TCR_Public/111003.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

            Monday, October 3, 2011, Vol. 15, No. 274

                            Headlines

4KIDS ENTERTAINMENT: Expands Scope of EisnerAmper's Employment
4KIDS ENTERTAINMENT: Epiq to Render Services to Creditors' Panel
ACCUITY INC: Moody's Says Reed Buyout Has No Immediate Impact
ADELPHIA COMMS: FPL Says Stock Fight Belongs in District Court
AFFINITY GAMING: S&P Keeps 'B' Corporate, Gives Positive Outlook

ALLIANCE LAUNDRY: S&P Puts 'B' Corp. Credit Rating on Watch Pos.
AMERICAN AXLE: Thomas Claugus Discloses 5.2% Equity Stake
ASBURY AUTOMOTIVE: Moody's Affirms 'B2', Gives Positive Outlook
ATLANTIC HOUSE: Case Summary & 20 Largest Unsecured Creditors
AURASOUND INC: Delays Filing of Fiscal Year 2011 Report

BABY FOX: Incurs $1.66 Million Net Loss in Fiscal 2011
BARNES BAY: After Plan Rejected, Starwood Wants Case Tossed
BASS, LTD.: Case Summary & 20 Largest Unsecured Creditors
BELL'S CHAPEL: Case Summary & 6 Largest Unsecured Creditors
BERNARD L MADOFF: Rye Portfolio Wants $400MM Clawback Suit Moved

BIOFUELS POWER: Posts $684,200 Net Loss in First Half of 2011
BLACK CROW: GE Capital Drops Plea to End Plan Exclusivity
BLAST ENERGY: Posts $490,900 Net Loss in Second Quarter
BLUEKNIGHT ENERGY: Expects to Distribute Rights Today
BMB MUNAI: Announces Cash Distribution of $1.04 Per Common Share

BUENA VISTA: Case Summary & 6 Largest Unsecured Creditors
CANO PETROLEUM: Delays Filing of Annual Report on Form 10-K
CARESTREAM HEALTH: Bank Debt Trades at 16% Off in Secondary Market
CARIBBEAN RESTAURANT: Moody's Cuts Corp. Family Rating to 'Caa2'
CASCADE BANCORP: Bank to Sell Roughly $108MM Non-Performing Loans

CATHOLIC CHURCH: Wilmington Plan Declared Effective
CATHOLIC CHURCH: Wilm. Plan Non-Monetary Undertakings Extended
CATHOLIC CHURCH: Two Priests Seek Protection from Plan Docs
CIRCUS AND ELDORADO: S&P Lowers Corp. Credit Rating to 'CCC'
CITADEL BROADCASTING: S&P Lowers Corp. Credit Rating to 'B'

CITY OF ORLANDO: S&P Affirms 'BB' Rating on Series 2008A Bonds
CLAIRE'S STORES: Bank Debt Trades at 15% Off in Secondary Market
CLEAN TRANSPORTATION: Posts $191,500 Net Loss in Second Quarter
CLEAR CHANNEL: Bank Debt Trades at 29% Off in Secondary Market
COMARCO INC: Posts $1.9 Million Net Loss in July 31 Quarter

COMPASS DIVERSIFIED: Given SGL-3 by Moody's Due to 2012 Maturity
CONTECH CONST'N: Bank Debt Trades at 25% Off in Secondary Market
COUNTERPATH CORP: Posts $925,700 Net Loss in July 31 Quarter
CRAWFORD FURNITURE: Hearing on Further Cash Collateral Use Today
CUMULUS MEDIA: Travis Hain Owns 7.5 Million Class A Common Shares

CUMULUS MEDIA: S&P Affirms 'B' Rating; Removed From CreditWatch
CYCLE COUNTRY: Posts $431,100 Net Loss in June 30 Quarter
DEPOT CROSSING: Case Summary & 13 Largest Unsecured Creditors
DRINKS AMERICAS: Posts $346,200 Net Loss in July 31 Quarter
DUNMORE HOMES: Trustee Seeks OK for Travelers, Comerica Settlement

EAGLE FORD: Posts $4.5 Million Net Loss in Second Quarter
EASTMAN KODAK: Jones Day on Board; Won't File for Bankruptcy
EDUCATE INC: S&P Cuts Corp. Rating to CCC+; Outlook Negative
ELAN CORP: S&P Lifts Corp. Credit Rating to 'B+'; Outlook Stable
EMILIS, INC.: Voluntary Chapter 11 Case Summary

EMIVEST AEROSPACE: Court Extends Plan Filing Deadline to Nov. 14
EMPIRE RESORTS: Extends Exclusivity Agreement with Entertainment
ENDURANCE INT'L: S&P Assigns Prelim. 'B' Corporate Credit Rating
ENVIRO VORAXIAL: Reports $29,000 Net Income in Second Quarter
EURONET WORLDWIDE: S&P Lifts Counterparty Credit Rating to 'BB+'

EZENIA! INC: Plans to File for Chapter 11 Protection
FIRST FEDERAL: Completes 2.9 Million Common Shares Offering
FIRST INT'L BANK: Closed; American First Assumes All Deposits
FIRSTPLUS FINANCIAL: Court Approves AMC as Aircraft Appraiser
FLINT TELECOM: Deregisters Unsold Securities

FLINT TELECOM: Delays Filing of Annual Report on Form 10-K
FONAR CORP: Delays Filing of Annual Report on Form 10-K
FORD MOTOR: S&P Puts 'BB-' Corp. Credit Rating on Watch Positive
GARAGE RUBEN: Case Summary & 20 Largest Unsecured Creditors
GATEWAY METRO: Final Hearing on Cash Use Motion Set for Today

GELTECH SOLUTIONS: A. Marchese Asked to Resign by Other Directors
GELTECH SOLUTIONS: Incurs $6 Million Net Loss in Fiscal 2011
GENCORP INC: Reports $1.2 Million Net Income in Aug. 31 Quarter
GENERAL MOTORS: UAW Workers Ratify Four-Year Agreement
GENERAL MOTORS: S&P Raises Corporate Credit Rating to 'BB+'

GEOKINETICS INC: S&P Lowers Corporate Credit Rating to 'CCC+'
GEORGIA PACIFIC: Moody's Lifts Sr. Unsec. Note Rating From 'Ba1'
GOLDEN NUGGET: S&P Puts 'CC' Corp. Credit Rating on Watch Pos.
GOLDEN STATE: S&P Lowers Rating on $127.1-Mil. Notes to 'BB+'
GORDON W: Case Summary & 3 Largest Unsecured Creditors

GIGAMEDIA LIMITED: Gets Nasdaq Notification of Non-Compliance
GRACEWAY PHARMACEUTICALS: Files to Implement $275MM Galderma Sale
GRACEWAY PHARMACEUTICALS: Case Summary & Creditors List
GROUP 1 AUTOMOTIVE: Moody's Raises Corp. Family Rating to 'Ba3'
GYMBOREE CORP: Bank Debt Trades at 10% Off in Secondary Market

HAWKER BEECHCRAFT: Bank Debt Trades at 31% Off in Secondary Market
HD SUPPLY: S&P Affirms 'B' Corp. Credit Rating; Outlook Stable
HERCULES OFFSHORE: Files Fleet Status Report as of Sept. 28
HERON LAKE: Posts $724,800 Net Loss in July 31 Quarter
HOMELAND SECURITY: Delays Filing of Annual Report on Form 10-K

HORIZON LINES: Offer Expires Today But Could Be Extended
HORIZON LINES: Extends Subscription Deadline to Oct. 7
HORIZON LINES: Fails to Comply with Credit Facility Covenants
HOVNANIAN ENTERPRISES: To Swap Senior Notes for $220MM New Notes
HUSSEY COPPER: Organization Meeting to Form Committee on Oct. 6

INNKEEPERS USA: As Plan Fails, Fee Objections Filed
INNOVATIVE FOOD: August Sales Increased Roughly 19% vs. Last Year
INTEGRATED BIOPHARMA: Delays Filing of Annual Report on Form 10-K
IPS CORP: Moody's Affirms Corporate Family Rating at 'B3'
IRWIN MORTGAGE: Creditors Have Until Oct. 31 to File Claims

J. CREW: Bank Debt Trades at 11% Off in Secondary Market
JILL HOLDINGS: S&P Lowers Corporate Credit Rating to 'CCC'
JR INSULATION: Case Summary & 20 Largest Unsecured Creditors
KH FUNDING: Files Joint Plan of Liquidation With Committee
KTLA LLC: Court Approves Stipulations for Cash Collateral Use

LAS VEGAS SANDS: S&P Rates $3.7-Bil. Credit Facilities at 'BB'
LE-NATURE'S: Wachovia, BDO Seidman Settle Suits for $50 Million
LEHMAN BROTHERS: Federal Home & BNP Paribas Sell $433MM Claims
LEHMAN BROTHERS: $1.407-Bil. Already Paid to Ch. 11 Advisors
LEVI STRAUSS: Signs $850MM Revolving Credit Pact with JPMorgan

LEXARIA CORP: Posts $253,000 Net Loss in July 31 Quarter
LIBERTY INTERACTIVE: S&P Lifts Corporate Credit Rating to 'BB'
LOUISIANA HOUSING: S&P Cuts Rating on Series 2009B Bonds to 'BB-'
LYONDELL CHEMICAL: Trustee Says Blavatnik Scored $1.2BB in Buyout
MAJESTIC STAR: Indiana Tax Assessor Appeal Bankruptcy Decision

MARCO POLO: Final RBS Financing Hearing Today
MCC HOLDINGS: Case Summary & 7 Largest Unsecured Creditors
NEW KENT: Case Summary & 9 Largest Unsecured Creditors
NEW VISION: Case Summary & 20 Largest Unsecured Creditors
MEDICURE INC: Incurs C$2-Mil. Comprehensive Loss in Fiscal 2011

MONEYGRAM INT'L: Eliminates Series A Junior Preferred Stock
MORGAN'S FOODS: Incurs $257,000 Net Loss in Aug. 14 Quarter
MORGANS HOTEL: To Hold Votes on Executive Compensation Every Year
NAVISTAR INTERNATIONAL: Announces Next Phase of Global Alliance
NEBRASKA BOOK: Wants Plan Filing Exclusivity Until Feb. 22

NEIMAN MARCUS: Bank Debt Trades at 7% Off in Secondary Market
NETWORK CN: FINRA Approves 1-for-5 Reverse Stock Split
NEWPAGE CORP: Final DIP Financing Hearing Tomorrow
NORTEL NETWORKS: Retired Employees Panel Taps Kurtzman Carson
NORTHCORE TECHNOLOGIES: Launches New Corporate Web Site

NORTHPAK COMPANY: Case Summary & 20 Largest Unsecured Creditors
NOWAUTO GROUP: Delays Filing of Annual Report on Form 10-K
OSI RESTAURANT: Settles T-Bird Litigation for $33.3 Million
PALM HARBOR: After Sale, Debtor Wants to be Called PHH Liquidation
PATIENT SAFETY: Inks Pact to Implement Safety-Sponge System

PCI GAMING: S&P Withdraws 'BB' Issuer Credit Rating on Repayment
PERFORMANCE TRANSPORTATION: Judge Keeps Suit vs. Truck Makers
PETROFLOW ENERGY:: Implements Plan and Emerges From Chapter 11
PIER 39: Case Summary & 2 Largest Unsecured Creditors
PJCOMN ACQUISITION: Papa John's Franchisee Files in Baltimore

PJCOMN ACQUISITION: Case Summary & 20 Largest Unsecured Creditors
PRECISION OPTICS: Incurs $1.05-Mil. Net Loss in Fiscal 2011
PRESIDENTIAL REALTY: Has Net Assets of $4.4-Mil. as of June 30
PROQUEST LLC: S&P Cuts Corp. Credit Rating to 'B-'; Outlook Neg.
PROSPECT STREET: Voluntary Chapter 11 Case Summary

QUICK-MED TECHNOLOGIES: Incurs $2.3-Mil. Net Loss in Fiscal 2011
RALEIGH HARDWARE: Case Summary & 20 Largest Unsecured Creditors
RAPTOR TECHNOLOGY: Posts $833,100 Net Loss in Second Quarter
REALOGY CORP: Bank Debt Trades at 10% Off in Secondary Market
REALOGY CORP: Bank Debt Trades at 19% Off in Secondary Market

ROGER WILLIAMS: S&P Affirms 'BB-' Rating on $12.7-Mil. Bonds
SAAB AUTOMOBILE: Parent Inks Deal to Sell Spyker to North Street
SAGITTARIUS RESTAURANTS: S&P Affirms 'B' Corporate Credit Rating
SAN MARINO: Declares Bankruptcy Before Jury Returns With Damages
SANITARY AND IMPROVEMENT: Voluntary Chapter 9 Case Summary

SEARCHMEDIA HOLDINGS: Posts $684,000 Income in Half-Year 2011
SOLYNDRA LLC: DOE Admits Funding Despite Shortages
SOLYNDRA LLC: U.S. Trustee Seeks to Oust Management
SOLYNDRA LLC: AlixPartners OK'd as Noticing and Claims Agent
SONIC AUTOMOTIVE: Moody's Raises Corporate Family Rating to 'B1'

SONICWALL INC: S&P Raises Corporate Credit Rating to 'B+'
SPECTRAWATT INC: Canadian Solar Buys Capital Equipment for $4.9MM
SPRINGLEAF FINANCE: Debt Trades at 12% Off in Secondary Market
ST. JOSEPH HEALTH: Moody's Lowers Bond Rating to 'Caa1'
STANADYNE HOLDINGS: Inks 2nd Amendment to Wells Fargo Credit Pact

STAUNTON HISTORIC: Case Summary & 5 Largest Unsecured Creditors
STAR BUFFET: Files for Chapter 11 Protection
STRATEGIC AMERICAN: Jeremy Driver Discloses 18.7% Equity Stake
SURVIVAL INSURANCE: Case Summary & 16 Largest Unsecured Creditors
SUSIE AUTO: Voluntary Chapter 11 Case Summary

SWADENER INVESTMENT: Wants Access to Lenders' Cash Collateral
TELETOUCH COMMUNICATIONS: Terry Dorsey Appointed to Board
TEXAS MIDWEST: S&P Puts 'CC' Revenue Bond Rating on Watch Neg.
THELEN LLP: Seeks Court's Approval for $5MM Clawback Settlement
THORBARDIN, LLC: Case Summary & 7 Largest Unsecured Creditors

TRAVELPORT INC: Bank Debt Trades at 12% Off in Secondary Market
TRAVELPORT LTD: Agrees to Amend Senior Unsecured PIK Term Loans
TRILOGY INT'L: Moody's Affirms 'B3' Corporate Family Rating
TRIBUNE CO: Bank Debt Trades at 45% Off in Secondary Market
TRIBUNE CO: Committee Wants Until March for Rule 4(m) Service

TRIBUNE CO: Reed Smith Represents 2007 LBO Suit Defendants
TRIBUNE CO: Former LA Times Mag Publisher Sues for $13 Million
TRIPLE POINT: S&P Puts 'B' Corporate Credit Rating on Watch Neg.
TRITON CONTAINER: S&P Keeps 'BB+' Corporate Credit Rating
TW TELECOM: S&P Raises Corp. Credit & Sr. Debt Ratings to 'BB-'

TXU CORP: Bank Debt Trades at 31% Off in Secondary Market
TXU CORP: Bank Debt Trades at 27% Off in Secondary Market
UNITED CONTINENTAL: UAL Mulls $18-Bil. Purchase of 200 Jets
UNITED CONTINENTAL: Adverse Weather Hit July On-Time Performance
UNITED CONTINENTAL: Launches 2012 MileagePlus Program

UNIVISION COMMS: Bank Debt Trades at 15% Off in Secondary Market
USEC INC: Adopts Tax Benefit Preservation Plan
USEC INC: Extends Investment in ACP Through October
USG CORP: William Foote to Retire as Chairman Effective Dec. 1
VALEANT PHARMA: Moody's Cuts Senior Unsecured Note Rating to B1

VALEANT PHARMACEUTICALS: S&P Raises Corp. Credit Rating to 'BB'
VITAMIN SHOPPE: S&P Raises Corporate Credit Rating to 'BB-'
VILLA D'ESTE: Case Summary & 12 Largest Unsecured Creditors
VITESSE SEMICONDUCTOR: Michael Self Does Not Own Common Shares
WASTEQUIP INC: S&P Lowers Corporate Credit Rating to 'CCC-'

WATER PIK: S&P Assigns 'B' Corporate Credit Rating
WES CONSULTING: Delays Filing of Annual Report on Form 10-K
WESTERN COMMUNICATIONS: Files Schedules of Assets and Liabilities
WHITING PETROLEUM: S&P Affirms 'BB' Ratings on $600-Mil. Notes
WORLDWIDE FINANCIAL: Former CEO Gets 5 Years for $11M Loan Scheme

W.R. GRACE: To Release Third Quarter Results on Oct. 25
W.R. GRACE: Destroys Docs. on Failed Bid for Secret Company
W.R. GRACE: Settles Three Claims Totaling $2.8-Mil.
WSP HOLDINGS: Posts $118.8 Million Net Loss in 2010
YRC WORLDWIDE: Jeff Rogers Named YRC President

ZANETT INC: To Voluntarily Delist Common Shares from NASDAQ

* Texas Bank Shuttered, Brings Year's Failures 74
* FDIC Closing Two Temporary Offices
* S&P Global Corp Default Tally Remains at 29 for 2011

* Cash-Strapped Cities Weigh Cutting Retirees' Pension Benefits
* Web Sites Speed Up Sales of Distressed Real-Estate Loans
* U.S. Ethanol Plants Invest in Corn Oil as Industry Matures

* Distressed Investors Waiting for Opportunity in Most Sectors

* BOND PRICING -- For Week From Sept. 26 - 30, 2011



                            *********



4KIDS ENTERTAINMENT: Expands Scope of EisnerAmper's Employment
--------------------------------------------------------------
4Kids Entertainment, Inc., dba 4Kids asks permission from the U.S.
Bankruptcy Court for the Southern District of New York to expand
the scope of employment of EisnerAmper LLP, f/k/a Eisner LLP, to
provide additional audit and tax advice related to the Debtors'
401(k) Employee Savings Plan and the Debtors' net operating loss
carryforwards under section 382 of the Internal Revenue Code.

The Debtors have requested that EisnerAmper perform the 401(k)
Audit because, by Oct. 15, 2011, the Debtors are required to
include audited 401(k) Plan financial statements and schedules as
part of its annual reporting obligation to the DOL.  As part of
the 401(k) Audit, EisnerAmper will audit the 401(k) Plan's
financial statements for the year ended Dec. 31, 2010, for the
purpose of expressing an opinion on the fairness with which they
represent, in all material respects, the net assets available for
benefits and changes in net assets in accordance with generally
accepted accounting standards and the DOL's rules and regulations.

The Debtors have also requested that EisnerAmper perform the NOL
Analysis to determine if 4Kids had an ownership change as defined
under IRC section 382 for the period of Jan. 1, 2005, through July
1, 2011.  If an ownership change is determined, EisnerAmper will
calculate the annual NOL limitation for purposes of financial
disclosure and illustrate the overall impact on the utilization of
NOLs.  The NOL Analysis is important for valuing the Debtors as
part of a sale or plan of reorganization.

The firm's rates are:

    Personnel                                 Rates
    ---------                                 ------
    Partners                                $450 - $550
    Managers/Senior Managers/Directors      $325 - $425
    Seniors/Staff                           $200 - $300

EisnerAmper estimates that its fees with respect to the 401(k)
Audit will be approximately $17,000, and its fees with respect to
the NOL Analysis will be approximately $15,000 to $20,000.

David Ringer, a partner of EisnerAmper, attest that EisnerAmper
(i) does not hold or represent any interest adverse to the Debtors
or their estates, and (ii) is a "disinterested person" as that
term is defined in section 101(14) of the Bankruptcy Code.

                     About 4Kids Entertainment

New York-based 4Kids Entertainment, Inc., dba 4Kids, is an
entertainment and media company specializing in the youth oriented
market, with operations in these business segments: (i) licensing,
(ii) advertising and media broadcast, and (iii) television and
film production/distribution.  The parent entity, 4Kids
Entertainment, was organized as a New York corporation in 1970.

4Kids filed for Chapter 11 to protect its most valuable asset --
its rights under an exclusive license relating to the popular
Yu-Gi- Oh! ("YGO") series of animated television programs -- from
efforts by the licensor, a consortium of Japanese companies, to
terminate the license and force 4Kids out of business.

4Kids, along with affiliates, filed for Chapter 11 bankruptcy
protection (Bankr. S.D.N.Y. Lead Case No. 11-11607) on April 6,
2011.  Kaye Scholer LLP is the Debtors' restructuring counsel.
Epiq Bankruptcy Solutions, LLC, is the Debtors' claims and notice
agent.  BDO Capital Advisors, LLC, is the financial advisor and
investment banker.  EisnerAmper LLP fka Eisner LLP serves as
auditor and tax advisor.  4Kids Entertainment disclosed
$78,397,971 in assets and $86,515,395 in liabilities as of the
Chapter 11 filing.

On July 8, 2011, Tracy Hope Davis, the U.S. Trustee for Region 2,
appointed three members to the official committee of unsecured
creditors in the Chapter 11 cases.  Hahn & Hessen LLP serves as
counsel to the Committee.


4KIDS ENTERTAINMENT: Epiq to Render Services to Creditors' Panel
----------------------------------------------------------------
The official committee of unsecured creditors of 4Kids
Entertainment, Inc., asks permission from the U.S. Bankruptcy
Court for the Southern District of New York to retain Epiq
Bankruptcy Solutions LLC as its information agent.

Epiq will assist the Committee in complying with its obligations
under section 1102(b)(3) of the Bankruptcy Code.  As Information
Agent, Epiq will create a customized Web site for the Committee
and provide Web site hosting services.  Additionally, Epiq may
provide certain noticing services or establish a creditor call
center to communicate with creditors on critical issues in the
case, as required.

Epiq will be compensated by the Debtors' estates for professional
services rendered on behalf of the Committee in connection with
the Debtors' chapter 11 cases in accordance with the provisions of
the retention agreement by and between the Committee and Epiq.

The cost of the Committee Web site is minimal with a $200 monthly
fee for a public website, plus costs for certain services as
outlined in the Epiq Services Agreement.

Lorenzo Mendizabal, managing director-corporate restructuring
solutions and bankruptcy services, attests that Epiq is a
"disinterested person" as defined in section 101(14) of the
Bankruptcy Code.

                     About 4Kids Entertainment

New York-based 4Kids Entertainment, Inc., dba 4Kids, is an
entertainment and media company specializing in the youth oriented
market, with operations in these business segments: (i) licensing,
(ii) advertising and media broadcast, and (iii) television and
film production/distribution.  The parent entity, 4Kids
Entertainment, was organized as a New York corporation in 1970.

4Kids filed for Chapter 11 to protect its most valuable asset --
its rights under an exclusive license relating to the popular
Yu-Gi- Oh! ("YGO") series of animated television programs -- from
efforts by the licensor, a consortium of Japanese companies, to
terminate the license and force 4Kids out of business.

4Kids, along with affiliates, filed for Chapter 11 bankruptcy
protection (Bankr. S.D.N.Y. Lead Case No. 11-11607) on April 6,
2011.  Kaye Scholer LLP is the Debtors' restructuring counsel.
Epiq Bankruptcy Solutions, LLC, is the Debtors' claims and notice
agent.  BDO Capital Advisors, LLC, is the financial advisor and
investment banker.  EisnerAmper LLP fka Eisner LLP serves as
auditor and tax advisor.  4Kids Entertainment disclosed
$78,397,971 in assets and $86,515,395 in liabilities as of the
Chapter 11 filing.

On July 8, 2011, Tracy Hope Davis, the U.S. Trustee for Region 2,
appointed three members to the official committee of unsecured
creditors in the Chapter 11 cases.  Hahn & Hessen LLP serves as
counsel to the Committee.


ACCUITY INC: Moody's Says Reed Buyout Has No Immediate Impact
-------------------------------------------------------------
Moody's Investors Service says that the B1 Corporate Family
Ratings for Accuity, Inc. and Source Media, Inc. are not
immediately impacted by the announcement that Reed Elsevier (Baa1
stable) will acquire Accuity for GBP343 million in cash.

SourceMedia is headquartered in New York, New York, while Accuity
is headquartered in Skokie, Illinois. Both SourceMedia and Accuity
are leading providers of information, data, and tools for
professionals in the financial services and related technologies
markets. Investcorp owns 100% of both companies.

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


ADELPHIA COMMS: FPL Says Stock Fight Belongs in District Court
--------------------------------------------------------------
Richard Vanderford at Bankruptcy Law360 reports that a district
judge should hear Adelphia Communications Corp. creditors' claim
that FPL Group Inc. owes them $150 million connected with a pre-
bankruptcy stock sale, FPL said Wednesday in a New York court
filing.

According to Law360, the Adelphia Recovery Trust, a entity set up
to recover money for Adelphia creditors, is currently litigating
claims in bankruptcy court that FPL should return $150 million it
made from letting Adelphia buy back its own stock in 1999.

                   About Adelphia Communications

Based in Coudersport, Pennsylvania, Adelphia Communications
Corporation was once the fifth-biggest cable company.  Adelphia
served customers in 30 states and Puerto Rico, and offered analog
and digital video services, Internet access and other advanced
services over its broadband networks.

Adelphia collapsed in 2002 after disclosing that founder John
Rigas and his family owed $2.3 billion in off-balance-sheet debt
on bank loans taken jointly with the company.  Mr. Rigas is
serving 12 years in prison, and his son Timothy is serving 15
years.

Adelphia Communications and its more than 200 affiliates filed for
Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 02-41729) on
June 25, 2002.  Willkie Farr & Gallagher represented the Debtors
in their restructuring effort.  PricewaterhouseCoopers served as
the Debtors' financial advisor.  Kasowitz, Benson, Torres &
Friedman LLP and Klee, Tuchin, Bogdanoff & Stern LLP represented
the Official Committee of Unsecured Creditors.

Adelphia Cablevision Associates of Radnor, L.P., and 20 of its
affiliates, collectively known as Rigas-Managed Entities, were
entities that were previously held or controlled by members of the
Rigas family.  In March 2006, the rights and titles to these
entities were transferred to certain subsidiaries of Adelphia
Cablevision LLC.  The RME Debtors filed for Chapter 11 protection
(Bankr. S.D.N.Y. Case Nos. 06-10622 through 06-10642) on March 31,
2006.  Their cases were jointly administered under Adelphia
Communications and its debtor-affiliates' Chapter 11 cases.

The Bankruptcy Court confirmed the Debtors' Joint Chapter 11 Plan
of Reorganization on Jan. 5, 2007.  That plan became effective on
Feb. 13, 2007.

                    About Adelphia Recovery Trust

The Adelphia Recovery Trust is a Delaware Statutory Trust formed
pursuant to the First Modified Fifth Amended Joint Chapter 11 Plan
of Reorganization of Adelphia Communications Corporation and
certain affiliated debtors.  The Trust holds certain litigation
claims transferred pursuant to the Plan against various third
parties and exists to prosecute the causes of action transferred
to it for the benefit of holders of Trust interests.


AFFINITY GAMING: S&P Keeps 'B' Corporate, Gives Positive Outlook
----------------------------------------------------------------
Standard & Poor's Ratings Services revised its rating outlook on
Las Vegas-based Affinity Gaming LLC to positive from stable. "At
the same time, we affirmed our 'B' corporate credit rating on the
company," S&P said.

"We also affirmed our 'B+' issue-level rating, along with our '2'
recovery rating, on Affinity's $350 million first lien senior
secured term loan. The '2' recovery rating reflects our
expectation for substantial (70% to 90%) recovery for lenders in
the event of a payment default," S&P said.

"Our rating outlook revision to positive from stable reflects the
potential for meaningful deleveraging and an improved business
risk profile upon the completion of Affinity's recently announced
planned asset sale and asset purchase transactions," said Standard
& poor's credit analyst Michael Halchak. Affinity has agreed to
sell its Terrible's Town Casino and Terrible's Lakeside Casino &
RV Park, both located in Pahrump, Nevada, and a portion of its
route operations to Golden Gaming, Inc. The sale includes a
transfer of approximately $23.8 million in operating cash.
Affinity also agreed to purchase three of Golden Gaming's casinos:
Golden Mardi Gras Casino, Golden Gates Casino and Golden Gulch
Casino, each located in Black Hawk, Colorado. Affinity may be
required to pay up to $20 million in connection with these
transactions, based on final valuations of the assets being sold
and acquired by Affinity. In a separate transaction, Affinity also
plans to sell its Terrible's Searchlight Casino and the remainder
of its route business to JETT Gaming, LLC. These transactions are
expected to close in mid- to late-2012.

"Upon completion of the transactions we expect pro forma operating
lease-adjusted debt to EBITDA to improve to below 5x. We believe
this transaction improves Affinity's business risk profile by
reducing the company's reliance on Nevada and provides
diversification through exposure to a new market in Colorado.
Because a substantial portion of the route costs are fixed, we
believe the sale of the route business decreases the degree of
operating leverage in the business and may create a less variable
EBITDA base as compared with retaining the route business," S&P
added.


ALLIANCE LAUNDRY: S&P Puts 'B' Corp. Credit Rating on Watch Pos.
----------------------------------------------------------------
Standard & Poor's Ratings Services placed all of its ratings on
Ripon, Wisc.-based Alliance Laundry Systems LLC (Alliance),
including the 'B' corporate credit rating, on CreditWatch with
positive implications. About $368 million of debt was outstanding
at June 30, 2011.

The CreditWatch listing reflects the company's stable operating
performance and ability to maintain adequate liquidity and
improved credit metrics following its October 2010 refinancing.
"We believe the company will likely sustain its current operating
performance and credit measures over the next 12 months as machine
usage, particularly in multifamily housing units, recovers
in several housing markets and as customers replace and/or upgrade
machines," said Standard & Poor's credit analyst Stephanie Harter.

"We estimate the ratio of funds from operations (FFO) to adjusted
total debt for the 12 months ended June 30, 2011, has remained in
the mid-teens percent, adjusted EBITDA interest coverage has
stayed above 3x compared to the prior-year period, and the ratio
of adjusted total debt to EBITDA for the 12 months ended June 30,
2011 was about 4x. The company has also generated enough cash flow
to prepay approximately $13 million of debt in the first six
months of 2011. We believe Alliance's actions to expand with
partnerships in Asia could help further diversify the company's
customer base over the intermediate term and increase global
market share," S&P said.

"We will meet with management to discuss operating performance and
financial policies in order to resolve the CreditWatch listing,"
S&P stated.


AMERICAN AXLE: Thomas Claugus Discloses 5.2% Equity Stake
---------------------------------------------------------
In a Schedule 13G filing with the U.S. Securities and Exchange
Commission, Thomas E. Claugus and his affiliates disclosed that
they beneficially own 3,890,500 shares of common stock of American
Axle & Manufacturing Holdings, Inc., representing 5.2% of the
shares outstanding.  The percentage was based upon 75,334,588
shares of Common Stock outstanding as of July 27, 2011, as
disclosed in the Company's Form 10-Q filing for the quarterly
period ended June 30, 2011.  A full-text copy of the Schedule 13G
is available for free at http://is.gd/ieg21c

                        About American Axle

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

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

                           *     *     *

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

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


ASBURY AUTOMOTIVE: Moody's Affirms 'B2', Gives Positive Outlook
---------------------------------------------------------------
Moody's Investors Service affirmed the B2 corporate family and
probability of default ratings of Asbury Automotive Group, Inc.
and changed the outlook to positive from stable.

RATINGS RATIONALE

The rating action reflects the continued strengthening in Asbury's
debt protection measures as a result of its improving operating
performance. "Asbury's debt/EBITDA has fallen below the 5.5 times
trigger Moody's has outlined for an upgrade to B1," stated Moody's
Senior Analyst Charlie O'Shea. "The challenge for the company is
now to improve its interest coverage as measured by EBIT/interest
to above 2.25 times from its slightly over 2 times June LTM level,
which Moody's feels is a distinct possibility over the next
several quarters. In addition, Asbury is faced with the August
2012 expiry of its revolving credit facilities, the effective
renewal/replacement of which would generate additional positive
ratings momentum."

Ratings affirmed:

Corporate family rating at B2

Probability of default rating at B2

Senior subordinated rating at Caa1/LGD5, 88%.

The positive outlook reflects Moody's belief that Asbury's
operating performance will continue to improve sequentially over
the next 12-18 months such that an upgrade to B1 is a possibility
even in the event of a macroeconomic downturn, and that the
company will efficiently manage the renewal/replacement of the
credit facilities that expire in August 2012.

Ratings could be upgraded if debt/EBITDA was sustained below 5.5
times and EBIT/Interest was sustained above 2.25 times. Ratings
could be downgraded if debt/EBITDA rose above 6.5 times or if
EBIT/Interest fell towards 1.5 times.

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

Asbury Automotive, headquartered in Duluth, GA, is a leading auto
retailer with 100 franchises, and annual revenues of approximately
$4 billion.


ATLANTIC HOUSE: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Atlantic House At York Beach, LLC
        2 Beach Street
        York Beach, ME 03910

Bankruptcy Case No.: 11-21395

Chapter 11 Petition Date: September 27, 2011

Court: U.S. Bankruptcy Court
       District of Maine (Portland)

Debtor's Counsel: Peter G. Cary, Esq.
                  MITTEL ASEN, LLC
                  85 Exchange Street
                  Portland, ME 04101
                  Tel: (207) 775-3101
                  E-mail: pcary@mittelasen.com

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

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

The Company's list of its 20 largest unsecured creditors filed
with the petition is available for free at:
http://bankrupt.com/misc/meb11-21395.pdf

The petition was signed by Harold E. Anderson, manager of A-K
Holding, LLC.


AURASOUND INC: Delays Filing of Fiscal Year 2011 Report
-------------------------------------------------------
Aurasound, Inc.'s Form 10-K for the fiscal year ended June 30,
2011, could not be filed within the prescribed time period because
certain information and data relating to and necessary for the
completion of the Company's financial statements and the balance
of the Form 10-K, including Management's Discussion and Analysis
of Financial Condition and Results of Operations, could not be
obtained by the Company within such time period without
unreasonable effort or expense.  The Company will file its
complete Form 10-K within the time allotted by Rule 12b-25.

                        About AuraSound, Inc.

Santa Ana, Calif-based AuraSound, Inc. (OTC BB: ARUZE) --
http://www.aurasound.com/-- develops, manufactures, and markets
audio products.  AuraSound's products include TV soundbars, high-
drivers for TVs and laptops, subwoofers, and tactile transducers.

The Company's balance sheet at March 31, 2011, showed
$34.09 million in total assets, $27.73 million in total
liabilities, all current, and $6.36 million in total stockholders'
equity.

                           Going Concern

Kabani & Company, Inc., in Los Angeles, expressed substantial
doubt about the Company's ability to continue as a going concern
following the fiscal 2010 results.  The independent auditors noted
that during the year ended June 30, 2010, the Company incurred a
net loss of $2.2 million, and had negative cash flow from
operating activities of $202,383.

As of Dec. 31, 2010, the Company has an accumulated deficit of
$36,937,503, negative working capital of $4,716,502 and has
reported significant losses over the past several years.  During
the six-month period ended Dec. 31, 2010 the Company recorded a
net income of $1,014,895 and had net cash provided by operating
activities of $627,713.  According to the Form 10-Q for the
quarter ended Dec. 31, 2010, "The move to profitability and
positive cash flow is a directly result of the execution of new
management's post acquisition business plan to cut costs on all
business lines, hold and spread overhead costs against a larger
revenue base and to continue to move toward sustained
profitability.  However, there can be no assurance that the
Company can sustain profitability or positive cash flows from
operations.  As such, if the Company is unable to generate
positive net income and unable to continue to obtain financing for
its working capital requirements, it may have to curtail its
business sharply or cease business altogether."


BABY FOX: Incurs $1.66 Million Net Loss in Fiscal 2011
------------------------------------------------------
Baby Fox International, Inc., filed with the U.S. Securities and
Exchange Commission its annual report on Form 10-K, reporting a
net loss of $1.66 million on $0 of revenue for the fiscal year
ended June 30, 2011, compared with a net loss of $435,531 on $0 of
revenue during the prior year.

The Company's balance sheet at June 30, 2011, showed $16,549 in
total assets, $5,000 in total liabilities and $11,549 in total
stockholders' equity.

On June 30, 2010, the Company ad total assets of $10,269,001 and
total liabilities of $17,304,716 on June 30, 2010.  The
$16,407,202 of current liabilities at June 30, 2010 was
reclassified to current liabilities of discontinued operations and
$810,160 at June 30, 2010 of long-term liabilities was
reclassified to long-term liabilities of discontinued operations.

Friedman LLP, in Marlton, NJ, noted that the Company's losses,
negative cash flows from operations and working capital deficiency
raise substantial doubt about its ability to continue as a going
concern.

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

                        http://is.gd/sQeM8n

                     About Baby Fox International

Shanghai Minhang District, P.R.C.-based Baby Fox International,
Inc., is a Nevada corporation organized on Aug. 13, 2007, by
Hitoshi Yoshida, a Japanese citizen, as a listing vehicle to
acquire Shanghai Baby Fox Fashion Co., Ltd.  The Company is a
growing specialty retailer, developer, and designer of
fashionable, value-priced women's apparel and accessories.  The
Company's products are aimed to target women aged 18 to 40 in
China.  The Baby Fox brand was initially registered in Italy in
May of 2003 and it is promoted as an international brand in China.


BARNES BAY: After Plan Rejected, Starwood Wants Case Tossed
-----------------------------------------------------------
Lance Duroni at Bankruptcy Law360 reports that Starwood Capital
Group, the secured lender that sponsored Barnes Bay Development
Ltd.'s recently rejected Chapter 11 plan, asked a Delaware
bankruptcy court on Thursday to toss the case, saying it would no
longer fund the deadlocked process.

Law360 says the lender recently acquired Barnes Bay's luxury
resort on the island of Anguilla with a $165 million credit bid
and funded its reorganization plan, but disgruntled creditors
seeking the return of deposits on residences at the resort
derailed the plan at the altar.

A buyer named Jonathan Simon filed papers in September seeking the
dismissal of the Chapter 11 case.  Mr. Simon said in his dismissal
motion that financing from Starwood Capital Group LLC, the lender
and proposed buyer, expires at the end of September.  He argued
that it's proper for the court in Anguilla decide what rights
buyers have in the resort's property to recover deposits not held
in escrow.  At a Sept. 23 hearing, Judge Walsh scheduled the
dismissal motion for hearing Oct. 3.

                          About Barnes Bay

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

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

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

U.S. Bankruptcy Judge Peter J. Walsh in Delaware in September said
that he wouldn't approve the resort's reorganization plan because
it unfairly discriminated among creditors who put down deposits to
buy units.  Barnes Bay has not filed a revised plan.


BASS, LTD.: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: Bass, Ltd.
        101 Feu Follet Road, Suite 102
        Lafayette, LA 70508
        Tel: (337) 981-1189

Bankruptcy Case No.: 11-51393

Affiliate that filed separate Chapter 11 petition:

  Debtor                           Case No.
  ------                           --------
Bass Digital Sign Sales, LLC       11-51396

Chapter 11 Petition Date: September 27, 2011

Court: U.S. Bankruptcy Court
       Western District of Louisiana (Lafayette)

Judge: Robert Summerhays

Debtors' Counsel: Louis M. Phillips, Esq.
                  GORDON, ARATA, MCCOLLAM, DUPLANTIS & EAGAN, LLC
                  One American Place
                  301 Main Street, Suite 1600
                  Baton Rouge, LA 70825-0004
                  Tel: (225) 381-9643
                  Fax: (225) 336-9763
                  E-mail: lphillips@gordonarata.com

                         - and ?

                  Ryan James Richmond, Esq.
                  GORDON, ARATA, MCCOLLAM, DUPLANTIS & EAGAN, LLC
                  One American Place
                  301 Main Street, Suite 1600
                  Baton Rouge, LA 70801-1916
                  Tel: (225) 381-9643
                  Fax: (225) 336-9763
                  E-mail: rrichmond@gordonarata.com

Bass, Ltd.'s
Estimated Assets: $1,000,001 to $10,000,000

Bass, Ltd.'s
Estimated Debts: $1,000,001 to $10,000,000

Bass Digital's
Estimated Assets: $500,001 to $1,000,000

Bass Digital's
Estimated Debts: $1,000,001 to $10,000,000

Bass, Ltd.'s list of its 20 largest unsecured creditors is
available for free at http://bankrupt.com/misc/lawb11-51393.pdf

Bass Digital's list of its five largest unsecured creditors is
available for free at http://bankrupt.com/misc/lawb11-51396.pdf

The petitions were signed by Stephen Sonnier, managing member.


BELL'S CHAPEL: Case Summary & 6 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: Bell's Chapel Church of God, Inc.,
          Not for Profit Indiana
        Corporation
        10002 East 42nd Street
        Indianapolis, IN 46235

Bankruptcy Case No.: 11-12064

Chapter 11 Petition Date: September 26, 2011

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

Judge: Frank J. Otte

Debtor's Counsel: Edward B. Hopper, II, Esq.
                  BINGHAM, FARRER & WILSON
                  342 Massachusetts Avenue, Suite 300
                  Indianapolis, IN 46204
                  Tel: (317) 261-4740 Ext: 321
                  Fax: (317) 261-4740
                  E-mail: ehopper@bfwlawyers.com

Scheduled Assets: $2,650,700

Scheduled Debts: $543,178

The Company's list of its six largest unsecured creditors filed
with the petition is available for free at:
http://bankrupt.com/misc/insb11-12064.pdf

The petition was signed by Dr. Adrienne Holmes, senior pastor.


BERNARD L MADOFF: Rye Portfolio Wants $400MM Clawback Suit Moved
----------------------------------------------------------------
Lisa Uhlman at Bankruptcy Law360 reports that Rye Select Broad
Market XL Portfolio Ltd. sought Thursday to have the $400 million
clawback suit filed against it by the liquidating trustee of
Bernard L. Madoff Investment Securities LLC moved out of New York
bankruptcy court, saying jurisdictional questions mandate district
court interpretation.

                       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.


BIOFUELS POWER: Posts $684,200 Net Loss in First Half of 2011
-------------------------------------------------------------
Biofuels Power Corporation filed its quarterly report on Form
10-Q/A, incurring a net loss of $684,240, which included $381,559
in non-cash depreciation expense, for the six months ended
June 30, 2011.  For the six months ended June 30, 2010, the
Company incurred a net loss of $1.1 million, which included
$547,906 in non-cash depreciation expense.

During the six month periods ended June 30, 2011, and 2010, the
Company had no revenues.

Statement of operations for the three months ended June 30, 2011,
were not presented.

At June 30, 2011, the Company's balance sheet showed $2.0 million
in total assets, $5.9 million in total liabilities, and a
stockholders' deficit of $3.9 million.

As reported in the TCR on June 22, 2011, Clay Thomas, P.C., in
Houston, expressed substantial doubt about Biofuels Power's
ability to continue as a going concern, following the Company's
results for the fiscal year ended Dec. 31, 2010.  The independent
auditor noted that the Company has suffered significant losses and
will require additional capital to develop its business until the
Company either (1) achieves a level of revenues adequate to
generate sufficient cash flows from operations; or (2) obtains
additional financing necessary to support its working capital
requirements.

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

                       http://is.gd/0eF0e3

Humble, Tex.-based Biofuels Power Corporation is a distributed
energy company that is pioneering the use of biodiesel to fuel
small electric generating facilities that are located in close
proximity to end-users.  BPC's first power plant is currently
located near Houston, Texas in the city of Oak Ridge North.


BLACK CROW: GE Capital Drops Plea to End Plan Exclusivity
---------------------------------------------------------
General Electric Capital Corporation withdrew its request to
terminate the exclusive periods of within which Black Crow
Media Group LLC and its debtor-affiliates may file and solicit
acceptances to a plan of reorganization.

In a separate filing, the Debtors also withdrew it request to
value collateral of GE Capital because it has been superseded by a
settlement approved by the Court on Aug. 18, 2011.

As reported in the Troubled Company Reporter on Sept. 20, 2011,
citing a report from the Dayton Beach News-Journal, Black Crow
settled for $20 million with GE Capital Credit Corp. at the end of
August following the purchase of that loan by Georgia businessman
and broadcaster Paul Stone.  Daytona Beach-based Black Crow
settled with its other creditors for $200,000.  Under the deal,
Mr. Stone will be Black Crow's majority owner, but the Company
will remain distinct from his other businesses and its management
will remain the same.  Current CEO Mike Linn said he will have a
20 percent share in the equity of the new company.

                         About Black Crow

Daytona Beach, Florida-based Black Crow Media Group, LLC, owns and
operates 17 FM and 5 AM radio stations in Daytona Beach, Live Oak,
Valdosta, Huntsville, Alabama, and Jackson, Tennessee.

Black Crow filed for Chapter 11 protection two days before a
hearing in U.S. district court where GECC was seeking appointment
of a receiver following default on term loans and a revolving
credit.

The Company filed for Chapter 11 bankruptcy protection (Bankr.
M.D. Fla. Case No. 10-00172) on Jan. 11, 2010.  The Company's
affiliates -- Black Crow Media, LLC, et al. -- also filed separate
Chapter 11 petitions.

H. Jason Gold, Esq., Valerie P. Morrison, Esq., and Dylan G.
Trache, Esq., at Wiley Rein LLP, in McLean, Virginia, serve as the
Debtors' counsel.  Mariane L. Dorris, Esq., and R. Scott Shuker,
Esq., at Latham, Shuker, Eden & Beaudine, LLP, have been tapped as
co-counsel.  Protiviti Inc. is the Debtors' financial advisor.
Epiq Bankruptcy Solutions, LLC, is the claims and notice agent.
Brian G. Rich, Esq., and Douglas Bates, Esq., at Berger Singerman,
P.A., represent the Official Committee of Unsecured Creditors.

Black Crow disclosed $14,661,198 in assets and $48,830,319 in
Liabilities as of the Chapter 11 filing.


BLAST ENERGY: Posts $490,900 Net Loss in Second Quarter
-------------------------------------------------------
Blast Energy Services, Inc., filed its quarterly report on Form
10-Q, reporting a net loss of $490,981 on $136,543 of revenue for
the three months ended June 30, 2011, compared with a net loss of
$202,184 on $0 revenue for the same period of 2010.

For the six months ended June 30, 2011, the Company had a net loss
of $1.0 million on $243,070 of revenue, compared with a net loss
of $490,355 on $0 revenue for the same period last year.

The Company's balance sheet at June 30, 2011, showed $5.3 million
in total assets, $4.4 million in total liabilities, and
stockholders' equity of $938,172.

As reported in the TCR on April 25, 2011, GBH CPAs, PC, in
Houston, Tex., expressed substantial doubt about Blast Energy's
ability to continue as a going concern, following the Company's
results for the fiscal year ended Dec. 31, 2010.  The independent
auditors noted that the Company incurred a loss from continuing
operations for the year ended Dec. 31, 2010, and has an
accumulated deficit at Dec. 31, 2010.

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

                       http://is.gd/2zKEBD

                        About Blast Energy

Houston, Tex.-based Blast Energy Services, Inc., is seeking to
become an independent oil and gas producer with additional revenue
potential from its applied fluid jetting technology.  The Company
plans to grow operations initially through the acquisition of oil
producing properties and then eventually, to acquire oil and gas
properties where its applied fluid jetting process could be used
to increase the field production volumes and value of the
properties in which it owns an interest.


BLUEKNIGHT ENERGY: Expects to Distribute Rights Today
-----------------------------------------------------
Blueknight Energy Partners, L.P., expects to distribute today,
Oct. 3, detachable freely-tradable rights pro rata to common
unitholders of record as of the close of business on Sept. 27,
2011.  Record Date Unitholders will receive 0.5412 Rights for
every common unit owned on the Record Date.  Each whole Right will
entitle the holder to acquire, for an exercise price of $6.50, a
newly-issued Series A Preferred Unit of the Partnership.  The
Partnership has filed with the Securities and Exchange Commission
a prospectus supplement, dated Sept. 27, 2011, and the
accompanying prospectus, dated July 26, 2011, relating to, among
other things, the rights offering.

As described in the Prospectus, the Series A Preferred Units are
convertible in whole or in part into common units at the holder's
election and in whole into common units by the Partnership upon
the occurrence of certain events.  The number of common units into
which a Series A Preferred Unit is convertible is equal to (i)
$6.50 divided by (ii) the Conversion Price.  The Conversion Price
is an amount equal to the volume-weighted average trading price
per common unit during the 20 consecutive trading days ending on
September 28, 2011; provided, that the Conversion Price shall be
no greater than $6.50 and no lower than $5.50.  The Partnership
has determined that the Conversion Price is equal to $6.50.
Accordingly, the Series A Preferred Units are convertible in whole
or in part into common units at the holder's election on the basis
of one common unit for each Series A Preferred Unit, subject to
certain anti-dilution adjustments.

The Partnership has filed a registration statement on Form S-3
with the SEC for the rights offering and the Series A Preferred
Units that may be purchased upon exercise of the Rights to which
this communication relates.

                      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: Announces Cash Distribution of $1.04 Per Common Share
----------------------------------------------------------------
BMB Munai, Inc., announced an initial cash distribution of $1.04
per share, which will be payable on Oct. 24, 2011, to Company
common stockholders of record on Oct. 10, 2011.  This cash
distribution is the first of two anticipated cash distributions to
Company stockholders from the transaction proceeds of the sale of
the Company's operating subsidiary, Emir Oil LLP, to a subsidiary
of MIE Holdings Corporation.  The initial distribution amount was
determined after giving effect to the estimated closing
adjustments and escrow amount and the repayment of the Company's
10.75% 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
that could range up to approximately $0.30 per share 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.

As previously announced, delisting of the Company's common stock
from the NYSE Amex will become effective following the close of
business on Sept. 29, 2011.  The Company's common stock is
expected to be quoted over-the-counter on the OTCQB, operated by
OTC Market Group, Inc., beginning on Sept. 30, 2011, under the
stock symbol "BMBM"".  While the common stock may be quoted on the
OTCQB, there can be no assurance that a market for the Company's
common stock will develop on the OTCQB or otherwise.

OTC Market Group, Inc., operates the world's largest electronic
marketplace for broker-dealers to trade unlisted stocks, including
the OTCQB Marketplace.  Investors will be able to view Real Time
Level II stock quotes for the Company at http://www.otcmarkets.com

                          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.


BUENA VISTA: Case Summary & 6 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: Buena Vista LLC
        525 Green Street
        Martinez, CA 94553

Bankruptcy Case No.: 11-70373

Chapter 11 Petition Date: September 29, 2011

Court: U.S. Bankruptcy Court
       Northern District of California (Oakland)

Judge: Edward D. Jellen

Debtor's Counsel: George Holland, Jr., Esq.
                  LAW OFFICE OF GEORGE HOLLAND JR.
                  1970 Broadway Street, #1030
                  Oakland, CA 94612
                  Tel: (510) 465-4100
                  E-mail: hlfirm@gmail.com

Scheduled Assets: $0 to $50,000

Scheduled Debts: $2,463,603

The Company's list of its six largest unsecured creditors filed
with the petition is available for free at:
http://bankrupt.com/misc/canb11-70373.pdf

The petition was signed by Isidro Farias, member.


CANO PETROLEUM: Delays Filing of Annual Report on Form 10-K
-----------------------------------------------------------
Cano Petroleum, Inc., could not file its annual report on Form
10-K for the period ended June 30, 2011, within the prescribed
time period, because the Company requires additional time to
prepare and review it.  The delay could not be eliminated without
unreasonable effort or expense.  In accordance with Rule 12b-25
under the Securities Exchange Act of 1934, the Company anticipates
filing its annual report on Form 10-K no later than fifteen
calendar days following the prescribed due date.

                        About Cano Petroleum

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

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

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

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


CARESTREAM HEALTH: Bank Debt Trades at 16% Off in Secondary Market
------------------------------------------------------------------
Participations in a syndicated loan under which Carestream Health,
Inc., is a borrower traded in the secondary market at 83.95 cents-
on-the-dollar during the week ended Friday, Sept. 30, 2011, an
increase of 1.39 percentage points from the previous week
according to data compiled by Loan Pricing Corp. and reported in
The Wall Street Journal.  The Company pays 350 basis points above
LIBOR to borrow under the facility.  The bank loan matures on Feb.
22, 2017, and carries Moody's B1 rating and Standard & Poor's BB-
rating.  The loan is one of the biggest gainers and losers among
110 widely quoted syndicated loans with five or more bids in
secondary trading for the week ended Friday.

                      About Carestream Health

Carestream Health, Inc., headquartered in Rochester, New York is a
supplier of imaging and IT systems to the medical and dental
communities and, also, to other markets.  Formerly operating as
the Health Group division of Eastman Kodak, the company was
acquired by Toronto-based Onex Corporation and Onex Partners II LP
in early 2007.  For the twelve months ended Sept. 30, 2010,
Carestream had revenues of $2.3 billion.

As reported by the Troubled Company Reporter on Feb. 18, 2011,
Moody's affirmed the 'B1' corporate family rating of Carestream
Health, Inc.  Concurrently, Moody's assigned a 'B1' to the
proposed $2 billion credit facility including a $150 million first
lien senior secured revolver and a $1.85 billion first lien term
loan.  Proceeds of the proposed credit facility will be used to
retire the existing first and second lien credit agreements and
pay a $200 million dividend to equity sponsor, Onex.  The outlook
for the ratings is stable.

The 'B1' corporate family rating is supported by the company's
leading market position, large revenue base and diversified global
operations.  The ratings outlook could improve if the company is
able to more than offset the decline in the film business with
growth in its other businesses such that the company demonstrates
sustained revenue and profitability growth.

The TCR also reported that Standard & Poor's assigned its 'BB-'
issue-level rating (one notch above the company's corporate credit
rating) to Rochester, N.Y.-based Carestream Health, Inc.'s
proposed new $2 billion senior secured credit facility.  The
recovery rating is '2', indicating S&P's expectation of
substantial (70%-90%) recovery in the event of a default scenario.
S&P expects the company to use the proceeds to refinance existing
debt and pay a $200 million dividend to sponsor Onex Corp.  The
proposed facility includes a $150 million revolver.  At the same
time, S&P affirmed Carestream's 'B+' corporate credit  rating.
The outlook is stable.

"The ratings on Carestream reflect S&P's expectation that the
company is likely to maintain its operating margin of around 20%
despite the challenging long-term outlook for the analog medical
imaging industry," said Standard & Poor's credit analyst Sarah
Wyeth.  S&P believes modest capital expenditures will enable the
company to continue to generate good free cash flow and gradually
pay down debt.


CARIBBEAN RESTAURANT: Moody's Cuts Corp. Family Rating to 'Caa2'
----------------------------------------------------------------
Moody's Investors Service downgraded Caribbean Restaurants, LLC's
Corporate Family Rating (CFR) and Probability of Default Rating
(PDR) to Caa2 from Caa1, and senior secured notes due 2012 rating
to Caa1 from B3. The rating outlook is negative.

Corporate Family Rating -- to Caa2 from Caa1

Probability of Default Rating -- to Caa2 from Caa1

$147 million senior secured second lien notes due June 2012 -- to
Caa1 (LGD3, 39%) from B3 (LGD3, 39%)

RATING RATIONALE

"The downgrade rating action reflects Caribbean's substantial
refinancing risk in the very near term as well as deteriorated
credit metrics due to weak operating performance," explained
Moody's lead analyst, John Zhao.

The Caa2 CFR and negative outlook incorporate Caribbean's highly
levered capital structure and Moody's expectation that the weak
operating performance will likely persist in the near term.
Therefore, the company could face significant challenges in
refinancing its debt obligations, including its revolving credit
facility and senior secured notes, which will mature in March 2012
and June 2012 respectively. Caribbean's weak operating results
were primarily driven by the declining guest traffic at its 177
Burger King franchised restaurants in Puerto Rico, and margin
pressure due to higher commodity cost and other operating costs
such as utility. Moody's believes that the key contributing
factors to the company's weak guest traffic, such as the
protracted recession since 2006 and high unemployment rate (around
16%) in Puerto Rico, will continue to affect customer spending on
dining-out exacerbated by competitions among quick service
restaurants (QSR) focusing on promotional activities. These
factors will likely result in further erosion in its credit
metrics and liquidity.

Rating could be further downgraded if the company is not able to
address the refinancing needs in the very near term.

Given the negative outlook, an upgrade is unlikely at this time.
The rating outlook would be stabilized if the refinancing risk
abates and liquidity remains adequate, absent material erosion in
operating performance. Over a longer term, a higher rating would
require a sustained improvement in operating metrics and
meaningful moderation in leverage and breakeven free cash flow.

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

Caribbean Restaurants, LLC (Caribbean), through an exclusive
territorial development agreement with Burger King Corporation, is
the sole franchisee of Burger King restaurants in Puerto Rico with
approximately 177 units as of July 2011. Caribbean is a wholly-
owned subsidiary of BKH Acquisition Corp., which in turn is 100%
owned by Castle Harlan Partners, a private equity firm that
purchased the company in 2004.


CASCADE BANCORP: Bank to Sell Roughly $108MM Non-Performing Loans
-----------------------------------------------------------------
Cascade Bancorp announced that Bank of the Cascades, a wholly-
owned subsidiary of Bancorp, has agreed to sell $108 million of
certain non-performing, substandard, and related performing loans.
Included in the sale is an additional $2 million of other real
estate owned of the Bank, that was not part of OREO at June 30,
2011.

Subject to closing the sale transaction, the Bank will receive
proceeds from the sale of $58 million, subject to adjustment as
set forth in the purchase agreements, while incurring $4 million
in closing related costs.  The sale will result in an estimated
charge-off of $55 million with an additional loss on the sale of
OREO of approximately $1 million.  The effect on the reserve for
loan losses and subsequent provisioning is currently under
evaluation and will be disclosed in conjunction with the Company's
regular reporting of its third quarter 2011 results.

The sale transaction is expected to close before the end of the
third quarter of 2011 and is expected to result in a reduction of
non-performing assets by 38% leaving a remaining balance of
$60 million.  Non-performing assets at June 30, 2011, were $98
million including $37 million of OREO.  Bancorp's management
believes upon completion of this transaction, the Bank will remain
well-capitalized with a Tier 1 leverage ratio greater than 10.00%.

"The successful capital raise completed by the Bank in early 2011
positioned the Bank to take this action to reduce its non-
performing assets.  The outcome will enable Cascade to fully focus
its attention on its future as a regional bank supporting
businesses and consumers with lending and deposit services," said
Patricia L. Moss, chief executive officer.  "Consummating this
transaction will be a significant step forward for the Company."

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

                        http://is.gd/vNkPUs

                       About Cascade Bancorp

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

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

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

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


CATHOLIC CHURCH: Wilmington Plan Declared Effective
---------------------------------------------------
The Conformed Second Amended Chapter 11 Plan of Reorganization of
the Catholic Diocese of Wilmington, Inc., dated July 28, 2011,
was declared effective on September 26, 2011, according to a
notice filed by Patrick A. Jackson, Esq., at Young Conaway
Stargatt & Taylor LLP, in Wilmington, Delaware, on September 27.

To recall, the Plan was confirmed as a "Settlement Plan" by the
U.S. Bankruptcy Court for the District of Delaware on July 28 and
is backed by a $77.4 million funded trust for victims of priest
sex abuse.

The Archdiocese transferred $77.4 million to the Special
Settlement Trust on September 26, 2011, and will transfer $5
million to the Lay Pension Trust by the end of the calendar year.

"In meeting this most important obligation I sincerely pray that
the survivors will find some comfort and healing," Bishop W.
Francis Malooly said through the September 29, 2011 edition of
The Dialog.

In addition, Bishop Malooly informs the public that "in the
coming months we will implement the non-monetary terms of the
bankruptcy settlement, among them appropriate apologies, the
disclosure of childhood abuse related documents, and our
retaining a child protection consultant who will carefully review
all our polices related to child protection and the education of
clergy and laity."

Any holder of an administrative claim must file and serve a
request for payment no later than October 27, 2011.  Holders of
Administrative Claims -- including the holders of any Claims for
federal, state or local taxes -- that are required to file a
request for payment that do not file any requests by the
applicable bar date will be forever barred from asserting their
claims against the Debtor, the Plan Administrator, the
Reorganized Debtor, or any of their property.

All professionals or other persons asking compensation or
reimbursement of expenses for services rendered on or before the
Effective Date must file and serve an application no later than
November 28, 2011.

Any holder of a claim arising out of the rejection of an
executory contract pursuant to the Plan, must file a proof of
claim on October 27, 2011, with:

        The Garden City Group, Inc.
        Attn: CDOW Bankruptcy Administration
        P.O. Box 9561
        Dublin, Ohio 43017-4861

A copy of the Notice of Plan Effectivity is available for free
at: http://bankrupt.com/misc/WNOTPlnEff.pdf

                 About the Diocese of Wilmington

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

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

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

Judge Christopher Sontchi confirmed the Second Amended Chapter 11
Plan of Reorganization filed by the Diocese as a settlement plan,
at a hearing held July 28, 2011.  The Plan aims to pay
approximately $77.4 million to people who were sexually abused by
priests.

Kenneth Martin and Charles W. Wiggins, two priests accused of
sexual abuse, took separate appeals to the U.S. District Court
for the District of Delaware from Judge Sontchi's July 28, 2011
order confirming the Plan.

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


CATHOLIC CHURCH: Wilm. Plan Non-Monetary Undertakings Extended
--------------------------------------------------------------
On September 22, 2011, the Court conducted a status conference
regarding the Conformed Second Amended Chapter 11 Plan of
Reorganization of Catholic Diocese of Wilmington, Inc.

At the status conference, counsel for the Debtor and for the
Official Committee of Unsecured Creditors informed the Court
that, despite the good faith efforts of the parties, certain
tasks required by the Non-Monetary Undertakings of Catholic
Diocese of Wilmington, Inc. -- Exhibit E to the Plan -- and the
Non-Monetary Provisions Relating to Documents -- Exhibit D to the
Plan -- could not be completed by the applicable deadline,
specifically:

  -- paragraph 1 of the Non-Monetary Undertakings requires that
     the Debtor and the Committee agree prior to the Effective
     Date on a list of names of all known clergy or lay
     employees regarding whom there are admitted, corroborated
     or otherwise substantiated allegations of sexual abuse,
     molestation and rape of minors;

  -- note 1 to paragraph 1, and note 1 to paragraph 3 of the
     Non-Monetary Provisions Relating to Documents requires
     that, prior to the Effective Date, the Special Arbitrator
     be determined by mutual agreement of the Committee and the
     Debtor and related entities; and

  -- paragraph 8 of the Non-Monetary Undertakings requires that,
     as of the Effective Date, the Debtor retain the Child
     Protection Consultant that is mutually acceptable to the
     Debtor and the Committee.

Accordingly, the parties have jointly asked that the deadline to
complete the Limited Tasks be extended until 30 days after the
Effective Date.

The Parties also explain that completion of the Limited Tasks
will require the agreement of the Committee, which otherwise will
not exist after the Effective Date pursuant to the Plan.

Accordingly, the Parties jointly propose extending the existence
of the Committee for an additional 30 days, for the limited
purpose of working with the Debtor to complete the Limited Tasks.

The Parties note that extending the deadline for the retention of
the Child Protection Consultant will require extending the
deadline for his or her initial report, currently due, under
paragraph 8 of the Non-Monetary Undertakings, 120 days after the
Effective Date.  The Parties jointly propose extending the Report
Deadline until 120 days after the Child Protection Consultant is
retained.

                         *     *     *

After considering the representations of the counsel for the
Debtor and for the Committee, the Court, on September 26, 2011,
determined that good cause exists to grant the relief jointly
asked by the Parties.

                 About the Diocese of Wilmington

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

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

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

Judge Christopher Sontchi confirmed the Second Amended Chapter 11
Plan of Reorganization filed by the Diocese as a settlement plan,
at a hearing held July 28, 2011.  The Plan aims to pay
approximately $77.4 million to people who were sexually abused by
priests.

Kenneth Martin and Charles W. Wiggins, two priests accused of
sexual abuse, took separate appeals to the U.S. District Court
for the District of Delaware from Judge Sontchi's July 28, 2011
order confirming the Plan.

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


CATHOLIC CHURCH: Two Priests Seek Protection from Plan Docs
-----------------------------------------------------------
In separate filings, Kenneth Martin and Charles W. Wiggins, two
priests accused of sexual abuse, ask the U.S. Bankruptcy Court
for the District of Delaware for a protective order or for an
order clarifying certain provisions contained in the Conformed
Second Amended Chapter 11 Plan of Reorganization of Catholic
Diocese of Wilmington, Inc.

The Ex-Priests tell the Court that they appreciate that the issue
of child abuse is a serious social problem and that victims and
the community at large have a strong interest in protecting the
innocent.  However, they assert that important social interest
must not be confused with violating on the rights of suspected
abusers.

"And obviously, it is not in the public interest for inaccurate
information to be disseminated as if it were established truth,"
Christopher D. Loizides, Esq., in Wilmington, Delaware, says.

The Ex-Priests argue that distinctions must be made between
confirmed, recidivist child abusers and someone like them -- who
have admitted and taken responsibility for certain inappropriate
conduct, "like giving foot massages," but that simply is not
comparable to certain conduct of other ex-priests.

The Plan was confirmed by the Court on July 28, 2011.  The
Confirmation Order is without prejudice to Mr. Wiggins' right to
challenge whether he is an "Abusive Person" or to assert any
right or privilege against disclosure of his personnel file by
the Debtor, or against the use of any file for any particular
purpose by the Official Committee of Unsecured Creditors or any
other recipient of the file, by seeking a protective order in the
Court not later than 60 days after July 28, 2011, or by
September 26, 2011.

Mr. Wiggins previously expressed his concern that the Plan gives
Committee members the ability to give his entire personnel file
to anyone or to publicly disclose its contents.  He filed an
objection to the Plan arguing that the Plan violates his rights
and filed a supplemental confirmation objection, which was joined
by Mr. Martin, arguing that he has been classified as an abuser
without having provided any due process.

Mr. Loizides contends that the Document Provisions provide no
guidance or clear limitation on how the Committee will or may use
information.  He points out that those provisions merely state:
"Subject to the limitations of paragraph 6, the Committee and its
members shall have sole and exclusive authority to use such
Documents in any matter that they may deem appropriate."

" Given the breadth of this language, this raises the question of
what the intended limits, if any, of this provision are, Mr.
Loizides says.  He adds that Mr. Wiggins "doesn't know precisely
what he's trying to protect against."

At this juncture, the Ex-Priests relate that it would make sense
for the Committee to define (i) precisely what Information it
intends to use and (ii) precisely how it intends to use it.

Accordingly, the Ex-Priests tell the Court that to the extent
that any Information is related to communications that were made
by or to them with an expectation of confidentiality, then they
have a reasonable expectation of privacy and private right
against the public disclosure of the Information.  The
Information includes records of medical or religious counseling.

The Ex-Priests also assert their rights of privacy in Information
related to abuse in that (i) the only Church or legal proceedings
which addressed the allegations concluded that the Ex-Priests had
not committed a canonical offense against a minor and (ii) much
of the Information is based on multiple levels of hearsay or may
be otherwise unreliable.

                 About the Diocese of Wilmington

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

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

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

Judge Christopher Sontchi confirmed the Second Amended Chapter 11
Plan of Reorganization filed by the Diocese as a settlement plan,
at a hearing held July 28, 2011.  The Plan aims to pay
approximately $77.4 million to people who were sexually abused by
priests.

Kenneth Martin and Charles W. Wiggins, two priests accused of
sexual abuse, took separate appeals to the U.S. District Court
for the District of Delaware from Judge Sontchi's July 28, 2011
order confirming the Plan.

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


CIRCUS AND ELDORADO: S&P Lowers Corp. Credit Rating to 'CCC'
------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on Reno,
Nev.-based gaming operator Circus and Eldorado Joint Venture
(CEJV). "We lowered our corporate credit rating to 'CCC' from 'B-
'. The rating outlook is developing," S&P stated.

"We also lowered our issue-level rating on the company's senior
secured mortgage notes to 'CCC' (the same as the corporate credit
rating) from 'B-' and maintained our '3' recovery rating,
reflecting our expectation for meaningful (50%-70%) recovery for
noteholders in the event of a payment default," S&P stated.

"The downgrade reflects our belief that the possibility has
increased that CEJV will restructure its debt obligations," said
Standard & Poor's credit analyst Michael Halchak. "Based on our
cash flow expectations for the remainder of 2011 and 2012, and
incorporating the likelihood of higher interest costs given
current market conditions, we believe CEJV will find it
challenging to generate sufficient cash flow to support fixed
charges under a refinanced capital structure."

The rating reflects CEJV's reliance on a single property in a
competitive gaming market, high debt levels with thin EBITDA
coverage of interest, and need to refinance its mortgage notes in
the next six months. The rating also factors in the company's
meaningful surplus cash, which it might use to reduce the amount
of debt necessary to refinance.

CEJV is a joint venture of affiliates of MGM Resorts International
and Eldorado Resorts LLC. CEJV owns and operates a single
property, the Silver Legacy Resort Casino in Reno, Nev. Reno's
gaming revenues continue to be historically weak because of both
increased competition from Native American casinos in Northern
California over the past several years and economic weakness in
more recent years.

The rating outlook is developing. CEJV's upcoming refinancing
needs represent downside risk, but upside potential exists if the
company can successfully refinance its notes. "In our opinion,
refinancing success would rely on excess cash balances and
improvement in market conditions, such that expected cash
flow could support fixed charges under a refinanced capital
structure," Mr. Halchak said.


CITADEL BROADCASTING: S&P Lowers Corp. Credit Rating to 'B'
-----------------------------------------------------------
Standard & Poor's Ratings Services lowered its corporate credit
rating on Las Vegas-based Citadel Broadcasting Corp. to 'B' from
'B+', and removed all ratings from CreditWatch, where they had
been placed with negative implications on Feb. 18, 2011. The
outlook is positive. All ratings were subsequently withdrawn.

The ratings downgrade and withdrawal follows the completed
acquisition of Citadel by Cumulus Media Inc. (B/Positive/--) on
Sept. 16, 2011 (see "Research Update: Cumulus Media 'B' Rating
Affirmed, Off CreditWatch; New Credit Facilities Rated; Outlook
Positive," published on RatingsDirect on Sept. 28, 2011). All
outstanding debt at Citadel, which amounted to $695.5 million as
of June 30, 2011, was repaid.


CITY OF ORLANDO: S&P Affirms 'BB' Rating on Series 2008A Bonds
--------------------------------------------------------------
Standard & Poor's Ratings Services revised the outlook on its
underlying ratings (SPUR) on the City of Orlando, Fla.'s series
2008A (first lien) and 2008B (second lien) tourist development tax
(TDT) revenue bonds to stable from developing, reflecting some
growth in pledged revenues during fiscals 2010 and 2011; however,
near-term growth predictions remain muddled at this point given
recent uncertainty regarding future economic conditions coupled
with waning consumer sentiment. At the same time, Standard &
Poor's affirmed its 'BB' SPUR on the city's series 2008A (first
lien) bonds and its 'CCC' SPUR on its series 2008B (second
lien) bonds.

Standard & Poor's also affirmed its 'CC' SPUR on the city's 2008C
(third lien) TDT revenue bonds. The outlook remains negative.

The notching of the ratings between the three series is reflective
of their lien priority and the level of outstanding debt within
each lien, which magnifies the impact of even a modest decrease in
revenues. The notching further reflects Standard & Poor's view of
the level of sustained pledged revenue growth it believes would
likely be needed at each lien to provide at least 1x annual debt
service (ADS) coverage.

The stable outlook on the series 2008A and 2008B bonds takes into
account recent growth in the pledged revenue stream and
replenishment of the series 2008B liquidity reserve fund. "Should
strong revenue growth persist, we could raise the ratings on the
series 2008A and 2008B bonds or change the outlook to positive.
However, should economic conditions weaken substantially and TDT
revenues correspondingly decrease, we could lower the ratings,"
said Standard & Poor's credit analyst Le T. Quach. "The negative
outlook on the rating on the series C bonds reflects our view of
the potential for these bonds to, absent extraordinary growth,
deplete their liquidity and debt service reserve funds and have
insufficient pledged revenues to fulfill their debt service
requirements," she added.

Securing the bonds is a lien on net proceeds from the city's share
(50%) of the sixth-cent TDT enacted on Sept. 1, 2006, and levied
on each dollar charged for tourist rentals within Orange County.
The series A bonds have a senior lien on the pledged revenues
while the series B and C bonds have second and third liens,
respectively. The indentures require funding of a liquidity
reserve and debt service reserve fund each funded at 50% of the
least of maximum annual debt service, 10% of the amount of bond
proceeds, or 125% of average ADS. Each series of bonds has its own
liquidity reserve and debt service reserve, and cross-
collateralization is not permitted under the indentures. As of
July 2011, balances in the liquidity and debt service
reserve for each series are:

    Series A: $6.46 million in the series A liquidity reserve fund
    and $6.46 million in the series A debt service reserve fund;

    Series B: $1.33 million in the series B liquidity reserve fund
    and $1.33 million in the series B debt service reserve fund;
    and

    Series C: $3.36 million in the series C liquidity reserve fund
    and $4.36 million in series C debt service reserve fund.


CLAIRE'S STORES: Bank Debt Trades at 15% Off in Secondary Market
----------------------------------------------------------------
Participations in a syndicated loan under which Claire's Stores,
Inc., is a borrower traded in the secondary market at 85.08 cents-
on-the-dollar during the week ended Friday, Sept. 30, 2011, a drop
of 1.00 percentage points from the previous week according to data
compiled by Loan Pricing Corp. and reported in The Wall Street
Journal.  The Company pays 275 basis points above LIBOR to borrow
under the facility.  The bank loan matures on May 29, 2014, and
carries Moody's 'B3' rating and Standard & Poor's 'B' rating.  The
loan is one of the biggest gainers and losers among 110 widely
quoted syndicated loans with five or more bids in secondary
trading for the week ended Friday.

                       About Claire's Stores

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

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

                          *     *     *

Claire's Stores, Inc., reported a net loss of $29.74 million on
$704.99 million of net sales for the six months ended July 30,
2011, compared with a net loss of $20.64 million on $656.31
million of net sales for the same period a year ago.

The Company's balance sheet at July 30, 2011, showed $2.83 billion
in total assets, $2.87 billion in total liabilities, and a $40.81
million stockholders' deficit.

                           *     *     *

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

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


CLEAN TRANSPORTATION: Posts $191,500 Net Loss in Second Quarter
---------------------------------------------------------------
Clean Transportation Group, Inc., filed its quarterly report on
Form 10-Q/A, reporting a net loss of US$191,510 on US$49,745 of
sales for the three months ended June 30, 2011, compared with a
net loss of US$12,133 on $nil sales for the same period of 2010.

For the six months ended June 30, 2011, the Company incurred a net
loss of US$210,520 on US$49,745 of sales, compared with a net loss
of US$27,957 on US$0 of sales for the corresponding period last
year.

The Company's balance sheet at June 30, 2011, showed
US$2.1 million in total assets, US$616,610 in total liabilities,
and stockholders' equity of US$1.5 million.

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

                       http://is.gd/qtWJqU

Headquartered in Vancouver, Canada, Clean Transportation Group,
Inc., was organized Aug. 23, 1978, under the laws of the State of
Utah as Price Card & Gift, Inc.  On June 27, 2008, the Company
changed its name to Quintana Gold Resources Corp. and on April 18,
2011, the Company amended its articles of incorporation changing
the name to Clean Transportation Group, Inc.  The Company receives
revenues from the sale of fuel cleaning systems.


CLEAR CHANNEL: Bank Debt Trades at 29% Off in Secondary Market
--------------------------------------------------------------
Participations in a syndicated loan under which Clear Channel
Communications, Inc., is a borrower traded in the secondary market
at 71.41 cents-on-the-dollar during the week ended Friday,
Sept. 30, 2011, a drop of 2.50 percentage points from the previous
week according to data compiled by Loan Pricing Corp. and reported
in The Wall Street Journal.  The Company pays 365 basis points
above LIBOR to borrow under the facility.  The bank loan matures
on Jan. 30, 2016, and carries Moody's Caa1 rating and Standard &
Poor's CCC+ rating.  The loan is one of the biggest gainers and
losers among 110 widely quoted syndicated loans with five or more
bids in secondary trading for the week ended Friday.

                 About CC Media and Clear Channel

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

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

                           *     *     *

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

Moody's said in June 2011, "Clear Channel's Caa2 CFR continues to
reflect the unsustainable nature of its capital structure given
its high debt-to-EBITDA leverage (approximately 12.2x gross
leverage on a Consolidated basis at March 31, 2011 excluding
Moody's standard adjustments), weak interest coverage and large
debt maturities in 2014 and 2016.


COMARCO INC: Posts $1.9 Million Net Loss in July 31 Quarter
-----------------------------------------------------------
Comarco, Inc., filed its quarterly report on Form 10-Q, reporting
a net loss of $1.9 million on $1.9 million of revenue for the
three months ended July 31, 2011, compared with a net loss of
$575,000 on $12.8 million of revenue for the same period of the
prior fiscal year.

For the six months ended July 31, 2011, the Company had a net loss
of $3.2 million on $4.9 million of revenue, compared with a net
loss of $1.3 million on $20.3 million of revenue for the same
period ended July 31, 2010.

Revenue for the three and six months ended July 31, 2011,
decreased by $10.9 million, or 85%%, and $15.4 million, or 76%,
respectively, compared to the corresponding periods of fiscal
2011.  The decrease is attributable to the loss of Targus Group
International, Inc., as a customer during fiscal 2012.

The Company's balance sheet at July 31, 2011, showed
$6.7 million in total assets, $6.0 million in total liabilities,
and stockholders' equity of $720,000.

As of July 31, 2011, the Company had working capital of $562,000.
"In order for us to conduct our business for the next twelve
months and to continue operations thereafter and be able to
discharge our liabilities and commitments in the normal course of
business, we must increase sales, reduce operating expenses, and
potentially raise additional funds, through either debt and/or
equity financing to meet our working capital needs," the Company
said in the filing.

"Although the Company is currently seeking other forms of
financing, we cannot be certain we will be able to secure
additional financing on terms acceptable to us, or at all."

As reported in the TCR on May 3, 2011, BDO USA, LLP, in Costa
Mesa, California, expressed substantial doubt about Comarco's
ability to continue as a going concern, following the Company's
results for the fiscal year ended Jan. 31, 2011.  The independent
auditors noted that the Company has suffered recurring losses from
operations, has had declining working capital and uncertainties
surrounding the Company's ability to borrow under its credit
facility.

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

                       http://is.gd/6W7NIX

Based in Lake Forest, California, Comarco, Inc. (OTC: CMRO)
-- http://www.comarco.com/-- is a provider of innovative,
patented mobile power solutions that can be used to power and
charge notebook computers, mobile phones, and many other
rechargeable mobile devices with a single device.


COMPASS DIVERSIFIED: Given SGL-3 by Moody's Due to 2012 Maturity
----------------------------------------------------------------
Moody's Investors Service downgraded Compass Diversified Holding's
speculative grade liquidity rating to SGL-3 from SGL-2 because of
the pending maturity of the revolver in December 2012 and the
company's inability to repay amounts outstanding under the
revolver with committed resources prior to its maturity. At the
same time, the Ba3 Corporate Family Rating, the B1 Probability of
Default Rating, the Ba1 rating on the $340 million revolver, and
the B1 rating on the $150 million term loan are affirmed. The Ba1
rating on a proposed $325 million revolver and B1 on a proposed
$200 million term loan assigned in January 2011 are withdrawn
because the proposed refinancing did not close. The rating outlook
remains stable.

In late August 2011, the company drew down about $200 million on
its revolver to help pay for the acquisition of Camelbak, a
company that makes personal hydration products catering to outdoor
recreational activities and military applications. Moody's expects
Compass to refinance its credit facility (term loan and revolver)
to permanently fund the Camelbak acquisition. "If Compass
refinances its term loan and revolver in the near term and repays
its outstanding revolver borrowings, the SGL rating would likely
revert to its previous level," said Kevin Cassidy, Senior Credit
Officer at Moody's Investors Service. "On the other hand, the
failure to refinance the credit facility in the near term could
lead to a downgrade in the liquidity rating to SGL-4 and could
pressure the rating outlook and/or long term rating."

This rating was downgraded:

Speculative grade liquidity rating to SGL 3 from SGL 2;

The following ratings were affirmed/assessments revised:

Corporate Family Rating at Ba3;

Probability of Default Rating at B1;

$325 million revolving credit facility maturing in December 2012
at Ba1 (LGD 2, 26%);

$150 million term loan maturing in December 2013 at B1 (LGD 5,
72%);

The following ratings were withdrawn:

$325 million revolving credit facility maturing in January 2016 at
Ba1;

$200 million term loan maturing in January 2017 at B1

RATING RATIONALE

The Ba3 Corporate Family Rating reflects the company's strong
industry and product diversification, moderate financial leverage
proforma for the Camelbak acquisition and good interest coverage.
The rating also benefits from the company's size with revenue
around $1.9 billion (proforma for Camelbak acquisition) and strong
geographic diversification throughout the US. The rating is
constrained by the company's policy of distributing the majority
of its operating cash flow to shareholders, the potential for
lower demand for the company's products as a result of an
uncertain economy and the severe earnings volatility in its
staffing business.

The SGL-3 speculative grade liquidity rating reflects Moody's
belief that Compass will maintain an adequate liquidity profile
over the next 12-18 months. Liquidity is constrained by the
upcoming maturity of its revolver in December 2012, minimal amount
available under the revolver after the Camelbak acquisition,
consumption of cash after paying a regular distribution to
shareholders and by modest cash balances. The liquidity profile
benefits from significant cushion under financial covenants and by
Compass' ability to monetize assets if needed. The liquidity
rating could be lowered to SGL-4 if the company fails to refinance
its credit facility in the next few months.

The stable outlook reflects Moody's expectation that Compass will
continue to generate strong cash flow before shareholder
distributions and will maintain debt/Ebitda between 2 and 3 times
and EBITA/interest around 4 times. Moody's expects Compass to
continue distributing most of its free cash flow to shareholders.
The company's commitment to debt reduction following an
acquisition is incorporated in the outlook. Failure to refinance
the secured credit facility (revolver and term loan) in the next
few months could lead to a negative outlook.

There is minimal near term upward rating momentum due to the
continuing weak economy and the company's diminished liquidity
position. In addition to refinancing its credit facility, an
upgrade would require steady growth in revenues and profitability
and moderation of shareholder payouts. Key credit metrics
necessary for an upgrade would be debt/EBITDA sustained around 2.5
times and consistent generation of cash flow with sustained
RCF/net adjusted debt of at least 20%.

The ratings could be downgraded and/or the ratings outlook changed
to negative if the company fails to refinance the secured credit
facility (revolver and term loan) in the next few months A
downgrade could also arise if the company revises its business
strategy and targets acquisitions that do not have stable cash
flow or if Compass increased debt to fund a distribution or share
repurchase. Key credit metrics driving a downgrade would be
adjusted leverage approaching 4 times for a sustained period, and
interest coverage approaching 2 times.

The principal methodology used in rating Compass was the Global
Consumer Durables rating methodology published in October 2010.
Moody's Special Comment, "Analytical Considerations in Assessing
Conglomerates" published in September 2007 was also used as an
analytical resource. Other methodologies and factors that may have
been considered in the process of rating this issuer can also be
found on Moody's website.

Compass holds majority ownership interests in nine distinct
unrelated operating subsidiaries: Advanced Circuits, American
Furniture Manufacturing, Anodyne Medical Devices, Fox Factory,
Halo Branded Solutions, Staffmark (formerly known as CBS
Personnel), Liberty Safe, ERGObaby and Camelbak. Its strategy is
to acquire and manage businesses that operate in industries with
long term macroeconomic growth opportunities and have positive and
stable cash flows. The company reported revenue of approximately
$1.8 billion for the twelve months ended June 30, 2011.


CONTECH CONST'N: Bank Debt Trades at 25% Off in Secondary Market
----------------------------------------------------------------
Participations in a syndicated loan under which Contech
Construction Products, Inc., is a borrower traded in the secondary
market at 74.67 cents-on-the-dollar during the week ended Friday,
Sept. 30, 2011, a drop of 1.18 percentage points from the previous
week according to data compiled by Loan Pricing Corp. and reported
in The Wall Street Journal.  The Company pays 200 basis points
above LIBOR to borrow under the facility.  The bank loan matures
on Jan. 31, 2013, and carries Moody's 'Caa2' rating and Standard &
Poor's 'B' rating.  The loan is one of the biggest gainers and
losers among 110 widely quoted syndicated loans with five or more
bids in secondary trading for the week ended Friday.

                    About Contech Construction

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

As reported by the Troubled Company Reporter on June 6, 2011,
Standard & Poor's revised its outlook on West Chester, Ohio-based
Contech Construction Products, Inc., to negative from stable.  "At
the same time, we affirmed our ratings on Contech, including the
'B-' corporate credit rating," S&P stated.  "The outlook revision
reflects our assessment of Contech's limited near-term liquidity
due to higher-than-expected borrowings on its revolving credit
facility to support higher steel costs," said Standard & Poor's
credit analyst Thomas Nadramia.

"The outlook revision also reflects that Contech's operating
environment is likely to remain difficult in the near term,
resulting in reduced cushion in the company's minimum EBITDA
covenant, which governs its revolving credit facility and term
loan.  The minimum EBITDA requirement continues to step up over
the next several quarters.  However, our current expectation is
that liquidity will likely remain at, or near, current reduced
levels in the next two quarters until seasonal cash collections
begin in the last quarter of 2011."


COUNTERPATH CORP: Posts $925,700 Net Loss in July 31 Quarter
------------------------------------------------------------
Counterpath Corporation filed its quarterly report on Form 10-Q,
reporting a net loss of $925,718 on $2.8 million of revenues for
the three months ended July 31, 2011, compared with a net loss of
$1.4 million on $2.2 million of revenues for the same period of
the prior fiscal year.

The Company's balance sheet at July 31, 2011, showed $19.7 million
in total assets, $4.1 million in total liabilities, and
shareholders' equity of $15.6 million.

As reported in the TCR on July 29, 2011, BDO Canada LLP, in
Vancouver, Canada, expressed substantial doubt about CounterPath's
ability to continue as a going concern, following the Company's
results for the fiscal year ended April 30, 2011.  The independent
auditors noted that the Company had an accumulated deficit of
$43,323,410 at April 30, 2011, and incurred a net loss for the
year then ended of $3,542,331.

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

                       http://is.gd/aWp7qu

Based in Vancouver, British Columbia, Canada, CounterPath
Corporation (OTC BB: CPAH; TSX-V: CCV) focuses on the design,
development, marketing and sales of desktop and mobile application
software, gateway server software and related professional
services, such as pre and post sales, technical support and
customization services.


CRAWFORD FURNITURE: Hearing on Further Cash Collateral Use Today
----------------------------------------------------------------
The Hon. Carl L. Bucki of the U.S. Bankruptcy Court for the
Western District of New York approved a stipulation between
Crawford Furniture Manufacturing Corp., Crawford Furniture Retail
Outlet, Inc., and Manufacturer's & Traders Trust Company for the
Debtors to use M&T's cash collateral on an interim basis up to
Oct. 3, 2011.

As adequate protection, M&T is granted "rollover" replacement
liens in the post-petition assets of the Debtors to the same
extent and of the same relative priority and on the same types
and kinds of collateral as M&T possessed pre-petition, limited to
the extent of cash collateral actually used and charge backs
actually funded by M&T pursuant to its Merchant Services
Agreements with the Debtors, effective as of the petition date.

The Debtors are directed to move all of the debtor-in-possession
bank accounts, except payroll accounts, to M&T on or before Oct.
7, 2011.  All of the Debtors' existing cash and all cash generated
on or after Oct. 7, 2011, will be deposited into the  debtor-in-
possession cash collateral accounts at M&T.

An interim hearing on the Debtors' cash collateral and DIP finance
motion will be held on Oct. 3, 2011 at 3:30 p.m.  The final
hearing of the cash collateral motion will be held on Oct. 18,
2011.

                    About Crawford Furniture

Crawford Furniture Manufacturing Corp., of Jamestown, New York,
has been a leading manufacturer for more than 120 years of quality
100% solid wood furniture.  Manufacturing was started in 1883 by
two Swedish craftsmen and was originally known as the Swedish
Furniture Manufacturing Corporation.  Manufacturing specializes in
the manufacture of bedroom and dining room furniture from solid
wood, specifically ash, cherry, maple and oak, that is purchased
within a 150-mile radius of its factory in Jamestown.

Crawford Furniture Retail Outlet, Inc., has operated five retail
stores in western New York since 2004.  Retail also operates a
warehouse/delivery depot at Benderson Development Park, in
Cheektowaga, New York.

Crawford Furniture Manufacturing filed for Chapter 11 bankruptcy
(Bankr. W.D.N.Y. Lead Case No. 11-12945) on Aug. 25, 2011.
Camille W. Hill, Esq., at Bond, Schoeneck & King, PLLC, serves as
the Debtors' counsel.  Crawford Furniture Manufacturing estimated
assets at $10 million to $50 million and debts at $1 million to
$10 million.  Retail filed a separate Chapter 11 petition on the
same day.  The cases are jointly administered.


CUMULUS MEDIA: Travis Hain Owns 7.5 Million Class A Common Shares
-----------------------------------------------------------------
In an amended Schedule 13D filing with the U.S. Securities and
Exchange Commission, Travis Hain and his affiliates disclosed that
they beneficially own 7,532,332 shares of Class A common stock of
Cumulus Media, Inc., representing 6% of the shares outstanding.
As reported by the TCR on Feb. 9, 2011, Mr. Hain, et. al.,
disclosed beneficial ownership of 7,527,457 shares of Class A
common stock or 18.2%.  A full-text copy of the filing is
available at no charge at http://is.gd/hDmOhC

                        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.


CUMULUS MEDIA: S&P Affirms 'B' Rating; Removed From CreditWatch
---------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'B' corporate
credit ratings on Cumulus Media Inc. and subsidiary Cumulus Media
Holdings Inc. "We analyze Cumulus Media Holdings on a consolidated
basis with Cumulus Media," S&P said.

"At the same time, we assigned a 'BB-' issue-level rating to
Cumulus' $1.625 billion first-lien credit facilities, with a
recovery rating of '1', indicating our expectation of very high
(90% to 100%) recovery for lenders in the event of a payment
default. The facilities consist of a $1.325 billion first-lien
term loan B due 2018 and a $300 million revolver due 2016. We
assigned a 'CCC+' issue-level rating to Cumulus' $790 million
second-lien term loan, with a recovery rating of '6', indicating
our expectation of negligible (0% to 10%) recovery for lenders in
the event of a payment default," S&P related.

"We affirmed all existing ratings and removed them from
CreditWatch, where they were placed with positive implications on
Feb. 18, 2011. The outlook is positive," S&P stated.

"The ratings reflect continued economic weakness and higher post-
acquisition leverage than we initially expected," said Standard &
Poor's credit analyst Jeanne Shoesmith. "They also reflect the
combined company's sizable presence in both large and midsize
markets throughout the U.S."

"The combination will create a new company with pro forma revenues
(assuming no major divestitures) of roughly $1.2 billion as of
June 30, 2011, which we believe is moderately less than revenues
of the second-largest U.S. radio broadcaster, CBS Corp. Our
assessment of Cumulus' business risk profile as fair stems from
the industry's exposure to competition from alternative media,
risks to ad rate integrity, and obstacles to significant growth in
digital contribution, which currently only accounts for 4% of
total industry revenue. The consolidated company's good geographic
diversity and competitive position in midsize and large markets,
as well as its high EBITDA margin, do not offset these risks," S&P
said.

"Under our base case scenario, we expect revenue could be flat to
down in the low-single-digit area over the next 12 months,
depending on the state of the economy. However, we expect EBITDA
could increase at a low-double-digit percent rate over the coming
year as the combined company begins to realize synergies. As a
result, we expect the EBITDA margin to expand by up to 500 basis
points, to the high-20% to low-30% area, better than most peers.
Longer term, we see further risks to radio advertising from
tradition and nontraditional media, which could put downward
pressure on ad rates and margins," S&P related.

The rating outlook is positive, reflecting Cumulus' adequate
liquidity, despite risks surrounding longer-term secular trends in
radio. "We expect Cumulus will reduce and then maintain adjusted
debt leverage in the high-6x area over the next couple of years,"
S&P said.


CYCLE COUNTRY: Posts $431,100 Net Loss in June 30 Quarter
---------------------------------------------------------
Cycle Country Accessories Corp. filed its quarterly report on Form
10-Q/A, reporting a net loss of $431,191 on $928,990 of revenues
for the three months ended June 30, 2011, compared with a net loss
of $583,541 on $1.8 million of revenues for the same period ended
June 30, 2010.

For the nine months ended June 30, 2011, the Company had a net
loss of $2.1 million on $7.8 million of revenues, compared with a
net loss of $644,734 on $8.0 million of revenue for the
corresponding period of the prior fiscal year.

The Company's balance sheet at June 30, 2011, showed $13.8 million
in total assets, $8.8 million in total liabilities, and
shareholders' equity of $5.0 million.

As reported in the TCR on Jan. 20, 2011, Boulay, Heutmaker, Zibell
& Co. P.L.L.P., in Minneapolis, Minnesota, expressed substantial
doubt about Cycle Country Accessories' ability to continue as a
going concern, following the Company's results for the fiscal year
ended Sept. 30, 2010.  The independent auditors noted that the
Company sustained several consecutive periods of operating losses.

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

                       http://is.gd/9INmBH

Spencer, Iowa -based Cycle Country Accessories Corp. (Amex: ATC) -
- http://www.cyclecountry.com/-- is engaged in the design, sales,
and manufacturing of custom fitting accessories for utility and
all-terrain vehicles (UTVs and ATVs), under the brand name of
Cycle Country Accessories.  Products include snowplows, mowers, 3-
point hitches and implements, storage boxes and baskets, bed
lifts, brush guards and more.

Cycle Country also produces a line of specialty products for golf
cars under the brand name of Plazco.

Under the brand name of Perf-Form, Cycle Country manufactures and
distributes a line of high performance oil filters focused on
older, legacy engines in the motorcycle, ATV, and watercraft
industries.

In addition, the Company provides metal fabrication and contract
manufacturing services to several large original equipment
manufacturers (OEM's) through its Imdyne division.


DEPOT CROSSING: Case Summary & 13 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Depot Crossing, LLC
        279 New Britain Road
        Berlin, CT 06037

Bankruptcy Case No.: 11-22810

Chapter 11 Petition Date: September 27, 2011

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

Judge: Albert S. Dabrowski

Debtor's Counsel: Peter L. Ressler, Esq.
                  GROOB RESSLER & MULQUEEN
                  123 York Street, Suite 1B
                  New Haven, CT 06511-0001
                  Tel: (203) 777-5741
                  Fax: (203) 777-4206
                  E-mail: ressmul@yahoo.com

Estimated Assets: $0 to $50,000

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

The Company's list of its 13 largest unsecured creditors filed
with the petition is available for free at:
http://bankrupt.com/misc/ctb11-22810.pdf

The petition was signed by Raymond R. Kavarsky, Sr., member.


DRINKS AMERICAS: Posts $346,200 Net Loss in July 31 Quarter
-----------------------------------------------------------
Drinks Americas Holdings, Ltd., filed its quarterly report on Form
10-Q, reporting a net loss of $346,268 on $148,080 of sales for
the three months ended July 31, 2011, compared with a net loss of
$898,438 on $102,256 of revenues for the same period ended
July 31, 2010.

The Company's balance sheet at July 31, 2011, showed $1.1 million
in total assets, $5.1 million in total liabilities, all current,
and a stockholders' deficit of $4.0 million.

Bernstein & Pinchuk, in New York, expressed substantial doubt
about Drinks Americas Holdings' ability to continue as a going
concern, following the Company's results for the fiscal year ended
April 30, 2011.  The independent auditors noted that the Company
has incurred significant losses from operations since its
inception and has a working capital deficiency.

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

                       http://is.gd/G0Z14z

Wilton, Connecticut-based Drinks Americas Holdings, Ltd., through
its majority-owned subsidiaries, Drinks Americas, Inc., Drinks
Global, LLC, and D.T. Drinks, LLC, imports, distributes and
markets unique premium wine and spirits and alcoholic beverages
associated with icon entertainers, celebrities and destinations,
to beverage wholesalers throughout the United States and
internationally.


DUNMORE HOMES: Trustee Seeks OK for Travelers, Comerica Settlement
------------------------------------------------------------------
Evan Weinberger at Bankruptcy Law360 reports that the trustee
overseeing the liquidation of Dunmore Homes Inc. asked a
California bankruptcy judge Tuesday to approve an amended
settlement with Travelers Casualty and Surety Co. of America and
Comerica Bank over a nearly $12.9 million tax refund.

Under the settlement, Law360 relates, the trustee overseeing the
liquidation of Dunmore's New York arm would receive around $5.6
million while Travelers would net just over $5 million. Comerica
would get about $2.2 million under the deal, and drop several
other claims against the estate.

                        About Dunmore Homes

Dunmore Homes Inc. is a privately owned residential homebuilder
based in Granite Bay, California.  Michael A. Kane of Granite Bay
is Company's owner.

Based in Granite Bay, California, Dunmore Homes Inc. is a
privately-owned homebuilder.  The Company filed for Chapter 11
protection (Bankr. S.D.N.Y. Case No. 07-13533) on Nov. 8, 2007.
Maria A. Bove, Esq., and Debra I. Grassgreen, Esq., at Pachulski
Stang Ziehl & Jones LLP, represent the Debtor in its restructuring
efforts.  The Official Committee of Unsecured Creditors selected
Morrison & Foerster LLP as its counsel.

The Debtor disclosed $20,743,147 in total assets and $250,252,312
in total debts in its schedules of assets and liabilities filed
with the Court.

In January 2008, the U.S. Bankruptcy Court for the Southern
District of New York ordered the transfer of Debtor's Chapter 11
case to the U.S. Bankruptcy Court for the Eastern District of
California, Sacramento Division.  The Debtor's Plan of Liquidation
was confirmed in September 2008.


EAGLE FORD: Posts $4.5 Million Net Loss in Second Quarter
---------------------------------------------------------
Eagle Ford Oil & Gas Corp. reported a net loss of $4.5 million on
$176,774 of revenue for the three months ended June 30, 2011,
compared with a net loss of $124,509 on $26,399 of revenue for the
corresponding period of 2010.

For the six months ended June 30, 2011, the Company had a net loss
of $4.6 million on $219,823 of revenue, compared with a net loss
of $199,240 on $26,399 of revenue for the same period last year.

The Company's balance sheet at June 30, 2011, showed $4.06 million
in total assets, $4.64 million in total liabilities, and a
stockholders' deficit of $579,350.

GBH CPAs, PC, in Houston, expressed substantial doubt about Eagle
Ford Oil & Gas Corp.'s ability to continue as a going concern,
following the Company's results for the fiscal year ended Dec. 31,
2010.  The independent auditors noted that the Company has
negative working capital and has suffered recurring losses from
operations.

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

                       http://is.gd/onns8s

Eagle Ford Oil & Gas Corp., headquartered in League City, Tex., is
an independent oil and gas company organized in Nevada actively
engaged in oil and gas development, exploration and production
with properties and operational focus in the Texas Louisiana-Gulf
Coast Region.  Eagle Ford operates its assets through Sandstone
Energy, L.L.C., and its subsidiaries, Sandstone Energy Partners I,
L.L.C, Sandstone Energy Partners II, L.L.C., and Sandstone Energy
Partners III, L.L.C.


EASTMAN KODAK: Jones Day on Board; Won't File for Bankruptcy
------------------------------------------------------------
Eastman Kodak Company, in response to rumors circulating in the
capital markets, said Friday it is "committed to meeting all of
its obligations and has no intention of filing for bankruptcy."

"It is not unusual for a company in transformation to explore all
options and to engage a variety of outside advisers, including
financial and legal advisers. Jones Day is one of a number of
advisers that Kodak is working with in that regard," the statement
said.

Kodak said it continues to actively pursue its strategy to
monetize its digital imaging patent portfolio.  Kodak remains
focused on meeting its commitments to customers and suppliers, and
on delivering on its strategy to become a profitable, sustainable
digital company.

The Wall Street Journal notes Kodak debt is being traded at levels
that indicate a high risk of default.  Mike Spector and Dana
Mattioli report that Kodak's bonds on Friday plunged and its
shares fell 54%, or 91 cents, to 78 cents, after The Wall Street
Journal reported the company had hired restructuring advisers.
The report says one bond issue maturing in 2013 traded at 26 cents
on the dollar Friday evening, down from about 43.5 cents earlier
in the day and 76.5 cents last week.

Kodak, whose operations burned $847 million in the first half of
the year, had $957 million in cash on June 30.  Mr. Spector and
Ms. Mattioli report that Kodak aims to have $1.6 billion to $1.7
billion on hand at the end of the year, but that target presumes
successful asset sales, patent income and improvements in the
company's businesses.

The Journal also relates Kodak Chief Executive Antonio Perez
sought to ease employees' concerns this week at a town hall
meeting broadcast to the company's nearly 19,000 employees world-
wide. The CEO told employees the company had no intention of
filing for bankruptcy protection at that time.

Kodak has already hired investment bank Lazard Ltd. to advise it
on selling a trove of patents, an auction the company deems
critical for raising cash to reinvent itself.

The Journal recounts that Kodak has posted only one profitable
year since Mr. Perez became CEO in 2005.  He says it will return
to profitability in 2012.  According to the report, two people
familiar with the matter said the board isn't considering
replacing Mr. Perez at this time.

The Journal notes Jones Day's best-known restructuring lawyer,
Corinne Ball, represented Chrysler on its historic government-
brokered bankruptcy, and is currently advising Twinkie maker
Hostess Brands Inc. on restructuring options.

As reported by the Troubled Company Reporter on Sept. 27, 2011,
Kodak on Sept. 23 initiated a draw of $160 million under its
Second Amended and Restated Credit Agreement, dated April 26,
2011, for general corporate purposes.  The Restated Credit
Agreement will terminate, and all outstanding advances under it
must be repaid, on the earliest of: (a) the date which is five
years from the effective date of the credit facility (April 26,
2016), (b) the date all of the lenders' commitments are
terminated, and (c) the 90th day prior to maturity of the
Company's Senior Notes due 2013.

Eastman Kodak Company and Kodak Canada Inc., are borrowers under
the Second Amended And Restated Credit Agreement, dated as of
April 26, 2011, with Bank of America, N.A., as Administrative
Agent and Co-Collateral Agent; and Citicorp USA, Inc., as Co
Collateral Agent, and Citibank, N.A.; Wells Fargo Capital Finance
LLC, as Co-Syndication Agents; and Merrill Lynch, Pierce, Fenner &
Smith Incorporated, Citigroup Global Markets Inc., and Wells Fargo
Capital Finance LLC as Joint Lead Arrangers and Joint Bookrunners.

The lenders and their commitments are:

   Lender          Commitment  Credit Commitment     Commitment
   ------          ----------  -----------------     ----------
Bank of America   $88,125,000                  -    $70,000,000
Bank of America
(acting through
its Canada
branch)                    -        $10,875,000              -
Citigroup USA     $73,250,000         $6,000,000    $50,000,000
Wells Fargo Bank  $73,250,000         $6,000,000    $70,000,000
Morgan Stanley    $46,250,000         $3,750,000              -
PNC Bank, N.A.    $35,000,000                  -    $35,000,000
Bank of
New York Mellon  $23,125,000         $1,875,000              -
Industrial and
Commercial
Bank of China    $18,500,000         $1,500,000              -
Sumitomo Mitsui   $12,500,000                  -              -
                  -----------  -----------------   ------------
   Total         $370,000,000        $30,000,000   $225,000,000

                         Default to Likely

As reported by the Troubled Company Reporter on Sept. 30, 2011,
Moody's Investors Service and Fitch Ratings downgraded Kodak's
ratings deeper into junk territory.  Fitch said its 'CC' rating
signifies that default of some kind appears probable.

Moody's said it lowered Kodak's ratings, including the corporate
family and probability of default to Caa2 from Caa1, the senior
unsecured to Caa3 from Caa2, the senior secured to B3 from B1 and
the Speculative Grade Liquidity rating to SGL-3 frm SGL-2. The
outlook remains negative.  The rating downgrade reflects Moody's
expectations that "ongoing weakness in the company's core business
operations in addition to a softening demand environment will
pressure operating performance and liquidity over the foreseeable
future," said Moody's senior vice president, Richard Lane.

Moody's and Fitch said Kodak's decision on Sept. 23, 2011, to draw
down $160 million from its $400 million secured revolving credit
facility signals weaker cash flow prospects.  Moody's noted the
the draw was just prior to what is usually Kodak's strongest cash
flow quarter (the 4th quarter).  Although Kodak had $957 million
of cash balances at June 30, 2011 and no material debt maturities
until November 2013, "we anticipate that Kodak will consume cash
over the next year, thus weakening its liquidity profile," said
Moody's Mr. Lane.

Fitch downgraded Kodak's ratings -- Issuer Default Rating (IDR) to
'CC' from 'CCC'; Senior secured revolving credit facility (RCF) to
'B/RR1' from 'B+/RR1'; Senior secured second priority debt to 'B-
/RR1' from 'B+/RR1'; and Senior unsecured debt to 'C/RR5' from
'CC/RR5'.  Fitch's actions affect approximately $1.5 billion in
total debt.  Fitch believes a weak macro-environment, insufficient
scale in the company's key growth initiatives, continued secular
decline in traditional film and moderating, but still elevated
component costs, will adversely affect the company's seasonally
strong second-half, resulting in cash flows below historical
levels.

Fitch said potential proceeds from the sale of a portion of the
company's patent portfolio in the absence of an improvement in
free cash flow will not materially improve the company's credit
profile.  Fitch also added that Kodak's enterprise value would be
maximized in liquidation, rather than a going-concern scenario.

                        About Eastman Kodak

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

The Company's balance sheet at June 30, 2011, showed $5.33 billion
in total assets, $6.75 billion in total liabilities and a $1.42
billion total deficit.


EDUCATE INC: S&P Cuts Corp. Rating to CCC+; Outlook Negative
------------------------------------------------------------
Standard & Poor's Ratings Services lowered its corporate credit
rating on Baltimore, MD.-based Educate Inc. LLC to 'CCC+' from 'B-
'. The rating outlook is negative.

"At the same time, we affirmed our issue-level rating on the
company's second-lien term loan at 'B-' (one notch above the
corporate credit rating) and revised our recovery rating on this
debt to '2', indicating our expectation of substantial recovery
(70%-90%) in the event of default, from '4'," S&P stated.

Standard & Poor's 'CCC+' rating on this Baltimore-based after-
school tutoring provider reflects Educate Inc.'s weak liquidity,
and our concern that revenue and EBITDA will continue to decline
over the near term.

"We believe the weak economy will continue to pressure the
company's operating performance, and that Educate could violate
its financial covenants as early as the fourth quarter of 2011/the
first quarter of 2012," said Standard & Poor's credit analyst
Chris Valentine. "We are also concerned that if operating
performance remains weak, the company may not be able to cover the
costs of an amendment to address its covenants."

Educate is the nationwide franchisor of Sylvan Learning Centers.
The company has approximately a 15% market share in the after-
school, private-pay tutoring sector. Its substantial share in this
highly fragmented segment, however, does not translate into
pricing leadership or strong profitability. Profitability
has been weak because royalty fees from the company's learning
center franchisees have declined because of lower franchisee
revenue and ongoing center closures. Revenue trends are starting
to show signs of a possible bottoming, as same-store new royalties
were down 4% in the second quarter, and more families are
obtaining financing for tuition payments, indicating that programs
are accessible to a larger client base.

"The rating outlook is negative, reflecting the company's weak
liquidity position and our concern over the potential for a
covenant violation, absent an amendment. We could lower the rating
if we become convinced the company is unable to generate positive
discretionary cash flow, given its weak liquidity position. We
could also lower the rating if EBITDA deteriorates more rapidly
than we currently expect or if it becomes apparent that the
penalties that Educate's banks would apply in the event of an
amendment severely compress discretionary cash flow and liquidity.
Conversely, a revision back to stable, which we view as unlikely
over the intermediate term, would require the company to restore
revenue and EBITDA growth, restore positive discretionary cash
flow on a sustained basis, and establish adequate covenant
headroom," S&P stated.


ELAN CORP: S&P Lifts Corp. Credit Rating to 'B+'; Outlook Stable
----------------------------------------------------------------
Standard & Poor's Ratings Services raised its corporate credit
rating on Elan Corp. PLC to 'B+', from 'B', and removed it from
CreditWatch where it was placed on May 9, 2011. "At the same time,
we raised the issue-level rating on the existing senior unsecured
notes to 'BB-' from 'B'. We also raised the unsecured recovery
rating to '2', from '3'," S&P related.

"The upgrade of the corporate credit rating reflects our
expectation that, with the cash proceeds from the sale of EDT and
cash on-hand, the company will significantly reduce its debt,"
said Standard & Poor's credit analyst Michael Berrian. "We expect
the reduction in borrowings to lower pro forma leverage to about
5x on Dec. 31, 2011."

"The speculative-grade rating on Elan Corp. PLC primarily reflects
the company's critical dependence on sales of its multiple
sclerosis (MS) treatment, Tysabri, and a thin near-term pipeline.
The critical dependence on Tysabri is key to our assessment of
Elan's business risk profile as weak. As a result of its product
concentration, Elan's financial performance is even more
sensitive to fluctuations in demand for Tysabri, despite our
expectations for low-double-digit growth over the next one to two
years. We characterize Elan's financial risk profile as
aggressive: despite improving cash flow from increased demand for
Tysabri and debt reduction from proceeds of asset sales, leverage
remains somewhat high. Moreover, future debt reduction is now
entirely dependent on positive free cash flow from Tysabri,"
according to S&P.


EMILIS, INC.: Voluntary Chapter 11 Case Summary
-----------------------------------------------
Debtor: Emilis, Inc.
        115-36 172nd Street
        Jamaica, NY 11343

Bankruptcy Case No.: 11-48331

Chapter 11 Petition Date: September 29, 2011

Court: U.S. Bankruptcy Court
       Eastern District of New York (Brooklyn)

Judge: Elizabeth S. Stong

Debtor's Counsel: Eric Abakporo, Esq.
                  60 4th Avenue
                  Brooklyn, NY 11217
                  Tel: (718) 222-0043

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 Fidelis Okoro, president.


EMIVEST AEROSPACE: Court Extends Plan Filing Deadline to Nov. 14
----------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware extended
Emivest Aerospace Corporation's exclusive periods to file a
Chapter 11 plan and solicit acceptances of that plan until
Nov. 14, 2011, and Jan. 13, 2011, respectively.

The Debtor originally asked for a Dec. 15 deadline.

According to court filings, the Debtor, with the assistance of
Hilco Industrial LLC and Hilco Real Estate LLC, is now in the
process of marketing the final major asset of the estate -- other
than certain litigation claims -- the West Virginia Lease.  The
price at which the West Virginia Lease is eventually sold will
dictate largely the terms of any chapter 11 plan proposed in this
case.  Because it cannot adequately formulate a chapter 11 plan
until after the sale of the West Virginia Lease, the Debtor says
it needs additional time to file and solicit acceptance of a
chapter 11 plan.

                      About Emivest Aerospace

Emivest Aerospace Corporation -- http://www.sj30jet.com/-- is a
U.S.-based aircraft manufacturing company and a subsidiary of
Emirates Investment & Development PSC.  Emivest Aerospace
Corporation produces the SJ30 light jet.

Emivest Aerospace Corporation filed for Chapter 11 protection
(Bankr. D. Del. Case No. 10-13391) on Oct. 20, 2010.  Emivest
disclosed $80.7 million in assets and $77.3 million in liabilities
as of the Chapter 11 filing.

Daniel B. Butz, Esq., at Morris, Nichols, Arsht & Tunnell LLP, in
Wilmington, Delaware, serves as counsel to the Debtor.  Morgan
Joseph & Co. Inc. is the financial advisor to the Debtor.  The
Debtor also hired DLA Piper LLP (US) as special counsel to assist
in the marketing of its assets.  Attorneys at Pachulski Stang
Ziehl & Jones LLP serve as counsel to the Official Committee of
Unsecured Creditors.  Deloitte Financial Services LLP is the
Committee's financial advisor.


EMPIRE RESORTS: Extends Exclusivity Agreement with Entertainment
----------------------------------------------------------------
Empire Resorts, Inc., announced the extension of the exclusivity
agreement with Entertainment Properties Trust and MSEG LLC for the
joint development of the companies' respective properties located
in Sullivan County, New York.  Empire owns and operates Monticello
Casino and Raceway and EPR is the sole owner of Concord EPT,
comprising 1,500 acres located at the site of the former Concord
Resort.

The previously announced exclusivity agreement commits the
respective parties to work together exclusively for six months to
explore development opportunities of both properties through
Oct. 11, 2011.  In light of the progress made on the joint
development plan to date, the parties have agreed to extend the
term of exclusivity until Nov. 30, 2011, to allow time to complete
the definitive agreements.

                       About Empire Resorts

Based in Monticello, New York, Empire Resorts, Inc. (NASDAQ: NYNY)
-- http://www.empireresorts.com/-- owns and operates Monticello
Casino & Raceway, a video gaming machine and harness racing track
and casino located in Monticello, New York, 90 miles northwest of
New York City.

Friedman LLP, after auditing the Company's financial statements
for the year ended Dec. 31, 2010, expressed substantial doubt
about the Company's ability to continue as a going concern.
Friedman noted that the Company's ability to continue as a going
concern depends on its ability to satisfy its indebtedness when
due.  In addition, the Company has continuing net losses and
negative cash flows from operating activities.

Empire Resorts reported a net loss of $17.57 million on
$68.54 million of net revenues for the year ended Dec. 31, 2010,
compared with a net loss of $10.57 million on $67.63 million of
net revenues during the prior year.

The Company's balance sheet at June 30, 2011, showed
$48.73 million in total assets, $24.22 million in total
liabilities, and $24.51 million in total stockholders' equity.


ENDURANCE INT'L: S&P Assigns Prelim. 'B' Corporate Credit Rating
----------------------------------------------------------------
Standard & Poor's Ratings Services assigned its preliminary 'B'
corporate credit rating to Burlington, Mass.-based Endurance
International Group Inc. The outlook is stable.

"At the same time, we have assigned a preliminary issue-level
rating of 'B' (the same as the preliminary corporate credit
rating) to the company's proposed $340 million senior secured
facility comprised of a $35 million revolver due 2016 and a $305
million term loan due 2017. We also assigned a preliminary
recovery rating of '3' to the debt, indicating our expectation of
meaningful (50% to 70%) recovery for debtholders in the event of a
payment default," S&P stated.

Standard & Poor's expects that Endurance will generate good free
operating cash flow (FOCF) and that revenue and EBITDA measures
will improve over the next 12 months as the company fully
integrates recent acquisitions and associated purchase accounting
adjustments are normalized. "In addition, we expect that the
company will apply a modest portion of excess cash flows to
moderately reduce funded debt over the same period. However, the
rating reflects its acquisition-driven growth, its focus on the
small-to-midsize business (SMB) market in a softening economy, and
what we view as an 'aggressive' financial risk profile," S&P
stated.

Endurance helps SMBs establish, maintain, and promote their online
presence. "We assess the company's business risk profile as
'vulnerable.' Our assessment primarily reflects Endurance's more
limited market share compared with competitors like Yahoo! Inc.'s
Web services division and GoDaddy.com in an industry with
relatively low switching costs and low barriers to entry, as well
as significant exposure to the SMB sector, which historically has
been more sensitive to weak economies than large enterprises. In
addition, the company's growth has primarily reflected
acquisitions, resulting in little track record at its current
operating scale. Lastly, while we expect Endurance to continue
improving its revenue diversity via cross-selling add-on products,
like search engine optimization and custom web development
products, its Web hosting segment still accounts for 74% of its
revenue base," S&P noted.

"Because of the company's primarily acquisition-driven growth and
its largely subscription-based business model, which results in
significant increases in deferred revenues, we believe that cash
flow metrics rather than debt to EBITDA metrics currently better
reflect both the company's underlying operating performance and
its credit quality. Pro forma for the transaction, we estimate the
company's ratio of FOCF to debt to be in the low-teen percentage
area, which is good for the rating. Pro forma debt to EBITDA, on
an annualized basis for the first six months, is in the high-teens
times, and includes $141 million of preferred stock treated as
debt for analytical purposes. As a result of these factors, we
view the financial risk profile as 'aggressive,'" S&P related


ENVIRO VORAXIAL: Reports $29,000 Net Income in Second Quarter
-------------------------------------------------------------
Enviro Voraxial Technology, Inc., filed its quarterly report on
Form 10-Q/A, reporting net income of $28,977 on $699,415 of
revenues for the three months ended June 30, 2011, compared with a
net loss of $632,109 on $77,401 of revenues for the same period of
2010.

For the six months ended June 30, 2011, the Company had net income
of $43,468 on $1.4 million of revenues, compared with a net loss
of $829,101 on $116,401 of revenues for the same period last year.

The Company's balance sheet at June 30, 2011, showed $1.4 million
in total assets, $1.1 million in total liabilities, and
stockholders' equity of $279,452.

At June 30, 2011, the Company had an accumulated deficit of
$12.7 million.

As reported in the TCR on April 27, 2011, RBSM LLP, in New York
City, expressed substantial doubt about Enviro Voraxial
Technology's ability to continue as a going concern, following the
Company's results for the fiscal year ended Dec. 31, 2010.  The
independent auditors noted that the Company has suffered recurring
losses from operations.

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

                       http://is.gd/iUAFq6

Fort Lauderdale, Fla.-based Enviro Voraxial Technology, Inc., has
developed and patented the Voraxial(R) Separator, a proprietary
technology that efficiently separates large volumes of
liquid/liquid, liquid/solids or liquid/liquid/solids fluid
mixtures with distinct specific gravities.


EURONET WORLDWIDE: S&P Lifts Counterparty Credit Rating to 'BB+'
----------------------------------------------------------------
Standard & Poor's Ratings Services raised its counterparty credit
rating on Euronet Worldwide Inc. to 'BB+' from 'BB'. "We also
raised the ratings on the firm's convertible debt to 'BB-' from
'B+'. The outlook is stable," S&P stated.

"The rating upgrade reflects the firm's good, high-quality
earnings, a first-mover strategic advantage in multiple markets,
and a solid funding base," said Standard & Poor's credit analyst
Jeffrey Zaun. "We also considered the firm's progress from 2008
through the first half of 2011 at expanding revenues through new
products."

Offsetting factors include limited tangible equity, exposure to
exchange-rate fluctuations, and material debt relative to
earnings. Management's investment in expanding three business
lines simultaneously has tempered earnings and entailed
considerable operational risk. Nevertheless, reduced debt as well
as the quality, diversity, and consistency of the firm's core
earnings are supportive of the rating.

"Leawood, Kan.-based Euronet operates ATMs and provides payment
and money transfer services, mostly outside the U.S. From our
initial rating on Euronet in 2007 through the first-half of 2011,
all three Euronet segments -- electronic funds transfer, epay, and
money transfer services -- have sustained consistent growth and
adequate cash earnings under difficult conditions. Reported
earnings, however, have suffered from the effects of foreign-
currency adjustments and goodwill charges," S&P stated.

The firm earns about three-quarters of its revenues outside the
U.S., with the euro serving as its most significant functional
currency. Consequently, the appreciation of the dollar during 2010
hurt earnings while depreciation of the dollar through the first
half of 2011 has added $13 million to reported earnings. Core
pretax profit margin and return on average assets (ROAA) were
5.4% and 1.7% in first-half 2011, 5.9% and 2.8% in 2010, and 6.1%
and 2.7%.

Although Euronet has remained consistently profitable, capital
expenditures for growth, poor conditions in the money transfer
business, and competitive pressure in all three segments hurt the
firm's earnings. At the same time, Euronet's growing economies of
scale and its competitors' poor performance have helped.
Currently, Euronet is broadly exposed to global economic weakness,
especially the possibility of a slowdown in cross-border
remittances and weakness in the banking sectors of less-developed
countries. Nevertheless, the quality and diversity of the
company's earnings remain a support for the rating.

The stable outlook reflects the firm's strong core financial
performance and cash flow coverage. An upgrade is unlikely over
the next several years because of operational risks posed by the
firm's continued growth across multiple geographies and multiple
products.  "We could downgrade the company if large acquisitions
or depressed economic conditions weaken its financial profile,
degrading its leverage and debt service metrics. Specifically, the
firm's ratio of debt to adjusted EBITDA has remained between 2.0x
and 2.5x for most quarters since the RIA acquisition in 2007. If
that leverage metric were to rise to greater than 3.0x, without a
credible plan to reduce leverage, we could downgrade the firm,"
S&P stated.


EZENIA! INC: Plans to File for Chapter 11 Protection
----------------------------------------------------
Ezenia! Inc. has filed a Form 15 with the Securities and Exchange
Commission (SEC) to deregister its common stock and suspend its
reporting obligations under the Securities Exchange Act of 1934,
as amended. As a result of filing the Form 15, the Company will no
longer be required to file reports under the Exchange Act,
including quarterly reports on Form 10-Q, annual reports on Form
10-K, and current reports on Form 8-K. Upon the filing of the Form
15, the Company's securities will no longer be eligible for
quotation on the Over The Counter Bulletin Board (OTCBB). The
Company expects that the deregistration will become effective 90
days after the filing of Form 15 with the SEC.

The Company has announced that it is planning to seek protection
from its creditors under chapter 11 of the federal bankruptcy
code.

                         About Ezenia! Inc.

Ezenia! Inc. -- http://www.ezenia.com/-- founded in 1991, is a
leading provider of secure real-time collaboration solutions,
bringing new and valuable levels of interaction and collaboration
to government and commercial enterprises. By integrating voice,
video and data collaboration, the Company's award-winning products
enable groups to interact through a natural meeting experience
regardless of geographic distance. Ezenia! products allow
dispersed groups to work together in real time using powerful
capabilities such as instant audio and text chat, white boarding,
screen sharing and secure file storage. The ability to discuss
projects, share information, and modify documents allows users to
significantly improve team communication, enhance overall
situational awareness and accelerate the decision-making process
in a secure environment.


FIRST FEDERAL: Completes 2.9 Million Common Shares Offering
-----------------------------------------------------------
First Federal Bancshares of Arkansas, Inc., on June 21, 2011,
completed a common stock rights offering pursuant to which the
Company issued approximately 2,908,071 shares of its common stock
to existing shareholders, bringing its total number of publicly-
held shares to over 3,000,000.

            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.


FIRST INT'L BANK: Closed; American First Assumes All Deposits
-------------------------------------------------------------
First International Bank of Plano, Texas, was closed Friday,
Sept. 30, 2011, by the Texas Department of Banking, which
appointed the Federal Deposit Insurance Corporation as receiver.
To protect the depositors, the FDIC entered into a purchase and
assumption agreement with American First National Bank of Houston,
Texas, to assume all of the deposits of First International Bank.

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

As of June 30, 2011, First International Bank had around $239.9
million in total assets and $208.8 million in total deposits.  In
addition to assuming all of the deposits of the failed bank,
American First National Bank agreed to purchase essentially all of
the assets.

Customers with questions about today's transaction should call the
FDIC toll-free at 1-800-450-5143.  Interested parties also can
visit the FDIC's Web site at

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

The FDIC estimates that the cost to the Deposit Insurance Fund
will be $53.8 million.  Compared to other alternatives, American
First National Bank's acquisition was the least costly resolution
for the FDIC's DIF.  First International Bank is the 74th FDIC-
insured institution to fail in the nation this year, and the first
in Texas.  The last FDIC-insured institution closed in the state
was The LaCoste National Bank, LaCoste, on Feb. 19, 2010.


FIRSTPLUS FINANCIAL: Court Approves AMC as Aircraft Appraiser
-------------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Texas
authorized Matthew D. Orwig, the Chapter 11 Trustee for the estate
of FirstPlus Financial Group, Inc., to employ Aviation Management
Consulting, Inc. as (i) an appraiser to determine the current
market value of a certain airplane and (ii) as an expert witness,
if the need for valuation testimony arises.

According to the Troubled Company Reporter on Aug. 22, 2011, the
Trustee filed an original complaint, on Jun. 22, 3011, to avoid
fraudulent transfer, seeking to recover title to a Mitsubishi MU-
2B-60, s/n 1562SA, N1164 aircraft currently titled in Velia
Charters, Inc., and, upon information and belief, currently in the
custody of the U.S. Marshals Service, pursuant to, inter alia,
Sections 544 and 548 of the Bankruptcy Code and Sections 24.005
and 24.008 of the Texas Business & Commerce Code, and under common
law theories of unjust enrichment and constructive trust.

AMC is to be paid a flat fee of $3,000 for the appraisal as well
as a total daily inspection fee of $3,000 -- $1,500 per day of the
inspection, which is estimated to take two days.  AMC will also be
reimbursed for its actual and necessary expenses.

If required to provide expert appraisal or valuation testimony,
AMC's designated expert will charge the Estate $600 per hour for
the testimony, including preparations.  Compensation and
reimbursement to AMC will be paid out of property of the Estate,
subject to Court approval.

Based upon the affidavit of Kenneth M. Dufour, president and chief
executive officer of AMC, the Trustee believes that the firm is a
disinterested person as the term is defined in Section 101(14) of
the Bankruptcy Code and that AMC has no interests adverse to those
of the Estate.

                  About FirstPlus Financial

Based in Beaumont, Texas, FirstPlus Financial Group, Inc. --
http://www.firstplusgroup.com/-- (Pink Sheets: FPFX) is a
diversified company that provides commercial loan, consumer
lending, residential and commercial restoration, facility
(janitorial and maintenance) services, insurance adjusting
services, construction management services and a facilities and
restoration franchise business.  The Company has three direct
subsidiaries, Rutgers Investment Group, Inc., FirstPlus
Development Company and FirstPlus Enterprises, Inc.  In turn,
FirstPlus Enterprises, Inc., has three of its own direct
subsidiaries, FirstPlus Restoration Co., LLC, FirstPlus Facility
Services Co., LLC and The Premier Group, LLC.  FirstPlus
Restoration and FirstPlus Facility jointly own FirstPlus
Restoration & Facility Services Company.  Additionally, FirstPlus
Development has one direct subsidiary FirstPlus Acquisitions-1,
Inc.

A subsidiary of FirstPlus Financial Group -- FirstPlus Financial
Inc. -- filed for Chapter 11 bankruptcy in March 1999 before the
U.S. Bankruptcy Court for the Northern District of Texas, Dallas
Division, amid turmoil in the asset-backed securitization markets
and the lack of a reliable, committed secondary take-out source
for high LTV loans.  A modified third amended plan of
reorganization was confirmed in that case in April 2000.

The Company filed for Chapter 11 protection on June 23, 2009
(Bankr. N.D. Tex. Case No. 09-33918).  Aaron Michael Kaufman,
Esq., and George H. Tarpley, Esq., at Cox Smith Matthews
Incorporated, serves as counsel.  The Debtor has total
assets of $15,503,125 and total debts of $4,539,063 as of June 30,
2008.  FirstPLUS Financial Group disclosed $1,264,637 in assets
and $10,347,448 in liabilities as of the Chapter 11 filing.

Matthew D. Orwig is appointed as the Chapter 11 trustee in the
Debtors cases.  The trustee is represented by Peter A. Franklin,
Esq., and Erin K. Lovall, Esq., at Franklin Skierski Lovall
Hayward LLP.

                          *     *     *

The Trustee notified the Court that Peter Franklin and the law
firm of Franklin Skierski Lovall Hayward, LLP, which firm
presently represents the Trustee as local counsel, will be
substituted as lead counsel for the Trustee in the stead of Jo
Christine Reed and SNR Denton US, LLP, due to the maternity leave
of Ms. Reed.

The firm may be reached at:

          Peter Franklin, Esq.
          FRANKLIN SKIERSKI LOVALL HAYWARD LLP
          10501 N. Central Expy., Suite 106
          Dallas Texas 75231
          Tel: 972-755-7100
          Fax: 972-755-7110
          E-mail: pfranklin@fslhlaw.com


FLINT TELECOM: Deregisters Unsold Securities
--------------------------------------------
Flint Telecom Group, Inc., filed with the U.S. Securities and
Exchange Commission a post-effective amendment no.1 to Form S-1
registration statement relating to the registration of 50,000,000
shares of the Company's common stock.  Since the Registration
Statement was declared effective, the Company did not sell any of
the Registered Shares.  The Post-Effective Amendment was being
filed solely to deregister any and all Registered Shares that
remain unsold under the Registration Statement as of Sept. 29,
2011.

                        About Flint Telecom

Overland Park, Kan.-based Flint Telecom Group, Inc. (OTC BB: FLTT)
-- http://www.flinttelecomgroup.com/-- operates its business
through six wholly-owned subsidiaries, Cable and Voice
Corporation, Phone House, Inc., Flint Prepaid, Inc. (previously
named Wize Communications, Inc.), Digital Phone Solutions, Inc.,
Ingedigit International, Inc. and Gotham Ingedigit Financial
Processing Corp. dba Power2Process.  The Company provides next
generation turnkey voice, data and wireless services through
partner channels primarily in the United States.

The Company's balance sheet at March 31, 2011, showed
$9.25 million in total assets, $18.22 million in total
liabilities, $5.06 million in redeemable equity securities,
$5.43 million in convertible preferred stock, and a $19.47 million
total stockholders' deficit.

                           Going Concern

As reported in the Troubled Company Reporter on Oct. 26, 2010,
L.L, Bradford & Company, LLC, in Las Vegas, Nev., expressed
substantial doubt about Flint Telecom's ability to continue as a
going concern, following the Company's results for the fiscal year
ended June 30, 2010.  The independent auditors noted that the
Company has suffered losses from operations, negative cash flows
from operations and current liabilities exceed current assets.

In the Form 10-Q, Flint acknowledged that it had a net loss of
$6,463,091 for the nine months ended March 31, 2011, and
$28,865,778 for the year ended June 30, 2010, negative cash flow
from operating activities of $830,998 for the nine months ended
March 31, 2011, an accumulated stockholder's deficit of
$57,535,819 and a working capital deficit of $15,859,194 as of
March 31, 2011.  Also, as of March 31, 2011, the Company had
limited liquid and capital resources.  The Company is currently
largely dependent upon obtaining sufficient short and long term
financing in order to continue running our operations.

As of May 19, 2011, the Company has a total of approximately $3.7
million of loan principal that is past due from a total principal
balance of approximately $6.7 million, representing 14 individual
parties.  Under the terms of the loan agreements the $6.7 million
principal is payable.  In addition, approximately $2.1 million of
accumulated interest, preferred share dividends and related
penalties is past due on these loans.  The Company is in active
discussions with these parties about the outstanding debt and
rescheduling payments in the future based on the business progress
during 2010 and the ability of the Company to meet the new
arrangements from the Kodiak funding.  Of the 14 parties, five
have initiated legal proceedings, the remainder, including the
Company's secured lender, have not initiated legal proceedings.
Of the five that have taken legal steps, the Company believes that
suitable payment terms will be agreed upon over the duration of
the Kodiak funding.  In addition to these loans, the Company has
approximately $1.2 million of trade payables that are past due.
Four parties have received summary judgments, as reported in the
Company's Form 10-K for the year ended June 30, 2010, and in this
quarterly report, and the Company has been served with a pending
action from another.  Despite receiving these judgments, the
Company has agreed to terms to pay down one of the larger amounts
over two years.  Management is confident the Company will be
successful in satisfying these obligations prior to foreclosure or
bankruptcy.  However, there is no assurance that any additional
capital will be raised.

According to the Form 10-Q, the Company's ability to continue as a
going concern is dependent upon its ability to attract new sources
of capital, exploit the growing telecom and prepaid financial
services market in order to attain a reasonable threshold of
operating efficiency and achieve profitable operations.


FLINT TELECOM: Delays Filing of Annual Report on Form 10-K
----------------------------------------------------------
Flit Telecom Group, Inc.'s annual report on Form 10-K for the year
ended June 30, 2011, could not be filed within the prescribed time
period because the Company, which has a small accounting staff,
has devoted substantial time and effort to recent business
matters.  As a result, the Company has not yet been able to
finalize the Annual Report for the year ended June 30, 2011.

                        About Flint Telecom

Overland Park, Kan.-based Flint Telecom Group, Inc. (OTC BB: FLTT)
-- http://www.flinttelecomgroup.com/-- operates its business
through six wholly-owned subsidiaries, Cable and Voice
Corporation, Phone House, Inc., Flint Prepaid, Inc. (previously
named Wize Communications, Inc.), Digital Phone Solutions, Inc.,
Ingedigit International, Inc. and Gotham Ingedigit Financial
Processing Corp. dba Power2Process.  The Company provides next
generation turnkey voice, data and wireless services through
partner channels primarily in the United States.

The Company's balance sheet at March 31, 2011, showed
$9.25 million in total assets, $18.22 million in total
liabilities, $5.06 million in redeemable equity securities,
$5.43 million in convertible preferred stock, and a $19.47 million
total stockholders' deficit.

                           Going Concern

As reported in the Troubled Company Reporter on Oct. 26, 2010,
L.L, Bradford & Company, LLC, in Las Vegas, Nev., expressed
substantial doubt about Flint Telecom's ability to continue as a
going concern, following the Company's results for the fiscal year
ended June 30, 2010.  The independent auditors noted that the
Company has suffered losses from operations, negative cash flows
from operations and current liabilities exceed current assets.

In the Form 10-Q, Flint acknowledged that it had a net loss of
$6,463,091 for the nine months ended March 31, 2011, and
$28,865,778 for the year ended June 30, 2010, negative cash flow
from operating activities of $830,998 for the nine months ended
March 31, 2011, an accumulated stockholder's deficit of
$57,535,819 and a working capital deficit of $15,859,194 as of
March 31, 2011.  Also, as of March 31, 2011, the Company had
limited liquid and capital resources.  The Company is currently
largely dependent upon obtaining sufficient short and long term
financing in order to continue running our operations.

As of May 19, 2011, the Company has a total of approximately $3.7
million of loan principal that is past due from a total principal
balance of approximately $6.7 million, representing 14 individual
parties.  Under the terms of the loan agreements the $6.7 million
principal is payable.  In addition, approximately $2.1 million of
accumulated interest, preferred share dividends and related
penalties is past due on these loans.  The Company is in active
discussions with these parties about the outstanding debt and
rescheduling payments in the future based on the business progress
during 2010 and the ability of the Company to meet the new
arrangements from the Kodiak funding.  Of the 14 parties, five
have initiated legal proceedings, the remainder, including the
Company's secured lender, have not initiated legal proceedings.
Of the five that have taken legal steps, the Company believes that
suitable payment terms will be agreed upon over the duration of
the Kodiak funding.  In addition to these loans, the Company has
approximately $1.2 million of trade payables that are past due.
Four parties have received summary judgments, as reported in the
Company's Form 10-K for the year ended June 30, 2010, and in this
quarterly report, and the Company has been served with a pending
action from another.  Despite receiving these judgments, the
Company has agreed to terms to pay down one of the larger amounts
over two years.  Management is confident the Company will be
successful in satisfying these obligations prior to foreclosure or
bankruptcy.  However, there is no assurance that any additional
capital will be raised.

According to the Form 10-Q, the Company's ability to continue as a
going concern is dependent upon its ability to attract new sources
of capital, exploit the growing telecom and prepaid financial
services market in order to attain a reasonable threshold of
operating efficiency and achieve profitable operations.


FONAR CORP: Delays Filing of Annual Report on Form 10-K
-------------------------------------------------------
Fonar Corporation informed the U.S. Securities and Exchange
Commission that it requires additional time to finalize the
financial and narative portions of its annual report on Form 10-K
for the period ended June 30, 2011.

                            About FONAR

FONAR was incorporated in 1978, making it the first, oldest and
most experienced MRI company in the industry.  FONAR introduced
the world's first commercial MRI in 1980, and went public in 1981.
Since its inception, nearly 300 recumbent-OPEN MRIs and 150
UPRIGHT(R) Multi-Position(TM) MRI scanners worldwide have been
installed.  FONAR's stellar product line includes the Upright(TM)
MRI (also known as the Stand-Up(TM) MRI), the only whole-body MRI
that performs Position(TM) imaging (pMRI(TM)) and scans patients
in numerous weight-bearing positions, i.e. standing, sitting, in
flexion and extension, as well as the conventional lie-down
position.

The Company's balance sheet at March 31, 2011, showed
$26.35 million in total assets, $27.13 million in total
liabilities, and a $781,000 total stockholders' deficiency.

                    Liquidity and Going Concern

Marcum, LLP, in New York, N.Y., expressed substantial doubt about
the Company's ability to continue as a going concern after
auditing the Company's financial statements for the fiscal year
ended June 30, 2010.  The independent auditors noted that Company
has suffered recurring losses from operations, continues to
generate negative cash flows from operating activities, has
negative working capital at June 30, 2010, and is dependent on
asset sales to fund its shortfall from operations.

At March 31, 2011, the Company had a working capital deficit of
approximately $7.3 million and a stockholders' deficiency of
approximately $781,000.  For the nine months ended March 31, 2011,
the Company generated a net income of approximately $2.9 million,
which included  non-cash charges of approximately $2.8 million.


FORD MOTOR: S&P Puts 'BB-' Corp. Credit Rating on Watch Positive
-----------------------------------------------------------------
Standard & Poor's Ratings Services placed its 'BB-' corporate
credit rating on Ford Motor Co. and Ford Motor Credit Co. LLC on
CreditWatch with positive implications. "We placed the 'BB'
counterparty credit rating on FCE Bank PLC (FCE; Ford Credit's
European bank) on CreditWatch Positive as well. If we raise Ford
Motor's rating to 'BB+', we will also raise the issuer rating on
FCE to at least 'BB+'. At the same time, we placed all issue-level
ratings on Ford's debt on CreditWatch with positive implications,"
S&P stated.

"The recovery rating on the secured debt is '1', indicating our
expectation that lenders would receive very high (90% to 100%)
recovery in the event of a payment default. If we raise our rating
on Ford, we would not expect to revise our recovery ratings on its
secured debt issues at the automotive parent," S&P related.

"The recovery rating on Ford's unsecured debt is '4', indicating
our expectation that lenders would receive average (30% to 50%)
recovery. We would expect to revise the recovery rating on Ford's
unsecured debt to '3', indicating our expectation that lenders
would receive meaningful (50% to 70%) recovery, but this would not
change the relationship of the unsecured debt rating to the
corporate credit rating, i.e., equal to the corporate credit
rating. (For the complete recovery analysis, see the recovery
report on Ford, published July 29, 2011, on RatingsDirect on the
Global Credit Portal.)," S&P stated

"The CreditWatch listing reflects our view that, upon Ford's
completion of labor negotiations and ratification of an acceptable
new four-year contract with the UAW, we are likely to raise our
rating to BB+/Stable/--," said Standard & Poor's credit analyst
Robert Schulz. "In February 2011, we noted several assumptions for
Ford to reach a higher rating, including certain levels of margins
and cash generation, along with acceptable completion of UAW labor
negotiations. In our view, the company's performance in 2011 has
been consistent with those financial assumptions and, based on
reported details on General Motors' recent contract, we believe we
are likely to view Ford's new contract as acceptable -- meaning
that the outcome would not affect Ford's ability to remain solidly
profitable in North America," S&P noted.

"At the same time, we believe there is some risk, albeit modest,
that any Ford agreement would be unfavorable to continued
profitability or would not be ratified and would need to be
revised. If either of these scenarios were to occur, any upgrade
could be less than the expected BB+/Stable/--," S&P said.

"We expect to resolve the CreditWatch shortly after the
ratification of Ford's contract with the UAW and our review of the
business and financial effects of the new agreement. We currently
expect to upgrade our rating on Ford to BB+/Stable/-- with the
resolution of the CreditWatch. We do not currently believe we
would change our business and financial risk descriptors of fair
and significant. A more modest upgrade to 'BB' rather than 'BB+'
could occur if the contract appears to limit Ford's ability to
remain solidly profitable in North America," S&P added.


GARAGE RUBEN: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: Garage Ruben Inc.
        PMB 487, Suite 140
        Ave Rafael Cordero 200
        Caguas, PR 00725

Bankruptcy Case No.: 11-08334

Chapter 11 Petition Date: September 29, 2011

Court: U.S. Bankruptcy Court
       District of Puerto Rico (Old San Juan)

Debtor's Counsel: Wigberto Lugo Mender, Esq.
                  LUGO MENDER & CO
                  Centro Internacional De Mercadeo
                  Carr 165 Torre 1, Suite 501
                  Guaynabo, PR 00968
                  Tel: (787) 707-0404
                  E-mail: wlugo@lugomender.com

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

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

Affiliates that filed separate Chapter 11 petitions:

        Entity                        Case No.       Petition Date
        ------                        --------       -------------
Inmobiliaria Agy, Inc.                11-08332            09/29/11
   Assets: $1,000,001 to $10,000,000
   Debts: $1,000,001 to $10,000,000
Industrias Automotrices Figueroa Inc. 11-08333            09/29/11
   Assets: $0 to $50,000
   Debts: $1,000,001 to $10,000,000

Garage Ruben's list of its 20 largest unsecured creditors filed
with the petition is available for free at:
http://bankrupt.com/misc/prb11-08334.pdf

Inmobiliaria Agy's list of its nine largest unsecured creditors
filed with the petition is available for free at:
http://bankrupt.com/misc/prb11-08332.pdf

Industrias Automotrices' list of its 20 largest unsecured
creditors filed with the petition is available for free at:
http://bankrupt.com/misc/prb11-08333.pdf

The petitions were signed by Luis A. Figueroa Rivera, president.


GATEWAY METRO: Final Hearing on Cash Use Motion Set for Today
-------------------------------------------------------------
On Sept. 13, 2011, the U.S. Bankruptcy Court for the Central
District of California authorized Gateway Metro Center, LLC, to
use cash collateral of Road Bay Investments, LLC, and Flying
Tigers, LLC, through Oct. 3, 2011, to pay actual expenses in
accordance with a budget.  On a monthly basis, the expenses of the
Debtor will not exceed 15% per line item, and 15% in the
aggregate, absent the written consent of the Lenders.

In addition to the expenses set forth in the Budget, in the event
that the Debtor procures new tenants for Gateway Metro Center,
Lenders agree that the Debtor will be allowed to pay leasing
commissions and/or tenant improvement costs up to $10,000 per
month in the aggregate.

Leasing commissions will not exceed 6% of the total gross rental
income under each new lease and will comply with all requirements
for leases under the Deed of Trust, Assignment of Leases, Rent And
Contracts, Security Agreement And Fixture Filing between the
Debtor and Allstate Life Insurance Company dated
Oct. 3, 2006.  To the extent that any new lease is for greater
than 10,000 square feet, Debtor will provide Lenders with a copy
of the proposed lease at least 72 hours prior to executing and
entering into the lease.

Road Bay is successor in interest to Allstate Life Insurance
Company pursuant to that certain Assignment of Security and
Mortgage Agreement dated June 30, 2011, and recorded on July 14,
2011, as document number 20110944579 in the Recorders Office of
Los Angeles County, California.

Road Bay Investments, LLC, asserts security interests, liens and
mortgages in all or substantially all of the Debtor's property,
including cash collateral.  The Debtor disputes that Road Bay
holds a security interest in the Land.

Flying Tigers, LLC, asserts security interests and liens in (i)
Gateway Metro Center and the Land and improvements thereon; and
(ii) rents, issues and profits thereof.

Road Bay disputes Flying Tigers' asserted security interest in
Gateway Metro Center and the rents, issues and profits thereof.
Road Bay further asserts that Flying Tigers is an insider of the
Debtor whose asserted lien arose fewer than 90 days before the
Petition Date.

As adequate protection for any diminution in the value of the
Lenders' interest in collateral caused by the Debtor's use of cash
collateral, the Lenders are granted Replacement Liens upon all
categories of property of the Debtor and its estate, whether now
existing or hereafter acquired or arising, upon which the Lenders
held valid, perfected and enforceable prepetition liens, security
interests and mortgages, and all proceeds, rents, issues, products
or profits thereof, including, without limitation, the collateral
owned by the Debtor as of the Petition Date.

The Replacement Liens will be in addition to all security
interests, liens, mortgages and rights to set off, if any,
existing in favor of the Lenders on the Petition Date.

To the extent that the Replacement Liens are insufficient to
adequately protect any interest of the Lenders, the Lenders are
granted a superpriority administrative expense claim and all of
the benefits and protections allowable under Section 507(b) of the
Bankruptcy Code.

All parties in interest will have 90 days from the date the Order
is entered to challenge the perfection of Lenders' prepetition
liens in prepetition collateral, except that any official
committee appointed by the U.S. Trustee will have 90 days to
challenge the perfection of the Lenders' liens from the date of
their formation.  Notwithstanding the foregoing, to the extent
Road Bay asserts a secured interest in the Land, the foregoing
time limits will not apply.

The Debtor is authorized to pay adequate protection payments
to M-Theory in the amount of $117 per month in accordance with the
Budget.

The Final Hearing on the motion for authorization to use cash
collateral pursuant to Bankruptcy Rule 4001(c)(2) is scheduled for
Oct. 3, 2011 at 2:00 p.m.

A copy of the order is available for free at:

        http://bankrupt.com/misc/gatewaymetro.dktno.17.pdf

                     About Gateway Metro Center

Gateway Metro Center LLC, owner of an 11-story Gateway Metro
Center office building in Pasadena, California, filed a Chapter 11
petition (Bankr. C.D. Calif. Case No. 11-47919) on Sept. 6, 2011.
Judge Barry Russell presides over the case.  Howard J. Weg, Esq.,
and Lorie A. Ball, Esq. -- hweg@pwkllp.com and lball@pwkllp.com --
at Peitzman, Weg & Kempinsky LLP, in Los Angeles, California,
represent the Debtors.  In its schedules, the Debtor disclosed
$32,570,485 in assets and $22,338,135 in debts.  The petition was
signed by John F. Pipia, its president.


GELTECH SOLUTIONS: A. Marchese Asked to Resign by Other Directors
-----------------------------------------------------------------
Anthony Marchese, a director of GelTech Solutions, Inc., resigned
as a director of the Company on Sept. 28, 2011.  Mr. Marchese was
also a member of the Audit and Compensation Committees.
Mr. Marchese resigned at the request of five of the other six
directors of the Company.

                       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 reported a net loss of $6.02 million on $221,804 of
sales for the fiscal year ended June 30, 2011, compared with a net
loss of $3.53 million on $566,240 of sales during the prior year.

The Company's balance sheet at June 30, 2011, showed $2.75 million
in total assets, $1.94 million in total liabilities and $804,952
in total stockholders' equity.

Salberg & Company, P.A., in Boca Raton, Florida, expressed
substantial doubt about the Company's ability to continue as a
going concern.  The independent auditors noted that the Company
has a net loss and net cash used in operating activities in 2011
of $6,026,641 and $3,636,213, respectively, and has an accumulated
deficit of $15,669,827 at June 30, 2011.


GELTECH SOLUTIONS: Incurs $6 Million Net Loss in Fiscal 2011
------------------------------------------------------------
GelTech Solutions, Inc., filed with the U.S. Securities and
Exchange Commission its annual report on Form 10-K, reporting a
net loss of $6.02 million on $221,804 of sales for the fiscal year
ended June 30, 2011, compared with a net loss of $3.53 million on
$566,240 of sales during the prior year.

The Company's balance sheet at June 30, 2011, showed $2.75 million
in total assets, $1.94 million in total liabilities, and $804,952
in total stockholders' equity.

Salberg & Company, P.A., in Boca Raton, Florida, expressed
substantial doubt about the Company's ability to continue as a
going concern.  The independent auditors noted that the Company
has a net loss and net cash used in operating activities in 2011
of $6,026,641 and $3,636,213, respectively, and has an accumulated
deficit of $15,669,827 at June 30, 2011.

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

                        http://is.gd/5idsS3

                      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.


GENCORP INC: Reports $1.2 Million Net Income in Aug. 31 Quarter
---------------------------------------------------------------
GenCorp Inc. reported net income of $1.20 million on $226.20
million of net sales for the three months ended Aug. 31, 2011,
compared with net income of $2.80 million on $210.70 million of
net sales for the same period during the prior year.

The Company also reported net income of $2.40 million on
$665.90 million of net sales for the nine months ended Aug. 31,
2011, compared with net income of $7.40 million on $631.60 million
of net sales for the same period during the prior year.

The Company's balance sheet at Aug. 31, 2011, showed
$994.20 million in total assets, $1.13 billion in total
liabilities, $4.50 million in redeemable common stock, and a
$147.90 million total shareholders' deficit.

"We are very pleased to report growth in sales and backlog for the
third quarter of 2011," said GenCorp Inc. President and CEO, and
President, Aerojet - General Corporation, Scott J. Seymour.  "We
remain focused on delivering excellent program performance to our
customers and improving our operating efficiencies."

A full-text copy of the press release announcing the financial
results is available for free at http://is.gd/Ka4LaJ

                         About GenCorp Inc.

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

                           *     *     *

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

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

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


GENERAL MOTORS: UAW Workers Ratify Four-Year Agreement
------------------------------------------------------
Dow Jones' Daily Bankruptcy Review reports that General Motors Co.
Chief Executive Dan Akerson said a new labor contract with the
United Auto Workers union will allow the company to be profitable
in North America even if U.S. auto sales sink to lows seen during
the height of the economic meltdown.

                      About General Motors

With its global headquarters in Detroit, Michigan, General Motors
Company (NYSE:GM, TSX: GMM) -- http://www.gm.com/-- is one of the
world's largest automakers, traces its roots back to 1908.  GM
employs 208,000 people in every major region of the world and does
business in more than 120 countries.  GM and its strategic
partners produce cars and trucks in 30 countries, and sell and
service these vehicles through the following brands: Baojun,
Buick, Cadillac, Chevrolet, GMC, Daewoo, Holden, Isuzu, Jiefang,
Opel, Vauxhall, and Wuling.  GM's largest national market is
China, followed by the United States, Brazil, the United Kingdom,
Germany, Canada, and Italy.  GM's OnStar subsidiary is the
industry leader in vehicle safety, security and information
services.

General Motors Co. was formed to acquire the operations of General
Motors Corp. through a sale under 11 U.S.C. Sec. 363 following Old
GM's bankruptcy filing.  The U.S. government once owned as much as
60.8% stake in New GM on account of the financing it provided to
the bankrupt entity.  The deal was closed July 10, 2009, and Old
GM changed its name to Motors Liquidation Co.  New GM has a 'BB-'
corporate credit rating from Standard & Poor's and a 'BB-' issuer
default rating from Fitch.

                     About Motors Liquidation

General Motors Corporation and three of its affiliates filed for
Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 09-50026) on
June 1, 2009.  The Honorable Robert E. Gerber presides over the
Chapter 11 cases.  Harvey R. Miller, Esq., Stephen Karotkin, Esq.,
and Joseph H. Smolinsky, Esq., at Weil, Gotshal & Manges LLP,
assist the Debtors in their restructuring efforts.  Al Koch at AP
Services, LLC, an affiliate of AlixPartners, LLP, serves as the
Chief Executive Officer for Motors Liquidation Company.  GM is
also represented by Jenner & Block LLP and Honigman Miller
Schwartz and Cohn LLP as counsel.  Cravath, Swaine, & Moore LLP is
providing legal advice to the GM Board of Directors.  GM's
financial advisors are Morgan Stanley, Evercore Partners and the
Blackstone Group LLP.  Garden City Group is the claims and notice
agent of the Debtors.

The U.S. Trustee has appointed an Official Committee of Unsecured
Creditors and a separate Official Committee of Unsecured Creditors
Holding Asbestos-Related Claims.  Lawyers at Kramer Levin Naftalis
& Frankel LLP serve as bankruptcy counsel to the Creditors
Committee.  Attorneys at Butzel Long serve as counsel regarding
supplier contract matters.  FTI Consulting, Inc., serves as
financial advisors to the Creditors Committee.  Elihu Inselbuch,
Esq., at Caplin & Drysdale, Chartered, represents the Asbestos
Committee.  Legal Analysis Systems, Inc., serves as asbestos
valuation analyst.

The Bankruptcy Court entered an order confirming the Debtors'
Second Amended Joint Chapter 11 Plan on March 29, 2011.  The Plan
was declared effect on March 31.


GENERAL MOTORS: S&P Raises Corporate Credit Rating to 'BB+'
-----------------------------------------------------------
Standard & Poor's Ratings Services raised its corporate credit
rating on General Motors Co. to 'BB+' from 'BB-'; and revised the
rating outlook to stable from positive. "We also raised our issue-
level rating on GM's debt to 'BBB' from 'BB+'; the recovery rating
remains at '1'," S&P said.

"The upgrade reflects our view that, among other things, GM's
prospects for generating free cash flow and profits in its
automotive manufacturing business continue to solidify, because of
its cost base in North America, combined with prospects for some
gradual improvement in light-vehicle sales in North America
into 2012," said Standard & Poor's credit analyst Robert Schulz.
"We estimate GM's automotive free operating cash flow during 2011
will be at least $5 billion (roughly equivalent to around 10% of
our estimate of adjusted automotive and post-retirement debt in
2011). We also assume that GM can sustain its pretax EBIT margin
in North America in the upper?single-digit percentage area and in
the mid-single digit area in total for automotive and avoid large
losses in Europe. The upgrade also considers our continued
assessment of GM's business risk profile as fair, and its
financial risk profile as significant. Under our criteria, the
combination of these profiles is consistent within a one-notch
band of a 'BB' corporate credit rating."

"We believe the company's automotive operations in North America
will remain profitable with industry light-vehicle sales at or
even somewhat below current levels (i.e., more than 11.5 million
units). We also believe GM has good prospects for generating at
least $5 billion in free cash flow from its automotive operations
in 2012, even if the key U.S. auto market does not recover
significantly. But we also note that cash flow will be sensitive
to cost headwinds -- including commodity prices and other cost
increases?as well as future production volatility. These factors
could temper year-over-year cash flow improvement. As the
inventories of the Japanese automakers recover, we believe that
some modest market share losses by many non-Japanese automakers
could occur in the U.S. over the coming quarters. We assume that
automakers competing in the U.S. market will continue to
demonstrate the same discipline we have observed since late 2009
regarding the level of production and inventories relative to
sales, avoiding excess inventories and incentives," S&P related.


GEOKINETICS INC: S&P Lowers Corporate Credit Rating to 'CCC+'
-------------------------------------------------------------
Standard & Poor's Ratings Services lowered its corporate credit
and senior secured ratings on Geokinetics Holdings Inc.
(Geokinetics) to 'CCC+' from 'B-'.  The outlook is developing.

The rating action reflects uncertainty surrounding the costs,
damage to reputation, and effect on operations following a
liftboat accident in the Southern Gulf of Mexico that led to four
fatalities, including two Geokinetics employees and two
subcontractors.

"While the details of this incident are evolving, we believe that
Geokinetics could ultimately be held responsible for a portion of
damages, given that it was a contractor on this project," said
Standard & Poor's credit analyst Marc Bromberg. However, the
company feels it has adequate insurance to cover potential claims.

"The downgrade also incorporates the potential that, over the next
year, operating performance could suffer if some of Geokinetics'
customers defer or cancel existing contracts," Mr. Bromberg
continued. "Prior to this incident, we expected a strong second
half of the year to add to liquidity, because of good growth in
its backlog."

The developing outlook indicates that Standard & Poor's could
raise or lower its ratings on the company.

"We could lower the rating if we believe that liquidity plus
projected cash flows are unlikely to meet fixed spending
obligations over the next six months, which we could envision if
backlog deferral or cancellation is widespread across Geokinetics'
customer base," Mr. Bromberg said. A positive rating action would
be tied to strong funds from operation generation over the
next year, along with continued growth in the company's backlog.


GEORGIA PACIFIC: Moody's Lifts Sr. Unsec. Note Rating From 'Ba1'
----------------------------------------------------------------
Moody's Investors Service upgraded Georgia-Pacific LLC's (GP)
senior unsecured guaranteed note rating to Baa3 from Ba1 and
senior unsecured notes and debentures rating to Baa3 from Ba2.
Moody's withdrew the company's Ba1 corporate family and
probability of default rating consistent with Moody's ratings
practice for investment grade issuers. The rating outlook is
stable. This rating action concludes a review for possible upgrade
that was initiated on July 14, 2011. The upgrade recognizes GP's
improved debt structure and the likelihood of ongoing strong
financial performance.

GP has refinanced all of its $3.4 billion of secured bank debt
predominantly with new unsecured term loans totaling $2.25 billion
and an equity contribution of $750 million from its parent, Koch
Industries Inc. The refinancing has decreased GP's leverage
slightly (proforma adjusted leverage LTM June 2011 drops to 2.8x
from 3x) and more importantly, it has increased GP's financial
flexibility, as it eliminates essentially all of the company's
secured debt and provides a significant improvement in the
company's debt maturity profile. As a result of the refinancing
all of the secured bank debt at GP has been repaid and Moody's
secured bank debt ratings has been withdrawn. In addition, the
guarantees from GP's operating subsidiaries will fall away and the
company's notes and debentures will become pari-passu.

Upgrades:

   -- Senior Unsecured Revenue Bonds, Upgraded to Baa3 from Ba2

   -- Senior Unsecured Regular Bond/Debenture, Upgraded to Baa3
      from a range of Ba2 to Ba1

Outlook Actions:

   Issuer: Georgia-Pacific LLC

   -- Outlook, Changed To Stable From Rating Under Review

Withdrawals:

   Issuer: Georgia-Pacific LLC

   -- Probability of Default Rating, Withdrawn, previously rated
      Ba1

   -- Corporate Family Rating, Withdrawn, previously rated Ba1

   -- Senior Secured Bank Credit Facility, Withdrawn, previously
      rated Baa2, LGD2, 16 %

RATINGS RATIONALE

GP's Baa3 senior unsecured rating reflects the company's
significant scale, diverse product offering and leading market
positions in a number of distinct business segments. The rating
incorporates the strength and stability of GP's consumer products
and packaging businesses and a building products segment that has
held up well through the US housing market slowdown. GP's rating
also derives support from its vertically integrated, relatively
low cost, asset base and the sponsorship benefits provided by its
parent, Koch Industries. The rating reflects GP's good liquidity
position and expectations that the company will maintain credit
protection measures in line with its investment grade rating. The
Baa3 rating anticipates that the company will maintain
conservative financial policies and will not pressure its balance
sheet or liquidity position with excessive dividend payouts or
acquisitions. Partially offsetting these strengths are the
company's exposure to volatile input costs, the cyclicality of
some of the company's business segments and the highly competitive
nature of the consumer products and packaging industry.

GP has strong liquidity supported by $1 billion of cash (June
2011), approximately $1.3 billion of combined availability under
both the company's new $1.25 billion revolving credit facility
(maturing in 2016 ) and EUR 110 million accounts receivable
facility (maturing December 2012) and Moody's estimate of free
cash flow generation of $1.5 billion over the next 12 months. The
company is expected to remain in compliance with its financial
covenants with no significant debt maturities over the next few
years.

The stable outlook reflects Moody's expectations that GP's
normalized operating and financial performance will remain in line
with its Baa3 rating. An upgrade to Baa2 would be dependent on the
ability to maintain a good liquidity position and sustain
normalized RCF/TD above 25%, (RCF-CapEx)/TD above 16% and total
debt to EBITDA below 2.5x. A negative rating action is unlikely in
2011 or 2012. Longer term, negative pressure may result if demand
or prices fall materially causing deterioration in the company's
liquidity profile or should Moody's expectations of normalized
RCF/Debt drop below 20%, (RCF-Capex)/Debt below 12%, or if total
debt to EBITDA exceeds 3x.

The principal methodology used in rating GP was the Global Paper
and Forest Products Industry Methodology, published September
2009.

Headquartered in Atlanta, Georgia, Georgia Pacific LLC is a large
diversified forest products company. It is a private company which
is wholly owned by Koch Industries Inc. It is a leading
manufacturer of consumer tissue-based products, paper packaging,
market pulp and building products.


GOLDEN NUGGET: S&P Puts 'CC' Corp. Credit Rating on Watch Pos.
--------------------------------------------------------------
Standard & Poor's Ratings Services placed its 'CC' corporate
credit rating on Nevada-based Golden Nugget Inc. on CreditWatch
with positive implications. "In addition, we raised the rating on
the company's second-lien term loan to 'C' from 'D', and placed
all issue-level ratings on CreditWatch with positive
implications," S&P stated.

"The CreditWatch listing reflects meaningful outperformance
through the first six months of 2011 relative to our previous
performance expectations. Golden Nugget's EBITDA has grown in the
low-teens percentage area in the six months ended June 30, 2011,
compared to our expectations for relatively flat EBITDA in 2011.
Given substantially improved operating performance in recent
quarters and our expectation that this level of EBITDA is likely
sustainable given our longer term view of the Las Vegas market, we
believe Golden Nugget likely will be able to generate cash flow
sufficient to adequately cover our estimate of fixed charges and
that the company's capital structure, following below par tender
offers in the last two years for $95 million of second lien debt,
is sustainable," S&P stated.

"In resolving the CreditWatch listing, we plan to speak with
management regarding recent trends and update our intermediate-
term performance expectations. We believe that a potential upgrade
may not be limited to one-notch," S&P stated.


GOLDEN STATE: S&P Lowers Rating on $127.1-Mil. Notes to 'BB+'
-------------------------------------------------------------
Standard & Poor's Ratings Services lowered its rating on Golden
State Petroleum Transport Corp.'s $127.1 million secured term
notes due in 2019 ($103.4 million outstanding as of June 30, 2011)
to 'BB+' from 'BBB' and revised the outlook to developing from
stable. "At the same time, we assigned a recovery rating of '4',
indicating our expectation of an average (30% to 50%) recovery
of principal in the event of a payment default," S&P stated.

"The downgrade results from the project's exposure to a weak spot
market environment with the Ulriken (formerly the Antares
Voyager), which we believe is trading at below breakeven rates and
drawing on the debt service reserve, reducing liquidity and
increasing the breakeven rate," said Standard & Poor's credit
analyst Mark Habib.

Both of the vessels that Golden State owns -- the Ulriken and the
Phoenix Voyager -- were initially chartered on a bareboat basis
with Chevron Transport Corp., whose obligations are take-and-pay
and are guaranteed by Chevron Corp. (AA/Stable/A-1+).

"The recovery rating of '4' on the secured term notes indicates
that we expect an average recovery, between 30% and 50%, in the
event of a default," S&P said.

The developing outlook reflects bidirectional ratings potential
over the next 12 to 18 month. While the strong project structure
and liquidity allow the project to cover debt service for more
than three years assuming no revenue, or four years assuming
current rates, a sustained poor tanker market will materially
weaken the credit profile. "If the project is unable to either
sell the Ulriken and retire its allocable debt, or realize charter
revenue sufficient to stop draws on the debt service reserve
within the next year, we are likely to lower the rating multiple
notches, because the required sale value will rise above $35
million and the required breakeven rate will rise above $27,000
per day. If the project is able to sell the vessel and redeem
the debt allocable to the Ulriken or secure charters at rates that
will prevent further draw-downs on liquidity, and if the charter
on the Phoenix is extended until February 2015, we could return
the outlook to stable or raise the rating back to investment
grade," S&P related.


GORDON W: Case Summary & 3 Largest Unsecured Creditors
------------------------------------------------------
Debtor: Gordon W Shaw Properties, Inc.
        800 Silverado Street, Suite 301
        La Jolla, CA 92037

Bankruptcy Case No.: 11-13047

Chapter 11 Petition Date: September 29, 2011

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

Judge: Kevin Gross

Debtor's Counsel: Jennifer J. Panicker, Esq.
                  GILMORE WOOD VINNARD & MAGNESS
                  10 River park Place East, Suite 210
                  Fresno, CA 93612
                  Tel: (559) 448-9800
                  Fax: (559) 448-9899
                  E-mail: jpanicker@gwvm.com

Scheduled Assets: $8,378,000

Scheduled Debts: $8,383,633

The Company's list of its three largest unsecured creditors filed
with the petition is available for free at:
http://bankrupt.com/misc/deb11-13047.pdf

The petition was signed by William J. Barkett, president.


GIGAMEDIA LIMITED: Gets Nasdaq Notification of Non-Compliance
-------------------------------------------------------------
GigaMedia Limited received a letter from The Nasdaq Stock Market
stating that for the previous 30 consecutive business days, the
bid price of the company's common stock closed below the minimum
$1.00 per share requirement for continued inclusion on the Nasdaq
Global Market pursuant to Nasdaq Marketplace Rule 5450(a)(1) (the
"Minimum Bid Price Rule").  The Nasdaq letter has no immediate
effect on the listing of the company's common stock.

In accordance with Nasdaq Marketplace Rule 5810(c)(3)(A),
GigaMedia has been provided a grace period of 180 calendar days,
or until March 26, 2012, to regain compliance by maintaining a
closing bid price of at least $1.00 per share for a minimum of ten
consecutive business days.  If at any time before March 26, 2012,
the bid price of the company's common stock closes at $1.00 per
share or more for a minimum of ten consecutive business days,
Nasdaq will notify the company that it has achieved compliance
with the Minimum Bid Price Rule.

If the company does not regain compliance with the Minimum Bid
Price Rule by March 26, 2012, Nasdaq will notify the company that
its common stock will be delisted from The Nasdaq Global Market.
In the event the company receives notice that its common stock is
being delisted from The Nasdaq Global Market, Nasdaq rules permit
the company to appeal any delisting determination by the Nasdaq
staff to a Nasdaq Hearings Panel.  Alternatively, Nasdaq may
permit the company to transfer its common stock to The Nasdaq
Capital Market if it satisfies the requirements for initial
inclusion set forth in Marketplace Rule 5505, except for the bid
price requirement.  If its application for transfer is approved,
the company would have an additional 180 calendar days to comply
with the Minimum Bid Price Rule in order to remain on The Nasdaq
Capital Market.

The company intends to actively monitor the closing bid price of
its common stock between now and March 26, 2012 and will evaluate
available options to resolve the deficiency and regain compliance
with the Minimum Bid Price Rule.

                        About GigaMedia

GigaMedia Limited -- http://www.gigamedia.com/-- is a major
provider of online entertainment software and services.  Through
its subsidiaries, GigaMedia develops and operates a suite of
online games in Asia covering the regions of Greater China and
Southeast Asia.


GRACEWAY PHARMACEUTICALS: Files to Implement $275MM Galderma Sale
-----------------------------------------------------------------
Graceway Pharmaceuticals LLC and several of its affiliated
companies filed for Chapter 11 bankruptcy protection in the U.S.
Bankruptcy Court for the District of Delaware on Sept. 29, 2011.

Graceway intends to sell essentially all of its assets pursuant to
Section 363 of the Bankruptcy Code.  Switzerland's Galderma SA has
been selected as a stalking horse bidder, but the final buyer will
be determined through an auction process and, ultimately, by the
Bankruptcy Court over the course of the next few months.

Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Graceway intends to sell the business for
$275 million in cash to Galderma SA, unless a higher offer turns
up at an auction projected for Nov. 3.  Graceway is proposing that
other bids be due by Nov. 1, before an auction two days later and
a hearing Nov. 7 for approval of the sale.

The company's debt includes $430.7 million owing on a first-lien
revolving credit and term loan.  Second-lien debt is $330 million,
with mezzanine debt totaling another $81.4 million.

The company said the sale has consent from holders of 40% of the
first-lien debt, which means the sale could be opposed by holders
of 60% of the senior debt.

Graceway said it is generally prohibited by the Bankruptcy Code
from making payments on account of claims arising prior to the
bankruptcy filing except in connection with a plan of
reorganization.  During the pendency of the bankruptcy proceeding,
however, Graceway is authorized by the Bankruptcy Code to continue
its normal operations and has ample cash on hand to pay its post
bankruptcy filing obligations when due and in the ordinary course
of business.

Based in Bristol, Tennessee, Graceway Pharmaceuticals, LLC engages
in pharmaceutical development.  The company offers dermatology,
respiratory, and women's health products. Its Zyclara Cream is
used for the treatment of external genital and perianal warts
(EGW) in patients 12 years of age and older. The company offers
products for the treatment of dermatology conditions, such as
actinic keratosis, superficial basal cell carcinoma, external
genital warts, atopic dermatitis, and acne; and respiratory
conditions, such as asthma.


GRACEWAY PHARMACEUTICALS: Case Summary & Creditors List
-------------------------------------------------------
Debtor: Graceway Pharmaceuticals, LLC
          aka Duromine
              Norflex
              Aldara
              MetroGel Vaginal
              Atopiclair
              Minitran
              Zyclara
              Calcium Disodium Versenate
              Norgesic
              Theolair
              Estrasorb
              Benziq
              Norgesic Forte
              Tambocor
              Maxair
        340 Martin Luther King Jr. Boulevard, Suite 500
        Bristol, TN 37620

Bankruptcy Case No.: 11-13036

Debtor-affiliates that filed separate Chapter 11 petitions:

        Debtor                        Case No.
        ------                        --------
Graceway Pharma Holding Corp.         11-13037
Graceway Holdings, LLC                11-13038
Chester Valley Holdings, LLC          11-13039
Chester Valley Pharmaceuticals, LLC   11-13041
Graceway Canada Holdings, Inc.        11-13042
Graceway International, Inc.          11-13043

Chapter 11 Petition Date: September 29, 2011

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

Judge: Mary F. Walrath

Debtors' Counsel: Kara Hammond Coyle, Esq.
                  YOUNG CONAWAY STARGATT & TAYLOR LLP
                  1000 West Street, 17th Floor
                  Brandywine Building
                  Wilmington, DE 19801
                  Tel: (302) 571-6600
                  E-mail: bankfilings@ycst.com

                         - and ?

                  Michael R. Nestor, Esq.
                  YOUNG CONAWAY STARGATT & TAYLOR
                  1000 West Street, 17th Floor
                  The Brandywine Building
                  P.O. Box 391
                  Wilmington, DE 19899
                  Tel: (302) 571-6600
                  Fax: (302) 571-1253
                  E-mail: bankfilings@ycst.com

Debtors'
Co-general
Bankruptcy
Counsel:          LATHAM & WATKINS LLP

Debtors'
Financial
Advisor:          ALVAREZ AND MARSAL NORTH AMERICA, LLC

Debtors'
Investment
Banker:           LAZARD FRERES & CO. LLC

Debtors'
Tax Consultant:   PRICEWATERHOUSECOOPERS LLP

Debtors'
Claims, Noticing,
Soliciting and
Balloting Agent:  BMC GROUP, INC.

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

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

The petitions were signed by Brian G. Shrader, chief financial
officer.

Graceway Pharmaceuticals' List of Its 30 Largest Unsecured
Creditors:

        Entity                     Nature of Claim    Claim Amount
        ------                     ---------------    ------------
Goldman Sachs Credit Partners, LP  Mezzanine Credit    $81,396,389
30 Hudson Street, 17th Floor
Jersey City, NJ 07302

3M                                 Contract Claim      $10,066,571
3M Corporate Headquarters
3M Center
St. Paul, MN 55144-1000

Tricare                            Government Contract  $3,039,104
Skyline 5, Suite 810
5111 Leesburg Pike
Falls Church, VA 22041-3206

McKesson Patient Relationship      Trade Debt           $1,640,395
Solutions
One Post Street
San Francisco, CA 94104

DPT Laboratories, Ltd              Trade Debt             $440,561
318 McCullough
San Antonio, TX 78215

Metaphor, Inc.                     Trade Debt             $398,891
119 Cherry Hill Road, Suite 145
Parsippany, NJ 07054

NYS Dept. of Health                Trade Debt             $337,196
New York State Department of Health
Corning Tower, Empire State Plaza
Albany, NY 12237

Source Healthcare Analytics        Trade Debt             $300,000
2934 East Camelback Road
Phoenix, AZ 85026-3429

Chamberlain Communications, LLC    Trade Debt             $205,500

Tennessee Dept. of Health          Trade Debt             $164,685

California Dept. of Health Care    Trade Debt             $163,634
Services

Evince Communicatons, LLC          Trade Debt             $163,140

ETHOS Health Communications, Inc.  Trade Debt             $146,055

Express Scripts/DPS, Inc.          Trade Debt             $141,917

Laboratorios Vargas, S.A.          Trade Debt              $82,390

Quadrant HealthCom, Inc.           Trade Debt              $71,795

Agency for Healthcare Admin        Trade Debt              $70,929

Commonwealth of PA/DRP             Trade Debt              $67,926

Poretta & Orr Inc.                 Trade Debt              $65,852

PPD Medical Communication          Trade Debt              $64,058

GSW                                Trade Debt              $60,030

Humana Inc.                        Trade Debt              $58,163

Maine Medicaid Agency              Trade Debt              $58,060

SDI Health LLC                     Trade Debt              $55,125

Wright Express                     Trade Debt              $52,300

WV Dept of Health and Human        Trade Debt              $50,267
Resources

CVS Caremark Part D Services       Trade Debt              $47,724

Caremark PCS Health LLC State      Trade Debt              $44,479

Innovation Printing &              Trade Debt              $40,451
Communication

AT&T Mobility                      Trade Debt              $33,000


GROUP 1 AUTOMOTIVE: Moody's Raises Corp. Family Rating to 'Ba3'
---------------------------------------------------------------
Moody's Investors Service upgraded the corporate family and
probability of default ratings of Group 1 Automotive, Inc. to Ba3
from B1. A stable outlook was assigned.

RATINGS RATIONALE

The rating action reflects the strengthening in credit metrics
that has resulted from Group 1's improved operating performance
over the past few quarters. Debt/EBITDA has reduced to 4.4x at the
June 30, 2011 LTM, representing almost a full turn since September
2010. "Group 1 has largely maintained the cost savings that it
implemented during the beginning of the downturn in late-2008,"
stated Moody's Senior Analyst Charlie O'Shea. "This improved
operating discipline has resulted in reductions in SG&A/Gross
Profit, a key efficiency metric, and the cost savings have flowed
to EBITDA, resulting in the significant improvement in leverage.
In addition, Group 1 has obtained new revolving and floorplan
facilities, with the 2016 maturities improving its financial
flexibility."

Ratings upgraded:

Corporate family rating upgraded to Ba3 from B1

Probability of default rating upgraded to Ba3 from B1

Senior unsecured shelf rating upgraded to (P)B2/LGD5 from
(P)B3/LGD5

Subordinate shelf rating upgraded to (P)B2/LGD5 from (P)B3/LGD5

Preferred shelf rating upgraded to (P)B2/LGD6 from (P)B3/LGD6

The stable outlook reflects Moody's belief that Group 1 will
continue to manage its cost structure such that its operating
performance remains resilient even in the event of a downturn and
credit metrics remain largely in balance.

Ratings could be upgraded if debt/EBITDA was sustained below 4
times and EBIT/Interest approached 4 times. Ratings could be
downgraded if debt/EBITDA rose above 5 times or if EBIT/Interest
falls toward 2.25 times.

The principal methodology used in rating Group 1 Automotive, Inc.
was the Global Automotive Retailer Industry Methodology published
in December 2009. Other methodologies used include Loss Given
Default for Speculative-Grade Non-Financial Companies in the U.S.,
Canada and EMEA published in June 2009.

Group 1 Automotive, headquartered in Houston, TX, is a leading
auto retailer with 134 franchises, and annual revenues of
approximately $6 billion.


GYMBOREE CORP: Bank Debt Trades at 10% Off in Secondary Market
--------------------------------------------------------------
Participations in a syndicated loan under which Gymboree
Corporation is a borrower traded in the secondary market at 89.52
cents-on-the-dollar during the week ended Friday, Sept. 30, 2011,
a drop of 0.48 percentage points from the previous week according
to data compiled by Loan Pricing Corp. and reported in The Wall
Street Journal.  The Company pays 412.5 basis points above LIBOR
to borrow under the facility.  The bank loan matures on Feb. 23,
2018, and carries Moody's B1 rating and Standard & Poor's 'B'
rating.  The loan is one of the biggest gainers and losers among
110 widely quoted syndicated loans with five or more bids in
secondary trading for the week ended Friday.

                   About The Gymboree Corporation

The Gymboree Corporation (GYMB: Nasdaq) --
http://www.gymboree.com/-- is a specialty retailer operating
stores selling apparel and accessories for children under the
Gymboree, Gymboree Outlet, Janie and Jack and Crazy 8 brands, as
well as play programs for children under the Gymboree Play & Music
brand.  The Company operates retail stores in the United States,
Canada and Puerto Rico in regional shopping malls and in selected
suburban and urban locations.  As of January 30, 2010, the Company
conducted its business through five divisions: Gymboree, Gymboree
Outlet, Janie and Jack, Crazy 8, and Gymboree Play & Music.  As of
January 30, 2010, the Company operated a total of 953 retail
stores, including 916 stores in the United States (593 Gymboree
stores, 139 Gymboree Outlet stores, 119 Janie and Jack shops, and
65 Crazy 8 stores), 34 Gymboree stores in Canada, 2 Gymboree
stores in Puerto Rico, and 1 Gymboree Outlet store in Puerto Rico.

                          *     *     *

As reported by the Troubled Company Reporter on Sept. 14, 2011,
Moody's Investors Service revised The Gymboree Corporation's
rating outlook to negative from stable.  All other ratings
including the B2 Corporate Family Rating were affirmed.

The rating outlook revision to negative from stable primarily
reflects persistent negative trends in EBITDA over the past few
fiscal quarters and Moody's expectations that these negative
trends are unlikely to reverse over the course of the current
fiscal year.  As a result, the company's performance has been
below Moody's initial expectations therefore leverage is likely to
remain high for an extended period.  The company's recent
performance has been negatively impacted primarily by weak product
performance at its Gymboree division, which necessitated higher
markdowns to clear merchandise.  The company's cost of sales is
expected to increase over the course of the current fiscal year,
as goods were purchased when raw material costs were higher
earlier this year are delivered to the stores.  Moody's expects
the company will face continued pressure on gross margins over the
course of this year as a result.

Gymboree's B2 Corporate Family Rating reflects its highly
leveraged capital structure following its acquisition by Bain
Capital.  Leverage remains high, with debt/EBITDA in excess of 6.5
times for the LTM period ending July 30, 2011.  The rating also
takes into consideration Gymboree's overall moderate scale and the
highly fragmented infant and toddler apparel market.


HAWKER BEECHCRAFT: Bank Debt Trades at 31% Off in Secondary Market
------------------------------------------------------------------
Participations in a syndicated loan under which Hawker Beechcraft
is a borrower traded in the secondary market at 69.25 cents-on-
the-dollar during the week ended Friday, Sept. 30, 2011, a drop of
3.33 percentage points from the previous week according to data
compiled by Loan Pricing Corp. and reported in The Wall Street
Journal.  The Company pays 200 basis points above LIBOR to borrow
under the facility.  The bank loan matures on March 26, 2014, and
carries Moody's Caa2 rating and Standard & Poor's CCC+ rating.
The loan is one of the biggest gainers and losers among 110 widely
quoted syndicated loans with five or more bids in secondary
trading for the week ended Friday.

                      About Hawker Beechcraft

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

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

Hawker Beechcraft reported a net loss of $304.3 million on $2.80
billion of total sales for 12 months ended Dec. 31, 2010.  Net
loss in 2009 and 2008 was $451.3 million and $157.2 million,
respectively.  The Company reported a net loss of $126 million on
$1.14 billion of total sales for the six months ended June 30,
2011, compared with a net loss of $120 million on $1.20 billion of
total sales for the six months ended June 27, 2010.

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

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


HD SUPPLY: S&P Affirms 'B' Corp. Credit Rating; Outlook Stable
--------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its ratings, including
the 'B' corporate credit rating, on Atlanta-based HD Supply Inc.
"At the same time we revised the outlook to stable from negative,"
S&P said.

"The outlook revision results from the improvement in HD Supply's
operations, including a 10% increase in sales in its second fiscal
quarter ended July 31, 2011, and a 30% increase in EBITDA,
following on good performance in the first fiscal quarter, despite
still weak end markets," said Standard & Poor's credit analyst
John Sico. "Although we expect certain end markets, including
construction to remain weak, HD Supply has improved its operations
and we expect further modest improvement in operations as the
company maintains adequate liquidity; it has no significant debt
coming due before 2014."

"The ratings on HD Supply, a leading wholesale distributor of
infrastructure and energy, maintenance, repair and improvement,
and specialty construction products, reflect the company's high
financial leverage and the pressure on its operating performance
arising from the severe and protracted downturn in U.S.
construction activity. However, business-line diversity, leading
market positions, and operational scale to weather the
construction downturn partially offset these factors. Although we
remain concerned about the risks stemming from uncertainty as to
the ultimate depth and duration of the construction cycle's
decline, HD Supply has increased its share of sales in the
maintenance repair and operations (MRO) and infrastructure markets
and reduced the impact of the weak construction markets on its
near- to intermediate-term operating performance. Its capital
structure has more than $5 billion of funded debt," S&P stated.

"We view HD Supply's business profile as satisfactory. Although
the privately owned company has leading market positions in its
many diverse lines of business and scale advantages over
competitors, it has endured a severe downturn in U.S. residential
and nonresidential construction. New residential and
nonresidential construction markets now account for about one-
third of the company's business compared with more than half
several years ago. We currently believe that HD Supply's business
may be stabilizing. The MRO and infrastructure markets now account
for about two-thirds of its business -- these tend to be less
cyclical than construction. The construction markets may
remain weak and the future outlook for the industry remains
unclear. Still, we expect markets to eventually improve in about
one to two years," S&P said.

"The company has seen an improvement in its industrial MRO
business, which has moved in tandem with improved industrial
demand. Despite some end-market pressures, HD Supply has, and we
expect it to continue to, generate positive cash flow based on its
business segments, geographic diversity, industrial MRO business
(which is less exposed to the housing and commercial construction
downturn), and its prior cost-cutting actions, including branch
closings and personnel reductions. Over the longer term, we
believe HD Supply's leading business positions and scale of
operations should provide competitive advantages," S&P said.

"In early 2010, HD Supply extended its credit facilities to extend
their maturity dates. Leverage constrains flexibility, and we
don't expect the company to make any large acquisitions," S&P
related.

"The stable outlook reflects the modest continuation of the
improvement in HD Supply's operating performance and EBITDA," Mr.
Sico continued. "Although there is still a risk that the currently
weak end-market conditions won't improve measurably, we believe
the company has sufficient cash flow to service its interest
payments. Its current adequate liquidity supports the rating, and
if its EBITDA to cash interest coverage falls to less than 1x, the
company has access to cash and revolving credit availability to
meet any shortfalls that may occur in the near term. Still
adequate liquidity and the lack of any sizable near-term debt
maturities offset significant uncertainty about operating
profitability and cash flow over the next year. However, if, for
example, EBITDA to cash interest coverage remains depressed, we
see no prospects for improvement, and liquidity diminishes, we
could revise the outlook to negative or lower the ratings. We
consider raising the ratings to be unlikely any time soon due to
weak market conditions."


HERCULES OFFSHORE: Files Fleet Status Report as of Sept. 28
-----------------------------------------------------------
Hercules Offshore, Inc., posted on its Web site at
http://www.herculesoffshore.com/a report entitled "Hercules
Offshore Fleet Status Report".  The Fleet Status Report includes
the Hercules Offshore Rig Fleet Status as of Sept. 28, 2011, which
contains information for each of the Company's drilling rigs,
including contract dayrate and duration.  The Fleet Status Report
also includes the Hercules Offshore Liftboat Fleet Status Report,
which contains information by liftboat class for August 2011,
including revenue per day and operating days.  The Fleet Status
Report is available for free at http://is.gd/8aLPrN

                      About Hercules Offshore

Hercules Offshore Inc. (NASDAQ: HERO) --
http://www.herculesoffshore.com/-- provides shallow-water
drilling and marine services to the oil and natural gas
exploration and production industry in the United States, Gulf of
Mexico and internationally.  The Company provides these services
to integrated energy companies, independent oil and natural gas
operators and national oil companies.  The Company operates in six
business segments: Domestic Offshore, International Offshore,
Inland, Domestic Liftboats, International Liftboats and Delta
Towing.

The Company reported a net loss of $134.59 million on $657.48
million of revenue for the year ended Dec. 31, 2010, compared with
a net loss of $91.73 million on $742.85 million of revenue during
the prior year.

The Company's balance sheet at June 30, 2011, showed $2.09 billion
in total assets, $1.14 billion in total liabilities, and
$944.48 million in stockholders' equity.

The Troubled Company Reporter said on Nov. 17, 2010, Moody's
Investors Service downgraded the Corporate Family Rating of
Hercules Offshore Inc. and the Probability of Default Rating to
Caa1 from B2.  Moody's also downgraded Hercules' 10.5% senior
secured notes due 2017, its senior secured revolving credit
facility due 2012, and its senior secured term loan B due 2013,
all to Caa1 with LGD3, 45%.  The outlook remains negative.

"The inability of Hercules to generate meaningful free cash flow
despite limited reinvestment in its aging fleet of rigs is cause
for concern," commented Stuart Miller, Moody's Senior Analyst.
"Without a significant de-leveraging of its balance sheet,
Hercules is following a path that could lead to financial hardship
at the first sign of a market softening."  Hercules' Caa1 CFR
rating reflects its highly leveraged balance sheet and limited
ability to generate free cash flow.  The Caa1 rating on the senior
secured notes reflects their pari passu secured position in
Hercules' capital structure relative to the senior secured credit
facilities.


HERON LAKE: Posts $724,800 Net Loss in July 31 Quarter
------------------------------------------------------
Heron Lake BioEnergy, LLC, filed its quarterly report on Form
10-Q, reporting a net loss of $724,890 on $43.0 million of
revenues for the three months ended July 31, 2011, compared with
a net loss of $173,026 on $23.6 million if revenues for the
same period of the prior fiscal year.

For the nine months ended July 31, 2011, the Company had net
income of $1.4 million on $120.2 million of revenues, compared
with net income of $952,523 on $78.8 million of revenues for the
nine months ended July 31, 2010.

The Company's balance sheet at July 31, 2011, showed
$111.8 million in total assets, $61.5 million in total
liabilities, and members' equity of $50.3 million.

As reported in the TCR on Jan. 25, 2011, Boulay, Heutmaker, Zibell
& Co. P.L.L.P., in Minneapolis, Minn., expressed substantial doubt
about Heron Lake BioEnergy'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
has incurred negative operating cash flows of roughly $600,000 for
the fiscal year ending Oct. 31, 2010, and was also out of
compliance with the minimum fixed charge coverage ratio covenant
of its master loan agreement with Agstar Financial Services, PCA.

On Sept. 1, 2011, the proceeds from the sale of inventory to
Gavilon, LLC, were used to repay the revolving line of credit loan
with AgStar and the Company no longer has a revolving line of
credit with AgStar.

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

                       http://is.gd/YPQr2N

Heron Lake BioEnergy, LLC, is a Minnesota limited liability
company that was formed for the purpose of constructing and
operating a dry mill corn-based ethanol plant near Heron Lake,
Minnesota.  The plant has a stated capacity to produce 50 million
gallons of denatured fuel grade ethanol and 160,000 tons of dried
distillers' grains per year.


HOMELAND SECURITY: Delays Filing of Annual Report on Form 10-K
--------------------------------------------------------------
Homeland Security Capital Corporation has been unable to complete
the required financial statements for the fiscal year ended
June 30, 2011, on a timely basis without unreasonable effort or
expense due to the recent completion of several transactions by
the Company.  It is anticipated that the Annual Report on Form
10-K, along with the audited financial statements, will be filed
no later than the fifteenth calendar day following the prescribed
due date.

                      About Homeland Security

Homeland Security Capital Corporation is an international provider
of specialized technology-based radiological, nuclear,
environmental disaster relief and electronic security solutions to
government and commercial customers.

At December 31, 2009, the Company had total assets of $35,815,519
against total liabilities of $38,018,448 and Warrants Payable --
Series H Preferred Stock of $169,768.  Stockholders' deficit was
$2,372,697 at December 31, 2009.

In March 2008, the Company entered into a stock purchase agreement
with YA Global Investments, L.P. pursuant to which the Company
sold to YA 10,000 shares of its Series H Convertible Preferred
Stock.  The Series H Stock is convertible into shares of Common
Stock at an initial ratio of 33,333 shares of Common Stock for
each share of Series H Stock, subject to adjustments -- including
the Company's wholly owned subsidiary, Safety & Ecology Holdings
Corporation, achieving certain earnings milestones, as defined,
for the calendar years ending December 31, 2009 and 2008.

Safety operates its business on a fiscal year ending June 30.
Safety achieved the first milestone for the calendar year ending
December 31, 2008.  However, the second financial milestone for
the calendar year ended December 31, 2009, has not been satisfied,
resulting in a potential adjustment to the conversion ratio
yielding approximately 56,300 shares of Common Stock for each
share of Series H Stock, or approximately a potential additional
230,000,000 shares of the Company's Common Stock in the aggregate.

Management is discussing with YA the possibility of a waiver or
amendment of any adjustment to the Series H Stock conversion
ratio, however there can be no assurances YA will waive or amend
the adjustment, if any, to the Series H Stock conversion ratio.
YA has not exercised its conversion rights as of February 22,
2010.

In June 2009 the Company entered into an agreement YA extending
the due date on its senior notes payable, and accrued interest, to
YA from March 14, 2010, until October 1, 2010, for $2,500,000 and
April 1, 2011, for $10,560,000.  In exchange, the Company agreed
to an increase in the interest rate, from 13% to 15%, on the
senior notes payable and certain other debt due to YA, effective
January 1, 2010, if the Company failed to secure a certain
contract by March 2010.  In December 2009, the Company was
informed that it had been eliminated from the award process for
this contract. Accordingly, the Company will begin recording
interest expense at the increased rate effective Jan. 1, 2010.

As reported by the TCR on Aug. 10, 2011, Homeland Security entered
into a Forbearance Agreement by and among YA Global Investments,
L.P., as lender, Homeland Security Advisory Services, Inc.,
Celerity Systems, Inc., and Nexus Technology Group, Inc., pursuant
to which the Lender agreed to forbear from exercising its rights
and remedies under the Financing Documents and applicable law with
respect to one or more Events of Default that have occurred and
are continuing as a consequence of the Company having failed to
pay, when due at maturity, all outstanding principal and accrued
and unpaid interest under the Company's outstanding debt with the
Lender.


HORIZON LINES: Offer Expires Today But Could Be Extended
--------------------------------------------------------
Horizon Lines, Inc., filed on Sept. 29, 2011, an amendment to its
Registration Statement on Form S-4 and an amendment to Schedule TO
relating to its previously announced exchange offer and consent
solicitation for its $330.0 million of existing unsecured 4.25%
convertible senior notes.  The exchange offer documents were
revised to (i) extend the exchange offer and consent solicitation
until 5:00 p.m., New York City time, on Oct. 3, 2011, (ii)
incorporate the information disclosed in the Company's Current
Report on Form 8-K filed with the Securities and Exchange
Commission and (iii) make other updating and conforming changes.
The SEC is continuing to review the Company's Registration
Statement on Form S-4 relating to the exchange offer and consent
solicitation and has not yet declared the Registration Statement
effective, which is a condition of the exchange offer, among
others.

As part of the exchange offer, the Company is also seeking
consents from all holders of the 2012 convertible notes to remove
substantially all of the restrictive covenants and certain events
of default from the indenture governing the 2012 convertible
notes.

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 on or before Oct. 6, 2011,
at which time it expects to close the entire refinancing.

As discussed in the exchange offer documents, each participating
holder in the exchange offer must state their U.S. citizenship by
completing a questionnaire and certifying whether such holder is a
U.S. citizen prior to the Company accepting such holder's tender
and consent of its 2012 convertible notes in the exchange offer.
Each holder must provide the DTC Account Number of its custodian,
the principal amount of notes tendered and the VOI number that
relates to its tendering instructions.  A holder can obtain the
VOI number from its custodian.  The completed questionnaire and
any additional information, correspondence or requests for
reconsideration of citizenship determination may be sent to the
attention of Michael F. Zendan II, Senior Vice President, General
Counsel and Secretary of Horizon Lines, Inc., who may be contacted
by telephone at 704-973-7029, by fax at 704-973-7010, or by e-mail
at MZendan@HorizonLines.com.  The information and exchange agent
for the exchange offer and consent solicitation is Global
Bondholder Services Corporation.

                        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.


HORIZON LINES: Extends Subscription Deadline to Oct. 7
------------------------------------------------------
Horizon Lines, Inc., and certain of its subsidiaries entered into
a First Amendment to the Restructuring Support Agreement with the
requisite consent of certain holders of its existing 4.25%
convertible senior notes due 2012.  The Amendment modifies the
previously announced Restructuring Support Agreement, dated
Aug. 26, 2011, between the Exchanging Holders and the Company.

The Amendment was entered into to extend, from Sept. 30, 2011, to
Oct. 7, 2011, (i) the deadline by which the Company is to receive
subscription commitments from the Exchanging Holders and (ii) the
Exchanging Holders' and the Company's continued support for the
recapitalization plan.  In addition, the Amendment addresses
certain understandings regarding post-closing corporate
governance-related items, including that the Company use
reasonable best efforts to cause the director nominees designated
by the Exchanging Holders to comprise a majority of the Company's
board of directors by the earlier of the next scheduled meeting of
the Board of Directors on Oct. 27, 2011, or the special meeting of
stockholders contemplated by the recapitalization plan shortly
after completion of the exchange offer and consent solicitation.

                        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.


HORIZON LINES: Fails to Comply with Credit Facility Covenants
-------------------------------------------------------------
Horizon Lines, Inc., is party to a credit agreement, dated as of
Aug. 8, 2007, as amended in June 2009, March 2011, June 2011 and
September 2011, that provides for (i) a revolving credit facility
of $225.0 million and (ii) a $5.0 million swingline subfacility
and a $20.0 million letter of credit subfacility.  The senior
credit facility is secured by substantially all of the Company's
owned assets, under which the Company has approximately $270
million in borrowings outstanding and $19 million in letters of
credit outstanding.

The senior credit facility requires compliance with certain
covenants, including quarterly compliance with financial
covenants.  The Company was not in compliance with the maximum
senior secured leverage ratio and the minimum interest coverage
ratio under its senior credit facility at the close of its third
fiscal quarter ended Sept. 25, 2011.  Noncompliance with these
financial covenants constitutes an event of default, which, if not
waived, would prevent the Company from borrowing under its senior
credit facility.  Financial covenant non-compliance could also
result in acceleration of the maturity of the senior credit
facility if lenders holding a sufficient portion of the loans and
other obligations were to elect to do so.  The indenture governing
the 2012 Convertible Notes contains a cross-default provision
whereby if the maturity of the senior credit facility were to be
accelerated, maturity of the 2012 Convertible Notes could also be
accelerated by the holders of the 2012 Convertible Notes.

The Company has indicated to the administrative agent under the
senior credit facility that it will confirm the occurrence of an
event of default once the financial statements for the Company's
third fiscal quarter ended Sept. 25, 2011, are available.  The
financial covenant default under the senior credit facility does
not prevent the Company from borrowing remaining amounts available
under the $25 million second lien credit facility entered into on
Sept. 13, 2011, with certain of the holders of the 2012
Convertible Notes.

As of Sept. 29, 2011, none of the indebtedness under the senior
credit facility has been accelerated, and the Company expects to
be able to close the refinancing on or before Oct. 6, 2011, so
long as the lenders do not elect to accelerate, although the
Company can provide no assurance that the lenders will not elect
to accelerate or that the closing conditions to the Company's
refinancing will be satisfied.  The Company is currently in
discussions with the administrative agent under the senior credit
facility regarding the possibility of obtaining a waiver or
forbearance of the aforementioned financial covenant event of
default.

                        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.


HOVNANIAN ENTERPRISES: To Swap Senior Notes for $220MM New Notes
----------------------------------------------------------------
Hovnanian Enterprises, Inc., commenced private offers to exchange
senior notes for up to $220 million of new 2.00% Senior Secured
Notes due 2021 to be issued in a private placement by K. Hovnanian
Enterprises, Inc., a wholly-owned subsidiary of the Company, and
to be guaranteed by the Company and substantially all of its
restricted subsidiaries.  The Senior Notes to be exchanged are:

   * 11 7/8% Senior Notes due 2015;
   * 6 1/2% Senior Notes due 2014;
   * 6 3/8% Senior Notes due 2014;
   * 6 1/4% Senior Notes due 2015;
   * 6 1/4% Senior Notes due 2016;
   * 7 1/2% Senior Notes due 2016; and
   * 8 5/8% Senior Notes due 2017.

The New Secured Notes will be secured by a first-priority lien on
the assets of certain subsidiaries that are "unrestricted
subsidiaries" under the Company's existing indentures.  The assets
of these subsidiaries, which are not collateral for the Company's
existing secured indebtedness, include funds that were permitted
to be contributed to these subsidiaries for investment in land and
lots, and that are included in the Company's consolidated cash,
but are not collateral for the Company's existing secured
indebtedness.

The private offer is being made as part of the Company's
continuing efforts to reduce its borrowing costs and improve its
balance sheet in light of challenging homebuilding market
conditions.  These efforts may also include the repurchase of
additional bonds for which the Company has approximately $175
million of capacity remaining under applicable debt covenants.

The exchange offers will expire at 11:59 p.m., New York City time,
on Oct. 26, 2011, unless extended or earlier terminated.

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

                        http://is.gd/A2mhYz

                    About Hovnanian Enterprises

Red Bank, New Jersey-based Hovnanian Enterprises, Inc. (NYSE: HOV)
-- http://www.khov.com/-- founded in 1959 by Kevork S. Hovnanian,
is one of the nation's largest homebuilders with operations in
Arizona, California, Delaware, Florida, Georgia, Illinois,
Kentucky, Maryland, Minnesota, New Jersey, New York, North
Carolina, Ohio, Pennsylvania, South Carolina, Texas, Virginia and
West Virginia.  The Company's homes are marketed and sold under
the trade names K. Hovnanian Homes, Matzel & Mumford, Brighton
Homes, Parkwood Builders, Town & Country Homes, Oster Homes and
CraftBuilt Homes.  As the developer of K. Hovnanian's Four Seasons
communities, the Company is also one of the nation's largest
builders of active adult homes.

The Company's balance sheet at July 31, 2011, showed $1.69 billion
in total assets, $2.09 billion in total liabilities and a $399.35
million total deficit.

                          *     *     *

As reported by the TCR on April 25, 2011, Fitch Ratings has
affirmed Hovnanian Enterprises, Inc.'s Issuer Default Rating (IDR)
at 'CCC'.  The rating for HOV is influenced by the Company's
execution of its business model, land policies and geographic,
price point and product line diversity.  The rating also reflects
the company's liquidity position, substantial debt and high
leverage.

In the July 5, 2011, edition of the TCR, Standard & Poor's Ratings
Services lowered its corporate credit ratings on Hovnanian
Enterprises Inc. and its K. Hovnanian Enterprises Inc. subsidiary
to 'CCC' from 'CCC+'.

"The downgrade was driven by Hovnanian's declining cash position
as the company invests in land and new communities as a way to
bolster gross profits," said credit analyst George Skoufis. "We
also believe the housing recovery will be weaker and more
protracted than we previously expected. As a result, the company
will be challenged to ultimately address its highly leveraged
balance sheet if it does not begin to improve profitability."

As reported by the TCR on Sept. 13, 2011, Moody's Investors
Service downgraded the corporate family and probability of default
ratings of Hovnanian Enterprises, Inc. to Caa2 from Caa1.  The
downgrade reflects Hovnanian's continued operating losses,
weak gross margins, very high homebuilding debt leverage, and
Moody's expectation that the weakness in year-over-year revenues,
deliveries, and net new contracts experienced by the company will
continue for the next one to two years.  In addition, the
downgrades acknowledge that Hovnanian's cash balance is weakening
and cash flow generation is negative as it pursues new land
opportunities, which represented about $300 million of investment
over the first nine months of fiscal 2011.


HUSSEY COPPER: Organization Meeting to Form Committee on Oct. 6
---------------------------------------------------------------
Roberta DeAngelis, United States Trustee for Region 3, will hold
can organizational meeting on Oct. 6, 2011, at 10:00 a.m. in the
bankruptcy case of Hussey Copper Corp.  The meeting will be held
at:

   J. Caleb Boggs Federal Building
   844 King Street, Room 5209
   Wilmington DE 19801

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

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

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

Hussey Copper Corp. filed a Chapter 11 petition (Bankr D. Del.
Case No. 11-13010) on Sept. 27, 2011, Mark Minuti, Esq., at Saul
Ewing LLP, in Delaware, serves as counsel to the Debtor.  Hussey
Copper Corp. estimated up to $50,000 in assets and up to
$100 million in debts.  Hussey Copper Ltd. estimated $100 million
to $500 million in assets and debts.


INNKEEPERS USA: As Plan Fails, Fee Objections Filed
---------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that hotel owner Innkeepers USA Trust is an example of a
case that when a reorganization plan flounders, the bankrupt
company's professionals become fair game for fee objections.

According to the report, Innkeepers' professionals filed
applications with the bankruptcy judge in New York for final
approval of fees for the period April 1 through July 31.  In the
four-month period, Innkeepers' principal lawyers from Kirkland &
Ellis LLP are requesting $5.3 million in fees.

The report relates that for practical purposes, a final fee
application like Kirkland's is aimed to bring in payment of the
last 20% of the fees.  The other 80% have been paid month by
month.  Midland Loan Services Inc., the servicer for $825 million
of fixed-rate mortgages, filed papers on Sept. 28 objecting to
final fee approval.  Until and unless the June plan is
implemented, Midland says it's not possible to decide if the fees
were reasonable or appropriate.  Midland says it might become
necessary to repeat "the entire plan process."

                      Cerberus Sale Collapses

In June 2011, the Bankruptcy Court confirmed Innkeepers' chapter
11 plan of reorganization.  The Plan is premised on the sale of
the Company's hotel portfolio.

A joint venture between the private-equity firm Cerberus Capital
Management, L.P. and the real estate investment trust Chatham
Lodging agreed to purchase for roughly $1.12 billion the equity in
entities that own and operate 65 of the Company's hotels.
Cerberus and Chatham agreed to pay $400.5 million cash and assume
about $723.8 million mortgage debt for the hotels.  Chatham
Lodging also agreed to purchase for $195 million, five of the
Company's hotels that serve as collateral for loan trusts serviced
by LNR Partners LLC.  The deal for the five hotels closed in July
2011.

Cerberus and Chatham on Aug. 19 terminated a deal to acquire a
portfolio of Innkeepers USA Trust's hotels.  In a statement,
Cerberus and Chatham said they had abandoned the deal "as a result
of the occurrence of a condition, change or development that could
reasonably be expected to have a material adverse effect" on
Innkeepers' business, operations or financial condition, among
other things.

The deal had a Sept. 15, 2011 deadline to close.  Cerberus and
Chatham are required to pay a $20 million termination fee under
the bankruptcy court-approved asset purchase agreement.

Innkeepers insists that no changes have occurred to the hotel
owner's business that would trigger the "material adverse effect"
clause in the buyout's contract.

The Debtors have filed a complaint against Cerberus, Chatham
Lodging Trust and other related defendants for breach of contract
and other claims for reneging on their commitment to acquire 64
hotels from Innkeepers.  The lawsuit is Innkeepers USA Trust v.
Cerberus Four Holdings LLC (In re Innkeepers USA Trust), 11-02557,
U.S. Bankruptcy Court, Southern District New York (Manhattan).

Dow Jones Newswires' Joseph Checkler reports that the he two sides
and Judge Shelley C. Chapman agreed that a trial of the lawsuit
could start on Oct. 10, which would necessitate the opening of the
courthouse during the Columbus Day holiday.

Innkeepers USA has won an extension until Nov. 10 of its
exclusivity periods to file a plan free from the threat of a rival
proposal.  Originally, Innkeepers was going to ask for an
extension until Jan. 12 to file a plan and March 19 to solicit
credit or votes on the proposal, but a lawyer said the company had
scaled the request back to Nov. 10 and would come to court just
before that if it needs more time.

The lawsuit is INNKEEPERS USA TRUST, et al., v. CERBERUS SERIES
FOUR HOLDINGS, LLC, CHATHAM LODGING TRUST, INK ACQUISITION LLC,
AND INK ACQUISITION II LLC, Adv. Proc. No. Case No. 11-02557
(Bankr. S.D.N.Y.).

Attorneys for Cerberus are Alan R. Glickman, Esq., Howard O.
Godnick, Esq., Adam C. Harris, Esq., and Michael E. Swartz, Esq.,
at Schulte Roth & Zabel LLP, in New York, serve as counsel.
Attorneys at Wachtell, Lipton, Rosen & Katz, serve as counsel to
Chatham.

                    About Innkeepers USA Trust

Innkeepers USA Trust is a self-administered Maryland real estate
investment trust with a primary business focus on acquiring
premium-branded upscale extended-stay, mid-priced limited service,
and select-service hotels.

Innkeepers, through its indirect subsidiaries, owns and operates
an expansive portfolio of 72 upscale and mid-priced extended-stay
and select-service hotels, consisting of approximately 10,000
rooms, located in 20 states across the United States.

Apollo Investment Corporation acquired Innkeepers in June 2007.

Innkeepers USA Trust and 91 affiliates filed for Chapter 11
protection (Bankr. S.D.N.Y. Case No. 10-13800) on July 19, 2010.
The Company's consolidated assets for 2009 totaled approximately
$1.5 billion.  As of July 19, 2010, the Company and its affiliates
have incurred $1.29 billion of secured debt.

Paul M. Basta, Esq., at Kirkland & Ellis LLP, in New York; Anup
Sathy, P.C., Esq., Marc J. Carmel, Esq., at Kirkland & Ellis in
Chicago; and Daniel T. Donovan, Esq., at Kirkland & Ellis in
Washington, D.C., serve as counsel to the Debtors.  AlixPartners
is the restructuring advisor and Marc A. Beilinson is the chief
restructuring officer.  Moelis & Company is the financial advisor.
Omni Management Group, LLC, is the claims and notice agent.
Attorneys at Morrison & Foerster, LLP, represent the Official
Committee of Unsecured Creditors.


INNOVATIVE FOOD: August Sales Increased Roughly 19% vs. Last Year
-----------------------------------------------------------------
Innovative Food Holdings, Inc., announced that the month of August
2011 represented the 25th consecutive month, of month-over-month
sales for Innovative Food Holdings, as sales in August 2011
increased by approximately 19% compared to August 2010.

Mr. Sam Klepfish, Innovative Food Holdings' CEO, noted, "We had an
excellent month of August as we continued to gain traction from
various sales and marketing programs implemented in the first part
of 2011 and we continue to see sales strength and strong momentum
as we move towards the end of the 3rd quarter.  In addition, we
believe that both our gourmet foodservice business and our gourmet
direct to consumer business are positioned very well for a strong
2011 holiday season."

Meanwhile, effective Sept. 27, 2011, the Company's board of
directors modified the compensation arrangements for Sam Klepfish,
the Company's chief executive officer, and Justin Wiernasz, the
Company's president, such that bonuses due and payable to them
may, at the option of each such respective employee, be paid in
any combination of cash or stock as such employee desires with
such decision to be made within five business days of being
advised of the size of the bonus, if any, he is entitled to
receive, it being agreed that a determination for one year shall
not be binding upon any future year.  The board also provided that
in the event the Corporation sells a subsidiary, or substantially
all of the assets of a subsidiary, Messrs. Klepfish and Wiernasz
shall be entitled to a cash bonus equal to 2% and 3%,
respectively, of the purchase price, provided they are then
employees of the Corporation or one of its subsidiaries.

                       About Inovative Food

Naples, Fla.-based Innovative Food Holdings, Inc., through its
subsidiaries, provides perishables and specialty food products to
the wholesale foodservice industry.

The Company's balance sheet at June 30, 2011, showed $1.2 million
in total assets, $5.8 million in total liabilities, all current,
and a stockholders' deficit of $4.6 million.

As reported in the TCR on March 23, 2011, RBSM LLP, in New York,
expressed substantial doubt about Innovative Food Holdings'
ability to continue as a going concern, following the Company's
2010 results.  The independent auditors noted that the Company has
incurred significant losses from operations since its inception
and has a working capital deficiency.


INTEGRATED BIOPHARMA: Delays Filing of Annual Report on Form 10-K
-----------------------------------------------------------------
Integrated BioPharma, Inc.'s annual report on Form 10-K for the
fiscal year ended June 30, 2011, cannot be filed within the
prescribed time period because the Company is experiencing delays
in the collection and compilation of certain information required
to be included in the Form 10-K.  The Company's Annual Report on
Form 10-K will be filed on or before the fifteenth calendar day
following the prescribed due date.

                    About Integrated BioPharma

Based in Hillside, N.J., Integrated BioPharma, Inc. (INBP.OB) --
-- http://www.healthproductscorp.us/ -- is engaged primarily in
manufacturing, distributing, marketing and sales of vitamins,
nutritional supplements and herbal products.  The Company's
customers are located primarily in the United States.  The Company
was previously known as Integrated Health Technologies, Inc., and,
prior to that, as Chem International, Inc.  The Company was
reincorporated in its current form in Delaware in 1995.  The
Company continues to do business as Chem International, Inc., with
certain of its customers and certain vendors.

The Company's balance sheet at March 31, 2011, showed
$13.22 million in total assets, $19.96 million in total
liabilities, all current, and a $6.73 million total stockholders'
deficiency.


IPS CORP: Moody's Affirms Corporate Family Rating at 'B3'
---------------------------------------------------------
Moody's Investors Service has changed the rating outlook for IPS
Corporation to stable from negative. Concurrently, Moody's has
affirmed all ratings including the B3 corporate family rating and
the B1 rating on the first lien credit facility.

The following ratings were affirmed:

B3 corporate family rating;

B3 probability of default rating;

B1 (LGD3 30% from 31%) on the $20 million first lien revolving
credit facility due July 2012;

B1 (LGD3 30% from 31%) on the $68 million first lien term loan due
July 2013; and

Caa2 (LGD5, 86% from 85%) on the $50 million subordinated notes
due June 2014

RATINGS RATIONALE

The change in outlook to stable from negative reflects the
expectation that a modest improvement in top line performance will
lead to improved earnings over the next twelve months and that
credit metrics will remain solidly in a range appropriate for its
B3 rating. The change incorporates Moody's view that credit
metrics have remained stronger than expected during a period of
weak end market performance. In addition, the stable outlook
reflects Moody's expectation that IPS will extend or replace its
$20 million revolver prior to its maturity in July 2012. Moody's
believes IPS is well positioned to execute a new facility given
its relatively low first lien leverage at less than 3.0x.

IPS's B3 corporate family rating reflects its high leverage, 6.3x
(5.1x excluding Moody's adjustment to include 50% of IPS's
preferred stock as debt), small scale, and exposure to weak end
markets, primarily U.S. residential and non-residential
construction. While Moody's expects ongoing weakness in IPS's
North American operations to continue given its end market
exposures, the rating is supported by a the company's ongoing
success with sales in international markets, primarily the Middle
East, a modest cash interest burden and solid operating margins,
albeit lower than IPS's peak margins. The rating also derives
support from the leading position of the company's adhesive
cements and plumbing products within their niche market segments,
as well as, the expectation for continued solid cash interest
coverage metrics and an adequate liquidity profile, despite the
upcoming contractual tightening of covenants.

While Moody's does not anticipate a near term ratings change, IPS
would need to demonstrate an ability to restore margins and grow
earnings, such that fully adjusted leverage would be maintained
below 5.5x (including Moody's adjustment for preferred stock), in
order for Moody's to consider a positive ratings change. In
addition, Moody's would expect resolution to its nearing revolver
maturity prior to a ratings upgrade. Downward pressure would arise
if earnings deterioration and/or weakness in cash flow generation
lead to an increased likelihood of covenant violations or an
elevation in leverage above 7.0x.

The principal methodology used in rating IPS Corporation 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 US, Canada and
EMEA published in June 2009.

Headquartered in Compton, CA, IPS Corporation is a manufacturer of
a wide range of adhesive cements and plumbing products primarily
for the new residential, remodeling and commercial construction
markets. IPS' products target professional contractors and are
sold under a variety of brand names including Weld-On and
Watertite, primarily through the wholesale channel.


IRWIN MORTGAGE: Creditors Have Until Oct. 31 to File Claims
-----------------------------------------------------------
The Hon. Charles M. Caldwell of the U.S. Bankruptcy Court for
the Southern District of Ohio set Oct. 31, 2011, as last day
for creditors of Irwin Mortgage Corporation to file proofs of
claim.  Governmental units have until Jan. 13, 2012, to file their
claims.

                       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.


J. CREW: Bank Debt Trades at 11% Off in Secondary Market
--------------------------------------------------------
Participations in a syndicated loan under which J. Crew is a
borrower traded in the secondary market at 89.28 cents-on-the-
dollar during the week ended Friday, Sept. 30, 2011, a drop of
0.81 percentage points from the previous week according to data
compiled by Loan Pricing Corp. and reported in The Wall Street
Journal.  The Company pays 350 basis points above LIBOR to borrow
under the facility.  The bank loan matures on Feb. 10, 2018, and
carries Moody's 'B1' rating and Standard & Poor's 'B' rating.  The
loan is one of the biggest gainers and losers among 110 widely
quoted syndicated loans with five or more bids in secondary
trading for the week ended Friday.

                          About J. Crew

J. Crew -- http://www.jcrew.com/-- is a nationally recognized
apparel and accessories retailer that differentiates itself
through high standards of quality, style, design and fabrics with
consistent fits and authentic details.  J. Crew is an integrated
multi-channel, multi-brand specialty retailer that operates stores
and websites to consistently communicate with its customers.  The
Company designs, markets and sells its products, including those
under the J.Crew, crewcuts and Madewell brands, offering complete
assortments of women's, men's and children's apparel and
accessories.  Its customer base consists primarily of affluent,
college educated, professional and fashion-conscious women and
men.  In 2011, J.Crew expanded its international e-commerce to
include shipping to the United Kingdom, while continuing to ship
anywhere in the U.S., Canada and Japan.

For the year ended Jan. 29, 2011, J. Crew reported net income of
$121.5 million on total revenues of $1.72 billion compared with
net6 income of $123.4 million on total revenues of $1.58 billion
in 2010.

As of Jan. 29, 2011, the Company's balance sheet showed $860.2
million in total assets, $349.0 million in total liabilities and
$511.1 million in total stockholders' equity.


JILL HOLDINGS: S&P Lowers Corporate Credit Rating to 'CCC'
----------------------------------------------------------
Standard & Poor's Ratings Services lowered its corporate credit
rating on Quincy, Mass.-based Jill Holdings LLC to 'CCC' from 'B'.
The outlook remains negative.

At the same time, Standard & Poor's lowered the issue-level rating
on subsidiary JJ Lease Funding Corp.'s $120 million term loan B to
'CCC' (the same as the corporate credit rating) while keeping the
recovery rating of '4' unchanged. The '4' recovery rating
indicates the expectation that lenders would receive average (30%
to 50%) recovery in the event of a payment default.

The ratings on Jill, a women's specialty apparel retailer, reflect
Standard & Poor's expectation that continued EBITDA erosion could
potentially trigger a financial covenant violation in the next few
quarters, especially when its total leverage covenant ratio steps
down in the fourth quarter of 2011.

"We also believe that operating performance will remain weak and
credit metrics will further deteriorate in the second half of
2011," said Standard & Poor's credit analyst Helena Song.

Jill's financial risk profile is highly leveraged, characterized
by meaningfully increased debt from its LBO by Arcapita in June
2011.

"We view the company's business risk profile as vulnerable,
reflecting its participation in the highly competitive and
volatile specialty apparel segment," Ms. Song continued. The
company faces stiff competition from a number of different
retailers, including department stores, other specialty retailers,
and mass merchandisers. Jill is a smaller participant than many of
its direct competitors, in both store count and sales, which
limits its ability to reach and retain customers more
competitively.

The negative outlook reflects the expectation that the company's
operating performance will remain weak and covenant headroom will
further diminish in the next few quarters, which may result in a
covenant breach. Standard & Poor's could consider another
downgrade if Jill breaches its financial covenants, resulting in
further constrained liquidity.


JR INSULATION: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: JR Insulation Sales & Services, Inc.
        Bo Tallaboa
        Carr 385
        Penuelas, PR 00624

Bankruptcy Case No.: 11-08291

Chapter 11 Petition Date: September 29, 2011

Court: U.S. Bankruptcy Court
       District of Puerto Rico (Ponce)

Debtor's Counsel: Francisco R. Moya Huff, Esq.
                  LAW FIRM OF FRANCISCO R. MOYA HUFF
                  250 Ponce De Leon Avenue
                  City Towers, 7th Floor
                  Hato Rey, PR 00918
                  Tel: (787) 723-0714
                       (787) 724-2447
                  Fax: (787) 725-3685
                  E-mail: moyahuff55@prtc.net

Estimated Assets: $0 to $50,000

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

The Company's list of its 20 largest unsecured creditors filed
with the petition is available for free at:
http://bankrupt.com/misc/prb11-08291.pdf

The petition was signed by Jose E. Ruiz, president.


KH FUNDING: Files Joint Plan of Liquidation With Committee
----------------------------------------------------------
KH Funding Company and the Official Committee of Unsecured
Creditors have filed a proposed Joint Plan of Liquidation for KH
and an explanatory disclosure statement.

Under the joint plan of liquidation, only Class 1 priority claims
and Class 9 uncategorized secured claims are unimpaired.  The rest
of 13 classes of claims are impaired.

On the Effective Date, each existing member of the Board of
Directors of the Debtor will resign or be terminated by the
Plan Administrator, and the Plan Administrator will be deemed the
sole shareholder, officer, and director of the Post-Confirmation
Debtor.  The Plan will be administered by the Plan Administrator,
and all actions taken in the name of the Post-Confirmation Debtor
will be taken through the Plan Administrator.

As soon as practicable after the Effective Date, the Debtor will
be dissolved for all purposes.  All distributions under the Plan
will be made by the Plan Administrator as Disbursing Agent or
other entity designated by the Plan Administrator as Disbursing
Agent.

The classification and treatment of different classes of claims
under the joint plan of liquidation are:

     A. Class 1 Claim (Priority Claims) - Each holder will receive
        either payment in full in Cash after the later of the
        Effective Date, and the date on which the Claim becomes an
        Allowed Claim or as agreed by the holder of allowed
        Class 1 claim.

     B. Class 2 Claim (Secured Claim of Tiray Spriggs Special
        Needs Trust) - In the event the Debtor and TSSN Trust
        enter into a written agreement prior to the Confirmation
        Date that is mutually acceptable to the Debtor, the
        Committee, and TSSN Trust and that is approved by the
        Bankruptcy Court, the Class 2 Claim will be treated as set
        forth in the agreement.  In the absence of a mutually
        acceptable agreement, the Post-Confirmation Debtor will
        surrender to TSSN Trust possession and control of the
        collateral subject to TSSN Trust's properly perfected lien
        in full satisfaction of the Class 2 Claim, TSSN Trust will
        be entitled to enforce its non-bankruptcy law rights and
        remedies as a holder of the lien, and neither the
        automatic stay nor any injunction under this Plan will
        apply to the property as of the Effective Date.  To the
        extent TSSN Trust's Claim is not a Secured Claim, it will
        be treated as a Class 12 Claim.

     C. Class 3 Claim (Secured Claim of (Market Street Mortgage,
        LLC) - MSM will retain its lien on the property securing
        the Class 3 Claim.  Interest will accrue at 5% per annum
        and the Maturity Date will be December 31, 2014.  The
        Class 3 Claim will be paid from the proceeds of the sale
        of the property securing the Claim.  If the property
        securing the Class 3 Claim is not sold, the Debtor will
        surrender to MSM possession and control of the property
        in full satisfaction of the Class 3 Claim, MSM will be
        entitled to enforce its non-bankruptcy law rights and
        remedies as a holder of the lien, and neither the
        automatic stay nor any injunction under the Plan will
        apply to the property as of the Maturity Date.  To the
        extent MSM's Claim is not a Secured Claim, it will be
        treated as a Class 12 Claim.

     D. Class 4 Claim (Secured Claim of David A. Riffert Rev.
        Trust) - Riffert Trust will retain its liens on the
        properties securing the Class 4 Claim.  Riffert Trust will
        receive payment from the proceeds of the sale of
        properties, with the Debtor to receive the greater of 4%
        of the aggregate gross sales price for the properties or
        the net proceeds of sales.  To the extent Riffert Trust's
        Claim is not fully paid from the proceeds of the sales of
        the properties securing the Class 4 Claim, it will be
        treated as a Class 12 Claim.

     E. Class 5 Claim (Secured Claim of Carmen A. Jacobs) - Jacobs
        will retain his lien on the property securing the Class 5
        Claim.  Interest will accrue at 5% per annum and the
        Maturity Date will be December 31, 2014.  The Class 5
        Claim will be paid from the proceeds of the sale of the
        property securing the Claim.

     F. Class 6 Claim (Secured Claim of PSM Properties LLC) - PSM
        will retain its lien on the property securing the Class 6
        Claim.  Interest rate will be 5% per annum and the
        Maturity Date will be Dec. 31, 2014.  The Class 6 Claim
        will be paid from the proceeds of the sale of the property
        securing the Claim.

     G. Class 7 Claim (Secured Claims of Patrick Shane Moore) ?
        Moore will retain his liens on the properties securing
        the Class 7 Claims.  Interest will accrue will be 5% per
        annum and the maturity dates of the Promissory Notes will
        be December 31, 2014.  The Class 7 Claims will be paid
        from the proceeds of the sales of the properties securing
        the Claims.

     H. Class 8 Claim (Secured Claim of Boardwalk 2001, LLC) ?
        Boardwalk will retain its lien on the property securing
        the Class 8 Claim.  Interest will accrue under the
        Promissory Note at 5% per annum and the maturity date of
        the Promissory Note will be December 31, 2014.  The Class
        8 Claim will be paid from the proceeds of the sale of the
        property securing the Claim.

     I. Class 9 Claim (Uncategorized Secured Claims) - To the
        extent there are any Allowed Class 9 Claims, at the option
        of the Debtor, either (i) the legal, equitable, and
        contractual rights to which the Claim entitles the Holder
        will be left unaltered, (ii) the Claim will be left
        Unimpaired, or (iii) the Holder of Claim will receive or
        retain the collateral securing the Claim.

     J. Class 10 Claims (Series 3 Note Claims) - The Plan
        Administrator will release and pay to the Series 3 Trustee
        the funds securing the Series 3 Note Secured Claims for
        distribution in accordance with the applicable provisions
        of this Plan and the Indenture.  The balance of the Series
        3 Note Claims, will be Allowed General Unsecured Claims
        and will receive, pari passu with other Allowed Class 11
        and Class 12 Claims, their Pro Rata distribution of the
        liquidated assets of the estate after the payment or
        reserve for Administrative Claims, Priority Tax Claims,
        Priority Claims, Secured Claims, and Plan Expenses.

     K. Class 11 Claims (Series 4 Note Claims) - The Series 4 Note
        Claims will be Allowed General Unsecured Claims and the
        Series 4 Trustee will receive, pari passu with other
        Allowed Class 10 and Class 12 Claims, the Holders of
        Series 4 Note Claims' Pro Rata distribution of the
        liquidated assets of the estate after the payment or
        reserve for Administrative Claims, Priority Tax Claims,
        Priority Claims, Secured Claims, and Plan Expenses.
        Distributions that the Holders of Series 4 Notes are
        entitled to receive under this Plan will constitute the
        sole source of recovery for the Holders of Series 4 Note
        Claims.

     L. Class 12 Claims (General Unsecured Claims) - Each Holder
        will receive its Pro Rata distribution of the liquidated
        assets of the estate after the payment or reserve for
        Administrative Claims, Priority Tax Claims, Priority
        Claims, Secured Claims, and Plan Expenses.

     M. Class 13 Interests - The Holders of Class 13 Interests
        will receive no distribution.

A copy of the liquidating plan is available for free at:
http://bankrupt.com/misc/KHFUNDING_liquidatingplan.pdf

                     About KH Funding Company

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

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


KTLA LLC: Court Approves Stipulations for Cash Collateral Use
-------------------------------------------------------------
The Hon. Thomas E. Carlson of the U.S. Bankruptcy Court for the
Northern District of California approved four stipulations for
KTLA, LLC's use of cash collateral.  These stipulations provide
for the use of cash collateral from:

   -- 709 South Mariposa Ave., Los Angeles, California;
   -- 720 South Normandie Ave., Los Angeles, California;
   -- (1200 Hoover Street, Los Angeles, California; and
   -- 1209 Lake Street, Los Angeles, California.

As reported in the Troubled Company Reporter on Sept. 16, 2011,
the Debtor asked for entry of an order granting the motion by
default because no objection was filed or received by counsel for
the Debtor.

The Debtor has served notices that anyone objecting to the motion
must file with the Court and serve objection on counsel for the
Debtors within 21 days of mailing of the notices.

                          About KTLA LLC

San Francisco, California-based KTLA LLC filed for Chapter 11
bankruptcy (Bankr. N.D. Calif. Case No. 11-32401) on June 27,
2011.  Judge Thomas E. Carlson presides over the case.  Reno F.R.
Fernandez, Esq., at MacDonald and Assoc.  Iain A. Macdonald, Esq.,
and Reno F.R. Fernandez, Esq. -- iain@macdonaldlawsf.com and
r.fernandez@macdonaldlawsf.com -- at Macdonald and Associates,
serve as bankruptcy counsel.  The Debtor disclosed $25,543,987 in
assets and $18,798,387 in liabilities as of the Chapter 11 filing.
The petition was signed by Graham Seel, SVP, California Mortgage
and Realty.


LAS VEGAS SANDS: S&P Rates $3.7-Bil. Credit Facilities at 'BB'
--------------------------------------------------------------
Standard & Poor's Ratings Services assigned its issue-level rating
of 'BB' to VML US Finance LLC's (VML) $3.7 billion credit
facilities, which recently closed. VML is the main operating
subsidiary of Sands China Ltd., a publicly listed company on the
Hong Kong Stock Exchange that is 70.3% owned by LVSC. The credit
facilities consist of a $500 million revolver and a $3.2 billion
term loan, both due in 2016. Proceeds from the credit facilities,
along with cash on hand, will be used to refinance approximately
$2.8 billion of existing debt at VML and Venetian Orient Ltd.
(both wholly owned subsidiaries of Sands China Ltd.), to fund
remaining construction of Sands Cotai Central in Macau, and to pay
financing fees and expenses.

To date, there exists limited historical precedent of a large-
scale bankruptcy filing of a foreign-owned entity in Macau -- a
special administrative region of the People's Republic of China.
Furthermore, even if lenders have a good claim with a registerable
interest in the real estate, there is uncertainty surrounding the
application of the insolvency process and the ability to realize
asset value by lenders in this jurisdiction. "Therefore, we have
not assigned a recovery rating to VML's credit facilities," S&P
said.

"All other related ratings on the LVSC family of rated companies
(which includes Las Vegas Sands LLC, its Venetian Casino Resort
LLC subsidiary, and VML), including our 'BB' corporate credit
rating, remain unchanged. The rating outlook is stable," S&P
related.

"Our 'BB' corporate credit rating reflects LVSC's debt burden, an
aggressive posture toward development opportunities, and high
levels of competition in the company's markets. LVSC's strong
presence in three of the largest gaming markets in the world,
manageable debt maturities over the next several years, large cash
balances, and the potential for the company to generate
substantial cash proceeds through the sale of noncore assets
temper these negative rating factors. As of June 30, 2011, LVSC's
operating lease-adjusted leverage (pro forma for the new Macau
credit facilities) was 3.9x and EBITDA coverage of interest was
6.8x," S&P said.

"When assessing LVSC's credit quality, we consider the
consolidated entity, despite the distinct financing structures at
parent company LVSC and its U.S., Macau, and Singapore
subsidiaries. We deem the strategic relationship between the
parent and each subsidiary as an important factor that has a
bearing on the credit quality of the overall consolidated entity.
However, our issue-level ratings and any notching from the
corporate credit rating recognize the distinct financing
structures and associated collateral," S&P related.

"We recently raised our rating on LVSC to 'BB' from 'BB-'
reflecting continued strong performance and our belief that under
our updated long-term performance expectations, Las Vegas Sands
will maintain credit measures comfortably within our threshold for
a 'BB' rating. We expect consolidated EBITDA to grow in excess of
40% in 2011 compared with 2010, which would result in consolidated
operating lease-adjusted leverage improving to the mid-3x area by
the end of 2011. This leverage measure incorporates the company's
planned redemption of its preferred stock in November 2011. Given
our assessment of LVSC's business risk profile as 'satisfactory,'
we would be comfortable with leverage temporarily spiking as high
as 5.5x to fund development projects, but generally consider
leverage below 5x to be in line with a 'BB' corporate credit
rating for the company," S&P stated.


LE-NATURE'S: Wachovia, BDO Seidman Settle Suits for $50 Million
---------------------------------------------------------------
Hilary Russ at Bankruptcy Law360 reports that a Pennsylvania
bankruptcy judge said Friday that he was likely to approve a
$50 million settlement between the liquidation trustee for
Le-Nature's Inc. and the Company's former banker and auditor,
Wachovia Capital Markets LLC and BDO Seidman LLP, respectively.

                       About Le-Nature's Inc.

Headquartered in Latrobe, Pennsylvania, Le-Nature's Inc. --
http://www.le-natures.com/-- makes bottled waters, teas, juices
and nutritional drinks.  Its brands include Kettle Brewed Ice
Teas, Dazzler fruit juice drinks and lemonade, and AquaAde
vitamin-enriched water.

Four unsecured creditors of Le-Nature's filed an involuntary
Chapter 7 petition against the Company (Bankr. W.D. Pa. Case No.
06-25454) on Nov. 1, 2006.  On Nov. 6, 2006, two of Le-Nature's
subsidiaries, Le-Nature's Holdings Inc., and Tea Systems
International Inc., filed voluntary petitions for relief under
Chapter 11 of the Bankruptcy Code.  Judge McCullough converted Le
Nature's Inc.'s case to a Chapter 11 proceeding.  The Debtors'
cases are jointly administered.  The Debtors' schedules filed with
the Court showed $40 million in total assets and $450 million in
total liabilities.

Douglas Anthony Campbell, Esq., Ronald B. Roteman, Esq., and
Stanley Edward Levine, Esq., at Campbell & Levine, LLC, represents
the Debtors in their restructuring efforts.  The Court appointed
R. Todd Neilson as Chapter 11 Trustee.  Dean Z. Ziehl, Esq.,
Richard M. Pachulski, Esq., Stan Goldich, Esq., Ilan D. Scharf,
Esq., and Debra Grassgreen, Esq., at Pachulski, Stang, Ziehl,
Young, Jones & Weintraub LLP, represent the Chapter 11 Trustee.
David K. Rudov, Esq., at Rudov & Stein, and S. Jason Teele, Esq.,
and Thomas A. Pitta, Esq., at Lowenstein Sandler PC, represent the
Official Committee of Unsecured Creditors.  Edward S. Weisfelner,
Esq., Robert J. Stark, Esq., and Andrew Dash, Esq., at Brown
Rudnick Berlack Israels LLP, and James G. McLean, Esq., at Manion
McDonough & Lucas represent the Ad Hoc Committee of Secured
Lenders.  Thomas Moers Mayer, Esq., and Matthew J. Williams, Esq.
at Kramer Levin Naftalis & Frankel LLP, represent the Ad Hoc
Committee of Senior Subordinated Noteholders.

In July 2008, the Chapter 11 plan of liquidation for Le-Nature's
took effect.


LEHMAN BROTHERS: Federal Home & BNP Paribas Sell $433MM Claims
--------------------------------------------------------------
The Federal Home Loan Bank of Pittsburgh sold two $41.5 million
claims against Lehman Brothers Holdings Inc. to Merrill Lynch
Credit Products LLC, according to documents filed as part of the
investment banks' bankruptcy case in federal court in Manhattan,
according to a Sept. 24 report by the Pittsburgh Tribune-Review.

The Pittsburgh wholesale bank was party to a derivatives contract
with Lehman, the report noted.

BNP Paribas SA also sold two $185 million claims on LBHI to Royal
Copper Fund LLC, Linda Sandler at Bloomberg News reported on
Sept. 23.

                    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: $1.407-Bil. Already Paid to Ch. 11 Advisors
------------------------------------------------------------
Lehman Brothers Holdings Inc. disclosed these cash receipts and
disbursements of the company, its affiliated debtors and
controlled entities for the month ended August 31, 2011:

Beginning Total Cash & Investments (08/01/11) $25,158,000,000
Total Sources of Cash                           1,063,000,000
Total Uses of Cash                               (723,000,000)
FX Fluctuation                                     (4,000,000)
                                              ---------------
Ending Total Cash & Investments (08/31/11)    $25,494,000,000

LBHI reported $4.054 billion in cash and investments as of
August 1, 2011, and $4.106 billion as of August 31, 2011.

The monthly operating report also showed that a total of
$34,561,000 was paid last month to the U.S Trustee and
professionals that were retained in the Debtors' Chapter 11
cases.

From September 15, 2008 to August 31, 2011, a total of
$1,407,452,000 was paid to the U.S. Trustee and professionals, of
which $469,678,000 was paid to the Debtors' turnaround manager
Alvarez & Marsal LLC while $334,773,000 was paid to their
bankruptcy counsel, Weil Gotshal & Manges LLP.

A full-text copy of the August 2011 Operating Report is available
for free at http://bankrupt.com/misc/LehmanMORAugust3111.pdf

                    About Lehman Brothers

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

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

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

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

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

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

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

               International Operations Collapse

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

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

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)


LEVI STRAUSS: Signs $850MM Revolving Credit Pact with JPMorgan
--------------------------------------------------------------
Levi Strauss & Co., Levi Strauss & Co. (Canada) Inc., the other
Loan Parties party thereto, JPMorgan Chase Bank, N.A., as
Administrative Agent, JPMorgan Chase Bank, N.A., Toronto Branch,
as Multicurrency Administrative Agent, Bank of America, N.A., as
Syndication Agent, Wells Fargo Capital Finance, LLC, and HSBC Bank
USA, National Association, as Co-Documentation Agents, and the
other financial institutions and arrangers party thereto entered
into a Credit Agreement.  The Credit Agreement is an asset-based
facility, in which the borrowing availability varies according to
the levels of domestic accounts receivable, inventory and cash and
investment securities deposited in secured accounts with the Agent
or other lenders.  The maximum availability under the Credit
Agreement is $850,000,000, of which $800,000,000 is available to
the Company for revolving loans in U.S. dollars and $50,000,000 is
available either to the Company or to LS Canada for revolving
loans in U.S. dollars or Canadian dollars.  Subject to the level
of this borrowing base, the Company may make and repay borrowings
from time to time until the maturity of the facility.  The Company
may make voluntary prepayments of borrowings at any time and must
make mandatory prepayments if certain events occur.

Borrowings under the Credit Agreement will bear an interest rate
of LIBOR plus 150-275 basis points, depending on borrowing base
availability, and undrawn availability bears a rate of 37.5-50
basis points.  The initial interest rate will be the alternate
base rate, as described in the Credit Agreement, plus 75 basis
points and will be converted two business days thereafter to LIBOR
plus 175 basis points.

The Credit Agreement has a maturity date of Sept. 30, 2016, which
may be accelerated to Dec. 26, 2013, if the Term Loan Agreement,
dated as of March 27, 2007, among the Company, the lenders and
other financial institutions party thereto and BofA, as
administrative agent, is still outstanding on that date and the
Company has not met certain other conditions set forth in the
Credit Agreement.  Upon the maturity date, all of the obligations
thereunder become due.

The Company's obligations under the Credit Agreement are
guaranteed by its domestic subsidiaries.  The Credit Agreement is
secured by, among other domestic assets, certain U.S. trademarks
associated with the Levi's brand, and accounts receivable, goods
and inventory in the United States.  In connection therewith, the
Company also entered into a U.S. Security Agreement with the Agent
and certain of our subsidiaries.

In connection with the new Credit Agreement, the Company
terminated its existing Second Amended and Restated Credit
Agreement, dated Oct. 11, 2007, among the Company, Levi Strauss
Financial Center Corporation, the financial institutions party
thereto and Bank of America, N.A., as agent.

The Previous Credit Agreement was also a revolving asset-based
facility.  The maximum availability under the Previous Credit
Agreement was $750.0 million, which included an amortizing $250.0
million trademark tranche.

There were no termination penalties associated with the
termination of the Previous Credit Agreement.

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

                        http://is.gd/LZOUNa

                      About Levi Strauss & Co.

Headquartered in San Francisco, California, Levi Strauss & Co. --
http://www.levistrauss.com/-- is one of the world's leading
branded apparel companies.  The Company designs and markets jeans,
casual and dress pants, tops, jackets and related accessories, for
men, women and children under the Levi's(R), Dockers(R) and
Signature by Levi Strauss & Co.(TM).  The Company markets its
products in three geographic regions: Americas, Europe, and Asia
Pacific.

The Company reported net income of $149.44 million on
$4.33 billion of net sales for the year ended Nov. 28, 2010,
compared with net income of $150.71 million on $4.02 billion of
net sales for the year ended Nov. 29, 2009.

The Company's balance sheet at May 29, 2011, showed $3.11 billion
in total assets, $3.24 billion in total liabilities and a $135.43
million total stockholders' deficit.

                           *     *     *

The Company carries a 'B+' corporate credit rating from Standard &
Poor's, a 'B1' corporate family rating from Moody's Investors
Service and a 'B+' issuer default rating from Fitch Ratings.

As reported by the TCR on March 24, 2011, Fitch Ratings downgraded
its Issuer Default Rating on Levi Strauss & Co. to 'B+' from
'BB-'.  The downgrade of the IDR reflects Levi's soft operating
trends and margin compression, continued high financial leverage,
and Fitch's expectation that Levi's financial profile will not
show meaningful improvement in the next one to two years.


LEXARIA CORP: Posts $253,000 Net Loss in July 31 Quarter
--------------------------------------------------------
Lexaria Corporation filed its quarterly report on Form 10-Q,
reporting a net loss of $252,969 on $359,621 of revenue for the
three months ended July 31, 2011, compared with a net loss of
$29,412 on $122,462 of revenue for the same period ended July 31,
2010.

For the nine months ended July 31, 2011, the Company had a net
loss of $538,915 on $1.0 million of revenue, compared with a net
loss of $474,750 on $229,885 of revenue for the same period of the
prior fiscal year.

The Company's balance sheet as of July 31, 2011, showed
$3.9 million in total assets, $1.5 million in total liabilities,
and stockholders' equity of $2.4 million.

Chang Lee LLP, in Vancouver, Canada, expressed substantial doubt
about Lexaria'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
recurring losses and requires additional funds to maintain its
planned operations.

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

                       http://is.gd/yKjV23

                    About Lexaria Corporation

Lexaria Corporation -- http://www.lexariaenergy.com/-- is an
independent natural gas and oil company engaged in the
exploration, development and acquisition of oil and gas properties
in the United States and Canada.  The Company has offices in
Vancouver and Kelowna, BC, Canada.


LIBERTY INTERACTIVE: S&P Lifts Corporate Credit Rating to 'BB'
--------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings, including
the corporate credit rating, on Liberty Interactive Corp.
(formerly Liberty Media Corp.) to 'BB' from 'BB-' and removed all
ratings from CreditWatch, where they had been placed with
positive implications on July 6, 2011. The rating outlook is
stable. "The recovery rating on unsecured debt at Liberty
Interactive is unchanged at '4', indicating our expectation of
average (30%-50%) recovery in a payment default scenario," S&P
said.

At the same time, Standard & Poor's raised its corporate credit
rating on QVC Inc., Liberty Interactive's wholly owned subsidiary,
to 'BB' from 'BB-'. "We also raised the ratings on QVC's senior
secured debt to 'BBB-' from 'BB+'. The recovery rating on QVC's
secured debt is unchanged at '1', indicating our expectation of
very high (90%-100%) recovery in a payment default scenario," S&P
stated.

"The rating action is based on our analysis of the split-off and
our view that Liberty Interactive's financial policy, especially
with respect to future major investments and acquisitions, will
likely be more focused on retail and e-commerce in the future,"
said Standard & Poor's credit analyst Andy Liu.

The 'BB' corporate credit rating is based on management's
shareholder-favoring policy, including a history of split-offs and
debt-financed share repurchases. Prior to the split-off of Liberty
Starz and Liberty Capital, Liberty Interactive spun off Liberty
Entertainment in November 2009, which included its majority
interest in DIRECTV Inc., and its stake in Discovery
Communications Inc. in 2005. "We believe share repurchases will be
an ongoing use of cash, and we believe that management could
contemplate acquisitions and potentially a dividend. Liberty
Interactive's sizable equity portfolio and the solid business
prospects of QVC partially mitigate these negative factors," S&P
noted.

Liberty Interactive's second-quarter revenue and EBITDA increased
9% and 5% year over year. QVC was the main driver of operating
results. In the second quarter of 2011, QVC's revenues and EBITDA
increased 8% and 3%, respectively, year over year. Softer EBITDA
growth was because of start-up losses associated with QVC's new
(launched in the fourth quarter of 2010) Italian shopping channel
and its new agreement with GE Money. For the 12 months ended June
30, 2011, Liberty Interactive's EBITDA margin was about
19.1%, down 50 basis points from the end of 2011.

Liberty Interactive generates good discretionary cash flow. In
2010 Liberty Interactive converted about 57% of EBITDA into
discretionary cash flow. There was insufficient information to
estimate EBITDA to discretionary cash flow for the 12 months ended
June 30, 2011. "We expect long-term conversion should remain above
50%. Liberty Interactive's adjusted debt-to-EBITDA ratio was
about 4x for the 12 months ended June 30, 2011, down from 4.2x at
the end of 2010. This is in line with the 3x to 4x leverage range
that we associate with a significant financial risk profile," S&P
stated.

"Liberty Interactive's performance has been good despite the
recession and a weak recovery," said Mr. Liu. "We believe the
company's steady operating performance will continue over the
intermediate term, absent a recession."


LOUISIANA HOUSING: S&P Cuts Rating on Series 2009B Bonds to 'BB-'
-----------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on
Louisiana Housing Finance Agency's (Global Ministries Fellowship -
Louisiana Chateau Projects) multifamily housing revenue bonds
series 2009A and 2009B to 'BBB- (sf)' and 'BB- (sf)' from 'A-
(sf)' and 'BBB- (sf)'. The outlook is stable.

"The downgrade reflects our view of a decline in debt service
coverage levels to 1.26x maximum annual debt service (MADS) on the
senior bonds and 1.10x MADS on the junior bonds, diminished net
rental revenues of the project leading to deterioration of the
expense ratio, and low economy occupancy rates at the
project," said Standard & Poor's credit analyst Ki Beom Park.

"However, the weaknesses are mitigated by our opinion of the debt
service reserve fund funded at 13 months' MADS, and strong
sponsorship and management of the transaction by Global Ministries
Fellowship," S&P stated.

GMF-Louisiana Chateau Projects consist of 1,105 affordable housing
units; it is located in Lake Charles and Lafayette, La. Five of
the seven properties (or 71% of the units) are located in Lake
Charles, while two of the properties (or 29% of the units) are
located within Lafayette.


LYONDELL CHEMICAL: Trustee Says Blavatnik Scored $1.2BB in Buyout
-----------------------------------------------------------------
Liz Hoffman at Bankruptcy Law360 reports that the trustee for
Lyondell Chemical Co. bolstered its claims against billionaire Len
Blavatnik in a revised lawsuit Friday, arguing the private equity
mogul couldn't skirt claims lodged under Luxembourgian law that he
improperly netted $1.2 billion during Lyondell's 2007 leveraged
buyout.

The trustee's second amended complaint, filed in New York
bankruptcy court, adds nearly 15 pages of facts to support the
allegation ? one of 21 in the case ? that Blavatnik breached his
fiduciary duty when he leveraged billions in debt of Luxembourgian
petrochemical company, according to Law360.

                      About Lyondell Chemical

LyondellBasell Industries is one of the world's largest polymers,
petrochemicals and fuels companies.  Luxembourg-based Basell AF
and Lyondell Chemical Company merged operations in 2007 to form
LyondellBasell Industries, the world's third largest independent
chemical company.  LyondellBasell became saddled with debt as part
of the USUS$12.7 billion merger. Len Blavatnik's Access Industries
owned the Company prior to its bankruptcy filing.

On Jan. 6, 2009, LyondellBasell Industries' U.S. operations,
led by Lyondell Chemical Co., and one of its European holding
companies -- Basell Germany Holdings GmbH -- filed voluntary
petitions to reorganize under Chapter 11 of the U.S. Bankruptcy
Code to facilitate a restructuring of the company's debts.  The
case is In re Lyondell Chemical Company, et al., Bankr. S.D.N.Y.
Lead Case No. 09-10023).  Seventy-nine Lyondell entities filed for
Chapter 11. Luxembourg-based LyondellBasell Industries AF S.C.A.
and another affiliate were voluntarily added to Lyondell
Chemical's reorganization filing under Chapter 11 protection on
April 24, 2009.

Deryck A. Palmer, Esq., at Cadwalader, Wickersham & Taft LLP, in
New York, served as the Debtors' bankruptcy counsel.  Evercore
Partners served as financial advisors, and Alix Partners and its
subsidiary AP Services LLC, served as restructuring advisors.
AlixPartners' Kevin M. McShea acted as the Debtors' Chief
Restructuring Officer.  Clifford Chance LLP served as
restructuring advisors to the European entities.

LyondellBasell emerged from Chapter 11 bankruptcy protection in
May 2010, with a plan that provides the Company with US$3 billion
of opening liquidity.  A new parent company, LyondellBasell
Industries N.V., incorporated in the Netherlands, is the successor
of the former parent company, LyondellBasell Industries AF S.C.A.,
a Luxembourg company that is no longer part of LyondellBasell.
LyondellBasell Industries N.V. owns and operates substantially the
same businesses as the previous parent company, including
subsidiaries that were not involved in the bankruptcy cases.
LyondellBasell's corporate seat is Rotterdam, Netherlands, with
administrative offices in Houston and Rotterdam.


MAJESTIC STAR: Indiana Tax Assessor Appeal Bankruptcy Decision
--------------------------------------------------------------
Dow Jones' Daily Bankruptcy Review reports that Indiana tax
authorities are appealing a recent bankruptcy court decision in
favor of gambling company Majestic Star Casino LLC in a dispute
over taxes levied on the Indiana company's two riverboat casinos.

                       About Majestic Star

The Majestic Star Casino, LLC -- aka Majestic Star Casino, aka
Majestic Star -- is based in Las Vegas, Nev., and is a wholly
owned subsidiary of Majestic Holdco, LLC, which is a wholly owned
subsidiary of Barden Development, Inc.  The Company was formed on
Dec. 8, 1993, as an Indiana limited liability company to provide
gaming and related entertainment to the public.  The Company
commenced gaming operations in the City of Gary at Buffington
Harbor, located in Lake County, Inc., on June 7, 1996.  The
Company is a multi-jurisdictional gaming company with operations
in three states -- Indiana, Mississippi and Colorado.

The Company sought Chapter 11 bankruptcy protection (Bankr. D.
Del. Case No. 09-14136) on Nov. 23, 2009.  The Company's
affiliates -- The Majestic Star Casino II, Inc., The Majestic Star
Casino Capital Corp., Majestic Star Casino Capital Corp. II,
Barden Mississippi Gaming, LLC, Barden Colorado Gaming, LLC,
Majestic Holdco, LLC, and Majestic Star Holdco, Inc. -- filed
separate Chapter 11 petitions.

The Majestic Star Casino's balance sheet at June 30, 2009,
showed total assets of $406.42 million and total liabilities of
$749.55 million.

Kirkland & Ellis LLP is the Debtors' bankruptcy counsel.  James E.
O'Neill, Esq., Laura Davis Jones, Esq., and Timothy P. Cairns,
Esq., at Pachulski Stang Ziehl & Jones LLP, are the Debtors'
Delaware counsel.  Xroads Solutions Group, LLC, is the Debtors'
financial advisor, while EPIQ Bankruptcy Solutions LLC serves as
the Debtors' claims and notice agent.

Michael S. Stamer, Esq., and Alexis Freeman, Esq., at Akin Gump
Strauss Hauer & Feld LLP, in New York, and Bonnie Glantz Fatell,
Esq., and David W. Carickhoff, Esq., at Blank Rome LLP, in
Wilmington, Delaware, represent the Official Committee of
Unsecured Creditors.


MARCO POLO: Final RBS Financing Hearing Today
---------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports Seaarland Shipping Management will seek final approval
today, Oct. 3, of a DIP financing from Royal Bank of Scotland, one
of its existing lenders.  The Debtor was previously given interim
approval last week to borrow $2.4 million.  At a final financing
hearing on Oct. 3, the loan is designed for an increase to $4.8
million.  RBS is owed $117.7 million secured by three of
Seaarland's six vessels.  The other three are collateral for
Credit Agricole Corporate & Investment Bank, owed $89.7 million.

The report notes that the financing requires Seaarland to file a
Chapter 11 plan acceptable to RBS. Before the financing agreement
and the company's commitment to devise a plan acceptable to the
bank, RBS had a motion on file seeking dismissal of the Chapter 11
case on the theory Seaarland has insufficient ties to the U.S.

                       About Marco Polo

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.

The cases are before Judge James M. Peck.  Evan D. Flaschen, Esq.,
Robert G. Burns, Esq., and Andrew J. Schoulder, Esq., at Bracewell
& Giuliani LLP, serve as the Debtors' bankruptcy counsel.
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.


MCC HOLDINGS: Case Summary & 7 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: MCC Holdings, LLC, a Colorado limited liability company
        P.O. Box 6173
        Dillon, CO 80435

Bankruptcy Case No.: 11-33068

Chapter 11 Petition Date: September 29, 2011

Court: U.S. Bankruptcy Court
       District of Colorado (Denver)

Judge: Sidney B. Brooks

Debtor's Counsel: Noah Klug, Esq.
                  THE KLUG LAW FIRM, LLC
                  P.O. Box 6683
                  Breckenridge, CO 80424-6683
                  Tel: (970) 468-4953

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

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

The Company's list of its seven largest unsecured creditors is
available for free at:
http://bankrupt.com/misc/cob11-33068.pdf

The petition was signed by Charles Gross, member.


NEW KENT: Case Summary & 9 Largest Unsecured Creditors
------------------------------------------------------
Debtor: New Kent Courthouse Village, LLC
        P.O. Box 11
        New Kent, VA 23124

Bankruptcy Case No.: 11-36177

Chapter 11 Petition Date: September 29, 2011

Court: U.S. Bankruptcy Court
       Eastern District of Virginia (Richmond)

Judge: Kevin R. Huennekens

Debtor's Counsel: Roy M. Terry, Jr., Esq.
                  DURRETTECRUMP PLC
                  1111 East Main Street, 16th Floor
                  Richmond, VA 23219
                  Tel: (804) 775-6948
                  E-mail: rterry@durrettecrump.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 nine largest unsecured creditors filed
with the petition is available for free at:
http://bankrupt.com/misc/vaeb11-36177.pdf

The petition was signed by Grosjean G. Crump, III, managing
member.


NEW VISION: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: New Vision Hospitality, LLC
          dba Clarion Inn
              Howard Johnson
        5414 Pelican Hill Drive
        Bakersfield, CA 93312

Bankruptcy Case No.: 11-32968

Chapter 11 Petition Date: September 28, 2011

Court: U.S. Bankruptcy Court
       District of Colorado (Denver)

Judge: Michael E. Romero

Debtor's Counsel: David Warner, Esq.
                  SENDER & WASSERMAN, P.C.
                  1660 Lincoln Street, Suite 2200
                  Denver, CO 80264
                  Tel: (303) 296-1999
                  Fax: (303) 296-7600
                  E-mail: david.warner@sendwass.com

Estimated Assets: $0 to $50,000

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

The Company's list of its 20 largest unsecured creditors filed
with the petition is available for free at:
http://bankrupt.com/misc/cob11-32968.pdf

The petition was signed by Subhash Naik, managing member.


MEDICURE INC: Incurs C$2-Mil. Comprehensive Loss in Fiscal 2011
---------------------------------------------------------------
Medicure Inc. filed its annual report, reporting a loss and
comprehensive loss of C$2.01 million on C$3.62 million of net
product sales for the fiscal year ended May 31, 2011, compared
with a loss and comprehensive loss of C$5.53 million on C$3.31
million of net product sales during the prior year.

The Company's balance sheet at May 31, 2011, showed C$5.17 million
in total assets, C$32.06 million in total liabilities and a
C$26.89 million shareholders' deficiency.

KPMG LLP, in Winnipeg, Canada, noted that Medicure has experienced
operating losses since incorporation that raises significant doubt
about its ability to continue as a going concern.

According to a statement by the company, in fiscal 2011, the
Company's primary operating focus was on the sale and marketing of
the acute care cardiovascular drug, AGGRASTAT (tirofiban
hydrochloride) in the United States and its territories through
its U.S. subsidiary, Medicure Pharma, Inc.  The Company's research
and development program was focused on AGGRASTAT and, on the
clinical development of TARDOXALTM for neurological disorders.
During the fiscal year, the Company also continued to work through
a formal and comprehensive strategic review as first announced on
Jan. 13, 2010.  This process culminated in the settlement of debt
in the amount of US$32,839,659 owing to Birmingham Associates
Ltd., along with other related transactions.

A full-text copy of the Form 20-F filed with the U.S. Securities
and Exchange Commission is available for free at:

                         http://is.gd/ajSsWg

                        Corporate Update

Strategic changes made over the past year, coupled with focused
capital conservation efforts, have assisted the Company in
reducing its use of capital.  The Company's ability to continue in
operation for the foreseeable future remains dependent upon the
effective execution of its business development and strategic
plans.  The debt settlement announced on July 18, 2011, provides a
new basis for the business and the Company estimates it has
sufficient working capital and revenue to fund ongoing operations
for the foreseeable future.

The ongoing focus of the Company and its primary asset of interest
is AGGRASTAT.  In parallel with its ongoing commitment to support
the product, the Company is in the process of developing and
implementing a new regulatory, brand and life cycle management
strategy for AGGRASTAT.  The objective of this effort is to
further expand AGGRASTAT's share of the US $400 million
glycoprotein IIb/IIIa (GP IIb/IIIa) inhibitor market.  GP llb/lla
inhibitors are injectable platelet inhibitors used to treat acute
coronary syndromes and related conditions.

                         AGGRASTAT Update

During the fourth quarter of fiscal 2011, net sales of AGGRASTAT
were $774,000, up from $570,000 in the fourth quarter of fiscal
2010.

                         About Medicure Inc.

Based in Winnipeg, Manitoba, Canada, Medicure Inc. (TSX/NEX:
MPH.H) -- http://www.medicure.com/-- is a biopharmaceutical
company engaged in the research, development and commercialization
of human therapeutics.  The Company has rights to the commercial
product, AGGRASTAT(R) Injection (tirofiban hydrochloride) in the
United States and its territories (Puerto Rico, U.S. Virgin
Islands, and Guam).  AGGRASTAT(R), a glycoprotein GP IIb/IIIa
receptor antagonist, is used for the treatment of acute coronary
syndrome (ACS) including unstable angina, which is characterized
by chest pain when one is at rest, and non-Q-wave myocardial
infarction.


MONEYGRAM INT'L: Eliminates Series A Junior Preferred Stock
-----------------------------------------------------------
MoneyGram International, Inc., on Sept. 27, 2011, filed with the
Secretary of State of the State of Delaware a Certificate of
Elimination amending the Company's Amended and Restated
Certificate of Incorporation to eliminate the Company's Series A
Junior Participating Preferred Stock, par value $0.01 per share,
and cause those shares to resume their status as undesignated
preferred stock of the Company.  No shares of the Series A Stock
were issued and outstanding at the time of the filing of the
Certificate of Elimination.  The Certificate of Elimination was
effective upon filing.

                   About MoneyGram International

MoneyGram International, Inc. (NYSE: MGI) --
http://www.moneygram.com/-- is a global payment services company.
The Company's major products and services include global money
transfers, money orders and payment processing solutions for
financial institutions and retail customers.  MoneyGram is a New
York Stock Exchange-listed company with 203,000 global money
transfer agent locations in 191 countries and territories.

The Company reported net income of $43.80 million on $1.17 billion
of total revenue for the year ended Dec. 31, 2010, compared with a
net loss of $1.91 million on $1.16 billion of total revenue during
the prior year.

The Company's balance sheet at June 30, 2011, showed $5.08 billion
in total assets, $5.20 billion in total liabilities, and a
$125.41 million total stockholders' deficit.

                           *     *     *

According to the Troubled Company Reporter on July 1, 2010, Fitch
Ratings has affirmed the Issuer Default Ratings for MoneyGram
International Inc. and MoneyGram Payment Systems Worldwide, Inc.,
at 'B+'.  Outlook is stable.  Fitch noted that the ratings could
be negatively impacted by further declines in remittance volumes
driven by macro economic factors or decreases in migrant labor
populations worldwide.


MORGAN'S FOODS: Incurs $257,000 Net Loss in Aug. 14 Quarter
-----------------------------------------------------------
Morgan's Foods, Inc., filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q reporting reporting a
net loss of $257,000 on $19.51 million of revenue for the quarter
ended Aug. 14, 2011, compared with net income of $163,000 on
$21.67 million of revenue for the quarter ended Aug. 15, 2010.

The Company also reported a net loss of $474,000 on $39.07 million
of revenue for the 24-weeks ended Aug. 14, 2011, compared with net
income of $738,000 on $43.84 million of revenue for the 24-weeks
ended Aug. 15, 2010.

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

The Company's balance sheet at Aug. 14, 2011, showed $42.91
million in total assets, $42.75 million in total liabilities and
$161,000 in total shareholders' equity.

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

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

                        http://is.gd/pCPPIf

                       About Morgan's Foods

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

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


MORGANS HOTEL: To Hold Votes on Executive Compensation Every Year
-----------------------------------------------------------------
At the Annual Meeting, Morgans Hotel Group Co.'s stockholders
voted, on a non-binding, advisory basis, on the frequency of
holding stockholder non-binding, advisory votes on the
compensation of the Company's named executive officers.  As
previously reported, the stockholders of the Company voted in
favor of holding an advisory vote every year.  The board of
directors of the Company has considered the results of this vote
and has determined that, consistent with the majority vote of the
Company's stockholders at the Annual Meeting, the Company will
hold future non-binding stockholder advisory votes on the
executive compensation of the Company's named executive officers
every year at the Company's annual meeting of stockholders.

                      About Morgans Hotel Group

Based in New York, Morgans Hotel Group Co. (Nasdaq: MHGC) --
http://www.morganshotelgroup.com/-- is widely credited as the
creator of the first "boutique" hotel and a continuing leader of
the hotel industry's boutique sector.  Morgans Hotel Group
operates and owns, or has an ownership interest in, Morgans,
Royalton and Hudson in New York, Delano and Shore Club in South
Beach, Mondrian in Los Angeles and South Beach, Clift in San
Francisco, Ames in Boston, and Sanderson and St Martins Lane in
London.  Morgans Hotel Group and an equity partner also own the
Hard Rock Hotel & Casino in Las Vegas and related assets.  Morgans
Hotel Group also manages hotels in Isla Verde, Puerto Rico and
Playa del Carmen, Mexico.  Morgans Hotel Group has other property
transactions in various stages of completion, including projects
in SoHo, New York and Palm Springs, California.

The Company reported a net loss of $83.64 million on
$236.37 million of total revenues for the year ended Dec. 31,
2010, compared with a net loss of $101.60 million on $225.05
million of total revenues during the prior year.

The Company's balance sheet at June 30, 2011, showed $604.36
million in total assets, $655.66 million in total liabilities and
a $51.29 million total deficit.


NAVISTAR INTERNATIONAL: Announces Next Phase of Global Alliance
---------------------------------------------------------------
Caterpillar Inc. and Navistar International Corporation announced
the next phase of cooperation between the two companies to
develop, manufacture, sell and support vocational and on-highway
trucks for the North America market and the rest of the world.

In June of 2008, the two companies announced plans to form an
alliance for the on-highway truck business.  This led to the
creation of a 50/50 joint venture called NC2 Global LLC.  NC2 is
focused on the development of on-highway trucks for markets
outside of North America, including current truck offerings in
Australia, South Africa and Brazil.  The two companies also have
an agreement to produce Cat heavy-duty vocational trucks for North
America.  Earlier this year, the Cat CT660 vocational truck was
unveiled at the CONEXPO/Con-Agg 2011 trade show and customer
deliveries of the trucks have recently started.

Now Caterpillar and Navistar are moving to the next stage in the
relationship, with continued focus on customers around the world.
Building on the success of the companies' strategic relationship
to produce Cat heavy-duty vocational trucks for North America, the
companies will restructure certain aspects of NC2.  Under the
terms of this new relationship, NC2 will become a wholly owned
subsidiary of Navistar and through a new brand licensing
agreement, both International and Caterpillar branded trucks will
continue to be distributed through both International and
Caterpillar dealers outside of the United States.

"This next phase will move the relationship to a structure and
business model that will be similar to the business relationship
we have with Navistar for our North American vocational trucks,"
said George Taylor, Director of Caterpillar's Global On-Highway
Truck Group.  "As we have looked at the success of the Cat
vocational truck launch in North America, we believe that a
similar business model for commercial trucks for the rest of the
world makes the most sense for our customers," Taylor added.

In addition to the current CT660 vocational trucks that are being
produced for customers in North America, Caterpillar and Navistar
have also signed a new, non-binding memorandum of understanding to
develop a new, cab-over-engine Cat vocational truck that would be
sold globally.  The companies will finalize the terms of this new
business in the coming months.

"This new relationship streamlines the organization and will help
us move faster and more efficiently," said Phil Christman,
President of NC2.  "Customers and dealers in the global markets
where NC2 has established distribution will build on their early
successes with no interruption and with the added benefit of
getting products sooner."

Caterpillar and Navistar have a long-standing business
relationship that has evolved over many decades.  In addition to
the truck business, Caterpillar currently provides remanufacturing
services to Navistar and is also a key supplier of engine
components for certain Navistar engines.  Navistar currently
supplies engines to Caterpillar for certain power generation and
marine applications.

                    About Navistar International

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

The Company's balance sheet at July 31, 2011, showed $11.17
billion in total assets, $10.42 billion in total liabilities, $5
million in redeemable equity securities and $752 million in total
stockholders' equity.

                           *     *     *

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

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


NEBRASKA BOOK: Wants Plan Filing Exclusivity Until Feb. 22
----------------------------------------------------------
BankruptcyData.com reports that Nebraska Book Company filed with
the U.S. Bankruptcy Court a motion to extend the exclusive period
that the Company can file a Chapter 11 Plan and solicit
acceptances thereof through and including Feb. 22, 2012 and
April 23, 2012, respectively.  The Court scheduled an Oct. 18,
2011, hearing on the matter.

                    About Nebraska Book Company

Lincoln, Nebraska-based Nebraska Book Company, Inc., is one of the
leading providers of new and used textbooks for college students
in the United States.  Nebraska Book and seven affiliates filed
separate Chapter 11 petitions (Bankr. D. Del. Case Nos. 11-12002
to 11-12009) on June 27, 2011.  Hon. Peter J. Walsh presides over
the case.  Lawyers at Kirkland & Ellis LLP and Pachulski Stang
Ziehl & Jones LLP, serve as the Debtors' bankruptcy counsel.  The
Debtors; restructuring advisors are AlixPartners LLC; the
investment bankers are Rothschild, Inc.; the auditors are Deloitte
& Touche LLP; and the claims agent is Kurtzman Carson Consultants
LLC.  As of the Petition Date, the Debtors had consolidated assets
of $657,215,757 and debts of $563,973,688.

JPMorgan Chase Bank N.A., as administrative agent for the DIP
lenders, is represented by lawyers at Richards, Layton & Finger,
P.A., and Simpson Thacher & Bartlett LLP.  J.P. Morgan Investment
Management Inc., the DIP arranger, is represented by lawyers at
Bayard, P.A., and Willkie Farr & Gallagher LLP.

An ad hoc committee of holders of more than 50% of the Debtors'
Second Lien Notes is represented by lawyers at Brown Rudnick.  An
ad hoc committee of holders of the Debtors' 8.625% unsecured
notes are represented by Milbank, Tweed, Hadley & McCloy LLP.

The Official Committee of Unsecured Creditors selected Lowenstein
Sandler LLP and Stevens & Lee, P.C., as lawyers and Mesirow
Financial Inc. as financial advisers.

Nebraska Book prepared a pre-packaged Chapter 11 plan that would
swap some of the existing debt for new debt, cash and the new
stock.


NEIMAN MARCUS: Bank Debt Trades at 7% Off in Secondary Market
-------------------------------------------------------------
Participations in a syndicated loan under which Neiman Marcus
Group, Inc., is a borrower traded in the secondary market at 93.17
cents-on-the-dollar during the week ended Friday, Sept. 30, 2011,
a drop of 0.69 percentage points from the previous week according
to data compiled by Loan Pricing Corp. and reported in The Wall
Street Journal.  The Company pays 350 basis points above LIBOR to
borrow under the facility.  The bank loan matures on May 16, 2018,
and carries Moody's 'B2' rating and Standard & Poor's 'BB-'
rating.  The loan is one of the biggest gainers and losers among
110 widely quoted syndicated loans with five or more bids in
secondary trading for the week ended Friday.

                        About Neiman Marcus

Neiman Marcus Group, Inc. headquartered in Dallas, Texas, operates
41 Neiman Marcus stores, 2 Bergdorf Goodman Stores, 6 CUSP stores,
30 Last Call clearance centers, and a direct on-line and catalog
business.  Total revenues are just under $4 billion.

As reported by the Troubled Company Reporter on May 18, 2011,
Moody's upgraded Neiman Marcus Group, Inc.'s Corporate Family
Rating and Probability of Default Rating to B2 from B3.  In
addition, Moody's affirmed NMG's Speculative Grade Liquidity
rating at SGL-1 and $2,060 million senior secured term loan at B2.
The rating outlook is stable.  This rating action concludes the
review for possible upgrade initiated on April 25, 2011.

"Neiman Marcus has notably strengthened its capital structure by
repaying about $200 million in debt and successfully closing on a
refinancing that extended its nearest debt maturity from 2013 to
2015," said Maggie Taylor, a senior credit officer with Moody's.
"The stronger capital structure combined with solid operating
results and lower pro forma annual interest expense will lead to
improved credit metrics," added Ms. Taylor."  Pro forma for the
debt reduction for the upcoming year ending July 31, 2011, Moody's
expects NMG debt to EBITDA to fall to about 6.0 times from 6.6
times currently, and EBITA to interest expense to improve to about
2.0 times from 1.4 times.

On April 29, 2011, the TCR reported that Fitch Ratings has
affirmed its ratings on Neiman Marcus, including the Issuer
Default Rating (IDR) on Neiman Marcus, Inc., and its subsidiary,
The Neiman Marcus Group, Inc. (NMG), at 'B'.  The Rating Outlook
has been revised to Positive from Stable, based on the expectation
that the announced refinancings are completed.

Neiman Marcus is currently in the process of upsizing its secured
term loan facility to $2.060 billion from $1.506 billion, with a
term of seven years. In addition, it is also upsizing its secured
credit facility to $700 million from $600 million, with a five
year maturity.  Neiman Marcus expects to redeem the company's
$752.4 million of 9%/9/75% senior notes due 2015 with the $550
million in incremental proceeds from the term loan refinancing as
well as $260 million of cash on hand.


NETWORK CN: FINRA Approves 1-for-5 Reverse Stock Split
------------------------------------------------------
Network CN Inc. reported the amendment of its Certificate of
Incorporation with the Delaware Secretary of State to effect a 1-
for-5 reverse stock split of the Company's outstanding common
stock.

On Sept. 21, 2011, the Financial Industry Regulatory Authority
approved the Reverse Split and the Company's common stock
commenced trading on a post-split basis on Sept. 22, 2011.  The
Company's stock is quoted on the OTCQB under the ticker symbol
NWCN, but for 20 business days following the commencement of such
trading, the Company's ticker symbol will be changed to "NWCND" to
signify that a reverse stock split has occurred.  After this 20-
day trading period the Company's common stock will resume trading
under the symbol NWCN.

                         About Network CN

Network CN Inc. (OTC QB: NWCN) -- http://www.ncnmedia.com/-- is
building a multi-media, multi-application out-of-home advertising
network in the key cities of China.  Network CN Inc. was
incorporated in the State of Delaware in 1993 and is headquartered
in Causeway Bay, Hong Kong.

As reported in the TCR on Mar 24, 2011, Baker Tilly Hong Kong
Limited, in Hong Kong SAR, expressed substantial doubt about
Network CN's ability to continue as a going concern, following the
Company's 2010 results.  The independent auditors noted that the
Company has incurred net losses of $2.60 million and
$37.38 million for the years ended Dec. 31, 2010, and 2009,
respectively.  As of Dec. 31, 2010, the Company recorded a
stockholders' deficit of $3.52 million.

The Company's balance sheet at June 30, 2011, showed $1.28 million
in total assets, $5.59 million in total liabilities and a $4.30
million total stockholders' deficit.


NEWPAGE CORP: Final DIP Financing Hearing Tomorrow
--------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that NewPage Corp. for a second time was able to lower the
interest rate it will pay on the $250 million term-loan portion of
$600 million in financing for the bankruptcy reorganization.
Originally, the term loan was to bear interest at a rate 7.5
percentage points higher than the London interbank offered rate,
with a 1.5% floor.  Reduced once before, the rate is now 6.5
percentage points above Libor, according to a person with
knowledge of the transaction.  The loan is being offered to
investors for 99 cents on the dollar, the person said.  The final
hearing in bankruptcy court for approval of financing is set for
Oct. 4. The lenders include affiliates of JPMorgan Chase & Co.,
Barclay Plc and Wells Fargo & Co.

                    About NewPage Corporation

Headquartered in Miamisburg, Ohio, NewPage Corporation is the
leading producer of printing and specialty papers in North
America, based on production capacity, with $3.6 billion in net
sales for the year ended December 31, 2010.  The company's product
portfolio is the broadest in North America and includes coated
freesheet, coated groundwood, supercalendered, newsprint and
specialty papers.  These papers are used for corporate collateral,
commercial printing, magazines, catalogs, books, coupons, inserts,
newspapers, packaging applications and direct mail advertising.

NewPage owns paper mills in Kentucky, Maine, Maryland, Michigan,
Minnesota, Wisconsin and Nova Scotia, Canada.  These mills have a
total annual production capacity of approximately 4.1 million tons
of paper, including approximately 2.9 million tons of coated
paper, approximately 1.0 million tons of uncoated paper and
approximately 200,000 tons of specialty paper.

NewPage Corporation, along with affiliates, filed Chapter 11
bankruptcy protection (Bankr. D. Del. Lead Case No. 11-12804) on
Sept. 7, 2011.  Martin J. Bienenstock, Esq., Judy G.Z. Liu, Esq.,
and Philip M. Abelson, Esq., Dewey & Leboeuf LLP, in New York,
serve as counsel.  Laura Davis Jones, Esq., at Pachulski Stang
Ziehl & Jones LLP, in Wilmington, Delaware, serves as co-counsel.
Lazard Freres & Co. LLC is the investment banker, and FTI
Consulting Inc. is the financial advisor.  Kurtzman Carson
Consultants LLC is the claims and notice agent.  In its balance
sheet, the Debtors disclosed $3.4 billion in assets and $4.2
billion in total liabilities as of June 30, 2011.


NORTEL NETWORKS: Retired Employees Panel Taps Kurtzman Carson
-------------------------------------------------------------
The Official Committee of Retired Employees of Nortel Networks
Inc. sought and obtained permission from the U.S. Bankruptcy Court
for the District of Delaware to employ Kurtzman
Carson Consultants LLC as its communications agent.

The firm will, among other things:

   a. establish and maintain an Internet-accessible Web site, to
      be hosted by KCC;

   b. distribute updates by and through the Information Agent
      regarding the Chapter 11 Case via electronic mail for
      retiree Plan Participants that have registered for such
      service on the Retiree Committee Web site; and

   c. establish and maintain a telephone number and electronic
      mail address by and through the Information Agent for
      retiree Plan Participants to submit questions and
      comments.

KCC will be compensated by the Debtors' estates for services
rendered to the Retiree Committee.

Drake D. Foster, KCC's general counsel, attest that KCC is a
"disinterested person," as that term is defined in section 101(14)
of the Bankruptcy Code.

                       About Nortel Networks

Nortel Networks (OTC BB: NRTLQ) -- http://www.nortel.com/-- was
once North America's largest communications equipment provider.
It has sold most of the businesses while in bankruptcy.

Nortel Networks Corp., Nortel Networks Inc., and other affiliated
corporations in Canada sought insolvency protection under the
Companies' Creditors Arrangement Act in the Ontario Superior Court
of Justice (Commercial List).  Ernst & Young was appointed to
serve as monitor and foreign representative of the Canadian Nortel
Group.

The Monitor sought recognition of the CCAA Proceedings in the
U.S. by filing a bankruptcy petition under Chapter 15 of the U.S.
Bankruptcy Code (Bankr. D. Del. Case No. 09-10164).  Mary
Caloway,Esq., and Peter James Duhig, Esq., at Buchanan Ingersoll &
Rooney PC, in Wilmington, Delaware, serves as the Chapter 15
petitioner's counsel.

Nortel Networks Inc. and 14 affiliates filed separate Chapter 11
petitions (Bankr. D. Del. Case No. 09-10138) on Jan. 14, 2009.
Judge Kevin Gross presides over the case.  James L. Bromley, Esq.,
at Cleary Gottlieb Steen & Hamilton, LLP, in New York, serves as
general bankruptcy counsel; Derek C. Abbott, Esq., at Morris
Nichols Arsht & Tunnell LLP, in Wilmington, serves as Delaware
counsel.  The Chapter 11 Debtors' other professionals are Lazard
Freres & Co. LLC as financial advisors; and Epiq Bankruptcy
Solutions LLC as claims and notice agent.  Fred S. Hodara, Esq.,
at Akin Gump Strauss Hauer & Feld LLP, in New York, and
Christopher M. Samis, Esq., at Richards, Layton & Finger, P.A., in
Wilmington, Delaware, represent the Official Committee of
Unsecured Creditors.

Certain of Nortel's European subsidiaries also made consequential
filings for creditor protection.  On May 28, 2009, at the request
of the Administrators, the Commercial Court of Versailles, France
ordered the commencement of secondary proceedings in respect of
Nortel Networks S.A.  On June 8, 2009, Nortel Networks UK Limited
filed petitions in this Court for recognition of the English
Proceedings as foreign main proceedings under chapter 15 of the
Bankruptcy Code.

Nortel Networks divested off key assets while in Chapter 11.
Nortel has raised $3.2 billion by selling its operations as it
prepares to wind up a two-year liquidation due to insolvency.

In June 2011, Nortel added US$4.5 billion to its cash pile after
agreeing to sell its remaining patent portfolio to Rockstar Bidco
LP, a consortium consisting of Apple Inc., EMC Corporation,
Telefonaktiebolaget LM Ericsson, Microsoft Corp., Research In
Motion Limited, and Sony Corporation.  The consortium defeated a
$900 million stalking horse bid by Google Inc. at an auction.  The
deal closed in July.

Nortel Networks has filed a proposed plan of liquidation in the
U.S. Bankruptcy Court.  The Plan generally provides for full
payment on secured claims with other distributions going in
accordance with the priorities in bankruptcy law.


NORTHCORE TECHNOLOGIES: Launches New Corporate Web Site
-------------------------------------------------------
Northcore Technologies Inc. announced the launch of its new
corporate Web site.

The revised web presence reflects the evolution of the Northcore
corporate vision.  The Web site now includes separate sections on
the Enterprise and Social Commerce product lines, allowing
interested parties to quickly navigate to the area of most
interest.

The Enterprise segment provides detailed information on the
Northcore Asset Management product suite including product
descriptions, case studies and white papers.  This powerful tool
set is in use by some of the world's largest and most successful
corporations, including GE Capital, Kraft Foods and the NACCO
Material Handling Group.

By selecting the Social Commerce path, potential clients can find
information on Northcore's key product offerings in this
burgeoning new domain.  There is additional detail on platforms to
support Group Purchase and collaborative sourcing, as well as
Northcore's patented Dutch Auction process.  These tools represent
the first foray into the second generation of Social Commerce
environments and integrate components to motivate the participants
to "socialize" the sales events through tiered benefits and
proprietary gaming constructs.  There is also a section on
Intellectual Property licensing, expanding on Northcore`s existing
portfolio and willingness to license or collaboratively create new
art.

Other enhancements include an expanded Investor Relations
component and a streamlined interface to allow potential clients
to quickly gain access to relevant product information and connect
with appropriate Northcore sales staff.

The Web site has also been designed to support the current
generation of mobile devices and is optimized for today's most
common wide screen configurations.

"The new website reflects the evolved focus of Northcore," said
Amit Monga, CEO of Northcore Technologies.  "It was important that
we provide our customers, partners and investors with a view into
the exciting new product offerings we can deliver, as well as
progress from a corporate and capital markets perspective."

                          About Northcore

Toronto, Ontario-based Northcore Technologies Inc. (TSX: NTI; OTC
BB: NTLNF) -- http://www.northcore.com/-- provides a Working
Capital Engine(TM) that helps organizations source, manage,
appraise and sell their capital equipment.  Northcore offers its
software solutions and support services to a growing number of
customers in a variety of sectors including financial services,
manufacturing, oil and gas and government.

Northcore owns 50% of GE Asset Manager, LLC, a joint business
venture with GE.  Together, the companies work with leading
organizations around the world to help them liberate more capital
value from their assets.

Northcore reported a net loss for the first quarter of C$574,000.
This compares with a net loss of C$677,000 in the fourth quarter
of 2010.  In the first quarter of 2010, Northcore reported a net
loss of $713,000.

Northcore reported consolidated revenues of C$183,000 for the
first quarter, an increase of 4% over the C$176,000 reported in
the fourth quarter of 2010.  In the same period of 2010, Northcore
reported consolidated revenues of C$150,000.

Certain adverse conditions and events cast substantial doubt upon
the ability of the Company to continue as a going concern, the
Company said in the filing.  "The Company has not yet realized
profitable operations and has relied on non-operational sources of
financing to fund operations."

The Company's balance sheet at June 30, 2011, showed C$1.39
million in total assets, C$1.33 million in total liabilities and
C$61,000 in total shareholders' equity.


NORTHPAK COMPANY: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Northpak Company
        27840 W. Concrete Drive
        Ingleside, IL 60041

Bankruptcy Case No.: 11-39201

Chapter 11 Petition Date: September 27, 2011

Court: U.S. Bankruptcy Court
       Northern District of Illinois (Chicago)

Judge: Jack B. Schmetterer

Debtor's Counsel: Xiaoming Wu, Esq.
                  LEDFORD & WU
                  200 S. Michigan Avenue, Suite 209
                  Chicago, IL 60604
                  Tel: (312) 294-4400
                  E-mail: notice@ledfordwu.com

Scheduled Assets: $127,420

Scheduled Debts: $1,686,234

The Company's list of its 20 largest unsecured creditors filed
with the petition is available for free at:
http://bankrupt.com/misc/ilnb11-39201.pdf

The petition was signed by Franck Hansen, president.


NOWAUTO GROUP: Delays Filing of Annual Report on Form 10-K
----------------------------------------------------------
NowAuto Group, Inc., informed the U.S. Securities and Exchange
Commission that it will be late in filing its annual report on
Form 10-K for the period ended June 30, 2011.  The Company said
delays in starting the annual audit has caused a delay in
preparation of the Form 10-K.

                      About NowAuto Group, Inc.

Phoenix, Ariz.-based NowAuto Group, Inc. (NAUG:PK and NWAU.PK)
operates two buy-here-pay-here used vehicle dealerships in
Arizona.  The Company manages all of its installment finance
contracts and purchases installment finance contracts from a
select number of other independent used vehicle dealerships.

The Company's balance sheet at March 31, 2011, showed $5.02
million in total assets, $14.99 million in total liabilities and a
$9.97 million total stockholders' deficit.

As reported in the Troubled Company Reporter on Oct. 12, 2010,
Semple, Marchal & Cooper, LLP, in Phoenix, Ariz., expressed
substantial doubt about NowAuto Group's ability to continue as a
going concern, following the Company's results for the fiscal year
ended June 30, 2010.  The independent auditors noted that the
Company has suffered recurring losses from operations and has a
net capital deficiency.


OSI RESTAURANT: Settles T-Bird Litigation for $33.3 Million
-----------------------------------------------------------
OSI Restaurant Partners, LLC, and certain of its affiliates,
including Outback Steakhouse of Florida, LLC, entered into a
settlement agreement with T-Bird Nevada, LLC, and certain of its
affiliates to settle certain previously disclosed litigation
matters among OSI, its affiliates, T-Bird and the T-Bird Entities.
Under the terms of the Settlement Agreement:

   -- T-Bird has agreed to pay to OSI the sum of $33,300,000 in
      immediately available funds in full and complete
      satisfaction of the promissory note made by T-Bird that OSI
      purchased from T-Bird's former lender.  The Settlement
      Payment is due within 60 days of the Effective Date, subject
      to T-Bird's right to extend the payment date by up to 60
      days in certain circumstances.

   -- Outback has agreed, subject to OSI's receipt of the
      Settlement Payment, to grant to a T-Bird Entity the right to
      develop and operate, as a franchisee of Outback, Outback
      Steakhouse restaurants in the State of California as set
      forth in a development agreement to be entered into between
      Outback and such T-Bird Entity.  Such right to develop and
      operate Outback Steakhouse restaurants in California is non-
      transferable other than under limited circumstances set
      forth in the Settlement Agreement.

   -- Outback has agreed to waive all rights of first refusal in
      its franchise arrangements with the T-Bird Entities in
      connection with a sale of all, and not less than all, of the
      assets, or at least 75% of the ownership of the T-Bird
      Entities.

   -- OSI has granted the T-Bird Entities the non-transferable
      right to require OSI to acquire all of the equity interests
      in the T-Bird Entities that own Outback Steakhouse
      restaurants and the rights under the Development Agreement
      for cash.  The closing of the Put Right is subject to
      certain conditions including the negotiation of a
      transaction agreement reasonably acceptable to the parties,
      the absence of dissenters rights being exercised by the
      equity owners above a specified level and compliance with
      OSI's debt agreements.  The Put Right is exercisable for a
      one-year period beginning on the date of closing of an
      initial public offering of at least $100 million of shares
      of common stock of OSI or if OSI has not completed an IPO,
      for a period of 60 days after execution by OSI of a
      definitive agreement to sell only the Outback Steakhouse
      brand and all of its company-owned Outback Steakhouse
      restaurants.

   -- If the Put Right is exercised, OSI will pay the T-Bird
      Entities a purchase price equal to a multiple of the T-Bird
      Entities' earnings before interest, taxes, depreciation and
      amortization, subject to certain adjustments, for the
      trailing 12 months, net of  liabilities of the T-Bird
      Entities.  The multiple is equal to 75% of the multiple of
      OSI EBITDA reflected in OSI's stock price or, in a sale of
      the Outback Steakhouse brand, 75% of the multiple of OSI
      EBITDA that OSI is receiving in the sale.  OSI has a one-
      time right to reject the exercise of the Put Right if the
      transaction would be dilutive to the consolidated earnings
      per share of OSI.  In such event, the Put Right is extended
      until the first anniversary of OSI's notice to the T-Bird
      Entities of such rejection.

In addition, the Settlement Agreement includes additional terms
and covenants among the parties, including the agreement by OSI
and T-Bird to release the other from claims related to the
litigation matters subject to the Settlement Agreement.

On Feb. 19, 2009, the Company filed an action in Florida against
T-Bird and its affiliates.  The action seeks payment on a
promissory note made by T-Bird that the Company purchased from T-
Bird's former lender, among other remedies.  The principal balance
on the promissory note, plus accrued and unpaid interest, was
approximately $33,000,000 at the time it was purchased.  On
July 31, 2009, the Court denied T-Bird's motions to dismiss for
lack of personal jurisdiction and improper venue.

                        About OSI Restaurant

OSI Restaurant Partners, Inc., is the #3 operator of casual-dining
spots (behind Darden Restaurants and Brinker International), with
more than 1,400 locations in the U.S. and 20 other countries.  Its
flagship Outback Steakhouse chain boasts more than 950 locations
that serve steak, chicken, and seafood in Australian-themed
surroundings.  OSI also operates the Carrabba's Italian Grill
chain, with about 240 locations.  Other concepts include Bonefish
Grill, Fleming's Prime Steakhouse, and Cheeseburger In Paradise.
Most of the restaurants are company owned.  A group led by
Chairman Chris Sullivan took the company private in 2007.

The Company reported net income of $27.84 million on $3.62 billion
of total revenues for the year ended Dec. 31, 2010, compared with
a net loss of $54.40 million on $3.60 billion of total revenues
during the prior year.

The Company's balance sheet at June 30, 2011, showed $2.38 billion
in total assets, $2.40 billion in total liabilities and a $18.37
million total deficit.


PALM HARBOR: After Sale, Debtor Wants to be Called PHH Liquidation
------------------------------------------------------------------
Palm Harbor Homes Inc. and its debtor-affiliates ask the U.S.
Bankruptcy Court for the District of Delaware for permission to
change their company name to PHH Liquidation Trust, et al.

The Debtors believe that the relief sought herein is appropriate
and necessary to recognize the substantial impact of the sale
order upon the Debtors' Chapter 11 estates, and to avoid any
potential confusion that could arise during the post-closing
period.

A hearing is set for Oct. 21, 2011, at 11:00 a.m., to consider the
Debtors' request.  Objections, if any, are due Oct. 14, 2011.

                       About Palm Harbor Homes

Addison, Texas-based Palm Harbor Homes, Inc. --
http://www.palmharbor.com/-- manufactured and marketed factory-
built homes.  The Company marketed nationwide through vertically
integrated operations, encompassing manufactured and modular
housing, financing and insurance.

Palm Harbor, along with affiliates, filed for Chapter 11
bankruptcy protection (Bankr. D. Del. Lead Case No. 10-13850) on
Nov. 29, 2010.  It disclosed $321,263,000 in total assets and
$280,343,000 in total debts.

Brian Cejka at Alvarez & Marsal is the Debtors' chief
restructuring officer.  Raymond James and Associates, Inc., is the
Debtors' investment banker.  Alvarez & Marshal North America, LLC,
is the Debtors' financial advisor.  BMC Group, Inc., is the
Debtors' claims agent.  Pachulski Stang Ziehl & Jones LLP serves
as counsel to the Official Committee of Unsecured Creditors.

Following a court-approved sale process, Palm Harbor in March 2011
sold its business for $85.25 million to Fleetwood Enterprises
Inc., a venture between Cavco Industries Inc. and a fund advised
by Third Avenue Management LLC.  Fleetwood is providing up to $55
million in secured financing for Palm Harbor's reorganization.


PATIENT SAFETY: Inks Pact to Implement Safety-Sponge System
-----------------------------------------------------------
SurgiCount Medical, Inc., the wholly-owned operating subsidiary of
Patient Safety Technologies, Inc., signed an agreement, effective
Oct. 1, 2011, to implement the SurgiCount Safety-Sponge System in
one of the largest hospital operators in the U.S.  Though the
agreement itself does not call for a minimum number of hospitals,
SurgiCount and the operator are actively planning for the
implementation of the Safety-Sponge System across all of the more
than 130 hospitals that it operates.  Including hospitals already
using the Safety-Sponge System, the addition of these incremental
hospitals is expected to bring the total hospitals using the
SurgiCount Safety-Sponge solution to over 200.

"The implementation of the Safety-Sponge System across this entire
organization will enable a higher standardized quality of care for
all the affiliated hospitals using the solution, and we applaud
their proactive pursuit of improving patient outcomes and reducing
preventable costs," stated Brian E. Stewart, President and CEO of
Patient Safety Technologies, Inc.  "Adding an organization of this
size and caliber also further validates the SurgiCount Safety-
Sponge System as the clear market leader in retained sponge
prevention solutions, and is expected to bring our total number of
user hospitals to more than all other competitive solutions
combined," continued Mr. Stewart.

                  About Patient Safety Technologies

Patient Safety Technologies, Inc. (OTC: PSTX) --
http://www.surgicountmedical.com/-- through its wholly owned
operating subsidiary SurgiCount Medical, Inc., provides the
Safety-Sponge(TM) System, a system designed to improve the
standard of patient care and reduce health care costs by
preventing the occurrence of surgical sponges and other retained
foreign objects from being left inside patients after surgery.
RFOs are among one of the most common surgical errors.

Patient Safety reported net income of $2.00 million on $14.79
million of revenue for the year ended Dec. 31, 2010, compared with
a net loss of $17.53 million on $4.50 million of revenue during
the prior year.

The Company's balance sheet at June 30, 2011, showed $13.29
million in total assets, $3.23 million in total liabilities, all
current, and $10.05 million in total stockholders' equity.

In its March 31, 2010 report, Squar, Milner, Peterson, Miranda &
Williamson, LLP, in San Diego, California, noted that the
Company's significant recurring net losses through Dec. 31,
2009, and significant working capital deficit as of Dec. 31,
2009, raise substantial doubt about the Company's ability to
continue as a going concern.


PCI GAMING: S&P Withdraws 'BB' Issuer Credit Rating on Repayment
----------------------------------------------------------------
Standard & Poor's Ratings Services withdrew its ratings on Atmore,
Ala.-based casino operator PCI Gaming Authority, including its
'BB' issuer credit rating, at the request of the issuer. In
February 2011, the Authority had fully repaid and terminated its
original $160 million credit agreement.


PERFORMANCE TRANSPORTATION: Judge Keeps Suit vs. Truck Makers
-------------------------------------------------------------
Erin Coe at Bankruptcy Law360 reports that U.S. District Judge Sue
L. Robinson on Friday kept intact Performance Transportation
Services Inc.'s proposed class action alleging Mack Trucks Inc.
and other truck makers conspired to maintain Eaton Corp.'s
monopoly power in the market for transmissions used in large
trucks.

According to Law360, Judge Robinson cut Performance Transportation
Chapter 7 Trustee Mark S. Wallach's claim that the defendants,
including Peterbilt Motors Co., Daimler Trucks North America LLC
and Volvo Trucks North America, violated the Clayton Act, but
allowed the plaintiff to proceed with claims.

                   About Performance Transportation

Based in Wayne, Michigan, Performance Transportation Services,
Inc. provided new and use vehicle delivery services in the United
States.  Performance Transportation has facilities in the United
States and Canada.

The Company and its debtor-affiliates filed for Chapter 11
bankruptcy (Bankr. W.D.N.Y. Case No. 07-04746 thru 07-04760) on
Nov. 19, 2007.  When the Debtors filed for protection from their
creditors, they estimated more than $100 million each in assets
and debts.

The Court converted the Debtors' Chapter 11 cases to cases under
Chapter 7 of the Bankruptcy Code, effective as of July 14, 2008.
Mark S. Wallach was appointed as trustee.  Lawyers at Bond,
Schoeneck & King, PLLC, Jones Day, and Hodgson Russ LLP, represent
the Debtors as counsel.


PETROFLOW ENERGY:: Implements Plan and Emerges From Chapter 11
--------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware entered a
confirmation order in respect of the First Amended Joint Chapter
11 Plan of NAPCUS, Prize Petroleum LLC and Petroflow Energy Ltd.
On September 21, 2011, a recognition order was issued under the
Companies' Creditors Arrangement Act, Canada in respect of the
order obtained in the Bankruptcy Court.  The Chapter 11 Plan
became effective September 30, 2011.

In accordance with the Chapter 11 Plan, the financial affairs of
NAPCUS were reorganized, its share capital was restructured, new
capital for operations was raised, the claims of unsecured
creditors of NAPCUS and Petroflow were fully satisfied, existing
equity holders are entitled to a recovery and all securities of
Petroflow were cancelled.  The Chapter 11 Plan facilitates
NAPCUS's going concern business, providing it with sufficient
liquidity and financial resources to effectively implement its
post-emergence business plan.  NAPCUS will continue as a private
corporation.

"The Emergence is a significant step towards maximizing NAPCUS's
go-forward value.  As set forth in our Chapter 11 Plan, all claims
were satisfied in full or settled, and NAPCUS emerges with no
debt, sufficient capital, approximately 9,000 HBP acres as well as
other drilling opportunities," said NAPCUS's President & CEO,
Richard Menchaca.  Menchaca added, "NAPCUS hopes to begin to
capitalize on its drilling opportunities by spudding its first
well in December."

NAPCUS is also pleased to announce its new Board of Directors:
Fred Zeidman, the Chairman of the Board, Cecil Schenker, Don
Rowden, Johnston Cairns and Richard Menchaca.

As a result of the reorganization in accordance with the Chapter
11 Plan, NAPCUS became a reporting issuer in Alberta, British
Columbia and Ontario.  NAPCUS intends to immediately make
application to the securities commissions in each of those
Provinces to cease being a reporting issuer.

                    About Petroflow Energy

Based in Denver, Colorado, Petroflow Energy Ltd. filed for Chapter
11 bankruptcy protection on Aug. 20, 2010 (Bankr. D. Del. Case No.
10-12608).  Domenic E. Pacitti, Esq., at Klehr Harrison Harvey
Branzburg LLP, represents the Debtor as its Delaware counsel.
Kirkland & Ellis LLP serves as bankruptcy counsel.  Kinetic
Advisors LLC serves as restructuring advisor.  Epiq Bankruptcy
Solutions serves as claims and notice agent.  The Debtor estimated
both assets and debts of between $100 million and $500 million

Petroflow sought recognition of the U.S. chapter 11 proceedings
from the Alberta Court of Queen's Bench under the Companies'
Creditors Arrangement Act in Canada, and had its chapter 11 case
jointly administered with those of its two chapter 11 debtor
affiliates under the caption "In re North American Petroleum
Corporation USA, Case # 10-11707 (CSS)."

Petroflow Energy is the parent of Denver, Colorado-based North
American Petroleum Corp. USA and Prize Petroleum Corp.  North
American Petroleum and Prize Petroleum filed for Chapter 11
bankruptcy protection on May 25, 2010 (Bankr. D. Del. Case Nos.
10-11707 and 10-11708).  North American estimated its assets and
debts at $100 million to $500 million as of the Petition Date.


PIER 39: Case Summary & 2 Largest Unsecured Creditors
-----------------------------------------------------
Debtor: Pier 39, LLC
        61679 Brompton Road
        South Bend, IN 46614

Bankruptcy Case No.: 11-33733

Chapter 11 Petition Date: September 26, 2011

Court: U.S. Bankruptcy Court
       Northern District of Indiana (South Bend Division)

Judge: Harry C. Dees, Jr.

Debtor's Counsel: Edward P. Benchik, Esq.
                  SHEDLAK & BENCHIK LAW FIRM LLP
                  402 West Washington Street, Suite 200
                  South Bend, IN 46601
                  Tel: (574) 233-7701
                  Fax: (574) 233-7721
                  E-mail: epb@sandblawfirm.com

Scheduled Assets: $1,750,000

Scheduled Debts: $1,939,011

The Company's list of its two largest unsecured creditors filed
with the petition is available for free at:
http://bankrupt.com/misc/innb11-33733.pdf

The petition was signed by Talib Always, president.


PJCOMN ACQUISITION: Papa John's Franchisee Files in Baltimore
-------------------------------------------------------------
PJCOMN Acquisition Corp. filed a Chapter 11 petition (Bankr. D.
Md. Case No. 11-29380) on Sept. 27 in Baltimore, one day after the
secured lender had a receiver appointed who froze the payroll and
operating accounts.  The Baltimore-based company traces its
problems to 2007 when it purchased 72 stores, financed with a
$9 million loan from General Electric Capital Corp.

According to the report, PJCOMN alleges that Papa John's
International Inc. "materially misled" it by failing to disclose
"material adverse conditions."  Specifically, PJCOMN contends
there were $1.2 million in disclosed tax assessments and $700,000
of undisclosed other liabilities.

Mr. Rochelle discloses that PJCOMN also says it was sold defective
dough.  The claims are the subject of a lawsuit the company
already filed in state court in Minnesota.

The Company failed to make payments due in May to Stamford,
Connecticut-based GECC. The lender is currently owed $7.7 million.


PJCOMN ACQUISITION: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------------
Debtor: PJCOMN Acquisition Corporation
          dba Papa John's
        1050 Hull Street, Suite 100
        Baltimore, MD 21230

Bankruptcy Case No.: 11-29380

Chapter 11 Petition Date: September 27, 2011

Court: U.S. Bankruptcy Court
       District of Maryland (Baltimore)

Judge: Robert A. Gordon

Debtor's Counsel: Lawrence Joseph Yumkas, Esq.
                  LOGAN, YUMKAS, VIDMAR & SWEENEY, LLC
                  2530 Riva Road, Suite 400
                  Annapolis, MD 21401
                  Tel: (443) 569-0758
                  Fax: (410) 571-2798
                  E-mail: lyumkas@loganyumkas.com

Estimated Assets: $0 to $50,000

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/mdb11-29380.pdf

The petition was signed by H. Clifford Harris, president.


PRECISION OPTICS: Incurs $1.05-Mil. Net Loss in Fiscal 2011
-----------------------------------------------------------
Precision Optics Corporation, Inc., filed with the U.S. Securities
and Exchange Commission its annual report on Form 10-K, reporting
a net loss of $1.05 million on $2.24 million of revenue for the
fiscal year ended June 30, 2011, compared with a net loss of
$660,882 on $3.09 million of revenue during the prior year.

The Company's balance sheet at June 30, 2011, showed $1.12 million
in total assets, $2.31 million in total liabilities, all current,
and a $1.19 million total stockholders' deficit.

As reported in the TCR on Sept. 27, 2010, Stowe & Degon LLC, in
Westborough, Mass., expressed substantial doubt about Precision
Optics' ability to continue as a going concern, following the
Company's results for the fiscal year ended June 30, 2010.  The
independent auditors noted that the Company has suffered recurring
net losses and negative cash flows from operations.

Stowe & Degon's 2011 report did not include a going concern
qualification.

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

                        http://is.gd/2uCt8C

                       About Precision Optics

Headquartered in Gardner, Massachusetts, Precision Optics
Corporation, Inc., has been a developer and manufacturer of
advanced optical instruments since 1982.  The Company designs and
produces high-quality micro-optics, medical instruments and other
advanced optical systems.  The Company's medical instrumentation
line includes laparoscopes, arthroscopes and endocouplers and a
world-class product line of 3-D endoscopes for use in minimally
invasive surgical procedures.


PRESIDENTIAL REALTY: Has Net Assets of $4.4-Mil. as of June 30
--------------------------------------------------------------
Presidential Realty Corporation filed its quarterly report on Form
10-Q for the three months ended June 30, 2011.  The quarterly
report for the second quarter of 2010 did not include a
consolidated statement of operations and a consolidated statement
of cash flows.  Only the consolidated statement of net assets
(liquidation basis) as of June 30, 2011, and the consolidated
statement of changes in net assets (liquidation basis) for the six
months ended June 30, 2011, were presented.

In addition, the account balances of the Hato Rey Partnership,
which were 100% consolidated in the financial statements of the
Company at Dec. 31, 2010, are not consolidated in net assets.

The Company's consolidated statement of net assets as of June 30,
2011, showed $8.1 million in total assets, $3.7 million in total
liabilities, and net assets of $4.4 million.

All of the Company's assets have been stated at their estimated
net realizable value and are based on current contracts, estimates
and other indications of sales value net of estimated selling
costs.  All liabilities of the Company, including those estimated
costs associated with implementing the Plan of Liquidation, have
been stated at their estimated settlement amounts.

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

                       http://is.gd/UtiINv

Headquartered in White Plains, New York, Presidential Realty
Corporation, a real estate investment trust, is engaged
principally in the ownership of income-producing real estate and
in the holding of notes and mortgages secured by real estate or
interests in real estate.  On Jan. 20, 2011, Presidential
stockholders approved a plan of liquidation, which provides for
the sale of all of the Company's assets over time and the
distribution of the net proceeds of sale to the stockholders after
satisfaction of the Company's liabilities.


PROQUEST LLC: S&P Cuts Corp. Credit Rating to 'B-'; Outlook Neg.
---------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on Ann
Arbor, Mich.-based ProQuest LLC to 'B-' from 'B'. "We also lowered
our rating on the company's first-lien term loan and revolver to
'B+' from 'BB-' (the recovery rating remains '1', indicating our
expectation of very high recovery (90%-100%) in the event of a
default). In addition, we lowered the rating on the company'
second-lien term loan to 'B-' from B (the recovery rating remains
'5', indicating our expectation of modest recovery (10%-30%) in
the event of a default). Also, we lowered the rating on the
company's unsecured notes to 'B-' from 'B' (the recovery rating
remains '4', indicating our expectation of average recovery
(30%-50%) in the event of default)," S&P said.

The rating outlook is negative.

"The 'B-' corporate credit rating reflects our view that operating
performance will likely remain weak over the intermediate term,
which could result in tight covenant compliance and deteriorating
credit measures," said Standard & Poor's credit analyst Chris
Valentine. "Under our base case assumption of an EBITDA decline in
2011, the margin of compliance will narrow substantially by
early 2012. We believe the company may need to amend its financial
covenants in early- to mid-2012 to ensure covenant compliance."

ProQuest is a content provider to more than 12,000 academic,
government, corporate, and public libraries. The company converts
proprietary information from publishers into electronically
accessible databases. ProQuest's end markets are relatively mature
and growth is likely to require acquisitions and
product/geographical expansion, which entail significant risk.

In the quarter ended June 30, 2011, ProQuest's revenue increased
12% year over year, primarily from acquisitions. Organic revenue
declined 1% as a decline in spending by corporate and public
libraries largely offset growth in spending by academic research
libraries. Despite modest revenue declines, quarterly EBITDA
declined at a high-30% range year over year because of higher
technology platform costs and employee expenses. As a result,
ProQuest's EBITDA margin fell to the mid-teen percentage area for
the 12 months ended June 30, 2011, down from high-teen percentage
in the prior-year period. "We currently expect very modest
improvement in the EBITDA margin in 2012, and we don't expect the
EBITDA margin to approach the historical range again until 2013,"
S&P said.

The negative outlook reflects Standard & Poor's expectation that
ProQuest's credit metrics will likely be weak over the
intermediate term because of delays and additional costs in
implementing its technology platform. "We could lower the rating
if we become convinced that ongoing delays with technology
migration will lead to a covenant violation. We could also lower
the rating if we become convinced that economic weakness will lead
to budgetary pressure on customers and impact Proquest's revenue
stream. We would consider revising the outlook back to stable if
the company can reestablish an appropriate margin of compliance
with financial covenants of more than 15% over the intermediate
term, and when the cost pressures associated with technology
platform investment substantially subsides," S&P said.


PROSPECT STREET: Voluntary Chapter 11 Case Summary
--------------------------------------------------
Debtor: Prospect Street Homes LLC
        c/o Keith Emry
        5520 2nd Avenue NW
        Seattle, WA 98107

Bankruptcy Case No.: 11-21506

Chapter 11 Petition Date: September 29, 2011

Court: U.S. Bankruptcy Court
       Western District of Washington (Seattle)

Judge: Marc Barreca

Debtor's Counsel: Sten E. Sorby, Esq.
                  LAW OFFICE OF STEN E. SORBY
                  4011 Wallingford Avenue N, Suite B
                  Seattle, WA 98103
                  Tel: (206) 547-1003
                  E-mail: sten@stensorbylaw.com

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

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

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

The petition was signed by Keith Emry, member.


QUICK-MED TECHNOLOGIES: Incurs $2.3-Mil. Net Loss in Fiscal 2011
----------------------------------------------------------------
Quick-Med Technologies, Inc., filed with the U.S. Securities and
Exchange Commission its annual report on Form 10-K, reporting a
net loss of $2.30 million on $1.04 million of revenue for the
fiscal year ended June 30, 2011, compared with a net loss of
$3.55 million on $993,943 of revenue during the prior year.

The Company's balance sheet at June 30, 2011, showed $1.64 million
in total assets, $8.09 million in total liabilities and a $6.45
million total stockholders' deficit.

Daszkal Bolton LLP, in Boca Raton, Florida, expressed substantial
doubt about the Company's ability to continue as a going concern.
The independent auditors noted that the Company has experienced
recurring losses and negative cash flows from operations for the
years ended June 30, 2011, and 2010, and has a net capital
deficiency.

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

                        http://is.gd/Rjqjlq

                         About Quick-Med

Gainesville, Fla.-based Quick-Med Technologies, Inc., is a life
sciences company focused on developing proprietary, broad-based
technologies in the consumer and healthcare markets.


RALEIGH HARDWARE: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Raleigh Hardware Co.
        P.O. Box 576
        Mabscott, WV 25871

Bankruptcy Case No.: 11-50213

Chapter 11 Petition Date: September 29, 2011

Court: U.S. Bankruptcy Court
       Southern District of West Virginia (Beckley)

Judge: Ronald G. Pearson

Debtor's Counsel: Joseph W. Caldwell, Esq.
                  CALDWELL & RIFFEE
                  P.O. Box 4427
                  Charleston, WV 25364-4427
                  Tel: (304) 925-2100
                  Fax: (304) 925-2193
                  E-mail: jcaldwell@caldwellandriffee.com

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

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

The Company's list of its 20 largest unsecured creditors filed
with the petition is available for free at:
http://bankrupt.com/misc/wvsb11-50213.pdf

The petition was signed by Lourn M. Boyce, Jr., president.


RAPTOR TECHNOLOGY: Posts $833,100 Net Loss in Second Quarter
------------------------------------------------------------
Raptor Technology Group, Inc., filed its quarterly report,
reporting a net loss of $833,108 on $335,351 of revenues for the
three months ended June 30, 2011, compared with a net loss of
$197,812 on $14,887 of revenues for the same period of 2010.

For the nine months ended June 30, 2011, the Company had a net
loss of $1.1 million on $355,574 of revenues, compared with a net
loss of $415,043 on $38,341 of revenues for the same period last
year.

The Company's balance sheet at June 30, 2011, showed $3.3 million
in total assets, $3.8 million in total liabilities, and a
stockholders' deficit of $90,931.

During the six months ended June 30, 2011, the Company incurred a
loss of $1,134,632 and as of June 30, 2011, the Company had a
working capital deficit of $653,452.  "These and other factors
raise doubt about the Company's ability to continue as a going
concern." the Company said in the filing.

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

                       http://is.gd/crXyxQ

Raptor Technology Group, Inc., headquartered in Groveland,
Florida, currently manufactures multi-feedstock biodiesel
production facilities, specializing in modular system packages.


REALOGY CORP: Bank Debt Trades at 10% Off in Secondary Market
-------------------------------------------------------------
Participations in a syndicated loan under which Realogy Corp. is a
borrower traded in the secondary market at 90.13 cents-on-the-
dollar during the week ended Friday, Sept. 30, 2011, a drop of
0.53 percentage points from the previous week according to data
compiled by Loan Pricing Corp. and reported in The Wall Street
Journal.  The Company pays 300 basis points above LIBOR to borrow
under the facility.  The bank loan matures on Sept. 30, 2013, and
carries Moody's 'B1' rating and Standard & Poor's 'B-' rating.
The loan is one of the biggest gainers and losers among 110 widely
quoted syndicated loans with five or more bids in secondary
trading for the week ended Friday.

                       About Realogy Corp.

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

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

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

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

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

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


REALOGY CORP: Bank Debt Trades at 19% Off in Secondary Market
-------------------------------------------------------------
Participations in a syndicated loan under which Realogy Corp. is a
borrower traded in the secondary market at 81.29 cents-on-the-
dollar during the week ended Friday, Sept. 30, 2011, a drop of
0.71 percentage points from the previous week according to data
compiled by Loan Pricing Corp. and reported in The Wall Street
Journal.  The Company pays 425 basis points above LIBOR to borrow
under the facility.  The bank loan matures on Oct. 10, 2016, and
carries Moody's 'B1' rating and Standard & Poor's 'B-' rating.
The loan is one of the biggest gainers and losers among 110 widely
quoted syndicated loans with five or more bids in secondary
trading for the week ended Friday.

                       About Realogy Corp.

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

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

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

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

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

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


ROGER WILLIAMS: S&P Affirms 'BB-' Rating on $12.7-Mil. Bonds
------------------------------------------------------------
Standard & Poor's Ratings Services revised its outlook to stable
from negative and affirmed its 'BB-' rating on Rhode Island Health
& Educational Building Corp.'s remaining $12.7 million series 1998
revenue bonds, issued for Roger Williams Medical Center.

"We changed the outlook based on our belief that management has
effectively implemented its plan of efficiencies in recent years,
with results through the 10 months of fiscal 2011 reflecting
revenue growth, an improved operating margin, and a modest
increase in liquidity," said Standard & Poor's credit analyst
Jennifer Soule. "However, we believe that Roger Williams' current
financial profile and business risks are consistent with the
current rating and are not indicative of a higher rating."

In June 2010, Standard & Poor's lowered the rating on Roger
Williams' bonds to 'BB-' from 'BB', with a negative outlook. The
downgrade was based on the hospital's declining volumes and
revenues in fiscal 2010, in combination with its light liquidity
for the rating and uncertainty tied to looming Medicaid cuts and
poor economic conditions. "Through the interim period ended July
31, 2011, we believe Roger Williams' operating performance was
more stable and that its remaining business risks are reflective
of the current rating. In addition, we feel it will be challenging
for the organization to further expand its revenue base and market
position over the near term given various economic and competitive
pressures in its region," S&P said.

Roger Williams Medical Center operates a 220-licensed-bed acute-
care hospital in Providence.


SAAB AUTOMOBILE: Parent Inks Deal to Sell Spyker to North Street
----------------------------------------------------------------
Pete Brush at Bankruptcy Law360 reports that Swedish Automobile
NV, which checked its Saab Automobile AB unit into Swedish
insolvency proceedings this month, said Thursday that it had a
tentative deal to sell its Spyker performance car business to
private equity firm North Street Capital LP for $44 million.

Swedish Automobile said the Spyker assets are pledged to Tenaci
Capital BV, an investment company created by Spyker CEO Victor
Muller, a Dutch tycoon, and any proceeds from the sale would be
used to redeem debt owed to Tenaci, according to Law360.

                      About Saab Automobile

Saab Automobile AB is a Swedish car manufacturer owned by Dutch
automobile manufacturer Swedish Automobile NV, formerly Spyker
Cars
NV.

In early September 2011, two unions, representing managers and
administrative employees, asked Vaenersborg District Court in
Sweden to put the carmaker into bankruptcy .

The court on Sept. 9 rejected Saab's petition for protection from
creditors.  The tribunal said on its Web site that Saab filed the
appeal on the Sept. 9 decision.

Saab has sought creditor protection to give it time until a
promised investment of EUR245 million from car firms Pangda
Automobile Trade Co. Ltd. and Zhejiang Youngman Lotus Automobile
gets the nod from Chinese authorities.

Saab on Sept. 19 said it has arranged EUR70 million (US$96
million) in bridge financing with the help of a Chinese guarantee.

Swedish Automobile N.V. disclosed that Saab Automobile AB and its
subsidiaries Saab Automobile Powertrain AB and Saab Automobile
ToolsAB received approval for their proposal for voluntary
reorganization from the Court of Appeal in Gothenburg,
Sweden on on Sept. 20.  The purpose of the voluntary
reorganization process is to secure short-term stability while
simultaneously attracting additional funding, pending the inflow
of the equity contributions by Pang Da and Youngman.

The Swedish Company Reorganization Act says that an application
shall not be approved unless there is reasonable cause to assume
that the purpose of the reorganization will be achieved.  In the
Sept. 20 decision, the Court of Appeal has found that such
conditions exist, thereby overturning an earlier ruling by the
District Court inV„nersborg, Sweden.

As a consequence of the Court of Appeal ruling, Saab Automobile
will request for the bankruptcy filings by unions IF Metall,
Unionen and Ledarna to be cancelled.


SAGITTARIUS RESTAURANTS: S&P Affirms 'B' Corporate Credit Rating
----------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'B' corporate
credit rating on Lake Forest, Calif.-based Sagittarius Restaurants
LLC. The rating outlook is stable.

"At the same time, we raised the issue-level rating on the
company's secured credit facilities to 'B+' (one notch above the
corporate credit rating) from 'B'. We revised the recovery rating
to '2' from '3'. The '2' recovery rating indicates our expectation
for substantial (70% to 90%) recovery in the event of a payment
default," S&P said.

"The ratings reflect our expectation that credit metrics will
remain commensurate with current levels," said Standard & Poor's
credit analyst Andy Sookram, "because benefits from menu
promotions and new products offerings will partly offset higher
commodity costs." "We also believe the company will continue to
use excess cash flows to reduce debt, which would enable it to
maintain adequate cushion under financial covenants."


SAN MARINO: Declares Bankruptcy Before Jury Returns With Damages
----------------------------------------------------------------
An uninsured skilled nursing home operator was found liable of
abusing an elderly resident.  After the jury returned a verdict
that would have led to a $1.5 million liability and an expected
punitive damage verdict in the range of $20 million soon to
follow, Erwin Cablayan, shareholder of San Marino Manor, Inc.,
cavalierly advised the trial court that San Marino Manor had filed
bankruptcy.

San Marino Manor Inc. shareholder Erwin Cablayan and their legal
team repeatedly attempted to stave off litigation by telling us he
runs the nursing home without insurance," says Long Beach elder
abuse attorney Stephen M. Garcia of Garcia, Artigliere & Shadrack.

"We have been tracking for about three to four months how they
began transferring assets to a shell corporation, which put Erwin
Cablayan's son Kevin Cablayan ostensibly in charge," Garcia said.
"As if they had not already abused Mrs. Angelo enough, now they
are going to try to defraud their way out of responsibility for
abusing elders."

Garcia continues, "I've known since Day One that the Cablayans, as
shareholders of Coordinated Care, would refuse to pay any verdict.
They seemed to believe that this would cause us to dismiss the
case and allow them to go on their merry way.  They were wrong.
The jury very clearly confirmed the abuse of our client Mrs.
Angelo.  And, quite candidly, we will not rest until justice is
obtained for Mrs. Angelo and abusive corporations, such as San
Marino Manor, with indifferent shareholders, such as the
Cablayans, are put out of business."

Reyes C. Angelo vs. Coordinated Care Center, Inc. dba San Marino
Manor and DOES 1 through 250, inclusive (Case No. 6C038713) was
heard in Superior Court of the State of California, Northeast
Division.

Angelo's death on March 16, 2006, was referred by an investigator
to the Los Angeles County Coroner's office as a suspicious death.
The coroner found her death to be caused by infection of
accumulated pressure sores.

Angelo entered San Marino Manor Jan. 1, 2003 as ambulatory, well-
nourished, and able to feed herself.  On Oct. 19, 2005, she was
brought to the hospital for a stroke and subsequently fell and
fractured her shoulder.  On Oct. 24, 2005, Angelo was readmitted
to San Marino Manor.

Within the following months, Angelo developed more than 10
pressure sores on her toes, hips, lower buttocks, inner thighs,
inner buttocks, and coccyx, with more than half of them Stage IV
pressure sores.  Many of the sores became black and necrotic, and
later were found to be infected with MRSA.

The pressure sores were in places easily hidden from the family by
bandages and clothing.  Laboratory results indicating malnutrition
and dehydration were also never revealed to the family.

It was not until Jan. 20, 2006, when Angelo's daughter found
Angelo sitting in a wheelchair over a puddle of urine and in a
urine-soaked diaper with fecal matter with her bandages saturated,
that the family realized Angelo's medical condition.

At the family's insistence, Angelo was transferred on Jan. 21,
2006 to the hospital.  A staff person rode with Angelo, bringing
her medical records with her.  Upon returning to San Marino Manor,
Angelo's medical records were rewritten and adapted to cover the
lack of care Angelo had received.

For example, the records that went to the hospital demonstrated
that Angelo did not receive numerous doses of diabetic insulin she
was prescribed.  In the nursing home's copy of medical records,
all of the doses were filled in.

The admitting doctor at the hospital noted Angelo's condition,
including extensive pressure sores, many of which were infected
and black and necrotic, and that they indicated that she had been
left to lie on her side for long periods of time.  He also noted
that Angelo was suffering from diarrhea, vomiting, and
malnutrition.

Coordinated Care Company, Inc., the parent company of San Marino
Manor, is headquartered in San Diego, Calif.  It is owned by Erwin
Cablayan, who also owns the Bradley Gardens in San Jacinto in
Riverside; Senior Day Centre of Hemet Valley and Cherry Valley
Healthcare Management Center in San Marcos; Bradley Court
Convalescent Center in El Cajon; and Tri Care Center, Inc.,
headquartered in San Diego.  In Colorado, Erwin Cablayan also owns
Aspen Siesta, also known as Coordinated Health Center.

"Right now all I want is another opportunity to stop abusive
practices in skilled nursing facilities in which the Cablayans are
shareholders," says Garcia.


SANITARY AND IMPROVEMENT: Voluntary Chapter 9 Case Summary
----------------------------------------------------------
Debtor: Sanitary and Improvement District No. 258 of Sarpy County,
        Nebraska
        2120 S. 72 Street, Suite 1200
        Omaha, NE 68124
        Tel: (402) 391-6777

Bankruptcy Case No.: 11-82460

Chapter 9 Petition Date: September 29, 2011

Court: U.S. Bankruptcy Court
       District of Nebraska (Omaha Office)

Debtor's Counsel: Martin P. Pelster, Esq.
                  CROKER, HUCK, KASHER, DEWITT, ANDERSON
                  2120 So. 72nd Street, Suite 1200
                  Omaha, NE 68124
                  Tel: (402) 391-6777
                  Fax: (402) 390-9221
                  E-mail: mpelster@crokerlaw.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 Paul S. McCune, chairman ? board of
trustees.


SEARCHMEDIA HOLDINGS: Posts $684,000 Income in Half-Year 2011
-------------------------------------------------------------
SearchMedia Holdings Limited reported net income of US$684,000 on
US$28.31 million of advertising service revenues for the six
months ended June 30, 2011, compared with net income of US$3.46
million on US$20.70 million of advertising service revenues for
the same period during the prior year.

The Company's balance sheet at June 30, 2011, showed
US$95.46 million in total assets, US$93.93 million in total
liabilities and US$1.53 million in total shareholders' equity.

Paul Conway, chief executive officer of SearchMedia, remarked, "We
are pleased to achieve year-over-year revenue growth of 36.7% to
$28.3 million and net income of $0.7 million for the first half of
2011 driven by revenue growth across all business segments.  This
period's profitability and strong performance is an important
milestone for SearchMedia.  Operationally, we have installed a
highly scalable business model with the infrastructure and network
in place to support a larger revenue, client and concession base.
As our business grows, we expect margins to strengthen through
operational efficiencies.  From a competitive standpoint, we are
well-positioned to capture the compelling market opportunities
within China's advertising market with an established nationwide
media presence.  We also recently hired Johnny Lo, an outdoor
industry veteran, as our Chief Operating Officer to better manage
our operations, concession and advertising pipeline.  Overall, we
are pleased to have built a solid foundation to grow from and look
forward to delivering strong, sustainable growth to shareholders
moving forward."

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

                         About SearchMedia

SearchMedia is a leading nationwide multi-platform media company
and one of the largest operators of integrated outdoor billboard
and in-elevator advertising networks in China.  SearchMedia
operates a network of high-impact billboards and one of China's
largest networks of in-elevator advertisement panels in 50 cities
throughout China.  Additionally, SearchMedia operates a network of
large-format light boxes in concourses of eleven major subway
lines in Shanghai.  SearchMedia's core outdoor billboard and in-
elevator platforms are complemented by its subway advertising
platform, which together enable it to provide a multi-platform,
"one-stop shop" services for its local, national and international
advertising clients.

Marcum Bernstein & Pinchuk LLP, in New York, expressed substantial
doubt about SearchMedia Holdings' ability to continue as a going
concern.  The independent auditors noted that the Company has
suffered recurring net losses from operations and has a working
capital deficiency.

The Company reported a net loss of $46.6 million on $49.0 million
of revenues for 2010, compared with a net loss of $22.6 million on
$37.7 million of revenues for 2009.


SOLYNDRA LLC: DOE Admits Funding Despite Shortages
--------------------------------------------------
Alex Ortolani at Bankruptcy Law360 reports that the U.S.
Department of Energy acknowledged Thursday that it kept taxpayer
money flowing to now-bankrupt solar panel maker Solyndra Inc. by
tweaking the terms of a $535 million government stimulus loan to
prevent the company from defaulting.

Law360 relates that department spokesman Damien LaVera said
Solyndra was unable to set aside $5 million in a reserve fund in
December to stay in compliance with the terms of its government
loan, so the Energy Department restructured the agreement.

                        About Solyndra LLC

Founded in 2005, Solyndra LLC is a U.S. manufacturer of solar
photovoltaic solar power systems specifically designed for large
commercial and industrial rooftops and for certain shaded
agriculture applications.  The Company had approximately 968 full
time employees and 211 temporary employees.  Solyndra has sold
more than 500,000 of its panels since 2008 and generated
cumulative sales of over $250 million.

Fremont, California-based Solyndra and affiliate 360 Degree Solar
Holdings Inc. sought Chapter 11 bankruptcy protection (Bankr. D.
Del. Lead Case No. 11-12799) on Sept. 6, 2011.  Solyndra is at
least the third solar company to seek court protection from
creditors since August 2011.

Solyndra owed secured lenders $783.8 million, including
$527.8 million to the U.S. government pursuant to a federal loan
guarantee, and held assets valued at $859 million as of the
Petition date.  The U.S. Federal Financing Bank, owned by the U.S.
Treasury Department, is the Company's biggest lender.

In the Chapter 11 cases, the Debtors are pursuing a two-pronged
strategy to effectuate either a sale of their business to a
"turnkey" buyer who may acquire substantially all of Solyndra's
assets or, if the Debtors are unable to identify any such
potential buyers, an orderly liquidation of the Debtors' assets
for the benefit of their creditors.

Judge Mary F. Walrath presides over the Debtors' cases.  The
Debtors are represented by Pachulski Stang Ziehl & Jones LLP as
legal adviser.  AlixPartners LLP serves as noticing claims and
balloting agent.  Imperial Capital LLC serves as the company's
investment banker and financial adviser.  The Debtors also tapped
former Massachusetts Governor William F. Weld, now with the law
firm McDermott Will & Emery, to represent the company in
government investigations and related litigation.

Roberta A. DeAngelis, U.S. Trustee for Region 3, appointed seven
unsecured creditors to serve on the Official Committee of
Unsecured Creditors of Solyndra LLC.


SOLYNDRA LLC: U.S. Trustee Seeks to Oust Management
---------------------------------------------------
The U.S. Trustee is seeking to the appointment of a Chapter 11
trustee because Solyndra LLC's top management is refusing to
answer questions about its finances and operations.

According to The Wall Street Journal, the Justice Department said
while it "alleges no specific wrongdoing . . . the inability or
refusal of the corporate officers to answer material questions"
establishes the need for a trustee to oversee the company as it
works its way through bankruptcy proceedings.

The DOJ does not allege any wrongdoing by Solyndra's executives,
but said their decision to invoke their Fifth Amendment rights as
a reason not to report the reasons for the company's bankruptcy
makes it necessary for a trustee to take control, according to
Kaitlin Ugolik at Bankruptcy Law360.

                        About Solyndra LLC

Founded in 2005, Solyndra LLC is a U.S. manufacturer of solar
photovoltaic solar power systems specifically designed for large
commercial and industrial rooftops and for certain shaded
agriculture applications.  The Company had approximately 968 full
time employees and 211 temporary employees.  Solyndra has sold
more than 500,000 of its panels since 2008 and generated
cumulative sales of over $250 million.

Fremont, California-based Solyndra and affiliate 360 Degree Solar
Holdings Inc. sought Chapter 11 bankruptcy protection (Bankr. D.
Del. Lead Case No. 11-12799) on Sept. 6, 2011.  Solyndra is at
least the third solar company to seek court protection from
creditors since August 2011.

Solyndra owed secured lenders $783.8 million, including
$527.8 million to the U.S. government pursuant to a federal loan
guarantee, and held assets valued at $859 million as of the
Petition date.  The U.S. Federal Financing Bank, owned by the U.S.
Treasury Department, is the Company's biggest lender.

In the Chapter 11 cases, the Debtors are pursuing a two-pronged
strategy to effectuate either a sale of their business to a
"turnkey" buyer who may acquire substantially all of Solyndra's
assets or, if the Debtors are unable to identify any such
potential buyers, an orderly liquidation of the Debtors' assets
for the benefit of their creditors.

Judge Mary F. Walrath presides over the Debtors' cases.  The
Debtors are represented by Pachulski Stang Ziehl & Jones LLP as
legal adviser.  AlixPartners LLP serves as noticing claims and
balloting agent.  Imperial Capital LLC serves as the company's
investment banker and financial adviser.  The Debtors also tapped
former Massachusetts Governor William F. Weld, now with the law
firm McDermott Will & Emery, to represent the company in
government investigations and related litigation.

Roberta A. DeAngelis, U.S. Trustee for Region 3, appointed seven
unsecured creditors to serve on the Official Committee of
Unsecured Creditors of Solyndra LLC.


SOLYNDRA LLC: AlixPartners OK'd as Noticing and Claims Agent
------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware authorized
Solyndra LLC, et al., to employ AlixPartners, LLP as noticing,
claims and balloting agent.

As reported in the Troubled Company Reporter on Sept. 21, 2011,
AlixPartners will render these services:

   -- receive and process all proofs of claim and maintain the
      claims register;

   -- track all claims transfers and update ownership of claims
      in the claims register accordingly;

   -- provide both the Company and its counsel access to the
      claims database system; and

   -- file monthly claims register with the Court.

On request of the Debtors, AlixPartners will also render these
services:

   -- assist with preparation for a potential bankruptcy filing
      under Chapter 11 of the United States Bankruptcy Code;

   -- assist with developing the complete notice database system
      to inform all potential creditors as to the filing of the
      case and the bar date notice;

   -- process and mail all notices including the initial
      bankruptcy notices and bar date notice;

   -- provide all voting ballots to necessary parties, quantify
      the ballot results and provide a final report to the
      Bankruptcy Court;

   -- be available for testimony such as results of balloting;

   -- prepare creditors matrix listing all potential creditors;

   -- develop and host a case website including a secure document
      room for legal and transactional diligence as necessary;
      and

   -- assist with such other matters as may be requested that
      fall within AlixPartners' expertise and that are mutually
      agreeable.

The Debtors will pay AlixPartners based on these hourly rates:

      Clerical                                $40 -  $60
      Project Specialist                      $75 - $125
      Case Manager                           $130 - $185
      IT Programming Consultant              $140 - $190
      Consultant                             $190 - $225
      Senior Consultant                      $250 - $295

The Debtors will also pay AlixPartners for case management and
website-related services in an hourly basis.

                        About Solyndra LLC

Founded in 2005, Solyndra LLC is a U.S. manufacturer of solar
photovoltaic solar power systems specifically designed for large
commercial and industrial rooftops and for certain shaded
agriculture applications.  The Company had approximately 968 full
time employees and 211 temporary employees.  Solyndra has sold
more than 500,000 of its panels since 2008 and generated
cumulative sales of over $250 million.

Fremont, California-based Solyndra and affiliate 360 Degree Solar
Holdings Inc. sought Chapter 11 bankruptcy protection (Bankr. D.
Del. Lead Case No. 11-12799) on Sept. 6, 2011.  Solyndra is at
least the third solar company to seek court protection from
creditors since August 2011.

Solyndra owed secured lenders $783.8 million, including
$527.8 million to the U.S. government pursuant to a federal loan
guarantee, and held assets valued at $859 million as of the
Petition date.  The U.S. Federal Financing Bank, owned by the U.S.
Treasury Department, is the Company's biggest lender.

In the Chapter 11 cases, the Debtors are pursuing a two-pronged
strategy to effectuate either a sale of their business to a
"turnkey" buyer who may acquire substantially all of Solyndra's
assets or, if the Debtors are unable to identify any such
potential buyers, an orderly liquidation of the Debtors' assets
for the benefit of their creditors.

Judge Mary F. Walrath presides over the Debtors' cases.  The
Debtors are represented by Pachulski Stang Ziehl & Jones LLP as
legal adviser.  AlixPartners LLP serves as noticing claims and
balloting agent.  Imperial Capital LLC serves as the company's
investment banker and financial adviser.  The Debtors also tapped
former Massachusetts Governor William F. Weld, now with the law
firm McDermott Will & Emery, to represent the company in
government investigations and related litigation.

Roberta A. DeAngelis, U.S. Trustee for Region 3, appointed seven
unsecured creditors to serve on the Official Committee of
Unsecured Creditors of Solyndra LLC.


SONIC AUTOMOTIVE: Moody's Raises Corporate Family Rating to 'B1'
----------------------------------------------------------------
Moody's Investors Service upgraded the corporate family and
probability of default ratings of Sonic Automotive Holdings, Inc.
to B1 from B2. A stable outlook was assigned.

RATINGS RATIONALE

The rating action reflects Sonic's improved credit profile, with
debt/EBITDA reducing below 5 times at the June 2011 LTM, and
interest coverage as measured by EBIT/Interest rising above 2
times. "Sonic continues to generate solid traction from its
favorable brand mix, and has largely avoided most of the issues
with respect to the Japanese manufacturers that have occurred
during 2011," stated Moody's Senior Analyst Charlie O'Shea. "The
company continues to reduce debt such that the improvement in
debt/EBITDA has resulted from both lower debt levels and increased
EBITDA."

Ratings upgraded:

Corporate family rating upgraded to B1 from B2

Probability of default rating upgraded to B1 from B2

Senior subordinated upgraded to B3/LGD6, 93% from Caa1/LGD6, 92%.

The stable outlook reflects Moody's belief that Sonic's favorable
brand mix will continue to resonate with consumers, and that it
will continue to manage its expenses prudently, resulting in
credit metrics that will remain in balance even in the event of a
macroeconomic downturn.

Ratings could be upgraded if debt/EBITDA was sustained below 4.5
times and EBIT/Interest approached was sustained above 2.5x times.
Ratings could be downgraded if debt/EBITDA rose above 5.25 times
or if EBIT/Interest approached 2 times.

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

Sonic Automotive, headquartered in Charlotte, NC, is a leading
auto retailer with 118 stores representing 135 franchises, and
annual revenues of approximately $7 billion.


SONICWALL INC: S&P Raises Corporate Credit Rating to 'B+'
---------------------------------------------------------
Standard & Poor's Ratings Services raised its corporate credit
rating on San Jose, Calif.-based network security company
SonicWALL Inc. to 'B+' from 'B'. The outlook is stable, reflecting
SonicWALL's improved revenue trends, healthy EBITDA margins, and
reduced leverage.

At the same time, Standard & Poor's raised its issue-level rating
on SonicWALL's senior secured facility to 'BB' from 'BB-'. The
recovery rating remains '1', indicating the expectation of very
high (90%-100%) recovery of principal in the event of default.

SonicWALL designs, develops, and markets network security, content
security, and business continuity solutions globally. The company
derives about 80% of its revenues from its flagship Universal
Threat Management (UTM) product, which performs multiple security
functions in a single appliance, such as network firewalling,
intrusion prevention, anti-virus, anti-spam, VPN, content
filtering, and on-appliance reporting.

"Relative to the overall network security market, SonicWALL has a
modest position; as a result, we view SonicWALL's business profile
as weak," said Standard & Poor's credit analyst Joseph Spence.
SonicWALL primarily serves small- to midsize enterprise (SME)
users in the commercial, health care, education, and government
markets but has worked to expand its presence in the large
enterprise segment. Despite its success at growing its share in
the larger enterprise market, it faces significant competitive
barriers from diversified, well-capitalized players with much
larger research and development budgets such as Cisco Systems
Inc., Juniper Networks, and Symantec Corp., some of which have
also begun to compete in the SME space," S&P stated.

SonicWALL's operating performance typically tracks global IT
spending. The company's relative revenue stability also provides
critical support for R&D expenditures, typically 20% of revenues.
Maintaining consistent R&D spending regardless of the economic
environment is important because industry participants must
continue to develop new products to defend against ever-evolving
malware and network intrusion tactics employed by hackers. To
reduce fixed overhead and personnel costs, SonicWall outsources
its hardware manufacturing and assembly to contract manufacturers
in the U.S. and Taiwan.


SPECTRAWATT INC: Canadian Solar Buys Capital Equipment for $4.9MM
-----------------------------------------------------------------
Canadian Solar, Inc. acquired all capital equipment of
SpectraWatt, Inc. for $4.945 million at the court-ordered public
auction held Wednesday, September 28, in front of a live audience
and broadcast over the internet from the SpectraWatt facility at
the Hudson Valley Research Park in Hopewell Junction, NY.  At
approximately 1:30 pm EDT, Ross Dove, Managing Partner of Heritage
Global Partners let the hammer fall, awarding Canadian Solar, Inc.
all capital assets in a single lot, subject to US Bankruptcy Court
final sale approval, scheduled for Thursday, October 6.

The auction format allowed for the estate to obtain offers for the
assets in bulk or piecemeal to ensure maximum value. Bulk lot
participants were required to post a deposit in order to
participate in the process.  The estate had obtained multiple
deposits, and there were over 100 parties registered both online
and in person.

"This sale confirms our belief that a properly promoted and
professionally conducted auction of bulk assets can significantly
enhance the return to all stakeholders," commented HGP Director of
Sales Brandon Smith, at the conclusion of the proceedings.  "We
are thrilled to have created an event to allow the stakeholders to
truly obtain maximum value of these assets."

Rick Haug, SpectraWatt's President and COO said, "We have been
working diligently to complete the necessary steps to make this
difficult transition as smooth as possible.  My team, including
our legal counsel -- King & Spalding LLP and our Chief
Restructuring Officer, Brad Walker, have done a tremendous job
over the past nine months and we are very pleased to have
completed this process as efficiently as we did. Heritage Global
Partners, as the Company's Sales Agent, did an excellent job of
preparing for and executing the auction with precision.  Based on
the current state of the industry, we feel they were able to get
the best possible value for SpectraWatt's assets."

By allowing the estate to establish and compare bulk and piecemeal
offers, the value proposition was enhanced to produce the spirited
and competitive bidding required to obtain the highest possible
result.

Led by auction industry pioneers Ross and Kirk Dove, Heritage
Global Partners, http://www.hgpauction.com/is an asset advisory
and auction services firm, which assists large and small companies
with buying and selling of assets.  Heritage Global Partners
offers asset brokerage, asset inspection, asset valuations,
industrial equipment and real estate auctions, as well as
enterprise auctions combining tangible and intangible assets.

SpectraWatt was a U.S. based manufacturer of crystalline silicon
solar cells focused on delivering innovative products of superior
quality.  The company's state-of-the-art, fully-automated, cell
manufacturing process along with extensive research and
development capabilities were developed to meet the ever-growing
needs of the solar industry.  Due to deteriorating market
conditions and production issues, the company was forced into
bankruptcy in August, 2011.


SPRINGLEAF FINANCE: Debt Trades at 12% Off in Secondary Market
--------------------------------------------------------------
Participations in a syndicated loan under which Springleaf Finance
is a borrower traded in the secondary market at 88.30 cents-on-
the-dollar during the week ended Friday, Sept. 30, 2011, a drop of
3.15 percentage points from the previous week according to data
compiled by Loan Pricing Corp. and reported in The Wall Street
Journal.  The Company pays 425 basis points above LIBOR to borrow
under the facility.  The bank loan matures on May 10, 2017, and
carries Moody's B2 rating and Standard & Poor's B+ rating.  The
loan is one of the biggest gainers and losers among 110 widely
quoted syndicated loans with five or more bids in secondary
trading for the week ended Friday.

Springleaf was incorporated in Indiana in 1927 as successor to a
business started in 1920.  From Aug. 29, 2001 until the completion
of its sale in November 2010, Springleaf was an indirect wholly
owned subsidiary of AIG.  The consumer finance products of
Springleaf and its subsidiaries include non-conforming real estate
mortgages, consumer loans, retail sales finance and credit-related
insurance.

                          *     *     *

As reported by the Troubled Company Reporter on Sept. 9, 2011,
Fitch Ratings has downgraded the Issuer Default Ratings (IDRs) and
unsecured debt ratings on Springleaf Finance, Inc. (Springleaf)
and affiliates to 'CCC' from 'B-'.  In addition, Fitch has taken
the following rating actions:

Springleaf Finance, Inc.

  -- Long-term IDR to 'CCC' from 'B-'.

Springleaf Finance Corp.

  -- Long-term IDR to 'CCC' from 'B-';
  -- Senior debt to 'CCC/RR4' from 'B-/RR4'.

AGFC Capital Trust I

  -- Preferred stock to 'C'/RR6' from 'CC/RR6'.

Approximately $10 billion of unsecured debt and preferred stock is
affected by these rating actions.  The Rating Watch Negative has
been removed.

The downgrade of Springleaf's IDR was driven by Fitch's continued
concerns regarding the company's lack of meaningful liquidity and
funding flexibility, as $2 billion of unsecured debt matures in
2012.  Minimal progress has been made in implementing a long-term
funding plan since the acquisition by Fortress Investment Group
LLC (Fortress) in November 2010; therefore, barring meaningful
access to the securitization market over the next several months,
Springleaf may have insufficient flexibility to address its near-
term debt maturities.


ST. JOSEPH HEALTH: Moody's Lowers Bond Rating to 'Caa1'
-------------------------------------------------------
Moody's Investors Service has downgraded St. Joseph Health
Services of Rhode Island's bond rating to Caa1 from B2 and is
keeping the rating on Watchlist for possible downgrade. The
outlook remains negative. The downgrade affects approximately
$18.2 million of outstanding Series 1999 revenue bonds (see RATED
DEBT below) issued through Rhode Island Health and Educational
Building Corporation.

SUMMARY RATING RATIONALE

The downgrade to Caa1 and negative outlook reflect St. Joseph's
weak operating performance through 10 months fiscal year (FY) 2011
and very thin cash position. Moody's decision to keep the rating
on watchlist reflects several near term strategies that management
is pursing which could lead to removing the rating from watchlist
and affirming the rating. Likewise, the inability to move forward
with these strategies may place further pressure on the rating.
Moody's expects to conclude Moody's next review within 90 days.

CHALLENGES

* Very weak cash position as of July 31, 2011

* Continued operating losses through 10 months FY 2011 with -4.6%
  operating margin and 0.0% operating cash flow margin; management
  does not anticipate meeting its debt service coverage
  requirement for the second consecutive year

* Large $53 million pension liability as of July 31, 2011 although
  the plan is not subject to ERISA funding guidelines given its
  status as a church plan

* Competitive Providence healthcare market

* Weak economy of Rhode Island with 11.5% unemployment

STRENGTHS

* Fully funded debt service reserve

* All fixed rate debt with no derivatives and conservative
  investment allocation

* Proactive management taking several steps to stabilize
  performance

* Part of CharterCARE Health Partners, which represents the
  affiliation between St. Joseph and Roger Williams Medical
  Center, has lead to the consolidation of several back office
  services and some clinical consolidation between the two
  providers

OUTLOOK

The negative outlook reflects the risk of a possible payment
default and recovery values if St. Joseph's cannot generate cash
flow.

WHAT COULD MAKE THE RATING GO UP

An upgrade is unlikely in the near-term; over the longer term,
material liquidity gains without additional debt, sustained
operating improvement

WHAT COULD MAKE THE RATING GO DOWN

Bond payment default or bankruptcy; failure to stabilize and
increase liquidity and financial performance

The principal methodology used in this rating was Not-for-Profit
Hospitals and Health Systems published in January 2008.


STANADYNE HOLDINGS: Inks 2nd Amendment to Wells Fargo Credit Pact
-----------------------------------------------------------------
Stanadyne Corporation and Wells Fargo Capital Finance, LLC,
entered into a Second Amendment to Credit Agreement and a Third
Amendment to the EXIM Guarantied Credit Agreement on Sept. 26,
2011.  The Second Amendment increases the Maximum Revolver Amount
as defined by the Credit Agreement from $30 million to $35
million.  In addition, the Second Amendment clarifies the
definition of "Borrowing Base" as it relates to an "Inventory
Block" or reserve against inventory that Wells Fargo may initiate
against the Borrowing Base so that such reserve would not exceed
$1,500,000.  The purpose of the Third Amendment is to increase the
"Maximum Revolver Amount" under the EXIM Guarantied Credit
Agreement that is guaranteed by the Export-Import Bank from $10
million to $15 million.  All other terms of the credit agreements
are materially unchanged from the prior agreements, including the
term of the Credit Agreement that expires Aug. 13, 2014, with the
EXIM guarantied portion expiring Aug. 13, 2013.

A full-text copy of the Second Amendment to Credit Agreement is
available for free at http://is.gd/F0ezOz

A full-text copy of the Third Amendment to Exim Guarantied Credit
Agreement is available for free at http://is.gd/jEM9jc

                      About Stanadyne Holdings

Stanadyne Corporation, headquartered in Windsor, Connecticut,
is a designer and manufacturer of highly-engineered precision-
manufactured engine components, including fuel injection equipment
for diesel engines.  Stanadyne sells engine components to original
equipment manufacturers and the aftermarket in a variety of
applications, including agricultural and construction vehicles and
equipment, industrial products, automobiles, light duty trucks and
marine equipment.  Revenues for LTM ended Sept. 30, 2010 were
$240 million.

As reported by the TCR on Jan. 21, 2011, Moody's Investors Service
confirmed Stanadyne Holdings, Inc.'s Caa1 Corporate Family Rating
and revised the rating outlook to stable.  The CFR confirmation
reflects the remediation of the Stanadyne's previous inability to
file financial statements in accordance with financial reporting
requirements contained in its debt agreements and expectations for
modest continued improvement in operating performance.  Improved
operations, largely the result of positive momentum in key end
markets and restructuring activities, have allowed Stanadyne to
maintain positive funds from operations despite increased cash
interest expense.  The company's $100 million 12% senior discount
notes began paying cash interest in February 2010.

The Company's balance sheet at June 30, 2011, showed
$378.63 million in total assets, $381.97 million in total
liabilities, $794,000 in redeemable non-controlling interest, and
a $4.13 million total stockholders' deficit.


STAUNTON HISTORIC: Case Summary & 5 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Staunton Historic Properties LLC
        P.O. Box 1273
        Staunton, VA 24401

Bankruptcy Case No.: 11-51390

Chapter 11 Petition Date: September 29, 2011

Court: U.S. Bankruptcy Court
       Western District of Virginia (Harrisonburg)

Judge: Ross W. Krumm

Debtor's Counsel: Lucy Ivanoff, Esq.
                  IVANOFF LAW
                  9 South Augusta Street
                  Staunton, VA 24401
                  Tel: (540) 885-3355
                  E-mail: li@ivanofflaw.com

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

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

The Company's list of its five largest unsecured creditors filed
with the petition is available for free at:
http://bankrupt.com/misc/vawb11-51390.pdf

The petition was signed by John R. Barber, manager.


STAR BUFFET: Files for Chapter 11 Protection
--------------------------------------------
Star Buffet, Inc. and subsidiary Summit Family Restaurants Inc.
filed for Chapter 11 protection (Bankr. D. Ariz. Lead Case No. 11-
27518).  None of the Company's subsidiaries, other than wholly-
owned subsidiary Summit Family Restaurants, were included in the
bankruptcy filing.

The Company said in a statement it will continue to operate in the
ordinary course of business as "debtor-in-possession" under
jurisdiction of the Bankruptcy Court and in accordance with the
applicable provisions of the Bankruptcy Code and the orders of the
Bankruptcy Court. No other subsidiaries of the company are
impacted by this filing.

The decision to file bankruptcy was reached after the Company was
unable to agree on terms for payment of a $723,489 judgment
against the company. The company plans to appeal the judgment.
Additionally, although the company is profitable and has
significant equity in its real estate portfolio, it has been
unable to refinance current mortgage obligations or a Wells Fargo
secured credit facility due in January, 2012.

The Company's consolidated balance sheet as of August 15, 2011
showed assets of $22.4 million and liabilities of $21.4 million.
For the last fiscal year, the company had annual revenues of
approximately $53.0 million. At the time of the filing, the
company was current in its payment obligations on its $5.6 million
Wells Fargo secured credit facility and $5.4 million in mortgage
loans. The company believes that cash flow from operations will
provide it and its subsidiaries with sufficient liquidity to meet
their post-petition obligations and maintain normal operations.
The company plans to aggressively pursue its planned exit
financing strategy.


STRATEGIC AMERICAN: Jeremy Driver Discloses 18.7% Equity Stake
--------------------------------------------------------------
In a Schedule 13D filing with the U.S. Securities and Exchange
Commission, Jeremy G. Driver disclosed that he beneficially owns
50,241,667 shares of common stock of Strategic American Oil
Corporation representing 18.66% of the shares outstanding based on
269,208,736 shares of the Company's common stock issued and
outstanding as of Sept. 26, 2011.  A full-text copy of the filing
is available for free at http://is.gd/jVsANA

                      About Strategic American

Corpus Christi, Tex.-based Strategic American Oil Corporation (OTC
BB: SGCA) -- http://www.strategicamericanoil.com/-- is a growth
stage oil and natural gas exploration and production company with
operations in Texas, Louisiana, and Illinois.  The Company's team
of geologists, engineers, and executives leverage 3D seismic data
and other proven exploration and production technologies to locate
and produce oil and natural gas in new and underexplored areas.

                           Going Concern

As reported by the TCR on March 25, 2011, MaloneBailey, LLP, in
Houston, Texas, expressed substantial doubt about Strategic
American Oil's ability to continue as a going concern following
the Company's results for the fiscal year ended July 31, 2010.
The independent auditors noted that the Company has suffered
losses from operations and has a working capital deficit.

In the Form 10-Q, the Company acknowledged that it had a working
capital deficit of $3,362,822 and an accumulated deficit of
$13,016,680 as of Jan. 31, 2011.  The Company said its ability to
continue as a going concern is dependent on raising additional
capital to fund ongoing exploration and development and ultimately
on generating future profitable operations.


SURVIVAL INSURANCE: Case Summary & 16 Largest Unsecured Creditors
-----------------------------------------------------------------
Debtor: Survival Insurance, Inc.
          dba Survival Insurance Brokerage
        2550 N. Hollywood Way, Suite 120
        Burbank, CA 91505

Bankruptcy Case No.: 11-50609

Chapter 11 Petition Date: September 27, 2011

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

Judge: Sandra R. Klein

Debtor's Counsel: Elaine D. Etingoff, Esq.
                  LAW OFFICE OF ELAINE D. ETINGOFF
                  8501 Vicksburg Avenue
                  Los Angeles, CA 90045
                  Tel: (562) 446-7753
                  Fax: (310) 593-2427

Estimated Assets: $16,354

Estimated Debts: $3,671,399

The Company's list of its 16 largest unsecured creditors filed
with the petition is available for free at:
http://bankrupt.com/misc/cacb11-50609.pdf

The petition was signed by Richard J. Acunto, chief executive
officer.


SUSIE AUTO: Voluntary Chapter 11 Case Summary
---------------------------------------------
Debtor: Susie Auto Sales, LLC
        32570 Lahser Road
        Franklin, MI 48025

Bankruptcy Case No.: 11-65273

Chapter 11 Petition Date: September 27, 2011

Court: U.S. Bankruptcy Court
       Eastern District of Michigan (Detroit)

Judge: Walter Shapero

Debtor's Counsel: Robert N. Bassel, Esq.
                  P.O. Box T
                  Clinton, MI 49236
                  Tel: (248) 677-1234
                  Fax: (248) 369-4749
                  E-mail: bbassel@gmail.com

Estimated Assets: $0 to $50,000

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 Laurie Kandow, chief reorganization
officer.


SWADENER INVESTMENT: Wants Access to Lenders' Cash Collateral
-------------------------------------------------------------
Swadener Investment Properties, LLC, asks the U.S. Bankruptcy
Court for the Northern District of Oklahoma for authorization to
use the cash collateral from Oct. 1, 2011, to March 31, 2012.

The Debtor's use of cash collateral will expire on Sept. 30.

The Debtor relates that Valley National Bank and NBC Bank assert
that they hold first mortgages on the commercial building owned by
the Debtor.

The Debtor will use the cash collateral to pay postpetition wages,
insurance, utilities, repair, and maintenance expenses to continue
operations and to maintain and preserve the bankruptcy estate.

The Debtor also asks that it be allowed a 10% vaiance on each
budgeted item.

As adequate protection for any diminution in value of the lenders'
collateral, the Debtors will grant  NBC Bank and Valley National
Bank replacement liens in the future rents of the Debtor.  The
Debtor will also maintain insurance coverage on the property
pledged to NBC Bank and Valley National Bank, and provide them
monthly reports.

                    About Swadener Investment

Tulsa, Oklahoma-based Swadener Investment Properties, LLC, owns
and operates four commercial office buildings and a retail
shopping Center.  The Company filed for Chapter 11 bankruptcy
protection (Bank. N.D. Okla. Case No. 11-10322) on Feb. 18, 2011.
Scott P. Kirtley, Esq., at Riggs, Abney, Neal, Turpen, Orbison, &
Lewis, in Tulsa, Okla., serves as the Debtor's bankruptcy counsel.
The Debtor disclosed $14,796,520 in assets and $12,057,950 in
liabilities as of the Chapter 11 filing.

Affiliate Pecan Properties, Inc. (Bankr. N.D. Okla. Case No. 11-
10323) filed a separate Chapter 11 petition.


TELETOUCH COMMUNICATIONS: Terry Dorsey Appointed to Board
---------------------------------------------------------
The Board of Directors of Teletouch Communications, Inc.,
appointed Terry K. Dorsey to serve on the Board.  Mr. Dorsey was
appointed to fill the vacancy on Class II of the Board.  The
following appointment was made upon the recommendation of the
Nominating and Corporate Governance Committee of the Board.  The
Board determined that Mr. Dorsey is an "independent" director as
that term is defined under the NYSE Amex LLC corporate governance
requirements and the applicable federal securities laws, rules and
regulations.

Mr. Dorsey brings to the Company and its Board his expertise and
substantial experience in the areas of investment banking,
corporate finance and mergers & acquisitions.  From May 2009 to
present, Mr. Dorsey has been Managing Director at Abshier Webb
Donnelly & Baker, an investment bank that provides corporate
financial advisory services to small and middle market companies.
From April 2007 to November 2008, he was Director of Strategic
Planning and Corporate Finance at Synthesis Energy Systems, Inc.,
engaged in development in energy projects.  From June 2002 to
April 2007, he managed various investment banking engagements at
WoodRock & Company, a Houston, TX based investment banking firm.
Mr. Dorsey holds a B.B.A. degree in Finance with a minor in
accounting and economics and a M.B.A. degree in Management and
Finance from Texas Tech University and holds a Ph.D. in Management
of Technology with secondary fields of specialization in finance,
investments and economics from the University of Texas at Austin.

There is no arrangement or understanding between Mr. Dorsey and
any other persons pursuant to which he was appointed.  Nor are
there any family relationships between Mr. Dorsey and any
executive officers and directors.  Further, there are no
transactions involving the Company and those persons which
transaction would be reportable pursuant to Item 404(a) of
Regulation S-K promulgated under the Securities Act of 1933, as
amended.  If eligible, Mr. Dorsey will be able to participate in
all compensatory plans or arrangements that may be available for
independent directors on the Board.

Upon Mr. Dorsey's appointment to the Board, the Board granted him
45,000 options to purchase shares of the Company's common stock
pursuant to the terms of the Company's 2002 Stock Option and
Appreciation Rights Plan, at an exercise price equal to $0.50 per
share, to expire on Sept. 26, 2021, vesting immediately.

Following the appointment, the Board consists of 6 members: Robert
M. McMurrey, Thomas A. "Kip" Hyde, Jr., Clifford E. McFarland,
Henry Y.L. Toh, Marshall G. Webb and Terrry K. Dorsey, a majority
of whom are "independent" directors.

The Board also approved an addition of one seat to Class I,
thereby expanding Class I directorship from two seats to three.
The Board anticipates that a director candidate to fill the
vacancy resulting from this expansion, upon recommendation of the
Nominating and Corporate Governance Committee and approval of the
Board, will stand for election at the 2011 Annual Meeting of the
Company's shareholders.  Currently, Robert M. McMurrey and Cliff
McFarland are the only two Class I directors; both will, under the
terms of the Class I, stand for re-election at the 2011 Annual
Meeting of the Company's shareholders.

                          About Teletouch

Teletouch Communications, Inc., offers a comprehensive suite of
wireless telecommunications solutions, including cellular, two-way
radio, GPS-telemetry and wireless messaging.  Teletouch is an
authorized provider of AT&T (NYSE: T) products and services
(voice, data and entertainment) to consumers, businesses and
government agencies, as well as an operator of its own two-way
radio network in Texas.  Recently, Teletouch entered into national
agency and distribution agreements with Sprint (NYSE: S) and
Clearwire (NASDAQ: CLWR), providers of advanced 4G cellular
network services.  Teletouch operates a chain of 26 retail and
agent stores under the "Teletouch" and "Hawk Electronics" brands,
in conjunction with its direct sales force, customer care (call)
centers and various retail eCommerce Web sites including:
http://www.hawkelectronics.com/and http://www.hawkexpress.com/

Through its wholly-owned subsidiary, Progressive Concepts, Inc.,
Teletouch operates a national distribution business, PCI
Wholesale, primarily serving large cellular carrier agents and
rural carriers, as well as auto dealers and smaller consumer
electronics retailers, with product sales and support available
through http://www.pciwholesale.com/and
http://www.pcidropship.com/among other B2B oriented Web sites.

The Company reported a net loss of $2.50 million on $40.42 million
of total operating revenues for the year ended May 31, 2011,
compared with net income of $1.60 million on $51.96 million of
total operating revenues during the prior year.

The Company's balance sheet at May 31, 2011, showed $16.41 million
in total assets, $27.17 million in total liabilities and a $10.76
million total shareholders' deficit.

As reported by the TCR on Sept. 1, 2011, BDO USA, LLP, in Houston,
Texas, noted that the Company has increasing working capital
deficits, significant current debt service obligations, a net
capital deficiency along with current and predicted net operating
losses and negative cash flows which raise substantial doubt about
its ability to continue as a going concern.


TEXAS MIDWEST: S&P Puts 'CC' Revenue Bond Rating on Watch Neg.
--------------------------------------------------------------
Standard & Poor's Ratings Services placed its 'CC' rating on Texas
Midwest Public Facilities Corp.'s series 2009 project revenue
bonds (issued for its Secure Treatment Facility project) on
CreditWatch with negative implications, based on its view that the
corporation will be unable to make its required $2.23 million
interest and principal debt service payment due on Oct. 1, 2011.
"We anticipate that the rating will change to 'D' following the
missed payment on Oct. 1, 2011," S&P said.

"The trustee made the $1.55 million debt service payment due on
April 1, 2011 by withdrawing funds from the $3.55 million debt
service reserve fund," said Standard & Poor's credit analyst Sarah
Smaardyk. "This reserve is currently funded at $2.0 million, an
amount that would be insufficient to cover the $2.23 million debt
service payment due on Oct. 1, 2011. We understand that the
jail facility remains vacant and that no revenues from the
substance abuse felony punishment facilities and intermediate
sanction facilities will be received prior to the Oct. 1 payment
due date" added Ms. Smaardyk.

Construction of the jail was completed ahead of schedule and
within budget; however, the facility has remained vacant. County
officials expected that the Texas Department of Criminal Justice
(TDCJ) would utilize the facility. The facility was constructed to
meet TDCJ specifications for Substance Abuse Felony Punishment
Facilities and Intermediate Sanction Facilities, following the
award of a contract by the TDCJ.  The original contract was for
two years, with three one-year renewal options, with funds already
appropriated through fiscal 2011.  However, the state notified
Jones County officials that the TDCJ would not be sending inmates
to the facility although the contract has not been officially
terminated.  The county has been working with the TDCJ on
identifying another inmate population that could potentially use
the facility.


THELEN LLP: Seeks Court's Approval for $5MM Clawback Settlement
---------------------------------------------------------------
Eric Hornbeck at Bankruptcy Law360 reports that Thelen LLP's
Chapter 7 trustee on Wednesday asked a New York bankruptcy court
to approve settlements worth $4.98 million with 93 former partners
over compensation they received in the firm's last years.

According to Law360, Thelen's trustee, Yann Geron of Fox
Rothschild LLP, said in a motion to approve the settlements that
an investigation showed that he could probably pursue a number of
claims against most or all of the firm's former equity partners.

                         About Thelen LLP

Thelen LLP, formerly known as Thelen Reid Brown Raysman & Steiner
-- http://thelen.com/-- is a bicoastal American law firm in
process of dissolution.  It was formed as a product between two
mergers between California and New York-based law firms, mostly
recently in 2006.  Its headcount peaked at roughly 600 attorneys
in 2006, and had 500 early in 2008, with offices in eight cities
in the United States, England and China.

As reported by the Troubled Company Reporter on Sept. 22, 2009,
Thelen LLP filed for Chapter 7 protection, after its partnership
agreed to dissolve the Company.  The filing was expected due to
the timing of a writ of attachment filed by one of Thelen's
landlords, entitling the landlord to $25 million of the Company's
assets.  The landlord won approval for that writ in June 2009, but
Thelen could void the writ by filing for bankruptcy within 90 days
of that court ruling.  Thelen, according to AM Law Daily, has
repaid most of its debt to its lending banks.


THORBARDIN, LLC: Case Summary & 7 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Thorbardin, LLC
        P.O. Box 160
        Buffalo, WY 82834

Bankruptcy Case No.: 11-21072

Chapter 11 Petition Date: September 29, 2011

Court: U.S. Bankruptcy Court
       District of Wyoming (Cheyenne)

Debtor's Counsel: Janet L. Tyler, Esq.
                  LAW OFFICES OF JANET L. TYLER
                  3704 Reynolds Street
                  Laramie, WY 82072
                  Tel: (307) 742-6951

Scheduled Assets: $7,763,439

Scheduled Debts: $13,391,071

The Company's list of its seven largest unsecured creditors filed
with the petition is available for free at:
http://bankrupt.com/misc/wyb11-21072.pdf

The petition was signed by Joseph Vaillancourt, member/manager.


TRAVELPORT INC: Bank Debt Trades at 12% Off in Secondary Market
---------------------------------------------------------------
Participations in a syndicated loan under which Travelport Inc. is
a borrower traded in the secondary market at 87.92 cents-on-the-
dollar during the week ended Friday, Sept. 30, 2011, a drop of
3.96 percentage points from the previous week according to data
compiled by Loan Pricing Corp. and reported in The Wall Street
Journal.  The Company pays 450 basis points above LIBOR to borrow
under the facility.  The bank loan matures on Aug. 23, 2015.  The
loan is one of the biggest gainers and losers among 110 widely
quoted syndicated loans with five or more bids in secondary
trading for the week ended Friday.

Travelport, Inc., -- http://www.travelport.com/--  a travel
company, offers broad-based business services to companies in
travel industry.  The company operates a network of travel brands
and content, and provides travel technologies, solutions, and
services.  It also offers online travel distribution systems and
services that enable travel suppliers, travel agencies, Web sites,
and corporations to provide travel products and services to
travelers; ground travel products and services, and global travel
content; Web-based solutions and services for airlines, airports,
travel agencies and travel-related companies; market planning,
analysis, sales intelligence, and network planning services; and
technical and application solutions, such as passenger management,
E-commerce toolkit, and E-ticketing solutions for airlines.  The
company is based in Parsippany, New Jersey.  Travelport, Inc.,
operates as a subsidiary of Travelport Limited.


TRAVELPORT LTD: Agrees to Amend Senior Unsecured PIK Term Loans
---------------------------------------------------------------
Travelport Limited's direct parent holding company, Travelport
Holdings Limited, reached an agreement in principle with lenders
holding a majority of the aggregate principal amount of the PIK
term loans to amend certain terms of its previously announced
proposed restructuring with respect to its senior unsecured
payment-in-kind term loans due March 27, 2012.  The deadline for
PIK term loan holders to vote for, or withdraw their acceptance
to, the amendments to the PIK term loans has been extended to 5:00
p.m. prevailing Eastern Time on Sept. 29, 2011.

In connection with the Restructuring of the PIK term loans, the
holders of a majority in aggregate principal amount of the loans
outstanding under the Company's senior secured credit agreement
that had previously provided their consents to the Restructuring
have been given the opportunity to withdraw their previously
submitted consents no later than 12:00 p.m. prevailing Eastern
Time on Sept. 29, 2011.

Concurrent with the solicitation of consent for the transaction,
Holdings is continuing to solicit acceptances of a consensual plan
of reorganization to gain acceptance of the Restructuring even if
the transaction does not achieve unanimous acceptance of the PIK
term loan holders.  The voting deadline to vote for, or withdraw
from, the consensual plan or reorganization, has been extended by
Holdings to 5:00 p.m. prevailing Eastern Time on Sept. 29, 2011.

The consensual plan of reorganization will not be required if
Holdings receives unanimous acceptance of the transaction from
current PIK term loan holders.  In the event that Holdings
proceeds with a consensual plan of reorganization, Holdings, which
is a holding company with no active operations, would be the
entity involved.  Travelport Limited would not be a party to the
plan and its ongoing business operations would not be affected.

A full-text copy of the Restructuring Support Agreement is
available for free at http://is.gd/8REkq5

The Company received a letter dated Sept. 27, 2011, from Dewey &
LeBoeuf LLP as counsel to certain holders of Travelport's
outstanding senior notes.  The Company continues to disagree with
the assertions in the previously disclosed letter from Dewey &
LeBoeuf LLP dated Sept. 22, 2011, as supplemented by the letter of
Sept. 27, 2011.  The Company believes that it is, and will
continue to be, in full compliance with the provisions of the
indentures for the senior notes upon implementation of the
Restructuring.

                         About Travelport

Travelport Ltd. is a Bermuda company formed on July 13, 2006
operates two primary businesses?a global distribution system
(GDS), which comprises the Galileo and Worldspan businesses; and
Gullivers Travel Associates, a wholesaler of travel content (GTA);
and, as of Sept. 30, 2007, owns a controlling interest in Orbitz
Worldwide, Inc., an online travel company (Orbitz Worldwide). The
Company operates in 145 countries. It is a private company owned
by affiliates of The Blackstone Group (Blackstone) of New York,
Technology Crossover Ventures (TCV) of Palo Alto, California and
One Equity Partners of New York.


TRILOGY INT'L: Moody's Affirms 'B3' Corporate Family Rating
-----------------------------------------------------------
Moody's Investor Service affirmed Trilogy International Partners
LLC (Trilogy) B3 Corporate Family Rating and changed the rating
outlook to negative from stable.

The outlook change to negative reflects recent earnings weakness,
higher than expected leverage, a reduction in its cash position
which is anticipated to decline going forward due to high capital
expenditures, and its concentration risk in Bolivia that faces
heightened political and regulatory risk and accounts for the vast
majority of its earnings and cash flow. Continued investment in
New Zealand and network upgrades in Haiti and Bolivia have reduced
its cash position from $200 million at the beginning of the year
to $139 million at the end of the second quarter. While subscriber
growth has been dramatic in New Zealand, which has contributed to
the cash decline, it still generates negative EBITDA and is
expected to continue to be in the near term. A new vendor
financing loan in New Zealand that was put in place to finance the
build out of its 3G network in New Zealand, is expected to
increase debt overall when it starts to be drawn down and is
structurally senior to the $370 million Note. While leverage has
increased as EBITDA has declined in the first six months of 2011,
the drawn down will increase leverage further in the near term
until potential EBITDA growth in that market offsets the higher
debt levels. Its subsidiary in Haiti has suffered from difficult
earnings comparisons, political gridlock that has delayed the
recovery from the 2010 earthquake, and unfavorable regulations and
taxes that have hurt results for the foreseeable future. In
Bolivia, Trilogy's subsidiary faces new taxes and laws which adds
uncertainty to this subsidiary and has the potential to have an
impact on the overall credit, in Moody's opinion.

Trilogy International Partners LLC

   -- Senior Secured Bonds, Affirmed Caa1, LGD rating changed to
      LGD 4, 67%, from LGD 4, 62%

   -- Affirmed B3 Corporate Family Rating

   -- Affirmed B3 Probability of Default Rating

   -- Outlook, Changed To Negative from Stable

SUMMARY RATING RATIONALE

Trilogy's B3 Corporate Family Rating is based on its on its
Wireless operations in Bolivia, Haiti, Dominican Republic, and New
Zealand and its growth strategy that requires significant capex
spend that has contributed to negative free cash flow over the
past several years and is expected to continue in the near term.
The rating also reflects the political, regulatory, economic, and
competitive risks that it faces that have the potential to have a
material impact on performance. Trilogy also has significant
concentration risk in its Bolivian operations that represent the
vast majority of its EBITDA and free cash flow. Recent performance
has led to a decline in EBITDA margins from above 20% to the mid
teens and has caused leverage to increase to 5.5x (including
Moody's standard adjustments) as of June 30, 2011. The company
receives support for the rating from its subscriber growth of 14%
in 2010 with three of its four subsidiaries gaining new
subscribers led by New Zealand. As its subscriber base grows, the
level of free cash flow should increase as new infrastructure
upgrades are completed if competitive, regulatory or political
conditions don't interfere. Lower wireline Teledensity in its
emerging markets are expected to support growth in those markets
as wireless is likely to be the dominate form of communications in
several emerging markets. Trilogy also receives support from its
highly experienced senior management team with prior successful
experience in the wireless industry and its significant ownership
stake in the company.

Liquidity of $139 million is sufficient to meet interest and
capital expenditure plans over the next year, however continued
high capex spend will reduce its cash balance further and has the
potential to leave them with a weakened liquidity profile in 2013.
This is a concern as it does not have a revolving bank facility in
place.

The rating outlook is negative given the expected decline in
liquidity and recent regulatory and political changes that could
materially impact the company. The recent weak operating
performance and resultant increase in leverage is also a factor in
the outlook change. In the next one or two years, management will
likely need to raise additional liquidity, in Moody's opinion.

What could change the rating down

A further deterioration of operating performance or the issuance
of additional debt so that leverage on a sustained basis is above
5.75x would likely lead to a rating downgrade. A failure to
maintain an adequate liquidity profile would also likely trigger a
negative rating action.

What could change the rating up

An adequate liquidity profile with sustained improvement in
margins, EBITDA and positive free cash flow along with leverage
below 5x could result in positive rating actions.

The principal methodology used in rating Trilogy was the Global
Telecommunications 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.


TRIBUNE CO: Bank Debt Trades at 45% Off in Secondary Market
-----------------------------------------------------------
Participations in a syndicated loan under which Tribune Co is a
borrower traded in the secondary market at 55.38 cents-on-the-
dollar during the week ended Friday, Sept. 30, 2011, a drop of
1.68 percentage points from the previous week according to data
compiled by Loan Pricing Corp. and reported in The Wall Street
Journal.  The Company pays 300 basis points above LIBOR to borrow
under the facility.  The bank loan matures on May 17, 2014.
Moody's has withdrawn its rating on the loan.  The loan is one of
the biggest gainers and losers among 110 widely quoted syndicated
loans with five or more bids in secondary trading for the week
ended Friday.

                        About Tribune Co.

Headquartered in Chicago, Illinois, Tribune Co. --
http://www.tribune.com/-- is a media company, operating
businesses in publishing, interactive and broadcasting, including
ten daily newspapers and commuter tabloids, 23 television
stations, WGN America, WGN-AM and the Chicago Cubs baseball team.

The Company and 110 of its affiliates filed for Chapter 11
protection (Bankr. D. Del. Lead Case No. 08-13141) on Dec. 8,
2008.  The Debtors proposed Sidley Austin LLP as their counsel;
Cole, Schotz, Meisel, Forman & Leonard, PA, as Delaware counsel;
Lazard Ltd. and Alvarez & Marsal North America LLC as financial
advisors; and Epiq Bankruptcy Solutions LLC as claims agent.  As
of Dec. 8, 2008, the Debtors have $7,604,195,000 in total assets
and $12,972,541,148 in total debts.  Chadbourne & Parke LLP and
Landis Rath LLP serve as co-counsel to the Official Committee of
Unsecured Creditors.  AlixPartners LLP is the Committee's
financial advisor.  Landis Rath Moelis & Company serves as the
Committee's investment banker.  Thomas G. Macauley, Esq., at
Zuckerman Spaeder LLP, in Wilmington, Delaware, represents the
Committee in connection with the lawsuit filed against former
officers and shareholders for the 2007 LBO of Tribune.

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


TRIBUNE CO: Committee Wants Until March for Rule 4(m) Service
-------------------------------------------------------------
The Official Committee of Unsecured Creditors asks the Court to
extend the time by which it must complete service pursuant to
Rule 4(m) of the Federal Rules of Civil Procedure on defendants
in the adversary proceeding, through and including
March 1, 2012.

In August 2011, the Court extended the Creditors' Committee
deadline to complete service upon defendants Official Committee
of Unsecured Creditors of Tribune Company v. FitzSimons, et al.
Adversary Proceeding No. 10-54010; and Official Committee of
Unsecured Creditors v. JPMorgan Chase Bank, NA., et al.,
Adversary Proceeding No. 10-53693 pursuant to Rule 4(m) through
and including March 1, 2012.

The preference complaints were filed over a several day period:
December 3 to 5, and 7, 2010.  Thus, the Creditors' Committee
states that it filed this request in order to keep all adversary
proceedings on the same track, including the FitzSimons Action
and JPMorgan Action.

Adam G. Landis, Esq., at Landis Rath & Cobb LLP, in Wilmington,
Delaware, asserts that the current status of the Debtors' Chapter
11 cases presents good cause for extending the deadline to serve
the professional defendants and insider defendants.  Under DCL
Plan Proponents' Second Amended Joint Plan of Reorganization, the
Reorganized Debtors will ultimately succeed as plaintiffs to the
Preference Complaints.  The Reorganized Debtors will have ample
reasons to carefully formulate an approach to the prosecution or
settlement of the Preference Complaints, and to the handling of
the Professional Defendants and Insider Defendants, many of whom
have important, ongoing relationships with the Reorganized
Debtors, he says.

Mr. Landis further notes that the Creditors' Committee and the
Debtors have been engaged in a contentious plan confirmation
process that has involved countless pleadings, numerous
disclosure statements, the competing proposed Plans, extensive
discovery, mediation, litigation and more.  All of the parties'
efforts have been focused on the critical task of confirming a
plan of reorganization that will facilitate the Debtors' orderly
exit from bankruptcy and possibly eliminate, reduce or moot the
claims set forth in the Preference Complaints, he asserts.
Pending the Court's confirmation ruling, the immediate
prosecution by the Creditors' Committee of the Preference
Complaints could result in the needless expenditure of the
estates' resources that may not ultimately result in additional
recoveries for creditors, he maintains.

The Court will consider the Creditors' Committee's request on
October 4, 2011.  Objections are due no later than September 27.

                         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: Reed Smith Represents 2007 LBO Suit Defendants
----------------------------------------------------------
John D. Shugrue, Esq., a partner at Reed Smith LLP, in Chicago,
Illinois, disclosed that his firm has been engaged by several
parties that have been sued by Tribune Company creditors in
fraudulent conveyance actions in connection with shareholders
cashed out in the 2007 Tribune leveraged buyout.

Specifically, Reed Smith represents defendants in these civil
actions:

  Civil Action                         Reed Smith Client
  ------------                         -----------------
  Deutsche Bank Trust Co. America,     Mellon Capital
  et al. v. Alliance Capital Mgmt.     Management Corporation
  LLC, et al., D. Del. No. ll-cv-612

  Deutsche Bank Trust Co. Americas     Pershing, LLC and
  v. Sowood Alpha Fund LP, D. Del.     Jefferies & Company, Inc.
  No. ll-cv-618

  Deutsche Bank Trust Co. Americas     BOA Pension T Rowe Price;
  v. Verizon Inv. Mgmt. Corp.,         Bank of America as
  D. Del. No. ll-cv-613                Trustee to Lucy A.
                                       O'Connor Trust; Bank of
                                       America as Trustee to
                                       Stephen L. O'Connor
                                       Trust; Bank of America as
                                       Trustee to Trust under
                                       Agreement FBO Craig P.
                                       Emmons; Bank of America
                                       as Trustee to Trust under
                                       Agreement E. L. Sanford
                                       by Children/Mason; Bank
                                       of America as Trustee to
                                       Trust under Agreement E.
                                       L. Sanford
                                       Children/William; Bank of
                                       America as Trustee to
                                       Trust under Agreement E.
                                       L. Sanford FAM FBO Mason;
                                       Bank of America as
                                       Trustee to Trust under
                                       Agreement E.L. Sanford
                                       FAM FBO William; Bank of
                                       America as Trustee to
                                       Trust under Agreement J
                                       Sanford Children/ADA;
                                       Bank of America as
                                       Trustee to Trust under
                                       Agreement J. Sanford
                                       Children/Mason; Bank of
                                       America as Trustee to
                                       Trust under Agreement
                                       Sanford Children/William;
                                       and Bank of America as
                                       Trustee to U/A Carrington
                                       M. Lloyd, Jr. PLD

  Deutsche Bank Trust Co.              R K Mellon CTF #3
  Americas v. Abu Dhabi Inv. Auth.,
  S.D.N.Y. No. 11-cv-4522

Reed Smith's specific involvement in the Actions has been
disclosed to the Debtors and the Debtors have consented to Reed
Smith's engagement in the Actions, Mr. Shugrue stated. Upon the
Debtors' request, Reed Smith has imposed "ethical walls" between
Reed Smith's attorneys and other employees working on the Actions
and those representing the Debtors as special counsel, he added.

                         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: Former LA Times Mag Publisher Sues for $13 Million
--------------------------------------------------------------
Steven Gellman, former publisher of the Los Angeles Times
magazine, filed a lawsuit against Tribune Company seeking
$13 million in damages for wrongful termination, defamation,
intentional infliction of emotional distress and violation of
business and professions code, Reuters reported.

Mr. Gellman disclosed in a complaint filed with the L.A. County
Superior Court that he received complaints from customers in low-
income and "demographically minority neighborhoods" that they
were not receiving the magazine, Reuters related.  Those
customers are still paying full subscription price, the report
stated.  The complaint recalled that Mr. Gellman brought this to
the attention of his superior, John T. Loughlin, who said there
was a story for this, the report relayed.

Mr. Gellman also mentioned in the complaint that he witnessed
sexual harassment and was again rebuffed when he tried to contact
Human Resources, according to the report.  Mr. Gellman alleged
that after the complaints, defendants launched personal attacks
against his character and work habits in an attempt to isolate
him from the other employees and weaken his position as publisher
of the magazine, Reuters related.

Mr. Gellman was later fired for damaged relationships, inability
to manage his direct reports and poor revenue, the report
relayed.  Mr. Gellman, however, stated those reasons were false
and that he received bonuses for hitting revenue targets, the
report noted.  Mr. Gellman insisted that he was fired for
inquiring into the magazine's unethical distribution and for
accusing his colleagues of sexual harassment, the report stated.

Mr. Gellman further alleged in the complaint that he was falsely
accused of committing battery, which damaged his "reputation and
ability to earn a living," according to the report.  Mr. Gellman
said he suffered losses in earnings and benefits as well as
emotional damage, the report added.

In a statement to Fishbowl LA, Tribune's senior vice president of
corporate relations stated that the Company believes the claims
in the complaint are without merit, the report relayed.  Tribune
also deferred to make further comments on the matter, the report
added.

In addition to Tribune, Mr. Gellman named the Times and Scott
Pompe, the Times' senior vice president for advertising and
targeted media as defendants in the action, the report said.

                         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)


TRIPLE POINT: S&P Puts 'B' Corporate Credit Rating on Watch Neg.
----------------------------------------------------------------
Standard & Poor's Ratings Services placed its 'B' corporate credit
rating and 'B+' issue ratings on Westport, Conn.-based Triple
Point Technology Inc. on CreditWatch with negative implications.

"The CreditWatch listing follows the announcement that Triple
Point will be sold by its current sponsor, Abry Partners, to
another sponsor, WCAS. The proposed financing, comprising a $20
million revolver, a $185 million term loan, and $90 million in
mezzanine debt at the holding company, will increase the company's
total long-term debt. However, because of Triple Point's EBITDA
growth for the eight months ended Aug. 31, 2011, the company's pro
forma debt leverage is in the low-6x area similar to its adjusted
debt leverage (including our treatment of preferred stock as debt)
at the end of fiscal 2010. Still, interest coverage ratios will
tighten and cash-based obligations will increase," S&P stated.

"We expect to resolve this CreditWatch listing within the next two
weeks," said Standard & Poor's credit analyst William Backus. "Our
analysis will focus primarily on the proposed capital structure.
We likely would limit any potential downgrade to one notch."

Standard & Poor's expects Triple Point to repay the current $145
million senior secured credit facility, consisting of a $20
million revolver and a $125 million term loan, at closing, "at
which time we will withdraw our 'B+' issue-level ratings on the
debt," Mr. Backus said.

Triple Point provides enterprise software for the energy trading
and risk management (ETRM) market and the broader commodity
management market. The company's software provides end-to-end
solutions in the procurement, monitoring, processing,
transporting, selling, and risk management of a wide range of
commodities including oil, gas, coal, metals, biofuels, freight,
and agricultural products.


TRITON CONTAINER: S&P Keeps 'BB+' Corporate Credit Rating
---------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'BBB' issue-level
rating to TritonContainer International Ltd.'s proposed $180
million senior notes. "The recovery rating on this issue is '1',
indicating our expectation that lenders would receive a very high
(90% to 100%) recovery in the event of a payment default. We also
assigned our 'BBB' rating to the company's revolving line of
credit, which is being upsized to $500 million from $400 million
and maturing in 2016. The revolving line of credit is co-issued by
Triton and Triton Container Investments LLC, a subsidiary of
Triton, with a '1' recovery rating," S&P stated.

The 'BB+' corporate credit rating on San Francisco-based Triton
Container International Ltd. (Triton) reflects the company's
significant position within the marine cargo container leasing
industry and the relatively stable earnings and cash flow
generated from a substantial proportion of its long-term leases.
The ratings also incorporate the cyclicality and capital intensity
of the marine cargo container leasing industry.

Rating List

Triton Container International Ltd.
Corporate Credit Rating                BB+/Stable/--

Triton Container International Ltd.
Triton Container Investments LLC
$500 mil. revolver due 2016            BBB

New Ratings

Triton Container International Ltd.
$145 mil. senior notes due 2023        BBB
  Recovery rating                       1
$35 mil. senior notes due 2021         BBB
  Recovery rating                       1


TW TELECOM: S&P Raises Corp. Credit & Sr. Debt Ratings to 'BB-'
---------------------------------------------------------------
Standard & Poor's Ratings Services raised its corporate credit
rating on Littleton, Colo.-based competitive local exchange
carrier (CLEC) tw telecom inc. to 'BB-' from 'B+'. The outlook is
stable.

"At the same time, we raised the senior secured debt rating to
'BB-' from 'B+' and the senior unsecured debt rating to 'B' from
'B-'. The '3' recovery on the senior secured debt remains
unchanged and incorporates our expectation for meaningful (50% to
70%) recovery in the event of payment default. The '6' recovery
rating on the senior unsecured debt remains unchanged also and
reflects our expectation for negligible (0% to 10%) recovery in
the event of payment default. Total debt outstanding was about
$1.35 billion as of June 30, 2011," S&P stated.

"The upgrade reflects our improved view of tw telecom's business
risk profile, which we now view as 'fair' compared to 'weak'
previously," said Standard & Poor's credit analyst Allyn Arden.
The company has consistently reported solid operating and
financial performance despite weak conditions in the small and
midsized business (SMB) and enterprise market. By investing in its
network, salespeople, and new products and services, it was able
to grow revenue in the mid-single-digit area during the recession
while other CLECs -- and even some better positioned incumbent
local exchange carriers (ILECs) -- experienced revenue declines.
As business conditions improved modestly, revenue growth has
accelerated.

"Moreover, tw telecom's business model has resulted in solid
profitability measures and sustained net free cash flow
generation," added Mr. Arden.


TXU CORP: Bank Debt Trades at 31% Off in Secondary Market
---------------------------------------------------------
Participations in a syndicated loan under which TXU Corp., now
known as Energy Future Holdings Corp., is a borrower traded in the
secondary market at 68.52 cents-on-the-dollar during the week
ended Friday, Sept. 30, 2011, a drop of 3.41 percentage points
from the previous week according to data compiled by Loan Pricing
Corp. and reported in The Wall Street Journal.  The Company pays
450 basis points above LIBOR to borrow under the facility.  The
bank loan matures on Oct. 10, 2017, and carries Moody's B2 rating
and Standard & Poor's CCC rating.  The loan is one of the biggest
gainers and losers among 110 widely quoted syndicated loans with
five or more bids in secondary trading for the week ended Friday.

                       About Energy Future

Energy Future Holdings Corp., formerly known as TXU Corp., is a
privately held diversified energy holding company with a portfolio
of competitive and regulated energy businesses in Texas.  Oncor,
an 80%-owned entity within the EFH group, is the largest regulated
transmission and distribution utility in Texas.  The Company
delivers electricity to roughly three million delivery points in
and around Dallas-Fort Worth.

EFH Corp. was created in October 2007 in a $45 billion leveraged
buyout of Texas power company TXU in a deal led by private-equity
companies Kohlberg Kravis Roberts & Co. and TPG Inc.

The Company's consolidated balance sheets at Dec. 31, 2010, showed
$46.388 billion in total assets, $52.299 billion in total
liabilities, and a stockholders' deficit of $5.911 billion.

                          *     *     *

In April 2011, Moody's Investors Service affirmed the 'Caa2'
Corporate Family Rating, 'Caa3' Probability of Default Rating and
SGL-4 Speculative Grade Liquidity Ratings of EFH.  Outlook is
stable.  EFH's Caa2 CFR and Caa3 PDR reflect a financially
distressed company with limited financial flexibility; its capital
structure appears to be untenable, calling into question the
sustainability of the business model; and there is no expectation
for any meaningful debt reduction over the next few years, beyond
scheduled amortizations.

At the end of February 2011, Fitch Ratings it does not expect to
take any immediate rating action on EFH's Texas Competitive
Electric Holdings Company LLC or their affiliates based on recent
default allegations from lender Aurelius.  EFH carries a 'CCC'
corporate rating, with negative outlook, from Fitch.


TXU CORP: Bank Debt Trades at 27% Off in Secondary Market
---------------------------------------------------------
Participations in a syndicated loan under which TXU Corp., now
known as Energy Future Holdings Corp., is a borrower traded in the
secondary market at 72.55 cents-on-the-dollar during the week
ended Friday, Sept. 30, 2011, a drop of 3.01 percentage points
from the previous week according to data compiled by Loan Pricing
Corp. and reported in The Wall Street Journal.  The Company pays
450 basis points above LIBOR to borrow under the facility.  The
bank loan matures on Oct. 10, 2014.  The loan is one of the
biggest gainers and losers among 110 widely quoted syndicated
loans with five or more bids in secondary trading for the week
ended Friday.

                        About Energy Future

Energy Future Holdings Corp., formerly known as TXU Corp., is a
privately held diversified energy holding company with a portfolio
of competitive and regulated energy businesses in Texas.  Oncor,
an 80%-owned entity within the EFH group, is the largest regulated
transmission and distribution utility in Texas.  The Company
delivers electricity to roughly three million delivery points in
and around Dallas-Fort Worth.

EFH Corp. was created in October 2007 in a $45 billion leveraged
buyout of Texas power company TXU in a deal led by private-equity
companies Kohlberg Kravis Roberts & Co. and TPG Inc.

The Company's consolidated balance sheets at Dec. 31, 2010, showed
$46.388 billion in total assets, $52.299 billion in total
liabilities, and a stockholders' deficit of $5.911 billion.

                          *     *     *

In April 2011, Moody's Investors Service affirmed the 'Caa2'
Corporate Family Rating, 'Caa3' Probability of Default Rating and
SGL-4 Speculative Grade Liquidity Ratings of EFH.  Outlook is
stable.  EFH's Caa2 CFR and Caa3 PDR reflect a financially
distressed company with limited financial flexibility; its capital
structure appears to be untenable, calling into question the
sustainability of the business model; and there is no expectation
for any meaningful debt reduction over the next few years, beyond
scheduled amortizations.

At the end of February 2011, Fitch Ratings it does not expect to
take any immediate rating action on EFH's Texas Competitive
Electric Holdings Company LLC or their affiliates based on recent
default allegations from lender Aurelius.  EFH carries a 'CCC'
corporate rating, with negative outlook, from Fitch.


UNITED CONTINENTAL: UAL Mulls $18-Bil. Purchase of 200 Jets
-----------------------------------------------------------
United Air Lines, Inc. mulls an order to buy up to 200 single-
aisle jets, according to unidentified sources, Reuters reported.

The entire order, potentially valued at $18 billion per Boeing
Co. and Airbus list prices, would be a major coup for the
victorious plane maker, Reuters stated.

Discussions are in the early stages, said the report.  Industry
sources familiar with preliminary soundings, however, expect
United to place the order late this year or early next year,
according to the report.

United's parent United Continental Holdings, Inc. spokesperson
Mike Trevino acknowledged that United has regular ongoing
communications with manufacturers, Reuters said.  Mr. Trevino
declined to comment on the prospects of an order, the report
noted.  Boeing and Airbus also declined to comment on talks with
the parent company, the report added.

Reuters said that it's still unknown if United is likely to order
re-engined planes.  The carrier could award the deal entirely to
one plane maker or split the order between the two, Reuters said.

                      $550MM Onboard Products

United Continental Holdings, Inc. (NYSE: UAL) announced in August
it will invest more than  a half-billion dollars in its onboard
product as it takes another important step in becoming the world's
leading airline.  These product improvements include:

   Adding flat-bed seating on 62 additional long-haul aircraft,
   bringing total aircraft with flat-bed seats to 185, more than
   any other U.S. carrier

   Adding Economy Plus seating and Channel 9 air traffic control
   audio to more than 300 aircraft

   Nearly doubling the overhead storage space on more than 150
   aircraft

   Installing advanced broadband Wi-Fi on more than 200 aircraft

   Introducing streaming wireless video onboard its 747-400
   aircraft

   Completely retrofitting its p.s. fleet with flat-bed seats,
   Economy Plus, on-demand audio and video and Wi-Fi

These and other planned product changes come in addition to the 25
new aircraft -- including the Boeing 787 Dreamliner -- that the
airline will introduce to its fleet next year.  United and
Continental have each made significant product and service
improvements over the past several years and since the airlines
closed their merger Oct. 1, 2010.

                     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: Adverse Weather Hit July On-Time Performance
----------------------------------------------------------------
John Pletz of Crain's Chicago Business reported that a prolonged
stretch of bad weather affected United Air Lines, Inc.'s and its
hub's on-time performance in July.

Recent federal data revealed that July was the worst showing in
the previous 12 months for United, which had made surprising
gains in recent years to become the leader among the industry's
traditional carriers, Mr. Pletz wrote.  United ranked last among
the major carriers in July, a month when O'Hare International
Airport set a record with nearly seven inches of rain in a single
day, the report disclosed.  Only 73% of United's flights were on
time for the month, the report noted, using the most recent data
from the Bureau of Transportation Statistics.  A year earlier,
United was no. 1 with 83% of its flights on time, the report
added.

United's hub O'Hare also finished last among major airports for
on time departing flights during July, at 68.8%, the report
stated.  O'Hare ranked third in the worst on-time arrivals at
71.7%, the report said.

                     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: Launches 2012 MileagePlus Program
-----------------------------------------------------
United Continental Holdings, Inc. (NYSE: UAL) announced the
details of its MileagePlus loyalty program for 2012, including new
benefits and services for United Air Lines, Inc.'s and Continental
Airlines, Inc.'s most-frequent flyers, more options for members
to redeem their miles and additional recognition for customers
who purchase tickets in premium cabins or at premium economy fare
classes.

"With MileagePlus, we are building the world's most-rewarding
loyalty program and reaching another important milestone in the
merger of United and Continental," said Jeff Foland, United
executive vice president and president of Mileage Plus Holdings,
LLC.  "We will provide a wide range of benefits to our most-loyal
and most-valuable members, while offering new redemption
opportunities for all of our members."

            MileagePlus Premier Levels and Benefits

In 2012, MileagePlus will offer four levels of Premier member
status:

   Premier Silver: 25,000 Premier qualifying miles (PQM) or 30
   Premier qualifying segments (PQS)
   Premier Gold: 50,000 PQM or 60 PQS
   Premier Platinum: 75,000 PQM or 90 PQS
   Premier 1K: 100,000 PQM or 120 PQS

    United will continue to offer Global Services recognition to
select members by invitation.

Premier benefits include:

  Upgrades: United will offer an expansive suite of upgrade
            products, including Global Premier Upgrades,
            Regional Premier Upgrades and Complimentary Premier
            Upgrades.  United is expanding Complimentary Premier
            Upgrades to include eligible intra-Asia flights in
            addition to most flights within North America.
            Premier members traveling on certain full-fare
            economy-class tickets will also be eligible for an
            instant upgrade when available at the time of
            ticketing.

  Premier Access, checked-baggage allowance and Economy Plus(R)
  seating:  Premier members will have access to Premier Access
            airport services, a complimentary standard checked-
            baggage allowance and extra-legroom Economy Plus
            seating, among other benefits. Premier Silver
            members and Star Alliance Silver members will be
            able to check one bag weighing up to 50 pounds with
            no fee, and Premier Silver customers will be able to
            confirm Economy Plus seating at time of check-in.
            Premier members at all other status levels will be
            able to check three bags weighing up to 70 pounds
            with no fee, and will be able to confirm Economy
            Plus seating, when available, at the time of
            ticketing.

  Premier bonus award miles: United will offer Premier members
            bonus miles of up to 100 percent on paid tickets.

  Flexible award redemption: Premier-level frequent flyers may
            continue to book United Standard Awards, even when
            redeeming miles for the last available seat on the
            flight, a benefit United is reserving for Premiers
            and customers who have the United MileagePlus
            Explorer Card or an eligible Chase-issued OnePass
            credit card.

  Additional credit card benefits: Beginning in 2012, Premier
            members who have the United MileagePlus Explorer
            Card or an eligible Chase-issued OnePass credit card
            will also qualify for Complimentary Premier Upgrades
            on eligible economy-class reward tickets.

           Additional Benefits for Premium Cabin and
                 Premium Economy-Fare Customers

United is introducing greater rewards to customers who purchase
tickets in premium cabins or at premium economy fare classes.
Travelers will earn up to 250 percent of the actual miles flown as
award miles when they book first-class tickets, up to 175 percent
for business-class tickets and 125 percent for full-fare economy-
class tickets.

                  New Lifetime Benefits Program

United is launching a new Million Miler program with benefits
drawn from the existing MileagePlus and OnePass programs,
including the very popular spousal benefit.  Starting in 2012,
United will determine each member's lifetime earnings based on the
member's elite qualification miles earned in MileagePlus and
OnePass since joining the programs, and will pool miles for
members with accounts in both programs.  After this one-time
adjustment, United will determine future lifetime earnings based
on actual flight miles.

Customers who earn one million miles after the one-time adjustment
will earn lifetime Premier Gold status for themselves and a spouse
or significant other.  Customers who earn two million miles will
attain Premier Platinum status, those who earn three million miles
will attain Premier 1K status, and customers who earn four million
miles will attain Global Services status.

               New MileagePlus Auctions Site

United will launch MileagePlus Auctions in January, enabling
customers to use miles to bid on sports tickets, cultural events
and once-in-a-lifetime experiences.  United will provide more
details later this year.

                 MileagePlus Auto-Enrollment in
                  the First Quarter of 2012

In June, United announced the OnePass program will end on Dec. 31,
2011.  In the first quarter of 2012, United will automatically
enroll  OnePass members in MileagePlus and deposit into those
MileagePlus accounts award miles equal to their OnePass award
miles balance.

Complete details are available at www.united.com/mileageplus

                     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.


UNIVISION COMMS: Bank Debt Trades at 15% Off in Secondary Market
----------------------------------------------------------------
Participations in a syndicated loan under which Univision
Communications Inc. is a borrower traded in the secondary market
at 84.92 cents-on-the-dollar during the week ended Friday, Sept.
30, 2011, a drop of 1.53 percentage points from the previous week
according to data compiled by Loan Pricing Corp. and reported in
The Wall Street Journal.  The Company pays 425 basis points above
LIBOR to borrow under the facility.  The bank loan matures on
March 29, 2017, and carries Moody's B2 rating and Standard &
Poor's B+ rating.  The loan is one of the biggest gainers and
losers among 110 widely quoted syndicated loans with five or more
bids in secondary trading for the week ended Friday.

As reported by the Troubled Company Reporter on Jan. 12, 2011,
Standard & Poor's affirmed its ratings on New York City-based
Spanish language TV and radio broadcaster Univision Communications
Inc.'s 8.5% senior unsecured notes due 2021, following the
Company's proposed $315 million add-on to the issue.  The add-on
would bring the total dollar amount of the issue to $815 million.
The issue-level rating on this debt remains at 'CCC+ (two notches
lower than the 'B' corporate credit rating on the Company), and
the recovery rating remains at '6', indicating S&P's expectation
of negligible (0% to 10%) recovery for noteholders in the event of
a payment default.

S&P expects Univision to use proceeds from the proposed issuance
to repay the remaining portion of its 9.75%/10.5% senior unsecured
toggle notes due 2015, following the expiration of its current
tender offer for the notes.  The Company's current tender offer
for up to $1.005 billion of its toggle notes, which S&P expects it
will meet with proceeds from Grupo Televisa, S.A.B.'s investment,
is set to expire on Jan. 21, 2011.

On Apr. 28, 2011, the TCR related that Moody's assigned a B2
rating to Univision Communications, Inc.'s proposed $600 million
senior secured notes due 2019.  Univision plans to utilize the net
proceeds from the note offering to redeem its $545 million senior
secured notes due 2014 (2014 notes) and fund related transaction
expenses.  Univision's B3 Corporate Family Rating (CFR), B3
Probability of Default Rating, other debt instrument ratings, SGL
3 speculative-grade liquidity rating and stable rating outlook are
not affected.

The refinancing improves Univision's maturity profile, reduces
refinancing risk related to its 2014 maturities (approximately
$1.1 billion upon completion of the proposed offering), and will
moderately reduce cash interest expense.  Moody's does not expect
the $55 million increase in debt as a result of funding the tender
premium on the 2014 notes to materially alter Univision's current
leverage position or the expected de-leveraging over the next few
years.  Moody's had expected in the existing B3 CFR and stable
rating outlook that Univision would refinance the 2014 notes.

On June 16, 2011, the TCR reported that Fitch Ratings affirmed
Univision Communications, Inc.'s Issuer Default Rating (IDR) at
'B'; Senior secured at 'B+/RR3'; and Senior unsecured at
'CCC/RR6'.  The Rating Outlook is Stable.

The ratings incorporate Fitch's positive view on the U.S. Hispanic
broadcasting industry, given anticipated continued growth in
number and spending power of the Hispanic demographic, which is
confirmed by U.S. census data.  Additionally, Univision benefits
from a premier industry position, with duopoly television and
radio stations in most of the top Hispanic markets, with a
national overlay of broadcast and cable networks.  High ratings
and concentrated Hispanic viewer base provide advertisers with an
effective way to reach the large and growing U.S. Hispanic
population.  Ratings concerns center on the highly leveraged
capital structure and the significant maturity wall in 2017, as
well as the company's significant exposure to advertising revenue.

Univision, headquartered in New York, is the leading Spanish
language media company in the United States.  Revenue for fiscal
year 2010 was approximately $2.2 billion.


USEC INC: Adopts Tax Benefit Preservation Plan
----------------------------------------------
USEC Inc.'s board of directors has adopted a tax benefit
preservation plan to help preserve the value of certain deferred
tax benefits, including those generated by net operating losses
and net unrealized built-in losses.

USEC's ability to use these tax benefits would be substantially
limited if it were to experience an "ownership change" as defined
under Section 382 of the Internal Revenue Code.  In general, an
ownership change would occur if there is a greater than 50-
percentage point change in ownership of securities by stockholders
owning (or deemed to own under Section 382) 5 percent or more of a
corporation's securities over a rolling three-year period.  The
tax benefit preservation plan reduces the likelihood that changes
in USEC's investor base would have the unintended effect of
limiting USEC's future use of its tax benefits.

"We are adopting a tax benefit preservation plan that is similar
to plans adopted by many other companies with valuable tax assets.
The plan is designed to preserve these assets," said John Welch,
USEC president and chief executive officer.  "The company already
has valuable tax assets, and the adoption of the plan is not being
done in response to any decision with respect to the American
Centrifuge project."

The company currently intends to submit the tax benefit
preservation plan to a binding stockholder vote at the Company's
next annual meeting.

In connection with the tax plan, the board of directors has
declared a dividend of one preferred stock purchase right for each
of its common shares and one thousand preferred stock purchase
rights for each of its Series C preferred shares outstanding at
the close of business on Oct. 10, 2011.  There are not currently
any Series C Preferred shares outstanding.  Any shares of USEC's
common stock or common stock equivalents issued after this date
will also receive preferred stock purchase rights.

Upon taking effect immediately, the plan, subject to limited
exceptions, provides that any stockholder or group that acquires
beneficial ownership of 4.9 percent or more of USEC's securities
without the approval of the board of directors would be subject to
significant dilution of its holdings.  In addition, subject to
limited exceptions, any existing 4.9 percent or greater
stockholder that acquires beneficial ownership of any additional
shares of USEC's securities without the approval of the board of
directors would also be subject to dilution.  In both cases, such
person would be deemed to be an "acquiring person" for purposes of
the tax plan.  The dilution features of the tax plan are designed
to reduce the likelihood that USEC experiences an ownership change
by discouraging acquisitions that would impact the ownership
change analysis for purposes of Section 382.

The preferred stock purchase rights are not currently exercisable
and initially will trade only with USEC's common stock and common
stock equivalents.  However, if a person becomes an acquiring
person, then, subject to certain exceptions, the preferred stock
purchase rights would separate from the common stock and common
stock equivalents and become exercisable for USEC's common stock
or other securities or assets having a market value equal to twice
the exercise price of the right.

The board of directors has established procedures to consider
requests to exempt certain acquisitions of the Company's
securities from the plan if the board determines that doing so
would not limit or impair the availability of the tax benefits or
is otherwise in the best interests of the company.

The rights expire on Sept. 29, 2014, or earlier if (i) the board
determines the tax plan is no longer needed to preserve the tax
benefits because of legislative changes or (ii) the board
determines that the tax benefits have been fully used or are no
longer available under Section 382 or that an ownership change
would not materially impair or limit the tax benefits.  The rights
may also be redeemed, exchanged or terminated prior to their
expiration.

Issuance of the rights does not in any way affect the finances of
the company or impact its operations.  The dividend does not
change the manner in which the Company's shares may be traded.

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

                        http://is.gd/sGmgtH

                          About USEC Inc.

Headquartered in Bethesda, Maryland, USEC Inc. (NYSE: USU) --
http://www.usec.com/-- supplies enriched uranium fuel for
commercial nuclear power plants.

The Company's balance sheet at June 30, 2011, showed $4.12 billion
in total assets, $2.80 billion in total liabilities and $1.32
billion in stockholders' equity.

                           *     *     *

USEC Inc. carries 'Caa1' corporate and probability of default
ratings, with "developing" outlook, from Moody's, and 'CCC+' long
term foreign issuer credit rating and 'CCC-' long term local
issuer credit rating, with outlook "developing", from Standard &
Poor's.

In May 2010, S&P said that its rating and outlook on USEC Inc. are
not affected by the announcement that Toshiba Corp. and Babcock &
Wilcox Investment Co., an affiliate of The Babcock & Wilcox Co.,
have signed a definitive investment agreement for $200 million
with USEC.


USEC INC: Extends Investment in ACP Through October
---------------------------------------------------
The USEC Inc. board of directors has voted to continue the
Company's investment in the American Centrifuge Plant for the
month of October, but at a reduced spending rate as the company
continues working with the Department of Energy to achieve a
conditional loan guarantee commitment for the project by
November 1.  The Company is directing suppliers to suspend certain
work and notifying workers of possible future layoffs.

"We have made significant progress on the project and believe the
American Centrifuge is ready for commercial deployment," said John
Welch, president and CEO.  "While challenges remain, we are
working toward a conditional commitment that will meet DOE's
requirements and enhance shareholder value while protecting the
U.S. taxpayer."

"Working with our strategic investors, we expect October to be a
month of intense interaction with the DOE so we can continue to
deploy this innovative American technology - one that is critical
to the nuclear fuel cycle and to our energy and national
security," Welch added.  "Absent a conditional commitment by the
end of October, layoffs of employees and further actions with
suppliers are likely to occur."

USEC's two strategic investors, Toshiba Corporation and The
Babcock & Wilcox Company (B&W), remain supportive.  USEC entered
into an amendment to extend its standstill agreement with both
companies through October 31, providing additional time to achieve
a conditional commitment and close the $50 million second phase of
their $200 million investment in USEC.

During the past two months USEC and its strategic investors have
developed a plan to strengthen project execution.  The process of
providing additional financial depth to the project continues.
USEC remains actively engaged in an evaluation of its strategic
alternatives as well as various project structures in order to
strengthen the project, protect shareholder value, and address
DOE's concerns.

ACP Progress

In the past two years, USEC has achieved significant progress in
the operation and performance of the American Centrifuge
technology, including the following:

   -- Operated production-ready centrifuges in a commercial plant
      configuration;

   -- Accumulated total operating run time of more than 800,000
      machine hours;

   -- Validated uranium enrichment production in excess of our
      target production level of 350 SWU per machine per year;

   -- Launched American Centrifuge Manufacturing, a joint company
      with B&W to manufacture centrifuge machines;

   -- Demonstrated capability to manufacture machine components at
      a sufficient rate to support commercial plant deployment;

   -- Revised its project plan to directly involve B&W and Toshiba
      expertise in managing 90 percent of the "go-forward" project
      costs; and

   -- Worked to incorporate lessons learned and modifications
      derived from the operating experience of the lead cascade
      test program.

The Next Month

To prudently manage the company's resources pending a conditional
loan guarantee commitment, USEC will reduce spending on the
project during October by approximately 30 percent.  The company
is continuing core deployment activities, including operation of
the lead cascade of AC100 centrifuge machines.

Worker Adjustment and Retraining Notification (WARN) Act notices
will be mailed to all of the approximately 450 USEC American
Centrifuge workers in Ohio, Tennessee and Maryland informing them
of potential future layoffs.  USEC is immediately suspending a
number of contracts with suppliers and contractors and advising
them that USEC may demobilize the project in November.  As a
result of these actions, approximately 800 current direct jobs
associated with the American Centrifuge project could be affected.
The American Centrifuge program currently supports approximately
2,000 jobs involving USEC and contractor employees as well as
indirect jobs in the affected communities.

"We regret the disruption to our employees and suppliers and will
continue working with DOE to reach a satisfactory conclusion in
October that will allow us to avoid layoffs and further
disruptions to workers and suppliers," said Welch.

If an agreement on a conditional commitment is reached before
November 1, layoffs could be avoided and suspended supplier work
could be resumed based on available funds.  The American
Centrifuge project would create approximately 8,000 jobs, with
nearly half in Ohio.

Solid Core Business

With a 50-year tradition of reliability, the Company's production
facilities have made all customer shipments on time and within
specification.  USEC remains committed to meeting its customer's
enrichment needs in the future.  The company has a substantial
backlog of contracts for delivery of enriched uranium to fuel
nuclear power plants around the world.  The Company has sufficient
supply sources to meet all of its customer obligations.

The Company is evaluating the best path forward to realize long
term shareholder value, including in the event the ACP project is
demobilized.  USEC's current enrichment operations are expected to
generate positive cash flow in 2011.  The company is pursuing
extension of the economic operations of the enrichment plant in
Paducah, Ky.  USEC is the government's exclusive executive agent
for the premier nonproliferation program known as Megatons to
Megawatts.  Earlier this year, USEC and the Russian executive
agent, TENEX, signed a commercial sales contract to continue
USEC's purchases of Russian enriched uranium through 2022. In
addition, USEC provides a variety of contract services related to
nuclear power, including used fuel storage solutions, through its
subsidiary, NAC International.

                          About USEC Inc.

Headquartered in Bethesda, Maryland, USEC Inc. (NYSE: USU) --
http://www.usec.com/-- supplies enriched uranium fuel for
commercial nuclear power plants.

The Company's balance sheet at June 30, 2011, showed $4.12 billion
in total assets, $2.80 billion in total liabilities and $1.32
billion in stockholders' equity.

                         *     *     *

USEC Inc. carries 'Caa1' corporate and probability of default
ratings, with "developing" outlook, from Moody's, and 'CCC+' long
term foreign issuer credit rating and 'CCC-' long term local
issuer credit rating, with outlook "developing", from Standard &
Poor's.

In May 2010, S&P said that its rating and outlook on USEC Inc. are
not affected by the announcement that Toshiba Corp. and Babcock &
Wilcox Investment Co., an affiliate of The Babcock & Wilcox Co.,
have signed a definitive investment agreement for $200 million
with USEC.


USG CORP: William Foote to Retire as Chairman Effective Dec. 1
--------------------------------------------------------------
William C. Foote, Chairman of the Board of USG Corporation, has
announced that he will retire from the Company and its Board of
Directors effective Dec. 1, 2011.

In connection with Mr. Foote's announcement of his retirement, the
Company's Board of Directors elected James S. Metcalf, the
Company's President and Chief Executive Officer, to the additional
position of Chairman of the Board effective Dec. 1, 2011.

                        About USG Corporation

Based in Chicago, Ill., USG Corporation -- http://www.usg.com/--
through its subsidiaries, manufactures and distributes building
materials producing a wide range of products for use in new
residential, new nonresidential and repair and remodel
construction, as well as products used in certain industrial
processes.

The company filed for Chapter 11 protection on June 25, 2001
(Bankr. Del. Case No. 01-02094).  When the Debtors filed for
protection from their creditors, they disclosed $3,252,000,000 in
assets and $2,739,000,000 in debts.  The Debtors emerged from
bankruptcy protection on June 20, 2006.

The Company's balance sheet at June 30, 2011, showed $3.94 billion
in total assets, $3.42 billion in total liabilities and $527
million in total stockholders' equity.

                          *     *     *

As reported by the TCR on Aug. 15, 2011, Standard & Poor's Ratings
Services lowered its corporate credit rating on USG Corp. to 'B'
from 'B+'.

"The downgrade reflects our expectation that USG's operating
results and cash flow are likely to be strained over the next year
due to the ongoing depressed level of housing starts and still-
weak commercial construction activity," said Standard & Poor's
credit analyst Thomas Nadramia.  "It is now more likely, in
our view, that any meaningful recovery in housing starts may be
deferred until late 2012 or into 2013.  As a result, the risk that
USG's liquidity in the next 12 to 24 months will continue to erode
(and be less than we incorporated into our prior ratings) has
increased.  The ratings previously incorporated a greater
improvement in housing starts, which would have enabled USG to
reduce its negative operating cash flow in 2012 and achieve
breakeven cash flow or better by 2013."

In the Sept. 14, 2011, edition of the TCR, Fitch Ratings has
downgraded USG Corporation's Issuer Default Rating (IDR) to 'B-'
from 'B'.  The Rating Outlook remains Negative.

The ratings downgrade and the Negative Outlook reflect Fitch's
belief that underlying demand for the company's products will
remain weak through at least 2012 and the company's liquidity
position is likely to deteriorate 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.  Moreover, new
commercial construction is expected to decline further this year
and may only grow moderately next year.


VALEANT PHARMA: Moody's Cuts Senior Unsecured Note Rating to B1
---------------------------------------------------------------
Moody's Investors Service assigned a Baa3 rating to the new senior
secured credit facilities of Valeant Pharmaceuticals
International, Inc. At the same time, Moody's downgraded the
existing senior unsecured notes of Valeant Pharmaceuticals
International to B1 from Ba3 based on subordination to the new
secured debt in the capital structure. In addition, Moody's
affirmed Valeant's Ba3 Corporate Family Rating, Ba3 Probability of
Default Rating and SGL-1 Speculative Grade Liquidity rating, and
reassigned these ratings to Valeant Pharmaceuticals International,
Inc. from Valeant Pharmaceuticals International. The rating
outlook remains negative.

Ratings assigned:

Valeant Pharmaceuticals International, Inc. (parent)

Ba3 Corporate Family Rating

Ba3 Probability of Default Rating

SGL-1 Speculative Grade Liquidity Rating

Baa3 (LGD1, 8%) Senior secured revolving credit facility of $200
million due 2016

Baa3 (LGD1, 8%) senior secured term loan A of $1,000 million due
2016

Baa3 (LGD1, 8%) senior secured delayed draw term loan of $500
million due 2016

Valeant Pharmaceuticals International (subsidiary)

Ratings downgraded:

Senior unsecured notes of $950 million due 2016 to B1 (LDG4, 63%)

Senior unsecured notes of $500 million due 2017 to B1 (LDG4, 63%)

Senior unsecured notes of $1 billion due 2018 to B1 (LDG4, 63%)

Senior unsecured notes of $700 million due 2020 to B1 (LDG4, 63%)

Senior unsecured notes of $650 million due 2021 to B1 (LDG4, 63%)

Senior unsecured notes of $550 million notes due 2022 to B1 (LDG4,
63%)

Ratings withdrawn:

Ba3 Corporate Family Rating

Ba3 Probability of Default Rating

SGL-1 Speculative Grade Liquidity Rating

RATINGS RATIONALE

Valeant's Ba3 Corporate Family Rating reflects its moderately high
financial leverage and the risks associated with Valeant's
aggressive acquisition strategy including rapid capital structure
changes, integration risks, and reliance on future synergy targets
to achieve pro forma EBITDA. Moody's estimates that Valeant's pro
forma debt/EBITDA is approximately 4.0 to 4.5 times, including
past and future Biovail synergies, but prior to expected synergies
from pending acquisitions. Giving credit for management's targeted
synergies results in leverage of just under 4.0x. Moody's believes
the Ba3 rating remains appropriate if Valeant's leverage remains
under 4.0x, giving credit for synergies that Moody's believes are
reasonably attainable, while continuing to pursue acquisitions.
Valeant's ratings remain supported by its good size and scale, a
high level of product and geographic diversity, and the lack of
any major patent cliffs relative to other pharmaceutical
companies. Further, Moody's expects good free cash flow generation
to continue, although acquisitions will likely remain a priority
use of cash flow.

The negative outlook primarily reflects Valeant's aggressive
acquisition strategy and the potential for higher leverage.
Valeant's ratings could be downgraded if Moody's believes
Debt/EBITDA (with credit for reasonable synergies) will be
sustained above 4.0x. Although not expected, Valeant's ratings
could be upgraded if Moody's believes Debt/EBITDA will be
sustained materially below 3.5 times while achieving good organic
growth rates consistent with management's 8% target.

The principal methodology used in rating Valeant was Moody's
Global Pharmaceutical Rating Methodology, published in October
2009.

Headquartered in Mississauga, Ontario, Valeant Pharmaceuticals
International, Inc. [NYSE and TSX: VRX] is a global specialty
pharmaceutical company formed from the merger of Biovail
Corporation and Valeant Pharmaceuticals International. Total
reported revenues for the twelve months ended June 30, 2011 were
approximately $1.9 billion.


VALEANT PHARMACEUTICALS: S&P Raises Corp. Credit Rating to 'BB'
---------------------------------------------------------------
Standard & Poor's Ratings Services raised its corporate credit
rating on Valeant Pharmaceuticals International Inc. to 'BB' from
'BB-'. "At the same time, we assigned a 'BBB-' issue-level rating
and '1' recovery rating to the company's proposed $1.7 billion
senior secured credit facility. We also upgraded the issue-level
rating on Valeant's senior unsecured notes to 'BB', from 'BB-', in
conjunction with the upgrade of the corporate credit rating. The
'4' recovery rating on the unsecured notes remains unchanged. The
outlook is stable," S&P stated.

"The rating action reflects our belief that Valeant has
strengthened its business risk profile through a series of
acquisitions that diversified it geographically, while minimizing
exposure to patent expirations and building its dermatology
therapeutic focus," said Standard & Poor's credit analyst
Michael Berrian. "Indeed, the pending acquisitions of Ortho
Dermatologics and Dermik, which the new senior secured credit
facility will help fund, are examples of this strategy. Moreover,
we expect Valeant to complete these acquisitions, among others in
2011, while staying within its board-approved financial policy of
no more than 4x leverage. We expect that, once leverage declines,
Valeant can complete a large acquisition of $3 billion or more,
but will adhere to its financial policy in doing so."

"The speculative-grade ratings reflect our view that Valeant will
maintain a significant financial risk profile. Despite expected
acquisition activity, we believe the company will only commit to
acquisitions that do not result in leverage that is sustained
above 4x, in line with that stated financial policy.
Notwithstanding the benefits of a broader product portfolio and
geographic diversification attained from the 2010 merger with
Biovail, and multiple small-to-medium sized acquisitions to date
in 2011, its fair business risk profile also indicates the
potential for integration issues given the level of acquisition
activity," S&P related.

"We believe that, as a pharmaceutical sales and marketing company,
Valeant Pharmaceuticals will continue to rely on acquisitions for
growth, given its weak internal R&D program. Following its $3
billion merger with Biovail in 2010, Valeant has completed, or
agreed to acquire, $1.5 billion to $2.0 billion of assets to
enhance geographic diversity and to build its dermatology
franchise. The successful integration of Biovail and the already
closed assets has given the company scale and increased adjusted
EBITDA to more than $900 million for the twelve months ended June
30, 2011. Free cash flow generation also increased during that
period to a reported $378 million. More importantly, pro forma
leverage has stayed under the board authorized limit of 4x, and
debt to capital is about 50%, factors that are consistent with our
consideration of Valeant's financial risk profile as significant.
We expect funds from operations to total debt to increase to a
level commensurate with a significant financial risk profile over
the next twelve to eighteen months. Within that time, we believe
Valeant could complete a large acquisition of at least $3 billion.
Key to our view that the financial risk profile is significant is
our belief that Valeant will adhere to its financial policy
despite a large acquisition," S&P added.


VITAMIN SHOPPE: S&P Raises Corporate Credit Rating to 'BB-'
-----------------------------------------------------------
Standard & Poor's Ratings Services raised its corporate credit
rating on Vitamin Shoppe Industries Inc. to 'BB-' from 'B+'. The
outlook is stable.

"The upgrade reflects our view that Vitamin Shoppe has enhanced
its credit profile to levels consistent with the 'BB-' rating,"
said Standard & Poor's credit analyst Jayne Ross. "It also
reflects our expectation that the company will continue its
positive sales and comparable-store sales growth, which could
result in further widening of operating margins and stable to
modestly improving credit metrics over the next year."

Standard & Poor's assesses Vitamin Shoppe's financial risk profile
as significant, reflecting the company's moderate financial
policies, modest funded debt levels, and good cash flow
generation. Over the past year, the company used excess cash flows
to reduce debt, leading to enhanced credit protection and cash
flow measures.

"With more than 500 retail stores, two Web sites, and a nationally
circulated catalog, Vitamin Shoppe is a small but growing player
in the fragmented $27 billion U.S. dietary supplements industry.
Although the company does not have the retail footprint of its
main competitor, General Nutrition Centers Inc. (more than 7,400
locations worldwide), in our opinion, it is an effective
competitor because its multichannel distribution and broad product
offerings provide consumers with a greater choice than many of its
other competitors," S&P stated.


VILLA D'ESTE: Case Summary & 12 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: Villa D'Este LP
        8383 Wilshire Boulevard, Suite 510
        Los Angeles, CA 90025

Bankruptcy Case No.: 11-21488

Chapter 11 Petition Date: September 28, 2011

Court: U.S. Bankruptcy Court
       Central District of California (San Fernando Valley)

Judge: Victoria S. Kaufman

Debtor's Counsel: Elaine D. Etingoff, Esq.
                  LAW OFFICE OF ELAINE D. ETINGOFF
                  19326 Ventura Boulevard, Suite 200
                  Tarzana, CA 91356
                  Tel: (818) 609-0303
                  Fax: (818) 609-0307
                  E-mail: elaineetingoff@gmail.com

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

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

The petition was signed by Phillip Ram, operating manager of
general partner.

Affiliates that previously filed separate Chapter 11 petitions:

        Entity                        Case No.       Petition Date
        ------                        --------       -------------
Norman Salter                         09-11653            02/17/09
Phillip Ram, aka Dilip K. Ram         09-10969            01/21/09

Villa D'Este's List of Its 12 Largest Unsecured Creditors:

        Entity                     Nature of Claim    Claim Amount
        ------                     ---------------    ------------
Bank of America, N.A.              Residential Real     $7,072,687
P.O. Box 45144
FL9-100-04-24 Building 100, 4th Floor
Jacksonville, FL 32232-9923

Los Angeles County Tax Collector   --                      $94,956
Kenneth Hahn Hall of Administration
225 North Hill Street
Los Angeles, CA 90012

American Gunite                    --                      $20,000
5042 Wilshire Boulevard, Suite 496
Los Angeles, CA 90036

USA Moldguard                      --                      $20,000

Dan Marks Construction             --                      $12,000

All-Powerful Plumbing & Heating    --                      $10,000
Inc.

Deckrite Waterproofing Company,    --                      $10,000
Inc.

Horizon HVAC, Inc.                 --                       $5,500

Tri-Star Electric, Inc.            --                       $5,000

Lou Mascola Landscape Inc.         --                       $2,500

Mark Cutler Design, Inc.           --                       $2,200

Franchise Tax Board                --                         $800


VITESSE SEMICONDUCTOR: Michael Self Does Not Own Common Shares
--------------------------------------------------------------
In an amended Schedule 13G filing with the U.S. Securities and
Exchange Commission, Michael Self, Lake Union Capital Management,
LLC, and Lake Union Capital Fund, LP, disclosed that they do not
beneficially own shares of common stock of Vitesse Semiconductor
Corporation.  As previously reported by the TCR on Feb. 9, 2011,
Mr. Self, et al., disclosed beneficial ownership of 1,905,500
shares of common stock of the Company representing 7.9% of
the shares outstanding.  A full-text copy of the filing is
available at no charge at http://is.gd/tNOyAH

                          About Vitesse

Based in Camarillo, California, Vitesse Semiconductor Corporation
(Pink Sheets: VTSS.PK) -- http://www.vitesse.com/-- designs,
develops and markets a diverse portfolio of semiconductor
solutions for Carrier and Enterprise networks worldwide.

In October 2009, Vitesse completed a debt restructuring
transaction that resulted in the conversion of 96.7% of the
Company's 2024 Debentures into a combination of cash, common
stock, Series B Preferred Stock and 2014 Debentures.  With respect
to the remaining 3.3% of the 2024 Debentures, Vitesse settled its
obligations in cash.  Additionally, Vitesse repaid $5.0 million of
its $30.0 million Senior Term Loan, the terms of which were
amended as part of the debt restructuring transactions.

The Company reported a net loss of $7.73 million on $37.45 million
of net revenue for the three months ended Dec. 31, 2010, compared
with a net loss of $33.86 million on $41.65 million of net revenue
for the same period a year ago.

The Company's balance sheet at June 30, 2011, showed $72.02
million in total assets, $96.49 million in total liabilities and a
$24.47 million total stockholders' deficit.


WASTEQUIP INC: S&P Lowers Corporate Credit Rating to 'CCC-'
-----------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings, including
the corporate credit and senior secured issue-level ratings, on
Wastequip Inc. to 'CCC-' from 'CCC'. The recovery rating on this
debt remains unchanged at '3'. The outlook is negative.

"The downgrade reflects our view that refinancing risks are
increasing because Wastequip's revolving credit facility matures
in less than six months," said Standard & Poor's credit analyst
Gregoire Buet. "Although the company's current and prospective
cash balance should allow it to repay the largely drawn facility
in full at maturity in February 2012, interest on its holding
company notes also becomes payable in cash at that time. We are
concerned that Wastequip's available liquidity to make payments
under its various debt obligations could then become insufficient.
Because financial leverage remains elevated, we consider
refinancing risks with respect to the revolver to be very high and
are concerned that the current capital structure may not be
sustainable over the longer term, unless operating performance
improves significantly. Revenues and profits picked up moderately
in the first half of 2011, but the effect on overall leverage has
been partially offset by accruing debt in the company's capital
structure."

As of June 30, 2011, total debt amounted to about $600 million and
lease-adjusted debt to EBITDA remained in excess of 15x (these
calculations include about $70 million of holding company notes).
The company has maintained an EBITDA to cash interest ratio above
1.0x by using a pay-in-kind (PIK) provision for a portion of the
interest due under its mezzanine debt. "While we believe this
should continue to provide the firm with near-term flexibility
both in term of cash flow generation and ability to meet financial
covenants under its senior secured term loan, this also limits
Wastequip's ability to reduce its financial leverage. Debt
maturities on the revolver in early 2012 and on the term loan in
early 2013, therefore, translate into significant refinancing risk
in our view," S&P stated.

The outlook is negative. "We could lower the ratings if sustained
high leverage makes a debt restructuring increasingly likely, or
if the company fails to meet its debt obligations," Mr. Buet
continued. "On the other hand, we could revise the outlook to
stable or upgrade the ratings if Wastequip appears likely to make
significant improvement in financial performance, for instance, if
leverage trends back towards less than 10x, the company maintains
adequate headroom under its covenants, and it appears to be on
track to resolve its liquidity challenges."


WATER PIK: S&P Assigns 'B' Corporate Credit Rating
--------------------------------------------------
Standard & Poor's Ratings Services assigned its 'B' corporate
credit rating to Fort Collins, Colo.-based Water Pik Inc. "We also
assigned our 'B+' issue-level ratings to Water Pik's $160 million
senior secured credit facility. The senior secured credit facility
comprises a five-year $20 million revolving credit facility and a
six-year $140 million term loan. The recovery rating on this
debt is '2', indicating our expectation for substantial (70% to
90%) recovery in the event of a payment default. The company used
the proceeds from the new term loan to refinance existing debt,
fund a distribution to equity holders, and pay transaction fees
and expenses. The outlook is stable," S&P related.

"At the close of the transaction, we estimate Water Pik had about
$140 million in total debt outstanding," S&P said.

"The speculative-grade ratings on Water Pik reflect our view of
the company's vulnerable business profile and highly leveraged
financial profile, given the company's participation in the highly
competitive oral health care market, narrow product focus, small
size, customer and supplier concentration, and, in our view, its
high pro forma debt leverage and aggressive financial policy," S&P
said.

"We estimate Water Pik's pro forma ratio of adjusted total debt to
EBITDA following this refinancing transaction will be about 4.1x
for the fiscal year ending September 2011. Our estimate includes
about $44.6 million of payment-in-kind preferred equity, which we
treat as debt for our credit measure calculations," S&P said.

"We estimate credit measures at fiscal year-end 2012 will improve
modestly, based on our expectation for increased sales from new
product introductions, as well as some margin expansion from
pricing actions and improved overhead cost absorption, despite
higher input costs," said Standard & Poor's credit analyst Rick
Joy. "We believe credit measures will be somewhat better than 'B'
rating category medians over the intermediate term."

The outlook on Water Pik is stable. "The company has experienced
strong growth in recent years, and we expect the its operating
performance to remain relatively stable over the near-to-
intermediate term, and that financial covenant cushion will be
maintained at 15% at a minimum. We could consider a lower rating
if operating performance deteriorates and credit measures weaken
such that the ratio of adjusted total debt to EBITDA exceeds 5.5x
and/or if liquidity becomes constrained, including EBITDA covenant
cushion falling below 15%. We believe a scenario where sales
decline by more than 15% and EBITDA margins decline by more than
300 basis points would result in adjusted total debt to EBITDA
above 5.5x. We could consider raising the rating if the company
is able to achieve and sustain debt leverage of well below 4x and
expand its market presence and business line diversity," S&P said.


WES CONSULTING: Delays Filing of Annual Report on Form 10-K
-----------------------------------------------------------
Liberator, Inc., has experienced a delay in completing the
information necessary for inclusion in its June 30, 2011, Form
10-K Annual Report.  The Company expects to file the Annual Report
within the allotted extension period.

                        About Liberator Inc.

Headquartered in Atlanta, Georgia, Liberator, Inc. is a provider
of goods and information to consumers who believe that sensual
pleasure and fulfillment are essential to a well-lived and healthy
life.  The information that the Company provides consists
primarily of product demonstration videos that the Company shows
on its websites and instructional DVD's that the Company sells.

The Company's balance sheet at March 31, 2011, showed
$7.64 million in total assets, $5.70 million in total liabilities,
and $1.94 million in total stockholders' equity.


WESTERN COMMUNICATIONS: Files Schedules of Assets and Liabilities
-----------------------------------------------------------------
Western Communications, Inc., filed with the Bankruptcy Court for
the District of Oregon its schedules of assets and liabilities,
disclosing:

     Name of Schedule              Assets         Liabilities
     ----------------            -----------      -----------
  A. Real Property               $11,180,000
  B. Personal Property           $20,074,096
  C. Property Claimed as
     Exempt
  D. Creditors Holding
     Secured Claims                               $18,485,167
  E. Creditors Holding
     Unsecured Priority
     Claims                                          $465,762
  F. Creditors Holding
     Unsecured Non-priority
     Claims                                          $117,399
                                 -----------      -----------
        TOTAL                    $31,254,096      $19,068,329

                   About Western Communications

Western Communications, Inc., is a family-owned corporation
founded by renowned editor Robert W. Chandler.  Headquartered in
Bend, Oregon, Western Communications is a small market newspaper,
niche publishing, printing and digital media company with
publications spread throughout Oregon (six publications) and
California (two publications).  The Company produces and publishes
the Bend Bulletin, the Baker City Herald, the La Grande Observer,
the Redmond Spokesman, the Brookings Curry Coastal Pilot, the
Crescent City Daily Triplicate, and the Sonora Union Democrat.
The Company also publishes the Central Oregon Nickel Ads in Bend,
Oregon.

Western Communications filed for Chapter 11 bankruptcy (Bankr.
Ore. Case No. 11-37319) on Aug. 23, 2011.  Albert N. Kennedy,
Esq., and Michael W. Fletcher, Esq., at Tonkon Torp LLP, in
Portland, Oregon, serve as the Debtor's bankruptcy counsel.  The
Zinser Law Firm, P.C., and Davis Wright Tremaine LLP serve as the
Debtor's special purpose counsel.  The petition was signed by
Gordon Black, president.

The United States Trustee said that a committee under 11 U.S.C.
Sec. 1102 has not been appointed because an insufficient number of
persons holding unsecured claims against Western Communications,
Inc., have expressed interest in serving on a committee.


WHITING PETROLEUM: S&P Affirms 'BB' Ratings on $600-Mil. Notes
--------------------------------------------------------------
Standard & Poor's Ratings Services revised its recovery rating on
Whiting Petroleum Corp.'s senior subordinated debt to '3' from
'4', reflecting its expectation of meaningful (50% to 70%)
recovery for creditors in the event of a payment default. "At the
same time, we affirmed our 'BB' issue rating on the company's
existing $250 million 7% senior subordinated notes due 2014 and
$350 million 6.5% senior subordinated notes due 2018. The issue
rating is in line with the corporate credit rating on Whiting,"
S&P stated.

"The revision of our recovery rating on the subordinated notes is
based on an updated valuation of the company's proven reserves as
of year-end 2010. Our valuation is based on a company-provided
PV10 report using Standard & Poor's recovery methodology and our
stressed price deck assumptions of $45 per barrel for West Texas
Intermediate crude oil and $4 million BTU for Henry Hub natural
gas. The updated reserve valuation results in an increase in our
valuation of Whiting in a simulated default scenario and as a
result, we revised our recovery ratings on its senior unsecured
debt," S&P stated.

Ratings List
Whiting Petroleum Corp.
Corporate credit rating                BB/Stable/--

Recovery Ratings Revised
                                        To               From
Whiting Petroleum Corp.
$250 mil 7% sr sub nts due 2014        BB               BB
  Recovery rating                       3                4
$350 mil 6.5% sr sub nts due 2018      BB               BB
  Recovery rating                       3                4


WORLDWIDE FINANCIAL: Former CEO Gets 5 Years for $11M Loan Scheme
-----------------------------------------------------------------
Ian Thoms at Bankruptcy Law360 reports that the former CEO of
Worldwide Financial Resources Inc. was sentenced Tuesday in New
Jersey federal court to more than five years in prison for
perpetrating an $11 million fraudulent loan scheme and committing
bankruptcy fraud.

David Findel, who pled guilty to the bankruptcy fraud and the loan
fraud in October 2010, was ordered to spend 63 months in federal
prison, pay $11.9 million in restitution and serve three years of
supervised release, according to Law360.

Worldwide Financial Resources is a New Jersey-based mortgage
origination firm.


W.R. GRACE: To Release Third Quarter Results on Oct. 25
-------------------------------------------------------
W.R. Grace & Co. (NYSE: GRA) announced that it will release its
third quarter 2011 financial results at 6:00 a.m. ET on Tuesday,
October 25.  A company hosted conference call and webcast will
follow at 1:00 p.m. ET that day.

During the call, Fred Festa, Chairman, President and Chief
Executive Officer, and Hudson La Force, Senior Vice President and
Chief Financial Officer, will discuss the third quarter results.
A question and answer session with analysts will follow the
prepared remarks.

Access to the live webcast and the accompanying slides will be
available through the Investor Information section of the
company's Web site, http://www.grace.com. Those without access to
the internet can participate by dialing +1.866.730.5765 (U.S.) or
+1.857.350.1589 (International).  The conference call ID is
85283965.  Investors are advised to dial into the call at least
ten minutes early in order to register.

An audio replay will be available at 4:00 p.m. ET on Oct. 25.  The
replay will be accessible until Nov. 1 by dialing +1.888.286.8010
(U.S.) or +1.617.801.6888 (International) and entering conference
call ID 47995987.

                    About W.R. Grace & Co.

Headquartered in Columbia, Maryland, W.R. Grace & Co. (NYSE:GRA)
-- http://www.grace.com/-- supplies catalysts and silica
products, especially construction chemicals and building
materials, and container products globally.

The Company and its debtor-affiliates filed for Chapter 11
protection on April 2, 2001 (Bankr. D. Del. Case No. 01-01139).
David M. Bernick, P.C., Esq., at Kirkland & Ellis, LLP, and
Laura Davis Jones, Esq., at Pachulski Stang Ziehl & Jones,
LLP, represent the Debtors in their restructuring effort.  The
Debtors hired Blackstone Group, L.P., for financial advice.
PricewaterhouseCoopers LLP is the Debtors' accountant.  Stroock
& Stroock & Lavan, LLP, and Duane Morris, LLP, represent the
Official Committee of Unsecured Creditors.  The Creditors
Committee tapped Capstone Corporate Recovery LLC for financial
advice.  David T. Austern, the legal representative of future
asbestos personal injury claimants, is represented by Orrick
Herrington & Sutcliffe LLP and Phillips Goldman & Spence, PA.
Elihu Inselbuch, Esq., at Caplin & Drysdale, Chartered, and Marla
R. Eskin, Esq., at Campbell & Levine, LLC, represent the Official
Committee of Asbestos Personal Injury Claimants.  The Asbestos
Committee of Property Damage Claimants tapped Scott Baena, Esq.,
and Jay M. Sakalo, Esq., at Bilzin Sumberg Baena Price & Axelrod,
LLP, to represent it.  Thomas Moers Mayer, Esq., at Kramer Levin
Naftalis & Frankel, LLP, represents the Official Committee of
Equity Security Holders.

W.R. Grace and its debtor affiliates, with the support of the
Official Committee of Asbestos Personal Injury Claimants, the
Asbestos PI Future Claimants' Representative and the Official
Committee of Equity Security Holders, have submitted a proposed
Chapter 11 plan of reorganization.  The Chapter 11 plan is built
around an April 2008 settlement for all present and future
asbestos personal injury claims, and a subsequent settlement for
asbestos property damage claims.  The Plan confirmation hearing
wrapped up on Jan. 25.

Bankruptcy Creditors' Service, Inc., publishes W.R. Grace
Bankruptcy News.  The newsletter tracks the Chapter 11 proceeding
undertaken by W.R. Grace, W.R. Grace Co. - Conn. and their
affiliates.  (http://bankrupt.com/newsstand/or 215/945-7000)


W.R. GRACE: Destroys Docs. on Failed Bid for Secret Company
-----------------------------------------------------------
Judge Judith Fitzgerald of the U.S. Bankruptcy Court for the
District of Delaware granted W.R. Grace & Co.'s motion to return
certain documents filed under seal in connection with W.R. Grace &
Co.'s lost bid for a highly confidential acquisition.

The Court authorized the Debtors to take all actions that may be
necessary to undertake the destruction of the confidential
pleadings and the proposed unredacted acquisition approval order.
The Court will retain jurisdiction to hear and determine all
matters arising from or relating to the implementation of the
order and the destruction of the seal documents.

As reported in the Aug. 26, 2011 edition of the TCR, W.R. Grace & Co.
lost a highly
confidential acquisition in July and now wants the documents filed in
connection with that
transaction destroyed.  W.R. Grace previously told Judge Judith
Fitzgerald of the U.S.
Bankruptcy Court for the District of Delaware that the highly
confidential potential strategic
transaction with the seller would significantly enhance its business
plan and growth
strategy in coming years.

                    About W.R. Grace & Co.

Headquartered in Columbia, Maryland, W.R. Grace & Co. (NYSE:GRA)
-- http://www.grace.com/-- supplies catalysts and silica
products, especially construction chemicals and building
materials, and container products globally.

The Company and its debtor-affiliates filed for Chapter 11
protection on April 2, 2001 (Bankr. D. Del. Case No. 01-01139).
David M. Bernick, P.C., Esq., at Kirkland & Ellis, LLP, and
Laura Davis Jones, Esq., at Pachulski Stang Ziehl & Jones,
LLP, represent the Debtors in their restructuring effort.  The
Debtors hired Blackstone Group, L.P., for financial advice.
PricewaterhouseCoopers LLP is the Debtors' accountant.  Stroock
& Stroock & Lavan, LLP, and Duane Morris, LLP, represent the
Official Committee of Unsecured Creditors.  The Creditors
Committee tapped Capstone Corporate Recovery LLC for financial
advice.  David T. Austern, the legal representative of future
asbestos personal injury claimants, is represented by Orrick
Herrington & Sutcliffe LLP and Phillips Goldman & Spence, PA.
Elihu Inselbuch, Esq., at Caplin & Drysdale, Chartered, and Marla
R. Eskin, Esq., at Campbell & Levine, LLC, represent the Official
Committee of Asbestos Personal Injury Claimants.  The Asbestos
Committee of Property Damage Claimants tapped Scott Baena, Esq.,
and Jay M. Sakalo, Esq., at Bilzin Sumberg Baena Price & Axelrod,
LLP, to represent it.  Thomas Moers Mayer, Esq., at Kramer Levin
Naftalis & Frankel, LLP, represents the Official Committee of
Equity Security Holders.

W.R. Grace and its debtor affiliates, with the support of the
Official Committee of Asbestos Personal Injury Claimants, the
Asbestos PI Future Claimants' Representative and the Official
Committee of Equity Security Holders, have submitted a proposed
Chapter 11 plan of reorganization.  The Chapter 11 plan is built
around an April 2008 settlement for all present and future
asbestos personal injury claims, and a subsequent settlement for
asbestos property damage claims.  The Plan confirmation hearing
wrapped up on Jan. 25.

Bankruptcy Creditors' Service, Inc., publishes W.R. Grace
Bankruptcy News.  The newsletter tracks the Chapter 11 proceeding
undertaken by W.R. Grace, W.R. Grace Co. - Conn. and their
affiliates.  (http://bankrupt.com/newsstand/or 215/945-7000)


W.R. GRACE: Settles Three Claims Totaling $2.8-Mil.
---------------------------------------------------
W.R. Grace & Co. and its affiliates informed the Bankruptcy Court
that they have settled with three claimants relating to claims,
which assert unliquidated, contingent claims and request aggregate
damages of $2,857,803:

  (1) Neutocrete Products, Inc., holder of Claim No. 8378;

  (2) Neutocrete Systems, Inc., holder of Claim No. 8379; and

  (3) FTF Crawlspace Specialists, Inc., holder of Claim No.
      8380.

The Debtors previously notified the Court that they have served
their request for documents and answers to interrogatories related
to the three Claims, which arise from a commercial dispute between
the Claimants and W. R. Grace & Co.- Conn. regarding the sale by
Grace to Claimants of a blend of cement and vermiculite labeled
"Neutocrete(R)" used to make lightweight concrete for installation
in residential crawlspaces as a sealant.

The key terms of the parties' stipulation and settlement agreement
are:

  -- Allowance of Claim No. 8378 as an Allowed Claim for
     $190,000;

  -- Pursuant to the terms of the Debtors' Plan of
     Reorganization, the Debtors will pay the Settlement Amount
     in full and complete satisfaction of the NPI Allowed Claim
     on or after the Plan's Effective Date;

  -- Notwithstanding the terms of the Plan, no interest will
     accrue on the Settlement Amount; and

  -- Claims Nos. 8379 and 8380 will be disallowed and expunged
     for all purposes.

Deadline for parties-in-interest to file objections to the
stipulation is on October 13, 2011.


                    About W.R. Grace & Co.

Headquartered in Columbia, Maryland, W.R. Grace & Co. (NYSE:GRA)
-- http://www.grace.com/-- supplies catalysts and silica
products, especially construction chemicals and building
materials, and container products globally.

The Company and its debtor-affiliates filed for Chapter 11
protection on April 2, 2001 (Bankr. D. Del. Case No. 01-01139).
David M. Bernick, P.C., Esq., at Kirkland & Ellis, LLP, and
Laura Davis Jones, Esq., at Pachulski Stang Ziehl & Jones,
LLP, represent the Debtors in their restructuring effort.  The
Debtors hired Blackstone Group, L.P., for financial advice.
PricewaterhouseCoopers LLP is the Debtors' accountant.  Stroock
& Stroock & Lavan, LLP, and Duane Morris, LLP, represent the
Official Committee of Unsecured Creditors.  The Creditors
Committee tapped Capstone Corporate Recovery LLC for financial
advice.  David T. Austern, the legal representative of future
asbestos personal injury claimants, is represented by Orrick
Herrington & Sutcliffe LLP and Phillips Goldman & Spence, PA.
Elihu Inselbuch, Esq., at Caplin & Drysdale, Chartered, and Marla
R. Eskin, Esq., at Campbell & Levine, LLC, represent the Official
Committee of Asbestos Personal Injury Claimants.  The Asbestos
Committee of Property Damage Claimants tapped Scott Baena, Esq.,
and Jay M. Sakalo, Esq., at Bilzin Sumberg Baena Price & Axelrod,
LLP, to represent it.  Thomas Moers Mayer, Esq., at Kramer Levin
Naftalis & Frankel, LLP, represents the Official Committee of
Equity Security Holders.

W.R. Grace and its debtor affiliates, with the support of the
Official Committee of Asbestos Personal Injury Claimants, the
Asbestos PI Future Claimants' Representative and the Official
Committee of Equity Security Holders, have submitted a proposed
Chapter 11 plan of reorganization.  The Chapter 11 plan is built
around an April 2008 settlement for all present and future
asbestos personal injury claims, and a subsequent settlement for
asbestos property damage claims.  The Plan confirmation hearing
wrapped up on Jan. 25.

Bankruptcy Creditors' Service, Inc., publishes W.R. Grace
Bankruptcy News.  The newsletter tracks the Chapter 11 proceeding
undertaken by W.R. Grace, W.R. Grace Co. - Conn. and their
affiliates.  (http://bankrupt.com/newsstand/or 215/945-7000)


WSP HOLDINGS: Posts $118.8 Million Net Loss in 2010
---------------------------------------------------
WSP Holdings Limited filed on Sept. 14, 2011, its annual report on
Form 20-F for the fiscal year ended Dec. 31, 2010.

Deloitte Touche Tohmatsu CPA Ltd., in Beijing, People's Republic
of China, expressed substantial doubt about WSP Holdings' ability
to continue as a going concern.  The independent auditors noted
that the Company suffered significant operating loss and had
working capital deficiency and negative operating cash flow while
a significant amount of short-term borrowings is required to be
refinanced.

The Company reported a net loss of $118.8 million on
$470.5 million of revenues for 2010, compared with net income of
$4.2 million on $577.0 million of revenues for 2009.

The Company's balance sheet at Dec. 31, 2010, showed
$1.331 billion in total assets, $1.028 billion in total
liabilities, and stockholders' equity of $302.8 million.

A complete text of the Form 20-F is available for free at:

                       http://is.gd/UZYDpV

WSP Holdings Limited (NYSE: WH) -- http://www.wsphl.com/--
develops and manufactures seamless Oil Country Tubular Goods
(OCTG), including seamless casing, tubing and drill pipes used for
on-shore and off-shore oil and gas exploration, drilling and
extraction, and other pipes and connectors.  Founded as WSP China
in 1999, the Company offers a wide range of API and non-API
seamless OCTG products, including products that are used in
extreme drilling and extraction conditions.  The Company's
products are used in China's major oilfields and are exported to
oil producing regions throughout the world.  The Company is
headquartered in Wuxi, Jiangsu Province, in the People's Republic
of China.


YRC WORLDWIDE: Jeff Rogers Named YRC President
----------------------------------------------
YRC Worldwide Inc. announced the appointments of Jeff Rogers as
YRC president and Mike Naatz as Holland president.  Both will
report directly to James Welch, CEO of YRC Worldwide.  The Company
also announced additional changes to its corporate organizational
structure with the elimination of the following positions: Chief
Operations Officer, Chief Marketing Officer, Chief Administrative
Officer and Chief Customer Officer.  These changes will streamline
the organization and will enable the Company to manage its
business more effectively and efficiently as it moves forward,
returning YRC Worldwide to a more traditional holding company.

Jeff Rogers, 49, recently served as president of Holland, a
subsidiary of YRC Worldwide.  Previously he served as Chief
Financial Officer of YRC Regional Transportation.  Prior to
joining Yellow Transportation, he spent 14 years with United
Parcel Service in various finance and operational roles.  Rogers
is a decorated military veteran who served in the US Army Rangers.
He holds a Bachelor of Science degree in Accounting from Kansas
Newman University and a Masters in Business Administration from
Baker University.

"Jeff brings strong leadership skills and a proven track record of
delivering results, including best-in-class service," said James
Welch, chief executive officer - YRC Worldwide.  "Jeff's success
in running Holland and a strong relationship with customers, make
him a natural fit for this role."

Mike Naatz, 45, formerly served as Chief Customer Officer of YRC
Worldwide.  In this role, he led the sales, information
technology, customer service and quality teams for the company.
He previously served as chief information and service officer for
YRC Worldwide.  Prior to joining YRC Worldwide, he served in
various operational leadership roles, including chief information
officer for USF.  Naatz received a Bachelor of Science degree in
Economics from the University of Illinois and a Masters in
Business Administration from Northwestern University Kellogg
School of Management.

"Mike's demonstrated ability to continually improve and maintain
quality along with his keen eye to service and customer support,
makes him an effective leader for Holland as we move into the
future," added Welch.

                        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.


ZANETT INC: To Voluntarily Delist Common Shares from NASDAQ
-----------------------------------------------------------
Zanett, Inc., decided to voluntarily delist its shares of common
stock from The NASDAQ Stock Market.

Recently, and after much discussion and deliberation, the Board of
Directors unanimously approved a resolution authorizing Zanett to
voluntarily delist from NASDAQ.  Material facts related to this
important decision include the size of Company revenues, the
increasing number of complex rules and regulations designed for
large corporations, but enacted on small companies nonetheless,
the person-hours related to the compliance with such rules and
regulations, the large and constantly increasing annual costs
related to such accounting, legal, and compliance related issues,
and the large amount of Management mental capital related to
public company compliance and requirements.

On or about July 6, 2011, Zanett received a letter from NASDAQ
notifying the Company that the bid price per share for the
Company's common stock has closed below the $1.00 minimum bid
price requirement for 30 consecutive trading days and that, as a
result, the Company no longer meets The NASDAQ Capital Market's
minimum bid price requirement for continued listing set forth in
Marketplace Rule 5550(a)(2).  At the time of the receipt of the
letter, no breach of any other listing requirement was listed in
the letter.  Pursuant to Marketplace Rule 5810(c)(3)(A), the
Company had 180 calendar days, or until Jan. 3, 2012, to regain
compliance with the rule.  To regain compliance with the minimum
bid price requirement, the closing bid price of the Company's
common stock must close above $1.00 for a minimum of ten
consecutive trading days.  Furthermore, the letter also states
that in certain circumstances, the NASDAQ staff has the discretion
to require compliance for a period in excess of 10 consecutive
business days, but generally no more than 20 consecutive business
days.  The 180-day compliance period relates exclusively to the
Company's bid price deficiency.  The Company may be delisted
during the 180-day period for failure to maintain compliance with
any other listing requirement which occurs during this period.

On or about Aug. 22, 2011, Zanett received a non-compliance notice
from NASDAQ stating that the company was not in compliance with
NASDAQ Listing Rule 5250(c)(1) because the company has not timely
filed its Quarterly Report on Form 10-Q for the quarterly period
ended June 30, 2011.  The NASDAQ letter stated that the company
has until Oct. 16, 2011, to submit a plan to regain compliance.
The Company's current intention is to endeavour to comply with
that request for eventual filing of the Quarterly Report on Form
10-Q for the quarterly period ended June 30, 2011.

Zanett's management current intention is to endeavour to register
the Company common stock on an alternate exchange, if available
and cost effective.

                         About Zanett Inc.

Based in New York, Zanett Inc. is an information technology
company that provides customized IT solutions to Fortune 500
corporations and mid-market companies.  Until the disposition of
Paragon Dynamics, Inc., the Company also provided those solutions
to classified government agencies.

Zanett Inc. in November 2010 said it remains in discussion
to replace its revolving credit facility with Bank of America.
Zanett was not in compliance with certain loan covenants as of
Sept. 30, 2010.  The credit facility matured on June 21, 2010.
The Company's line of credit was subject to a forbearance
agreement with BofA.

The Company's balance sheet at March 31, 2011, showed $28.97
million in total assets, $24.22 million in total liabilities and
$4.74 million in total stockholders' equity.

Amper, Politziner & Mattia, LLP, in New York, 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 incurred a
significant loss from continuing operations, has a working capital
deficit and all of its outstanding debt is either currently
payable or payable within the next twelve months.


* Texas Bank Shuttered, Brings Year's Failures 74
-------------------------------------------------
First International Bank, Plano, Texas, was closed Sept. 30 by the
Texas Department of Banking, which appointed the Federal Deposit
Insurance Corporation as receiver. To protect the depositors, the
FDIC entered into a purchase and assumption agreement with
American First National Bank, Houston, Texas, to assume all of the
deposits of First International Bank.

As of June 30, 2011, First International Bank had approximately
$239.9 million in total assets and $208.8 million in total
deposits. In addition to assuming all of the deposits of the
failed bank, American First National Bank agreed to purchase
essentially all of the assets.

According to Bloomberg News, banks are closing under stress from
commercial real estate loans, tied to property values that fell
about 49% from the October 2007 peak through April, according to
Moody's Investors Service.  Regulators have shuttered more than
390 lenders since the start of 2008, FDIC data show.

                      2011 Failed Banks List

The FDIC was appointed as receiver for the closed banks.  To
protect the depositors, the FDIC entered into a purchase and
assumption agreement with various banks that agreed to assume the
deposits of most of the closed banks.  The FDIC also entered into
loss-share transactions on assets bought by the banks.

For this year, the failed banks are:

                                Loss-Share
                                Transaction Party    FDIC Cost
                   Assets of    Bank That Assumed    to Insurance
                   Closed Bank  Deposits & Bought    Fund
  Closed Bank      (millions)   Certain Assets       (millions)
  -----------      -----------  -----------------    ------------
First International Bank $239.9  American First Nat'l       $53.8

Citizens Bank of N. Ca.  $288.8  Tri Counties Bank          $37.2
Bank of the Commonwealth $985.1  Southern Bank and Trust   $268.3
First Nat'l Bank, Fla.   $296.8  CharterBank                $46.9
CreekSide Bank           $102.3  Georgia Commerce Bank      $27.3
Patriot Bank of Georgia  $150.8  Georgia Commerce Bank      $44.4
First Choice Bank Geneva $141.0  Inland Bank & Trust        $31.0
First Southern Nat'l     $164.6  Heritage Bank of the South $39.6
Lydian Private Bank    $1,700.0  Sabadell United Bank      $293.2
Public Savings Bank       $46.8  Capital Bank, N.A.         $11.0
1st Nat'l Bank of Olathe $538.1  Enterprise Bank & Trust   $116.6
Bank of Whitman          $548.6  Columbia State Bank       $134.8
Bank of Shorewood        $110.7  Heartland Bank and Trust   $25.6
Integra Bank           $2,200.0  Old National Bank         $170.7
BankMeridian, N.A.       $239.8  SCBT N.A.                  $65.4
Virginia Business         $95.8  Xenith Bank                $17.3
Bank of Choice         $1,070.0  Bank Midwest, N.A.        $213.6
LandMark Bank of Fla.    $275.0  American Momentum          $34.4
Southshore Community      $46.3  American Momentum           $8.3
Summit Bank               $72.0  The Foothills Bank         $11.3
First Peoples Bank       $228.3  Premier American Bank       $7.4
One Georgia Bank         $186.3  Ameris Bank                $44.4
High Trust Bank          $192.5  Ameris Bank                $66.0
Colorado Capital         $717.5  First-Citizens Bank       $283.8
First Chicago Bank       $959.3  Northbrook Bank           $284.3
Signature Bank            $66.7  Points West Community      $22.3
Mountain Heritage        $103.7  First American Bank        $41.1
First Commercial Bank     $98.6  Stonegate Bank             $28.5
McIntosh State Bank      $339.9  Hamilton State Bank        $80.0
Atlantic Bank and Trust  $208.2  First Citizens Bank        $36.4
First Heritage Bank      $173.5  Columbia State             $34.9
First Georgia Banking    $731.0  CertusBank                $156.5
Atlantic Southern        $741.9  CertusBank                $273.5
Summit Bank              $142.7  Columbia State             $15.7
Coastal Bank             $129.4  Premier American Bank      $13.4
Community Central        $476.3  Talmer Bank & Trust       $183.2
The Park Avenue Bank     $953.3  Bank of the Ozarks        $306.1
Cortez Community Bank     $70.9  Florida Community Bank     $18.6
First National Bank      $352.0  Florida Community Bank     $42.9
First Choice Community   $308.5  Bank of the Ozarks         $92.4
Heritage Banking         $224.0  Trustmark National         $49.1
Rosemount National        $37.6  Central Bank                $3.6
Nexity Bank              $793.7  AloStar Bank of Commerce  $175.4
New Horizons Bank        $110.7  Citizens South Bank        $30.9
Bartow County Bank       $330.2  Hamilton State Bank        $69.5
Superior Bank          $3,000.0  Superior Bank, N.A.       $259.6
Nevada Commerce Bank     $144.9  City National Bank         $31.9
Western Springs          $186.8  Heartland Bank             $31.0
Bank of Commerce         $163.1  Advantage National         $41.9
Legacy Bank              $190.4  Seaway Bank and Trust      $43.5
First Nat'l Bank of Davis $90.2  The Pauls Valley National  $26.5
Valley Community Bank    $123.8  First State Bank           $22.8
Citizens Bank            $214.3  Heritage Bank              $59.4
San Luis Trust           $332.6  First California           $96.1
Habersham Bank           $387.6  SCBT National              $90.3
Charter Oak Bank         $120.8  Bank of Marin              $21.8
Sunshine State           $125.5  Premier American           $30.0
Badger State Bank         $83.8  Royal Bank                 $17.5
Canyon National          $210.9  Pacific Premier Bank       $10.0
Peoples State Bank       $390.5  First Michigan Bank        $87.4
American Trust Bank      $238.2  Renasant Bank              $71.5
Community First           $51.1  Northbrook Bank            $11.7
North Georgia Bank       $153.2  BankSouth                  $35.2
First Community Bank   $2,310.0  U.S. Bank, N.A.           $260.0
FirsTier Bank            $781.5  No Acquirer               $242.6
Evergreen State          $246.5  McFarland State            $22.8
The First State Bank      $43.5  Bank 7                    $20.1
The Bank of Asheville    $195.1  First Bank                 $56.2
CommunitySouth Bank      $440.6  Certus Bank                $46.3
Enterprise Banking       $100.9  [No Acquirer]              $39.6
United Western Bank    $2,050.0  First-Citizens Bank       $312.8
Oglethorpe Bank          $230.6  Bank of the Ozarks         $80.4
Legacy Bank, Arizona     $150.6  Enterprise Bank & Trust    $27.9
First Commercial Bank    $598.5  First Southern Bank        $78.0

In 2010, there were 157 failed banks, compared with 140 in 2009
and just 25 for 2008.

A complete list of banks that failed since 2000 is available at:

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

                    865 Banks in Problem List

The Federal Deposit Insurance Corp.'s list of "problem" banks fell
in the second quarter 2011 for the first time since 2006 as the
industry's income improved and costs tied to bad loans eased.  The
confidential list of banks deemed at greater risk of collapse
shrank by 23 firms to 865, the FDIC said Aug. 23 in its Quarterly
Banking Profile.  The last time that happened was the third
quarter of 2006 before the credit crisis began, the agency said.

The FDIC defines "problem" institutions as those with financial,
operational or managerial weaknesses that threaten their
viability.

The deposit insurance fund, which protects customer holdings up to
$250,000 per account in the event of a failure, was positive for
the first time in two years, the agency said.  The fund rose to
$3.9 billion, because of fewer expected bank failures and
assessment revenue, the agency said.  The FDIC insures deposits at
more than 7,500 banks and thrifts.

               Problem Institutions        Failed Institutions
               --------------------        -------------------
Year           Number  Assets (Mil)        Number Assets (Mil)
----           ------  ------------        ------ ------------
2010              884      $390,017         157        $92,085
2009              702      $402,800         140       $169,700
2008              252      $159,405          25       $371,945
2007               76       $22,189           3         $2,615
2006               50        $8,265           0             $0
2005               52        $6,607           0             $0
2004               80       $28,250           4           $170

Federal regulators assign a composite rating to each financial
institution, based upon an evaluation of financial and operational
criteria.  The rating is based on a scale of 1 to 5 in ascending
order of supervisory concern.  "Problem" institutions are those
institutions with financial, operational, or managerial weaknesses
that threaten their continued financial viability. Depending upon
the degree of risk and supervisory concern, they are rated either
a "4" or "5."  The number and assets of "problem" institutions are
based on FDIC composite ratings.  Prior to March 31, 2008, for
institutions whose primary federal regulator was the OTS, the OTS
composite rating was used.


* FDIC Closing Two Temporary Offices
------------------------------------
Victoria McGrane, writing for The Wall Street Journal, reports
that the Federal Deposit Insurance Corp. has announced plans to
soon close two of the three temporary field offices it set up to
handle the increase in bank failures. The three offices were
located in regions hit hardest by failures: the West, the Midwest
and the Southeast.  According to the report:

     -- Earlier this year, the FDIC announced its satellite office
in Irvine, Calif., would close in January 2012.

     -- In September, the agency said it would close the
Schaumburg, Ill., office in September 2012.

     -- The third temporary office, in Jacksonville, Fla., isn't
closing anytime soon. FDIC officials said the office will remain
open at least through late 2013 due to the large number of bank
failures in the region.

The Journal says the closings are the latest glimmer that the
worst of this period for U.S. banks may be over, though plenty of
pain lies ahead.

The Journal notes that about 1,000 U.S. banks and savings
institutions have disappeared since the end of 2007, leaving 7,513
FDIC-insured institutions as of June 30.  During that period, 396
banks failed and about 600 disappeared through mergers or
acquisitions. The latest seizure came Friday when regulators
closed First International Bank of Plano, Texas.

The FDIC had 865 banks on its "problem" bank list at the end of
June.  According to the Journal, while that is down slightly from
the previous quarter, it is high by historical standards and is
likely to remain elevated for some time.  At the end of 2007, the
list comprised a mere 76 troubled banks.

The Journal also reports Camden Fine, president of the Independent
Community Bankers of America, a trade group, predicted another
1,000 to 1,500 banks will vanish between now and the end of 2015.
Still, he said the closing of the "little death stars" -- his
nickname for the FDIC satellite offices -- is "a very good sign."


* S&P Global Corp Default Tally Remains at 29 for 2011
------------------------------------------------------
Global corporate defaults total 29 so far in 2011, and no
corporate issuers defaulted last week, said an article published
Thursday by Standard & Poor's Global Fixed Income Research, titled
"Global Corporate Default Update (Sept. 22 - 28, 2011)."
Regionally, 20 of the defaulters were based in the U.S., three
were based in New Zealand, two were based in Canada, and one each
was based in the Czech Republic, France, Israel, and Russia.  Of
the total defaulters by this time in 2010, 46 were U.S.-based
issuers, nine were from other developed regions (Australia,
Canada, Japan, and New Zealand), seven were from the emerging
markets, and two were European issuers.

Twelve of this year's defaults were due to missed interest or
principal payments and six were due to distressed exchanges --
which were also two of the top reasons for defaults in 2010.
Bankruptcy filings followed with five defaults and regulatory
actions accounted for three.  Of the remaining defaults, one
issuer had its banking license revoked by its country's central
bank, another was appointed a receiver, and the third was
confidential.  Of the defaults in 2010, 28 resulted from missed
interest or principal payments, 25 were from Chapter 11 and
foreign bankruptcy filings, 23 were from distressed exchanges,
three were from receiverships, one was from regulatory directives,
and one was from administration.

Following a year of record-setting highs in terms of global
corporate default statistics, 2010 provided the markets with a
noticeable reversal.  In 2010, 81 global corporate issuers
defaulted, down from the record high of 265 in 2009.  None of the
81 defaulters began the year with an investment-grade rating.  The
debt amount affected by these defaults fell to $95.7 billion,
which was also considerably lower than in 2009.

Standard & Poor's expects the U.S. corporate trailing 12-month
speculative-grade default rate to decline to 1.6% by June 2012.  A
total of 25 issuers would need to default from July 2011 to June
2012 to reach this forecast.  By comparison, the default rate was
2.25% in June 2011.  In the 12 months ended June 2011, 32
speculative-grade issuers defaulted.  Less than one-third of those
defaults occurred in the first half of 2011.  Improved lending
conditions and greater availability of capital, even for low-rated
issuers, continue to temper our default expectations in the short
term.  In addition, stronger credit quality, as reflected by fewer
downgrades and lower negative bias, should help companies mitigate
the effects of lackluster economic growth and uncertainty about
domestic and international sovereign funding.

In addition to its baseline projection, S&P forecasts the default
rate in our optimistic and pessimistic scenarios.  In its
optimistic default rate forecast scenario, the economy and the
financial markets improve more than expected, and, as a result,
S&P would expect the default rate to be 1.2% (18 defaults in the
next 12 months).  On the other hand, if the economic recovery
stalls and the financial markets deteriorate -- which is S&P's
pessimistic scenario -- S&P expects the default rate to be 4% (62
defaults) by June 2012.  S&P bases its forecasts on quantitative
and qualitative factors that it considers, including, but not
limited to, Standard & Poor's proprietary default model for the
U.S. corporate speculative-grade bond market.  S&P updates its
outlook for the U.S. issuer-based corporate speculative-grade
default rate each quarter after analyzing the latest economic data
and expectations.


* Cash-Strapped Cities Weigh Cutting Retirees' Pension Benefits
---------------------------------------------------------------
Dow Jones' DBR Small Cap reports that rising pension costs and a
tough economy are forcing some municipalities to consider the once
unthinkable: cutting pension benefits promised not only to current
workers but also to those who have already retired.


* Web Sites Speed Up Sales of Distressed Real-Estate Loans
----------------------------------------------------------
Dow Jones' DBR Small Cap reports that the last time lenders were
forced to unload an enormous volume of distressed real-estate
loans was in the 1990s, when interested buyers had to go through a
time-consuming and often-opaque process with dozens of
institutions.


* U.S. Ethanol Plants Invest in Corn Oil as Industry Matures
------------------------------------------------------------
Dow Jones' Daily Bankruptcy Review reports that U.S. ethanol
producers faced with slowing growth in demand are turning to a
fledgling market for corn oil to help boost revenues.


* Distressed Investors Waiting for Opportunity in Most Sectors
--------------------------------------------------------------
Dow Jones' DBR Small Cap reports that default rates and bankruptcy
filings earnestly sticking near their all-time lows but loads of
debt coming due very soon, finding distressed opportunities is a
two-pronged game of waiting while still identifying sectors that
need help now, three industry veterans said.


* BOND PRICING -- For Week From Sept. 26 - 30, 2011
---------------------------------------------------

  Company           Coupon   Maturity Bid Price
  -------           ------   -------- ---------
ACARS-GM              8.10  6/15/2024    1.00
AHERN RENTALS         9.25  8/15/2013   27.90
AMBAC INC             5.95  12/5/2035   13.75
AMBAC INC             6.15   2/7/2087    0.38
AMBAC INC             7.50   5/1/2023   12.50
AMBAC INC             9.38   8/1/2011    9.99
AMBAC INC             9.50  2/15/2021   15.00
AMERICAN ORIENT       5.00  7/15/2015   53.10
BANK NEW ENGLAND      8.75   4/1/1999   14.00
BANK NEW ENGLAND      9.88  9/15/1999   14.00
BANKUNITED FINL       3.13   3/1/2034    7.10
BLOCKBUSTER INC      11.75  10/1/2014    2.13
CAPMARK FINL GRP      5.88  5/10/2012   53.75
CHRSTN HOUSE PRA      6.50  10/1/2011   99.80
CIRCUS & ELDORAD     10.13   3/1/2012   80.00
CIT-CALL10/11         7.00   5/1/2014  102.00
DIRECTBUY HLDG       12.00   2/1/2017   35.63
DIRECTBUY HLDG       12.00   2/1/2017   32.00
DUNE ENERGY INC      10.50   6/1/2012   45.84
DYNEGY HLDGS INC      8.75  2/15/2012   77.00
EASTMAN KODAK CO      7.25 11/15/2013   25.00
ECHOSTAR DBS          6.38  10/1/2011   99.75
EDDIE BAUER HLDG      5.25   4/1/2014    7.00
ENERGY CONVERS        3.00  6/15/2013   44.50
EOP OPERATING LP      5.00 10/15/2011   98.25
EVERGREEN SOLAR       4.00  7/15/2013    2.50
EVERGREEN SOLAR       4.00  7/15/2020   13.00
EVERGREEN SOLAR      13.00  4/15/2015   59.75
FAIRPOINT COMMUN     13.13   4/1/2018    1.00
FIRST DATA CORP       5.63  11/1/2011   99.25
GASCO ENERGY INC      5.50  10/5/2011   98.55
GLB AVTN HLDG IN     14.00  8/15/2013   87.00
GLOBALSTAR INC        5.75   4/1/2028   59.75
GREAT ATLA & PAC      6.75 12/15/2012   18.25
HAWKER BEECHCRAF      8.50   4/1/2015   42.50
HAWKER BEECHCRAF      9.75   4/1/2017   36.00
HORIZON LINES         4.25  8/15/2012   69.00
HOUSEHOLD FIN CO      6.38 10/15/2011   99.99
INTL LEASE FIN        5.25 10/15/2011   99.01
K HOVNANIAN ENTR      6.25  1/15/2015   60.00
KOHL'S CORP           7.38 10/15/2011  100.30
LEHMAN BROS HLDG      3.00 10/28/2012   25.13
LEHMAN BROS HLDG      4.70   3/6/2013   22.50
LEHMAN BROS HLDG      4.80  2/27/2013   23.13
LEHMAN BROS HLDG      4.80  3/13/2014   21.75
LEHMAN BROS HLDG      5.00  1/22/2013   23.13
LEHMAN BROS HLDG      5.00  2/11/2013   23.00
LEHMAN BROS HLDG      5.00  3/27/2013   21.50
LEHMAN BROS HLDG      5.00   8/3/2014   23.13
LEHMAN BROS HLDG      5.00   8/5/2015   23.38
LEHMAN BROS HLDG      5.10  1/28/2013   22.50
LEHMAN BROS HLDG      5.15   2/4/2015   23.13
LEHMAN BROS HLDG      5.25  1/30/2014   23.13
LEHMAN BROS HLDG      5.25  2/11/2015   22.50
LEHMAN BROS HLDG      5.35  2/25/2018   20.98
LEHMAN BROS HLDG      5.50   4/4/2016   21.50
LEHMAN BROS HLDG      5.50  2/19/2018   21.40
LEHMAN BROS HLDG      5.55  2/11/2018   21.60
LEHMAN BROS HLDG      5.63  1/24/2013   24.00
LEHMAN BROS HLDG      5.70  1/28/2018   22.50
LEHMAN BROS HLDG      5.75  5/17/2013   21.85
LEHMAN BROS HLDG      5.88 11/15/2017   23.38
LEHMAN BROS HLDG      6.00  7/19/2012   22.53
LEHMAN BROS HLDG      6.00  2/12/2018   23.13
LEHMAN BROS HLDG      6.20  9/26/2014   23.63
LEHMAN BROS HLDG      6.88   5/2/2018   23.88
LEHMAN BROS HLDG      7.00  6/26/2015   22.50
LEHMAN BROS HLDG      7.00 12/18/2015   25.63
LEHMAN BROS HLDG      7.00  4/16/2019   22.50
LEHMAN BROS HLDG      8.05  1/15/2019   22.00
LEHMAN BROS HLDG      8.40  2/22/2023   21.50
LEHMAN BROS HLDG      8.50   8/1/2015   23.50
LEHMAN BROS HLDG      8.50  6/15/2022   22.38
LEHMAN BROS HLDG      8.80   3/1/2015   22.00
LEHMAN BROS HLDG      9.00   3/7/2023   19.78
LEHMAN BROS HLDG      9.50 12/28/2022   22.50
LEHMAN BROS HLDG      9.50  1/30/2023   21.50
LEHMAN BROS HLDG      9.50  2/27/2023   21.00
LEHMAN BROS HLDG     10.00  3/13/2023   22.50
LEHMAN BROS HLDG     10.38  5/24/2024   22.00
LEHMAN BROS HLDG     11.00  6/22/2022   23.38
LEHMAN BROS HLDG     11.00  7/18/2022   22.75
LEHMAN BROS HLDG     11.00  3/17/2028   25.50
LEHMAN BROS HLDG     11.50  9/26/2022   23.38
LEHMAN BROS HLDG     18.00  7/14/2023   25.75
LEHMAN BROS INC       7.50   8/1/2026   15.00
LIFEPT VILGE          8.50  3/19/2013   49.50
LOCAL INSIGHT        11.00  12/1/2017    2.25
MAJESTIC STAR         9.75  1/15/2011    5.00
MOHEGAN TRIBAL        7.13  8/15/2014   29.80
MOHEGAN TRIBAL        8.00   4/1/2012   48.50
NBC ACQ CORP         11.00  3/15/2013    1.00
NEBRASKA BOOK CO      8.63  3/15/2012   39.50
NEBRASKA BOOK CO     10.00  12/1/2011   91.00
NEWPAGE CORP         12.00   5/1/2013    1.98
OCR-CALL10/11         6.88 12/15/2015  103.90
PENSON WORLDWIDE      8.00   6/1/2014   49.60
PMI CAPITAL I         8.31   2/1/2027    9.00
REAL MEX RESTAUR     14.00   1/1/2013   82.50
RESTAURANT CO        10.00  10/1/2013   25.25
RIVER ROCK ENT        9.75  11/1/2011   69.05
TEXAS COMP/TCEH      10.25  11/1/2015   40.00
TEXAS COMP/TCEH      10.25  11/1/2015   35.38
TEXAS COMP/TCEH      10.25  11/1/2015   39.50
THORNBURG MTG         8.00  5/15/2013    9.00
TIMES MIRROR CO       7.25   3/1/2013   39.14
TOUSA INC             9.00   7/1/2010   19.50
TRAILER BRIDGE        9.25 11/15/2011   88.90
TRAVELPORT LLC       11.88   9/1/2016   38.00
TRAVELPORT LLC       11.88   9/1/2016   39.88
TRICO MARINE          3.00  1/15/2027    4.00
TRICO MARINE SER      8.13   2/1/2013    4.00
VIRGIN RIVER CAS      9.00  1/15/2012   51.00
WASH MUT BANK FA      5.13  1/15/2015    0.45
WCI COMMUNITIES       4.00   8/5/2023    1.57
WCI COMMUNITIES       7.88  10/1/2013    0.40
WILLIAM LYON INC      7.50  2/15/2014   27.54
WILLIAM LYON INC     10.75   4/1/2013   21.00
WILLIAM LYONS         7.63 12/15/2012   24.00
WINDERMERE BAPT       7.70  5/15/2012   18.00



                           *********

Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par.  Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable.  Those sources may not,
however, be complete or accurate.  The Monday Bond Pricing table
is compiled on the Friday prior to publication.  Prices reported
are not intended to reflect actual trades.  Prices for actual
trades are probably different.  Our objective is to share
information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy or
sell any security of any kind.  It is likely that some entity
affiliated with a TCR editor holds some position in the issuers"
public debt and equity securities about which we report.

Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets.  At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.
Don't be fooled.  Assets, for example, reported at historical cost
net of depreciation may understate the true value of a firm's
assets.  A company may establish reserves on its balance sheet for
liabilities that may never materialize.  The prices at which
equity securities trade in public market are determined by more
than a balance sheet solvency test.

A list of Meetings, Conferences and Seminars appears in each
Wednesday's edition of the TCR.  Submissions about insolvency-
related conferences are encouraged.  Send announcements to
conferences@bankrupt.com/

On Thursdays, the TCR delivers a list of recently filed
Chapter 11 cases involving less than $1,000,000 in assets and
liabilities delivered to nation's bankruptcy courts.  The list
includes links to freely downloadable images of these small-dollar
petitions in Acrobat PDF format.

Each Friday's edition of the TCR includes a review about a book of
interest to troubled company professionals.  All titles are
available at your local bookstore or through Amazon.com.  Go to
http://www.bankrupt.com/books/to order any title today.

Monthly Operating Reports are summarized in every Saturday edition
of the TCR.

The Sunday TCR delivers securitization rating news from the week
then-ending.

For copies of court documents filed in the District of Delaware,
please contact Vito at Parcels, Inc., at 302-658-9911.  For
bankruptcy documents filed in cases pending outside the District
of Delaware, contact Ken Troubh at Nationwide Research &
Consulting at 207/791-2852.

                           *********

S U B S C R I P T I O N   I N F O R M A T I O N

Troubled Company Reporter is a daily newsletter co-published
by Bankruptcy Creditors" Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Frederick, Maryland,
USA.  Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine
Tumanda, Howard C. Tolentino, Joseph Medel C. Martirez, Denise
Marie Varquez, Ronald C. Sy, Joel Anthony G. Lopez, Cecil R.
Villacampa, Sheryl Joy P. Olano, Carlo Fernandez, Christopher G.
Patalinghug, and Peter A. Chapman, Editors.

Copyright 2011.  All rights reserved.  ISSN: 1520-9474.

This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without prior
written permission of the publishers.  Information contained
herein is obtained from sources believed to be reliable, but is
not guaranteed.

The TCR subscription rate is $775 for 6 months delivered via e-
mail.  Additional e-mail subscriptions for members of the same
firm for the term of the initial subscription or balance thereof
are $25 each.  For subscription information, contact Christopher
Beard at 240/629-3300.


                  *** End of Transmission ***