion for HCA.

Fitch applies a waterfall analysis to the distressed EV based on
the relative claims of the debt in the capital structure.  The
'BB+/RR1' rating for HCA's secured debt (which includes the bank
credit facilities, the first and second lien notes) reflects
Fitch's expectations for 100% recovery under a bankruptcy
scenario.  The 'B+/RR4' rating on the HCA Inc. unsecured notes
rating reflects Fitch's expectations for recovery in the 31%-50%
range.  The 'B-/RR6' rating on the HCA Holdings, Inc. unsecured
notes reflects expectation of 0% recovery.

HCA initially funded the BofA share repurchase through draws on
its credit revolvers.  At June 30, 2011, the company had $2.9
billion of capacity under the $4 billion in total revolver
commitments.  Since Fitch assumes that HCA would fully draw its
credit revolvers in a distressed scenario, funding of the
transaction had no impact on the estimated debt issue recoveries.

Fitch notes that the company has good incremental capacity for
additional secured debt issuance.  The only limit on secured debt
is a 3.75x first lien leverage ratio test in the bank agreements.
First lien debt includes the bank debt and the first lien secured
notes.  Assuming $5.9 billion in EBITDA, the company has total
first lien secured debt capacity of about $22 billion.  There is
currently $16 billion of secured debt in the capital structure.


HDD ROTARY: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: HDD Rotary Sales, LLC, Debtor
        3303 West Davis, Suite 100
        Conroe, TX 77304

Bankruptcy Case No.: 11-38053

Chapter 11 Petition Date: September 23, 2011

Court: United States Bankruptcy Court
       Southern District of Texas (Houston)

Judge: Marvin Isgur

Debtor's Counsel: Leonard H. Simon, Esq.
                  PENDERGRAFT & SIMON LLP
                  2777 Allen Parkway, Suite 800
                  Houston, TX 77019
                  Tel: (713) 737-8207
                  Fax: (832) 202-2810
                  E-mail: lsimon@pendergraftsimon.com

Scheduled Assets: $9,000,000

Scheduled Debts: $9,000,000

A list of the Company's 20 largest unsecured creditors filed t
gether with the petition is available for free at
http://bankrupt.com/misc/txsb11-38053.pdf

The petition was signed by Gary Haub, managing member.


HEALTHSPORT, INC.: Voluntary Chapter 11 Case Summary
----------------------------------------------------
Debtor: Healthsport, Inc.
        700 W. First Street
        Tempe, AZ 85281

Bankruptcy Case No.: 11-27187

Chapter 11 Petition Date: September 23, 2011

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

Judge: Charles G. Case, II

Debtor's Counsel: Philip R. Rupprecht, Esq.
                  AIKEN SCHENK HAWKINS & RICCIARDI PC
                  4742 N. 24th Street, Suite 100
                  Phoenix, AZ 85016
                  Tel: (602) 248-8203
                  Fax: (602) 248-8840
                  E-mail: prr@ashrlaw.com

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

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

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

The petition was signed by Kevin Taheri, CEO.


HERITAGE INTERNATIONAL: Voluntary Chapter 11 Case Summary
---------------------------------------------------------
Debtor: Heritage International Fellowship
        201 E. Broadway Avenue
        Anaheim, CA 92805

Bankruptcy Case No.: 11-23328

Chapter 11 Petition Date: September 23, 2011

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

Judge: Robert N. Kwan

Debtor's Counsel: Keith Hammond Bray, Esq.
                  LAW OFFICE OF KEITH H. BRAY, LLP
                  2411 Carnegie Lane, #A
                  Redondo Beach, CA 90278
                  Tel: (949) 331-8404

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

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

The Company's list of unsecured creditors filed with the petition
does not contain any entry.

The petition was signed by Arthur James Aragon, president and
senior pastor.


HILLSIDE VALLEY: U.S. Trustee Wants Case Dismissal or Conversion
----------------------------------------------------------------
Roberta A. Deangelis, the U.S. Trustee for Region 3, asks the U.S.
Bankruptcy Court for the Eastern District of Pennsylvania to
dismiss, or convert the Chapter 11 case of Hillside Valley, L.P to
one under Chapter 7 of the Bankruptcy Code.

The U.S. Trustee relates that on Sept. 6, 2011, the Court entered
orders:

   -- granting relief from stay to the Debtor's primary creditor
   allowing to proceed with the exercise of its rights on the
   Debtor's property; and

   -- denying the Debtor's request for approval of certain actions
   pertaining to possible refinancing or take out financing.

According to the U.S. Trustee, the Debtor is (i) unable to obtain
confirmation of a plan of reorganization; (ii) incapable of and
has also failed to remain current with the filing of the required
monthly operating reports; (iii)  incapable of and may have also
failed to remain current with its postpetition financial
obligations including, but not necessarily limited to the fees due
and owing.

The U.S. Trustee adds that to date, the operating reports for the
months of July and August 2011, are past due, and the report for
the month of September 2011, will be due prior to the hearing on
the motion.

The U.S. Trustee set an Oct. 20, hearing on his request to dismiss
or convert the Debtor's case.

                    About Hillside Valley, L.P.

Watchung, New Jersey-based Hillside Valley, L.P., has developed a
200 unit, 200,000 sq. ft., 10 building luxury apartment complex
located at 301-359 River Rd, Allentown, Pennsylvania.  The complex
is approximately 80% completed.  Approximately 13 apartments have
been rented.  One building is completed and four more are
substantially completed with the remaining five buildings in
various stages of completion.

The Company filed for Chapter 11 protection (Bankr. E.D. Penn.
Case No. 11-21689) on June 23, 2011.  Bankruptcy Judge Richard E.
Fehling presides over the case.  Douglas J. Smillie, Esq., at
Fitzpatrick Lentz & Bubba, P.C., represents the Debtor as counsel.
The Debtor estimated assets and debts at $10 million to $50
million.

A state-court appointed receiver has been maintained in place to
collect rents, and otherwise fulfill the obligations of the
receiver pursuant to the state court order appointing said
receiver, as modified by Stipulation and Order entered in the
Bankruptcy Court.


HORIZON LINES: Exchange Offer Expired Sept. 27
----------------------------------------------
Horizon Lines, Inc., extended the expiration date for its
previously announced exchange offer and consent solicitation until
5:00 p.m., New York City time, on Sept. 27, 2011, unless further
extended.  As part of the exchange offer, the company is also
seeking consents from all holders of the 4.25% Convertible Senior
Notes due 2012 to remove substantially all of the restrictive
covenants and certain events of default from the indenture
governing the 2012 convertible notes.

The exchange offer and consent solicitation had been scheduled to
expire at 11:59 p.m., New York City time, on Sept. 23, 2011.  As
of the initial expiration date on Sept. 23, 2011, 99.3% of the
$330.0 million aggregate principal amount of the 2012 convertible
notes had been tendered into the exchange offer and consent
solicitation.

The company and its advisors continue to work with the financial
and legal advisors to the informal committee of noteholders to
finalize the documentation and terms of the recapitalization plan,
of which the exchange offer and consent solicitation are an
integral part.  The company intends to complete the exchange offer
of the existing 2012 convertible notes by the end of September, at
which time it expects to close the entire refinancing.

Copies of the exchange offer documents and other filed documents
will be available for free at the Company's Web site,
www.horizonlines.com, or by making a request to Horizon Lines,
Inc., 4064 Colony Road, Suite 200, Charlotte, North Carolina
28211, (704) 973-7000, Attention: Jim Storey, Director, Investor
Relations & Corporate Communications.

                        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 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.

                          *    *      *

As reported by the TCR on Aug. 26, 2011, Standard & Poor's Ratings
Services lowered its long-term corporate credit rating on Horizon
Lines Inc. to 'SD' from 'CCC'.

The rating action on Horizon Lines follow the company's decision
to defer the interest payment on its $330 million senior
convertible notes due August 2012, exercising the 30-day grace
period.  "Under our criteria, we view failure to make an interest
payment within five business days after the due date for
payment a default, regardless of the length of the grace period
contained in an indenture," said Standard & Poor's credit analyst
Funmi Afonja.


HUDSON PRODUCT: Moody's Lowers CFR to Caa1; Outlook Negative
------------------------------------------------------------
Moody's Investors Service has lowered the corporate family rating
(CFR) and probability of default rating (PDR) of Hudson Products
Holdings, Inc. (Hudson) to Caa1 from B3. At the same time, the
ratings on the first lien facilities were lowered to B2 from B1.
The outlook remains negative.

These ratings were downgraded:

Corporate Family Rating to Caa1 from B3;

Probability of Default Rating at Caa1 from B3;

$20 million first lien revolving credit facility to B2 (LGD2, 27%)
from B1 (LGD3, 31%); and

$186 million first lien term loan B to B2 (LGD2, 27%) from B1
(LGD3, 31%).

RATINGS RATIONALE

The downgrade of the CFR to Caa1 reflects Hudson's high leverage,
9.6x (adjusted to include operating leases) and prolonged weakness
in its earnings and cash flows. While orders and backlog appear to
have stabilized at low levels, Moody's anticipates that capital
spending by North American refineries and petrochemical plants
will remain tempered over the intermediate term which will weigh
on the sales of Hudson's air cooled heat exchangers and fans.
Recent wins in the Canadian oil fields and on U.S. geothermal
projects should benefit earnings, however, Moody's anticipates
that earnings growth will not be sufficient to de-lever
meaningfully over the next twelve months and that margins will
remain well below historical levels given the elevated price
competition that has been driven by overcapacity within the
industry. The Caa1 rating highlights the impact of the longer and
deeper than previously anticipated cyclical downturn on Hudson's
operating performance.

The negative outlook reflects Moody's view that Hudson will be
challenged to satisfy covenants, once they resume for the quarter
ending June 30, 2012, without relying on an equity cure from its
sponsor and/or another amendment from the lender group. Moody's
expects a modest improvement in earnings over the near term given
recent booking trends, however, the weak operating environment is
expected to prevent any meaningful improvement in credit metrics.
Moody's anticipates liquidity to remain sufficient through the
balance of the covenant holiday period as cash flows will benefit
from progress payments on recent project wins.

Positive ratings momentum could take hold if earnings and
operating performance were to materially improve and Hudson were
to deleverage through increased EBITDA or debt reduction. Moody's
expects leverage to fall below 6.5x prior to considering the
rating for an upgrade. Negative ratings pressure may arise if
Hudson's liquidity were to weaken materially due to covenant
compliance issues or if operating performance deteriorates
resulting in Moody's expectation for a higher probability of
default, either through distressed exchange or failure to make
interest payments on its obligations under its subordinated debt
which is currently held entirely by entities related to its
sponsor.

The principal methodology used in rating Hudson was the Global
Manufacturing Industry Methodology published in December 2010.
Other methodologies used include Loss Given Default for
Speculative-Grade Non-Financial Companies in the U.S., Canada and
EMEA published in June 2009.

Hudson, headquartered in Sugar Land, TX, is one of the world's
leading heat transfer solutions companies providing air-cooled
heat exchangers, axial-flow fans and related aftermarket hardware
and support to the refinery, petrochemical, natural gas and power
generation end-markets.


HUSSEY COPPER: Files for Chapter 11 to Sell Business
----------------------------------------------------
Hussey Copper Ltd. and five of its affiliates filed for Chapter 11
bankruptcy protection in Delaware on Tuesday to sell their assets.

The Debtors, based in Leetsdale, Pennsylvania describe themselves
as one of the leading manufacturers of copper products in the
United States.  Hussey Copper was founded in Pittsburgh in 1848.
The Debtors, which operate one manufacturing facility in Leetsdale
and two facilities in Eminence, Kentucky, manufacture "a wide
range of value-added copper products and copper-nickel products.
The Debtors have over 500 full-time employees.

Hussey said it has experienced financial difficulties over the
last three years "as a result of the economic downturn and due to
related fluctuations in the price of copper."  The Company
incurred a net loss of $3 million in 2010, from net profit of $1.1
million in 2009.

Hussey Copper intends to use the chapter 11 process to sell its
assets.  In order to allow them time to complete a sale and
undertake a competitive bidding process, the companies have
secured a commitment for a DIP financing facility from certain of
their pre-bankruptcy lenders and they are also seeking authority
to use existing cash collateral.  The lenders -- PNC Bank, N.A.
(also acting as the DIP agent), Wells Fargo Capital Finance, LLC,
and Bank of America, N.A. -- have agreed to provide a secured
revolving loan of up to $50 million.

According to Chapter11Cases.com, key terms of the DIP Financing
are.

    -- Interest

        -- Alternate Base Rate (defined below) plus 5.0%

        -- Alternate Base Rate: for any day, the highest of (i)
           the base commercial lending rate of PNC, (ii) the sum
           of the Federal Funds Open Rate plus one-half of one
           percent (0.5%), and (iii) the sum of the Daily LIBOR
           Rate plus one percent (1.0%).

    -- Fees

        -- Letter of Credit Fee: average daily face amount of each
           outstanding letter of credit multiplied by 5.0% per
           annum

        -- Commitment Fee: $1 million (payable $500,000 upon entry
           of an interim order and $500,000 upon maturity)

        -- Facility Fee: For any month where the average daily
           unpaid balance of the DIP loan and undrawn amount of
           any outstanding letters of credit is less than the
           maximum revolving advance amount, one-half of one
           percent (0.50%) per annum multiplied by the difference
           between the maximum revolving advance amount and the
           average daily balance.

        -- Collateral Monitoring: $2,000 per month

        --  Appraisal Fees: Reimbursement of fees and out-of-
            pocket expenses and costs of any independent appraisal
            firms engaged by PNC

        -- Collateral Evaluation Fee: $850 per person per day for
           each person employed by PNC to perform any collateral
           evaluation by PNC or for its benefit

        -- Costs & Expenses: Reimbursement of all costs and
           expenses, including reasonable attorneys' fees and
           disbursements, incurred by PNC on its behalf or on
           behalf of the lenders

    -- Maturity

        -- Earliest to occur of:

           -- November 28, 2011

           -- effective date or substantial consummation of a plan
              of reorganization

           -- closing of a sale of substantially all of the
              debtors' assets

           -- date of conversion of the cases to chapter 7

           -- date of dismissal of the bankruptcy cases

           -- 21 days after entry of the interim DIP order if a
              final order has not been entered

           -- such earlier date upon which the DIP obligations
              come due pursuant to the DIP agreements

               Bidding Procedures and Sale Process

                      Sale of the Assets

Hussey Copper intends to use the bankruptcy cases to sell
substantially all of the companies' assets.

Chapter11Cases.com relates that to that end, prior to filing for
chapter 11 protection, the companies entered into an Asset
Purchase Agreement with KHC Acquisition, LLC, pursuant to which
KHC has agreed to act as a stalking horse bidder for the assets.
Under the terms of the proposed agreement, which is subject to
higher or otherwise better offers, KHC would pay $84.7 million
(subject to adjustments) to acquire substantially all of the
companies' assets free and clear of liens and encumbrances.  If
KHC is not ultimately the winning bidder, the proposed agreement
would entitle KHC to a combined break-up fee/expense reimbursement
equal to the greater of $3 million or 3.0% of the ultimate
purchase price.  If, however, Hussey Copper would decide to
abandon the sale completely and proceed with a stand-alone plan of
reorganization, KHC would instead be entitled to an expense
reimbursement not to exceed $2 million.

As a result of the two-month maturity of Hussey Copper's DIP
facility (see above), the sale is being sought to be completed on
a relatively brief timeframe, which is laid out below.  In support
of the timeline, Hussey notes that it retained SSG Capital
Advisors, LLC as an investment banker in April of this year and
that SSG began reaching out to potential acquirers in mid-May.  In
total, SSG contacted 134 parties.  Of those, 43 received a
confidential informational memorandum prepared by SSG and five
submitted letters of intent.  That process resulted in the
proposed sale to KHG.

Hussey Copper has proposed the following sale timeline:

    -- Nov. 11, 2011, at noon (Eastern): Deadline for competing
       bidders to submit a "bid package" (including, among other
       things, (1) a binding offer to acquire the assets which
       exceeds KHC's bid by at least $4.25 million and (2) a
       significant good faith deposit)

    -- Nov, 14, 2011: Auction (if competing bids received)

    -- Nov. 15, 2011, at 4:00 p.m. (Eastern): Deadline to
       object to the sale, assumption and assignment of a contract
       to the purchaser, or the debtors' proposed cure amount

    -- Nov. 16, 2011: Sale Hearing


HUSSEY COPPER: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Hussey Copper Corp.
        100 Washington Street
        Leetsdale, PA 15056

Bankruptcy Case No.: 11-13010


Affiliates that simultaneously filed for Chapter 11 protection:

        Entity                        Case No.
        ------                        --------
Hussey Copper Corp.                   11-13010
Hussey Copper Ltd.                    11-13012
OAP Real Estate, LLC                  11-13013
Cougar Metals, Inc.                   11-13014
Orbie Trading, L.P.                   11-13015
Hussey Exports Ltd.                   11-13016

Chapter 11 Petition Date: September 27, 2011

Court: U.S. Bankruptcy Court
       District of Delaware (Delaware)

Judge: Brendan Linehan Shannon

Debtors' Counsel: Mark Minuti, Esq.
                  SAUL EWING LLP
                  222 Delaware Avenue, Suite 1200
                  P.O. Box 1266
                  Wilmington, DE 19899
                  Tel: (302) 421-6840
                  Fax: (302) 421-5873
                  E-mail: mminuti@saul.com

                         - and –

                  Teresa K.D. Currier, Esq.
                  SAUL EWING LLP
                  222 Delaware Avenue, Suite 1200
                  P.O. Box 1266
                  Wilmington, DE 19801
                  Tel: (302) 421 6826
                  E-mail: tcurrier@saul.com

Debtors' Claims
Agnet:            DONLIN RECANO

Hussey Copper Corp.'s
Estimated Assets: $0 to $50,000

Hussey Copper Corp.'s
Estimated Debts: $50,000,001 to $100,000,000

Hussey Copper Ltd.'s
Estimated Assets: $100,000,001 to $500,000,000

Hussey Copper Ltd.'s
Estimated Debts: $100,000,001 to $500,000,000

The petition was signed by Roy D. Allen, chairman and chief
executive officer.

List of Debtors' 20 Largest Unsecured Creditors:

        Entity                     Nature of Claim    Claim Amount
        ------                     ---------------    ------------
Metal Management Pitt. Inc.        Trade Debt           $9,050,742
2045 Lincoln Boulevard
Elizabeth, PA 15037-2900

CMC Recyclying                     Trade Debt           $2,712,410
6565 N. MacArthur Boulevard, Suite 800
Irving, TX 75221

H K P                              Trade Debt           $2,642,269
301 Wide Drive
McKeesport, PA 15135

Tri State Metal Company Inc.       Trade Debt           $1,638,649
1745 W. Fulton Street
Chicago, IL 60612

Wimco Metals Inc.                  Trade Debt           $1,489,104
401 Penn Avenue
Pittsburgh, PA 15221-2135

United Scrap Metal Inc.            Trade Debt           $1,343,984
1545 South Cicero Avenue
Cicero, IL 60804

Cronimet Trading Corporation       Trade Debt           $1,027,338
421 Railroad Street
Rochester, PA 15074

Metal Green Recycling Ind.         Trade Debt             $698,896
100 Eads Street
West Babylon, NY 11704

Emil A. Schroth Metals Inc.        Trade Debt             $534,974
Yellowbrook Road & Copper Avenue
Farmingdale, NJ 07727

Cambridge Lee Industries           Trade Debt             $532,998
475 Jersey Avenue
New Brunswick, NJ 08903

Triple M Metal Inc.                Trade Debt             $491,751
421 Intermodal Drive
Brampton, Ontario
Canada L6T 564

Jefferies Bache Financial Ltd.     Contract Liability     $414,000
One New York Plaza, 13th Floor
New York, NY 10292-2013

Crown Trading Services Ltd.        Trade Debt             $344,767
581 Rivermeade Road
Concord, Ontario
Canada L4K 2G8

Attar Metals Inc.                  Trade Debt             $318,631
6290 Netherhart Road
Mississauga, Ontario
Canada L5T 1B7

Sam Dong Ohio Inc.                 Trade Debt             $315,915
801 Pittsburgh Drive
Delaware, OH 43015

Claridge Products & Equipment      Trade Debt             $282,943
219 Industrial Park Road
Harrison, AR 72601

Gindre Copper Inc.                 Trade Debt             $258,122
220 Mill Avenue
Greenwood, SC 29646

Beaver Valley Slag Inc.            Trade Debt             $169,176

Hickman Williams and Company       Trade Debt             $167,992

Diamond Hurwitz Scrap LLC          Trade Debt             $158,198


INSIGHT PHARMACEUTICALS: S&P Assigns 'B' Corporate Credit Rating
----------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'B' corporate
credit rating to Langhorne, Pa.-based Insight Pharmaceuticals LLC
(Insight). The outlook is stable.

"At the same time, we assigned our 'B+' issue-level rating (one
notch above the corporate credit rating) on Insight's $20 million
first-lien revolving credit facility due 2016 and its $255 million
first-lien senior secured term loan facility maturing in August
2016, with a '2' recovery rating, indicating our expectation for
substantial (70% to 90%) recovery in the event of a payment
default. The company's $145 million second-lien senior secured
term loan facility due August 2017 is not rated," S&P related.

Insight is acquiring the Monistat brand for an undisclosed amount,
which includes an estimated $77.8 million of deferred performance
based payments to be made in 2012 and 2013. "At the close of the
Monistat transaction, we expect the company to have about $437.8
million of total debt outstanding, inclusive of net performance
based payments ($37.8 million of net payments represents estimated
gross payments of $77.8 million, less $40 million of restricted
cash to be maintained on the balance sheet at the close of the
transaction)," S&P stated.

"The ratings on Insight reflect our opinion that the company has a
highly leveraged financial profile as a result of its high debt
burden relative to its size, and its aggressive financial policy,"
said Standard & Poor's credit analyst Mark Salierno. "We believe
that the company will maintain leverage consistent with the 'B'
rating category median over the next year, and cash flow metrics
should improve closer to category medians over the next one to
two years."

"We view the company's business risk profile to be weak, based on
Insight's narrow business focus within the personal care industry
and the over-the-counter (OTC) segment," added Mr. Salierno, "and
its lack of international diversity in its product lines."


INVESTORS LENDING: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: Investors Lending Group, LLC
        9100 White Bluff Road, Suite 405
        Savannah, GA 31406

Bankruptcy Case No.: 11-41963

Chapter 11 Petition Date: September 21, 2011

Court: United States Bankruptcy Court
       Southern District of Georgia (Savannah)

Judge: Lamar W. Davis Jr.

Debtor's Counsel: James L. Drake, Jr., Esq.
                  JAMES L. DRAKE, JR., P.C.
                  P.O. Box 9945
                  Savannah, GA 31412
                  Tel: (912) 790-1533
                  E-mail: jdrake7@bellsouth.net

Scheduled Assets: $14,197,900

Scheduled Debts: $18,634,570

The petition was signed by Isaac L. Rabhan, CEO/assistant manager.

Debtor's List of 20 Largest Unsecured Creditors:

Entity                   Nature of Claim        Claim Amount
------                   ---------------        ------------
Pritzker Dermatology FBO MP                      $1,262,121
Pritzker Dermatology Clinic Pension
Plan FBO Martin Pritzker
4 Shady Oak Lane
Savannah, GA 31411

Baruch, Kalman or Dorain R.                      $1,160,000
Dr. Kalman Baruch
Mrs. Dorain R. Baruch
100 Stuart Street
Savannah, GA 31405

Saxton, Craig                                    $822,038
Dr. Craig R. Saxton
57 Bluff Drive
Savannah, GA 31406

Lee, Connie                                      $770,000
Connie Y. Lee
754 White Bluff Ave.
Savannah, GA 31419

Kaminsky, Jay IRA (12542-70)                     $627,508
WCCU Inc. As Trustee of
Jay A. Kaminsky IRA
527 Stephenson Avenue
Savannah, GA 31405

Rosenthal, Sanford I. MD, IRA                    $572,369
WCCU Inc. As Trustee of
Sanford I. Rosenthal, MD, IRA
527 Stephensen Avenue Suite 2
Savannah, GA 31405

Dixon, Merritt IV                                $543,950
Mr. Merritt W. Dixon IV
702 Bradley Point Road
Savannah, GA 31410

I.L. Aronson, PC Employee Mensi                  $500,000
I.L. Aronson PC Employee
Pension Plan Dr. Leon Aronson
P.O. Box 996
Savannah, GA 31402

Kooden, Lewis                                    $500,000
Mrs. Barbara Kooden
406 Jackson Woods Blvd.
Savannah, GA 31405

Berliner, Rachelle L.                            $375,000
Mrs. Rachelle L. Berliner
10 Heartwood Drive
Marietta, GA 30062

Bradley, David B.                                $283,514
Dr. David B. Bradley
Optometrist Retirement Account
22 Harrell Drive
Savannah, GA 31408

Grossman, Charles                                $270,000
Mr. Charles Grossman
110 Atlas Street Apt. #3
Savannah, GA 31405

Kooden, Michael                                  $257,593
Michael Kooden
403 King Arthur Lane
Savannah, GA 31405

Young, Louis                                     $250,000
Mr. Louis C. Young
7370 Hodgson Memorial Drive
STE D10
Savannah, GA 31406

Klugman Investments, LLC                         $247,824
Klugman Investments LLC
401 Lee Blvd.
Savannah, GA 31405

Pritzker, Martin                                 $245,340
Dr. Martin S. Pritzker
4 Shady Oak Lane
Savannah, GA 31411

Dobbs, Michael M. - IRA                          $235,139
WCCU Inc. As Trustee of
Michael M. Dobbs IRA - 70
527 Stephenson Avenue Suite 2
Savannah, GA 31405

Javetz, Rochelle B. Trust                        $233,246
Rochelle B. Javetz
1 South Grant Street
Savannah, GA 31419

Shapiro, Steven, IRA                             $214,471
WCCU Inc. As Trustee of
Steven Shapiro IRA
527 Stephenson Avenue Suite 2
Savannah, GA 31405

Yellin, Harold                                   $200,000
Harold B. Yellin
410 Megan Court
Savannah, GA 31405


IRWIN MORTGAGE: Want Until March 6 to Propose Chapter 11 Plan
-------------------------------------------------------------
Irwin Mortgage Corporation asks the U.S. Bankruptcy Court for the
Southern District of Ohio to extend its exclusive periods to file
and solicit acceptances for the proposed chapter 11 plan until
March 6, 2012, and May 8, 2012, respectively.

The Debtor relates that it needs more time to determine the
nature, scope and classification of asserted claims, which is
critical in the formulation of a plan.

                       About Irwin Mortgage

For a number of years, Irwin Mortgage Corporation, based in
Dublin, Ohio, originated, purchased, sold and serviced
conventional and government agency backed residential mortgage
loans throughout the United States.  However, in 2006 and
continuing into early 2007, IMC sold substantially all of its
assets, including its mortgage origination business, its mortgage
servicing business, and its mortgage servicing rights portfolio,
to a number of third party purchasers.  As a result of those
sales, IMC terminated its operations and has been winding down
since 2006.

Irwin Mortgage filed for Chapter 11 bankruptcy (Bankr. S.D. Ohio
Case No. 11-57191) on July 8, 2011.  Judge Charles M. Caldwell
presides over the case. In its petition, the Debtor estimated
assets of $10 million to $50 million, and debts of $50 million to
$100 million.  The petition was signed by Fred C. Caruso,
president.

Nick V. Cavalieri, Esq., and Matthew T. Schaeffer, Esq., at Bailey
Cavalieri LLC, serve as the Debtor's counsel.  Fred C. Caruso and
Development Specialists Inc. provide wind-down management services
to the Debtor.


IRWIN MORTGAGE: Taps Barnes & Thornburg to Handle Mortgage Fraud
----------------------------------------------------------------
Irwin Mortgage Corporation asks the U.S. Bankruptcy Court for the
Southern District of Ohio for permission to employ Barnes &
Thornburg LLP as its special litigation counsel to prosecute the
Mortgage Fraud Matters on a contingency fee basis.

The Debtor relates that as of the Petition Date, it was
prosecuting a number of pending claims based upon allegations of
negligence and mortgage fraud against various third parties,
including borrowers, brokers, appraisers, title companies and
related entities.  The Mortgage Fraud Matters were investigated,
commenced and prosecuted by B&T prior to the Petition Date.  The
Mortgage Fraud Matters are in various stages of litigation, with
some matters on the verge of mediation and possible settlement and
others still in the pleadings stage.

B&T will:

   a. advise the Debtor with respect to any claims, defenses,
   preparations, strategy, settlement and related matters;

   b. prepare on behalf of the Debtor all necessary and
   appropriate pleadings which may be required;

   c. advise and represent the Debtor in all discovery matters;

   d. advise and represent the Debtor in all settlements and
   related matters, including the documentation of any settlement
   and related matters; and

   e. advise and represent the Debtor to collect and recover any
   judgment.

Michael H. Gottschlich, a partner of B&T, tells the Court that B&T
received these payments of prepetition fees and expenses from or
on behalf of the Debtor during the one-year period prior to the
Petition Date:

      Date Received                   Amount Received
      -------------                   ---------------
       9/23/2010                        $7,648
       12/6/2010                       $25,000
       12/23/2010                      $44,124
       2/16/2011                      $143,905
       2/22/2011                       $17,678

The Debtor also requests that the Court approve the compromise and
settlement of the disposition of the proceeds entered between the
Debtor and B&T.

Pursuant to the agreement, the Debtor will be entitled to 40% and
B&T is entitled to 60% of each recovery in each of the Mortgage
Fraud Matters from and after the Petition Date.  For purposes of
this matter, recovery may be by settlement or by actual
collections on a judgment.

B&T will fund all litigation expenses in the Mortgage Fraud
Matters.  Expenses in each Mortgage Fraud Matter will be
reimbursed to B&T from each recovery in that particular Mortgage
Fund Matter.  Further, the expenses will be reimbursed prior to
the calculation of the 60% contingency due B&T.  The Debtor will
have no obligation to reimburse B&T for any expenses incurred or
advanced in any Mortgage Fraud Matter in which there is no
recovery;

B&T is in possession of a prepetition check in the amount of
$29,000 made jointly payable to B&T and the Debtor for the
settlement of legal claims pursued by B&T on behalf of the
Debtor in the lawsuit captioned, Irwin Mortgage Corp. v. Title 1
Mortgage Corp., Hamilton Superior Court, Cause No. 29D02-0907-PL
000949.  B&T has asserted that it is entitled to retain the check
under lien and common law legal theories as a credit for the
unpaid prepetition fees that Debtor incurred as a result of B&T's
legal representation of Debtor.

To the best of the Debtor's knowledge, B&T is a "disinterested
person" as that term is defined in section 101(14) of the
Bankruptcy Code.

                       About Irwin Mortgage

For a number of years, Irwin Mortgage Corporation, based in
Dublin, Ohio, originated, purchased, sold and serviced
conventional and government agency backed residential mortgage
loans throughout the United States.  However, in 2006 and
continuing into early 2007, IMC sold substantially all of its
assets, including its mortgage origination business, its mortgage
servicing business, and its mortgage servicing rights portfolio,
to a number of third party purchasers.  As a result of those
sales, IMC terminated its operations and has been winding down
since 2006.

Irwin Mortgage filed for Chapter 11 bankruptcy (Bankr. S.D. Ohio
Case No. 11-57191) on July 8, 2011.  Judge Charles M. Caldwell
presides over the case. In its petition, the Debtor estimated
assets of $10 million to $50 million, and debts of $50 million to
$100 million.  The petition was signed by Fred C. Caruso,
president.

Nick V. Cavalieri, Esq., and Matthew T. Schaeffer, Esq., at Bailey
Cavalieri LLC, serve as the Debtor's counsel.  Fred C. Caruso and
Development Specialists Inc. provide wind-down management services
to the Debtor.  The Debtor also tapped ParenteBeard LLC as tax
professional, Leslie Hindman Auctioneers, Inc. to sell certain
pieces of artwork by auction; and


JUAN MENDEZ: Case Closure Relieves US Trustee Fees Payment
----------------------------------------------------------
Bankruptcy Judge Melvin S. Hoffman granted Juan C. Mendez's
unopposed motion to administratively close his case now that his
Chapter 11 plan has been confirmed and payments to creditors have
commenced, according to a Sept. 26, 2011 Memorandum of Decision
available at http://is.gd/i4EPOAfrom Leagle.com.

The motion seeks relief from a hardship inflicted on individual
Chapter 11 debtors by the Bankruptcy Abuse Prevention and Consumer
Protection Act of 2005 with respect to quarterly fees owed to the
United States trustee. Quarterly fees are due from a debtor until
his Chapter 11 case is "converted or dismissed," 28 U.S.C. Sec.
1930(a)(6), or as courts have recognized, until the case is
closed.  UST fees range from $325 to $30,000 per quarter and are
based upon the debtor's disbursements for the quarter.  The
disbursements include not just the debtor's payments to creditors
under a plan but ordinary business expenses of both individual and
corporate Chapter 11 debtors, and, for the individual debtor,
ordinary household expenses.  Thus quarterly fees can be quite
substantial and, in the case of certain pot plans, actually reduce
the cash available to pay creditors.

Prior to 1996, confirmation of a Chapter 11 plan also terminated a
Chapter 11 debtor's obligation to pay UST fees.  By amendment to
28 U.S.C. Sec. 1930, effective January 27, 1996, Congress removed
confirmation as a termination event.

Prior to BAPCPA an individual Chapter 11 debtor's discharge
entered upon plan confirmation.  BAPCPA effected a profound change
to individual Chapter 11 cases by requiring that in most
individual Chapter 11 cases the debtor will be discharged only
upon completion of plan payments, 11 U.S.C. Sec. 1141(d)(5), a
period that is generally at least five years.

Juan C. Mendez filed for Chapter 11 bankruptcy (Bankr. D. Mass.
Case No. 10-42488) in 2010.


LAS VEGAS MONORAIL: Bondholder Sues Citi for Investment
-------------------------------------------------------
Dow Jones' DBR Small Cap reports that a Maryland mutual fund that
lost nearly all of $13 million investment in a Las Vegas monorail
project is suing Citigroup Inc. for allegedly concealing skeptical
reports about the financial prospects of the 3.9 mile monorail,
which later sought bankruptcy protection.

Maria Chutchian at Bankruptcy Law360 reports that a mutual fund on
Tuesday hit Citigroup Global Markets Inc. with a lawsuit in
New Jersey federal court over the bank's alleged failure to
disclose information that would have discouraged it from
purchasing bonds for the doomed Las Vegas monorail.

Law360, citing Lord Abbett Municipal Income Fund Inc.'s complaint,
says the New Jersey-based fund purchased $13 million in second
tier municipal bonds from Citigroup in 2006 for the monorail
project based on projections from the project developer, the Las
Vegas Monorail Co.

                      About Las Vegas Monorail

Las Vegas, Nevada-based Las Vegas Monorail Company, organized by
the State of Nevada in 2000 as a nonprofit corporation, owns and
manages the Las Vegas Monorail.  The Monorail is a seven-stop,
elevated train system that travels along a 3.9-mile route near the
Las Vegas Strip.  LVMC has contracted with Bombardier Transit
Corporation to operate the Monorail.  Though it benefits from its
tax-exempt status due to being a nonprofit entity, LVMC claims to
be the first privately-owned public transportation system in the
nation to be funded solely by fares and advertising.  LVMC says it
receives no governmental financial support or subsidies.

The Company filed for Chapter 11 bankruptcy protection (Bankr. D.
Nev. Case No. 10-10464) on Jan. 13, 2010.  Gerald M. Gordon, Esq.,
at Gordon Silver, assists the Company in its restructuring effort.
Alvarez & Marsal North America, LLC, is the Debtor's financial
advisor.  Stradling Yocca Carlson & Rauth is the Debtor's special
bond counsel.  Jones Vargas is the Debtor's special corporate
counsel.  The Company disclosed $395,959,764 in assets and
$769,515,450 in liabilities as of the Petition Date.

In April 2010, bondholder Ambac Assurance Corp. lost in its bid to
halt the bankruptcy after U.S. Bankruptcy Judge Bruce A. Markell
ruled that Monorail isn't a municipality and is therefore entitled
to reorganize in Chapter 11.  U.S. District Judge James Mahan in
Reno upheld the ruling in October 2010.


LEHMAN BROTHERS: Completes $191MM Sale of 1107 Broadway
-------------------------------------------------------
Lehman Brothers Holdings Inc. has completed the sale of its
interests in 1107 Broadway, a 16-story former office building in
Manhattan, to the Witkoff Group.  The purchase price for the
building was $191 million.

1107 Broadway was formerly part of the International Toy Center.
Its sale comes on the heels of the sale earlier this month of 200
Fifth Avenue, which was previously the main Toy Center building,
for $726 million.

"Since Lehman's bankruptcy filing, we have followed a strategy,
with creditors committee support and court approval, of holding
and investing in certain assets in order to achieve a better
return than would have been possible had we sold them in 2008 and
2009," said Jeff Fitts, a managing director at professional
services firm Alvarez & Marsal who heads Lehman's real estate
group.  "It was clear to us that many of Lehman's real estate
assets had intrinsic value that would not be realized if they were
sold in a fire sale in the depths of a recession.  As the sales of
1107 Broadway and 200 Fifth demonstrate, by holding these assets
until the real estate market improved and investing in them when
we believed those investments would yield significant returns, we
have been able to achieve excellent results for our creditors."

The sale of the 305,000 square foot 1107 Broadway was a result of
an auction coordinated by Eastdil Secured that took place on
June 29, 2011 and was previously approved by the bankruptcy court.

200 Fifth Avenue and 1107 Broadway, together comprising more than
1 million square feet, were known for years as the International
Toy Center, a hub for toy manufacturers and distributors in the
United States. The American International Toy Fair, the industry's
major annual trade show, was held there each year.

                      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 Insists on Dismissal of $345.9MM Demand
------------------------------------------------------------
The Royal Bank of Scotland N.V., formerly known as ABN AMRO Bank
N.V., contends that James W. Giddens's opposition to to its
motion to dismiss his motion to enforce certain stays and to
compel payment from RBS or to convert the Motion to Compel to an
adversary complaint, requiring that certain Bankruptcy Rules and
local rules apply and staying proceedings with respect to the
Motion to Compel pending a determination by the United States
District Court for the Southern District of New York with respect
to RBS' motion to withdraw the reference of the Motion to Compel
is improper and inconsistent on its face.

Mr. Giddens is the trustee for the liquidation of the business of
Lehman Brothers Inc. pursuant to the Securities Investor
Protection Act of 1970

Martin J. Bienenstock, Esq., at Dewey & LeBoeuf LLP, in New York,
tells the United States Bankruptcy Court for the Southern
District of New York that in response to the RBS Motion asserting
that the LBI Trustee must proceed by adversary proceeding to
collect approximately $345 million, the LBI Trustee:

    (i) changed facts;

   (ii) asserted new legal arguments;

  (iii) demonstrated that this is a pre-Liquidation Order
        contract action requiring no bankruptcy law for its
        determination;

   (iv) accused RBS of improper motives just because it is
        vindicating its rights against the LBI Trustee's
        flouting of the Bankruptcy Rules; and

    (v) attempted to paint RBS like other banks that seized or
        withheld funds in LBHI's bank accounts, when, as the LBI
        Trustee well knows, LBI had no bank account with RBS
        and, therefore, made no post-Liquidation Order deposits
with RBS
In addition to all the legal arguments previously made by RBS,
there is one overriding principle on which the RBS Motion should
be granted, Mr. Bienenstock says.  Regardless of who is right or
wrong about whether the RBS Amount is property of the LBI estate,
RBS is entitled to the fairness and procedural protections built
into Part VII of the Federal Rules of Bankruptcy Procedure for
the determination of this action implicating New York and English
law, he argues.

"It poses no hardship to the LBI Trustee if the Bankruptcy Court
requires protection of RBS N.V.'s important procedural rights --
indeed, the LBI Trustee has already filed an adversary complaint
to replace his Motion to Compel," Mr. Bienenstock points out.

                    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.

Judge James Peck  on Aug. 30, 2011, approved the disclosure
statement, which outlines the major provisions of Lehman's $65
billion liquidation plan.  The proposed plan would enable LBHI and
its affiliated debtors to pay an estimated $65 billion to their
creditors.  Voting on the Plan ends on Nov. 4, 2011.  A hearing to
consider confirmation of the Plan is set for Dec. 6, 2011.

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 Reaches Deal on Accounts at RBC
----------------------------------------------------
Prior to Lehman Brothers Inc.'s liquidation pursuant to the
Securities Investor Protection Act of 1970, LBI opened certain
accounts at Royal Bank of Canada, both proprietary and custodial,
to hold cash and securities.  Prior to the Debtors' Petition
Date, the LBI and RBC entered into certain foreign exchange
transactions.

Pursuant and subject to SIPA, James W. Giddens, as LBI Trustee,
has been appointed and authorized to liquidate the business of
LBI, including the unwind, closeout and reduction to cash of the
amounts due the LBI Estate with respect to the Transactions
between LBI and RBC.  RBC has filed a general creditor claim,
assigned Claim No. 5696, with the LBI Estate for $11,910,198 with
respect to the close out of the Transactions pursuant to that
certain International Foreign Exchange Master Agreement between
RBC and LBI, dated as of May 25, 1994.

The LBI Trustee has determined that it would be in the best
interests of the LBI Estate that the outstanding Transactions be
closed out subject to the payment by the LBI Trustee of
$6,266,584 from cash on deposit in the Accounts as of Sept. 19,
2008.  RBC has sought payment of administrative expenses with
respect to the postpetition maintenance fees for certain of the
Accounts for C$22,160 and fees for the transfer of the securities
from the Accounts for C$2,336.

Following negotiations, LBI Trustee and RBC agree that (i)
$3,050,370 from the Accounts will be returned to LBI, and (ii)
the balance in the Accounts will be retained and applied by RBC
in satisfaction of LBI's obligations to pay the Set-Off Amount
and Administrative/Transfer Expenses.

On the date for the transfer of the Return Amount, RBC will
transfer all securities in the Accounts to LBI, provided that the
LBI Trustee acknowledges that the re-registration and transfer of
physical, certificated securities will take approximately one
week longer than the transfer of non-certificated securities.
The LBI Trustee will take all necessary actions to insure that
the recipients and transfer agents will accept all securities
transfers from RBC.

The automatic stay in effect in LBI's SIPA Proceeding is modified
to the extent necessary to permit RBC to retain and apply from
the Accounts the Set-Off Amount and the Administrative/Transfer
Expenses, by applying the funds remaining in the Accounts after
payment of the Return Amount.  The Parties also agree that the
$5,643,613 balance of the IFEMA Claim will be an allowed general
unsecured claim against LBI.

Judge Peck approved the Parties' stipulation.

                    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.

Judge James Peck  on Aug. 30, 2011, approved the disclosure
statement, which outlines the major provisions of Lehman's $65
billion liquidation plan.  The proposed plan would enable LBHI and
its affiliated debtors to pay an estimated $65 billion to their
creditors.  Voting on the Plan ends on Nov. 4, 2011.  A hearing to
consider confirmation of the Plan is set for Dec. 6, 2011.

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: Michigan Agency Loses Bid to Move Suit
-------------------------------------------------------
The Michigan State Housing Development Authority failed to
convince a district judge to review a bankruptcy court's
interpretation of swap contracts in its lawsuit against Lehman
Brothers Holdings Inc., according to a September 19, 2011 report
by Bloomberg News.

In a decision handed down last week, U.S. District Judge John
Koeltl in Manhattan refused to take the lawsuit out of bankruptcy
court.  Judge Koeltl is allowing U.S. Bankruptcy Judge James M.
Peck to keep the suit given how "efficiency, judicial economy,
and the uniform administration of bankruptcy law weigh strongly
against withdrawing the reference," Bloomberg related, citing
court papers.  Having a ruling first from Judge Peck on the issue
"would be useful to this court in analyzing ipso facto and safe
harbor provisions at issue in Lehman's counterclaims," Judge
Koeltl said in his bench opinion, Bloomberg further related.

The housing agency previously said that the interpretation of
swap contracts by the U.S. Bankruptcy Court for the Southern
District of New York is "surpassingly broad" and requires a
district court review since it has ramifications for
international securities markets, Bloomberg News reported.

The agency entered into a swap agreement with a Lehman unit in
2000 to offset its interest rate risk as a borrower.  The
agreement allowed either party to end the transaction if the
other defaulted.

Following Lehman's bankruptcy filing, the housing agency
terminated the agreement by wiring the $36.3 million owed to
Lehman.  Lehman later demanded for payment of a $2.4 million
semi-annual premium from the agency's bank and allegedly failed
to return the money although it admitted the transfer was a
mistake.

Bloomberg noted that Judge Koeltl's opinion in this case is at
odds with rulings by District Judge Jed Rakoff in the liquidation
of Bernard L. Madoff Investment Securities Inc.  The judges,
Bloomberg further noted, reached opposite conclusions on whether
the bankruptcy court should be allowed to make the first rulings
on the applicability of the so-called safe harbor in bankruptcy
law.

Judge Koeltl also said in his opinion that "concerns about forum
shopping weigh heavily against" removing the suit from Judge
Peck, who has ruled previously in other cases that the so-called
ipso facto clause invalidates flip clauses, Bloomberg noted.
Judge Koeltl said the housing authority's desire to avoid "an
unfavorable decision is not a proper basis for withdrawing the
reference," Bloomberg said.

Bloomberg noted that, as Judge Rakoff had done before in cases
involving financial institutions, he last week took part a Madoff
lawsuit out of bankruptcy court so he could make the first
decision on whether the safe harbor bars the trustee from suing
customers who took out more cash than they put in.

                    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.

Judge James Peck  on Aug. 30, 2011, approved the disclosure
statement, which outlines the major provisions of Lehman's $65
billion liquidation plan.  The proposed plan would enable LBHI and
its affiliated debtors to pay an estimated $65 billion to their
creditors.  Voting on the Plan ends on Nov. 4, 2011.  A hearing to
consider confirmation of the Plan is set for Dec. 6, 2011.

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: 9th Circuit Affirms BAP Ruling on Subordination
----------------------------------------------------------------
The U.S. Court of Appeals for the Ninth Circuit affirmed a
decision handed down by the Bankruptcy Appellate Panel in favor
of Lehman Brothers Commercial Paper Inc.

The BAP earlier reversed a ruling by the California bankruptcy
court, which oversees the Chapter 11 cases of a group of
companies led by Palmdale Hills Property LLC, that equitable
subordination of Lehman ALI's security interests would not
violate the automatic stay in LCPI's bankruptcy case.  The
bankruptcy court ruling prompted LCPI to file an appeal from that
ruling before the BAP.

LCPI is owned by Lehman ALI, which is facing a lawsuit filed by
the Palmdale group to subordinate the security interests.  The
security interests were based on the loans that LCPI provided to
the Palmdale group, which are secured by certain properties owned
by the group.

The Palmdale group owed LCPI approximately $649 million plus
interest as of 2008.

In a 14-page opinion, Circuit Judge N. Randy Smith said that the
BAP "correctly determined" that equitable subordination would
violate the automatic stay in LCPI's bankruptcy case.

"The BAP did not err in holding that equitable subordination in
this situation was an affirmative action that would violate
Lehman's stay," Mr. Smith said.

"Its decision is consistent with the purpose of Section 362 to
protect the bankruptcy estate," he further said.

Section 362 of the Bankruptcy Code imposes the automatic stay, an
injunction that halts actions by creditors against a company in
bankruptcy protection.

Mr. Smith pointed out that the BAP decision does not bar the
Palmdale group from equitably subordinating LCPI's claims but
merely requires the group to bring a lawsuit or file for relief
from stay in the U.S. Bankruptcy Court for the Southern District
of New York, which oversees LCPI's bankruptcy case.

                    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.

Judge James Peck  on Aug. 30, 2011, approved the disclosure
statement, which outlines the major provisions of Lehman's $65
billion liquidation plan.  The proposed plan would enable LBHI and
its affiliated debtors to pay an estimated $65 billion to their
creditors.  Voting on the Plan ends on Nov. 4, 2011.  A hearing to
consider confirmation of the Plan is set for Dec. 6, 2011.

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: Germany's Central Bank to Sell Collateral
----------------------------------------------------------
The Bundesbank, Germany's central bank, plans to sell property-
related assets remaining from the collapse of Lehman Brothers
Holdings Inc., Jeff Black and Kit Chellel of Bloomberg News
reported on Sept. 23, citing a person familiar with the matter.

The sale, according to the report, will involve securities used
as collateral by Lehman Brothers Bankhaus AG, the German arm of
the defunct U.S. bank, in refinancing conducted through the
Bundesbank as part of the Eurosystem, said the person, who
declined to be identified because the sale is confidential.  The
bank appointed AgFe Ltd., a structured finance adviser, to manage
the transaction, the person said, according to Bloomberg.

"The realization of Lehman Brothers Holdings Inc. collateral is
an ongoing process, in which the Bundesbank is being advised by
AgFe," Bloomberg cited a bank spokesman who declined to provide
further details.

The value of the assets may exceed EUR4 billion or US$5.4
billion, U.K.-based Property Week magazine reported, according to
Bloomberg.

The Eurosystem, Bloomberg related, is made up of the European
Central Bank and the 17 national central banks that use the euro.
The Bundesbank holds 2.1 billion euros of debt in Excalibur
Funding No. 1, a Lehman-created vehicle containing packaged
property loans, according to a lawsuit filed in London.  The
notes passed to the Bundesbank as collateral for a loan when the
German subsidiary of Lehman followed its parent into bankruptcy,
the news agency noted.

In a U.K. court hearing, lawyers for the Bundesbank tried to
seize control of the assets in Excalibur, which are controlled by
a Lehman unit, saying it was in default, Bloomberg related.  A
London judge rejected the claim in July.

The German central bank has been trying to sell the Excalibur
notes "for some time," Wayne McArdle, an attorney at law firm
Gibson Dunn & Crutcher LLP representing Lehman, told Bloomberg.
The senior notes it holds are listed on the Irish Stock Exchange
and can be sold at any time, even though Lehman controls the
underlying assets, he told the news agency said by telephone.

                    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.

Judge James Peck  on Aug. 30, 2011, approved the disclosure
statement, which outlines the major provisions of Lehman's $65
billion liquidation plan.  The proposed plan would enable LBHI and
its affiliated debtors to pay an estimated $65 billion to their
creditors.  Voting on the Plan ends on Nov. 4, 2011.  A hearing to
consider confirmation of the Plan is set for Dec. 6, 2011.

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)


LEMINGTON HOME: 3rd Cir. Flips Lower Court Ruling on D&O Suit
-------------------------------------------------------------
The Committee of Unsecured Creditors on behalf of the Estate of
the Lemington Home for the Aged appeals the District Court's
decision to grant summary judgment in favor of defendants, the
officers and directors of the Home, on the Committee's breach of
fiduciary duty and deepening insolvency claims.  The District
Court found that summary judgment was appropriate because the
business judgment rule and the doctrine of in pari delicto barred
recovery on the breach of fiduciary duty claims, and because the
Committee was unable to demonstrate a material issue of fact
concerning whether the defendants committed the fraud necessary to
support a claim of deepening insolvency.  In a Sept. 21, 2011
Opinion, the U.S. Court of Appeals for the Third Circuit vacated
the ruling and remanded the case for trial, saying its independent
review of the record discloses genuine disputes of material facts
on all claims.

The appellate case is, OFFICIAL COMMITTEE OF UNSECURED CREDITORS,
ON BEHALF OF THE ESTATE OF LEMINGTON HOME FOR THE AGED, Appellant,
v. ARTHUR BALDWIN; LINDA COBB; JEROME BULLOCK; ANGELA FORD; JOANNE
ANDIORIO; J.W. WALLACE; TWYLA JOHNSON; NICOLE GAINES; WILLIAM
THOMPKINS; ROY PENNER; MELODY CAUSEY; JAMES SHEALEY; LEONARD R.
DUNCAN; RENEE FRAZIER; CLAUDIA ALLEN; EUGENE DOWNING; GEORGE
CALLOWAY; B. J. LEBER; REVEREND RONALD PETERS, No. 10-4456 (3rd
Cir.).  A copy of the Third Circuit's decision is available at
http://is.gd/PvQzEufrom Leagle.com.  Circuit Judges Dolores
Sloviter, Julio M. Fuentes and Thomas I. Vanaskie comprise the
panel.  Circuit Judge Vanaskie wrote the opinion.

Counsel for Arthur Baldwin are:

          Mark R. Hamilton, Esq.
          Philip J. Sbrolla, Esq.
          CIPRIANI & WERNER
          650 Washington Road, Suite 700
          Pittsburgh, PA 15228
          Tel: (412) 563-2500
          Fax: (412) 563-2080
          E-mail: mhamilton@c-wlaw.com
                  psbrolla@c-wlaw.com

               - and -

          Todd M. Raskin, Esq.
          MAZANEC, RASKIN & RYDER
          100 Franklin's Row
          34305 Solon Road
          Cleveland, OH 44139
          Tel: (440) 248-7906
          E-mail: traskin@mrrlaw.com

James Shealey is represented by:

          Suzanne B. Merrick, Esq.
          THOMAS, THOMAS & HAFER
          301 Grant Street
          One Oxford Centre, Suite 1150
          Pittsburgh, PA 15219-0000
          Tel: 412-926-1423
          Fax: 412-697-7407
          E-mail: smerrick@tthlaw.com

Headquartered in Pittsburgh, Pennsylvania, Lemington Home for the
aged -- http://www.lemington.org/-- operated a nursing home for
the elderly.  The facility filed for chapter 11 protection (Bankr.
W.D. Penn. Case No. 05-24500) on April 13, 2005 .  James E.
Van Horn, Esq., Mark E. Freedlander, Esq., at McGuire Woods LLP
represent the Debtor.  When the Debtor filed for chapter 11
protection from its creditors, it estimated assets and debts of
$1 million to $10 million.

The Committee of Unsecured Creditors was appointed two weeks after
the bankruptcy filing.  W. Terrence Brown was hired by one of
Lemington's creditors to investigate the company's financial
situation.

Counsel to the Committee are:

          Robert S. Bernstein, Esq.
          Kirk B. Burkley, Esq.
          Nicholas D. Krawec, Esq.
          KRAWEC BERNSTEIN LAW FIRM, PC
          707 Grant Street, Suite 2200, Gulf Tower
          Pittsburgh, PA 15219-0000
          Tel: 412-456-8103
          Fax: 412-456-8253
          E-mail: nkrawec@bernsteinlaw.com


LEHMAN BROTHERS: Investor Suit Not 'Related To' in 7th Circuit
--------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that a lawsuit against a non-bankrupt investment vehicle
created by Lehman Brothers Holdings Inc. is on the brink of being
sent back to state court.

The report recounts that a family trust invested in real estate
through an entity named Lehman Brothers Real Estate Fund III LP.
The trust sued for rescission in state court in Chicago.  The
Lehman fund had the suit transferred to federal court, invoking
the bankruptcy jurisdiction of the U.S. District Court for the
Northern District of Illinois.  The Lehman fund claimed that the
Chicago case was "related to" the Lehman bankruptcy in New York.
The family trust filed a motion to remand the suit to Illinois
state court.

U.S. District Judge Rebecca R. Pallmeyer in Chicago began her
analysis by noting that the U.S. Court of Appeals in Chicago
doesn't adopt the "conceivable effect" basis for finding related
to" bankruptcy jurisdiction.  In respect for Article III of the
Constitution, Judge Pallmeyer said that the 7th Circuit requires a
showing that a lawsuit will affect distributions to creditors.
There being no evidence in the record to show how the bankrupt
Lehman companies could be affected by the Chicago lawsuit, she
tentatively said she would remand the suit to state court.
Judge Pallmeyer afforded Lehman 14 days to produce evidence
showing how the Chapter 11 case could be affected by the suit.

The case is Mazzolin v. Lehman Brothers Real Estate Fund
III LP, 11-953, U.S. District Court, Northern District Illinois
(Chicago).

                       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)


LEVELLAND/HOCKLEY: Can Access Senior Lenders' Cash Collateral
-------------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Texas
entered, on Sept. 13, 2011, an agreed third interim order
authorizing Levelland/Hockley County Ethanol, LLC to use cash
collateral to pay the Debtor's necessary expenses including, but
not limited to, payroll, post-petition vendors, and utilities,
pursuant to a budget for the period from June 4, 2011, through
Aug. 31, 2011.

The Debtor has obtained the consent of GE Business Financial
Services, Inc., as senior agent for itself and the senior lenders,
for the continued use of cash collateral.

As adequate protection, the senior agent, for and on behalf of the
senior lenders, is granted a continuing security interest in and
lien on (collectively, the "Adequate Protection Lien") all of the
Debtor's property and assets, provided that the collateral will
not include any causes of action under Chapter of the Bankruptcy
or the proceeds thereof.

The senior agent, solely to the extent necessary to provide for a
failure of adequate protection from the Adequate Protection Lien
for the use of cash collateral during the third interim period,
will be allowed a super-priority administrative expense claim
pursuant to 11 U.S.C. Sections 363(e) and 507(b).

Counsel for GE Business Financial Services may be reached at:

         Paul E. Heath, Esq.
         VINSON & ELKINS, LLP
         Trammell Crow Center
         2001 Ross Avenue, Suite 3700
         Dallas, TX 75201-2975
         Tel: (214) 220-7976
         Fax: (214) 999-7976
         E-mail: pheath@velaw.com

                     About Levelland/Hockley

Levelland/Hockley County Ethanol LLC is a Texas limited liability
company that owns and operates a 40 million gallon per annum
Ethanol production plant located in Levelland, Hockley county,
Texas.  The LLC has over 100 members many of whom are local
farmers, business people and civic leaders.  A recent appraisal
Of its facility values its assets, with the Plant under full
operation, at over $51.5 million.

Levelland Ethanol filed for Chapter 11 bankruptcy (Bankr. N.D.
Tex. Case No. 11-50162) on April 27, 2011.  I. Richard Levy, Esq.,
Christopher M. McNeill, Esq., and Susan Frierott, Esq., at Block &
Garden, LLP, in Dallas, represent the Debtor as counsel.  The
Debtor disclosed total assets of $60,451,124 and total liabilities
of $47,557,432 in its schedules.

On May 9, 2011, William T. Neary, U.S. Trustee for Region 6,
appointed unsecured creditors to the Official Committee of
Unsecured Creditors in the Debtor's cases.  Stephen M. Pezanosky,
Esq., and Mark Elmore, Esq., at Haynes and Boone, LLP, in Fort
Worth, Tex., represent the Committee.


LIFEPOINT HOSPITALS: Moody's Affirms 'Ba3' Corp. Family Rating
--------------------------------------------------------------
Moody's Investors Service changed the rating outlook for LifePoint
Hospitals, Inc. (LifePoint) to positive from stable and assigned a
Speculative Grade Liquidity Rating of SGL-2. Moody's also affirmed
the existing ratings of the company, including the Ba3 Corporate
Family and Probability of Default Ratings.

This rating was assigned:

Speculative Grade Liquidity Rating, SGL-2

Following is a list of ratings affirmed:

$350 million senior secured revolver due 2012, Ba1 (LGD 2, 27%)

$444 million senior secured term loan B due 2015, Ba1 (LGD 2, 27%)

$400 million senior unsecured notes due 2020, Ba1 (LGD 2, 27%)

$225 million 3.25% convertible senior sub notes due 2025, B2 (LGD
5, 82%)

Corporate Family Rating, Ba3

Probability of Default Rating, Ba3

RATINGS RATIONALE

The positive rating outlook reflects Moody's expectation that
recent acquisitions, strategic partnerships and physician
recruitment will result in further EBITDA growth. The company also
has ample liquidity with strong free cash flow generation and
$275.8 million in cash at June 30, 2011 to help provide for future
acquisitions .

LifePoint's Ba3 Corporate Family Rating reflects Moody's
expectation that the company's operating performance will remain
strong and that leverage, interest coverage and cash flow coverage
of debt metrics will remain comfortably within the range Moody's
expects for the Ba rating category. However, the rating also
incorporates Moody's expectation of a continuation of the
difficult operating environment characterized by increasing bad
debt expense and weak volume trends. Moody's also notes the
potential for a significant refinancing cliff in the intermediate
term given the upcoming maturity of the company's outstanding
convertible notes.

Moody's could upgrade the rating if the company is able to
continue to grow earnings through its activity in the acquisition
market without significant disruption to operations or a material
use of incremental debt, such that leverage is sustained at or
below the current level. Additionally, Moody's would want the
company to realize positive same-hospital admissions growth while
maintaining solid pricing growth. Moody's would also want to see
further progress in dealing with the potential maturity cliff in
the intermediate term and the refinancing of the revolver, which
expires in 2012.

Moody's could downgrade the rating if the company aggressively
pursues acquisitions or share repurchases with the use of
incremental debt such that leverage would be expected to be in
excess of 4.0 times for a sustained period. Additionally, if
LifePoint experiences operating challenges and is not expected to
sustain adjusted free cash flow to debt of 10% or above, Moody's
could downgrade the rating.

The principal methodology used in rating LifePoint was the Global
For-Profit Hospital Industry Methodology published in September
2008. Other methodologies used include Loss Given Default for
Speculative-Grade Non-Financial Companies in the U.S., Canada and
EMEA published in June 2009.

LifePoint, headquartered in Brentwood, Tennessee, is an operator
of general acute care hospitals focusing on non-urban communities.
The company generated revenue of approximately $3.5 billion for
the twelve months ended June 30, 2011.


LOS ANGELES DODGERS: Oct. 12 Hearing on Disqualification, Sale
--------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Bud Selig, the commissioner of Major League Baseball,
initiated a two-front assault on the Los Angeles Dodgers.  The
commissioner wants to disqualify the ballclub's two law firms.
In addition, he wants the right to file a Chapter 11 plan and sell
the team out from underneath the current owner, Frank McCourt,
whom he characterizes as "cash strapped."  Both requests are
scheduled for hearing on Oct. 12, the same day the team has a
motion on the bankruptcy court's calendar to sell broadcast rights
for the 2014 season and beyond.

According to the report, the commissioner alleged the Dodgers' two
law firms, Dewey & LeBoeuf LLP and Young Conaway Stargatt & Taylor
LLP, have a conflict of interest.  He claimed they are advancing
Mr. McCourt's interests rather than those of the team and its
stakeholders.  Mr. Selig says that if the team were sold in
Chapter 11, creditors would be paid in full with perhaps hundreds
of millions of dollars left over for Mr. McCourt.  The
commissioner said the team's two law firms demonstrated a conflict
of interest by opposing his superior financing offer for the
Chapter 11 case.  According to Selig, the firms opposed the
league's loan because it would have made McCourt personally liable
to pay a $5.25 million fee to the team's proposed lender.

The commissioner claims that if the team sells broadcast rights in
violation of league rules, it will lead to "severe sanctions,"
including the termination of the major league franchise.  In
addition, selling broadcast rights in violation of the existing
contract with Fox Entertainment Group Inc. will lead to large
damage claims, the commissioner said.  A sale of broadcast rights
would help Mr. McCourt with his immediate financial problems while
mortgaging the team's future, Mr. Selig said.

The commissioner, the report relates, said the team's two law
firms demonstrated a conflict of interest by opposing his superior
financing offer for the Chapter 11 case.  According to Mr. Selig,
the firms opposed the league's loan because it would have made Mr.
McCourt personally liable to pay a $5.25 million fee to the team's
proposed lender.

According to the report, if the U.S. Bankruptcy Judge in Delaware
isn't inclined to allow the commissioner to file a Chapter 11 plan
for the Dodgers, Mr. Selig wants the judge to require the team to
immediately decide whether to assume or terminate agreements with
Major League Baseball.

                        Dodgers Fight Back

Liz Hoffman at Bankruptcy Law360 reports that the Los Angeles
Dodgers fired back Tuesday against Major League Baseball's attempt
to seize control of its bankruptcy, asking a Delaware judge to
postpone a hearing while it investigates the league's claims that
cash-strapped owner Frank McCourt is improperly calling the shots.

Law360 says the Dodgers requested more time to answer MLB's
"heavy-handed response" to a planned auction of broadcast rights,
a move the team says will allow it to emerge from bankruptcy.

Dow Jones' Daily Bankruptcy Review reports that the Los Angeles
Dodgers are fighting Major League Baseball's attempt to unseat
owner Frank McCourt and force a sale of the team by asking the
bankruptcy court to push back a hearing on the league's request
that is tentatively set for next month.

                   About the Los Angeles Dodgers

Los Angeles Dodgers LLC operates the Los Angeles Dodgers, a
professional Major League Baseball club in the Los Angeles
metropolitan area.  Frank McCourt, a Boston real-estate developer
who unsuccessfully bid for the Boston Red Sox, bought the Dodgers
from Rupert Murdoch's Fox Entertainment Group, Inc. in 2004 for
$330 million.  Mr. McCourt also bought the Dodgers Stadium from
Fox for $100 million.

Los Angeles Dodgers LLC filed for bankruptcy protection (Bankr.
D. Del. Lead Case No. 11-12010) on June 27, 2011, after MLB
Commissioner Bud Selig rejected a television deal with News
Corp.'s Fox Sports, leaving Mr. McCourt unable to make payroll for
June 30 and July 1.  Fox Sports has exclusive cable television
rights for Dodgers games until the end of 2013 baseball season.

Chapter 11 filings were also made for LA Real Estate LLC, an
affiliated entity which owns Dodger Stadium, and three other
related holding companies.

The petition estimates assets of up to $500 million and debts of
up to $1 billion.  In its schedules, the LA Dodgers baseball club
listed $77,963,734 in assets and $4,695,702 in liabilities.  LA
Real Estate LLC listed $161,761,883 in assets and $0 in
liabilities.

According to Forbes, the team is worth about $800 million, making
it the third most valuable baseball team after the New York
Yankees and the Boston Red Sox.

Judge Kevin Gross presides over the case.  Lawyers at Young,
Conaway, Stargatt & Taylor and Dewey & LeBoeuf LLP serve as the
Debtors' bankruptcy counsel.  Epiq Bankruptcy Solutions LLC is the
claims and notice agent.  Public relations specialist Kekst and
Company has been hired for crisis support.  Covington & Burling
LLP serves as special counsel.

An official committee of unsecured creditors has been appointed in
the case.  The panel has tapped Lazard Freres & Co. as financial
adviser and investment banker, and Morrison & Foerster LLP and
Pinckney, Harris & Weidinger, LLC as counsel.

Ticket holders are seeking the appointment of their own committee.

The LA Dodgers is the 12th sports team in North America to have
sought bankruptcy protection, according to The Wall Street
Journal.

The reorganization is being financed with a $150 million unsecured
loan from the Commissioner of Major League Baseball.  The loan
gives the Commissioner few of the controls lenders often demanded
from bankrupt companies.


M WAIKIKI: U.S. Trustee Appoints 5-Member Creditors' Panel
----------------------------------------------------------
Tiffany L. Carrol, the acting United States Trustee for Southern
California, Hawaii, Guam, and Northern Mariana Islands, pursuant
to 11 U.S.C. Sec. 1102(a) and (b), appointed five unsecured
creditors to serve on the Official Committee of Unsecured
Creditors of M Waikiki LLC.

The Creditors Committee members are:

      1. Marriott Hotel Services, Inc.
         10400 Fernwood Road
         Bethesda, MD 20817
         ATTN: Dr. Rosemarie Schmidt, Esq.
         Tel: (301) 380-3082
         E-mail: Rosemarie.Schmidt@marriott.com

      2. Hawaiian Electric Company, Inc.
         900 Richards Street
         Honolulu, HI 96813
         ATTN: Kimo Leong, Esq.
         Tel: (808) 528-2222 ext 24
         Fax: (808) 523-1869
         E-mail: kcleong@hawaii.rr.com

      3. Communications Pacific, Inc.
         745 Fort St., PH
         Honolulu, HI 96813
         ATTN: Catherine Lagareta
         Tel: (808) 521-5391
         Fax: (808) 6977-6867
         E-mail: klgareta@compac.com

      4. King Food Services, Inc.
         94-272 Pupuole Street
         Waipahu, HI 96797
         ATTN: William Hughes
         Tel: (808) 671-5464
         Fax: (808) 676-8888
         E-mail: will@kingfoodservice.net

      5. United Laundry Services, Inc.
         2291 Alahao Place
         Honolulu, HI 96819
         Randall Sato
         Tel: (808) 848-1621
         Fax: (808) 841-1340
         E-mail: randall@unitedlaundry.net

                         About M Waikiki

M Waikiki owns the Modern Honolulu, a world-class, luxury hotel
property located close to Waikiki Beach in Hawaii.  The hotel is
being managed by Modern Management Services LLC, an affiliate of
Aqua Hotels and Resorts.

M Waikiki is a Hawaii limited liability company with its principal
place of business located in San Diego, California.  It is a
special purpose entity, having roughly 75 indirect investors,
which was formed to acquire the Hotel.

The Company filed for Chapter 11 protection (Bankr. D. Hawaii Case
No. 11-02371) on Aug. 31, 2011.  Judge Robert J. Faris presides
over the case.  Patrick J. Neligan, Esq., and James P. Muenker,
Esq., at Neligan Foley, LLP, in Dallas; and Simon Klevansky, Esq.,
Alika L. Piper, Esq., and Nicole D. Stucki, Esq., at Klevansky
Piper, LLP, in Honolulu, Hawaii, represent the Debtor.   The
Debtor estimated $100 million to $500 million in both assets and
debts.

Modern Management is represented by Christopher J. Muzzi, Esq., at
Moseley Biehl Tsugawa Lau & Muzzi LLC.

Marriott Hotel Services, which used to provide management
services, is represented by Susan Tius, Esq., at Rush Moore LLP
LLP, and Carren B. Shulman, Esq., at Sheppard Mullin Richter &
Hampton LLP.

The Official Committee of Unsecured Creditors retained Wagner Choi
& Verbrugge as its counsel, and Young Conaway Stargatt & Taylor,
LLP as special counsel.


M WAIKIKI: Court OKs Wagner Choi as Creditors Committee Counsel
---------------------------------------------------------------
The Hon. Robert J. Faris of the U.S. Bankruptcy Court for the
District of Hawaii authorized the Official Committee of Unsecured
Creditors in the Chapter 11 case of M Waikiki LLC to retain Wagner
Choi & Verbrugge as its counsel.

As reported in the Troubled Company Reporter on Sept. 26, 2011,
the hourly rates of Wagner Choi's personnel are:

         James A. Wagner                 $460
         Chuck C. Choi                   $325
         Neil J. Verbrugge               $275
         Allison A. Ito                  $220
         Paralegals                       $75

Mr. Wagner, a partner at Wagner Choi, assured the Court that the
firms is a "disinterested person" as that term is defined in
Section 101(14) of the Bankruptcy Code.

                          About M Waikiki

M Waikiki owns the Modern Honolulu, a world-class, luxury hotel
property located close to Waikiki Beach in Hawaii.  The hotel is
being managed by Modern Management Services LLC, an affiliate of
Aqua Hotels and Resorts.

M Waikiki is a Hawaii limited liability company with its principal
place of business located in San Diego, California.  It is a
special purpose entity, having roughly 75 indirect investors,
which was formed to acquire the Hotel.

The Company filed for Chapter 11 protection (Bankr. D. Hawaii Case
No. 11-02371) on Aug. 31, 2011.  Judge Robert J. Faris presides
over the case.  Patrick J. Neligan, Esq., at Neligan Foley LLP,
and Simon Klevansky, Esq., at Klevansky Piper, LLP, represent the
Debtor.   The Debtor estimated $100 million to $500 million in
both assets and debts.

Modern Management is represented by Christopher J. Muzzi, Esq., at
Moseley Biehl Tsugawa Lau & Muzzi LLC.

Marriott Hotel Services, which used to provide management
services, is represented by Susan Tius, Esq., at Rush Moore LLP
LLP, and Carren B. Shulman, Esq., at Sheppard Mullin Richter &
Hampton LLP.


M WAIKIKI: Taps Bickel & Brewer to Handle Marriott Litigation
-------------------------------------------------------------
M Waikiki LLC asks the U.S. Bankruptcy Court for the District of
Hawaii for permission to employ Bickel & Brewer as special
litigation counsel to represent the Debtor in the Marriott
Litigation pending in the Supreme Court of the State of New York,
County of New York.

Michael J. Collins, a partner at Bickel & Brewer, tells the Court
that prepetition, the firm has represented the Debtor in the New
York Litigation and the firm has obtained substantial amount of
knowledge about the Debtor and its disputes with Marriott and
other defendants in the New York Litigation.

Mr. Collins says that Bickel & Brewer will charge doe its legal
services at 50% of its ordinary and customary hourly rates in
effect on the date services are rendered, and in consideration for
its reduced fess, Bickel & Brewer will have a 20% contingent
interest in the net proceeds, if any, in the Marriott Litigation.

Bickel & Brewer's personnel having primary responsibility in the
Debtor's case and their hourly rates are:

         William A. Brewer III, partner                $1,250

         James S. Renard, partner                        $875

         Michael S. Gardner, partner                     $725

         Alexander D. Widell, partner                    $700

         Anand Sambhwani, associate                      $425

         David E. mattiesen, director of consulting      $625
           (in-house business consultant)

Mr. Collins adds that on Aug. 31, 2011, Davidson Family Trust, a
member of the Debtor and the junior lender to Debtor paid Bickel &
Brewer $345,000 for services rendered prepetition.

Mr. Collins assures the Court that Bickel & Brewer is a
"disinterested person" as that term is defined in Section 101(14)
of the Bankruptcy Code.

M. Collins can be reached at:

         BICKEL & BREWER
         1717 Main Street, Suite 4800
         Dallas, TX 75201
         Web site: http://www.bickelbrewer.com

                          About M Waikiki

M Waikiki owns the Modern Honolulu, a world-class, luxury hotel
property located close to Waikiki Beach in Hawaii.  The hotel is
being managed by Modern Management Services LLC, an affiliate of
Aqua Hotels and Resorts.

M Waikiki is a Hawaii limited liability company with its principal
place of business located in San Diego, California.  It is a
special purpose entity, having roughly 75 indirect investors,
which was formed to acquire the Hotel.

The Company filed for Chapter 11 protection (Bankr. D. Hawaii Case
No. 11-02371) on Aug. 31, 2011.  Judge Robert J. Faris presides
over the case.  Patrick J. Neligan, Esq., at Neligan Foley LLP,
and Simon Klevansky, Esq., at Klevansky Piper, LLP, represent the
Debtor.  The Debtor estimated $100 million to $500 million in
both assets and debts.

Modern Management is represented by Christopher J. Muzzi, Esq., at
Moseley Biehl Tsugawa Lau & Muzzi LLC.

Marriott Hotel Services, which used to provide management
services, is represented by Susan Tius, Esq., at Rush Moore LLP
LLP, and Carren B. Shulman, Esq., at Sheppard Mullin Richter &
Hampton LLP.


M WAIKIKI: Creditors' Panel Hires Young Conaway as Special Counsel
------------------------------------------------------------------
M Waikiki LLC's Official Committee of Unsecured Creditor asks
permission from the U.S. Bankruptcy Court for the District of
Hawaii to retain Young Conaway Stargatt & Taylor, LLP as its
special counsel.

Upon retention, the firm, will among other things:

   a. consult with the Committee, the Debtor, Wagner Choi, and the
      Trustee concerning matters within the scope of Young
      Conaway's retention in this chapter 11 case;

   b. review, analyze and respond to pleadings filed with this
      Court by the Debtor and to participate at hearings on such
      pleadings concerning matters within the scope of Young
      Conaway's retention in the chapter 11 case; and

   c. investigate the acts, conducts, assets, liabilities, and
      financial condition of the Debtor, the operation of the
      Debtor's business, and any matters relevant to this chapter
      11 case in the event, and to the extent, required by the
      Committee.

The firm's rates are:

   Personnel                               Rates
   ---------                               -----
   M. Blake Clearly                      $610/hour
   David R. Hurst                        $545/hour
   Martin Lessner                        $675/hour
   Andrew L. Magaziner                   $290/hour

Young Conaway has advised the Committee that neither Young Conaway
nor any of its partners, counsel, or associates hold or represent
any interest adverse to the Committee in the matters upon which
Young Conaway is to be employed.

                         About M Waikiki

M Waikiki owns the Modern Honolulu, a world-class, luxury hotel
property located close to Waikiki Beach in Hawaii.  The hotel is
being managed by Modern Management Services LLC, an affiliate of
Aqua Hotels and Resorts.

M Waikiki is a Hawaii limited liability company with its principal
place of business located in San Diego, California.  It is a
special purpose entity, having roughly 75 indirect investors,
which was formed to acquire the Hotel.

The Company filed for Chapter 11 protection (Bankr. D. Hawaii Case
No. 11-02371) on Aug. 31, 2011.  Judge Robert J. Faris presides
over the case.  Patrick J. Neligan, Esq., and James P. Muenker,
Esq., at Neligan Foley, LLP, in Dallas; and Simon Klevansky, Esq.,
Alika L. Piper, Esq., and Nicole D. Stucki, Esq., at Klevansky
Piper, LLP, in Honolulu, Hawaii, represent the Debtor.   The
Debtor estimated $100 million to $500 million in both assets and
debts.

Modern Management is represented by Christopher J. Muzzi, Esq., at
Moseley Biehl Tsugawa Lau & Muzzi LLC.

Marriott Hotel Services, which used to provide management
services, is represented by Susan Tius, Esq., at Rush Moore LLP
LLP, and Carren B. Shulman, Esq., at Sheppard Mullin Richter &
Hampton LLP.

The Official Committee of Unsecured Creditors retained Wagner Choi
& Verbrugge as its counsel.


MARCO POLO: Withdraws Sanction Bid, Negotiates Release of Ship
--------------------------------------------------------------
Dow Jones' DBR Small Cap reports that Marco Polo Seatrade BV is
backing down from its bid to slam a lender with sanctions after
negotiating the release of one of its vessels.

As reported in the Sept. 6, 2012 edition of the TCR, Marco Polo
Seatrade BV asked the U.S. Bankruptcy Court in New York to hold
Credit Agricole Corporate and Investment Bank in contempt and
order sanctions against the lender.  Marco Polo said that a Credit
Agricole SA unit must pay damages for holding one of the shipping
company's largest vessels in a London port in violation of a
Chapter 11 automatic stay.

                     About Marco Polo Seatrade

Marco Polo Seatrade B.V. operates an international commercial
vessel management company that specializes in providing
commercial and technical vessel management services to third
parties.  Founded in 2005, the Company mainly operates under the
name of Seaarland Shipping Management and maintains corporate
headquarters in Amsterdam, the Netherlands.  The primary assets
consist of six tankers that are regularly employed in
international trade, and call upon ports worldwide.

Marco Polo and three affiliated entities filed for Chapter 11
protection (Bankr. S.D.N.Y. Lead Case No. 11-13634) on July 29,
2011.  The other affiliates are Seaarland Shipping Management
B.V.; Magellano Marine C.V.; and Cargoship Maritime B.V.

Marco Polo is the sole owner of Seaarland, which in turn is the
sole owner of Cargoship, and also holds a 5% stake in Magellano.
The remaining 95% stake in Magellano is owned by Amsterdam-based
Poule B.V., while another Amsterdam company, Falm International
Holding B.V. is the sole owner of Marco Polo.  Falm and Poule
didn't file bankruptcy petitions.

The filings were prompted after lender Credit Agricole Corporate
& Investment Bank seized one ship on July 21, 2011, and was on
the cusp of seizing two more on July 29.  The arrest of the
vessel was authorized by the U.K. Admiralty Court.  Credit
Agricole also attached a bank account with almost US$1.8 million
on July 29.  The Chapter 11 filing precluded the seizure of the
two other vessels.

Evan D. Flaschen, Esq., Robert G. Burns, Esq., and Andrew J.
Schoulder, Esq., at Bracewell & Giuliani LLP, serve as bankruptcy
counsel.  The cases are before Judge James M. Peck.  Kurtzman
Carson Consultants LLC serves as notice and claims agent.

The petition noted that the Debtors' assets and debt are both
more than US$100 million and less than US$500 million.

Tracy Hope Davis, United States Trustee for Region 2, appointed
three members to serve on the Official Committee of Unsecured
Creditors.  The Committee has retained Blank Rome LLP as its
attorney.

Secured lender Credit Agricole Corporate and Investment Bank is
represented by Alfred E. Yudes, Jr., Esq., and Jane Freeberg
Sarma, Esq., at Watson, Farley & Williams (New York) LLP.


MARKERS EAGLES: Case Summary & Largest Unsecured Creditor
---------------------------------------------------------
Debtor: The Markers Eagles Nest, LLC
        4950 E. Arroyo Verde Drive
        Paradise Valley, AZ 85253

Bankruptcy Case No.: 11-27224

Chapter 11 Petition Date: September 25, 2011

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

Judge: George B. Nielsen, Jr.

Debtor's Counsel: Michael G. Tafoya, Esq.
                  LAW OFFICE OF MICHAEL G. TAFOYA
                  P.O. Box 930
                  Maricopa, AZ 85139
                  Tel: (602) 539-2426
                  E-mail: michael.tafoya@azbar.org

Scheduled Assets: $1,274,200

Scheduled Debts: $7,212,200

The petition was signed by Vincent Goett, manager.

The Company's list of its unsecured creditors contains only one
entry:

        Entity                     Nature of Claim    Claim Amount
        ------                     ---------------    ------------
Greenwich Insurance Co.            Property             $6,200,000
c/o Robert Berens
3300 N. Central #2400
Phoenix, AZ 85012


MAS LLC: Case Summary & 35 Largest Unsecured Creditors
------------------------------------------------------
Debtor: MAS LLC
        aka Mozart Auto Spa
        15705Jefferson Davis Highway
        Woodbridge, VA 22191-4220

Bankruptcy Case No.: 11-16901

Chapter 11 Petition Date: September 22, 2011

Court: United States Bankruptcy Court
       Eastern District of Virginia (Alexandria)

Judge: Brian F. Kenney

Debtor's Counsel: George LeRoy Moran, Esq.
                  MORAN MONFORT, PLC
                  4041 University Drive, Suite 301
                  Fairfax, VA 22030-3410
                  Tel: (703) 359-8088
                  Fax: (703) 359-8094
                  E-mail: glmoran@yahoo.com

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

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

A list of the Company's 35 largest unsecured creditors filed t
gether with the petition is available for free at
http://bankrupt.com/misc/vaeb11-16901.pdf

The petition was signed by Edward J. Raslowsky, managing member.


MASTERBUILT COS: Subcontractors' Lawsuits Go Back to State Court
----------------------------------------------------------------
Bankruptcy Judge Thomas J. Catliota remanded the lawsuits, Martz
Painting Contractors, LLC, v. William Kolius, et al.; and AirOn,
Inc., v. L'Academie De Cuisine, Inc., et al., Adv. Proc. Nos. 11
554 and 11-694 (Bankr. D. Md.), to the Circuit Court for
Montgomery County, Maryland, in a Sept. 26, 2011 Memorandum of
Decision available at http://is.gd/LfRmLqfrom Leagle.com.

The two separate but related lawsuits were removed to the Maryland
Bankruptcy Court in Masterbuilt Companies, Inc.'s case from the
Circuit Court for Montgomery County that seek to establish the
proper forum for the resolution of the parties' disputes.  The
defendants in each action removed the lawsuit and ask that it be
transferred to the U.S. Bankruptcy Court for the Eastern District
of Virginia.  The plaintiffs seek remand.

Martz Painting on May 27, 2011, filed a complaint in the Circuit
Court for Montgomery County, Case No. 348113-V. against defendants
William Kolius, Virginia Mortara, John Kolius, L'Academie de
Cuisine, Inc., and Bindy Lichtenfels.  Martz is a subcontractor of
the Masterbuilt Companies, which acted as the general contractor
for work at 5021 Wilson Lane, Bethesda; 5027 Wilson Lane,
Bethesda; and 5004 Cordell Ave, Bethesda.  Defendants William
Kolius, Virginia Mortara, and John Kolius are the owners of the
Project.  Defendant L'Academie is a tenant at the 5021 Wilson Lane
property and defendant Lichtenfels is the President of
Masterbuilt.

Martz has not been paid $17,732 for labor or materials provided to
the Project and the compensation for the work.

The Martz Lawsuit asserts four counts.  Count I seeks the
establishment of an interlocutory and permanent mechanic's lien on
one of the buildings that comprise the Project. Count II alleges
unjust enrichment and seeks a money judgment against L'Academie.
Count III seeks a money judgment in quantum meruit against
L'Academie. Count IV seeks a money judgment for violation of
Maryland Code Ann., Real Prop. Sec. 9-202, against defendant
Lichtenfels.

AirOn, Inc., on July 8, 2011, filed a petition to establish
mechanic's lien in the Circuit Court for Montgomery County,
Maryland, Case No. 349612-V.  AirOn was a subcontractor of
Masterbuilt on the Project and is owed $76,176 for services.
AirOn seeks a mechanic's lien against one of the buildings that
comprise the Project.

Masterbuilt Companies, Inc., filed a petition for relief under
chapter 11 (Bankr. E.D. Va. Case No. 11-13611) on May 14, 2011,
listing under $1 million in assets and debts.


MEDIA SYSTEMS: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Media Systems, Inc.
        dba Curiousity Group
        dba MacForce
        P.O. Box 15039
        West Linn, OR 97068

Bankruptcy Case No.: 11-38236

Chapter 11 Petition Date: September 23, 2011

Court: United States Bankruptcy Court
       District of Oregon

Judge: Randall L. Dunn

Debtor's Counsel: Nicholas J. Henderson, Esq.
                  MOTSCHENBACHER & BLATTNER, LLP
                  117 SW Taylor St #200
                  Portland, OR 97204
                  Tel: (503) 417-0508
                  E-mail: nhenderson@portlaw.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 t
gether with the petition is available for free at
http://bankrupt.com/misc/orb11-38236.pdf

The petition was signed by Shane Spiess, president.


METAL STORM: Proposes to Issue 47 Million Ordinary Shares
---------------------------------------------------------
In separate filings, Metal Storm Limited said it  proposes to
issue:

   (a) 10,000,000 ordinary shares;

   (b) 25,000,000 ordinary shares; and

   (c) 12,000,000 ordinary shares pursuant to an equity line of
       credit facility agreement.

The Company relies on case 1 in section 708A (5) of the
Corporations Act 2001 (Act) in respect of the issue of the Shares.

                         About Metal Storm

Headquartered in Darra, Queensland, Australia, Metal Storm Limited
is a defense technology company with offices in Australia and the
United States.  It specializes in the research, design,
development and integration of projectile launching systems
utilizing its "electronically initiated / stacked projectile"
technology for use in the defense, homeland security, law
enforcement and industrial markets.

As reported by the TCR on July 25, 2011, PricewaterhouseCoopers,
in Brisbane, Australia, expressed substantial doubt about Metal
Storm's ability to continue as a going concern.  The independent
auditors noted that the Company has suffered recurring losses from
operations and has a net capital deficiency.

The Company reported a net loss of A$8.94 million on
A$3.35 million of revenue for 2010, compared with a net loss of
A$11.31 million on A$1.11 million of revenue for 2009.

The Company's balance sheet at Dec. 31, 2010, showed
A$2.15 million in total assets, A$20.64 million in total
liabilities, all current, and an equity deficit of
A$18.49 million.


METAL STORM: Receives $63,286 Contract from Public Works
--------------------------------------------------------
Metal Storm Limited announced that Metal Storm, Inc., received a
Contract from Public Works and Government Services Canada in the
amount of US$63,286.  The contract is for the purchase of Metal
Storm's 3GL modular grenade launcher, multiple munitions for the
3GL and Metal Storm's MAUL (Multi-shot Accessory Under-barrel
Launcher) for testing purposes.

The Metal Storm 3GL is a lightweight, semi-automatic 3 shot 40mm
grenade launcher designed for military and Special Forces
operators.  At just a fraction of the weight, length and profile
of any other 40mm semi-automatic grenade launcher, the 3GL can be
used as a compact stand-alone weapon or can be mounted under the
barrel of an operator's primary assault rifle.

The Metal Storm MAUL is an ultra-lightweight (1.8 lbs.) 12-gauge
launcher that provides lethal, less-lethal and door breaching
capabilities for military and law enforcement operators.  The MAUL
provides 5 shot semi-automatic capabilities with the ability to
reload 5 rounds in 2 to 3 seconds providing extended flexibility
for escalation of force or force continuum for military and law
enforcement, respectively.

                        About Metal Storm

Headquartered in Darra, Queensland, Australia, Metal Storm Limited
is a defense technology company with offices in Australia and the
United States.  It specializes in the research, design,
development and integration of projectile launching systems
utilizing its "electronically initiated / stacked projectile"
technology for use in the defense, homeland security, law
enforcement and industrial markets.

As reported by the TCR on July 25, 2011, PricewaterhouseCoopers,
in Brisbane, Australia, expressed substantial doubt about Metal
Storm's ability to continue as a going concern.  The independent
auditors noted that the Company has suffered recurring losses from
operations and has a net capital deficiency.

The Company reported a net loss of A$8.94 million on
A$3.35 million of revenue for 2010, compared with a net loss of
A$11.31 million on A$1.11 million of revenue for 2009.

The Company's balance sheet at Dec. 31, 2010, showed
A$2.15 million in total assets, A$20.64 million in total
liabilities, all current, and an equity deficit of
A$18.49 million.


MFJT LLC: Can Access BACM's Cash Collateral Until Oct. 31
---------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Illinois
entered its fourth interim order authorizing MFJT, LLC to access
the cash collateral of BACM 2007-3 Alsip Complex LLC, until
Oct. 31, 2011.

As reported in the Troubled Company Reporter on July 20, 2011, the
lender will be granted valid, perfected, enforceable security
interests in the Debtor's post-petition assets.

Among other things, the Debtor will maintain and pay premiums for
insurance to cover all of its assets form fire, theft and water
damages as adequate protection.

A status hearing on the cash collateral motion is scheduled for
Oct. 25, 2011, at 10:00 a.m.

                          About MFJT, LLC

Alsip, Illinois-based MFJT, LLC -- dba Somerset Park Apartments
and Somerset II - is the owner and operator of two separate
residential projects in Alsip and Merrinette Park, Illinois,
commonly known as Somerset Park Apartments and Somerset II.  The
Company filed for Chapter 11 bankruptcy protection (Bankr. N.D.
Ill. Case No. 11-11819) on March 22, 2011.  Arthur G. Simon, Esq.,
David K. Welch, Esq., and Jeffrey C. Dan, Esq., at Crane Heyman
Simon Welch & Clar, in Chicago, serve as the Debtor's bankruptcy
counsel.  The Debtor proposes to employ Tailwind Services, LLC as
its financial advisor.  The Debtor disclosed $16,137,365 in assets
and $17,952,853 in liabilities as of the Chapter 11 filing.


MMRGLOBAL INC: Reports Unregistered Sales of Equity Securities
--------------------------------------------------------------
Pursuant to Item 3.02 of its Form 8-K, MMRGlobal, Inc., is
required to file a Form 8-K to report particular information
related to unregistered sales of the Company's equity securities,
if the aggregate number of those shares sold since the filing of
the Company's last periodic report is equal to or greater than 5%
of the outstanding Common Stock of the Company.

On Sept. 20, 2011, the aggregate number of Equity Securities sold
in unregistered transactions by the Company exceeded the 5%
threshold.

On July 15, 2011, the Company granted 185,552 shares of Common
Stock to a vendor for services rendered in the amount of $9,416.

On July 30, 2011, the Company granted an employee a Warrant to
purchase 200,000 shares of Common Stock at a price of $0.06 per
share in connection with the employee's annual review.  The
Warrant vests monthly over six months and has an expiration date
after five years.

On Aug. 8, 2011, the Company granted 718,175 shares of Common
Stock to a related party who exercised options in exchange for a
reduction in accounts payable of $75,408.

On Aug. 8, 2011, the Company granted 23,245 shares of Common Stock
to a vendor who elected to receive twenty percent of their fees in
the form or equity for services rendered in the amount of $930.

On Aug. 26, 2011, the Company granted 200,000 shares of common
stock to a vendor as to defer payment accounted as interest valued
at $12,000.

On Sept. 12, 2011, the Company granted 1,000,000 shares of Common
Stock to third-party in exchange for services rendered in the
amount of $60,000.

On Aug. 8, 2011, and Aug. 12, 2011, the Company entered into two
Convertible Promissory Notes with two unrelated third-parties for
a principal amount totaling $250,000 and warrants to purchase
1,200,000 shares of Common Stock.  The Convertible Promissory
Notes mature on 2/29/2012 and the Company may, at its own
discretion, extend the maturity date for an additional six months.
The Notes bear interest at 6%, or 12% per annum payable in cash or
shares of Common Stock or a combination of cash and shares of
common stock.  The decision whether to pay in cash, shares of
Common Stock or combination of both will be at the sole discretion
of the Company.  The Notes are convertible into shares of Common
Stock by dividing (i) the then outstanding balance of such note by
(ii) the product of seventy (70%) multiplied by the arithmetic
average of the volume weighted average price of the Common Stock
for the 10 consecutive trading days ending on the day that is
three trading days prior to the applicable investment date.

On Sept. 12, 2011, the Company granted an employee a Warrant to
purchase 200,000 shares of Common Stock at a price of $0.06 per
share in connection with the hiring of the employee.  The Warrant
vests annually over two years and has an expiration date after
five years.

On Sept. 12, 2011, the Company granted a third-party a Warrant to
purchase 2,000,000 shares of Common Stock at a price of $0.06 per
share in exchange for services rendered in the amount of $120,000.

On Sept. 20, 2011, the Company granted 250,000 shares of Common
Stock to a third-party in exchange for a reduction in accounts
payable in the amount of $15,000.

On Sept. 20, 2011, The Company granted 100,000 shares of Common
Stock to a third-party in exchange for services valued at $6,000.

                          About MMRGlobal

Los Angeles, Calif.-based MMR Global, Inc. (OTC BB: MMRF)
-- http://www.mmrglobal.com/-- through its wholly-owned operating
subsidiary, MyMedicalRecords, Inc., provides secure and easy-to-
use online Personal Health Records (PHRs) and electronic safe
deposit box storage solutions, serving consumers, healthcare
professionals, employers, insurance companies, financial
institutions, and professional organizations and affinity groups.

As reported by the TCR on April 7, 2011, Rose, Snyder & Jacobs, in
Encino, Calif., expressed substantial doubt about MMRGlobal's
ability to continue as a going concern.  The independent auditors
noted that the Company has incurred significant operating losses
and negative cash flows from operations during the year ended Dec.
31, 2010, and 2009.

The Company reported a net loss of $17.9 million on $972,988 of
revenues for 2010, compared with a net loss of $10.3 million on
$619,249 of revenues for 2009.

The Company's balance sheet at June 30, 2011, showed $2.24 million
in total assets, $6.27 million in total liabilities and a $4.02
million total stockholders' deficit.


MOORE SORRENTO: Can Execute Amendment to Lease With Nam Nguyen
--------------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Texas has
granted Moore Sorrento, LLC, authorization to: (i) execute and
enter into the proposed amendment to its shopping center lease
with Nam Nguyen and Tina Bui, (ii) pay up to $2,450,000 for the
construction of the demising wall at the premises as required
under the terms of the lease, (iii) reimburse the Tenant for the
verified cost of the improvements to be made by the Tenant under
the lease, (iv) pay the commission to the broker, and (iv) use
cash collateral to make the payments.

The authority to use cash collateral of Wells Fargo is in addition
to the authority to use cash collateral previously granted
pursuant to the Court's interim cash collateral order [Docket No.
17].

The Debtor's prepetition lender, Wachovia Financial Services,
Inc., a subsidiary of Wells Fargo Bank, N.A., and owed at least
$39 million in principal obligations, consented to the relief
requested in the motion.

Pursuant to the amendment, the Debtor agrees that, so long as the
Tenant is operating a nail salon and spa at the Premises and is
not in default under the lease, the Debtor will not lease any
space in "Lot 1" of the Property to any other tenant for the
pursose of the other tenant operating as nail salon and spa.

Counsel for Wachovia Financial Services, Inc., may be reached at:

         Joseph G. Epstein, Esq.
         Sean B. Davis, Esq.
         WINSTEAD PC
         1100 JPMorgan Chase Tower
         600 Travis Street
         Houston, TX 77002
         Tel: (713) 650-8400
         Fax: (713) 650-2400
         E-mail: jepstein@winstead.com
                 sbdavis@winstead.com

                      About Moore Sorrento

Hurst, Texas-based Moore Sorrento, LLC, owns real property located
in Moore, Oklahoma, commonly known as the Shops at Moore, which
the Company operates as a retail shopping center.  The center's
current 23 tenants offer various goods and services to retail
customers.

Moore Sorrento filed Chapter 11 bankruptcy protection (Bankr. N.D.
Tex. Case No. 11-44651) on Aug. 17, 2011.  J. Robert Forshey,
Esq., and Matthew G. Maben, Esq., at Forshey & Prostok, LLP, in
Fort Worth, Tex., serve as the Debtor's counsel.  In its
schedules, Moore Sorrento disclosed assets of $43,259,900 and
liabilities of $42,262,158 as of the Petition Date.


MOORE SORRENTO: Can Use Wells Fargo Cash Collateral Until Oct. 9
----------------------------------------------------------------
In a second interim order dated Sept. 20, 2011, the U.S.
Bankruptcy Court for the Northern District of Texas granted Moore
Sorrento, LLC, permission to use cash collateral of Wells Fargo
Bank, N.A., to pay ordinary direct costs of operation in the
ordinary course of the Debtor's business, subject to a budget.

The Debtor's authority to use cash collateral will terminate on
Oct. 9, 2011, at 12:00 a.m., Prevailing Central Time.

To the extent  of any diminution in the value of the Wells Fargo
Collateral resulting from the use of cash or the cash collateral,
Wells Fargo is granted a replacement security interest in, and
lien upon the property of the Debtor.  Wells Fargo is also granted
a super-priority administrative expense claim allowable under
Sections 503(b) and 507(b) of the Bankruptcy Code, for any
diminution in the value of the Wells Fargo Collateral.

As additional adequate protection, on or before the 10th day of
each month, the Debtor will deposit escrows for real estate taxes
($23,100) and insurance ($3,300), which amounts will be held by
Wells Fargo in reserve accounts pending further order of the
Court.

The Final Hearing on the use of cash collateral will be held on
Oct. 6, 2011, at 2:30 p.m., Prevailing Central Time.

                       About Moore Sorrento

Hurst, Texas-based Moore Sorrento, LLC, owns real property located
in Moore, Oklahoma, commonly known as the Shops at Moore, which
the Company operates as a retail shopping center.  The center's
current 23 tenants offer various goods and services to retail
customers.

Moore Sorrento filed Chapter 11 bankruptcy protection (Bankr. N.D.
Tex. Case No. 11-44651) on Aug. 17, 2011.  J. Robert Forshey,
Esq., and Matthew G. Maben, Esq., at Forshey & Prostok, LLP, in
Fort Worth, Tex., serve as the Debtor's counsel.  In its
schedules, Moore Sorrento disclosed assets of $43,259,900 and
liabilities of $42,262,158 as of the Petition Date.


MOORE SORRENTO: Files Schedules of Assets and Liabilities
---------------------------------------------------------
Moore Sorrento, LLC, filed with the U.S. Bankruptcy Court for the
Northern District of Texas its schedules of assets and
liabilities, disclosing:

    Name of Schedule              Assets         Liabilities
    ----------------            -----------      -----------
A. Real Property               $43,000,000
B. Personal Property              $259,900
C. Property Claimed as
    Exempt
D. Creditors Holding
    Secured Claims                               $39,870,845
E. Creditors Holding
    Unsecured Priority
    Claims                                                $0
F. Creditors Holding
    Unsecured Non-priority
    Claims                                        $2,391,313
                                -----------      -----------
       TOTAL                    $43,259,900      $42,262,158

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

          http://bankrupt.com/misc/mooresorrento.sal.pdf

                       About Moore Sorrento

Hurst, Texas-based Moore Sorrento, LLC, owns real property located
in Moore, Oklahoma, commonly known as the Shops at Moore, which
the Company operates as a retail shopping center.  The center's
current 23 tenants offer various goods and services to retail
customers.

Moore Sorrento filed Chapter 11 bankruptcy protection (Bankr. N.D.
Tex. Case No. 11-44651) on Aug. 17, 2011.  J. Robert Forshey,
Esq., and Matthew G. Maben, Esq., at Forshey & Prostok, LLP, in
Fort Worth, Tex., serve as the Debtor's counsel.  In its
schedules, Moore Sorrento disclosed assets of $43,259,900 and
liabilities of $42,262,158 as of the Petition Date.


MOORE SORRENTO: Files List of 20 Largest Unsecured Creditors
------------------------------------------------------------
Moore Sorrento, LLC, has filed with the U.S. Bankruptcy Court for
the Northern District of Texas a list of its 20 largest unsecured
creditors.

Debtor's List of Its 20 Largest Unsecured Creditors:

  Entity                        Nature of Claim      Claim Amount
  ------                        ---------------      ------------
J C Penney
6501 Lagacy Drive
Plano, TX 75024-3698            Trade Debt             $571,429.00

NAI Capital
1640 S. Sepulveda Boulevard
Suite 500
Los Angeles, CA 90025           Equity Placement Fee   $226,250.00

DKG Enterprises, Inc.
4201 S I-44
Oklahoma City, OK 73119         Tenant Allowance       $150,000.00

Kelly Hart & Hallman            Legal Fees             $132,000.00

Mattress Firm                   Tenant Allowance        $94,375.17

Goodwin Medical Group, PLLC     Tenant Allowance        $64,135.06

The Retail Connection           Commission              $56,000.00

Como Yogurt, LLC                Tenant Allowance        $31,918.39

Hobby Lobby Stores, Inc.        Tenant Allowance        $26,267.67

CB Richard Ellis - Oklahoma     Commission              $23,128.00

The Palmer Company              Commission              $10,125.00

Schrader & Cline                Consulting               $6,173.00

Condon Thorton Harrell, LLP     Legal Fees               $1,883.50

Kelly's Plumbing                Trade Debt                 $200.00

Weaver & Tidwell                Accounting Fees            $150.00

BSBS Batenhorst, Inc.           Design                      $35.00

L&J Sweeping Service            Trade Debt                  $19.00

Michigan Mutual Insurance Co.   Potential Claim              $0.00

OG&E                            Trade Debt                   $0.00

City of Moore                   Trade Debt                   $0.00

                      About Moore Sorrento

Hurst, Texas-based Moore Sorrento, LLC, owns real property located
in Moore, Oklahoma, commonly known as the Shops at Moore, which
the Company operates as a retail shopping center.  The center's
current 23 tenants offer various goods and services to retail
customers.

Moore Sorrento filed Chapter 11 bankruptcy protection (Bankr. N.D.
Tex. Case No. 11-44651) on Aug. 17, 2011.  J. Robert Forshey,
Esq., and Matthew G. Maben, Esq., at Forshey & Prostok, LLP, serve
as the Debtor's counsel.  Moore Sorrento estimated assets of up to
$100 million and debts of up to $50 million as of the Chapter 11
filing.


MOUNTAIN CITY: Beef Professor Files for Ch. 11 for Quick Sale
-------------------------------------------------------------
Mountain City Meat Co. Inc., which considers itself one of the
largest processors of portion controlled beef in the U.S., filed
a Chapter 11 petition (Bankr. D. Colo. Case No. 11-32656) on
Sept. 24 its Denver hometown and hopes to sell the business in
October.  No buyer is yet under contract.

The inventory was on the books for $6.1 million on Sept. 22,
according to a court filing.  Secured lender Fifth Third Bank is
owed $17.8 million.  If the bankruptcy judge agrees with the
timetable, bids would be due Sept. 30, in anticipation of an
Oct. 11 auction and a hearing Oct. 14 for approval of the sale.
A preliminary hearing on sale procedures was scheduled for
Sept. 27 . The company intends to sell the inventory even before
the business is sold.

The bankruptcy began with an involuntary petition filed in
August by unsecured creditors. The bank had a state-court
receiver appointed before the Chapter 11 filing.  Mountain City
has two plants, one in Denver and the other in Nashville.


MRA PELICAN: Receiver Authorized to Pay Critical Vendors Claims
---------------------------------------------------------------
The Hon. Raymond B. Ray of the U.S. Bankruptcy Court for the
Southern District of Florida authorized Margaret J. Smith,
receiver for MRA Pelican Pointe Apartments, LLC, to pay
prepetition obligations to certain critical vendors.

The receiver will pay these critical vendors in the ordinary
course of trade:

   a. AT&T -- $338 for a monthly payment that was due on Aug. 30,
   2011.

   b. Conserve Patented Water Management Systems -- $1,592 that
   was due Aug. 19.

   c. Florida Power & Light Company -- $2,811 that was due
   Sept. 6.

   d. Southern Waste Systems -- $806 that is due upon receipt.

The Debtor related that these critical vendors provide services
crucial to operating its ongoing business without interruption,
and the critical vendors will suspend services to the Debtor if
the prepetition obligations are not honored.

The Court also ordered that nothing in this order will be deemed a
waiver of Fannie Mae's assertion that the funds in the receiver's
possession is the property of Fannie Mae or any of the rights of
Fannie Mae to object to the Debtor's and receiver's use of the
funds in the possession of the receiver for any purpose or a
waiver of other rights of Fannie Mae.

                    About MRA Pelican Pointe

MRA Pelican Pointe Apartments, LLC, owns an apartment complex
commonly known as Whispering Isles Apartments in Pompano Beach,
Florida.  The property was being managed by Aryeh Kieffer of Boca
Raton-based Addison Advisors.

Pre-bankruptcy, Fannie Mae initiated a foreclosure action against
the property  in the Circuit Court of the 17th Judicial Circuit in
and for Broward County, Florida.  At Fannie Mae's behest, Margaret
Smith of Glass Ratner Advisory & Capitol Group LLC was appointed
as receiver.  The receiver has administered and operated the
apartment complex since May 17, 2011.

MRA Pelican filed for Chapter 11 bankruptcy (Bankr. S.D. Fla. Case
No. 11-32457) on Aug. 10, 2011.  Addison Advisors' Mr. Kieffer
signed the petition.  Bradley S. Shraiberg, Esq., at Shraiberg,
Ferrara, & Landau P.A. represents the Debtor in its restructuring
efforts.  In its schedules, the Debtor listed $12,003,200 in
assets and $14,661,009 in debts.

Fannie Mae is represented by Gary M. Freedman, Esq., and Mark S.
Roher, Esq., at Tabas, Freedman, Soloff, Miller & Brown, P.A.


The Debtor owns a 300 unit apartment complex, commonly referred to
as Whispering Isles Apartments, in Pompano Beach, Florida

In response to secured creditor Fannie Mae's request for the
appointment of a receiver, the State Court appointed Margaret J.
Smith as receiver, and she has administered and operated the
property since May 17, 2011.


MRA PELICAN: Disclosure Statement Hearing Set for Nov. 8
--------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of Florida,
Fort Lauderdale Division, will convene a hearing on Nov. 8, 2011,
at 1:30 p.m., to consider approval of the disclosure statement
explaining MRA Pelican Pointe Apartments, LLC's Chapter 11 plan of
reorganization.  Objections to the Disclosure Statement are due
Nov. 1.

The Debtor believes that confirmation of the Plan, filed Sept. 12,
provides the best opportunity for maximizing recoveries for its
creditors.  Through the Plan, the Debtor will be able to
restructure its secured debt.  Also, through the Plan, the Debtor
will provide a 100% disbursement to holders of the Allowed Fannie
Mae Secured Claim, Allowed Other Lenders Secured Claims, Allowed
Lien Holders Secured Claims, Allowed Secured Taxing Authority
Claims, Allowed Unsecured Priority Claim, Allowed General
Unsecured Claims, and Allowed Prepetition Non-Insider Lender
Claims.  The holders of Allowed Prepetition Lender Claims will
waive their Claims and receive no distribution on account of their
Allowed Claims, and the holders of Allowed Equity Interests will
retain their Equity Interest in the Reorganized Debtor.

Additionally, the Plan provides that on or before the Effective
Date, a third party insider will fund the Third Party Escrow
Account with $200,000, and on or before one year after the
Effective Date, a third party insider will fund the Third Party
Escrow Account with an additional $200,000.  While the Third Party
Escrow Account, and the funds therein, will not constitute an
asset of the Debtor, so long as the Debtor is not in default of
any obligation under the Plan and applicable loan documents, the
Debtor may utilize the funds in the Third Party Escrow Account to
fund any Plan Shortfall, Operational Shortfall, or other monetary
shortfall under the Plan.  Additionally, at the discretion of the
Debtor's management, funds within the Third Party Escrow Account
may be applied towards capital expenditures and improvements.

These parties will continue to own the Reorganized Debtor:

    (i) 1087 Flushing Avenue Properties, Inc. will own 38.99% of
        the Debtor, and

   (ii) Samuel Weiss will own 61.01% of the Debtor.

A full-text copy of the Disclosure Statement is available for free
at http://ResearchArchives.com/t/s?7709

                    About MRA Pelican Pointe

MRA Pelican Pointe Apartments, LLC, owns an apartment complex
commonly known as Whispering Isles Apartments in Pompano Beach,
Florida.  The property was being managed by Aryeh Kieffer of Boca
Raton-based Addison Advisors.

Pre-bankruptcy, Fannie Mae initiated a foreclosure action against
the property  in the Circuit Court of the 17th Judicial Circuit in
and for Broward County, Florida.  At Fannie Mae's behest, Margaret
Smith of Glass Ratner Advisory & Capitol Group LLC was appointed
as receiver.  The receiver has administered and operated the
apartment complex since May 17, 2011.

MRA Pelican filed for Chapter 11 bankruptcy (Bankr. S.D. Fla. Case
No. 11-32457) on Aug. 10, 2011.  Addison Advisors' Mr. Kieffer
signed the petition.  The Debtor's bankruptcy counsel is:

          Bradley S. Shraiberg, Esq.
          SHRAIBERG, FERRARA, & LANDAU P.A.
          2385 NW Executive Center Drive, #300
          Boca Raton, FL 33431
          Tel: (561) 443-0801
          Fax: (561) 998-0047
          E-mail: bshraiberg@sfl-pa.com

In its schedules, the Debtor listed $12,003,200 in assets and
$14,661,009 in debts.

Fannie Mae is represented by Gary M. Freedman, Esq., and Mark S.
Roher, Esq., at Tabas, Freedman, Soloff, Miller & Brown, P.A.


N.A. PETROLEUM: Court Confirms Joint Chapter 11 Plan
----------------------------------------------------
On Sept. 14, 2011, the U.S. Bankruptcy Court for the District of
Delaware entered an order confirming the First Amended Joint
Chapter 11 Plan of North American Petroleum Corporation USA, et
al.

The Voting Certification filed by the Debtors shows that Classes 3
(Petroflow General Unsecured Claims) and 4 (NAPCUS General
Unsecured Claims) voted to accept the Plan.

A copy of the Confirmation Order is available for free at:

    http://bankrupt.com/misc/napetroleum.confirmationorder.pdf

As reported in the TCR on Aug. 26, 2011, the U.S. Bankruptcy
Court, on July 29, 2011, approved the adequacy of the disclosure
statement describing the Debtors' first amended joint Chapter 11
plan of reorganization dated July 29, 2011.

Holders of secured claims and priority claims are not impaired
under the Plan.  Holders of Petroflow and NAPCUS general unsecured
claims are entitled to vote to accept or reject the Plan.  Holders
of equity interests won't receive anything and are deemed to
reject the Plan.

Pursuant to the Plan, the Debtors' corporate structure will be
consolidated such that Reorganized NAPCUS will be the surviving
post-emergence entity through which the Debtors will conduct their
operations after the Effective Date.  Petroflow and Prize will
cease to exist and will be dissolved.  The Existing equity in
Petroflow will be canceled and Reorganized NAPCUS will issue the
Reorganized NAPCUS Common Stock to former Petroflow Interest
Holders.

The Debtors have obtained commitments from certain investors to
provide $3 million in new money to Reorganized NAPCUS in exchange
for shares of Reorganized NAPCUS Series A Convertible Preferred
Stock.

Further, the Debtors intend to issue two additional series of
preferred stock, the Reorganized NAPCUS Series B Convertible
Preferred Stock and the Reorganized NAPCUS Series C Convertible
Preferred Stock, to, respectively, Holders of Allowed General
Unsecured Claims against NAPCUS and Holders of Allowed General
Unsecured Claims against Petroflow.

NAPCUS general unsecured creditors who do not elect a stock
recovery on their Ballots will be paid in full in cash on account
of their allowed claims (up to an aggregate limit of $500,000 (or
such higher amount as may later be agreed by the Debtors and the
Creditors' Committee).

A copy of the disclosure statement for the First Amended Plan is
available at:

  http://bankrupt.com/misc/n.a.petroleum.DSfor1stamendedplan.pdf

                  About North American Petroleum

Denver, Colorado-based North American Petroleum Corp. USA is a
natural gas driller.  North American Petroleum and Prize Petroleum
are subsidiaries of Petroflow Energy Ltd.  North American
Petroleum sought Chapter 11 protection (Bankr. D. Del. Case No.
10-11707) on May 25, 2010.  In its schedules, North American
Petroleum disclosed $140,678,983 in total assets and $125,595,183
in total liabilities as of the Petition Date.

The Debtor's affiliate, Prize Petroleum LLC, filed a separate
Chapter 11 petition on May 25, 2010 (Case No. 10-11708).  Prize
Petroleum scheduled $121,945,092 in liabilities.

These cases are being jointly administered for procedural
purposes, under the case docket for North American Petroleum
Corporation USA, Case No. 10-11707.

On Aug. 20, 2010, Petroflow Energy Ltd., the parent company of
North American Petroleum Corporation USA and Prize Petroleum, LLC,
filed a petition in the U.S. Bankruptcy Court for the District of
Delaware seeking relief under Chapter 11 of the Bankruptcy Code
(Case No. 10-12608).  On Sept. 10, 2010, the Bankruptcy Court
granted permission for Petroflow's Chapter 11 case to be jointly
administered with those of its two Chapter 11 debtor-affiliates.
On Sept. 17, 2010, Petroflow received recognition of the U.S.
Chapter 11 proceedings from the Alberta Court of Queen's Bench
under the Companies' Creditors Arrangement Act in Canada.  In its
petition, Petroflow disclosed assets and debts of between
$100 million and $500 million each.

David R. Seligman, Esq., Ryan Blaine Bennett, Esq., and Paul
Wierbicki, Esq., at Kirkland & Ellis LLP, in Chicago, serve as
lead bankruptcy counsel.  Domenic E. Pacitti, Esq., at Klehr
Harrison Harvey Branzburg LLP in Wilmington, Del., and Morton R.
Branzburg, Esq., at Klehr Harrison Harvey Branzburg LLP, in
Philadephia, Pa., serve as the Debtors' co-counsel.  Epiq
Bankruptcy Solutions, LLC, is the Debtors' notice, claims and
balloting agent.


NAKNEK ELECTRIC: Asks Nod to Purchase Silos from Baker Hughes
-------------------------------------------------------------
Naknek Electric Association, Inc., asks the U.S. Bankruptcy Court
for the District of Alaska to approve its purchase, from Baker
Hughes, of nine cement silos and any interest Baker Hughes has in
the cement stored in those silos, located on the geothermal
property, for $12,500 each, or $112,500.

The Debtor related that Baker Hughes moved for relief from stay
seeking to recover from the Debtor its silos in order to load them
on the final barge of 2011 out of Naknek in September.  Seven of
the silos are filled with dry cement.  Baker Hughes doesn't want
the cement.  The Debtor does not have a facility in which to store
the cement.  Neither the Debtor or Baker Hughes can simple dump
the cement on the grounds of the geothermal property.

The Debtor conditionally opposed Baker Hughes' motion for relief
from stay; it did not oppose Baker Hughes removing its silos, but
noted that Baker Hughes could not simply dump the cement stored in
the Silos.  The Debtor will need the cement in the Silos if it
continues to develop the geothermal project.

The Debtor believes each silo costs about $40,000 new.  The
Debtor's management believes it can pay for the silos out of cash
it is currently generating from utility sales.

Because Rural Utility Service hold a security interest in Debtor's
cash this motion requests authority to use cash collateral.  The
Debtor proposes that the order approving this acquisition provide
that RUS' security interest attach to the silos and cement.

              About Naknek Electric Association, Inc.

Naknek, Alaska-based Naknek Electric Association, Inc., operates a
diesel power generation plant, storage and distribution system
on approximately 9.34 acres of land it owns in Naknek, Alaska.
It provides electricity to 591 members of the cooperative.  It
also is developing a geothermal well.

Naknek Electric filed for Chapter 11 bankruptcy protection (Bankr.
D. Alaska Case No. 10-00824) on Sept. 29, 2010.  Erik LeRoy, Esq.,
at Erik Leroy P.C., assists the Debtor in its restructuring
effort.  The Debtor estimated its assets and debts at $10 million
to $50 million as of the Petition Date.


NAKNEK ELECTRIC: Files Chap. 11 Plan & Disclosure Statement
-----------------------------------------------------------
Naknek Electric Association, Inc., filed with the U.S. Bankruptcy
Court for the District of Alaska a plan of reorganization and an
accompanying disclosure statement on Sept. 15.

The Plan proposes that the Debtor will pay Class 13, unsecured
creditors, $3 million over 60 months commencing on the Effective
Date.  Based on the current claims filed in the case, the proposed
payment will pay unsecured creditors a dividend of about $0.10 on
each dollar of claim.

The Debtor will amend the Plan if prior to confirmation, the U.S.
Department of Energy permits the Debtor to utilize grants funds
dedicated to the Debtor's geothermal project to drill a side-track
well to confirm with the Debtor's geothermal resource.

The Debtor will sell the drill rig, geothermal inventory and
equipment and pay first allowed secured claims having liens
against the equipment and inventory.

The Debtor believes it can make payments under the Plan with
minimal increases in utility rates.

A full-text copy of the Disclosure Statement is available for free
at http://ResearchArchives.com/t/s?770a

                 About Naknek Electric Association

Naknek, Alaska-based Naknek Electric Association, Inc., operates a
diesel power generation plant, storage and distribution system
on approximately 9.34 acres of land it owns in Naknek, Alaska.
It provides electricity to 591 members of the cooperative.  It
also is developing a geothermal well.

Naknek Electric filed for Chapter 11 bankruptcy protection (Bankr.
D. Alaska Case No. 10-00824) on Sept. 29, 2010 .  Erik LeRoy,
Esq., at Erik Leroy P.C., assists the Debtor in its restructuring
effort.  The Debtor estimated its assets and debts at $10 million
to $50 million as of the Petition Date.


NALCO CO: S&P Puts 'BB-' Corp. Credit Rating on Watch Positive
--------------------------------------------------------------
Standard & Poor's Ratings Services's 'A' corporate credit rating,
'A-1' short-term rating, and issue ratings on Ecolab Inc. remain
on CreditWatch with negative implications. Specialty chemical
company Ecolab announced that it plans to buy back $1 billion in
shares following the closing of its acquisition of Nalco
Holding Co., the holding company and parent of Nalco Co. Ecolab
expects to complete the acquisition by year-end 2011 and the
repurchase by year-end 2012.

The ratings on Ecolab were placed on CreditWatch with negative
implications on July 20, 2011, following the company's
announcement of a definitive merger agreement with Nalco Holding
Co. Standard & Poor's ratings on Nalco Co., including the 'BB-'
corporate credit rating and all issue-level ratings, also remain
on CreditWatch, where they were placed with positive implications
at the same time.

If the acquisition closes as currently proposed and Ecolab's plan
for share buybacks remains as announced, Standard & Poor's expects
to lower the corporate credit rating on Ecolab by two notches to
'BBB+' from 'A', and to lower its short-term and commercial paper
ratings to 'A-2' from 'A-1'.

"The expected downgrade of our ratings on Ecolab reflects the
expected increase in debt leverage at the company following the
acquisition and announced share repurchases," said Standard &
Poor's credit analyst Paul Kurias.

The agreement values the transaction at about $8.1 billion (net of
transaction fees), including assumed debt net of cash. Ecolab
announced that consideration to shareholders of Nalco Holding Co.
would be about $5.4 billion, consisting approximately 70% of
shares in Ecolab and 30% in cash. In addition, Ecolab expects to
assume approximately $2.7 billion in net debt at Nalco.

"Although we expect that the acquisition, if successfully
completed, will improve Ecolab's business risk profile (to
excellent from strong), which would offset some of the added
financial risk, we believe that the increase in debt would result
in an overall deterioration in credit quality," Mr. Kurias added.

Still, the company's demonstrated ability to generate cash
provides a critical underpinning to the expected ratings. St.
Paul, Minn.-based Ecolab is a global leader in products and
services relating to cleaning, sanitizing, food safety, and
infection prevention control. Naperville, Ill.-based Nalco is a
global leader in chemicals, equipment, and process improvement
services for raw water and wastewater treatment.

Standard & Poor's will monitor developments relating to this
transaction and will resolve the CreditWatch listings when it is
clear that the transaction has met the pending requirements to
reach successful closing. It expects to lower the existing ratings
on Ecolab that remain on CreditWatch upon closing of the
transaction and completion of the permanent financing.


NEWFIELD EXPLORATION: Fitch Rates Proposed $500MM Notes at 'BB+'
----------------------------------------------------------------
Fitch Ratings has assigned a 'BB+' rating to Newfield Exploration
Company's (NFX) proposed issuance of $500 million in senior
unsecured 2022 notes.  Proceeds from the issuance will be used to
pay down outstanding credit facilities borrowings.  At Sept. 26,
2011, total borrowings outstanding were $845 on Newfield's
revolver and $20.5 million on its money market lines of credit.
Newfield's current ratings are as follows:

  -- Issuer Default Rating (IDR) 'BB+';
  -- Senior Unsecured Bank Facility 'BB+';
  -- Senior Subordinated Notes 'BB'.

The Rating Outlook is Positive.

Newfield's ratings are supported by the company's conservative
management and financial practices; growing liquids exposure
(approximately one-third of reserves and production at YE 2010
were liquids); low production costs; reasonable debt/boe levels
relative to its peers; improved asset profile following the 2007
diversification away from the Gulf of Mexico; balanced growth with
an emphasis on living within cash flow means; and sizable
commodity hedge coverage, which should protect the company's
ability to fund capex in the event of a sustained downturn in
commodity pricing (approximately 80% of remaining 2011 hydrocarbon
production is hedged).  Offsetting factors include the potential
for additional debt to finance growth opportunities (primarily
M&A) and the weak fundamentals associated with the natural gas
market.

The Positive Outlook reflects the company's conservative financial
profile combined with management's goal of keeping capital
expenditures within operating cash flow levels.  While management
has stated it is willing to borrow to finance acquisitions, Fitch
would expect acquisitions to be relatively small and financing to
be supplemented with divestitures of non-core assets as the
company continues to high-grade its asset base.

It is important to note that a future upgrade of the company's
ratings would likely entail a continued one notch differential
between senior unsecured and senior subordinated note ratings.
The current senior unsecured note offering reinforces the one
notch rating differential.

Recent credit metrics were reasonable.  As calculated by Fitch,
Newfield generated latest 12 months (LTM) EBITDAX of $1.68 billion
at June 30, 2011 which resulted in EBITDA interest coverage of
10.5 times (x) and leverage, as measured by debt-to-EBITDAX of
1.72x.  At year-end 2010, E&P debt/boe of proven reserves was
$3.89/boe ($.65/mcfe) and E&P debt/boe of proven developed
reserves (PD) was $6.68/boe ($1.11/mcfe).  E&P debt calculations
include asset retirement obligations (AROs) of $108 million at YE
2010.

Newfield's debt has climbed recently due to a combination of
higher capex (estimated at just under $2 billion for 2011) and
recent asset purchases, including Uinta basin acreage purchase for
$311 million.  As a result of these, the company was significantly
FCF negative for the LTM period (-$500 million at June 30, 2011).

Company liquidity remained adequate at June 30, 2011 and included
cash of $74 million, revolver and money market line availability
of $540 million, and operating cash flows.  The company's two main
financial covenants include the 60% maximum debt to book
capitalization ratio in the unsecured revolver and 3.0x maximum
total debt to EBITDA ratio in the unsecured $1.25 billion
revolver.  The 1.75x minimum net present value (NPV) of oil and
gas properties to total debt ratio covenant was dropped when the
company renegotiated a new five-year revolver in June.  All
covenants had ample headroom at June 30, 2011.  It is important to
note that Newfield's subordinated debt has covenants which fall
away in the event the company achieves and maintains an investment
grade rating status on its subordinated notes -- including
limitation on additional indebtedness, restricted payments, and
sale of assets.  The company's pending maturity schedule is light,
with the next issuance due $325 million in 2014 notes, nothing in
2015, and $550 million due in 2016.

Catalysts for positive rating actions include: ongoing strong
operational performance; continuation of a conservative financial
policy; including the ability to fund capex using operating cash
flows and balanced external financing; and keeping leverage
metrics at reasonable levels including E&P debt/PD (proved
developed reserves) below $7.00/boe.  Catalysts for negative
rating action include a major operational issue; a leveraging
transaction; or a change in management philosophy on the use of
the balance sheet.

Newfield is a mid-sized oil and gas exploration and production
company headquartered in The Woodlands, Texas. Newfield has
operations in several major regions of the United States (Mid
Continent, Rocky Mountains, South Texas, and deep water Gulf of
Mexico), as well as international offshore operations in Malaysia
and China.  At year-end 2010, Newfield's reserves had grown to 619
mmboe, of which 58% was proven developed and approximately 67%
natural gas.


NEWPAGE CORP: In Chapter 11; S&P Gives 'D' Credit Rating
--------------------------------------------------------
Standard & Poor's Ratings Services revised its corporate credit
rating on Miamisburg, Ohio-based NewPage Corp. to 'D' from 'CCC'.
"We also revised all issue-level ratings on the company's debt
issues to 'D'. The recovery ratings on the company's debt issues
remain unchanged.  We removed the ratings from CreditWatch, where
they were placed with negative implications on Aug. 15, 2011," S&P
related.

The rating actions follows the company's filing of a voluntary
petition under Chapter 11 of the U.S. Bankruptcy Code to implement
its restructuring plan.

The 'D' rating on NewPage follows the company's filing for Chapter
11 bankruptcy protection. NewPage plans to continue operating its
U.S. businesses as usual during the Chapter 11 restructuring and
has obtained a commitment for up to $600 million in debtor-in
possession financing. As of June 30, 2011, the company had
reported debt, including that of its parent company, of $3.4
billion.

Separately, the company's Canadian subsidiary, NewPage Port
Hawkesbury Corp., has brought proceedings before the Supreme Court
of Nova Scotia under the Companies' Creditors Arrangement Act of
Canada (CCAA). In order to maximize efficiency in both the U.S.
and Canadian Court processes, NewPage Corp. and NewPage Port
Hawkesbury Corp. have executed a Settlement and Transition
Agreement, subject to approval by the Canadian Court.


NORTH SHORE: Case Summary & 2 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: North Shore Broadcasting Co., Inc.
        206 North Front Street
        McComb, MS 39648

Bankruptcy Case No.: 11-03330

Chapter 11 Petition Date: September 22, 2011

Court: United States Bankruptcy Court
       Southern District of Mississippi
       (Jackson Divisional Office)

Judge: Katharine M. Samson

Debtor's Counsel: Craig M. Geno, Esq.
                  HARRIS JERNIGAN & GENO, PLLC
                  587 Highland Colony Pkwy.
                  P.O. Box 3380
                  Ridgeland, MS 39157
                  Tel: (601) 427-0048
                  Fax: (601) 427-0050
                  E-mail: cmgeno@hjglawfirm.com

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

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

A copy of the list of the Company's two largest unsecured
creditors is available for free at
http://bankrupt.com/misc/mssb11-03330.pdf

The petition was signed by Charles W. Dowdy, president/director.


OLD CORKSCREW: Amends List of 20 Largest Unsecured Creditors
------------------------------------------------------------
Old Corkscrew Plantation, LLC, has filed with the U.S. Bankruptcy
Court for the Middle District of Florida an amended list of its 20
largest unsecured creditors.  The Debtor took out Scott Westlake
and Scott and Vicki Westlake from the list and added Farkas Citrus
Nursery and Thompson Repair Service.

Debtor's Amended List of Its 20 Largest Unsecured Creditors:

  Entity                        Nature of Claim      Claim Amount
  ------                        ---------------      ------------
Crop Production Services
Attn: Janice Perez
116 Jerome Drive
Immokalee, FL 34142             Trade Debt            $380,207.00

Griffin Fertilizer Company
P.O. Box 188
Frostproof, FL 33843            Trade Debt            $322,807.72

Helena Chemical Company
P.O. Box 198153                 Trade Debt             $58,552.70

Passarella & Associates, Inc.   Trade Debt             $55,925.95

Davis Oil Co., Inc.             Trade Debt             $42,161.39

Car Two                         Trade Debt             $35,512.08

The Andersons                                          $30,516.86

Florida Grove Hedgers           Trade Debt             $29,057.50

Farkas Citrus Nursery           Trade Debt             $26,250.00

Delisi Fitzgerald, Inc.         Trade Debt             $22,462.82

Everglades Farm Equipment       Trade Debt             $19,359.01

Pavese Law Firm                 Attorney Fees          $13,910.35

Keen Farm & Grove Service       Trade Debt             $12,617.00

Everglades Harvesting & Haul    Trade Debt             $12,376.63

Kelly Tractor                   Trade Debt             $11,557.25

Lewis, Longman & Walker, PA     Trade Debt              $8,347.28

Jackson Citrus Inc.             Trade Debt              $7,450.81

Florida Agribusiness, LLC       Trade Debt              $7,410.00

Agri-Flow, Inc.                 Trade Debt              $6,006.19

Thompson Repair Service         Trade Debt              $5,310.00

                About Old Corkscrew Plantation LLC

Fort Myers, Florida-based Old Corkscrew Plantation LLC, whose
oranges are made into Minute Maid and Tropicana juice, filed
for Chapter 11 bankruptcy (Bankr. M.D. Fla. Case No. 11-14559) on
July 29, 2011, disclosing $25,264,047 in assets and $60,751,633 in
debts.  Old Corkscrew sought Chapter 11 protection along with its
affiliates.  Donald G. Scott, Esq., -- dscott@mcdowellrice.com --
at McDowell, Rice, Smith & Buchanan, in Kansas City, Missouri,
serves as the Debtors' bankruptcy co-counsel.  The Debtors' orange
groves are valued at $24 million.  Scott Westlake, the Debtors'
managing member, signed the petition.  Mr. Westlake is also listed
as the Debtors' largest unsecured creditor, with $4,827,906 owed.
Another $338,511 debt is owed to Scott and Vicki Westlake.


OLDE PRAIRIE: CenterPoint Wants Add'l DIP Loans Denied
------------------------------------------------------
CenterPoint Properties Trust asks the U.S. Bankruptcy Court for
the Northern District of Illinois to deny Olde Prairie Block
Owner, LLC's request to approve additional allocations from a DIP
financing provided by JMB Capital Partners.

In the its motion, the Debtor sought approval to borrow up to an
additional $505,000 from its DIP loan to pay previously accrued
and incurred legal fees and expenses to (i) Ungaretti and Harris;
(ii) Righeimer Martin and Cinquino; and (iii) Figulio & Silverman.
According to the Debtor, the requested borrowing falls within the
available scope of the $4 million DIP Loan.

As reported in the Troubled Company Reporter on May 9, 2011, the
Debtor was authorized to borrow from JMB in exchange for a priming
lien on its property, but only for expenses it demonstrated were
reasonable and necessary.  JMB agreed to loan up to $4 million,
although only enough to net a total of $2,007,639 has thus far
been approved.

According to CenterPoint, the Debtor's request must be denied
because, among other things:

   -- the Debtor cannot satisfy the requirements of section 364(d)
   (1) because it has provided no evidence that it is unable to
   obtain such credit otherwise or that CenterPoint's interest in
   its collateral is adequately protected; and

   -- the requested financing cannot benefit the Debtor's estate
   or CenterPoint's collateral because the services for which the
   financing is purportedly needed have already been provided and
   the additional loans would mature less than a month after they
   were approved – maturity is Sept. 30;

CenterPoint is represented by:

         David F. Heroy, Esq.
         Andrew P.R. McDermott, Esq.
         Lawrence P. Vonckx, Esq.
         BAKER & MCKENZIE LLP
         One Prudential Plaza, Suite 3500
         130 East Randolph Drive
         Chicago, IL 60601
         Tel: (312) 861-8000
         Fax: (312) 861-2899
         E-mail: David.Heroy@bakermckenzie.com
                 Andrew.McDermott@bakermckenzie.com
                 Lawrence.Vonckx@bakermckenzie.com

                   About Olde Prairie Block Owner

Olde Prairie Block Owner, LLC, owns two parcels of real estate:
(a) a parcel known as the "Olde Prairie Property" located at 230
E. Cermak Road in Chicago, and (b) a parcel known as the "Lakeside
Property" located across the street at 330 E. Cermak Road in
Chicago.  It also holds a long-term lease with the Metropolitan
Pier and Exposition Authority that allows it rent-free use of 450
parking spaces at the McCormick Place parking garage until the
year 2203.

Olde Prairie Block Owner sought chapter 11 protection (Bankr. N.D.
Ill. Case No. 10-22668) on May 18, 2010.  The Debtor is
represented by John E. Gierum, Esq., at Gierum & Mantas, and John
Ruskusky, Esq., George R. Mesires, Esq., and Nile N. Park, Esq.,
at Ungaretti & Harris LLP.  Wildman, Harrold, Allen & Dixon
LLP, and Marcus, Clegg & Mistretta, P.A., serve as special
counsels to the Debtor.  The Debtor estimated assets at $100
million to $500 million and liabilities at $10 million to $50
million at the time of the filing.  The Debtor filed a Chapter 11
plan on Sept. 11, 2010.  A copy of that plan is available at
http://bankrupt.com/misc/OLDEPRAIRE_Plan.pdfat no charge.

The Court previously found that the total value of the Real
Properties and the Parking Lease was $81,150,000, far more than
the $48,000,000 that CenterPoint claims to be owed by the Debtor.
No trustee, examiner, or committee has been appointed in this
case.


OXYSURE SYSTEMS: Posts $469,500 Net Loss in Second Quarter
----------------------------------------------------------
OxySure Systems, Inc., filed its quarterly report on Form 10-Q,
reporting a net loss of $469,540 on $46,687 of revenues for the
three months ended June 30, 2011, compared with a net loss of
$406,330 on $8,907 of revenues for the same period of 2010.

For the six months ended June 30, 2011, the Company had a net loss
of $837,455 on $98,513 of revenues, compared with a net loss of
$776,873 on $276,084 of revenues for the same period last year.

The Company's balance sheet at June 30, 2011, showed $1.1 million
in total assets, $3.9 million in total liabilities, and a
stockholders' deficit of $2.8 million.

The Company has an accumulated deficit of $12,735,715 and
$11,898,260 at June 30, 2011, and Dec. 31, 2010, respectively, and
stockholders' deficit of $2,781,836 and $2,325,967 as of
June 30, 2011, and Dec. 31, 2010, respectively.  The Company
requires substantial additional funds to manufacture and
commercialize its products.  "Management is actively seeking
additional sources of equity and/or debt financing; however, there
is no assurance that any additional funding will be available,"
the Company said in the filing.

"These factors, among others, raise substantial doubt about the
Company's ability to continue as a going concern."

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

                       http://is.gd/gEMHYL

Frisco, Tex-based OxySure Systems, Inc., was formed on Jan. 15,
2004, as a Delaware "C" Corporation for the purpose of developing
products with the capability of generating medical grade oxygen
"on demand," without the necessity of storing oxygen in compressed
tanks.  The Company developed a unique technology that generates
medically pure (USP) oxygen from two dry, inert powders.  Other
available chemical oxygen generating technologies contain hazards
that the Company believes make them commercially unviable for
broad-based emergency use by lay rescuers or the general public.

The Company's launch product is the OxySure Model 615 portable
emergency oxygen system.  The Company believes that the OxySure
Model 615 is currently the only product on the market that can be
safely pre-positioned in public and private venues for emergency
administration of medical oxygen by lay persons, without the need
for training.


PICHI'S INC: Files List of 20 Largest Unsecured Creditors
---------------------------------------------------------
Pichi's, Inc., has filed with the U.S. Bankruptcy Court for the
District of Puerto Rico a list of its 20 largest unsecured
creditors.

Debtor's List of 20 Largest Unsecured Creditors:

  Entity                        Nature of Claim      Claim Amount
  ------                        ---------------      ------------
Pedro L. Ramos Echevarria
Juan R. Rodriquez Esq.
P.O. Box 7693
Ponce PR 00732 7693            Suit - Tort Action    $1,450,000.00

Caribe General Constructors
2053 Ponce By Pass
Suite 201                      Construction
Ponce PR 00717 1308            Contractor            $1,115,000.00

Bally Technologies
Lockbox 749335                 Gaming Systems; Lease
Los Angeles CA 90074           And                     $565,652.79

Departamento De Hacienda
De PR                          Taxes                   $446,675.64

Aristrocat Technologies Inc    Lease of Equipment      $252,208.50

PR Electric Power (PREPA) AUT  Power Electric Services $156,641.60

State Insurance Fund Corp      Workmen's Compensation
                               Insurance               $147,325.61

Atronic International          Lease of Equipment      $136,320.00

WMS Gaming Corporate Receipts  Financing of Casino
                               Equipment               $125,116.44

Comisionado INST Financieras   Franchise Fees          $112,500.00

Best Western International     Hotel Franchise Fees     $98,423.50

Internal Revenue Service       Payroll Tax Withholdings $93,090.63

HMS Gaming LLC                 Casino Machines          $76,515.80

Banco Popular De Puerto Rico   Credit Card Purchases
                               - Visa                   $47,642.47

Compania De Turismo De PR      Room Tax                 $36,516.00

Lavanderias Del Sur            Laundry Services         $33,595.80

Reel Games Inc                 Lease of Equipment       $33,480.00

Manuel A Nunez Esq.            Legal Services           $33,012.61

Departamento Del Trabajo       Payroll Tax              $31,983.93

Capitol Security Police Inc    Security Services        $27,866.66

                         About Pichi's Inc.

Pichi's Inc. owns and operates the Best Western Pichi's Hotel in
Guayanilla, Puerto Rico.  Pichi's filed for Chapter 11 bankruptcy
(Bankr. D. P.R. Case No. 11-06583) on Aug. 3, 2011.  Judge Mildred
Caban Flores initially presided over the case, which has recently
been reassigned to the Hon. Edward A. Godoy.  Charles Alfred
Cuprill, PSC Law Offices, serves as the Debtor's bankruptcy
counsel.  CPA Luis R. Carrasquillo & Co., P.S.C., serves as
financial consultants.  In its petition, the Debtor estimated
US$10 million to US$50 million in both assets and debts.  The
petition was signed by Luis A. Emmanuelli Gonzalez, president.


POTOMAC BUSINESS: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Potomac Business Environments, LLC
        611 North Hammonds Ferry Road, Suite M
        Linthicum Heights, MD 21090

Bankruptcy Case No.: 11-29198

Chapter 11 Petition Date: September 23, 2011

Court: United States Bankruptcy Court
       District of Maryland (Baltimore)

Judge: Robert A. Gordon

Debtor's Counsel: Paul Sweeney, Esq.
                  LOGAN, YUMKAS, VIDMAR & SWEENEY LLC
                  2530 Riva Road, Suite 400
                  Annapolis, MD 21401
                  Tel: (443) 569-5972
                  Fax: (410) 571-2798
                  E-mail: psweeney@loganyumkas.com

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

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

A list of the Company's 20 largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/mdb11-29198.pdf

The petition was signed by Erin O'Donovan, president.


PRIMORDIA SEED: Case Summary & 12 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Primordia Seed, LLC
        12751 County Road 5
        Suite 100, 158, 157 and 160
        Burnsville, MN 55337

Bankruptcy Case No.: 11-35930

Chapter 11 Petition Date: September 21, 2011

Court: United States Bankruptcy Court
       District of Minnesota (St Paul)

Judge: Nancy C. Dreher

Debtor's Counsel: Ralph Mitchell, Esq.
                  LAPP LIBRA THOMSON STOEBNER & PUSCH
                  One Financial Plaza, Suite 2500
                  120 S 6th St
                  Minneapolis, MN 55402
                  Tel: (612) 338-5815
                  E-mail: rmitchell@lapplibra.com


Scheduled Assets: $81,759

Scheduled Debts: $1,911,855

A list of the Company's 12 largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/mnb11-35930.pdf

The petition was signed by Jeff Courtney, manager and CEO.


PUBLIC MEDIA: Case Summary & 25 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: Public Media Works Inc
        2330 Marinship Way, #300
        Sausalito, CA 94965

Bankruptcy Case No.: 11-40137

Chapter 11 Petition Date: September 23, 2011

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

Judge: Meredith A. Jury

Debtor's Counsel: Stephan Jan Meyers, Esq.
                  MEYERS LAW OFFICES
                  440 S. El Cielo Road, Suite 3-800
                  Palm Springs, CA 92262
                  Tel: (858) 922-2006

Scheduled Assets: $619,551

Scheduled Debts: $1,060,012

The Company's list of its 25 largest unsecured creditors filed
with the petition is available for free at:
http://bankrupt.com/misc/cacb11-40137.pdf

The petition was signed by Martin W. Greenwald, chief executive
officer.


QUALITY HOME: S&P Lowers Corporate Credit Rating to 'CCC'
--------------------------------------------------------
Standard & Poor's Ratings Services lowered its corporate credit
rating on Quality Home Brands Holdings LLC (QHB) to 'CCC' from
'CCC+'. The outlook is negative.

"At the same time, we lowered the rating on QHB's $20 million
first-out revolving credit facility to 'B-' from 'B'. The recovery
rating remains a '1', indicating our expectation of a very high
(90%-100%) recovery in the event of a payment default. The rating
on QHB's other first-lien facilities, which include a $125.6
million cash-pay term loan and a $105.9 million payment-in-kind
term loan, each due in 2014, was lowered to 'CC' from 'CCC'. We
revised the recovery rating to '6' from '5' because of the
company's lower level of EBITDA. The recovery rating of '6'
indicates our expectation of negligible (0%-10%) recovery in the
event of a payment default," S&P related.

"Our ratings on QHB reflect the company's continuing poor
operating performance and potential covenant breach over the next
12 months," said Standard & Poor's credit analyst Stephanie
Harter. "We believe the company has a highly leveraged financial
profile and vulnerable business risk profile. It is our opinion
that QHB has a narrow product focus and exposure to the weak
housing industry and U.S. economy, which have adversely affected
the company's operating performance over the past few years."

QHB's operating performance has been poor since 2008 because of
the housing downturn. For the 12 months ended June 30, 2011,
revenues remained essentially flat, year over year. In addition,
Standard & Poor's calculation for the last 12 months June 20,
2011, adjusted EBITDA margin is about 10%, which is down
significantly from prerecessionary levels, resulting in weak
credit metrics. "We estimate the adjusted total debt to EBITDA
ratio for the 12 months ended June 30, 2011, was very high, at
about 14x (including convertible preferred equity, which we
consider as debt), and adjusted EBITDA interest coverage
(including cash-pay and non-cash-pay interest) was very thin, at
about 0.6x. EBITDA coverage of cash interest is about 0.9x. We
expect QHB to face margin pressure from rising production costs
over the next year, especially from its suppliers in China, in
addition to increased competition as some of these suppliers can
sell directly to QHB's retail customers. We expect credit metrics
to remain near these levels through 2012 because of the continued
uncertainty surrounding the housing industry, the weak economic
environment, and margin pressure. At its current level of
profitability, the company will unlikely be able to comply with
the upcoming more-restrictive financial covenants in its credit
facility," S&P stated.

The outlook is negative. The company's sales are relatively flat
year over year while adjusted EBITDA remains low from sales of
lower margin products and higher input costs. The company's
liquidity position has the potential to become further constrained
as the fixed-charge covenant steps up and the leverage and
interest coverage tests are initiated, which unless amended, given
current levels of profitability could result in a covenant breach
in the third quarter of 2012. "We would lower the rating to 'CC'
if the company does not address the possible covenant violation by
early 2012. Alternatively, although unlikely over the next year,
we could revise the outlook to stable if the housing market
strengthens and QHB's sales and profits improve such that the
company is able to maintain covenant cushion of about 10%," S&P
stated.


QUINCY MEDICAL: Judge Clears Firm to Sell Its Assets to Steward
---------------------------------------------------------------
Dow Jones' DBR Small Cap reports that Quincy Medical Center Inc.
secured court approval to sell its Boston-area community hospital
to an affiliate of Steward Health Care System LLC.

                       About Quincy Medical

Quincy Medical Center is a 196-bed, nonprofit hospital in Quincy,
Massachusetts.

Quincy Medical Center, Inc. together with two affiliates, sought
Chapter 11 protection (Bankr. D. Mass. Lead Case No. 11-16394) on
July 1, 2011.

John T. Morrier, Esq., at Casner & Edwards, LLP, in Boston, serves
as counsel to the Debtors.  Navigant Capital Advisor LLC and
Navigant Consulting Inc. serve as financial advisors.  Epiq
Bankruptcy Solutions LLC is the claims, noticing, and balloting
agent.

Quincy disclosed assets of $73 million and liabilities of
$79.4 million.  Debt includes $56.4 million owing on secured bonds
issued through a state health-care finance agency.  There is
another $2.5 million secured obligation owing to Boston Medical
Center Corp.  Accrued liabilities are $18.2 million.

On July 12, 2011, the U.S. Trustee for the District of
Massachusetts appointed the Official Committee of Unsecured
Creditors.  Counsel to the Creditors' Committee is Jeffrey D.
Sternklar, Esq., at Duane Morris LLP, in Boston, Massachusetts.
Deloitte Financial Advisory Services LLC is the financial advisor
to the Creditors' Committee.


R&G FINANCIAL: Court OKs Kurtzman Carson as Balloting Agent
-----------------------------------------------------------
R&G Financial Corporation sought and obtained permission from the
U.S. Bankruptcy Court for the District of Puerto Rico to employ
Kurtzman Carson Consultants LLC as its notice and balloting agent.

The Debtor proposes to engage KCC to assist with the noticing,
balloting and tabulation services, including mailing out
Solicitation Packages and Ballots, processing returned Ballots and
Master Ballots, and mailing other required notices.

The fees to be charged by KCC in connection with the chapter 11
case are set forth in a Services Agreement.  The Debtor proposes
that the cost of KCC's services be paid from the Debtor's estate
as provided by 28 U.S.C. Sec. 156(c) and 11 U.S.C. Sec. 503(b)(I
(A).

Drake Foster -- dfoster@kccllc.com -- general counsel of KCC,
attest that KCC neither holds nor represents an interest
materially adverse to the Debtor's estate nor has a material
connection to the Debtor, its creditors or its related parties
with respect to any matter for which KCC will be employed.  KCC
may have relationships with certain of the Debtor's creditors as
vendors or in connection with cases in which KCC serves or has
served in a neutral capacity as claims and noticing agent for
another chapter 11 debtor.

                        About R&G Financial

San Juan, Puerto Rico-based R&G Financial Corporation was the
direct parent of R-G Premier Bank of Puerto Rico, a state-
chartered nonmember bank, through which RGFC primarily conducted
its business.  The Company filed for Chapter 11 bankruptcy
protection (Bankr. D. P.R. Case No. 10-04124) on May 14, 2010.
Brent R. McIlwain, Esq., Robert W. Jones, Esq., Esq., at Patton
Boggs LLP, in Dallas; and Jorge I. Peirats, Esq., at Pietrantoni,
Mendez & Alvarez, in Hato Rey, P.R., serve as the Debtor's
bankruptcy counsel.  The Debtor disclosed US$40,213,356 in assets
and US$420,687,694 in debts as of the Petition Date.


RDA HOLDING: S&P Lowers Corporate Credit Rating to 'CCC+'
---------------------------------------------------------
On Aug. 31, 2011, Standard & Poor's Ratings Services lowered its
ratings on Reader's Digest Assn. Inc. to 'CCC+' from 'B', but due
to an error did not contemporaneously lower the rating on the
holding company, RDA Holding Co.

"For the complete rationale for our downgrade of Reader's Digest,
see our research update published Aug. 31, 2011," S&P said.

Ratings List
Downgraded
                           To                From
RDA Holding Co.
Corporate credit rating   CCC+/Negative/--  B/Negative/--


REDDY ICE: Receives Non-Compliance Notice From NYSE
---------------------------------------------------
Reddy Ice Holdings, Inc., had been notified by NYSE Regulations,
Inc. that it is not in compliance with one of the continued
listing standards of the New York Stock Exchange.

Reddy Ice is considered below the continued listing criteria
established by the NYSE because the Company's total market
capitalization has been less than $50 million over a consecutive
30 trading-day period and its last reported shareholders' equity
was less than $50 million.

In accordance with NYSE procedures, Reddy Ice has 45 days from the
receipt of the notice to submit a plan to the NYSE demonstrating
how it intends to comply with the NYSE's continued listing
standards within 18 months.  Upon receipt of the Company's plan,
the NYSE will review and determine whether the Company has made a
reasonable demonstration of its ability to come into conformity
with the relevant standards within the 18 month period.  The NYSE
will either accept the plan, at which time the Company will be
subject to ongoing monitoring for compliance with this plan, or
the NYSE will not accept the plan and the Company will be subject
to suspension and delisting proceedings.  As required by the
NYSE's rules, the Company plans to notify the NYSE within 10 days
of receipt of the non-compliance notice of the Company's intent to
submit a plan to remedy its non-compliance.

The Company's common stock remains listed on the NYSE under the
symbol "FRZ," but will be assigned a ".BC" indicator by the NYSE
to signify that the Company is not currently in compliance with
the NYSE's continued listing standards.  The Company is required
to maintain compliance with other applicable NYSE continued
listing requirements, including the minimum global market
capitalization standard, which requires the Company to maintain an
average global market capitalization of at least $15 million over
a consecutive 30 trading-day period.  Failure to maintain
compliance with this requirement would result in the NYSE promptly
initiating suspension and delisting procedures.  On September 26,
2011, Reddy Ice's common stock had a closing price of $1.63 per
share, equating to a market capitalization of approximately $38.1
million.

                        About Reddy Ice

Reddy Ice Holdings, Inc. is the largest manufacturer and
distributor of packaged ice in the United States.  With
approximately 1,500 year-round employees, the Company sells its
products primarily under the widely known Reddy Ice(R) brand to a
variety of customers in 34 states and the District of Columbia.
The Company provides a broad array of product offerings in the
marketplace through traditional direct store delivery, warehouse
programs and its proprietary technology, The Ice Factory(R).
Reddy Ice serves most significant consumer packaged goods channels
of distribution, as well as restaurants, special entertainment
events, commercial users and the agricultural sector.


RENAISSANCE SURGICAL: Files List of 20 Largest Unsecured Creditors
------------------------------------------------------------------
Renaissance Surgical Arts at Newport Harbor, LLC, has filed with
the U.S. Bankruptcy Court for the Central District of California a
list of its 20 largest unsecured creditors.

Debtor's List of Its 20 Largest Unsecured Creditors:

  Entity                        Nature of Claim      Claim Amount
  ------                        ---------------      ------------
Vascular Resources Inc.
Goe & Forsythe, LLP
18101 Von Karman Avenue
Suite 510
Irvine CA 92612
Tel. (949) 798-2460             Trade Debt              $2,200,000

Gary Savlov
c/o Robert P. Goe, Esq.
Goe & Forsythe, LLP
18101 Von Karman Avenue
Suite 510
Irvine CA 92612
Tel. (949) 798-2460             Loan                      $345,000

Control Air Conditioning
5200 La Palma Avenue
Anaheim, CA 92807
Tel. (714) 777-8600             Subcontractor             $282,000

Trumpf Group                    Trade Debt                $230,000

WoltersKluwer - ProVation       Trade Debt                $193,941
Medical

Steris Corp.                    Trade Debt                $170,760

McKesson Corporation            Trade Debt                $149,114

J&J Health Care Systems, Inc.   Trade Debt                $105,831

Kendrick, Jackson & Kearl       Legal Services            $100,000

Tandem Receivable Solutions     Trade Debt                 $86,488

Bard Peripheral Vascular, Inc.  Trade Debt                 $83,875

Quiring Construction            Construction Mgr           $70,935

Fresno Plumbing                 Subcontractor              $69,000

Architectural Wood              Subcontractor              $60,000

Rumex                           Trade Debt                 $55,733

Zeiss                           Trade Debt                 $39,763

Bausch & Lomb                   Trade Debt                 $38,000

Jani-King of California, Inc.   Services                   $35,038

Boston Scientific               Trade Debt                 $34,434

Allergan Sales Inc.             Trade Debt                 $33,509

        About Renaissance Surgical Arts at Newport Harbor

An involuntary Chapter 11 petition was filed against Costa Mesa,
California-based Renaissance Surgical Arts at Newport Harbor
(Bankr. C.D. Calif. Case No. 11-19749) on July 11, 2011.  On
Aug. 2, 2011, the Court entered an order for relief.  Judge Erithe
A. Smith presides over the case.

The petitioners are Dr. Gary Reiter, allegedly owed $907,515;
Vascular Resources Inc., allegedly owed $2,462,492; and Anthony C.
Pings, allegedly owed $266,169.  The Petitioners are represented
by Robert P. Goe, Esq., at Goe & Forsythe, LLP.

Michael D. Good, Esq., at South Bay Law Firm, in Torrance, Calif.,
is the proposed counsel for the Debtor.


RIVERCREST, LLC: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Rivercrest, LLC
        133 S. WaterSound Parkway
        Panama City Beach, FL 32413

Bankruptcy Case No.: 11-17612

Chapter 11 Petition Date: September 21, 2011

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

Judge: Michael G. Williamson

Debtor's Counsel:  Scott A. Stichter, Esq.
                   STICHTER, RIEDEL, BLAIN & PROSSER
                   110 E. Madison Street, Suite 200
                   Tampa, FL 33602-4700
                   Tel: (813) 229-0144
                   Fax: (813) 229-1811
                   E-mail: sstichter.ecf@srbp.com

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

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

A copy of the list of 20 largest unsecured creditors is
available for free at http://bankrupt.com/misc/flmb11-17612.pdf

The petition was signed by Bryan W. Duke, chief restructuring
officer.


ROBERT ROOD: Maryland Court Rules in Chapter 7 Trustee's Suit
-------------------------------------------------------------
Bankruptcy Judge Paul Mannes issued various rulings in the
complaint filed by Gary A. Rosen -- the Chapter 7 Trustee of
Robert F. Rood IV and his debtor-affiliates -- and Southern
Management Corporation Retirement Trust against the Debtors.

SMCRT is a trust that was created to manage the pension funds of
employees and officers of Southern Management Corporation.  SMCRT
holds a nondischargeable judgment, entered by default, against Mr.
Rood for $13,876,353.  The judgment arose out of a fraudulent
scheme whereby funds placed in Mr. Rood's hands to invest on
behalf of SMCRT were misappropriated.

The Complaint was filed by the Plaintiffs on April 1, 2009.  The
Plaintiffs also filed an Emergency Motion for Temporary
Restraining Order and Preliminary Injunction, seeking to enjoin
the Defendants and any agent or representative acting for them
directly or indirectly from taking any action or making any
transfers of any property or assets or engaging in any financial
or business transactions including, but not limited to, any
transactions involving, directly or indirectly, any and all assets
of Mr. Rood and various entities owned by Mr. Rood, Kore Holdings
Inc., and First Washington Equities LLC.

The case is, GARY A. ROSEN, CHAPTER 7 TRUSTEE and SOUTHERN
MANAGEMENT CORPORATION RETIREMENT TRUST, v. KORE HOLDINGS, INC;
ARCADIAN, INC.; FIRST WASHINGTON FINANCIAL CORPORATION; LEVEL ONE
MORTGAGE CAPITAL; MORTGAGE AMERICAN BANKERS; SOURCE BIO-PLASTICS,
INC. SUNVOLT; WHIPLASH MOTOR SPORTS, LLC; ROBERT FULTON ROOD, IV;
CHARLES TIMOTHY JEWELL; NIK HEPLER; GRACE ANN ROOD; ROBERT F.
ROOD, III; WARREN A. HUGHES, JR.; and FIRST WASHINGTON EQUITIES,
LLC, Adv. Proc. No. 09-0188 (Bankr. D. Md.).  A copy of the
Court's Sept. 26, 2011 Memorandum of Decision is available at
http://is.gd/k6Fvqifrom Leagle.com.

Robert F. Rood IV and his various corporate entities filed for
Chapter 7 bankruptcy (Bankr. D. Md. Lead Case No. 08-17199) in
2008.  Those related entities are The Source LLC, Blue Horseshoe
Portfolio Services LLC, Level One Capital Partners LLC, Blue
Horseshoe Capital LLC, Mattehorn Financial LLC, Level One Capital
Partners.

Southern Management Corporation Retirement Trust in May 2008 sued
Mr. Rood, Blue Horseshoe and Level One in the Circuit Court for
Montgomery County, seeking the appointment of a receiver.  SMCRT
had learned that Rood et al. were commingling and misusing SMCRT
loan proceeds for personal gain.  Mr. Rood filed for Chapter 7 on
the day before a hearing in the Circuit Court regarding the
appointment of a permanent receiver and the granting of a
preliminary injunction.  After Rood's bankruptcy filing, the
Circuit Court took no further action as to him but entered an
Order appointing Thomas Murphy, Esq., as receiver, together with
an Order enjoining the Debtor Entities from misappropriating funds
and dissipating assets.

Mr. Rood acting pro se filed a second bankruptcy case, this time
under Chapter 11 (Bankr. S.D. Fla. Case No. 10-18984) on April 7,
2010.  The case was transferred to the Maryland Bankruptcy Court
(Bankr. D. Md. Case No. 10-22378), and consolidated with Mr.
Rood's existing Chapter 7 case.  While Rood thereafter sought to
dismiss the Chapter 11 case, the court converted it to a case
under Chapter 7 on Aug. 31, 2010.

Mr. Rood filed a Chapter 11 case on behalf of Kore (Bankr. D. Nev.
10-_____) on April 7, 2010.  That case was transferred to Maryland
(Bankr. D. Md. Case No. 10-19436) and converted to a case under
Chapter 7 on motion of the U.S. Trustee on Aug. 23, 2010.


SANTA FE GOLD: Stark Schenkein Raises Going Concern Doubt
---------------------------------------------------------
Santa Fe Gold Corporation filed on Sept. 13, 2011, its annual
report on Form 10-K for the fiscal year ended June 30, 2011.

Stark Schenkein, LLP, in Denver, Colorado, expressed substantial
doubt about Santa Fe Gold's ability to continue as a going
concern.  The independent auditors noted that the Company has
suffered recurring losses from operations, has no current
significant source of operating revenues, has a working capital
deficit and needs to secure financing to remain a going concern.

The Company reported a net loss of $4.6 million on $6.4 million of
sales for fiscal 2011, compared with a net loss of $1.2 million on
$320,145 of sales for fiscal 2010.

The Company's balance sheet at June 30, 2011, showed $27.2 million
in total assets, $27.7 million in total liabilities, and
stockholders' equity of $537,450.

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

                       http://is.gd/tBwNsA

Albuquerque, New Mexico-based Santa Fe Gold Corporation
(OTC BB: SFEG) -- http://www.santafegoldcorp.com/-- is a mining
and exploration enterprise focused on acquiring and developing
gold, silver, copper and industrial mineral properties.  Santa Fe
controls: (i) the Summit mine and Lordsburg mill in southwestern
New Mexico, which began processing operations in 2010; (ii) a
substantial land position near the Lordsburg mill, comprising the
core of the Lordsburg Mining District; (iii) the Ortiz gold
property in north-central New Mexico; (iv) the Black Canyon mica
deposit and processing equipment near Phoenix, Arizona; and (v) a
deposit of micaceous iron oxide (MIO) in western Arizona.


SAVANNAH OUTLET: U.S. Trustee Objects to Disclosure Statement
-------------------------------------------------------------
Donald F. Walton, the United States Trustee for Region 21, objects
to the disclosure statement explaining the proposed Chapter 11
plan filed by Savannah Outlet Shoppes, LLC.

Joel Paschke, Esq., representing the U.S. Trustee, states that the
Disclosure Statement fails to include data showing the Debtor's
postpetition financial performance.  Without the information,
creditors have no ability to judge for themselves whether the
Debtor's cash flow projections are feasible, Mr. Paschke says.

Mr. Paschke notes that the Debtor's bankruptcy schedules report
roughly $52,000 in unsecured claims.  However, the Debtor proposes
to pay some but not all (only $22,000) of these claims in full but
without interest.  The disclosure statement should specifically
identify those claims that the debtor proposes to pay in full as
well as those claims which will not receive any distribution under
the plan.

In the Plan, Mr. Paschke states that the Debtor fails to specify
what constitutes property of the estate if the plan is confirmed
and the case is subsequently converted to Chapter 7.  The
following language should be added to the plan: "If the plan is
confirmed and the case is subsequently converted to chapter 7, all
of the property that vested in the reorganized debtor at
confirmation, and any proceeds of such property, shall revest in
the chapter 7 estate."

Comm 2006-C8 Gateway Boulevard Limited Partnership also objects to
the Disclosure Statement for the Debtor's Chapter 11 Plan and to
the valuation of real estate property.

The Lender is the Debtor's senior secured creditor, and holds a
first priority perfected security interest in and to the Debtor's
real property, a commercial shopping center located in Savannah,
Georgia.  The Debtor assumes, without any disclosed basis, that
the value of the Property is $10,133,747.  The Lender objects to
that valuation as inaccurate.  The Lender believes that the
disclosure statement should state whatever basis or support the
Debtor has for that valuation.

The Debtor estimates that prepetition non-insider, non-priority
unsecured claims "total approximately $22,000," but provides no
further detail.  The Lender states that the Debtor should be
required to provide a list of unsecured creditors whose claims are
still outstanding, with amounts due.

The disclosure statement does not include any description of the
lease status of the major tenants on the Property, which pertains
directly to the value of the Property and the feasibility of the
proposed plan.  The Lender contends that the lease status of at
least the major tenants should be disclosed.

The Debtor's plan proposes to extend the maturity of its
obligations to Lender from 2016 to 2021, but the disclosure
statement includes financial projections only through June 2012,
which are inadequate for making any informed judgment about the
Debtor's ability to perform the plan.

The Debtor states that it knows of no preference or fraudulent
conveyance actions for which the possibility of material recovery
for the estate exists, but provides no further detail to support
this conclusion.  The Debtor's Statement of Financial Affairs
lists $179,846 in transfers to various insiders within one year of
the bankruptcy filing.  The Lender tells the Court that the Debtor
should at least explain why none of these is recoverable.

Comm 2006-C8 Gateway Boulevard Limited is represented by:

         Thomas M. Byrne, Esq.
         SUTHERLAND ASBILL & BRENNAN LLP
         999 Peachtree Street, NE
         Atlanta, Georgia 30309
         Tel: (404) 853-8026
         Fax: (404) 853-8806
         E-mail: tom.byrne@sutherland.com

                    - and -

         Kathleen Horne (GSB # 367450)
         INGLESBY FALLIGANT, HORNE, COURINGTON, & CHISHOLM, P.C.
         17 West McDonough Street
         Savannah, Georgia 31402
         Tel: (912) 232-7000
         Fax: (912) 238-0286
         E-mail: khorne@ifhlaw.com

The hearing on the Disclosure Statement is scheduled on Nov. 15,
2011 at 10 A.M.

                   About Savannah Outlet Shoppes

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 Debtors' professionals include Bulovic Law Firm, LLC, as local
co-counsel, and Steven H. Spears as accountant.  The Debtor
estimated assets and debts at $10 million to $50 million.


SEA HORSE: Case Summary & 3 Largest Unsecured Creditors
-------------------------------------------------------
Debtor: Sea Horse Realty & Construction, Inc.
        P.O. Box 2410
        Kill Devil Hills, NC 27948

Bankruptcy Case No.: 11-07223

Chapter 11 Petition Date: September 21, 2011

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

Judge: J. Rich Leonard

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

Scheduled Assets: $1,782,650

Scheduled Debts: $3,075,537

A list of the Company's three largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/nceb11-07223.pdf

The petition was signed by Rickard B. Mercer, president.

Affiliate that filed separate Chapter 11 petition:

                                                 Petition
   Debtor                              Case No.     Date
   ------                              --------     ----
Rickard B. Mercer                      09-04088   05/18/09


SIGNATURE STYLES: Court Approves Assets Sale to Artemis
-------------------------------------------------------
Signature Styles, LLC obtained approval from the U.S. Bankruptcy
Court for the District of Delaware to sell substantially all of
its assets to Artemis, LLC.

Artemis is an affiliate of private equity firm Patriarch
Partners LLC, which owned and was the secured lender to Signature
Styles before it filed for bankruptcy in June of this year.  It
will acquire the assets pursuant to the stalking horse asset
purchase agreement it entered into with Signature Styles.

Signature Styles initially planned to hold an auction for the
assets on Sept. 1.  The auction was cancelled after the company
did not receive any qualified competing bids for the assets.

As reported in the Troubled Company Reporter on Sept. 12, 2011,
the assets will be sold in exchange for a large chunk of debt and
a small sliver of cash.  The buyer will assume specified debt,
including $30 million on a term loan and revolving credit.  The
buyer will also honor some customer obligations.

At the sale closing, Patriarch Partners and its affiliates
including the buyer, will be deemed to have waived their claims
against Signature Styles and its estate.  Any proof of claim filed
by Patriarch will be deemed expunged.

A full-text copy of the sale order is available without charge at
http://bankrupt.com/misc/Signature_SaleOrderArtemis.pdf

                      About Signature Styles

Signature Styles LLC, owner of the Spiegel catalog, filed a
Chapter 11 petition (Bankr. D. Del. Case No. 11-11733) on June 6,
2011, along with a deal to sell the business to affiliates of the
current owners and lenders.

New York-based Signature Styles, which filed for bankruptcy
together with its affiliates, disclosed assets of $48.6 million
and debt of $867.6 million.  It purchased the Spiegel business for
$21.7 million at a foreclosure sale in June 2009.  Debt includes
$37.2 million owing on a secured term loan and revolving credit.
Unsecured debt totals $35.3 million, which include $9.8 million
owing to trade suppliers and $23.2 million in customer
obligations.  The lenders and owners are funds affiliated with
Patriarch Partners LLC.

Christopher A. Ward, Esq., at Polsinelli Shughart PC, in
Wilmington, Delaware, serves as counsel to the Debtor.  Western
Reserve Partners LLC serves as investment bankers. Epiq Bankruptcy
Solutions, LLC, is the claims and notice agent.

A fund affiliated with Patriarch Partners LLC has an agreement to
buy the business in return for the assumption of specified debt,
including $30 million owing on the term loan and revolving credit.
The buyer also will honor some customer obligations.  The
stalking-horse purchase agreement requires approval of bidding
procedures by July 7 and approval of a sale by Aug. 4.

Roberta A. Deangelis, United States Trustee for Region 3, under 11
U.S.C. SEC 1102(a) and (b), appointed the following amended
unsecured creditors who are willing to serve on the Official
Committee of Unsecured Creditors of Signature Styles LLC.


SIGNATURE STYLES: Seeks First Exclusivity Extension
---------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Signature Styles LLC is requesting a first extension
of the exclusive right to propose a Chapter 11 plan.  At the
Oct. 18 hearing on the exclusivity motion, the company will
explain how efforts are now focused on “addressing obstacles” to a
liquidating Chapter 11 plan.  A wind-down officer has been named
to work on a plan and distribution of the remaining assets.

                     About Signature Styles

Signature Styles LLC, owner of the Spiegel catalog, filed a
Chapter 11 petition (Bankr. D. Del. Case No. 11-11733) on June 6,
2011, along with a deal to sell the business to affiliates of the
current owners and lenders.

New York-based Signature Styles, which filed for bankruptcy
together with its affiliates, disclosed assets of $48.6 million
and debt of $867.6 million.  It purchased the Spiegel business
for $21.7 million at a foreclosure sale in June 2009.

Christopher A. Ward, Esq., at Polsinelli Shughart PC, in
Wilmington, Delaware, serves as counsel to the Debtor.  Western
Reserve Partners LLC serves as investment bankers. Epiq
Bankruptcy Solutions, LLC, is the claims and notice agent.

Signature Styles completed the bankruptcy sale of the Spiegel
catalogue business to the secured lender on Sept. 12, 2011.  The
business was purchased by a fund associated with Patriarch
Partners LLC, the owner and lender through affiliated funds. The
contract with Patriarch was negotiated before the Chapter 11
filing. The Patriarch fund paid $2 million cash and assumed
specified liabilities, including $30 million outstanding on a term
loan and revolving credit.

The U.S. Trustee has formed an Official Committee of Unsecured
Creditors.


SOUTHWEST GEORGIA: Disclosure Statement Hearing Set for Oct. 5
--------------------------------------------------------------
Judge James D. Walker, Jr., of the U.S. Bankruptcy Court for the
Middle District of Georgia will convene a hearing on Oct. 5, 2011,
at 2:00 p.m., to consider approval of the disclosure statement
explaining Southwest Georgia Ethanol, LLC's plan of
reorganization.

Written objections to the Disclosure Statement or to whether
"adequate information" is provided thereby may be filed on or
before Sept. 29.

The Plan proposes a 3% recovery to holders of general unsecured
claims, estimated at $2,100,000.  Holders of prepetition senior
secured lender claims, estimated at $107,644,144, will receive a
97.5% recovery of their claims.  Each holder of an allowed
prepetition senior secured lender claim will receive their pro
rata share of new preferred units and new Class B units.

Holders of other secured claims, estimated at $2,744,833, will
recover 100% of their claims.  There are several holders of Other
Secured Claims for equipment used at the Debtor's facility.
Mitchell County has filed a secured tax claim, and has submitted
invoices to the Debtor for 2011 ad valorem property taxes owing.

Administrative Expense Claims, DIP Financing Claims, Professional
Fee Claims, and Priority Tax Claims will be paid in full in cash.

                  About Southwest Georgia Ethanol

Southwest Georgia Ethanol LLC, a unit of First United Ethanol Co.,
sought bankruptcy protection (Bankr. M.D. Ga. 11-10145) in Albany,
Georgia, on Feb. 1, 2011.

The Debtor owns and operates an ethanol production facility
located on 267 acres in Mitchell County, Georgia, producing
100 million gallons of ethanol annually.  Ethanol production
operations commenced in October 2008.  Revenue was $168.9 million
for fiscal year ended Sept. 30, 2010.  The Debtor said
profitability and liquidity have been materially reduced by
unfavorable fluctuations in commodity prices for ethanol and corn.

John Michael Levengood, Esq., at McKenna Long & Aldridge LLP, in
Atlanta, Georgia, serves as counsel to the Debtor.  Morgan Keegan
& Company, Inc., is the investment banker and financial advisor.

The Debtor's balance sheet showed $164.7 million in assets and
$134.1 million in debt as of Dec. 31, 2010.

Since 2008, at least 11 ethanol-related companies have sought
court protection, including VeraSun Energy Corp., once the second-
largest U.S. ethanol maker; units of Pacific Ethanol Inc.; and
White Energy Holding Co.


SOVRAN LLC: Court Okays Bullivant Houser as Bankruptcy Counsel
--------------------------------------------------------------
The U.S. Bankruptcy Court for the Western District of Washington
authorized, on a final basis, Sovran LLC to employ Bullivant
Houser Bailey, PC as counsel.

As reported in the Troubled Company Reporter on Sept. 21, 2011,
the Debtor previously obtained a temporary order authorizing the
employment of the firm.

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

Sovran LLC, filed a Chapter 11 petition (Bankr. W.D. Wash. Case
No. 11-45107) on June 23, 2011.


SOVRAN LLC: GVA Kidder Approved as Commercial Real Estate Brokers
------------------------------------------------------------------
The U.S. Bankruptcy Court for the Western District of Washington
authorized, on a final basis, Sovran LLC to employ GVA Kidder
Mathews as commercial real estate brokers for the Debtor.

As reported in the Troubled Company Reporter on Sept. 21, 2011,
the Debtor previously obtained a temporary order authorizing the
employment of the firm.

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

                          About Sovran LLC

Sovran LLC, filed a Chapter 11 petition (Bankr. W.D. Wash. Case
No. 11-45107) on June 23, 2011.  Richard G. Birinyi, Esq., and
Lawrence R. Ream, Esq., at Bullivant Houser Bailey PC, in Seattle,
Washington, serve as counsel.


SPANISH INN: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Spanish Inn Inc.
          aka Spanish Inn & Villas
              Spanish Inn Hotel & Villas
          dba Spanish Inn & Villas
              Spanish Inn Hotel and Villas
        640 N. Indian Canyon Road
        Palm Springs, CA 92262

Bankruptcy Case No.: 11-39840

Chapter 11 Petition Date: September 22, 2011

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

Judge: Wayne E. Johnson

Debtor's Counsel: B. Kwaku Duren, Esq.
                  B. KWAKU DUREN & ASSOCIATES, PC
                  4716 Crenshaw Boulevard
                  Los Angeles, CA 90043
                  Tel: (323) 290-6146
                  Fax: (323-290-1645
                  E-mail: bkwakuduren@msn.com

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

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

The Company's list of its 20 largest unsecured creditors filed
with the petition is available for free at:
http://bankrupt.com/misc/cacb11-39840.pdf

The petition was signed by Ramy Hormoz, president.


SPECTRAWATT INC: Okayed to Access A-1 Noteholder's Cash Collateral
------------------------------------------------------------------
The Hon. Cecelia G. Morris of the U.S. Bankruptcy Court for the
Southern District of New York authorized, on a final basis,
Spectrawatt, Inc., to use cash collateral of A-1 Noteholders.

All funds and cash investments of the Debtor, including any
funds on deposit at any institutions, are asserted as cash
collateral of the Series A-1 Noteholder Agent and the Series A-1
Noteholders.

The Series A-1 Notes are secured by valid, enforceable, perfected
and unavoidable first liens in favor of the Series A-1 Noteholders
on substantially all of the Debtor's assets pursuant to the
prepetition loan documents.

The Debtor would use the cash collateral to continue it business
operations postpetition.

The Debtor has stipulated that pursuant to the Prepetition Loan
Documents, the Debtor was indebted and liable to the Series A-1
Noteholder Agent and the Series A-1 Noteholders, in the aggregate
principal amount of $25,397,113 plus fees and expenses, as of
Aug. 19, 2011, in respect of loansmade by the Series A-1
Noteholder Agent and the Series A-1 Noteholders.

As adequate protection for any diminution in value of the lenders'
collateral, the Debtors will grant the A-1 Noteholders with
adequate protection liens and superpriority administrative expense
claims status, subject to carve out on certain expenses.

The Debtor's cash collateral use is subject to the occurrence of
an Event of Default, which includes, among other things:

   a) the issuance of an order staying, reversing, modifying or
   vacating this order or any further cash collateral order, as
   applicable;

   b) with respect to a sale of substantially all of the Debtor's
   assets, (i) the Debtor's failure to obtain entry of a bid
   procedures order by Sept. 30, 2011, in a manner acceptable to
   the Series A-1 Noteholder Agent, or (ii) absent the prior
   written consent of the Series A-1 Noteholder Agent, the
   Debtor's failure to obtain approval of an asset sale under
   Bankruptcy Code section 363 by Oct. 31, 2011;

   c) the entry of an order dismissing the Debtor's chapter 11
   case, converting the case to chapter 7, or appointing a chapter
   11 trustee or an examiner with expanded powers in the case;

   d) any action by the Debtor, including the filing of an
   application, in support of any of the foregoing Events of
   Default;

   e) the breach by the Debtor of any term or provision of this
   order or any further cash collateral order;

   f) the acquisition by any postpetition lender to the Debtor of
   a postpetition security interest in or lien upon any property
   of the Debtor having parity with or priority over the security
   interest and liens in such property held by the Series A-1
   Noteholder Agent or any Series A-1 Noteholder; or

   g) the entry of an order by any court that terminates the
   authority of the Debtor to conduct all or any material part of
   its business.

                      About SpectraWatt

Based in Hopewell Junction, New York, SpectraWatt Inc. was spun
off from Intel in June 2008 and raised $50 million through a sale
of preferred stock to its former parent and other investors
including Goldman Sachs Group Inc.'s Cogentrix Energy LLC, PCG
Clean Energy and Berlin-based solar panel maker Solon SE.  The
Company has also issued about $36.7 million in senior secured
convertible notes.

The Company has a manufacturing facility in Hopewell Junction
designed to generate over 200 megawatts of production per year.
The plant began operations in January 2010 with an initial
capacity of only 30 megawatts per year.

The Company began winding down its affairs late last year after
encountering setbacks and shut down the lone manufacturing
facility in March, and fired all its workers.

SpectraWatt filed a Chapter 11 petition (Bankr. S.D.N.Y. Case No.
11-37366) on Aug. 19, 2011, in Poughkeepsie, New York.

SpectraWatt estimated as much as $50 million in both debt and
assets as of the Chapter 11 filing.

Mark W. Wege, Esq., and Scott Davidson, Esq., at King & Spalding
LLP, in Houston, Texas, is the proposed counsel for the Debtor.


SSI GROUP: U.S. Trustee Appoints 7–Member Creditors Committee
-------------------------------------------------------------
Chapter11Cases.com says that the United States Trustee filed a
notice with the Delaware bankruptcy court Tuesday which identified
the creditors that have been appointed to the Official Committee
of Unsecured Creditors in the chapter 11 bankruptcy cases of SSI
Group Holding Corp. and its affiliates.

The members of the Creditors' Committee are:

    * The Coca-Cola Company (Atlanta, Georgia)
    * Accel Networks, LLC (St. Petersburg, Florida)
    * Pyro Brand Development, LLC (Dallas, Texas)
    * DDR Corp. (Beechwood, Ohio)
    * Glazier Foods Company, Inc. (Houston, Texas)
    * Valassis, Inc. (Windsor, Connecticut)
    * Performance Food Group, Inc. d/b/a Vistar Corporation
      (Centennial, Colorado)

According to a notice of appearance filed later in the day,
Chapter11Cases.com notes, the Creditors' Committee has selected
the law firm of Pachulski Stang Ziehl & Jones LLP as its counsel.
Attorneys in the firm's Los Angeles, California and Wilmington,
Delaware offices are listed as representing the Committee.

                         About SSI Group

On Sept. 14, 2011, SSI Group Holding Corp. sought bankruptcy
protection (Bankr. D. Del. Case No. 11-12917) in Wilmington,
Delaware, after months of lackluster performance at its two
struggling restaurant chains, which combined operate about 120
locations, and its debts mounted to $47.5 million.  Judge Mary F.
Walrath presides over the case.  SSI reported $23.9 million in
assets as of Aug. 28, 2011.  The Debtor is represented by
Proskauer Rose LLP and Cozen O'Connor as counsel and Morgan Joseph
TriArtisan LLC as financial advisors.

SSI is behind two southern restaurant chains -- the healthy Souper
Salad chain and "comfort food"-serving Grandy's restaurants.

Affiliates Super Salad, Inc. (Case No. 11-12918), SSI-Grandy's LLC
(Case No. 11-12919), and Souper Brands, Inc. (Case No. 11-12920),
also sought Chapter 11 protection on Sept. 14, 2011.

The Debtors hope to use the bankruptcy cases to sell their
Grandy's chain to an affiliate of Sun Capital Partners (or a
higher bidder) and to sell their Souper Salad chain to a to-be
determined buyer (no stalking horse bidder has been identified).


STONEHEATH RE: Fitch Puts Rating on $350 Mil. Preferred at 'BB+'
----------------------------------------------------------------
Fitch Ratings has assigned a 'BBB' rating to XL Group Ltd.'s (XL)
recently announced $400 million issue of senior notes due 2021.
Fitch has also affirmed its existing ratings on XL and its
property/casualty (re)insurance subsidiaries.

The Rating Outlook is Stable.

The rating assigned to the newly issued senior unsecured notes
is equivalent to Fitch's ratings on the company's currently
outstanding senior unsecured securities.  XL expects to use the
net proceeds from the offering as partial funding to repay the
$600 million XL Capital Finance (Europe) PLC senior notes at
maturity in January 2012.

Fitch's rationale for the affirmation of XL's ratings reflects the
company's solid capitalization, reasonable financial leverage and
stable competitive position.  The ratings also reflect anticipated
challenges in a competitive property/casualty market and soft rate
environment, poor underwriting results in the first half of 2011
and the potential drag from the remaining run-off life business.

XL's capitalization remains favorable with GAAP shareholders'
equity of $10.6 billion at June 30, 2011, unchanged from year-end
2010. XL continues to maintain reasonable financial leverage with
an equity-credit adjusted debt-to-total capital ratio (including
accumulated other comprehensive income) of 16.8% at both June 30,
2011, and at Dec. 31, 2010. Following XL's $400 million senior
note issuance and August 2011 repurchase of its series C
preference ordinary shares ($71 million) and conversion of its
equity security units ($575 million) from senior debt to common
equity, pro forma equity credit adjusted debt-to-total capital
increases slightly to about 17.1% at June 30, 2011, remaining
below Fitch's expected range of 20% - 25%.

XL's competitive position remains stable, with total
property/casualty net premiums written up 11% in the first six
months of 2011 and 5% for full year 2010, with both XL's Insurance
and Reinsurance segments experiencing premium growth.  The
increases are due to targeted new business growth, strong mid-to
upper 80% retentions at historical levels across all lines of
business and the recapture of some of the previously lost
business, partially offset by the continuing competitive market
environment and overall flat rate environment.

Following net income posted by XL in 2010 and 2009, the company
recorded a slight net loss of $1.6 million in the first half of
2011 due to sizable catastrophe losses from the Japanese and New
Zealand earthquakes and the Australian floods.  As a result, XL's
core property/casualty operations posted a higher GAAP combined
ratio of 110.1% for the first six months of 2011 compared to a
96.4% combined ratio for the first six months of 2010.  Excluding
the impact of catastrophes (17.6 points) and favorable reserve
development (7.7 points), XL's combined ratio for the first six
months of 2011 was 100.2%, up 4.9 points from the first six months
of 2010.  This deterioration was primarily driven by higher large
loss activity in the Insurance segment's energy and property
business and a large marine loss in the Reinsurance segment.

Key rating triggers that could lead to an upgrade include
operating earnings that remain in line with higher rated peers,
overall flat to favorable loss reserve development, continued
moderate level of volatility in the investment portfolio, debt-to
total capital maintained below 20% and continued improvement in
insurance subsidiary capitalization.

Key rating triggers that could lead to a downgrade include
significant charges for reserves, investments, or runoff business
that affect equity and the capitalization of the insurance
subsidiaries, debt-to-total capital maintained above 25% and
future earnings that are significantly below industry levels.

Fitch assigns the following rating:

XL Group Ltd.

  -- $400 million 5.75% senior notes due 2021 'BBB'.

Fitch affirms the following ratings with a Stable Outlook:

XL Group Ltd.

  -- IDR at 'BBB+';
  -- $600 million 5.25% senior notes due 2014 at 'BBB';
  -- $350 million 6.375% senior notes due 2024 at 'BBB';
  -- $325 million 6.25% senior notes due 2027 at 'BBB';
  -- $1,000 million 6.375% series E preferred ordinary shares at
     'BB+'.

XL Capital Finance (Europe) PLC

  -- IDR at 'BBB+';
  -- $600 million 6.5% guaranteed senior notes due 2012 at 'BBB'.

Stoneheath Re

  -- IDR at 'BBB+';
  -- $350 million non-cumulative perpetual preferred at 'BB+'.

Fitch has also affirmed at 'A' the IFS ratings of the following XL
Group Ltd. (re)insurance subsidiaries with a Stable Outlook:

  -- XL Insurance (Bermuda) Ltd;
  -- XL Re Ltd;
  -- XL Insurance Switzerland;
  -- XL Re Latin America Ltd;
  -- XL Insurance Company Limited;
  -- XL Insurance America, Inc.;
  -- XL Reinsurance America Inc.;
  -- XL Re Europe Limited;
  -- XL Insurance Company of New York, Inc.;
  -- XL Specialty Insurance Company;
  -- Indian Harbor Insurance Company;
  -- Greenwich Insurance Company;
  -- XL Select Insurance Company.


STRONGBUILT INC: Slapped With $977T Product Liability Judgment
--------------------------------------------------------------
In the case, DOUGLAS TAYLOR and TONYA TAYLOR, v. STRONGBUILT,
INC., and STRONGBUILT INTERNATIONAL, LLC., Civil Action No.
09-0806-KD-C (S.D. Ala.), District Judge Kristi K. DuBose granted
the plaintiffs' motions for default judgment and ordered that
default judgment in the total amount of $977,426 be entered
against the defendants StrongBuilt and SBI and in favor of the
Taylors pursuant to Fed.R.Civ.P. 55(b)(2).  The Taylors assert a
products liability claim after a tree stand manufactured by
StrongBuilt and sold at Wal-Mart failed causing Douglas to incur
spinal cord injuries.  A copy of the Court's Sept. 23, 2011 Order
is available at http://is.gd/QeMOrTfrom Leagle.com.

StrongBuilt filed for Chapter 11 bankruptcy (Bankr. W.D. La. Case
No. 03-31317) in 2003.  The case was closed March 14, 2006.

StrongBuilt International, LLC, in Waterproof, Louisiana, filed
for Chapter 11 bankruptcy (Bankr. W.D. La. Case No. 09-30633) on
April 1, 2009. Wade N. Kelly, Esq. -- wnkellylaw@yahoo.com --
represented the Debtor.  In its petition, it estimated $1 million
to $10 million in both assets and debts.  The 2009 petition was
signed by Kenneth K. Killen, managing member of the company.


SYLVESTER HOMES: Case Summary & 5 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Sylvester Homes Lot 2 LLC
        P.O. Box 1167
        Solana Beach, CA 92075

Bankruptcy Case No.: 11-15783

Chapter 11 Petition Date: September 23, 2011

Court: United States Bankruptcy Court
       Southern District of California (San Diego)

Judge: Louise DeCarl Adler

Debtor's Counsel: Julian McMillan, Esq.
                  MCMILLAN LAW GROUP
                  5402 Ruffin Road, Suite 205
                  San Diego, CA 92123
                  Tel: (858) 499-8951
                  Fax: (619) 241-8291
                  E-mail: julian@mcmillanlawgroup.com

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

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

A list of the Company's five largest unsecured creditors filed t
gether with the petition is available for free at
http://bankrupt.com/misc/casb11-15783.pdf

The petition was signed by James Dale Sylvester, president.


TAYLOR BEAN: Creditors' Trustee Sues Deloitte & Touche
------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that when Taylor Bean & Whitaker Mortgage Corp.
implemented its Chapter 11 plan on Aug. 10, the case was really
only beginning for Deloitte & Touche LLP, which had been outside
auditors for what was once the largest independent mortgage
originator in the U.S.

In a lawsuit begun Sept. 26 in state court in Miami, a trust
created for creditors sued the former auditors, saying they
ignored red flags that a fraud was being conducted.

                        The Confirmed Plan

In addition to creating the creditors’ trust, the plan
ultimately is to administer $322 million to $521 million,
according to the disclosure statement. Once claims with higher
priority are paid, the disclosure statement explained that
between $264 million and $354 million would remain for unsecured
creditors with claims totaling more than $8 billion.
Unsecured creditors were expected to have a distribution
between 3.3 percent and 4.4 percent, the disclosure statement
said. The largest claim, $3.25 billion, belongs to the Federal
Deposit Insurance Corp.

                          About Taylor Bean

Taylor, Bean & Whitaker Mortgage Corp. grew from a small Ocala-
based mortgage broker to become one of the largest mortgage
bankers in the United States.  In 2009, Taylor Bean was the
country's third largest direct-endorsement lender of FHA-insured
loans of the largest wholesale mortgage lenders and issuer of
mortgage backed securities.  It also managed a combined mortgage
servicing portfolio of approximately $80 billion.  The company
employed more that 2,000 people in offices located throughout the
United States.

Taylor Bean sought Chapter 11 protection (Bankr. M.D. Fla. Case
No. 09-07047) on Aug. 24, 2009.  Taylor Bean filed the Chapter 11
petition three weeks after federal investigators searched its
offices.  The day following the search, the Federal Housing
Administration, Ginnie Mae and Freddie Mac prohibited the company
from issuing new mortgages and terminated servicing rights.
Taylor Bean estimated more than $1 billion in both assets and
liabilities in its bankruptcy petition

Lee Farkas, the former chairman, was sentenced in June to 30 years
in federal prison after being convicted on 14 counts of conspiracy
and bank, wire and securities fraud in what prosecutors said was a
$3 billion scheme involving fake mortgage assets.

Jeffrey W. Kelly, Esq., and J. David Dantzler, Jr., Esq., at
Troutman Sanders LLP, in Atlanta, Ga., and Russel M. Blain, Esq.,
and Edward J. Peterson, III, Esq., at Stichter, Riedel, Blain &
Prosser, PA, in Tampa, Fla., represent the Debtors.  Paul Steven
Singerman, Esq., and Arthur J. Spector, Esq., at Berger Singerman
PA, in Miami, Fla., represent the Committee.  BMC Group, Inc.,
serves as the claims and noticing agent.


TELX GROUP: S&P Assigns 'B' Rating to $340-Mil. Sr. Secured Notes
----------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'B' issue-level
and '2' recovery ratings to New York City-based The Telx Group
Inc.'s proposed $340 million senior secured credit facilities.
"The proposed facilities consist of a $50 million revolving credit
facility due 2016, which we expect to be undrawn at the close of
the transaction, and a $290 million term loan due 2017. The '2'
recovery rating indicates expectations for substantial (70%-90%)
recovery in the event of a payment default. The company plans to
use proceeds from the proposed term loan, along with an unrated
$145 million senior unsecured note issuance and $301 million in
cash, to finance the $710 million purchase of Telx by private
equity sponsors ABRY Partners and Berkshire Partners from GI
Partners," S&P related.

"In addition, we affirmed our 'B-' corporate credit rating on the
company. We will withdraw our ratings on the existing credit
facility when the transaction closes and the facility is repaid.
The rating outlook is stable," S&P stated.

"The affirmation of the 'B-' corporate credit rating incorporates
our expectation that the company's free operating cash flow (FOCF)
will remain negative into 2013 due to its significant capital
expansion plans, keeping leverage elevated," said Standard &
Poor's credit analyst Naveen Sarma.


TEXAS STAR: Case Summary & 6 Largest Unsecured Creditors
--------------------------------------------------------
Debtor: Texas Star Refreshments, LLC
        8903 Avenue P
        Lubbock, TX 79423

Bankruptcy Case No.: 11-50367

Chapter 11 Petition Date: September 21, 2011

Court: United States Bankruptcy Court
       Northern District of Texas (Lubbock)

Judge: Robert L. Jones

Debtor's Counsel: R. Byrn Bass, Jr., Esq.
                  Compass Bank Building
                  4716 4th St., Suite 100
                  Lubbock, TX 79416
                  Tel: (806) 785-1250
                  Fax: (806) 771-1260
                  E-mail: bbass@bbasslaw.com

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

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

A list of the Company's six largest unsecured creditors filed t
gether with the petition is available for free at
http://bankrupt.com/misc/txnb11-50367.pdf

The petition was signed by Rodney W. Wilson, manager.


TGJP ENTERPRISES: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: TGJP Enterprises, Inc.
        dba Patio Grill
        1115 Oak Lane
        Winter Springs, FL 32708

Bankruptcy Case No.: 11-14322

Chapter 11 Petition Date: September 21, 2011

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

Judge: Arthur B. Briskman

Debtor's Counsel: Kenneth D Herron, Jr., Esq.
                  WOLFF, HILL MCFARLIN & HERRON, P.A.
                  1851 West Colonial Drive
                  Orlando, FL 32804
                  Tel: (407) 648-0058
                  Fax: (407) 648-0681
                  E-mail: kherron@whmh.com

Estimated Assets: $0 to $50,000

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

A list of the Company's 20 largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/flmb11-14322.pdf

The petition was signed by Thomas Gekas, president.


THOS M MADDEN: Laborers' Pension Fund Wins $116T Judgment
---------------------------------------------------------
District Judge Joan B. Gottschall granted Laborers' Pension Fund,
et al.'s motion for summary judgment against Robert J. Madden,
Jr., and awarded the Fund $116,067 in unpaid contributions, wages,
and attorneys' fees and expenses.  The Fund sued Mr. Madden and
Thos. M. Madden Co. under the Employee Retirement Income Security
Act, 29 U.S.C. Sections 1132(e)(1)-(2), 1145 (2006), and the Labor
Management Relations Act as amended, 29 U.S.C. Sec. 185 (2006),
seeking recovery of $116,067.

The Fund, a multiemployer plan, is authorized to receive and
administer pension, training, and welfare funds for employees of
the Company and other businesses in the same field who are members
of the Construction and General Laborers' District Council of
Chicago and Vicinity.  The Fund is also authorized to collect
contributions for several other funds and associations.  The Union
has an existing Collective Bargaining Agreement with the Illinois
Road and Transportation Builders Association.  As a member of
IRBA, the Company is obligated to abide by the terms of the CBA.
The terms of the CBA dictate the parameters for the Company's
contributions to the Fund.  The Company was delinquent on its
payments to the Fund from January 2006 through 2009.

The lawsuit is, LABORERS' PENSION FUND and LABORERS' WELFARE FUND
OF THE HEALTH AND WELFARE DEPARTMENT OF THE CONSTRUCTION AND
GENERAL LABORERS' DISTRICT COUNCIL OF CHICAGO AND VICINITY, and
JAMES S. JORGENSEN, Administrator of the Funds, v. THOS. M. MADDEN
CO., an Illinois corporation, and ROBERT J. MADDEN, JR.,
individually, No. 09 C 7601 (N.D. Ill.).  A copy of the District
Court's Sept. 21, 2011 Memorandum Opinion and Order is available
at http://is.gd/zuqmbNfrom Leagle.com.

Thos. M. Madden Co., based in Carol Stream, Illinois, filed for
Chapter 11 bankruptcy (Bankr. N.D. Ill. Case No. 10-18837) on
April 27, 2010. Judge A. Benjamin Goldgar presides over the case.
Abraham Brustein, Esq. -- abrustein@dimonteandlizak.com -- at
Dimonte & Lizak, LLC, serves as the Debtor's counsel.  In its
petition, the Debtor estimated under $50,000 in assets and under
$10 million in debts.  The petition was signed by Robert J. Madden
Jr., president.


TRADE UNION: Wins Confirmation of Reorganization Plan
-----------------------------------------------------
Trade Union International Inc. won confirmation of a
reorganization plan this month where the owners maintain control
in return for a contribution of about $500,000.  The secured bank
debt of some $11.5 million was rolled over into a new secured
obligation.  Unaffiliated unsecured creditors with claims of about
$900,000 will be paid $750,000 in installments through 2016.  The
owners in effect subordinated unsecured claims of some $9 million.

                         About Trade Union

Montclair, California-based Trade Union International Inc.
supplies aftermarket aluminum alloy wheels and wheel and truck
accessories.  It filed for Chapter 11 bankruptcy protection on
January 31, 2011 (Bankr. C.D. Calif. Case No. 11-13071).  In its
schedules, the Debtor disclosed $11,350,971 in assets and
$19,826,869 in liabilities.

Affiliate Duck House, Inc., a California corporation, filed
a separate Chapter 11 petition (Bankr. C.D. Calif. Case No.
11-13072)on Jan. 27, 2011 .  Duck House, Inc., specializes is
designing products for sports enthusiasts.

Trade Union and Duck House are each owned one-half by Wen Pin
Chang and one-half by Mei Lien Chang.

The Debtors sought bankruptcy protection after the bank cut off
access to the bank account and said sought appointment of a
receiver.

James C. Bastian, Jr., Esq., at Shulman Hodges & Bastian LLP, in
Irvine, Calif., serves as the Debtor's bankruptcy counsel.
Winthrop Couchot PC serves as the general insolvency counsel of
the Official Committee of Unsecured Creditors.


TRIBUNE CO: Wants to Clarify March 25, 2009 Bar Date Order
----------------------------------------------------------
Tribune Co. and its affiliates and the Official Committee of
Unsecured Creditors jointly ask the Court to:

  (i) confirm that indemnification or contribution claims
      asserted by current directors and officers of the Debtors
      are not subject to the June 12, 2009 Bar Date; and

(ii) establish a deadline by which directors and officers who
      cease to be employed by the Debtors may timely file
      indemnification or contribution claims.

The Employee Compensation Defendants Group, composed of 80
current employees of the Debtors named as defendants in the
Creditors' Committee's insider preference actions and in some
cases, the state law constructive fraudulent claims actions
believes it hold claims against the Debtors for indemnification
or contribution for defense costs related to the Adversary
Proceedings.  The ECDG however has not filed indemnification or
contribution claims against the Debtors but asserts that there is
an ambiguity in the Bar Date Order.

The Bar Date Order provides that current officers and directors
of the Debtors who assert claims for indemnification or
contribution arising as a result of those officers' or directors'
prepetition or postpetition services are among those persons or
entities not required to file a proof of claim on or before the
General Claims Bar Date.

The ECDG asserts that the payments made by the Debtors to members
of the ECDG identified directly or indirectly to the Adversary
Proceedings or the SLCFC Actions could be argued to "arise" as a
result of the 2007 leveraged buyout and not "as a result of the
officers' or directors' prepetition or postpetition services."
The ECDG further notes that no deadline to file a proof of claim
or indemnification or contribution has been established for
current directors and officers who cease to be employed by the
Debtors.

Against this backdrop, the Debtors and the Creditors' Committee
propose that any director or officer who ceases to be employed by
the Debtors will have until the later of 60 days after:

  (i) their last day of employment and

(ii) if a director or officer who was employed by the Debtors
      prepetition ceased to be employed by the Debtors prior to
      the time the order on the Motion to Clarify is entered,
      the date the order on the Motion to Clarify is entered.

J. Kate Stickles, Esq., at Cole, Schotz, Meisel, Forman &
Leonard, P.A., in Wilmington, Delaware, asserts that the relief
sought in the joint request is designed only to establish
procedural deadlines related to the timeliness of filing of
certain proofs of claim and should not be construed as affecting
the underlying merits of those claims.  More importantly, the 60-
day proposed limit is consistent with due process and the Bar
Date Order established in these Chapter 11 cases, he assures the
Court.

A hearing on the Motion to Clarify, originally scheduled for
September 22, 2011, is rescheduled to October 4, 2011.


                         About Tribune Co.

Headquartered in Chicago, Illinois, Tribune Co. --
http://www.tribune.com/-- is a media company, operating
businesses in publishing, interactive and broadcasting, including
ten daily newspapers and commuter tabloids, 23 television
stations, WGN America, WGN-AM and the Chicago Cubs baseball team.

The Company and 110 of its affiliates filed for Chapter 11
protection (Bankr. D. Del. Lead Case No. 08-13141) on Dec. 8,
2008.  The Debtors proposed Sidley Austin LLP as their counsel;
Cole, Schotz, Meisel, Forman & Leonard, PA, as Delaware counsel;
Lazard Ltd. and Alvarez & Marsal North America LLC as financial
advisors; and Epiq Bankruptcy Solutions LLC as claims agent.  As
of Dec. 8, 2008, the Debtors have $7,604,195,000 in total assets
and $12,972,541,148 in total debts.  Chadbourne & Parke LLP and
Landis Rath LLP serve as co-counsel to the Official Committee of
Unsecured Creditors.  AlixPartners LLP is the Committee's
financial advisor.  Landis Rath Moelis & Company serves as the
Committee's investment banker.  Thomas G. Macauley, Esq., at
Zuckerman Spaeder LLP, in Wilmington, Delaware, represents the
Committee in connection with the lawsuit filed against former
officers and shareholders for the 2007 LBO of Tribune.

Two competing Chapter 11 plans are being pursued in the Chapter 11
cases of Tribune.  One plan is being co-proposed by the Debtors,
the Official Committee of Unsecured Creditors, Oaktree Capital
Management, L.P., Angelo Gordon & Co., L.P. and JPMorgan Chase
Bank, N.A.  A second plan is being pursued by Aurelius Capital
Management LP, on behalf of its managed entities; Deutsche Bank
Trust Company Americas, in its capacity as successor indenture
trustee for certain series of senior notes; Law Debenture Trust
Company of New York, in its capacity as successor indenture
trustee for certain series of senior notes; and Wilmington Trust
Company, in its capacity as successor indenture for the PHONES
Notes.  Judge Kevin J. Carey has not issued a ruling on the plan.

Bankruptcy Creditors' Service, Inc., publishes Tribune Bankruptcy
News.  The newsletter tracks the chapter 11 proceeding undertaken
by Tribune Company and its various affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)


TRIBUNE CO: Proposes Stipulation to Resolve Late D&O Claims
-----------------------------------------------------------
Tribune Co. and its affiliates and the Official Committee of
Unsecured Creditors jointly ask the Court to approve a stipulation
treating certain late-filed indemnification claims of certain
former directors and officers as timely-filed.

The D&O Claimants are:

  (i) Tom E. Ehlmann; John Birmingham; Mark W. Hianik and Peter
      Knapp -- Initial D&O Defendants; and

(ii) Kathleen Waltz; John Vitanovec; Timothy Landon; Richard
      Malone; Luis Lewin; David Hiller; Thomas Leach; John
      Reardon and Scott Smith -- Additional D&O Defendants.

The D&O Claimants, each of whom is a former director or officer
of the Debtors, recently notified the Debtors that they have
either filed or intend to file:

  (a) indemnification claims against the Debtors in connection
      with the Creditors' Committee's adversary proceedings and
      the state law constructive fraudulent conveyance claims
      actions in which they have been or may subsequently be
      named defendants, and any other litigation pending or
      hereafter filed, and arising from or relating to the D&O
      Claimants' service as directors or officers of the Debtors
      at the time of the transactions at issue in the D&O
      Litigation; and

  (b) motions to allow their late-filed D&O Indemnification
      Claims to be treated as timely if an agreement cannot be
      reached among the parties.

To resolve the issue of timeliness of the D&O Indemnification
Claims without further contested proceedings before the Court,
the parties entered into the stipulation.

The salient terms of the Parties' Stipulation are:

(A) So long as the D&O Claimants either have (i) filed their
   D&O Indemnification Claims within 30 days of the entry of an
   Order approving the Parties Stipulation; or (ii) amended
   their previously filed D&O Indemnification Claims within 30
   days of the entry of an Order approving the Parties'
   Stipulation, the D&O Indemnification Claims will be deemed
   timely-filed pursuant to Rule 9006(b) of the Federal Rules of
   Bankruptcy Procedure.

(B) The D&O Claimants will file their D&O Indemnification Claims
   in the Tribune Company bankruptcy case and will identify in
   their proofs of claim each of the subsidiary Debtors
   potentially implicated by the D&O Indemnification Claims.

(C) In the event that any Initial D&O Defendant or Additional D&O
   Defendant did not identify subsidiary Debtors in its original
   proof of claim, the Initial D&O Defendants and the Additional
   D&O Defendants will have 30 days from entry of an order
   granting the Joint Motion to file an amendment to their
   proofs of claim to include relevant subsidiary Debtors, and
   that claim will be deemed timely-filed pursuant to Rule
   9006(b).

Certain other former directors and officers of the Debtors have
been named in the Adversary Proceedings, or have been or may be
named in the SLCFC Litigation, but have not contacted the Debtors
or the Creditors' Committee regarding potential indemnification
claims.  Consequently, the Other Potential D&O Claimants are not
included as Parties to the current stipulation.  The Debtors
intend to serve all former directors and officers named in the
Adversary Proceedings with the Joint Motion and all former
directors and officers who have been or may be named in the SLCFC
Litigation.

Accordingly, the Debtors and the Creditors' Committee ask the
Court to approve uniform procedures for entry into similar
stipulations with the Other Potential D&O Claimants.

If any of the Other Potential D&O Claimants wish to enter into
identical stipulations with the Debtors and the Creditors'
Committee, the Other Potential D&O Claimants should:

  (i) contact the Debtors or the Creditors' Committee within 15
      days of the entry of an Order approving the Joint Motion
      to arrange to enter into an identical stipulation; and

(ii) thereafter file their indemnification claims or amend
      their previously-filed proofs of claim within the same
      timeframe as the D&O Claimants that is  within 30 days of
      the entry of an Order approving the Joint Motion.

Promptly after the 30-day period following the entry of an Order
approving the Joint Motion, the Debtors and the Creditors'
Committee will assemble any stipulations entered into with the
Other Potential D&O Claimants and will file those stipulations
with the Court in a consolidated manner so as to fully disclose
them to all parties in interest.

J. Kate Stickles, Esq., at Cole, Schotz, Meisel, Forman &
Leonard, P.A., in Wilmington, Delaware, asserts that the
resolution of the issues raised by the D&O Claimants with respect
to the timeliness of their indemnification claims likely would
require additional legal and factual development. Thus, the
expense, uncertainty and delay of litigating the timeliness of
the D&O Indemnification Claims support approval of the
Stipulation, she avers.  Moreover, the proposed procedures will
ensure that the indemnification claims of former directors and
officers receive uniform treatment and that any disputes
regarding those claims are processed in a unified and cost-
effective manner, she assures the Court.

A hearing on the Joint Motion, originally scheduled for
Sept. 22, 2011, is rescheduled to Oct. 4, 2011.


                         About Tribune Co.

Headquartered in Chicago, Illinois, Tribune Co. --
http://www.tribune.com/-- is a media company, operating
businesses in publishing, interactive and broadcasting, including
ten daily newspapers and commuter tabloids, 23 television
stations, WGN America, WGN-AM and the Chicago Cubs baseball team.

The Company and 110 of its affiliates filed for Chapter 11
protection (Bankr. D. Del. Lead Case No. 08-13141) on Dec. 8,
2008.  The Debtors proposed Sidley Austin LLP as their counsel;
Cole, Schotz, Meisel, Forman & Leonard, PA, as Delaware counsel;
Lazard Ltd. and Alvarez & Marsal North America LLC as financial
advisors; and Epiq Bankruptcy Solutions LLC as claims agent.  As
of Dec. 8, 2008, the Debtors have $7,604,195,000 in total assets
and $12,972,541,148 in total debts.  Chadbourne & Parke LLP and
Landis Rath LLP serve as co-counsel to the Official Committee of
Unsecured Creditors.  AlixPartners LLP is the Committee's
financial advisor.  Landis Rath Moelis & Company serves as the
Committee's investment banker.  Thomas G. Macauley, Esq., at
Zuckerman Spaeder LLP, in Wilmington, Delaware, represents the
Committee in connection with the lawsuit filed against former
officers and shareholders for the 2007 LBO of Tribune.

Two competing Chapter 11 plans are being pursued in the Chapter 11
cases of Tribune.  One plan is being co-proposed by the Debtors,
the Official Committee of Unsecured Creditors, Oaktree Capital
Management, L.P., Angelo Gordon & Co., L.P. and JPMorgan Chase
Bank, N.A.  A second plan is being pursued by Aurelius Capital
Management LP, on behalf of its managed entities; Deutsche Bank
Trust Company Americas, in its capacity as successor indenture
trustee for certain series of senior notes; Law Debenture Trust
Company of New York, in its capacity as successor indenture
trustee for certain series of senior notes; and Wilmington Trust
Company, in its capacity as successor indenture for the PHONES
Notes.  Judge Kevin J. Carey has not issued a ruling on the plan.

Bankruptcy Creditors' Service, Inc., publishes Tribune Bankruptcy
News.  The newsletter tracks the chapter 11 proceeding undertaken
by Tribune Company and its various affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)


TRIBUNE CO: Hearing on ERISA Class Suit Postponed to Oct. 19
------------------------------------------------------------
The Bankruptcy Court adjourned the hearing to consider approval of
the ERISA Class Action Settlement from September 14, 2011 to
October 19, 2011.

As reported in the TCR on Sept. 1, 2011, Tribune Company disclosed
a multi-party agreement to settle claims alleging violations of
the Employee Retirement Income Security Act of 1974 (ERISA) in
connection with Tribune's Employee Stock Ownership Plan (ESOP).
The claims were initially brought in 2008 in a lawsuit against the
ESOP Trustee, GreatBanc Trust, by former Tribune employees.  The
agreement also resolves claims asserted by the United States
Department of Labor (DOL) in connection with the
ESOP and the DOL's and GreatBanc's objections to Tribune's
proposed plan of reorganization.

Under the terms of the agreement, there has been no finding of
fault on the part of Tribune, nor any admission of wrongdoing or
liability by the company or its officers, directors or employees.

The proposed agreement resolves the lawsuit as a non-opt-out class
action settlement for a payment of $32 million for the benefit of
ESOP participants and to cover expenses.  The payment will be
funded by insurers in the amount of $26.4 million, Tribune in the
amount of $4.45 million, and GreatBanc Trust in the amount of $1
million.

The multi-party agreement must be approved by the United States
Bankruptcy Court for the District of Delaware and by the United
States District Court for the Northern District of Illinois.

"We are pleased to resolve the Department of Labor's objections to
the pending plans of reorganization for Tribune as part of
GreatBanc's settlement of the litigation," said Don Liebentritt,
Tribune chief restructuring officer.  "This is a good result for
all parties and ensures a smoother exit from bankruptcy once we
have a confirmed plan."

                         About Tribune Co.

Headquartered in Chicago, Illinois, Tribune Co. --
http://www.tribune.com/-- is a media company, operating
businesses in publishing, interactive and broadcasting, including
ten daily newspapers and commuter tabloids, 23 television
stations, WGN America, WGN-AM and the Chicago Cubs baseball team.

The Company and 110 of its affiliates filed for Chapter 11
protection (Bankr. D. Del. Lead Case No. 08-13141) on Dec. 8,
2008.  The Debtors proposed Sidley Austin LLP as their counsel;
Cole, Schotz, Meisel, Forman & Leonard, PA, as Delaware counsel;
Lazard Ltd. and Alvarez & Marsal North America LLC as financial
advisors; and Epiq Bankruptcy Solutions LLC as claims agent.  As
of Dec. 8, 2008, the Debtors have $7,604,195,000 in total assets
and $12,972,541,148 in total debts.  Chadbourne & Parke LLP and
Landis Rath LLP serve as co-counsel to the Official Committee of
Unsecured Creditors.  AlixPartners LLP is the Committee's
financial advisor.  Landis Rath Moelis & Company serves as the
Committee's investment banker.  Thomas G. Macauley, Esq., at
Zuckerman Spaeder LLP, in Wilmington, Delaware, represents the
Committee in connection with the lawsuit filed against former
officers and shareholders for the 2007 LBO of Tribune.

Two competing Chapter 11 plans are being pursued in the Chapter 11
cases of Tribune.  One plan is being co-proposed by the Debtors,
the Official Committee of Unsecured Creditors, Oaktree Capital
Management, L.P., Angelo Gordon & Co., L.P. and JPMorgan Chase
Bank, N.A.  A second plan is being pursued by Aurelius Capital
Management LP, on behalf of its managed entities; Deutsche Bank
Trust Company Americas, in its capacity as successor indenture
trustee for certain series of senior notes; Law Debenture Trust
Company of New York, in its capacity as successor indenture
trustee for certain series of senior notes; and Wilmington Trust
Company, in its capacity as successor indenture for the PHONES
Notes.  Judge Kevin J. Carey has not issued a ruling on the plan.

Bankruptcy Creditors' Service, Inc., publishes Tribune Bankruptcy
News.  The newsletter tracks the chapter 11 proceeding undertaken
by Tribune Company and its various affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)


TUCSON COUNTY: Moody's Reviews Ba1 Rating For Possible Downgrade
---------------------------------------------------------------
Moody's Investors Service has placed the Ba1 rating of Pima and
Tucson County, AZ Industrial Development Authority Single Family
Mortgage Revenue Bonds Series 2007A-2 under review for possible
downgrade. The rating action, affecting approximately $675,000 of
outstanding debt, was based on declining mortgage portfolio
performance.

WHAT COULD MAKE THE RATING GO DOWN

* If projections of loan losses exceed the break even rate of
  subordinate loans defaults the bonds can withstand

* Further deterioration of the loan portfolio

* Weakness in the Pima and Tucson, AZ housing market, the region
  in which the mortgages reside, add further negative credit
  pressures to the portfolio.

Principal Methodology Used

The principal methodology used in this rating was Moody's Rating
Approach for Single Family, Whole-Loan Housing Programs published
in May 18, 1999.


ULURU INC: Receives NYSE Amex Notice of Non-Compliance
------------------------------------------------------
ULURU Inc. has received notice from the NYSE Amex, dated September
21, 2011, indicating that the Company is below the Exchange's
stockholders' equity continued listing standards.  The Exchange
Staff indicated that its review of the Company's Form 10-Q for the
period year ended June 30, 2011, indicates that the Company does
not meet the provisions of Section 1003(a)(iii) since the Company
reported stockholders' equity of less than $6,000,000 at June 30,
2011 and has incurred losses from continuing operations and/or net
losses in its five most recent fiscal years ended December 31,
2010.

The Company was afforded the opportunity to submit a plan of
compliance to the Exchange by October 21, 2011, that demonstrates
the Company's ability to regain compliance with Section 1003(a
(iii) of the Company Guide by March 21, 2013.  If the Company does
not submit a plan of compliance, or if the plan is not accepted by
the Exchange, the Company will be subject to delisting procedures
as set forth in Section 1010 and part 12 of the Company Guide.

The Company believes it can provide the Exchange with a
satisfactory plan by October 21, 2011, to show that it will be
able to return to compliance with the minimum stockholder equity
requirement.

While the notifications from NYSE Amex does not affect the current
listing of the Company's common stock, the Company's failure to
submit a plan of compliance with Section 1003(a)(iii) by
October 21, 2011, or the failure of the NYSE Amex to accept any
plan of compliance submitted, are likely to result in the Company
no longer being listed on the NYSE Amex.

                      About ULURU Inc.

ULURU Inc. -- http://www.Altrazeal.com/ -- is a specialty
pharmaceutical company focused on the development of a portfolio
of wound management and oral care products to provide patients and
consumers improved clinical outcomes through controlled delivery
utilizing its innovative Nanoflex(TM) Aggregate technology and
OraDisc(TM) transmucosal delivery system.


UNI-PIXEL INC: To Present at Craig-Hallum Annual Conference
-----------------------------------------------------------
UniPixel, Inc., has been invited to present at Craig-Hallum's
Annual Alpha Select Conference.  The conference will be held at
the Roosevelt Hotel in New York City on Oct. 6, 2011.

UniPixel's president and chief executive officer, Reed Killion, is
scheduled to present on Thursday, Oct. 6, 2011, at 2:50 p.m.
Eastern time, with one-on-one meetings held throughout the day.
Killion will discuss the Company's major milestones and
breakthroughs with its performance engineered films, including
UniBoss, a flexible electronic film technology.

                        About Uni-Pixel Inc.

The Woodlands, Tex.-based Uni-Pixel, Inc. (OTC BB: UNXL)
-- http://www.unipixel.com/-- is a production stage company
delivering its Clearly Superior(TM) Performance Engineered Films
to the Lighting & Display, Solar and Flexible Electronics market
segments.

The Company reported a net loss of $3.81 million on $243,519 of
thin film revenue for the year ended Dec. 31, 2010, compared with
a net loss of $5.37 million on $0 of thin film revenue during the
prior year.

The Company's balance sheet at June 30, 2011, showed $10.93
million in total assets, $64,742 in total liabilities and $10.86
million total shareholders' equity.

PMB Helin Donovan, LLP, in Houston, expressed substantial doubt
about the Company's ability to continue as a going concern,
following the Company's 2009 results.  The independent auditors
noted that the Company has sustained losses and negative cash
flows from operations since inception.


UNILIFE CORPORATION: KPMG LLP Raises Going Concern Doubt
--------------------------------------------------------
Unilife Corporation filed on Sept. 13, 2011, its annual report on
Form 10-K for the fiscal year ended June 30, 2011.

KPMG LLP, in Harrisburg, Pennsylvania, expressed substantial doubt
about Unilife's ability to continue as a going concern.  The
independent auditors noted that the Company has incurred recurring
losses from operations and estimates that its existing cash and
cash equivalents will last only through the third quarter of
fiscal 2012.

The Company reported a net loss of $40.7 million of $6.7 million
of revenues for fiscal 2011, compared with a net loss of
$29.7 million on $11.4 million of revenues for fiscal 2010.

The Company's balance sheet at June 30, 2011, showed $89.5 million
in total assets, $35.9 million in total liabilities, and
stockholders' equity of $53.6 million.

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

                       http://is.gd/5NFIXb

Unilife Corporation is a U.S.-based developer, manufacturer and
supplier of advanced drug delivery systems with state-of-the-art
facilities in Pennsylvania.


UNITED CONTINENTAL: ALPA Pilots Rally on Slow Pace of Talks
-----------------------------------------------------------
United and Continental pilots, represented by the Air Line Pilots
Association, Int'l. (ALPA) will conduct informational picketing
today in New York's financial district to highlight management's
poor performance in advance of the one-year anniversary of the
corporate merger close date.  There has been little progress with
negotiations on the pilots' joint collective bargaining agreement,
one of the keys to completely unlocking the synergies from the
transaction, thus allowing the investment community, employees and
passengers to truly benefit from the merger.  More than 700
Continental and United pilots are expected to participate in the
event, joined additionally by pilots from other ALPA carriers and
independent pilot unions.

Captain Jay Pierce, chairman of the Continental pilots union,
stated, "Management may be attempting to portray success with the
progress of the merger, but the reality is that it takes more than
painting airplanes, hanging new airport signs and revamping a
frequent-flier program.  We are ready to begin the real work of
creating the world's largest and best airline, and that starts
with reaching agreement on a pilot contract.  Real progress with
implementing the merger requires the involvement of pilots and an
acknowledgement by management of the contributions that pilots
make in creating a successful airline."

"United management continues to squander this golden opportunity
to create the world class airline it promised to the employees, to
the shareholders and to the flying public nearly 17 months ago
when the United/Continental merger was announced," said United MEC
Chairman Captain Wendy Morse.  "The longer these negotiations
toward a joint collective bargaining agreement drag on, the less
likely the company will be able to enjoy the benefits this merger
offers.

"The company has wallowed in the weeds long enough. It's time for
management to stop focusing on the minutia and turn its attention
toward the issues that really matter to the pilots of United and
get this contract completed.  The days of our pilots laboring
under a bankruptcy contract have to end."

Negotiations for a joint collective bargaining agreement that
would cover both United and Continental pilots have been underway
since August 2010.  Agreements in principle have been reached for
only nine of 25 sections and one Letter of Agreement.  None of the
major sections dealing with work rules, pay, scope/job protection
or retirement/benefits has been resolved.

ALPA represents over 53,000 pilots at 39 airlines in the United
States and Canada, including approximately 5000 at Continental and
nearly 6000 at United.

                     About United Continental

United Continental Holdings, Inc. (NYSE: UAL) is the holding
company for both United Airlines and Continental Airlines.
Together with United Express, Continental Express and Continental
Connection, these airlines operate a total of approximately 5,800
flights a day to 371 airports throughout the Americas, Europe and
Asia from their hubs in Chicago, Cleveland, Denver, Guam, Houston,
Los Angeles, New York, San Francisco, Tokyo and Washington, D.C.
United and Continental are members of Star Alliance, which offers
more than 21,200 daily flights to 1,172 airports in 181 countries
worldwide through its 28 member airlines. United's and
Continental's more than 80,000 employees reside in every U.S.
state and in many countries around the world.  For more
information about United Continental Holdings, Inc., go to
UnitedContinentalHoldings.com.  For more information about the
airlines, see http://www.united.com/and
http://www.continental.com/,and follow each company on Twitter
and Facebook.

UAL Corp and its affiliates including United Airlines filed for
Chapter 11 protection (Bankr. N.D. Ill. Case No. 02-8191) on Dec.
9, 2002 .  James H.M. Sprayregen, Esq., Marc Kieselstein, Esq.,
David R. Seligman, Esq., and Steven R. Kotarba, Esq., at Kirkland
& Ellis, represented the Debtors in their restructuring
efforts.  Fruman Jacobson, Esq., at Sonnenschein Nath & Rosenthal
LLP represented the Official Committee of Unsecured
Creditors.  Judge Eugene R. Wedoff confirmed a reorganization plan
for United on Jan. 20, 2006.  The Company emerged from bankruptcy
on Feb. 1, 2006.

United Continental carries 'B2' corporate family and probability
of default ratings, with stable outlook, from Moody's, 'B' issuer
credit ratings, with stable outlook, from Standard & Poor's, and
'B' issuer default rating from Fitch.

Fitch upgraded United Continental's IDR from 'B-' to 'B' in
September 2011, citing, "The upgrade follows a year of significant
debt reduction and strong free cash flow (FCF) generation since
the closing of the United-Continental merger on Oct. 1, 2010.  In
the face of heavy fuel cost pressure during the first half of
2011, UAL has consistently reported industry-leading revenue per
available seat mile (RASM) growth while funding heavy debt
maturities out of internally generated cash flow.


UNITED CONTINENTAL: To Resume Contract Talks With AFA, IBT
----------------------------------------------------------
The Association of Flight Attendants and United Continental
Holdings, Inc. jointly announced on September 2, 2011 that they
agreed on a new expedited mediation process modeled on the
National Mediation Board's Expedited Mediation Program.

The company and the AFA will start an intense mediation focusing
on limited issues.  The negotiations will aim to reach agreement
for a new contract covering approximately 12,000 flight
attendants working at the United Airlines subsidiary.  An
agreement is already in effect covering flight attendants at the
Continental subsidiary.

"We are committed to reaching an agreement that is fair to our
co-workers and fair to the company," said Sam Risoli, senior vice
president of Inflight for United.  "This action is a good step
forward and serves the immediate and long-term interests of our
flight attendants and the company."

"We are ready to embark on an innovative approach to reach a new
contract, and this process provides an opportunity to put our
negotiations on a fresh path," said Greg Davidowitch, President -
Master Executive Council for the AFA at United.  "While we are
optimistic about Expedited Mediation, we don't underestimate the
challenges before us. We are confident that this process affords
us the best opportunity to move forward together."

After reaching an agreement for the United flight attendants, the
company and AFA have agreed on a time frame to begin negotiations
on a joint contract for all flight attendants.  The AFA
represents more than 21,000 flight attendants at the United and
Continental subsidiaries.

In a related development, United Continental and the
International Brotherhood of Teamsters announced on September 2,
2011, an agreement to return to negotiations in advance of
mediation scheduled with the NMB in November.

During these negotiations, the company and IBT will focus on
reaching an agreement covering the approximately 4,700
technicians at the United Airlines subsidiary.

United and Continental employ more than 8,300 technicians who are
represented by the Teamsters.  Continental technicians ratified
their collective bargaining agreement in November 2010.

  IAM Seeks to Represent Passenger Service Workers at United

The International Association of Machinists and Aerospace Workers
filed on September 20, 2011 an application with the NMB, asking
the Board to rule that United Airlines, Continental Airlines and
Continental Micronesia are now operating as a single
transportation system for union representation purposes in the
Passenger Service classification.  Such a ruling is a necessary
first step before union representation issues can be resolved.

"Passenger Service and Reservations employee at the combined
carrier deserve the same union protection that almost 80% of the
workforce already enjoys," said IAM General Vice President Robert
Roach, Jr.  "United employees remember what it was like before
they joined the Machinists Union, and Continental employees have
seen the advantages of being unionized."

The Machinists Union already represents 9,400 United Airlines
Passenger Service employees, while Continental's 7,000 employees
in the classification are unrepresented.  Another 175 Continental
Micronesia employees are represented by another union.  Unlike
most elections prompted by the merger of the three airlines,
Passenger Service employees will likely be choosing between the
Machinists Union and no union.  The Passenger Service
classification includes Reservation Agents at each airline, as
well as airport Customer Service and Sales Agents at the
carriers.

"We look forward to working with the Passenger Service employees
at the combined airline," said IAM District 141 President Rich
Delaney.  "As the union representing the combined group, the IAM
will leverage our bargaining power, experience and resources to
ensure Passenger Service employees are rewarded in this merger,
and do not become casualties of it."

In accordance with NMB guidelines, separate single carrier
applications and determinations must be made for each employee
classification following an airline merger.  There is no time
frame set for the NMB to rule on the IAM's application.

The Machinists Union is the largest airline union in North
America.  More information about the IAM is available at
www.voteiam.com

                Pilots: United Should Set Serious
                   About Joint Contract

The United and Continental Airlines pilots, represented by the
Air Line Pilots Association International, announced that they
will conduct a rally at New Street at Exchange Place on September
27, 2011 with the message that despite management rhetoric, all
is not well at the new United Airlines.

"Real progress with implementing the merger takes the involvement
of pilots and an acknowledgement by management of the
contributions that pilots make in creating a successful airline.
It is past time for management to get serious about negotiating a
fair joint contract that will help unlock the synergies from the
transaction and allow
the investment community, employees and passengers to benefit.
Pilots are key to a successful merger," according to the pilots.

Hundreds of pilots, in uniform, will be conducting informational
picketing in the Financial District, followed by a group rally in
Battery Park.

                     About United Continental

United Continental Holdings, Inc. (NYSE: UAL) is the holding
company for both United Airlines and Continental Airlines.
Together with United Express, Continental Express and Continental
Connection, these airlines operate a total of approximately 5,800
flights a day to 371 airports throughout the Americas, Europe and
Asia from their hubs in Chicago, Cleveland, Denver, Guam, Houston,
Los Angeles, New York, San Francisco, Tokyo and Washington, D.C.
United and Continental are members of Star Alliance, which offers
more than 21,200 daily flights to 1,172 airports in 181 countries
worldwide through its 28 member airlines. United's and
Continental's more than 80,000 employees reside in every U.S.
state and in many countries around the world.  For more
information about United Continental Holdings, Inc., go to
UnitedContinentalHoldings.com.  For more information about the
airlines, see http://www.united.com/and
http://www.continental.com/,and follow each company on Twitter
and Facebook.

UAL Corp and its affiliates including United Airlines filed for
Chapter 11 protection (Bankr. N.D. Ill. Case No. 02-8191) on Dec.
9, 2002 .  James H.M. Sprayregen, Esq., Marc Kieselstein, Esq.,
David R. Seligman, Esq., and Steven R. Kotarba, Esq., at Kirkland
& Ellis, represented the Debtors in their restructuring
efforts.  Fruman Jacobson, Esq., at Sonnenschein Nath & Rosenthal
LLP represented the Official Committee of Unsecured
Creditors.  Judge Eugene R. Wedoff confirmed a reorganization plan
for United on Jan. 20, 2006.  The Company emerged from bankruptcy
on Feb. 1, 2006.

United Continental carries 'B2' corporate family and probability
of default ratings, with stable outlook, from Moody's, 'B' issuer
credit ratings, with stable outlook, from Standard & Poor's, and
'B' issuer default rating from Fitch.

Fitch upgraded United Continental's IDR from 'B-' to 'B' in
September 2011, citing, "The upgrade follows a year of significant
debt reduction and strong free cash flow (FCF) generation since
the closing of the United-Continental merger on Oct. 1, 2010.  In
the face of heavy fuel cost pressure during the first half of
2011, UAL has consistently reported industry-leading revenue per
available seat mile (RASM) growth while funding heavy debt
maturities out of internally generated cash flow.


UNITED CONTINENTAL: Resolves Last 9/11 Wrongful Death Suit
----------------------------------------------------------
United Continental Holdings, Inc. and security contractor
Huntleigh USA Corp. agreed to resolve the last wrongful death
lawsuit in New York arising from the September 11, 2001 terrorist
attacks, Bob Van Voris of Bloomberg News reports.

Mary Bavis, whose son Mark Bavis was on board United Flight 175
when it crashed into the South Tower of New York's World Trade
Center, agreed to dismiss the lawsuit in the U.S. District Court
for the Southern District of New York, according to court papers,
Bloomberg relates.  The terms of the settlement were not
disclosed, the report notes.

"A resolution was reached out of court between the Bavises and
the defendants," Joseph Rice, Esq., counsel for the Bavises,
stated in a phone interview with Bloomberg.

The lawsuit was the last of 95 wrongful death lawsuits filed
after the 9/11 attacks that was pending before Judge Alvin
Hellerstein of the District Court, who is overseeing the
lawsuits, Bloomberg relates.  The lawsuit, which was scheduled
for trial for November 7, alleged that United and Huntleigh were
negligent in permitting five terrorists to board the flight at
Boston's Logan International Airport and take control of the
plane, the report states.

United Continental spokesperson Megan McCarthy stated, "The
tragic events of 9/11 impacted all of us, and we are pleased to
resolve this case," the report says.

As of March 2009, 92 of the 95 Sept. 11 lawsuits had been settled
for a total of $500 million, the report adds.

                     About United Continental

United Continental Holdings, Inc. (NYSE: UAL) is the holding
company for both United Airlines and Continental Airlines.
Together with United Express, Continental Express and Continental
Connection, these airlines operate a total of approximately 5,800
flights a day to 371 airports throughout the Americas, Europe and
Asia from their hubs in Chicago, Cleveland, Denver, Guam, Houston,
Los Angeles, New York, San Francisco, Tokyo and Washington, D.C.
United and Continental are members of Star Alliance, which offers
more than 21,200 daily flights to 1,172 airports in 181 countries
worldwide through its 28 member airlines. United's and
Continental's more than 80,000 employees reside in every U.S.
state and in many countries around the world.  For more
information about United Continental Holdings, Inc., go to
UnitedContinentalHoldings.com.  For more information about the
airlines, see http://www.united.com/and
http://www.continental.com/,and follow each company on Twitter
and Facebook.

UAL Corp and its affiliates including United Airlines filed for
Chapter 11 protection (Bankr. N.D. Ill. Case No. 02-8191) on Dec.
9, 2002 .  James H.M. Sprayregen, Esq., Marc Kieselstein, Esq.,
David R. Seligman, Esq., and Steven R. Kotarba, Esq., at Kirkland
& Ellis, represented the Debtors in their restructuring
efforts.  Fruman Jacobson, Esq., at Sonnenschein Nath & Rosenthal
LLP represented the Official Committee of Unsecured
Creditors.  Judge Eugene R. Wedoff confirmed a reorganization plan
for United on Jan. 20, 2006.  The Company emerged from bankruptcy
on Feb. 1, 2006.

United Continental carries 'B2' corporate family and probability
of default ratings, with stable outlook, from Moody's, 'B' issuer
credit ratings, with stable outlook, from Standard & Poor's, and
'B' issuer default rating from Fitch.

Fitch upgraded United Continental's IDR from 'B-' to 'B' in
September 2011, citing, "The upgrade follows a year of significant
debt reduction and strong free cash flow (FCF) generation since
the closing of the United-Continental merger on Oct. 1, 2010.  In
the face of heavy fuel cost pressure during the first half of
2011, UAL has consistently reported industry-leading revenue per
available seat mile (RASM) growth while funding heavy debt
maturities out of internally generated cash flow.


UNITED CONTINENTAL: Spent $680,000 in Lobbying for Q2
-----------------------------------------------------
United Continental Holdings Inc. spent $680,000 in the second
quarter of 2011 on lobbying for issues, including funding for the
Federal Aviation Administration and regulation of baggage fees,
The Associated Press reported.

United Continental also monitored legislative and regulatory
activity relating to merger integration, air cargo security and
air traffic control, the report cited.  Moreover, United
Continental lobbied for rules that govern flights from Reagan
National airport in Washington, which is located near one of its
hubs, Dulles airport, the report added.

United's lobbying cost for the second quarter is lower to $1.02
million it spent in the first quarter and $810,000 in the fourth
quarter of 2010, the report noted.

                     About United Continental

United Continental Holdings, Inc. (NYSE: UAL) is the holding
company for both United Airlines and Continental Airlines.
Together with United Express, Continental Express and Continental
Connection, these airlines operate a total of approximately 5,800
flights a day to 371 airports throughout the Americas, Europe and
Asia from their hubs in Chicago, Cleveland, Denver, Guam, Houston,
Los Angeles, New York, San Francisco, Tokyo and Washington, D.C.
United and Continental are members of Star Alliance, which offers
more than 21,200 daily flights to 1,172 airports in 181 countries
worldwide through its 28 member airlines. United's and
Continental's more than 80,000 employees reside in every U.S.
state and in many countries around the world.  For more
information about United Continental Holdings, Inc., go to
UnitedContinentalHoldings.com.  For more information about the
airlines, see http://www.united.com/and
http://www.continental.com/,and follow each company on Twitter
and Facebook.

UAL Corp and its affiliates including United Airlines filed for
Chapter 11 protection (Bankr. N.D. Ill. Case No. 02-8191) on Dec.
9, 2002 .  James H.M. Sprayregen, Esq., Marc Kieselstein, Esq.,
David R. Seligman, Esq., and Steven R. Kotarba, Esq., at Kirkland
& Ellis, represented the Debtors in their restructuring
efforts.  Fruman Jacobson, Esq., at Sonnenschein Nath & Rosenthal
LLP represented the Official Committee of Unsecured
Creditors.  Judge Eugene R. Wedoff confirmed a reorganization plan
for United on Jan. 20, 2006.  The Company emerged from bankruptcy
on Feb. 1, 2006.

United Continental carries 'B2' corporate family and probability
of default ratings, with stable outlook, from Moody's, 'B' issuer
credit ratings, with stable outlook, from Standard & Poor's, and
'B' issuer default rating from Fitch.

Fitch upgraded United Continental's IDR from 'B-' to 'B' in
September 2011, citing, "The upgrade follows a year of significant
debt reduction and strong free cash flow (FCF) generation since
the closing of the United-Continental merger on Oct. 1, 2010.  In
the face of heavy fuel cost pressure during the first half of
2011, UAL has consistently reported industry-leading revenue per
available seat mile (RASM) growth while funding heavy debt
maturities out of internally generated cash flow.


UNITED STATES NAT'L: Case Summary & 9 Largest Unsecured Creditors
-----------------------------------------------------------------
Debtor: United States National Slavery Museum
        P.O. Box 1354
        Richmond, VA 23218

Bankruptcy Case No.: 11-36013

Chapter 11 Petition Date: September 21, 2011

Court: United States Bankruptcy Court
       Eastern District of Virginia (Richmond)

Judge: Douglas O. Tice Jr.

Debtor's Counsel: Sandra Renee Robinson, Esq.
                  ROBINSON LAW & CONSULTING FIRM, P.C.
                  P.O. Box 503
                  Richmond, VA 23218
                  Tel: (804) 928-5458
                  Fax: (804) 303-3499
                  E-mail:sandra.robinson@robinsonlawconsulting.com

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

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

A list of the Company's nine largest unsecured creditors filed t
gether with the petition is available for free at
http://bankrupt.com/misc/vaeb11-36013.pdf

The petition was signed by Lawrence Douglas Wilder, chairman.


UNITED STATES OIL: Cancels Annual Meeting of Stockholders
---------------------------------------------------------
United States Oil and Gas Corp canceled its Annual Meeting of
Stockholders, because the Company did not meet the quorum
requirement in order to hold the meeting.  The meeting had been
scheduled for Sept. 23, 2011, and the Company does not have any
current plans to reschedule the meeting.

                      About United States Oil

United States Oil and Gas Corp. OTC QB: USOG)
-- http://www.usaoilandgas.com/-- is an oil and gas products,
services and technology company headquartered in Austin, Texas.
Through its subsidiaries, the Company markets and distributes
refined oil and gas (diesel, gasoline, propane, high octane racing
fuels and lubricants) to wholesale and retail customers in the
United States.

As reported in the TCR on April 27, 2011, M&K CPAS, PLLC, in
Houston, Texas, expressed substantial doubt about United States
Oil and Gas Corp.'s ability to continue as a going concern,
following the Company's 2010 results.  The independent auditors
noted that the Company has accumulated losses resulting in an
accumulated deficit as of Dec. 31, 2010.

The Company's balance sheet at June 30, 2011, showed $7.44 million
in total assets, $7.34 million in total liabilities and $103,875
total stockholders' equity.

The Company reported a net loss of $1.3 million on $24.7 million
of revenue for 2010, compared with a net loss of $1.5 million on
$9.4 million of revenue for 2009.


US CORRUGATED: Acquisition No Impact on B3 Rating, Moody's Says
--------------------------------------------------------------
Moody's Investors Service commented that U.S. Corrugated, Inc.'s
announcement that it has signed a definitive agreement to be
acquired by KapStone Paper and Packaging Corporation will not
immediately impact USC's B3 Corporate Family Rating or B3 rating
on its senior secured notes.

The principal methodology used in rating U.S. Corrugated was the
Global Paper and Forest Products Methodology published in
September 2009. Other methodologies used include Loss Given
Default for Speculative-Grade Non-Financial Companies in the U.S.,
Canada and EMEA published in June 2009.

Headquartered in Newark, NJ, U.S. Corrugated, Inc. manufactures
recycled linerboard, corrugated medium, corrugated sheets, boxes,
and point-of-sale displays. USC has a partially integrated system
that includes a 100% recycled containerboard mill, two sheet
feeders, nine sheet plants, eight box plants, and one point of
purchase display plant. The company primarily serves the U.S.
corrugated packaging market east of the Rocky Mountains.


US CORRUGATED: S&P Puts B Corp. Credit Rating on Watch Positive
---------------------------------------------------------------
Standard & Poor's Ratings Services placed its 'B' corporate credit
and issue ratings on New Jersey-based U.S. Corrugated Inc. on
CreditWatch with positive implications.

"The CreditWatch placement follows the recent announcement that
the privately held company had entered into an agreement under
which KapStone Paper and Packaging Corp. would acquire the stock
and most of U.S. Corrugated's assets for $330 million," said
Standard & Poor's credit analyst Tobias Crabtree. The transaction
could have positive rating implications given that the combined
company could have lower leverage than U.S. Corrugated currently
on a standalone basis, based on KapStone's publicly disclosed
financing plan.

Standard & Poor's expects that the transaction, which is expected
to close in October 2011, could trigger customary change of
control provisions under the terms of the company's senior secured
notes. "We assume that U.S. Corrugated's senior unsecured notes
will be retired at or near the close," S&P said.

"We will resolve our CreditWatch at the close of this transaction,
possibly based on KapStone's publicly filed documents. Illinois
based KapStone is a publicly traded and currently unrated firm,"
S&P added.


VULCAN MATERIALS: S&P Affirms 'BB' Corporate Credit Rating
----------------------------------------------------------
Standard & Poor's Ratings Services revised its rating outlook on
Alabama-based Vulcan Materials Co. to negative from stable. "At
the same time, we affirmed our ratings on the company, including
the 'BB' corporate credit rating," S&P related.

"The outlook revision to negative reflects weaker year-to-date
operating results for Vulcan and our assessment that credit
measures are not likely to improve to levels in-line with our
previous expectations as overall construction activity in the U.S.
remains sluggish," said Standard & Poor's credit analyst Thomas
Nadramia.

"We had expected a slight recovery in construction activity as
2011 progressed and a more robust recovery beginning in 2012. This
assumed an increase in new housing starts and improved
infrastructure spending flows from a new highway bill and
remaining stimulus funds. However, new housing starts have
remained at trough levels, bad weather in much of the country has
delayed or reduced construction activity, and the recent
reauthorization of the highway trust fund extends spending only at
existing levels for six months, leaving continued uncertainty over
future spending levels. As a result, we now expect Vulcan will
produce about $400 million of EBITDA for full-year 2011 compared
with prior forecast of more than $500 million. Furthermore, we now
expect Vulcan's results in 2012 to only show modest improvement
over 2011, with EBITDA of perhaps $450 million. Given these
operating expectations, adjusted debt to EBITDA would remain over
7x for 2011 and still about 6x by the end of 2012, with more
significant improvement not occurring until 2013. This compares
with our expectation in early 2011 that an economic recovery could
lead to EBITDA of $700 million or more in 2012," S&P stated.

"We believe demand for Vulcan's products will be flat to slightly
up in 2012 and aggregates pricing should experience modest
increases. We now expect a more robust recovery possibly beginning
in 2013, assuming that a new highway bill is put in place after
the 2012 presidential election, which in our view would partially
address current uncertainty regarding future infrastructure
spending. We also incorporate the expectation that residential and
commercial nonresidential construction will begin to recover by
2013," S&P related.

"The ratings on Vulcan reflect the combination of what we consider
to be the company's satisfactory business risk profile and
aggressive financial risk profile. We view the aggregates business
as having favorable long-term growth prospects given the supply
and demand characteristics, barriers to new entrants, and our
expectations that public infrastructure spending and overall
construction levels will likely increase in future years. Our
rating reflects Vulcan's exposure to cyclical construction end
markets, its limited product scope, and very high debt levels,
offset somewhat by the company's leading position in the highly
fragmented U.S. aggregates industry (crushed stone, sand, and
gravel), its presence in higher growth geographic markets, the
long-term need for increased infrastructure spending, and the high
operating margins inherent in the aggregates business," according
to S&P.

Vulcan Materials is the nation's largest producer of construction
aggregates, primarily crushed stone, sand, and gravel. The company
is also a major producer of asphalt mix and ready-mixed concrete
in certain states as well as a leading producer of cement in
Florida. The company operates over 300 aggregates facilities and
its primary operations are located across the Southern and Western
U.S.

"The negative rating outlook reflects our view that demand for
aggregates will increase only modestly in 2012 over 2011 levels.
As a result, we expect Vulcan's operating performance will only
marginally improve next year, with EBITDA of about $450 million
due to slightly higher volumes and improved pricing and mix in
some markets. We expect credit measures will remain weak for the
rating in the near term with adjusted leverage in excess of 7x at
the end of 2011 and FFO to debt less than 15%. We anticipate
credit measures will improve slightly in 2012 with adjusted
leverage debt/EBITDA improving to 6x, as market conditions begin
to slowly improve," S&P said.

"We could take a negative rating action in the event Vulcan fails
to show improvement in its operating margins and results over the
next year, such that leverage remains near current elevated levels
7x EBITDA. We currently consider a positive rating action unlikely
in the near term, given our expectation that the company's credit
measures will remain weak for the rating. However, we would
consider a positive rating action if residential and non
residential construction markets were to recover faster than
expected, increasing demand for Vulcan's products and increasing
earnings such that leverage trended to 5x or below in the near
term," S&P added.


UTEX COMMUNICATIONS: Court Rules on AT&T Claim Dispute
------------------------------------------------------
Bankruptcy Judge Craig A. Gargotta ruled on competing motions for
summary judgment filed by UTEX Communications Corp., d/b/a
FeatureGroup IP, and AT&T Texas in connection with the claims
alleged by AT&T against the Debtor's estate.

UTEX, a competitive local exchange carrier, provides "wholesale
telecommunications services" to carriers that wish to take
advantage of UTEX's interconnection with AT&T Texas. UTEX charges
its customers a monthly fee to take those parties'
telecommunications traffic and deliver it to AT&T to run through
AT&T's network so that it can reach its ultimate destination.

The Federal Telecommunications Act of 1996 requires incumbent
local exchange carriers like AT&T, to enter into interconnection
agreements with CLECs like UTEX.  These interconnection agreements
establish terms and conditions on which ILECs provide their
competitors with, among other things, interconnection and other
telecommunication services on a wholesale basis.  In August 2000,
AT&T and UTEX entered into an ICA setting forth the terms,
conditions, and prices under which AT&T agreed to provide UTEX
with (a) the ability to purchase on a wholesale basis all of
AT&T's telecommunications services for resale to end users on a
retail basis, (b) "Unbundled Network Elements," (c) "Ancillary
Functions", and (d) "Interconnection" services.

AT&T and UTEX have been litigating for many years in various
federal courts and before the Public Utility Commission of Texas.
On June 1, 2009, the Public Utility Commission of Texas entered a
$3.77 million arbitration award in favor of AT&T, which UTEX has
appealed.

In July 2010, AT&T filed a Proof of Claim for $9,570,642.76 (Claim
No. 15) on account of pre-petition amounts owed by UTEX under the
ICA based on the amount of the Arbitration Award plus those
charges incurred subsequent to the award.  UTEX objected and AT&T
countered.

In August 2010, AT&T filed its Motion (A) For Allowance and
Immediate Payment of Administrative Claims and (B) For Entry of An
Order Compelling the Debtor to Immediately Assume or Reject the
Interconnection Agreement with the Debtor and (C) For Relief From
the Automatic Stay so that AT&T Texas May Suspend or Terminate the
Interconnection Agreement.  AT&T alleges that UTEX owed AT&T
$102,000 for post-petition services as of the date they filed the
motion.  At the time AT&T filed their Motion for Summary Judgment,
AT&T alleged that figure grew to $162,020.79.  UTEX objected.

In January 2011, both parties filed competing motions for summary
judgment.  In its motion for summary judgment, UTEX seeks to deny
AT&T's claim for pre- and post-petition services and to compel
discovery and an evidentiary hearing on the amounts due under the
terms of the ICA.  AT&T, in its motion for summary judgment,
requests that the Court allow its claims in the amounts filed and
direct immediate payment of all outstanding post-petition
invoices, in addition to terminating the automatic stay to allow
AT&T to terminate or suspend the ICA.

Judge Gargotta held that AT&T is entitled to an administrative
expense for the ongoing use of its services by UTEX.  In a Sept.
21, 2011 Memorandum Opinion available at http://is.gd/gl7pirfrom
Leagle.com, Judge Gargotta ruled that for the arguments that any
administrative claim held by AT&T is not immediately payable, that
UTEX should not be compelled to immediately assume or reject the
ICA, and that the automatic stay should not be lifted to allow
AT&T to suspend or terminate the ICA, the Debtor's Motion for
Summary Judgment is granted.  For all other requested relief, it
is denied.

For the argument that any administrative claim held by AT&T is
immediately payable, that UTEX should be compelled to immediately
assume or reject the ICA, and that the automatic stay should be
lifted to allow AT&T to suspend or terminate the ICA, AT&T's
Motion for Summary Judgment is denied.  For all other requested
relief, AT&T's Motion for Summary Judgment is granted.

UTEX's Objection to the Claim is denied.

                    About UTEX Communications

Austin, Texas-based UTEX Communications Corp., dba FeatureGroup
IP, is a Competitive Local Exchange Carrier.  The Debtor filed
for Chapter 11 bankruptcy protection (Bankr. W.D. Texas Case No.
10-10599) on March 3, 2010.  Joseph D. Martinec, Esq., and
Martinec, Winn, Vickers & McElroy, P.C., represents the Debtor in
its restructuring effort.   The Company estimated assets at $100
million to $500 million and debts at $10 million to $50 million.


VIZSTARA LLC: Landlord May Continue Eviction Suit & Collect Rent
----------------------------------------------------------------
Jonathan Schultz, in his capacity as the state court-appointed
rent receiver for landlord, 300 Sylvan Avenue, LLC, seeks (1)
relief from the automatic stay in the bankruptcy cases of Vizstara
LLC and Vizstara Professional LLC to continue eviction proceedings
against them; (2) allowance of an administrative expense for post
petition rent; and (3) to compel the Debtors to make payments for
post-petition use and occupancy.

Vizstara objects, asserting that that no rent is due because the
Debtors' principal and sole member, Dr. Nicholas Elian, made over
$5 million in pre-petition payments to the Landlord that were used
for debt service, carrying costs, and capital improvements on the
property at 300 Sylvan Avenue, Englewood Cliffs, New Jersey.  The
Debtors assert a right to offset those payments against rents or,
alternatively, the Court should treat the payments by Dr. Elian as
rent paid on the Debtors' behalf under equitable principles and
the quasi-contract doctrine.  The Debtors also seek to assume the
nonresidential real estate leases at issue, pursuant to 11 U.S.C.
Sec. 365(a).

Vizstara leased space in an office building pursuant to three
separate agreements with 300 Sylvan Avenue.  The Landlord is a
single-purpose limited liability corporation formed by the Elians
and Anthony Classi and Jeni Classi-Glavicic to own and operate the
Property at which the Debtors do business.  The Elians own a two
thirds interest in the Landlord and the Classis own the remaining
one-third interest. Dr. Elian is the sole Managing Member of the
Landlord, with responsibility for the day-to-day operations and
the sole power and authority to execute instruments on its behalf.

Dr. Elian also was the sole member of both Debtors.

As of the Petition Date, the Debtors owed a combined $57,328.17 in
unpaid rent and late fees under their Leases with the Landlord.

The Receiver notes that the Leases were executed by Dr. Elian on
both sides of the transactions, in his respective capacities as
Managing Member of the Landlord and as the Debtors' sole
principal.  The Receiver alleges that the Leases contain below
market rent rates and terms, including an absence of any security
for performance of the Debtors' obligations.  He also argues that
the Debtors' failure to pay post-petition rent, cure the default,
or otherwise provide adequate protection or adequate assurance of
future performance under the Leases amounts to cause to lift the
stay.  In addition, he argues that the Debtors have no equity in
the Property and it is not necessary for an effective
reorganization.  The Receiver submits that the Debtors, who
presently employ only two dentists, can seek a smaller, less
extravagant facility for their practice and related educational
services.

The Debtors argue that the payments made to the Landlord on their
behalf should be treated as rent under equitable principles and
the quasi-contract doctrine.  They are asking the Court to impose
an agreement between the parties that would treat the payments as
rent, regardless of the parties' intent.  Absent such treatment,
the Debtors submit that the Landlord will be unjustly enriched.

In a Sept. 20, 2011-dated Letter Opinion, Bankruptcy Judge Donald
H. Steckroth said the Receiver's motion for relief from the
automatic stay is granted, post-petition rent is to be paid by the
Debtors, and the Debtors' motion to assume the leases is deemed
moot.  A copy of Judge Steckroth's decision is available at
http://is.gd/T5gPO6from Leagle.com.

Judge Steckroth said employing the quasi-contract doctrine in the
case is made difficult by the fact that Dr. Elian cannot easily be
separated from the Debtors and the Landlord.  Dr. Elians directed
and oversaw all of the relevant transactions and was in a position
to structure the transactions in a way that was most beneficial to
his own interests.  The Court noted that Dr. Elians chose to
record the payments as "loans" to the Debtors from himself and his
wife.  In doing so, Dr. Elian expected to be repaid by the Debtors
if the businesses were successful.  On the contrary, if the
payments had been advanced and treated as pre-paid rent, they
would have become an asset of the Landlord, in which Dr. Elian
held only a two-thirds ownership interest, and could only have
been repaid commensurate with that interest.

According to Judge Steckroth, it appears that Dr. Elian is
attempting to utilize the legal fiction of quasi-contract for a
purpose for which it was not designed, namely, to retroactively
benefit himself and the Debtors.  The fact that Dr. Elian
continued to inject funds into the Debtors and the Property after
the guaranty expired does not prove he expected to be compensated
in the way he now seeks.  Rather, it is equally plausible, and the
Court finds it more likely, that he was simply seeing an extensive
and long-running project through to the finish.  Undoubtedly, Dr.
Elian believed he would recoup his investment many times over from
the successful operation of the Debtors and an increase in the
value of the Property.

"It is unfortunate that Dr. Elian's dream did not become his
reality. He was unable to pay the mortgage in late 2009, which
resulted in the default that has yet to be cured. Since that time,
including over seven months post-petition, no rent has been paid.
Moreover, the Debtors continue to operate in the Property, yet
they have failed to escrow monies for rent in the event the
present motion was decided against them," Judge Steckroth said.

As to the $3.5 million spent on improvements to the Property,
Judge Steckroth said the expenditures are irrelevant because Dr.
Elian should not have expected remuneration.  Improvements to a
property are not credited against mortgage debt, no matter how
greatly the property's value increases as a result.  Real estate
is routinely foreclosed upon default and improvements to the
property are not considered to unjustly enrich the mortgagor or
lessor.

                          About Vizstara

Vizstara LLC and Vizstara Professional LLC operate a specialized
dental practice and provide professional education for dentists.
Vizstara employed Dr. Elian and his wife, Martha Miqueo-Elian, and
eight other persons, including dentists Anthony Classi and Jeni
Classi-Glavicic.

Vizstara and Vizstara Professional their chapter 11 petitions
(Bankr. D. N.J. Case Nos. 10-49434 and 10-49456) on Dec. 22, 2010,
listing under $1 million in assets and debts each.  On the same
day, Dr. Elian and his wife, Martha Miqueo-Elian, filed their own
joint petition for relief under chapter 7. Dr. Elian is the sole
member of Vizstara and Vizstara Professional. The Elians are
individual creditors in the chapter 11 cases.

John P. Di Iorio, Esq. -- jdiiorio@shapiro-croland.com -- at
Shapiro, Croland, Reiser, Apfel & Di Iorio, LLP, serves as counsel
for Vizstara and Vizstara Professional.

The Law Office of Patrick W. Turner represents Jonathan Schultz,
State Court Appointed Rent Receiver for 300 Sylvan Avenue LLC, the
Debtors' Landlord.

Eric R. Perkins, Esq. -- eperkins@mdmc-law.com -- at McElroy,
Deutsch, Mulvaney & Carpenter LLP, represents creditor 300 Sylvan
Avenue LLC.


WASHINGTON MUTUAL: Hedge Funds Appeal Plan Denial Order
-------------------------------------------------------
The Associated Press reports that hedge fund investors that
supported Washington Mutual Inc.'s reorganization plan are
appealing Judge Mary F. Walrath's rejection of the plan.  They
filed notices of appeal on Tuesday.

As reported by the Troubled Company Reporter on Sept. 15, Judge
Walrath rejected the proposed plan for a second time, saying there
could be merit to the claims of some equity holders that the hedge
funds had traded on inside information they obtained in court.
The hedge funds have denied the allegations.

                    About Washington Mutual

Based in Seattle, Washington, Washington Mutual Inc. --
http://www.wamu.com/-- was the 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 Bankruptcy Court entered a 107-page opinion
determining that the global settlement agreement, among certain
parties including WMI, the Federal Deposit Insurance Corporation
and JPMorgan, upon which the Plan is premised, and the
transactions contemplated therein, are fair, reasonable, and in
the best interests of WMI.  However, 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.

WaMu filed a Modified Sixth Amended Joint Plan and a related
Supplemental Disclosure Statement, which it believes would address
the Bankruptcy Court's concerns.

On Sept. 13, 2011, Judge Walrath denied confirmation of WaMu's
Modified Sixth Amended Plan and granted equity committee standing
to prosecute claims for equitable disallowance but stayed the
ruling pending mediation.

Judge Walrath scheduled a status hearing for Oct. 7, 2011, at
11:30 a.m. to consider the issues to be referred to a mediator.

WaMu said it would seek confirmation of a revised plan "as soon as
practicable."

The Plan proposes to pay more than $7 billion to creditors and
incorporates a global settlement agreement resolving issues among
the Debtors, JPMorgan Chase, the Federal Deposit Insurance Corp.
in its corporate capacity and as receiver for WaMu Bank, certain
large creditors, certain WMB senior noteholders, and the
creditors' committee.  The Settlement Noteholders are Appaloosa
Management, L.P., Aurelius Capital Management LP, Centerbridge
Partners, LP, and Owl Creek Asset Management, L.P.


WAVE SYSTEMS: Acquires Safend for $12.8 Million
-----------------------------------------------
Wave Systems Corp. completed the acquisition of Safend Ltd., a
leading provider of endpoint data loss protection solutions,
including port and device control, encryption for removable media,
content inspection and discovery, for approximately $12.8 million.

The addition of Safend's complementary product suite creates
strong cross-selling opportunities into the healthcare, financial
and government verticals where data loss protection is a high
priority.  Safend's reseller channel, combined with its direct
sales force and strong presence in EMEA, gives Wave new sales
resources with access to new market opportunities.  Headquartered
in Tel Aviv, Israel, with offices in Philadelphia, Safend has
approximately 70 employees.  Prior to the acquisition, Safend was
backed by prominent technology venture capital investors including
Elron Electronics Industries Ltd. (Tel Aviv Stock Exchange: ELRN),
Intel Capital and Walden Israel Venture Capital.

"With the escalation of cyber threats and an increasingly mobile
workforce, many customers are looking for an integrated and
cohesive security solution across the data lifecycle—from data-at
rest to data-in-motion and, ultimately, to archiving," said Steven
Sprague, Wave CEO and President.  "Safend's award-winning suite of
DLP, port control and removable media encryption software
strengthens our existing portfolio of data encryption and device
authentication solutions.  The acquisition will enable Wave to
deliver a holistic trusted computing management platform that
roots software security to trusted computing hardware and provides
the enterprise with interoperability across all platforms.

"Having gotten to know the Safend principals, the technical team,
their products and the market opportunity over the last several
months, the benefits of joining forces became clear to all of us,"
Mr. Sprague continued.

Wave will retain Safend's experienced executive team, including
Safend Founder Gil Sever.

"Wave and Safend share a complementary vision for the future of
data security, work with the same types of industry-leading
customers, and have a respect for each other's cultures of
innovation," said Mr. Sever.  "Joining Wave is a strategic move
that we believe will deliver significant benefit for Safend
customers, partners and employees.  Together, we have an
opportunity to further strengthen our leadership position in data
security by creating new, innovative and integrated products and
capabilities to solve our customers' most complex security
challenges."

"With this acquisition Wave has a unique opportunity to advance
our relationships with our OEMs, customers and channel partners,
as the Wave portfolio increases in depth and breadth," commented
Brian Berger, Wave's Executive Vice President of Marketing and
Sales.  "Safend has cultivated relationships with an extensive
network of distributors, resellers and VARs that we believe will
provide expanded sales opportunities, especially those in key
vertical markets and in regions of the world where Wave has had a
limited footprint."

The $12,761,966 purchase price consisted of $1.1 million in cash
and 5,267,374 shares of Wave's common stock valued at the trailing
10-day average closing price of $2.214 per share.  Wave plans to
file a registration statement to register shares being issued in
the transaction.

                         About Wave Systems

Lee, Massachusetts-based Wave Systems Corp. (NASDAQ: WAVX) --
http://www.wave.com/-- develops, produces and markets products
for hardware-based digital security, including security
applications and services that are complementary to and work with
the specifications of the Trusted Computing Group, an industry
standards organization comprised of computer and device
manufacturers, software vendors and other computing products
manufacturers.

Wave's independent registered public accounting firm has issued a
report dated March 16, 2010, that includes an explanatory
paragraph referring to its significant operating losses and
substantial doubt about its ability to continue as a going
concern.

The Company reported a net loss of $4.12 million on $26.05 million
of total net revenues for the year ended Dec. 31, 2010, compared
with a net loss of $3.34 million on $18.88 million of total net
revenues during the prior year.

The Company's balance sheet at June 30, 2011, showed $16.47
million in total assets, $13.07 million in total liabilities and
$3.39 million in total stockholders' equity.


WEBMEDIABRANDS: Receives Nasdaq Notification Letter
---------------------------------------------------
WebMediaBrands, Inc., an Internet media company that provides
content, education, and career services to media and creative
professionals, disclosed that on September 22, 2011, it received a
notice from the Nasdaq Stock Market indicating that it no longer
complies with the requirements of Nasdaq Marketplace Rule 5450(a
(1) for continued listing on the Nasdaq Global Market.  The rule
requires that shares of WebMediaBrands's stock maintain a minimum
bid price of $1.00 per share.

WebMediaBrands has 180 calendar days, or until March 20, 2012, in
which to regain compliance with the listing requirement. If
WebMediaBrands does not regain compliance prior to the expiration
of the 180-day grace period, Nasdaq will provide written notice
that WebMediaBrands's securities are subject to delisting.
Alternatively, WebMediaBrands may be eligible for an additional
180-day grace period if it meets the initial listing standards,
with the exception of bid price, for the Nasdaq Capital Market. To
avail itself of this option, WebMediaBrands will need to submit an
application to transfer its securities to the Nasdaq Capital
Market.

                  About WebMediaBrands Inc.

WebMediaBrands Inc. is an Internet media company that provides
content, education and career services to media and creative
professionals.


YRC WORLDWIDE: Stephen Freidheim Discloses 20.3% Equity Stake
-------------------------------------------------------------
In a Schedule 13D filing with the U.S. Securities and Exchange
Commission, Stephen C. Freidheim and his affiliates disclosed that
they beneficially own 447,860,113 shares of common stock of YRC
Worldwide, Inc., representing 20.3% of the shares outstanding.  A
full-text copy of the filing is available for free at:

                        http://is.gd/8UIejS

                        About YRC Worldwide

Headquartered in Overland Park, Kan., YRC Worldwide Inc. (NASDAQ:
YRCW) -- http://www.yrcw.com/-- is a holding company that through
wholly owned operating subsidiaries offers its customers a wide
range of transportation services.  These services include global,
national and regional transportation as well as logistics.

KPMG LLP's audit reports on the consolidated financial statements
of YRC Worldwide Inc. and subsidiaries for 2009 and 2010 each
contain an explanatory paragraph that states that the Company has
experienced significant declines in operations, cash flows and
liquidity and these conditions raise substantial doubt about the
Company's ability to continue as a going concern.

The Company's balance sheet at June 30, 2011, showed $2.59 billion
in total assets, $2.91 billion in total liabilities and a $328.79
million in shareholders' deficit.

                           *     *     *

In January 2011, Standard & Poor's Ratings Services placed its
'CCC-' corporate credit rating on YRC Worldwide Inc. (YRCW) on
CreditWatch developing.  At the same time, S&P is withdrawing the
existing issue level ratings on Yellow Corp.'s senior unsecured
debt, given the negligible amounts outstanding.

"The ratings on Overland Park, Kan.-based YRCW reflect its near-
term liquidity challenges, meaningful off-balance-sheet contingent
obligations related to multiemployer pension plans, as well as its
participation in the competitive, capital-intensive, and cyclical
trucking industry," said Standard & Poor's credit analyst Anita
Ogbara.  "YRCW's substantial (albeit deteriorating) market
position in the less-than-truckload (LTL) sector, which has high
barriers to entry, partially offsets these characteristics.  We
characterize YRCW's business profile as weak, financial profile as
highly leveraged, and liquidity as weak."

In the Aug. 2, 2011, edition of the TCR, Moody's Investors Service
revised YRC Worldwide Inc.'s Probability of Default Rating ("PDR")
to Caa2\LD ("Limited Default") from Caa3 in recognition of the
agreed debt restructuring which will result in losses for certain
existing debt holders.  In a related action Moody's has raised
YRCW's Corporate Family Rating to Caa3 from Ca to reflect modest
but critical improvements in the company's credit profile that
should result from its recently-completed financial restructuring.
The positioning of YRCW's PDR at Caa2\LD reflects the completion
of an offer to exchange a substantial majority of the company's
outstanding credit facility debt for new senior secured credit
facilities, convertible unsecured notes, and preferred equity,
which was completed on July 22, 2011.

As reported by the TCR on May 5, 2011, Fitch Ratings downgraded
YRC's Issuer default rating to 'C' from 'CC'; Secured bank credit
facility rating downgraded to 'CCC/RR2' from 'B-/RR2'; and Senior
unsecured rating affirmed at 'C/RR6'.  In addition, Fitch has
removed YRCW's ratings from Rating Watch Negative.  Fitch said
that although it appears increasingly likely that the company will
successfully complete the restructuring, until the transactions
constituting the restructuring close, which is not anticipated
until late July 2011, there exists a potential for the transaction
to fail, in which case Fitch expects the company would be forced
to file for Chapter 11 bankruptcy protection.


YRC WORLDWIDE: Catalyst Fund Discloses 10.1% Equity Stake
---------------------------------------------------------
In a Schedule 13G filing with the U.S. Securities and Exchange
Commission, Catalyst Fund Limited Partnership II and its
affiliates disclosed that they beneficially own 205,039,063 shares
of common stock of YRC Worldwide Inc. representing 10.1% of the
shares outstanding.  A full-text copy of the filing is available
for free at http://is.gd/Y1KGvQ

                        About YRC Worldwide

Headquartered in Overland Park, Kan., YRC Worldwide Inc. (NASDAQ:
YRCW) -- http://www.yrcw.com/-- is a holding company that through
wholly owned operating subsidiaries offers its customers a wide
range of transportation services.  These services include global,
national and regional transportation as well as logistics.

KPMG LLP's audit reports on the consolidated financial statements
of YRC Worldwide Inc. and subsidiaries for 2009 and 2010 each
contain an explanatory paragraph that states that the Company has
experienced significant declines in operations, cash flows and
liquidity and these conditions raise substantial doubt about the
Company's ability to continue as a going concern.

The Company's balance sheet at June 30, 2011, showed $2.59 billion
in total assets, $2.91 billion in total liabilities and a $328.79
million in shareholders' deficit.

                           *     *     *

In January 2011, Standard & Poor's Ratings Services placed its
'CCC-' corporate credit rating on YRC Worldwide Inc. (YRCW) on
CreditWatch developing.  At the same time, S&P is withdrawing the
existing issue level ratings on Yellow Corp.'s senior unsecured
debt, given the negligible amounts outstanding.

"The ratings on Overland Park, Kan.-based YRCW reflect its near-
term liquidity challenges, meaningful off-balance-sheet contingent
obligations related to multiemployer pension plans, as well as its
participation in the competitive, capital-intensive, and cyclical
trucking industry," said Standard & Poor's credit analyst Anita
Ogbara.  "YRCW's substantial (albeit deteriorating) market
position in the less-than-truckload (LTL) sector, which has high
barriers to entry, partially offsets these characteristics.  We
characterize YRCW's business profile as weak, financial profile as
highly leveraged, and liquidity as weak."

In the Aug. 2, 2011, edition of the TCR, Moody's Investors Service
revised YRC Worldwide Inc.'s Probability of Default Rating ("PDR")
to Caa2\LD ("Limited Default") from Caa3 in recognition of the
agreed debt restructuring which will result in losses for certain
existing debt holders.  In a related action Moody's has raised
YRCW's Corporate Family Rating to Caa3 from Ca to reflect modest
but critical improvements in the company's credit profile that
should result from its recently-completed financial restructuring.
The positioning of YRCW's PDR at Caa2\LD reflects the completion
of an offer to exchange a substantial majority of the company's
outstanding credit facility debt for new senior secured credit
facilities, convertible unsecured notes, and preferred equity,
which was completed on July 22, 2011.

As reported by the TCR on May 5, 2011, Fitch Ratings downgraded
YRC's Issuer default rating to 'C' from 'CC'; Secured bank credit
facility rating downgraded to 'CCC/RR2' from 'B-/RR2'; and Senior
unsecured rating affirmed at 'C/RR6'.  In addition, Fitch has
removed YRCW's ratings from Rating Watch Negative.  Fitch said
that although it appears increasingly likely that the company will
successfully complete the restructuring, until the transactions
constituting the restructuring close, which is not anticipated
until late July 2011, there exists a potential for the transaction
to fail, in which case Fitch expects the company would be forced
to file for Chapter 11 bankruptcy protection.


* Nondisclosure Results in Total Fee Disgorgement
-------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that lawyers representing bankrupt companies in the Middle
District of Pennsylvania should be careful to make complete
disclosure in view of a Sept. 23 opinion by U.S. District Judge
Christopher C. Conner in Scranton, Pennsylvania.  The case
involved a lawyer who had represented a company for several years
before filing in Chapter 11. In his application to represent the
company during bankruptcy, the lawyer disclosed his retainer,
although not fees he’d received in the year before bankruptcy.
The bankruptcy judge disqualified the lawyer and required
him to return a $17,500 retainer.  On appeal, Judge Conner upheld
disqualification and disgorgement.  Judge Conner ruled that
disclosure had not been complete. He also held that the lawyer had
an actual, undisclosed conflict of interest because of involvement
in a pre-bankruptcy corporate transaction resulting in a lawsuit.
The case is Geisenberger v. U.S. Trustee, 10-01660, U.S. District
Court, Middle District Pennsylvania (Scranton).


* Absolute Priority Rule Terminated in Individual Cases
-------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that the absolute priority rule was deleted for
individuals in Chapter 11 as a result of 2005 amendments to the
Bankruptcy Code, U.S. District Judge Susan Bucklew from Tampa,
Florida ruled on Sept. 21. Judge Bucklew also held that the
unsecured deficiency claim of the secured creditor was properly in
a separate class.

The case, SPCP Group LLC v. Biggins, Case No. 10-2381, M.D. Fla.
(Tampa), involved individuals who were owners of a company in
Chapter 11.  The Company confirmed a plan paying the secured
creditor in full over time.

According to Mr. Rochelle, when the secured creditor sued the
individuals on personal guarantees, they filed in Chapter 11 and
later confirmed a plan where the lender would be paid by the
company.  Contending the absolute priority rule was violated, the
secured creditor argued it was improper to cram down the plan.

The report relates that Judge Bucklew upheld the ruling of the
bankruptcy court confirming the individuals' Chapter 11 plans.
Although courts disagree, Judge Bucklew said the governing
language in Section 1129(b)(2)(B)(ii) is plain on its face.  As
revised in 2005, the statute says that an individual can cram down
on a dissenting class while retaining property that was in the
estate before bankruptcy or acquired later.  She said Congress
therefore "has done away with the absolute priority rule in the
context of individual cases."


* RBS Appoints New Property Leader in Restructuring Unit
--------------------------------------------------------
Dow Jones' DBR Small Cap reports that Royal Bank of Scotland Group
PLC said it appointed Aubrey Adams as head of property in its
toxic-assets division, with the former chief executive of real
estate consultants Savills PLC set to take up the newly created
role in November.

The Royal Bank of Scotland Group plc (NYSE:RBS) --
http://www.rbs.com/-- is a holding company of The Royal Bank of
Scotland plc (Royal Bank) and National Westminster Bank Plc
(NatWest), which are United Kingdom-based clearing banks.  The
company's activities are organized in six business divisions:
Corporate Markets (comprising Global Banking and Markets and
United Kingdom Corporate Banking), Retail Markets (comprising
Retail and Wealth Management), Ulster Bank, Citizens, RBS
Insurance and Manufacturing.  On October 17, 2007, RFS Holdings
B.V. (RFS Holdings), a company jointly owned by RBS, Fortis N.V.,
Fortis SA/NV and Banco Santander S.A. (the Consortium Banks) and
controlled by RBS, completed the acquisition of ABN AMRO Holding
N.V. (ABN AMRO).  In July 2008, the company disposed of its entire
interest in Global Voice Group Ltd.


* Chapter 11 Cases with Assets & Liabilities Below $1,000,000
-------------------------------------------------------------

In Re Vergie Musgrave
   Bankr. D. Ariz. Case No. 11-26154
      Chapter 11 Petition filed September 13, 2011

In Re Sheila Booker
   Bankr. C.D. Calif. Case No. 11-48691
      Chapter 11 Petition filed September 13, 2011

In Re Ultra-Flex Moulding, Inc.
   Bankr. S.D. Calif. Case No. 11-15263
      Chapter 11 Petition filed September 13, 2011
         See http://bankrupt.com/misc/casb11-15263.pdf

In Re ABM Investment Inc.
        dba Rick’s Tavern
   Bankr. D. Dela. Case No. 11-12906
      Chapter 11 Petition filed September 13, 2011
         See http://bankrupt.com/misc/deb11-12906.pdf

In Re G. Jakes
   Bankr. M.D. Ga. Case No. 11-31495
      Chapter 11 Petition filed September 13, 2011

In Re Mark Zimel
   Bankr. D. Ore. Case No. 11-37940
      Chapter 11 Petition filed September 13, 2011

In Re Fidel Jones
   Bankr. D. Mass. Case No. 11-18709
      Chapter 11 Petition filed September 13, 2011

In Re James Quinlan
      Margaret Loomis
   Bankr. E.D. Mich. Case No. 11-64276
      Chapter 11 Petition filed September 13, 2011

In Re Infinity Resources Corporation
        aka Alouette
   Bankr. S.D.N.Y. Case No. 11-14309
      Chapter 11 Petition filed September 13, 2011
         filed pro se

In Re MJ Patrick, Inc.
        aka The Dan Trust
   Bankr. E.D. Pa. Case No. 11-17133
      Chapter 11 Petition filed September 13, 2011
         filed pro se

In Re Pentecostal Bridegroom Temple, Inc.
   Bankr. E.D. Pa. Case No. 11-17113
      Chapter 11 Petition filed September 13, 2011
         See http://bankrupt.com/misc/paeb11-17113.pdf

In Re Women of War Ministries
   Bankr. E.D. Pa. Case No. 11-17152
      Chapter 11 Petition filed September 13, 2011
         See http://bankrupt.com/misc/paeb11-17152.pdf

In Re Mark Stout
   Bankr. W.D. Pa. Case No. 11-25775
      Chapter 11 Petition filed September 13, 2011

In Re Vassilios Maniotis
   Bankr. D. S.C. Case No. 11-05684
      Chapter 11 Petition filed September 13, 2011

In Re Amos Willis
   Bankr. E.D. Va. Case No. 11-16696
      Chapter 11 Petition filed September 13, 2011

In Re D & R Nolan Investments, Inc.
        dba Brickhouse Pub
   Bankr. W.D. Wash. Case No. 11-20836
      Chapter 11 Petition filed September 13, 2011
         See http://bankrupt.com/misc/wawb11-20836.pdf

In Re Robin's Bagel & Cafe, Inc.
        dba Zat's A Better Bagel
   Bankr. W.D. Wash. Case No. 11-20837
      Chapter 11 Petition filed September 13, 2011
         See http://bankrupt.com/misc/wawb11-20837.pdf

In Re R&P Properties I, LLC
   Bankr. D. Ariz. Case No. 11-26361
      Chapter 11 Petition filed September 14, 2011
         See http://bankrupt.com/misc/azb11-26361.pdf

In Re 8945 Research Drive LLC
   Bankr. C.D. Calif. Case No. 11-22907
      Chapter 11 Petition filed September 14, 2011
         filed pro se

In Re Eun Cho
   Bankr. C.D. Calif. Case No. 11-49013
      Chapter 11 Petition filed September 14, 2011

In Re Sharon Fine
   Bankr. C.D. Calif. Case No. 11-22944
      Chapter 11 Petition filed September 14, 2011

In Re Let's Go Aero, Inc.
   Bankr. D. Colo. Case No. 11-31850
      Chapter 11 Petition filed September 14, 2011
         See http://bankrupt.com/misc/cob11-31850.pdf

In Re Tesco Resources, Inc.
   Bankr. D. Conn. Case No. 11-32373
      Chapter 11 Petition filed September 14, 2011
         See http://bankrupt.com/misc/ctb11-32373.pdf

In Re Matthew Scannapieco
   Bankr. D. Del. Case No. 11-12911
      Chapter 11 Petition filed September 14, 2011

In Re Edgar Jimenez
   Bankr. M.D. Fla. Case No. 11-13905
      Chapter 11 Petition filed September 14, 2011

In Re Donna Bragassa
   Bankr. S.D. Fla. Case No. 11-35465
      Chapter 11 Petition filed September 14, 2011

In Re Javier Perez
   Bankr. S.D. Fla. Case No. 11-35475
      Chapter 11 Petition filed September 14, 2011

In Re Ramon Batista
   Bankr. S.D. Fla. Case No. 11-35472
      Chapter 11 Petition filed September 14, 2011

In Re Libali, Inc.
        dba Slack's Restaurant & Bar
   Bankr. N.D. Ga. Case No. 11-76749
      Chapter 11 Petition filed September 14, 2011
         See http://bankrupt.com/misc/ganb11-76749.pdf

In Re Paul Genovese
      Brigitte Genovese
   Bankr. D. Md. Case No. 11-28527
      Chapter 11 Petition filed September 14, 2011

In Re One Thousand North Fifth Street, LLC
   Bankr. E.D. Pa. Case No. 11-17173
      Chapter 11 Petition filed September 14, 2011
         See http://bankrupt.com/misc/paeb11-17173.pdf

In Re Garry Love
   Bankr. M.D. Tenn. Case No. 11-0919
      Chapter 11 Petition filed September 14, 2011

In Re D & S Truck Repair, Inc.
   Bankr. E.D. Ark. Case No. 11-15946
      Chapter 11 Petition filed September 15, 2011
         See http://bankrupt.com/misc/areb11-15946.pdf
         represented by  Andrew L. Clark, Esq.
                         Clark, Byarlay & Sparks
                         E-mail: lawyerclark@msn.com

In Re Diaz Oei
   Bankr. D. Ariz. Case No. 11-26442
      Chapter 11 Petition filed September 15, 2011

In Re Catalina Anday
   Bankr. C.D. Calif. Case No. 11-49213
      Chapter 11 Petition filed September 15, 2011

In Re James Smith
   Bankr. C.D. Calif. Case No. 11-20965
      Chapter 11 Petition filed September 15, 2011

In Re Mercury Resources
   Bankr. C.D. Calif. Case No. 11-49107
      Chapter 11 Petition filed September 15, 2011
         See http://bankrupt.com/misc/cacb11-49107.pdf
         represented by  Kahlil J. McAlpin, Esq.
                         Law Offices of Kahlil J. McAlpin
                         E-mail: kahlil24@aol.com

In Re Sahag-Mesrob Armenian Christian School
   Bankr. C.D. Calif. Case No. 11-49127
      Chapter 11 Petition filed September 15, 2011
         See http://bankrupt.com/misc/cacb11-49127.pdf
         represented by  Kenneth G. Lau, Esq.
                         Queenie K. Ng, Esq.
                         E-mail: kenneth.g.lau@usdoj.gov
                         E-mail: queenie.k.ng@usdoj.gov

In Re Ernest Bezley
   Bankr. E.D. Calif. Case No. 11-42346
      Chapter 11 Petition filed September 15, 2011

In Re Miguel Correa
   Bankr. S.D. Fla. Case No. 11-35585
      Chapter 11 Petition filed September 15, 2011

In Re SAC of Griffith, Inc.
         dba Pepe's Mexican Restaurant
   Bankr. N.D. Ind. Case No. 11-23621
      Chapter 11 Petition filed September 15, 2011
         See http://bankrupt.com/misc/innb11-23621p.pdf
         See http://bankrupt.com/misc/innb11-23621c.pdf
         represented by  David E. Woodward, Esq.
                         Casale, Woodward & Buls, LLP
                         E-mail: dwoodward@cwblawfirm.com

In Re MC Associates, LP
   Bankr. D. Maine Case No. 11-21352
      Chapter 11 Petition filed September 15, 2011
         See http://bankrupt.com/misc/meb11-21352.pdf
         represented by  J. Scott Logan, Esq.
                         Law Office of J. Scott Logan, LLC
                         E-mail: scott@southernmainebankruptcy.com

In Re Salon America, Inc.
        dba Music City Event Center
   Bankr. M.D. N.C. Case No. 11-11409
      Chapter 11 Petition filed September 15, 2011
         See http://bankrupt.com/misc/ncmb11-11409.pdf
         represented by  Samantha K. Brumbaugh, Esq.
                         Brumbaugh & Stroupe, P.L.L.C.
                         E-mail: cfslaw@hotmail.com

In Re Max Aragon
   Bankr. D. N.M. Case No. 11-14090
      Chapter 11 Petition filed September 15, 2011

In Re Liza Rappaport
   Bankr. D. N.J. Case No. 11-37107
      Chapter 11 Petition filed September 15, 2011

In Re Stephen Lankenau
   Bankr. D. N.J. Case No. 11-37127
      Chapter 11 Petition filed September 15, 2011

In Re 207 Essex Corp.
   Bankr. E.D.N.Y. Case No. 11-47890
      Chapter 11 Petition filed September 15, 2011
         filed pro se

In Re KTM&B, Inc.
   Bankr. W.D. N.Y. Case No. 11-13201
      Chapter 11 Petition filed September 15, 2011
         filed pro se

In Re Morteza Gerani
   Bankr. W.D. Tenn. Case No. 11-29631
      Chapter 11 Petition filed September 15, 2011

In Re F Fitch
   Bankr. S.D. Texas Case No. 11-20525
      Chapter 11 Petition filed September 15, 2011

In Re Electronic Service Provider, Inc.
        aka ESP
   Bankr. W.D. Wash. Case No. 11-20929
      Chapter 11 Petition filed September 15, 2011
         See http://bankrupt.com/misc/wawb11-20929.pdf
         represented by  Patrick H. Brick, Esq.
                         E-mail: bricklaw@msn.com

In Re M Suki Co LLC
        dba Inn at Port Hadlock
   Bankr. W.D. Wash. Case No. 11-20951
      Chapter 11 Petition filed September 15, 2011
         filed pro se

In Re Marie Pierron
   Bankr. D. Ariz. Case No. 11-26502
      Chapter 11 Petition filed September 16, 2011

In Re Nathan Laflesch
   Bankr. D. Ariz. Case No. 11-26569
      Chapter 11 Petition filed September 16, 2011

In Re Niles Lipin
   Bankr. D. Ariz. Case No. 11-26500
      Chapter 11 Petition filed September 16, 2011

In Re David Fee
   Bankr. C.D. Calif. Case No. 11-14420
      Chapter 11 Petition filed September 16, 2011

In Re William Wilson
   Bankr. C.D. Calif. Case No. 11-49424
      Chapter 11 Petition filed September 16, 2011

In Re 55 Old State Road Property, LLC
   Bankr. D. Conn. Case No. 11-32408
      Chapter 11 Petition filed September 16, 2011
         See http://bankrupt.com/misc/ctb11-32408.pdf
         represented by  Russell Gary Small, Esq.
                         Merritt Medical Center
                         E-mail: Russell@rgsmall.com

In Re Smiley Real Estate, LLC
   Bankr. D. Conn. Case No. 11-32401
      Chapter 11 Petition filed September 16, 2011
         See http://bankrupt.com/misc/ctb11-32401.pdf
         represented by  Peter L. Ressler, Esq.
                         Groob Ressler & Mulqueen
                         E-mail: ressmul@yahoo.com

In Re Mountain Tracts, Inc.
   Bankr. M.D. Fla. Case No. 11-17440
      Chapter 11 Petition filed September 16, 2011
         See http://bankrupt.com/misc/flmb11-17440.pdf
         represented by  Christopher C. Todd, Esq.
                         McIntyre, Panzarella, Thanasides, et al
                         E-mail: chris@mcintyrefirm.com

In Re Mimi Vail
   Bankr. S.D. Fla. Case No. 11-35731
      Chapter 11 Petition filed September 16, 2011

In Re Andrew Burress
   Bankr. M.D. Ga. Case No. 11-52951
      Chapter 11 Petition filed September 16, 2011

In Re Quinn River, LLC
   Bankr. W.D. La. Case No. 11-51333
      Chapter 11 Petition filed September 16, 2011
         See http://bankrupt.com/misc/lawb11-51333.pdf
         represented by  Thomas E. St. Germain, Esq.
                         E-mail: ecf@weinlaw.com

In Re Darryl Garvin
   Bankr. D. Mass. Case No. 11-18871
      Chapter 11 Petition filed September 16, 2011

In Re Hilson Rodriguez
   Bankr. D. Mass. Case No. 11-18869
      Chapter 11 Petition filed September 16, 2011

In Re Larry Cruel
   Bankr. S.D. Miss. Case No. 11-03250
      Chapter 11 Petition filed September 16, 2011

In Re Edwin Balecha
   Bankr. D. Nev. Case No. 11-24634
      Chapter 11 Petition filed September 16, 2011

In Re Bay Ridge Real Estate Development LLC
   Bankr. D. N.H. Case No. 11-13438
      Chapter 11 Petition filed September 16, 2011
         See http://bankrupt.com/misc/nhb11-13438.pdf
         represented by  Robert L. O'Brien, Esq.
                         O'Brien Law
                         E-mail: robjd@mail2firm.com

In Re JDN Properties @ Lebanon, LLC
        dba JDN Properties At Lebanon, LLC
   Bankr. D. N.J. Case No. 11-37161
      Chapter 11 Petition filed September 16, 2011
         See http://bankrupt.com/misc/njb11-37161.pdf
         represented by  Stuart D. Gavzy, Esq.
                         E-mail: mainmail@gavzylaw.com

   In Re JDN Properties II, LLC
      Bankr. D. N.J. Case No. 11-37162
         Chapter 11 Petition filed September 16, 2011
            See http://bankrupt.com/misc/njb11-37162.pdf
            represented by  Stuart D. Gavzy, Esq.
                            O'Brien Law
                            E-mail: mainmail@gavzylaw.com


In Re Julio M. Almeida Holding Corporation
   Bankr. D. N.J. Case No. 11- 37216
      Chapter 11 Petition filed September 16, 2011
         See http://bankrupt.com/misc/njb11-37216.pdf
         represented by  Rosemarie E. Matera, Esq.
                         Kurtzman Matera, P.C.
                         E-mail: law@klmgs.com

   In Re Julio And V. Corporation
           dba Pearl of Lisbon
   Bankr. D. N.J. Case No. 11-37218
      Chapter 11 Petition filed September 16, 2011
         See http://bankrupt.com/misc/njb11-37218.pdf
         represented by  Rosemarie E. Matera, Esq.
                         Kurtzman Matera, P.C.
                         E-mail: law@klmgs.com

In Re Eagle Realty, LLC
   Bankr. E.D.N.Y. Case No. 11-47909
      Chapter 11 Petition filed September 16, 2011
         filed pro se

In Re GEL LLC
   Bankr. E.D.N.Y. Case No. 11-47910
      Chapter 11 Petition filed September 16, 2011
         filed pro se

In Re Mat & Hi Corp.
        dba Hampton Deli
   Bankr. E.D.N.Y. Case No. 11-76572
      Chapter 11 Petition filed September 16, 2011
         See http://bankrupt.com/misc/nyeb11-76572.pdf
         represented by  Robert J. Spence, Esq.
                         Ackerman Spence, PLLC
                         E-mail: rspence@mklawnyc.com

In Re Chad Heidecker
   Bankr. S.D. Texas Case No. 11-37953
      Chapter 11 Petition filed September 16, 2011

In Re Holly Global Investment Inc.
        dba Rainier Inn
   Bankr. W.D. Wash. Case No. 11-47381
      Chapter 11 Petition filed September 16, 2011
         filed pro se


In Re Duplin OB-GYN, P.A.
   Bankr. E.D. N.C. Case No. 11-07141
      Chapter 11 Petition filed September 18, 2011
         See http://bankrupt.com/misc/nceb11-07141.pdf
         represented by  J.M. Cook, Esq
                         E-mail:  J.M.Cook@jmcookesq.com

In Re Bayside Acquisitions, LLC
   Bankr. M.D. Fla. Case No. 11-17468
      Chapter 11 Petition filed September 18, 2011
         See http://bankrupt.com/misc/flmb11-17468p.pdf
         See http://bankrupt.com/misc/flmb11-17468c.pdf
         represented by  Timothy M. Grogan, Esq.
                         E-mail: tgroganlaw@tampabay.rr.com

In Re Clarke County Healthcare, LLC
   Bankr. S.D. Ala. Case No. 11-03851
      Chapter 11 Petition filed September 19, 2011
         See http://bankrupt.com/misc/alsb11-03851.pdf
         represented by  Lawrence B. Voit, Esq.
                         E-mail: lvoit@silvervoit.com

In Re I & J Enterprises, Inc.
   Bankr. C.D. Calif. Case No. 11-49613
      Chapter 11 Petition filed September 19, 2011
         See http://bankrupt.com/misc/cacb11-49613.pdf
         represented by  Michael Jay Berger, Esq.
                         E-mail:
michael.berger@bankruptcypower.com

In Re Tip Top Novelties
   Bankr. N.D. Calif. Case No. 11-58743
      Chapter 11 Petition filed September 19, 2011
         filed pro se

In Re Edemco Dryers, Inc.
   Bankr. D. Colo. Case No. 11-32212
      Chapter 11 Petition filed September 19, 2011
         See http://bankrupt.com/misc/cob11-32212p.pdf
         See http://bankrupt.com/misc/cob11-32212c.pdf
         represented by  Lee M. Kutner, Esq.
                         Ackerman Spence, PLLC
                         E-mail: lmk@kutnerlaw.com

In Re A-1 Fire Equipment, Corp.
        dba A-1 Electric Company
   Bankr. S.D. Fla. Case No. 11-35798
      Chapter 11 Petition filed September 19, 2011
         See http://bankrupt.com/misc/flsb11-35798.pdf
         represented by  Peter D. Russin, Esq
                         E-mail:  prussin@melandrussin.com

In Re Wilton Corporation
   Bankr. W.D. La. Case No. 11-31791
      Chapter 11 Petition filed September 19, 2011
         See http://bankrupt.com/misc/lawb11-31791.pdf
         represented by  Ralph Scott Bowie, Jr., Esq
                         Daye, Bowie & Beresko, APLC
                         E-mail: rsbowie@bellsouth.net

In Re G.M. Transfer Inc.
   Bankr. S.D.N.Y. Case No. 11-14395
      Chapter 11 Petition filed September 19, 2011
         filed pro se

In Re Progress Avenue Limited Partnership
   Bankr. M.D. Pa. Case No. 11-06411
      Chapter 11 Petition filed September 19, 2011
         filed pro se

In Re Pier 96 Corporation
   Bankr. W.D. Wash. Case No. 11-21042
      Chapter 11 Petition filed September 19, 2011
         filed pro se

In Re James Wasson
   Bankr. D. Ariz. Case No. 11-26802
      Chapter 11 Petition filed September 20, 2011

In Re Marcelle Lawando
   Bankr. D. Ariz. Case No. 11-26823
      Chapter 11 Petition filed September 20, 2011

In Re Ryse Construction, Inc.
        dba Coombs Awnings
   Bankr. D. Ariz. Case No. 11-26778
      Chapter 11 Petition filed September 20, 2011
         See http://bankrupt.com/misc/azb11-26778.pdf
         represented by  James M. Laganke, Esq
                         James M. Laganke, PLLC
                         E-mail:   jameslaganke@aol.com
In Re Todd Simmons
   Bankr. D. Ariz. Case No. 11-26811
      Chapter 11 Petition filed September 20, 2011

In Re Darryl Boyd
   Bankr. C.D. Calif. Case No. 11-49776
      Chapter 11 Petition filed September 20, 2011

In Re Alba Ruiz
   Bankr. S.D. Calif. Case No. 11-15626
      Chapter 11 Petition filed September 20, 2011

In Re James Webb
      Willyn Webb
   Bankr. D. Colo. Case No. 11-32302
      Chapter 11 Petition filed September 20, 2011

In Re John Gibson
     Caryn Gibson
   Bankr. D. Colo. Case No. 11-32305
      Chapter 11 Petition filed September 20, 2011

In Re Michael Hu
      Joanne Hu
   Bankr. D. Colo. Case No. 11-32313
      Chapter 11 Petition filed September 20, 2011

In Re Robert Webb
      Charlotte Webb
   Bankr. D. Colo. Case No. 11-32299
      Chapter 11 Petition filed September 20, 2011

In Re Webb Family Partnership, LLLP
   Bankr. D. Colo. Case No. 11-32296
      Chapter 11 Petition filed September 20, 2011
         See http://bankrupt.com/misc/cob11-32296p.pdf
         See http://bankrupt.com/misc/cob11-32296c.pdf
         represented by  Lee M. Kutner, Esq.
                         E-mail:  lmk@kutnerlaw.com

In Re Sixto Figueroa
   Bankr. S.D. Fla. Case No. 11-35956
      Chapter 11 Petition filed September 20, 2011

In Re Christian Hammersen
   Bankr. N.D. Ga. Case No. 11-23889
      Chapter 11 Petition filed September 20, 2011

In Re Future Construction Inc.
   Bankr. S.D. Ind. Case No. 11-11835
      Chapter 11 Petition filed September 20, 2011
         See http://bankrupt.com/misc/insb11-11835.pdf
         represented by  Eric C. Redman, Esq
                         Redman Ludwig PC
                         E-mail:  ksmith@redmanludwig.com

In Re William Zarnoch
   Bankr. E.D. N.C. Case No. 11-07193
      Chapter 11 Petition filed September 20, 2011

In Re A.M.Y. Realty, Inc.
   Bankr. D. N.J. Case No. 11-37479
      Chapter 11 Petition filed September 20, 2011
         filed pro se

In Re Sassano Properties, Inc.
   Bankr. S.D.N.Y. Case No. 11-23849
      Chapter 11 Petition filed September 20, 2011
         See http://bankrupt.com/misc/nysb11-23849.pdf
         represented by  Todd S. Cushner, Esq.
                         Cushner & Garvey, LLP
                         E-mail: Todd@cushnergarvey.com

In Re David Ginsberg
   Bankr. E.D. Pa. Case No. 11-17314
      Chapter 11 Petition filed September 20, 2011

In Re Nathan Nevils
   Bankr. M.D. Tenn. Case No. 11-09428
      Chapter 11 Petition filed September 20, 2011

In Re Community Investment Syndicate, LC
   Bankr. E.D. Va. Case No. 11-35986
      Chapter 11 Petition filed September 20, 2011
         See http://bankrupt.com/misc/vaeb11-35986.pdf
         represented by  D. Brooke Stephenson, Esq.
                         Harry Jernigan CPA Attorney, P.C.
                         E-mail: bstephenson@hjlaw.com

In Re Keswick Acquisitions, LLC
   Bankr. E.D. Va. Case No. 11-16831
      Chapter 11 Petition filed September 20, 2011
         filed pro se

In Re Alan Albertini
   Bankr. D. Ariz. Case No. 11-26928
      Chapter 11 Petition filed September 21, 2011

In Re C&M Russell, LLC
   Bankr. C.D. Calif. Case No. 11-49889
      Chapter 11 Petition filed September 21, 2011
         filed pro se

In Re Chung Monroe
   Bankr. C.D. Calif. Case No. 11-14466
      Chapter 11 Petition filed September 21, 2011

In Re Harvinder Suri
   Bankr. C.D. Calif. Case No. 11-49911
      Chapter 11 Petition filed September 21, 2011

In Re Jeffrey Masonek
   Bankr. C.D. Calif. Case No. 11-23223
      Chapter 11 Petition filed September 21, 2011

In Re Kevin Booker
   Bankr. C.D. Calif. Case No. 11-49887
      Chapter 11 Petition filed September 21, 2011

In Re Robert Sotello
   Bankr. C.D. Calif. Case No. 11-14476
      Chapter 11 Petition filed September 21, 2011

In Re First Allegiance Limited Partnership
   Bankr. E.D. Calif. Case No. 11-42801
      Chapter 11 Petition filed September 21, 2011
         filed pro se

In Re Ravi Sanwal
   Bankr. E.D. Calif. Case No. 11-42776
      Chapter 11 Petition filed September 21, 2011

In Re Commercial Door International, Inc.
   Bankr. M.D. Fla. Case No. 11-17614
      Chapter 11 Petition filed September 21, 2011
         See http://bankrupt.com/misc/flmb11-17614.pdf
         represented by  James L. Clark, Esq.
                         James L. Clark, PA
                         E-mail:  fedcourt@clarklawyer.com

In Re LAX LLC
   Bankr. M.D. Fla. Case No. 11-14317
      Chapter 11 Petition filed September 21, 2011
         filed pro se

In Re Frederick Barofsky
   Bankr. N.D. Ill. Case No. 11-38356
      Chapter 11 Petition filed September 21, 2011

In Re Michael Rule
   Bankr. N.D. Ill. Case No. 11-38294
      Chapter 11 Petition filed September 21, 2011

In Re Morning Star Village, Inc.
   Bankr. N.D. Ill. Case No. 11-84096
      Chapter 11 Petition filed September 21, 2011
         See http://bankrupt.com/misc/ilnb11-84096p.pdf
         See http://bankrupt.com/misc/ilnb11-84096c.pdf
         represented by  George P. Hampilos, Esq.
                         Hampilos & Langley, Ltd.
                         E-mail:  georgehamp@aol.com

In Re Richard Nielsen
   Bankr. N.D. Ind. Case No. 11-13570
      Chapter 11 Petition filed September 21, 2011

In Re Bennie Atkinson
   Bankr. D. Md. Case No. 11-28958
      Chapter 11 Petition filed September 21, 2011

In Re Waterproofing By Experts, Inc.
        As successor by Merger To Construction Labor Force, Inc.
        dba Rite-Way Waterproofing
   Bankr. D. Minn. Case No. 11-46210
      Chapter 11 Petition filed September 21, 2011
         See http://bankrupt.com/misc/mnb11-46210.pdf
         represented by  Will R. Tansey, Esq.
                         Ravich Meyer Kirkman McGrath & Nauman
                         E-mail: wrtansey@ravichmeyer.com

In Re Jeffrey Adams
      Patricia Adams
   Bankr. W.D. Miss. Case No. 11-09672
      Chapter 11 Petition filed September 21, 2011

In Re Hylander Krista, LLC
   Bankr. D. Nev. Case No. 11-24850
      Chapter 11 Petition filed September 21, 2011
         filed pro se

In Re Lilin Cai
   Bankr. D. Nev. Case No. 11-24884
      Chapter 11 Petition filed September 21, 2011

In Re Richard Panzarella
   Bankr. D. Nev. Case No. 11-24856
      Chapter 11 Petition filed September 21, 2011

In Re William Fleming
   Bankr. D. N.H. Case No. 11-13511
      Chapter 11 Petition filed September 21, 2011

In Re James Bruce
   Bankr. D. N.M. Case No. 11-14184
      Chapter 11 Petition filed September 21, 2011

In Re James G. Bruce
      Sharon K. Bruce
   Bankr. D. N.M. Case No. 11-14184
      Chapter 11 Petition filed September 21, 2011
         See http://bankrupt.com/misc/nmb11-14184.pdf
         represented by  Daniel J. Behles, Esq.
                         Moore, Berkson & Gandarilla, P.C.
                         E-mail: dan@behles.com


In Re MRS Properties LLC
   Bankr. E.D.N.Y. Case No. 11-48027
      Chapter 11 Petition filed September 21, 2011
         filed pro se

In Re Prince of Bronze
        aka Art Foundry Inc.
   Bankr. E.D.N.Y. Case No. 11-48030
      Chapter 11 Petition filed September 21, 2011
         See http://bankrupt.com/misc/nyeb11-48030.pdf
         represented by  Neil R. Flaum, Esq.
                         Flaum & Associates, P.C.
                         E-mail: flaumandassociatespc@gmail.com

In Re 531 Franklin Street Revocable Trust
   Bankr. W.D. N.Y. Case No. 11-13273
      Chapter 11 Petition filed September 21, 2011
         See http://bankrupt.com/misc/nywb11-13273.pdf
         represented by  Robert B. Gleichenhaus, Esq.
                         Gleichenhaus, Marchese & Weishaar, P.C.
                         E-mail: RBG_GMF@hotmail.com

In Re Skyway Restaurant & Lounge, LLC
   Bankr. N.D. Ohio Case No. 11-35130
      Chapter 11 Petition filed September 21, 2011
         See http://bankrupt.com/misc/ohnb11-35130.pdf
         represented by  Steven L Diller, Esq.
                         E-mail: sdiller@dillerandricellc.com

In Re Susan Thwaite
   Bankr. N.D. Ohio Case No. 11-35128
      Chapter 11 Petition filed September 21, 2011

In Re United Realty & Development, Inc.
   Bankr. M.D. Pa. Case No. 11-06462
      Chapter 11 Petition filed September 21, 2011
         See http://bankrupt.com/misc/pamb11-06462.pdf
         represented by  Craig A. Diehl, Esq.
                         E-mail: cdiehl@cadiehllaw.com

In Re Team Wightman, LLC
   Bankr. W.D. Pa. Case No. 11-25909
      Chapter 11 Petition filed September 21, 2011
         See http://bankrupt.com/misc/pawb11-25909.pdf
         represented by  Francis E. Corbett, Esq.
                         Calaiaro & Corbett, P.C.
                         E-mail: fcorbett@calaiarocorbett.com

In Re Anthony Gottlieb
   Bankr. M.D. Tenn. Case No. 11-09484
      Chapter 11 Petition filed September 21, 2011

In Re Bruce Levy
   Bankr. M.D. Tenn. Case No. 11-09494
      Chapter 11 Petition filed September 21, 2011

In Re Ezell's Catfish Cabin Bessemer, LLC
   Bankr. N.D. Ala. Case No. 11-04786
      Chapter 11 Petition filed September 22, 2011
         See http://bankrupt.com/misc/alnb11-04786.pdf
         represented by  Frederick Mott Garfield, Esq.
                         Sexton & Associates, PC
                         E-mail: fmgarfield@sextonattorneys.com

In Re David Zachary
   Bankr. E.D. Calif. Case No. 11-42866
      Chapter 11 Petition filed September 22, 2011

In Re Richard Garcia
   Bankr. E.D. Calif. Case No. 11-42830
      Chapter 11 Petition filed September 22, 2011

In Re Noriko Belmont
   Bankr. N.D. Calif. Case No. 11-58859
      Chapter 11 Petition filed September 22, 2011

In Re Rodolfo Cadotte
   Bankr. N.D. Calif. Case No. 11-58858
      Chapter 11 Petition filed September 22, 2011

In Re William St Clair
   Bankr. S.D. Calif. Case No. 11-15753
      Chapter 11 Petition filed September 22, 2011

In Re Eldorado Canyon Properties LLC
   Bankr. D. Mass. Case No. 11-19006
      Chapter 11 Petition filed September 22, 2011
         filed pro se

In Re Rodney Lancaster
   Bankr. N.D. Miss. Case No. 11-14330
      Chapter 11 Petition filed September 22, 2011

In Re Charles Dowdy
   Bankr. S.D. Miss. Case No. 11-03329
      Chapter 11 Petition filed September 22, 2011

In Re Leslie MarNa
      RaChelNi MarNa
   Bankr. E.D. Mo. Case No. 11-50167
      Chapter 11 Petition filed September 22, 2011

In Re John Fanuzzi
   Bankr. D. Mont. Case No. 11-61848
      Chapter 11 Petition filed September 22, 2011

In Re Stephen Anderson
   Bankr. D. Mont. Case No. 11-61845
      Chapter 11 Petition filed September 22, 2011

In Re Bay Cleaners, Inc.
   Bankr. D. N.J. Case No. 11-37768
      Chapter 11 Petition filed September 22, 2011
         See http://bankrupt.com/misc/njb11-37768.pdf
         represented by  Seung H. Shin, Esq.
                         Shin & Jung LLP
                         E-mail: shinjunglaw@gmail.com

In Re Lucky Joy Restaurant Inc.
   Bankr. E.D.N.Y. Case No. 11-48092
      Chapter 11 Petition filed September 22, 2011
         See http://bankrupt.com/misc/nyeb11-48092.pdf
         represented by  William X. Zou, Esq.
                         E-mail: xfzou@aol.com

In Re Wendy Alexis
   Bankr. E.D.N.Y. Case No. 11-48052
      Chapter 11 Petition filed September 22, 2011

In Re Yeshiva Chofetz Chaim Inc.
   Bankr. S.D.N.Y. Case No. 11-23864
      Chapter 11 Petition filed September 22, 2011
         filed pro se

In Re PGH Real Estate Company LLC
   Bankr. W.D. Pa. Case No. 11-25933
      Chapter 11 Petition filed September 22, 2011
         See http://bankrupt.com/misc/pawb11-25933p.pdf
         See http://bankrupt.com/misc/pawb11-25933c.pdf
         represented by  Michael J. Hudock, III, Esq.
                         Michael J. Hudock and Associates PC
                         E-mail: michaelhudock@comcast.net

In Re Nancy Miller
   Bankr. M.D. Tenn. Case No. 11-09529
      Chapter 11 Petition filed September 22, 2011

In Re Derrell Cox
   Bankr. E.D. Texas Case No. 11-50166
      Chapter 11 Petition filed September 22, 2011

In Re Murphy Distribution, Inc.
Dba Interstate Collision & Service Center
   Bankr. S.D. Texas Case No. 11-38043
      Chapter 11 Petition filed September 22, 2011
         See http://bankrupt.com/misc/txsb11-38043.pdf
         represented by  L Mickele Daniels, Esq.
                         E-mail: seminole85@peoplepc.com


In Re The 20-20 Leadership Foundation
   Bankr. W.D. Texas Case No. 11-31819
      Chapter 11 Petition filed September 22, 2011
         See http://bankrupt.com/misc/txwb11-31819.pdf
         represented by  Carlos A. Miranda, III, Esq.
                         Carlos A. Miranda, III & Associates P.C
                         E-mail: cmiranda@mirandafirm.com

In Re Rickey Bowler
   Bankr. W.D. Wash. Case No. 11-47518
      Chapter 11 Petition filed September 22, 2011

In Re Romuald Zuchowski
   Bankr. W.D. Wash. Case No. 11-21213
      Chapter 11 Petition filed September 22, 2011

In Re Lois Boykin
   Bankr. S.D. Ala. Case No. 11-03915
      Chapter 11 Petition filed September 23, 2011

In Re Arlene Matthews
   Bankr. C.D. Calif. Case No. 11-40038
      Chapter 11 Petition filed September 23, 2011

In Re Linda Mackay
   Bankr. C.D. Calif. Case No. 11-23321
      Chapter 11 Petition filed September 23, 2011

In Re Alvin Sacks
   Bankr. N.D. Calif. Case No. 11-58892
      Chapter 11 Petition filed September 23, 2011

In Re Frank Campos
   Bankr. S.D. Calif. Case No. 11-15800
      Chapter 11 Petition filed September 23, 2011

In Re Suresh Mehta
   Bankr. S.D. Calif. Case No. 11-15852
      Chapter 11 Petition filed September 23, 2011


In Re SYMKA Inc.
   Bankr. D. Colo. Case No. 11-32598
      Chapter 11 Petition filed September 23, 2011
         See http://bankrupt.com/misc/cob11-32598.pdf
         represented by  Kevin D. Heupel, Esq.
                         Sexton & Associates, PC
                         E-mail: kevin@heupellaw.com

In Re Mark Adams
   Bankr. N.D. Ill. Case No. 11-38722
      Chapter 11 Petition filed September 23, 2011


In Re Absolute Disposal & Recycling, LLC
   Bankr. N.D. Ind. Case No. 11-33717
      Chapter 11 Petition filed September 23, 2011
         See http://bankrupt.com/misc/innb11-33717.pdf
         represented by  John W. VanLaere(EH), Esq.
                         Jones Obenchain, LLP
                         E-mail:  jvl@jonesobenchain.com

In Re Philip Reiner
   Bankr. N.D. Ind. Case No. 11-23725
      Chapter 11 Petition filed September 23, 2011

In Re Sandwich Service Center, Inc.
   Bankr. D. Mass. Case No. 11-19067
      Chapter 11 Petition filed September 23, 2011
         See http://bankrupt.com/misc/mab11-19067.pdf
         represented by  Jennifer D. Joakim, Esq.
                         Law Office of Jennifer D. Joakim
                         E-mail: atyjdj@aol.com

In Re Charles Pasqualini
   Bankr. D. Md. Case No. 11-29131
      Chapter 11 Petition filed September 23, 2011

In Re TAL Investments, LLC
        fka A & L Investments, LLC
   Bankr. D. Md. Case No. 11-29199
      Chapter 11 Petition filed September 23, 2011
         See http://bankrupt.com/misc/mdb11-29199.pdf
         represented by  Ronald J. Drescher, Esq.
                         Drescher & Associates
                         E-mail: ecf@drescherlaw.com

In Re TCI Dedeaux Road, Inc.
   Bankr. D. Nev. Case No. 11-25069
      Chapter 11 Petition filed September 23, 2011
         See http://bankrupt.com/misc/nvb11-25069.pdf
         represented by  Richard F. Holley, Esq.
                         Moore, Berkson & Gandarilla, P.C.
                         E-mail: rholley@nevadafirm.com

In Re Harmony Property Maintenance LLC
   Bankr. D. N.J. Case No. 11-37916
      Chapter 11 Petition filed September 23, 2011
         See http://bankrupt.com/misc/njb11-37916.pdf
         represented by  Andre L. Kydala, Esq.
                         Andre Kydala, Esq.
                         E-mail: kydalalaw@aim.com

In Re Robert Birch
   Bankr. E.D. N.C. Case No. 11-07304
      Chapter 11 Petition filed September 23, 2011

In Re 56 Walker LLC
   Bankr. S.D.N.Y. Case No. 11-14480
      Chapter 11 Petition filed September 23, 2011
         filed pro se

In Re Frank Pascoe
   Bankr. W.D. Pa. Case No. 11-25985
      Chapter 11 Petition filed September 23, 2011

In Re Lendon Hart
   Bankr. E.D. Tenn. Case No. 11-34396
      Chapter 11 Petition filed September 23, 2011

In Re Gerrit Lozeman
   Bankr. E.D. Texas Case No. 11-42905
      Chapter 11 Petition filed September 23, 2011

In Re Texasbearandbull, LLC
   Bankr. E.D. Texas Case No. 11-42911
      Chapter 11 Petition filed September 23, 2011
         See http://bankrupt.com/misc/txeb11-42911.pdf
         represented by  Eric A. Liepins, Esq.
                         E-mail: eric@ealpc.com

In Re Tracy Pipkin
   Bankr. N.D. Texas Case No. 11-36008
      Chapter 11 Petition filed September 23, 2011

In Re Circle Supply, LLC
   Bankr. S.D. Texas Case No. 11-38077
      Chapter 11 Petition filed September 23, 2011
         See http://bankrupt.com/misc/txsb11-38077.pdf
         represented by  Bennett G. Fisher, Esq.
                         Fisher and Associates PC
                         E-mail: bgf@fisherlaw.net

In Re Edward Kardong
   Bankr. W.D. Wash. Case No. 11-21251
      Chapter 11 Petition filed September 23, 2011


In Re Deborah Edwards
   Bankr. W.D. Pa. Case No. 11-25986
      Chapter 11 Petition filed September 24, 2011


In Re Jose Pantoja
   Bankr. S.D. Texas Case No. 11-50220
      Chapter 11 Petition filed September 24, 2011


In Re Anthony Harned
   Bankr. S.D. Fla. Case No. 11-36456-
      Chapter 11 Petition filed September 25, 2011




                           *********

Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par.  Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable.  Those sources may not,
however, be complete or accurate.  The Monday Bond Pricing table
is compiled on the Friday prior to publication.  Prices reported
are not intended to reflect actual trades.  Prices for actual
trades are probably different.  Our objective is to share
information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy or
sell any security of any kind.  It is likely that some entity
affiliated with a TCR editor holds some position in the issuers"
public debt and equity securities about which we report.

Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets.  At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.
Don't be fooled.  Assets, for example, reported at historical cost
net of depreciation may understate the true value of a firm's
assets.  A company may establish reserves on its balance sheet for
liabilities that may never materialize.  The prices at which
equity securities trade in public market are determined by more
than a balance sheet solvency test.

A list of Meetings, Conferences and Seminars appears in each
Wednesday's edition of the TCR.  Submissions about insolvency-
related conferences are encouraged.  Send announcements to
conferences@bankrupt.com/

On Thursdays, the TCR delivers a list of recently filed
Chapter 11 cases involving less than $1,000,000 in assets and
liabilities delivered to nation's bankruptcy courts.  The list
includes links to freely downloadable images of these small-dollar
petitions in Acrobat PDF format.

Each Friday's edition of the TCR includes a review about a book of
interest to troubled company professionals.  All titles are
available at your local bookstore or through Amazon.com.  Go to
http://www.bankrupt.com/books/to order any title today.

Monthly Operating Reports are summarized in every Saturday edition
of the TCR.

The Sunday TCR delivers securitization rating news from the week
then-ending.

For copies of court documents filed in the District of Delaware,
please contact Vito at Parcels, Inc., at 302-658-9911.  For
bankruptcy documents filed in cases pending outside the District
of Delaware, contact Ken Troubh at Nationwide Research &
Consulting at 207/791-2852.

                           *********

S U B S C R I P T I O N   I N F O R M A T I O N

Troubled Company Reporter is a daily newsletter co-published
by Bankruptcy Creditors" Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Frederick, Maryland,
USA.  Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine
Tumanda, Howard C. Tolentino, Joseph Medel C. Martirez, Denise
Marie Varquez, Ronald C. Sy, Joel Anthony G. Lopez, Cecil R.
Villacampa, Sheryl Joy P. Olano, Carlo Fernandez, Christopher G.
Patalinghug, and Peter A. Chapman, Editors.

Copyright 2011.  All rights reserved.  ISSN: 1520-9474.

This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without prior
written permission of the publishers.  Information contained
herein is obtained from sources believed to be reliable, but is
not guaranteed.

The TCR subscription rate is $775 for 6 months delivered via e-
mail.  Additional e-mail subscriptions for members of the same
firm for the term of the initial subscription or balance thereof
are $25 each.  For subscription information, contact Christopher
Beard at 240/629-3300.


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