TCR_Public/111010.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 10, 2011, Vol. 15, No. 281

                            Headlines

ACCESS INSURANCE: Files Schedules of Assets and Liabilities
ADVOCACY & RESOURCES: Loses Bid to Reverse USDA Suspension
AMERICAN NATURAL: To Elect Directors by Plurality of Votes
AMERICAS INSURANCE: A.M. Best Downgrades FSR to 'C+'
AMR CORP: American Reports 81.4 Percent Load Factor in September

ARCADIA RESOURCES: PrairieStone in Forbearance Talks With HD Smith
ASHAPURA MINECHEM: Injunction Hearing on Oct. 17
B & R CONSTRUCTION: Case Summary & 20 Largest Unsecured Creditors
GAYLER FAMILY: Case Summary & 2 Largest Unsecured Creditors
BANCO INTERACCIONES: Moody's Lowers Deposit Ratings to 'Ba2'

BARNWELL COUNTY: Chapter 9 Case Summary & Creditors List
BEAR ISLAND: Wins Court OK to Send Liquidation Plan to Creditors
BERNARD L MADOFF: Greiff Victory Could Spur Dismissal of Suits
BERNARD L MADOFF: Trustee Wants $47-Mil. From ABN Amro, Nomura
BERNARD L MADOFF: Judge Approves Feeders' Ch. 11 Plans

BION ENVIRONMENTAL: Testing Program Initiated at Kreider Farms
BION ENVIRONMENTAL: Holders Convert Pref. Stock to Common Stock
BLOCKBUSTER INC: Moves to Block Brazil Retailer From Using Name
BLUE HERON: Deadline for Bids on Two Sites Extended to Dec. 4
BLUEKNIGHT ENERGY: Obtains Final OK of Class Action Settlement

BOMBARDIER INC: DBRS Confirms Issuer Rating at 'BB'
CALPINE CORP: S&P Raises Corporate Credit Rating to 'B+'
CAPMARK FIN'L: Emerges From Ch. 11, Releases Funds for Creditors
CASCADES INC: DBRS Confirms Issuer Rating at 'BB'
CCFC FINANCE: S&P Raises Rating on $1-Bil. Bank Note to 'BB'

CDC CORP: Files for Chapter 11 Bankruptcy Protection
CENTRAL BUILDING: Wants to Use KeyBank Cash Collateral
CENTRAL BUILDING: Sec. 341 Creditors' Meeting Set for Nov. 8
CHINA DU KANG: Files Form 10 with SEC; Registers Common Shares
CHURCH & DWIGHT: S&P Withdraws 'BB+' Rating on $250-Mil. Notes

CITIZENS REPUBLIC: M. Champion Elected by U.S. Treasury to Board
CLEAN BURN: Employs Dough Davis as Auctioneer
CLINTON COURT: Case Summary & 20 Largest Unsecured Creditors
COMPASS DIVERSIFIED: Moody's Rates $275MM Credit Facility at 'Ba1'
CRAWFORD FURNITURE: Closes All Five Retail Stores

CRYOPORT INC: To Offer 2.3MM Common Shares Under Incentive Plan
CRYSTAL CATHEDRAL: Founder Fights Suit Lodged by Committee
CYBERDEFENDER CORP: Guthy-Renker Discloses 40.6% Equity Stake
DENBURY RESOURCES: Moody's Affirms 'Ba3' Corporate Family Rating
DEX ONE: Moody's Downgrades Corporate Family Rating to 'B3'

DK AGGREGATES: Has Until Oct. 17 to File Amended Plan Outline
DONSON GROUP: Case Summary & 4 Largest Unsecured Creditors
DRYSHIPS INC: Adjusts Conversion Price of Convertible Notes
DUARTE, CALIF: S&P Lowers Rating on Series 1997A Bonds to 'BB'
DUNE ENERGY: Enters Into Restructuring Plan Support Agreement

DUNKIN' BRANDS: S&P Raises Corporate Credit Rating to 'B+'
DUTCH RESOURCES: Signs Mining Lease Pact with Bilbray & Johnston
EDWARD DEETS: Voluntary Chapter 11 Case Summary
ELEPHANT TALK: Del. State Secretary Favors Certificate of Merger
EMMIS COMMUNICATIONS: Extends P. Walsh's Employment to 2013

ENER1 INC: Charles Gassenheimer Resigns as Director
ENER1 INC: Pomerantz Reminds Shareholders of Oct. 17 Deadline
EVERGREEN ENERGY: Receives $30-Mil. Offer for K-Fuel Business
EVERGREEN ENERGY: Ilyas Khan Discloses 6.6% Equity Stake
EVERGREEN SOLAR: Faces Delisting From Nasdaq Stock Market

FORD MOTOR: Moody's Reviews Ba2 Corp. Family Rating for Upgrade
FRC LLC: Files for Chapter 11 Bankruptcy Protection
FRIENDLY ICE CREAM: Obtains Approval of $50.6-Mil. Interim Loan
GARY PHILLIPS: Can Use Creditors' Cash Collateral Until Dec. 16
GARY PHILLIPS: Wants TruPoint Bank DIP Loan Extended Until 2013

GLOBAL CROSSING: STT Crossing's Equity Stake Down to 0%
GREENWICH SENTRY: Judge Approves Chapter 11 Plans
GREENWOOD RACING: Moody's Confirms 'B2' Corporate Family Rating
GUIDED THERAPEUTICS: LuViva Under Review by UK's NHS Diagnostics
HALO COMPANIES: Tony Chron Resigns as President

HENDEE ENTERPRISES: Case Summary & 20 Largest Unsecured Creditors
HIGHLANDS GROUP: Case Summary & Largest Unsecured Creditor
LAND DEVELOPMENT: Voluntary Chapter 11 Case Summary
HOLDINGS OF EVANS: Amends List of Largest Unsecured Creditors
HOLDINGS OF EVANS: Files Schedules of Assets and Liabilities

HOLDINGS OF EVANS: U.S. Trustee Unable to Form Committee
HOVENSA LLC: S&P Keeps 'B' Secured Debt Rating; Outlook Negative
HOVNANIAN ENTERPRISES: Fitch Puts 'CCC' IDR on Watch Negative
HOVNANIAN ENTERPRISES: S&P Lowers Corp. Credit Rating to 'CC'
HUDSON HEALTHCARE: Hoboken Univ Creditors Strike Sale Settlement

INNER CITY: Senior Lenders Object to Rothschild's Success Fee
INNKEEPERS USA: Creditors to Join Trial Over $1.12BB Hotel Deal
INTERNATIONAL RARITIES: Panel, Trustee Object to Plan Outline
JELD-WEN INC: S&P Assigns 'B' Corporate Credit Rating
JMG ACQUISITION: Voluntary Chapter 11 Case Summary

JMR DEVELOPMENT: Hires Luis R. Carrasquillo as Accountant
JMR DEVELOPMENT: Taps Charles A. Cuprill as Bankruptcy Attorney
KEYUAN PETROCHEMICALS: Receives NASDAQ Delisting Notice
KINGSWAY FINANCIAL: A.M. Best Cuts Issuer Credit Ratings to 'C'
LEE WILLIAMS: Case Summary & 8 Largest Unsecured Creditors

LEVEL 3: To Assume Outstanding Awards Under Global Crossing Plan
LEVEL 3: STT Crossing Discloses 24.8% Equity Stake
LOCATION BASED TECH: Presents at Craig-Hallum Annual Conference
LODGENET INTERACTIVE: David Bankers Resigns from All Positions
LOUISIANA HOUSING: S&P Lowers Rating on Revenue Bonds to 'B-'

M WAIKIKI: Seeks Court Approval to Hire Neligan Foley as Counsel
M WAIKIKI: Seeks Nod to Tap Klevansky Piper as General Counsel
MANISTIQUE PAPERS: Taps Godfrey & Kahn as Lead Counsel
MANISTIQUE PAPERS: Hires Morris Nichols as Delaware Co-counsel
MARKET STREET: Court OKs Morphy Makofsky as Consulting Engineers

MARKET STREET: Court OKs James Fitzmorris as Political Consultant
MARRIOTT VACATIONS: S&P Assigns Prelim. BB- Corp. Credit Rating
MOORE SORRENTO: Court Approves Forshey & Prostok as Counsel
MT. MORRIS MUTUAL: A.M. Best Cuts Financial Strength Rating to 'B'
NALIKA INC: Voluntary Chapter 11 Case Summary

NEW HOLLAND: Files for Bankruptcy; Must File Plan By January 2012
NEW JERSEY MOTORSPORTS: Emerges From Chapter 11 Protection
NEW LEAF: Recasts $606,381 in Existing Secured Loans
NEXTMART INC: AuKeSaSi Beijing Acquires 100% of BGCC
NORTHCORE TECHNOLOGIES: Renews Contract of Enterprise Client

OKLAHOMA FARM: A.M. Best Cuts Financial Strength Rating to 'B-'
OPEN RANGE: Files for Chapter 11 to Sell or Liquidate
OPEN RANGE: Case Summary & 30 Largest Unsecured Creditors
OPTIMUMBANK HOLDINGS: Issuance of 37.5MM Common Shares Approved
ORAGENICS INC: Committee Awards Options to Buy 195,700 Shares

OTERO COUNTY: Court Approves John D. Wheeler as Bankruptcy Counsel
OTERO COUNTY: Bankruptcy Court OKs White & Case as Lead Counsel
PARTNERS MUTUAL: A.M. BEST Downgrades FSR to 'C++'
PAT IONADI: Case Summary & 20 Largest Unsecured Creditors
PENINSULA HOSPITAL: Court Names McMurray as Patient Care Ombudsman

PENN NATIONAL: S&P Raises Rating on Subordinated Debt to 'BB'
PHILADELPHIA ORCHESTRA: Nears to Reaching Deal With Labor
PILGRIM'S PRIDE: Manipulated Chicken Prices, Ordered to Pay $26MM
PITT PENN: Thomas Alexander Gets OK to Withdraw as Special Counsel
PITTSBURGH CORNING: Has Until Oct. 10 to Adjust Plan Language

PORTER DEVELOPMENT: Voluntary Chapter 11 Case Summary
POINT BLANK: Approved to Auction Business on Oct. 27
PROTECTIVE LIFE: Fitch Affirms 'BB+' Trust Preferred Rating
QUALTEQ INC: Can Employ Fox Rothschild as Co-Counsel
QUANTUM FUEL: Repays May 2011 Bridge Notes in Full

QUANTUM FUEL: Sells $1.95 million of 10% Convertible Notes
REAL MEX: S&P Cuts Corp. Credit Rating to D After Ch. 11 Filing
ROBINO-BAY COURT: Creditor Wants Chapter 11 Case Dismissed
REALOGY CORP: To Report $30 Million Net Loss in Third Quarter
REALTY FINANCE: Board Mulls Chapter 7 Liquidation

RITE AID: Files Form 10-Q, Incurs $92.2MM Loss in Aug. 27 Quarter
RIVERBANK OF WYOMING: Closed; Central Bank Assumes Deposits
ROCHA DAIRY: Can Use Cash Collateral Through Confirmation of Plan
S-SI SAN JUAN: Case Summary & 10 Largest Unsecured Creditors
SAGAMORE PARTNERS: Case Summary & 20 Largest Unsecured Creditors

SBARRO INC: Files "Improved Version" of Ch. 11 Exit Plan
SOLYNDRA INC: Energy Department Loan Official Resigns
SOUTH EDGE: New Inspirada Settlement Opens Door for Confirmation
SPANISH BROADCASTING: Marko Radlovic Resigns as CRO & Gen. Mngr.
STEAK N SHAKE: S&P Assigns 'B+' Corporate Credit Rating

STERLING FINANCIAL: Fitch Withdraws 'B' LT Issuer Default Rating
STILLWATER MINING: Moody's Withdraws B2 Rating on $300MM Notes
SUMMIT III: Notifies on Change of Address
SUN SECURITY BANK: Closed; Great Southern Bank Assumes Deposits
SUNRISE REAL ESTATE: Issues 2.5MM Shares to Better Time

SUPERMEDIA INC: Moody's Lowers CFR to Caa1; Outlook Negative
TH PROPERTIES: U.S. Trustee Seeks Chapter 7 Conversion
THOMASTON HOUSING: S&P Lowers Rating on Revenue Bonds to 'BB-'
TOWNSENDS INC: Wins Court Nod to Convert Bankruptcy to Chapter 7
TTC PLAZA: Capital One Wants to Proceed With Foreclosure

TTC PLAZA: Status Conference Scheduled for Nov. 8
TTC PLAZA: Sec. 341 Creditors' Meeting Set for Nov. 8
UNITED AUTOMOBILE: A.M. Best Upgrades FSR to 'C++'
WASHINGTON MUTUAL: Blocked From Holding Quick Confirmation Hearing
WASHINGTON MUTUAL: Judge Denies Bid to Limit Mediation

WASHINGTON MUTUAL: Creditors Seek Probe of Trading Decision
WASHINGTON MUTUAL: Confirms Release of Securities Tendered
WASTEQUIP INC: Working to Refinance Debt as Maturities Approach
WORLD SURVEILLANCE: Files Form S-8; Registers 63.9-Mil. Shares
YELLOWSTONE MOUNTAIN: Federal Judge Dismisses Firm's Appeal

* 2011 Global Corp Default Tally Increases to 32
* Slowing Economy Poses Risks to 3 Most Stressed Sectors
* Missouri and Minnesota Banks Shuttered; Year's Failures Now 76

* Insurer Must Pay Bankrupt Manufacturer's Asbestos Claims

* Avenue Holds Second Close on European Distress Fund

* BOND PRICING -- For Week From Oct. 3 to Oct. 7, 2011



                            *********



ACCESS INSURANCE: Files Schedules of Assets and Liabilities
-----------------------------------------------------------
Access Insurance Services, Inc., filed with the U.S. Bankruptcy
Court for the District of Nevada its schedules of assets and
liabilities, disclosing:

     Name of Schedule              Assets         Liabilities
     ----------------            -----------      -----------
  A. Real Property                  $450,335
  B. Personal Property            $5,987,710
  C. Property Claimed as
     Exempt
  D. Creditors Holding
     Secured Claims                                        $0
  E. Creditors Holding
     Unsecured Priority
     Claims                                                $0
  F. Creditors Holding
     Unsecured Non-priority
     Claims                                       $10,192,863
                                 -----------      -----------
        TOTAL                     $6,438,046      $10,192,863

Access Insurance Services, Inc., in Reno, Nevada, filed for
Chapter 11 bankruptcy (Bankr. D. Nev. Case No. 11-52830) on
Sept. 1, 2011.  Judge Bruce T. Beesley presides over the case.
Stephen R. Harris, Esq., at Harris - Petroni, Ltd., serves as
counsel to the Debtor.  The petition was signed by Jeffrey P.
Shaffer, director.


ADVOCACY & RESOURCES: Loses Bid to Reverse USDA Suspension
----------------------------------------------------------
Lisa Uhlman at Bankruptcy Law360 reports that Advocacy & Resources
Corp., which claims the U.S. Department of Agriculture unfairly
suspended it over the actions of its bankruptcy trustee, lost a
bid in Tennessee federal court Thursday to bar the suspension.

Advocacy & Resources -- which says it mostly employs disabled
workers who would have trouble finding jobs elsewhere -- claims in
its Sept. 14 suit that the USDA essentially shut down its business
by issuing the May suspension, which caused it to lose 85% of its
revenue, Law360 relates.

                    About Advocacy & Resources

Based in Cookeville, Tennessee, Advocacy and Resources Corporation
is a non-profit corporation that manufactured food products for
feeding programs operated by the U.S. Government.  Customers
included the U.S. Department of Agriculture, the Department of
Defense, and other private distribution firms.  The Company filed
for Chapter 11 protection (Bankr. M.D. Tenn. Case No. 06-03067) on
June 20, 2006.  Michael E. Collins, Esq., serves as Chapter 11
Trustee.  Manier & Herod PC represents Mr. Collins.  When the
Debtor filed for chapter 11 protection, it estimated assets and
debts between $10 million and $50 million.


AMERICAN NATURAL: To Elect Directors by Plurality of Votes
----------------------------------------------------------
The board of directors of American Natural Energy Corporation
amended Section 2 of Article II of the Company's by-laws,
effective as of Oct. 3, 2011, to explicitly provide for the
election of the Board of Directors by plurality vote.  Prior to
this amendment, the by-laws provided for the election of the Board
of Directors by majority vote.  The full text of the Company's By-
laws, as amended, is available for free at http://is.gd/d4P6GD

                       About American Natural

American Natural Energy Corporation (TSX Venture: ANR.U) is a
Tulsa, Oklahoma-based independent exploration and production
company with operations in St. Charles Parish, Louisiana.

The Company's balance sheet at June 30, 2011, showed
$16.98 million in total assets, $9.29 million in total
liabilities, and $7.69 million in total stockholders' equity.

The Company reported a net loss of $2.06 million on $2.57 million
of revenue for the year ended Dec. 31, 2010, compared with net
income of $23.95 million on $1.08 million of revenue during the
prior year.

As reported by the TCR on April 5, 2011, MaloneBailey, LLP, in
Houston, Texas, expressed substantial doubt about the Company's
ability to continue as a going concern.  The independent auditors
noted that the Company incurred a net loss in 2010 and has a
working capital deficiency and an accumulated deficit at Dec. 31,
2010.


AMERICAS INSURANCE: A.M. Best Downgrades FSR to 'C+'
----------------------------------------------------
A.M. Best Co. has downgraded the financial strength rating to C+
(Marginal) from B (Fair) and issuer credit rating to "b-" from
"bb" of Americas Insurance Company (Americas) (New Orleans, LA).
Both ratings have been removed from under review with negative
implications and assigned a negative outlook.  Subsequently, A.M.
Best has withdrawn both ratings due to the company's request to no
longer participate in A.M. Best's interactive rating process.

The ratings for Americas were placed under review on August 31,
2010 pending the approval of new ownership. On January 31, 2011,
Assure Holdings Corporation acquired Americas, but the ratings
remained under review pending a full evaluation by A.M. Best of
Americas' revised business plan and capital management strategies.

The downgrades are primarily related to Americas' significant
surplus decline, driven by start-up expenses and changes in non-
admitted assets, as well as the one time charges for the write off
of electronic data processing equipment and software, resulting in
a considerably lower risk-adjusted capitalization for the company.
The ratings further reflect Americas' poor operating performance,
and in addition, premium growth has outpaced organic surplus
growth.

Partially offsetting these negative rating factors are Americas'
planned and implemented corrective actions, which include
significant cost cutting initiatives, improved information
technology systems, which result in both better risk selection and
ease of doing business.  Furthermore, the company has improved its
reinsurance coverages and management is exploring capital
enhancement strategies.


AMR CORP: American Reports 81.4 Percent Load Factor in September
----------------------------------------------------------------
American Airlines reported a September load factor of 81.4
percent, an increase of 1.3 points versus the same period last
year.  Traffic increased 1.9 percent on a capacity increase of 0.3
percent year-over-year.

Domestic traffic increased 1.7 percent year-over-year on
1.1 percent less capacity, resulting in an increase in domestic
load factor of 2.3 points versus September of last year.
International traffic increased by 2.2 percent relative to last
year, as capacity increased by 2.4 percent, resulting in an
international load factor 0.2 points lower versus the same period
last year.

American boarded 6.8 million passengers in September.

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

                        http://is.gd/bEqq4Q

                          About AMR Corp.

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

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

AMR recorded a net loss of $471 million in the year 2010, a net
loss of $1.5 billion in 2009, and a net loss of $2.1 billion in
2008.  The Company also reported a net loss of $722 million for
the six months ended June 30, 2011.

The Company's balance sheet at June 30, 2011, showed
$25.78 billion in total assets, $30.29 billion in total
liabilities, and a $4.51 billion stockholders' deficit.

                           *     *     *

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

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


ARCADIA RESOURCES: PrairieStone in Forbearance Talks With HD Smith
------------------------------------------------------------------
PrairieStone Pharmacy, LLC, a limited liability company whose
member interests are owned by Arcadia Resources, Inc., is a party
to a Line of Credit and Security Agreement with H.D. Smith
Wholesale Drug Co. dated as of April 23, 2010.  As of Sept. 29,
2011, PrairieStone had outstanding borrowings under the HD Smith
LOC Agreement of $4.8 million, which borrowings are subject to the
Line of Credit Note.  The HD Smith Indebtedness is guaranteed by
Arcadia pursuant to the Unlimited Continuing Guaranty made by
Arcadia dated April 23, 2010.

By letter dated Sept. 29, 2011, HD Smith notified PrairieStone
that PrairieStone is in default of its obligations under the HD
Smith Loan Documents.  HD Smith notified PrairieStone that, as a
result, HD Smith had elected to declare PrairieStone in default
and enforce its rights and remedies under the HD Smith Loan
Documents.  HD Smith further notified PrairieStone that it was
accelerating all amounts owed by PrairieStone under the Loan
Documents and demanded immediate payment of the HD Smith
Indebtedness, plus accruing interest and the costs of enforcing
its rights under the Loan Documents.  HD Smith further demanded if
PrairieStone failed to immediately pay the HD Smith Payment Demand
that PrairieStone immediately surrender to HD Smith all Collateral
and cash proceeds therefrom.  HD Smith further demanded that the
Company make immediate and full payment of the HD Smith Payment
Demand pursuant to the Guaranty.

Arcadia and PrairieStone are in continuing discussions with HD
Smith regarding payment of the HD Smith Indebtedness and their
response to the HD Smith Payment Demand.  PrairieStone and Arcadia
are considering their options for responding to the HD Smith
Default Notice.  HD Smith, PrairieStone and Arcadia are currently
negotiating the terms of a forbearance agreement and Arcadia
anticipates that the parties will enter into such an agreement in
the near future.  Under the forbearance agreement HD Smith would
agree to forbear from enforcing its rights under the HD Smith Loan
Documents for a limited period of time, subject to Arcadia and
PrairieStone agreeing to certain undertakings during the
forbearance period.  There can be no assurance, however, as to the
outcome of the negotiations between Arcadia, PrairieStone and HD
Smith with respect to a forbearance agreement.

                     About Arcadia HealthCare

Arcadia HealthCare is a service mark of Arcadia Resources, Inc.
(nyse amex:KAD), and is a leading provider of home care, medical
staffing and pharmacy services under its proprietary DailyMed
program. The Company, headquartered in Indianapolis, Indiana, has
65 locations in 18 states.  Arcadia HealthCare's comprehensive
solutions and business strategies support the Company's vision of
"Keeping People at Home and Healthier Longer."

The Company's balance sheet at June 30, 2011, showed
$25.85 million in total assets, $48.57 million in total
liabilities, and a $22.72 million total stockholders' deficit.

The Company reported a net loss of $14.35 million on
$100.04 million of revenues for the fiscal year ended March 31,
2011, compared with a net loss of $31.09 million on $98.08 million
of revenues for the fiscal year ended March 31, 2010.

BDO USA, LLP, in Troy, Michigan, expressed substantial doubt about
Arcadia Resources' ability to continue as a going concern.  The
independent auditors noted that the Company has suffered recurring
losses from operations and has a net capital deficiency.


ASHAPURA MINECHEM: Injunction Hearing on Oct. 17
------------------------------------------------
At the behest of Chetan Shah, the foreign representative of
Ashapura Minechem Ltd., Judge James M. Peck will hold a hearing in
U.S. Bankruptcy Court on Oct. 17, at 2:00 p.m., why a preliminary
injunction should not be granted:

     (a) enjoining (i) all persons and entities from commencing
         or continuing any legal proceeding in the U.S. against
         the Company or against its assets or proceeds; and (ii)
         enforcement of any judgment, assessment or order or
         arbitration award against the Company or its assets or
         proceeds, and (iii) commencement or continuation of any
         action to create, perfect or enforce any lien, setoff or
         other claim against the Company or against any of its
         assets or proceeds; and

     (b) enjoining the continuation of pending U.S. litigation,
         including any discovery, against the Company or against
         its assets or proceeds.

Pending the Oct. 17 Hearing, all persons and entities are enjoined
from continuing or commencing any action or enforcing any
judgment, assessment or order or arbitration award against the
Company or its assets.

Judge Peck will hold another hearing on Nov. 17, 2011, at 2:00
p.m. in Manhattan to consider the request of Chetan Shah for entry
of an order recognizing Ashapura?s financial restructuring in
India before the Board for Industrial and Financial Reconstruction
as a foreign main proceeding pursuant to Bankruptcy Code sections
1515, 1517, 1520 and 1521.

Ashapura Minechem is subject to a pending bankruptcy proceeding
under the Sick Industrial Companies (Special Provisions) Act,
1985, in India.

Ashapura is presently facing litigation on U.S. soil, including:

     -- Eitzen Bulk A/S v. Ashapura, No. 08 Civ. 8319 (AKH)
        (S.D.N.Y.);

     -- Eitzen Bulk A/S v. State Bank of India, No. 09 Civ. 10118
        (AKH) (S.D.N.Y.);

     -- Eitzen Bulk A/S v. Standard Chartered Bank, No. 10 Civ.
        7466 (AKH) (S.D.N.Y.);

     -- Armada (Singapore) PTE Ltd. v. Ashapura, No. 10 Civ. 4856
        (CM) (S.D.N.Y.);

     -- Armada (Singapore) PTE Ltd. v. Ashapura, No. 10 Civ. 5509
        (EEB) (N.D. Ill.);

     -- AMCOL Int?l Corp. v. Armada (Singapore) PTE Ltd., No. 11
        Civ. 4888 (JBZ) (N.D. Ill.); and

     -- Eitzen Bulk A/S v. Ashapura, No. 2011-L-050170 (Ill. Cir.
        Ct. Cook County)

Three foreign creditors have obtained London arbitration awards
against Ashapura, totaling in excess of $125 million.  Two of the
creditors -- shipping companies Eitzen and Armada -- are currently
active in pursuing enforcement of their arbitration awards in the
United States, specifically in New York and Illinois.

In New York, Eitzen has obtained attachment and garnishment orders
against Ashapura?s assets and a judgment against Ashapura in
excess of $36 million.  Eitzen is actively seeking the involuntary
transfer to New York of Ashapura?s non-U.S. bank deposits for the
purpose of satisfying Eitzen?s New York judgment.  In addition,
Armada has obtained a New York judgment against Ashapura in excess
of $70 million (inclusive of interest).

In Illinois, both Eitzen and Armada have obtained attachment
orders and judgments against Ashapura and both creditors are
targeting assets belonging to Ashapura, in the amount of
$687,356.52, that are in the possession of an Ashapura shareholder
and trading partner, AMCOL, and two of AMCOL?s subsidiaries.  The
assets, in the nature of excess stock proceeds, were found by the
U.S. District Court in the Northern District of Illinois to be
property belonging to Ashapura.

The foreign representative has said there is an imminent danger
that the $687,356.52 will be executed upon by Armada by Oct. 7,
2011, the date set for a ruling by the Illinois federal court on
Eitzen?s motion to intervene in Armada?s action against Ashapura.

The foreign representative has told the U.S. Bankruptcy Court that
the requested provisional relief is necessary to prevent a
piecemeal dismantling of Ashapura?s estate.

Armada itself has filed for bankruptcy protection in Singapore and
a recognition proceeding under Chapter 15 of the Bankruptcy Code
in the United Bankruptcy Court for the Southern District Court, In
re Armada (Singapore) PTE Ltd., 09-10105 (JMP) (Bankr. S.D.N.Y.).

Over the course of the past few years, Ashapura, like many other
entities in a variety of industries throughout the world, has
faced significant challenges.  The worldwide recession that has
taken hold over the past three years has created an environment of
economic distress for companies and individuals alike, and that
environment has impacted.  Ashapura?s operations have been
impacted over the past three years by a dramatic increase in
bauxite orders accompanied by difficulties in exporting the
bauxite, significant foreign exchange losses in connection with
derivative transactions that it had entered into with Indian banks
to hedge against foreign exchange risks spiraling freight costs
and a rise in aluminum and commodity prices.

In the conduct of its business, Ashapura entered into Contracts of
Affreightment -- COAs -- with three shipping companies IHX (UK)
Ltd., Eitzen and Armada.  After execution of the COAs, however,
the Government of Gujarat, India, placed an indirect embargo upon
the export of bauxite mined in the State of Gujarat.  As a result,
it became impossible for Ashapura to export under the COAs.
Simultaneously, Ashapura was informed by its agents that the
Indian customs authorities had demanded its license granted by the
Director General of Shipping to call vessels for loading purposes.
Thus, although Ashapura was willing to perform under the COAs, it
was compelled to declare the COAs frustrated on the grounds of
force majeure.

The Shipping Companies sought and obtained arbitration awards
against Ashapura in London totaling over $125 million.  Eitzen
obtained an award in the amount of $36 million on May 26, 2009,
IHX obtained an award in the amount of $24 million on July 8,
2009, and Armada obtained two awards totaling $65 million on Feb.
16, 2010.  Ashapura did not participate in the arbitration
proceedings, believing the COAs to be void ab initio as not
conforming to the rules and registration formalities of maritime
contracts in India.

After the arbitration damage claims were awarded to the Shipping
Companies, Ashapura initiated proceedings before the Civil Court
in Jamkhambaliya, Gujarat, contending that the awards were against
Indian public policy.  The Shipping Companies countered by
commencing proceedings before the Bombay High Court.

Ashapura is obliged under secured working capital loans from Bank
of India, Union Bank of India, AXIS Bank, EXIM Bank, DBS, HSBC and
HDFC in the aggregate amount of roughly $62.5 million as of March
31, 2011.  In addition, Ashapura is obligated under secured term
loans from Union Bank of India, EXIM Bank and Federal Bank in the
aggregate amount of an additional $7.5 million as of March 31,
2011, resulting in aggregate secured debt of roughly $70 million.
This debt is secured by substantially all of Ashapura?s assets.

The security interest in Ashapura?s assets includes deposit
accounts in Ashapura?s name at various banks including Bank of
India.

Ashapura also is obligated to general unsecured creditors in the
amount of roughly $154 million, of which nearly $26 million
represents obligations owed to trade creditors, $125 million
represent judgments obtained by the Shipping Companies and roughly
$2.4 million represent intercompany loans.

To preserve its value as a going concern and maximize the value of
its assets for the benefit of all creditors, on May 31, 2011,
Ashapura voluntarily filed a reference petition before the BIFR to
restructure its financial affairs under the Sick Industrial
Companies (Special Provisions) Act, 1985.  Following the reference
commencing the Indian Proceeding, the case was registered by the
BIFR as Case No. 34/2011, which came for preliminary hearing on
July 25, 2011.

After registration of the case, an inquiry under section 16(1) of
SICA is deemed to commence. That inquiry currently is in progress.
The secured creditors and bankers have been directed to file their
reply and objections to the case, which is now scheduled for
hearing on Nov. 2, 2011.  Once the inquiry is completed and the
BIFR is satisfied under section 17(1) of SICA that the company has
become a sick industrial company, the BIFR determines whether it
is practicable for the company to make its net worth exceed the
accumulated losses within a reasonable time.

If the BIFR determines that it is not practicable for Ashapura to
cause its net worth to exceed its accumulated losses within a
reasonable time, the BIFR may order the preparation and
sanctioning of a scheme for the financial reconstruction or,
alternatively, a winding up.  While the BIFR inquiry is pending,
or a scheme is in preparation or being sanctioned and implemented,
the SICA imposes a stay that prevents further proceedings to wind
up the company, execution against the property of the company,
appointment of a receiver, suits for recovery of money and
enforcement actions, without the consent of the BIFR or the Indian
appellate court.

The actions to be undertaken in the Indian Proceeding are expected
to achieve a significant restructuring of Ashapura?s business.
Ashapura anticipates that it will emerge from this process a
stronger, more competitive company.

                          About Ashapura

Ashapura Minechem Ltd. is an industrial company incorporated under
the provisions of the Companies Act 1956, having its registered
office in Mumbai, India.  It is listed with the Bombay Stock
Exchange and National Stock Exchange of India, Ltd.  It is engaged
in the business of mining, processing and trading minerals and
ores, namely: Bentonite, a versatile clay having applications in
foundries, iron ore pellatization, oil well drilling and civil
engineering; Bauxite, the principal ore used for manufacturing
alumina which is in turn used to produce Aluminum metal; Barytes,
a clay with high specific gravity and is mainly used in oil well
drilling; Iron ore, the principal ore for manufacturing steel.

Ashapura is also engaged in the manufacturing of value added
Bentonite for advanced applications for usage in paper, cosmetic
and edible oil industries.  The company also offers to arrange for
logistical support for transportation and shipping of minerals
which it sells to its customers.

Chetan Shah, as foreign representative of Ashapura, filed a
petition for protection under Chapter 15 of the U.S. Bankruptcy
Code (Bankr. S.D.N.Y. Case No. 11-14668) on Oct. 4, 2011.

Attorney for the foreign representative is:

          Ira A. Reid, Esq.
          BAKER & McKENZIE LLP
          1114 Avenue of the Americas
          New York, New York 10036
          Telephone: (212) 626-4100
          E-mail: Ira.Reid@bakermckenzie.com

The Chapter 15 petition estimated the Debtor's assets and debts to
be between $100 million to $500 million.


B & R CONSTRUCTION: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------------
Debtor: B & R Construction & Management, Inc.
        520 W. 21st Street, Suite G2/705
        Norfolk, VA 23517

Bankruptcy Case No.: 11-74467

Chapter 11 Petition Date: October 5, 2011

Court: U.S. Bankruptcy Court
       Eastern District of Virginia (Norfolk)

Judge: Stephen C. St. John

Debtor's Counsel: Joseph T. Liberatore, Esq.
                  CROWLEY, LIBERATORE, RYAN & BROGAN, P.C.
                  Town Point Center, Suite 300
                  150 Boush Street
                  Norfolk, VA 23510
                  Tel: (757) 333-4500
                  Fax: (757) 333-4501
                  E-mail: jliberatore@clrbfirm.com

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

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/vaeb11-74467.pdf

The petition was signed by William Underwood, president.


GAYLER FAMILY: Case Summary & 2 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: Gayler Family Educational LLC
        2431 Tech Center, Suite 100
        Las Vegas, NV 89128

Bankruptcy Case No.: 11-25739

Chapter 11 Petition Date: October 5, 2011

Court: U.S. Bankruptcy Court
       District of Nevada (Las Vegas)

Judge: Bruce T. Beesley

Debtor's Counsel: Spencer M. Judd, Esq.
                  MACDONALD & JUDD
                  6625 W. Sahara, Suite 1
                  Las Vegas, NV 89146
                  Tel: (702) 870-1771
                  Fax: (702) 869-0683
                  E-mail: spencer@jsmjlaw.com

Scheduled Assets: $1,255,000

Scheduled Debts: $1,115,000

The Company?s list of its two largest unsecured creditors filed
with the petition is available for free at:
http://bankrupt.com/misc/nvb11-25739.pdf

The petition was signed by William Gayler, manager.


BANCO INTERACCIONES: Moody's Lowers Deposit Ratings to 'Ba2'
------------------------------------------------------------
Moody's Investors Service downgraded Banco Interacciones, S.A.'s
(Interacciones) Bank Financial Strength Rating (BFSR) to D- with
negative outlook, from D with positive outlook; and its global
local and foreign currency deposits to Ba2 with negative outlook,
from Ba1 with positive outlook. At the same time, Moody's de
Mexico downgraded the long term Mexican National Scale to A2.mx
from A1.mx. Moody's also downgraded the bank's long term global
local currency senior debt ratings to Ba2 from Ba1, as well as the
subordinated debt ratings to Ba3, from Ba2. On the Mexican
National Scale, Interacciones' senior debt ratings were downgraded
to A2.mx, from A1.mx, and the subordinated debt ratings were
downgraded to A3.mx, from A2.mx. The outlook for all ratings is
now negative.

The issuer ratings of Interacciones Casa de Bolsa, S.A. de C.V.
(CB Interacciones) were also downgraded to Ba2, from Ba1. CB
Interacciones' Mexican National Scale long term issuer rating was
also downgraded to A2.mx from A1.mx. The outlook is negative.

RATINGS RATIONALE

In downgrading Interacciones' BFSR to D-, which maps to an
unsupported baseline credit assessment (BCA) of Ba3, Moody's cited
the bank's excessively high exposure to the highly-indebted
Mexican state of Coahuila (Coahuila). Coahuila represents the
bank's largest single credit exposure, that is equal to one fifth
of the bank's total loan portfolio (up from 10% early in 2010) and
to a materially high level of 2.2 times the bank's capital base.

Moody's Local Market Analyst David Olivares-Villagomez cited that
"although the loans to Coahuila continue to perform in terms of
interest payments as they are secured by tax participation
receipts from the federal government, the state was forced to
restructure its loans and extend maturities for an additional six
years through 2031". Moody's noted the restructuring will add
pressure to Interacciones' limited long-term funding profile and
require the bank to expand and diversify its long term funding
sources to support the longer duration of its loan book.

Moody's highlighted that the negative outlook on Interacciones'
ratings reflects concerns regarding the bank's risk management
structure and practices and higher risk appetite in light of the
Coahuila exposure, as well as the implications of the case on its
franchise image and future earnings prospects.

Located in Mexico City, Mexico and with total assets of Mx$79.5
billion as of June 2011, Interacciones is a niche bank specialized
in lending to Mexican states and municipalities.

Downgrade of Interacciones Casa the Bolsa, S.A. de C.V.

Moody's downgrade of CB Interacciones' global local currency
issuer rating to Ba2 aligns this rating with CB Interacciones'
unsupported intrinsic strength (BCA) of Ba2, which remains
unchanged, and reflects that the issuer rating no longer benefits
from uplift due to group support given the sister bank's now lower
intrinsic strength. Moody's ratings on CB Interaccciones, however,
continue to consider a high level of integration between the
brokerage firm and its sister bank, Interacciones, including
sharing of infrastructure, technological platforms and staff among
other factors. Moody's noted that CB Interacciones' franchise and
core earnings generation have not been affected by the Coahuila
event.

The methodologies used in this rating were Bank Financial Strength
Ratings: Global Methodology published in February 2007, and
Incorporation of Joint Default Analysis into Moody's Bank Ratings:
A Refined Methodology published in March 2007.

Moody's National Scale Ratings (NSRs) are intended as relative
measures of creditworthiness among debt issues and issuers within
a country, enabling market participants to better differentiate
relative risks. NSRs differ from Moody's global scale ratings in
that they are not globally comparable with the full universe of
Moody's rated entities, but only with NSRs for other rated debt
issues and issuers within the same country. NSRs are designated by
a ".nn" country modifier signifying the relevant country, as in
".mx" for Mexico. For further information on Moody's approach to
national scale ratings, please refer to Moody's Rating
Implementation Guidance published in August 2010 entitled "Mapping
Moody's National Scale Ratings to Global Scale Ratings".

The Local Market analyst for this rating is David Olivares-
Villagomez, + 5255 1253 5705.


BARNWELL COUNTY: Chapter 9 Case Summary & Creditors List
--------------------------------------------------------
Debtor: Barnwell County Hospital
        811 Reynolds Road
        Barnwell, SC 2982

Bankruptcy Case No.: 11-06207

Chapter 9 Petition Date: October 5, 2011

Court: U.S. Bankruptcy Court
       District of South Carolina (Columbia)

Debtor's Counsel: Lindsey Carlbert Livingston, Esq.
                  HAYNSWORTH SINKLER BOYD, PA
                  P.O. Box 11889
                  Columbia, SC 29211-1889
                  Tel: (803) 779-3080
                  E-mail: llivingston@hsblawfirm.com

                         - and ?

                  Stanley H. McGuffin, Esq.
                  HAYNSWORTH SINKLER BOYD, PA
                  1201 Main Street, 24th Floor
                  P.O. Box 11889
                  Columbia, SC 29211-1889
                  Tel: (803)540-7836
                  E-mail: smcguffin@hsblawfirm.com

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

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

The petition was signed by Charles Lowell Jowers, Sr., chairman of
the board of trustees.

Debtor's List of 20 Largest Unsecured Creditors:

        Entity                     Nature of Claim    Claim Amount
        ------                     ---------------    ------------
SC Dept of Health and Human        Government Contract    $836,688
Services
Bureau of Reimbursement
P.O. Box 8206
Columbia, SC 29202-8206

Palmetto GBA, LLC                  Government Contract    $621,742
Medicare Finance (AG-260)
P.O. Box 100277
Columbia, SC 29202-0277

Barnwell County                    Government Contract    $206,193
County Admin Building
Barnwell, SC 29812

Palmetto Emergency Care Inc.       Trade Debt             $110,000

GE Healthcare                      Maintenance             $89,421

Blue Cross/Blue Shield             Trade Debt              $79,613

Clinical Pathology Laboratories    Trade Debt              $77,890

Perot Systems                      Trade Debt              $40,872

Cardinal Health Pharmacy           Trade Debt              $38,937

SC Medical Endoscopy, LLC          Trade Debt              $36,440

Cardinal Health Medical Products   Trade Debt              $30,704

Fisher Scientific Co.              Trade Debt              $20,000

Healthland Financing               Maintenance             $32,500

Sleepmed                           Trade Debt              $32,275

Shepeard Community Blood Center    Trade Debt              $29,281

Nexen Pruett Jacobs                Trade Debt              $22,837

Jackson and Coker                  Trade Debt              $20,137

Passport Health Communications     Trade Debt              $18,000

Joint Commission                   Trade Debt              $15,182

The Radiology Group                Trade Debt              $15,067


BEAR ISLAND: Wins Court OK to Send Liquidation Plan to Creditors
----------------------------------------------------------------
Bear Island Paper Co., won bankruptcy court approval to seek votes
on its amended liquidation plan.

Dawn McCarty at Bloomberg News reports that U.S. Bankruptcy Court
Judge Douglas O. Tice Jr. in Richmond, Virginia, ruled on Oct. 4
that the disclosure statement explaining the proposal provides
enough information for creditors to make an informed decision.

The confirmation hearing is scheduled for Nov. 22, at 2:00 p.m.
The deadline to file an objection to the confirmation of the Plan
and to vote to accept or reject the Plan is on Nov. 14.




The Plan provides for the termination of the Debtor's business
operations and the liquidation of its assets.  Subject to the
rights of certain parties in interest to object to the allowance
and priority of claims, the Plan provides for the payment in full
to holders of Allowed Administrative Claims and Allowed Priority
Claims.  The Plan further provides for a recovery to holders of
Allowed General Unsecured Claims.

Full-text copies of the Plan and Disclosure Statement are
available for free at http://ResearchArchives.com/t/s?76c0

                  About White Birch & Bear Island

Canada-based White Birch Paper Company is the second largest
newsprint producer in North America.  As of Dec. 31, 2009, the
White Birch Group held a 12% share of the North American newsprint
market and employed roughly 1,300 individuals (the majority of
which reside in Canada).  Bear Island Paper Company, L.L.C., is a
U.S.-based unit of White Birch.

Bear Island filed a voluntary petition for relief under Chapter 11
of the Bankruptcy Code (Bankr. E.D. Va. Case No. 10-31202) on
Feb. 24, 2010.  At June 30, 2011, the Company had
$141.9 million in total assets, $153.2 million in total
liabilities, and a stockholders' deficit of $11.3 million.

White Birch filed for bankruptcy protection under Canada's
Companies' Creditors Arrangement Act, before the Superior Court
for the Province of Quebec, Commercial Division, Judicial District
of Montreal, Canada.  White Birch and five other affiliates --
F.F. Soucy Limited Partnership; F.F. Soucy, Inc. & Partners,
Limited Partnership; Papier Masson Ltee; Stadacona Limited
Partnership; and Stadacona General Partner, Inc. -- also sought
bankruptcy protection under Chapter 15 of the U.S. Bankruptcy Code
(Bankr. E.D. Va. Case No. 10-31234).

Jonathan L. Hauser, Esq., at Troutman Sanders LLP, in Virginia
Beach, Virginia; and Richard M. Cieri, Esq., Christopher J.
Marcus, Esq., and Michael A. Cohen, Esq., at Kirkland & Ellis LLP,
in New York, serve as counsel to White Birch, as Foreign
Representative.  Kirkland & Ellis and Troutman Sanders also serve
as Chapter 11 counsel to Bear Island.  AlixPartners LLP serves as
financial and restructuring advisors to Bear Island, and Lazard
Freres & Co., serves as investment banker.  Garden City Group is
the claims and notice agent.  Jason William Harbour, Esq., at
Hunton & Williams LLP, in Richmond, Virginia, represents the
Official Committee of Unsecured Creditors.  Chief Judge Douglas O.
Tice, Jr., handles the Chapter 11 and Chapter 15 cases.


BERNARD L MADOFF: Greiff Victory Could Spur Dismissal of Suits
--------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that suits the trustee for Bernard L. Madoff Investment
Securities LLC filed against hundreds of customers to recover
fictitious profits could all be dismissed if a customer named
James Greiff succeeds with a motion filed on Oct. 5 to dismiss the
lawsuit now before U.S. District Judge Jed Rakoff in Manhattan.

Mr. Rochelle discloses that Judge Rakoff took the suit out of
bankruptcy court to decide two issues: Do the profits shown on
account statements represent valid debt to counter a fraudulent
transfer claim?  Second, Rakoff told Greiff and the Madoff trustee
to explain whether a provision in bankruptcy law known as the safe
harbor bars suits because they stem from trades in securities.

Judge Rakoff, Mr. Rochelle notes, already answered the second
question when he ruled last month in a separate suit involving
Fred Wilpon and the owners of the New York Mets that the safe
harbor precludes the trustee from recovering any payments more
than two years before bankruptcy.

Mr. Rochelle relates that on the first issue, Greiff's lawyer,
Helen Davis Chaitman, argues in her brief that the Madoff firm
"was not a Ponzi scheme."  She says it was "a legitimate trading
business which operated a fraudulent investment business on the
side to fund the trading operation."  Consequently, she contends
the trustee isn't entitled to the presumption that the Madoff firm
was a Ponzi scheme and that payments it made to customers were
fraudulent.  Ms. Chaitman argues that the trustee has no right to
sue because money paid to customers didn't belong to the Madoff
firm in the first place.  She says that the money was stolen from
other customers and under law was held in trust.  Consequently, it
was trust funds the customers received, not Madoff firm property
the trustee is entitled to recover.

Mr. Greiff's lawyer, Mr. Rochelle adds, makes another technical
argument when she says that only equity investors in Ponzi schemes
can be compelled to pay back fictitious profits.  She says that
payments by a Ponzi on account of legitimate debt can't be
recovered in bankruptcy.  Securities and state law both give
customers the right to property listed in their account
statements, Ms. Chaitman argued.  Consequently, she believes
customers can't be sued for receiving fraudulent payments when
they were only receiving money to which they were entitled.

If Judge Rakoff rules that customers are required to give back
fictitious profits received within two years of bankruptcy,
Ms. Chaitman, according to Mr. Rochelle, argues that any deposits
customers made into their accounts in the last two years should be
offset against anything they're required to give back.  In that
respect, she points to part of the Wilpon decision in September
where Judge Rakoff said it was undecided how to calculate how much
a customer might be required to pay back.

Mr. Rochelle recounts that in last month's decision, Judge Rakoff
ruled that the trustee can only seek to recover fictitious profits
going back two years. Unless the Wilpon decision is reversed on
appeal, it means that the trustee's recovery from Mr. Greiff and
other so-called innocent customers can't go back six years as the
trustee is seeking in his complaints.  Although he didn't decide
the issue in the Wilpon case, Judge Rakoff wrote a footnote in his
opinion saying the trustee "might well prevail on summary judgment
seeking recovery of the profits." As a result, the trustee, when
he files papers on Oct. 26, might ask for judgment against Mr.
Greiff for profits taken out in two years.

                       About Bernard L. Madoff

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

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

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

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

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

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


BERNARD L MADOFF: Trustee Wants $47-Mil. From ABN Amro, Nomura
--------------------------------------------------------------
Maria Chutchian at Bankruptcy Law360 reports that the trustee for
Bernard L. Madoff Investment Securities LLC launched lawsuits
against ABN Amro Bank NV and Nomura Holdings Inc. on Thursday,
seeking to recover $47 million they allegedly received through
Madoff's Ponzi scheme.

In two separate complaints filed in New York bankruptcy court,
Irving Picard alleges ABN Amro, now known as The Royal Bank of
Scotland Group PLC, and Nomura received the ill-begotten funds
through feeder companies that made billions of dollars in
transfers during the last six years before Madoff's scam was
outed, according to Law360.

                      About Bernard L. Madoff

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

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

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

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

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

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


BERNARD L MADOFF: Judge Approves Feeders' Ch. 11 Plans
------------------------------------------------------
Ian Thoms at at Bankruptcy Law360 reports that a New York
bankruptcy judge on Tuesday approved the disclosure statements
explaining the restructuring plans of two Fairfield Greenwich
Group affiliates that acted as feeder funds for Bernard L.
Madoff's massive Ponzi scheme.

Law360 relates that the move allows Greenwich Sentry LP and
Greenwich Sentry Partners LP to submit their plans, which they say
enjoy broad support, to creditors for approval. Creditors must
send their votes on the plans by Nov. 4, 2011, and the bankruptcy
court will holding a confirmation hearing on Nov. 22, 2011.

As reported in the Aug. 20, 2011 edition of the TCR, according to
the Disclosure Statements, the Plans have substantially similar
operative terms, with the exception of certain monetary amounts
and other numbers involved that are
specific to each Debtor.

The primary components of both Debtors' plan are:

  -- the payment in full of allowed administrative expense
  claims, allowed professional fee claims, allowed priority tax
  claims, allowed priority claims and allowed general unsecured
  claims;

  -- the implementation of a settlement with the BLMIS trustee
  for the estate of Bernard L. Madoff Investment Securities; and

  -- the establishment of two trusts to hold the retained assets
  left in the Debtor's estate after consummation of the BLMIS
  trustee settlement and payment of allowed claims with priority
  over the allowed limited partner interests of certificates
  representing the beneficial ownership of the trusts.

The central feature of Greenwich Sentry Partners, L.P.'s Plan is
the BLMIS trustee settlement, wherein the Debtor believing,
pursuant to its good faith business judgment, that avoidance
action claims of the BLMIS trustee would be difficult to defend,
has agreed, in sum, to allow the BLMIS trustee a claim and
judgment in the amount of $5,985,000 and the BLMIS trustee has
agreed to seek recovery of his claim only from certain specified
assets of the Debtor, to allow the Debtor's customer claim against
BLMIS in the amount of $2,011,304, to share recovery on certain
litigation claims with the Debtor, and to provide for the
distribution of the retained assets to creditors and limited
partners free and clear of the BLMIS trustee claims.

The central feature of Greenwich Sentry, L.P.'s Plan is the BLMIS
trustee settlement, wherein the Debtor, believing, pursuant to its
good faith business judgment, that avoidance action claims of the
BLMIS trustee would be difficult to defend, has agreed, in sum, to
allow the BLMIS trustee a claim and judgment in the amount of $206
million, and the BLMIS trustee has agreed to seek recovery of his
claim only from certain specified assets of the Debtor, to allow
the Debtor's customer claim against BLMIS in the amount of $35
million, to share recovery on certain litigation claims with the
Debtor, and to provide for the distribution of the retained assets
to creditors and limited partners free and cler of the BLMIS'
trustee's claims.

The BLMIS trustee agreed to support the Plans and Disclosure
Statement and to vote his claim in favor of the Plans pursuant to
the settlement agreements.  BLMIS is a broker-dealer registered
with the Securities and Exchange Commission, though customer
accounts maintained by the Debtors at BLMIS.  The Debtors have
been informed that holder of not less than $60 million in limited
partner interests in GS also favor the Court's approval of the
Disclosure Statements and confirmation of the Plans.

The Plans provide the Debtors' creditors with substantial
recoveries and allows for recovery of equity.

The Debtors propose a Sept. 1 hearing on the approval of their
Disclosure Statements.  Objections, if any, are due Aug. 25.

Full-text copies of the Disclosure Statements are available for
free at:

     http://bankrupt.com/misc/GREENWICHSENTRY_DS.pdf
     http://bankrupt.com/misc/GREENWICHSENTRYPartners_DS.pdf

                   About Greenwich Sentry

Liquidators of Fairfield Sentry Limited, filed a Chapter 15
petition for Fairfield in June 2010 (Bankr. S.D.N.Y. Case No.
10-13164).  In July 2010, Kenneth Krys and Christopher Stride of
Krys & Associates (BVI) Limited, the liquidators of Fairfield
Sentry Limited, Fairfield Sigma Limited and Fairfield Lambda
Limited obtained cross-border recognition as foreign main
proceedings by the U.S. Bankruptcy Court of the funds' insolvency
proceedings, pending in the British Virgin Islands.  The
liquidators are represented in the U.S. by Brown Rudnick LLP.

Fairfield Sentry Limited was the largest "feeder fund" to Bernard
L. Madoff Investment Securities LLC, and invested approximately
95% of its assets with BLMIS.  BLMIS was placed into liquidation
proceedings in the United States in December 2008, after it was
revealed that Bernard Madoff operated BLMIS as a Ponzi scheme for
many years.  Fairfield Sigma Limited and Fairfield Lambda Limited
were both feeder funds of Fairfield Sentry Limited, and invested
all of their assets with Fairfield Sentry Limited.

Greenwich Sentry, L.P., and an affiliate filed for Chapter 11
protection (Bankr. S.D.N.Y. Case No. 10-16229) on Nov. 19, 2010,
hoping to settle lawsuits filed against it in connection with its
investments with Bernard L. Madoff.  Paul R. DeFilippo, Esq., at
Wollmuth Maher & Deutsch LLP, in New York, represents the Debtors
in the Chapter 11 cases.

Bernard L. Madoff was charged by the Securities and Exchange
Commission in December 2008 of orchestrating the largest Ponzi
scheme in history, with losses topping US$50 billion. In March
2009, Mr. Madoff pleaded guilty to 11 federal crimes and admitted
to turning his wealth management business into a Ponzi scheme.  A
trustee was appointed to liquidate and has been filing clawback
suits against investors who withdrew phony profits from Mr.
Madoff.

On May 18, 2009, Irving H. Picard, the trustee liquidating the
estate of Mr. Madoff and his firm, Bernard L. Madoff Investment
Securities, LLC, filed a lawsuit against Fairfield Sentry and
Greenwich, seeking the return of $3.55 billion that Fairfield
withdrew from Madoff during the period from 2002 to Madoff's
arrest in December 2008.  Since 1995, the Fairfield funds invested
about $4.5 billion with BLMIS.

Mr. Picard claims that Fairfield knew or should have known about
the fraud give that it received from BLMIS unrealistically high
and consistent annual returns of between 10% and 21% in contrast
to the vastly larger fluctuations in the S&P 100 Index.

In schedules filed with the Court, Greenwich Sentry disclosed
$317,073,770 in total assets and $206,337,244 in total
liabilities.


BION ENVIRONMENTAL: Testing Program Initiated at Kreider Farms
--------------------------------------------------------------
Bion Environmental Technologies, Inc., initiated a testing program
to demonstrate the performance of its micro-aerobic treatment
system at Kreider Farms dairy operations in Manheim (Lancaster
County), Pennsylvania.

Over the next 60 to 90 days, samples will be taken at various
points throughout the system and sent to independent labs for
evaluation.   The data from the testing program will be used  in
conjunction with Bion's  nutrient credit verification plan to
determine the actual amount of verified nutrient credits earned
from the operation of Bion's livestock waste treatment system and
to support the issuance of a final water quality permit.  Once the
permit has been issued, Bion will periodically provide data and
calculations to the PA Department of Environmental Protection
which will then issue a verified credit number for that specific
period that can be used to as a cost effective and affordable
offset for Pennsylvania's obligations under the Chesapeake Bay
Tributary Strategy to reduce excess nitrogen that impacts the Bay.

                     About Bion Environmental

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

The Company reported a net loss of $6.99 million on $0 of revenue
for the year ended June 30, 2011, compared with a net loss of
$2.97 million on $0 of revenue during the prior year.

The Company's balance sheet at June 30, 2011, showed $9.02 million
in total assets, $8.94 million in total liabilities, $2.52 million
in Series B Redeemable Convertible Preferred stock, and a $2.44
million total deficit.

GHP Horwath, PC, in Denver, Colorado, expressed substantial doubt
about the Company's ability to continue as a going concern.  The
independent auditors noted that the Company has not generated
revenue and has suffered recurring losses from operations.


BION ENVIRONMENTAL: Holders Convert Pref. Stock to Common Stock
---------------------------------------------------------------
Holders of 22,300 shares of Bion Environmental Technologies,
Inc.'s Series C Convertible Preferred Stock converted into 761,936
restricted shares of the Company's common stock at a conversion
price of $3.00 per share.

On Sept. 30, 2011, holders of 11,950 shares of the Company's
Series B Convertible Preferred Stock converted into 612,438
restricted common shares of the Company's common stock plus 61,254
callable Conversion Warrants to purchase shares of the Company?s
common stock at a price of $3.10 per share until Dec. 31, 2014.

In connection with these conversions the Company paid commissions
of $13,744 and issued 137,467 Conversion Warrants to FINRA broker
dealers who assisted in the conversion.

As of Sept. 30, 2011, 15,720 and 9,850 shares, respectively, of
the Company's Series B and Series C Convertible Preferred Stock
remain outstanding.  The Company anticipates that an as yet
uncertain number of additional shares of its Series B and Series C
Convertible Preferred Stock will be converted into the Company?s
restricted common stock on the same terms during the current
month.

On Sept. 30, 2011, the Company entered into an employment
agreement with Mr. George Bloom, the Company's Chief Engineering
Officer.  A copy of the agreement is available at no charge at:

                        http://is.gd/SWufkE

                      About Bion Environmental

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

The Company reported a net loss of $6.99 million on $0 of revenue
for the year ended June 30, 2011, compared with a net loss of
$2.97 million on $0 of revenue during the prior year.

The Company's balance sheet at June 30, 2011, showed $9.02 million
in total assets, $8.94 million in total liabilities, $2.52 million
in Series B Redeemable Convertible Preferred stock, and a $2.44
million total deficit.

GHP Horwath, PC, in Denver, Colorado, expressed substantial doubt
about the Company's ability to continue as a going concern.  The
independent auditors noted that the Company has not generated
revenue and has suffered recurring losses from operations.


BLOCKBUSTER INC: Moves to Block Brazil Retailer From Using Name
---------------------------------------------------------------
Dow Jones' Daily Bankruptcy Review reports that Blockbuster Inc.'s
new owners want a bankruptcy judge to halt Brazilian retail giant
Lojas Americanas S.A.'s use of the movie renter's iconic blue-and-
yellow logo on Lojas's stores and video kiosks in the South
American country.

                      About Blockbuster Inc.

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

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

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


BLUE HERON: Deadline for Bids on Two Sites Extended to Dec. 4
-------------------------------------------------------------
Wendy Culverwell at the Portland Business Journal reports that the
deadline to bid on the former Blue Heron Paper Co. mill and lagoon
sites has been extended to Dec. 14.

According to the Business Journal, CB Richard Ellis, which is
marketing the two properties on behalf of a trustee overseeing the
liquidation of the bankrupt company, postponed the deadline to
accommodate results of a separate auction for the contents of the
mill.  The original deadline was Oct. 19.

The report notes that Buffalo, N.Y.-based NRI Global Inc. won the
right to the machinery and equipment at the Oregon City location
with a $5.7 million bid. NRI will control the property through
August 2013 while it demolishes buildings and other systems.

NRI will work with the buyer to determine the condition of the
site when it is turned over, the report says.

The Company's primary mill site at Willamette Falls in Oregon City
and its lagoon-style water treatment plant in West Linn are being
auctioned to raise funds to repay the company's creditors,
according to the Business Journal.

                         About Blue Heron

Oregon City, Oregon-based Blue Heron Paper Company --
http://www.blueheronpaper.com/-- produces newsprint, and high
bright and heavyweight groundwood specialty printing papers.

Blue Heron filed for Chapter 11 protection (Bankr. D. Ore. Case
No. 09-40921) on Dec. 31, 2009.  David B. Levant, Esq., at Stoel
Rives LLP, in Portland, Oregon, serves as bankruptcy counsel to
the Debtor.  Attorneys at Barran Liebman LLP have been tapped as
labor and employment counsel.  The Debtor also hired Vanden Bos &
Chapman, LLP, as special counsel.  The Company estimated
$10 million to $50 million in assets and debts as of the Chapter
11 filing.

In April 2011, the U.S. Bankruptcy Court for the District of
Oregon converted the Chapter 11 case of Blue Heron to a bankruptcy
case under Chapter 7.

Peter C McKittrick, 13607 NW Cornell Rd PMB 229, Portland, Oregon,
is appointed interim trustee of the Debtor's estate.  The
trustee's bond will be the blanket bond on file with the U.S.
Bankruptcy Court Clerk.


BLUEKNIGHT ENERGY: Obtains Final OK of Class Action Settlement
--------------------------------------------------------------
Blueknight Energy Partners, L.P., announced that on Oct. 5, 2011,
the U.S. District Court for the Northern District of Oklahoma has
granted final approval and issued a final judgment relating to the
settlement of the consolidated securities class action litigation,
In Re: SemGroup Energy Partners, L.P., Securities Litigation, Case
No. 08-MD-1989-GKF-FHM, in accordance with the Stipulation of
Settlement entered into by the parties on May 3, 2011.

The settlement provides for, among other things, dismissal of the
Class Action Litigation with prejudice, releases in favor of the
defendants and collective payment by the defendants in accordance
with the Stipulation of Settlement.  The Stipulation of Settlement
was provided for in the Partnership's Dec. 31, 2010, financial
statements.  No parties admit any wrongdoing as part of the
settlement.

"Settlement of the Class Action Litigation is another step that
furthers BKEP's restructuring.  We are pleased to have this
SemGroup legacy issue resolved and behind us," explained Mr. James
C. Dyer, Chief Executive Officer of BKEP?s general partner.

                      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.


BOMBARDIER INC: DBRS Confirms Issuer Rating at 'BB'
---------------------------------------------------
DBRS has confirmed the Issuer Rating and the Senior Unsecured
Debentures rating of Bombardier Inc. (BBD or the Company) at BB
with a Stable trend.  BBD's Preferred Shares have also been
confirmed, at Pfd-4 with a Stable trend.  The confirmation
reflects our expectation that the Company's financial measures,
while acceptable for the current rating, are unlikely to
materially improve in the next two to three years because of high
capex requirements and continued demand uncertainty in the
Company's aerospace division (BA, accounting for 45% of total
EBIDTA in H1 F2012).  BBD is a leading global manufacturer of
transportation equipment, including a broad range of business and
commercial aircraft.

DBRS believes that the business risk profile of BBD's
transportation division (BT, contributing 55% of total EBITDA in
H1 F2012) is adequate and stronger than that of its BA division,
which contributes the remaining 45% of EBITDA.  BT is supported by
its market-leading position, particularly in rolling stock,
although this is partly offset by its single-digit EBIT margin.
Despite its cost focus and steadily improving profitability and
execution track record in the past six years, the low operating
margin and complexity in contract execution could leave little
room for problems or delays.  BA's business risk profile is weak,
in view of volatile demand conditions and significant execution
risks associated with the ongoing aircraft development programs.
Although these product developments could enhance BA's long-term
market positions in both the business and commercial aircraft
segments, they would likely result in negative free cash flow for
BA in the next two to three years.  BBD has reported that these
programs have to-date progressed according to schedule.

BBD's overall financial performance in F2011 (ended January 31,
2011) weakened further from F2010 levels, with 9% declines in both
revenue and EBITDA, largely reflecting continued slow aircraft
deliveries and slow freight locomotive sales.  More recently,
however, DBRS has observed signs of improving market conditions
over the past 12 to 18 months, supporting 13% and 8% year-over-
year increases in revenue and EBITDA, respectively, in H1 F2012.
In addition, the Company has witnessed strong order intake over
this period, increasing backlog to $57 billion at July 31, 2011,
up almost 30% from the January 31, 2010 level.  This improved
backlog level should provide some support to BBD's future
operating cash flow generation.

The deterioration was also partly the result of an increase in
debt by $500 million to finance BBD's capital spending and lower
EBITDA, and was maintained at similar levels for the first six
months of F2012.  Gross adjusted debt-to-EBITDA of 3.4 times (x)
and cash flow-to-total debt of 24% are at the weaker end of
acceptable ranges for the rating, although this is partly
mitigated by BBD's strong liquidity position.

Going forward, DBRS conservatively expects revenue to grow by 5%
to 7% and for the overall EBITDA margin to be maintained between
8.5% and 9.5%, reflecting the support from the Company?s currently
strong backlog position.  We also expect capex to remain high at
$1.4 billion in F2012, $1.2 billion in F2013 and $1.0 billion per
year thereafter to support ongoing product developments and
capacity increases, with BBD expected to maintain a cash balance
of $3.0 billion.  With these assumptions, we project that BBD's
financial measures will stay at similar levels, with adjusted
debt-to-EBITDA between 3.0x and 3.4x and cash flow-to-adjusted
debt between 20% and 22% over the next few years.  DBRS expects
more meaningful improvement to occur only after F2014.  We are
mindful that demand volatility (especially in BA) and possible
execution problems in the Company's aircraft development program
could potentially worsen financial measures in the near term from
our projections and/or delay their improvements beyond F2014.

DBRS would consider raising BBD's rating if the Company
successfully completes developments and builds its order books for
the new aircraft programs, continues its improvement in execution
and operating margins in BT, and begins to strengthen its
financial risk profile through improved free cash flow and debt
reduction.  Conversely, any problems or delays in new aircraft
programs that could affect BBD's market standing as an aircraft
manufacturer or materially increase development costs could result
in negative rating action.


CALPINE CORP: S&P Raises Corporate Credit Rating to 'B+'
--------------------------------------------------------
Standard & Poor's Ratings Services raised Calpine Corp.'s
(Calpine) corporate credit rating to 'B+' from 'B'. "We also
raised the rating on secured debt at Calpine Corp. to 'BB-' from
'B+'. The '2' recovery rating on the secured debt is affirmed,
indicating expectations for substantial recovery of principal (70%
to 90%) in the event of a payment default. The outlook is stable.
We also revised the company's business profile to 'fair' from
'weak', while the financial profile remains 'highly leveraged',"
S&P related.

The rating upgrade reflects several factors that benefit both the
business and financial profiles of the company. These include the
acquisition of the Connectiv assets in June 2010, which added
capacity revenues to Calpine's energy-dominated mix; ongoing
merchant market trends that Calpine's all-gas fleet is ideally
poised to benefit from, such as low natural gas prices that
lead to fuel-switching and Environmental Protection Agency (EPA)
regulations, such as Maximum Achievable Control Technology (MACT)
and the Cross-State Air Pollution Rule (CSAPR); refinancing
activity that has eliminated all material debt maturities until
2016; and a recognition that Calpine has remained free cash flow
positive for the past three years and is expected to remain so for
the next few years.

"When we point to the potential benefits that will accrue to
Calpine due to EPA environmental regulations on coal and from fuel
switching, we are only referring to a favorable business
environment for the company," said Standard & Poor's Senior
Director Swaminathan Venkataraman. "Our upgrade is, however, not
premised on any upside expectations that Calpine's EBITDA and
financial ratios will improve significantly as a result of coal
plant retirements. Rather, it is resilience to downside risk that
we are emphasizing in our rating upgrade," added Mr. Venkataraman.

Calpine has remained free cash flow positive (adjusting in 2012
for the Russell City capital expenditure that has already been
project financed) even under the Standard & Poor's price deck case
that does not incorporate any CSAPR or MACT benefits.

Calpine is the largest independent power producer (IPP) in the
country, owning 92 plants with 28,127 megawatts (MW) of generating
capacity and 584 MW under construction. Calpine's operating
segments are divided geographically, with the West having 7,482 MW
(including 584 MW under construction), 7,239 MW in Texas, 6,083 MW
in the Southeast, and 7,907 MW in the North (including PJM and
Canada).


CAPMARK FIN'L: Emerges From Ch. 11, Releases Funds for Creditors
----------------------------------------------------------------
Capmark Financial Group Inc. and certain of its debtor
subsidiaries emerged from bankruptcy on Sept. 30, 2011.

On the effective date of their Chapter 11 plan, the Company and
certain of its debtor subsidiaries distributed to the plan
disbursing agent for the benefit of holders of the allowed general
unsecured claims and the reserve for disputed claims (i)
$900 million of cash, (ii) $1.25 billion of newly secured notes
consisting of $750 million principal amount of floating rate first
lien A notes due 2014 and $500 million of floating rate first lien
extendible B notes due 2015, and (iii) approximately 100 million
shares of Company common stock.  The common stock may be traded
over-the-counter but is not listed on any securities exchange.
The Company will not participate in making a market or
facilitating a market in its common stock.  The initial
distribution by the plan disbursing agent to allowed claimholders
began on September 30, 2011.

On the Effective Date, the Company deposited approximately $360
million with the trustee for the newly issued notes for the
purpose of making a pro rata repayment of principal on the A
Notes.  This initial cash payment to the holders of the A Notes is
expected to occur on or after Oct. 7, 2011.

                       About Capmark Financial

Based in Horsham, Pennsylvania, Capmark Financial Group Inc. --
http://www.capmark.com/-- provides financial services to
investors in commercial real estate-related assets.  Capmark has
three core businesses: lending and mortgage banking, investments
and funds management, and servicing.  Capmark operates in North
America, Europe and Asia.  Capmark has 1,000 employees located in
37 offices worldwide.

On Oct. 25, 2009, Capmark Financial and certain of its
subsidiaries filed voluntary petitions for relief under Chapter 11
(Bankr. D. Del. Lead Case No. 09-13684).  Capmark disclosed assets
of US$20 billion against total debts of US$21 billion as of
June 30, 2009.

Capmark's financial advisors are Lazard Freres & Co. LLC and
Loughlin Meghji + Company.  Capmark's bankruptcy counsel is Dewey
& LeBoeuf LLP.  Richards, Layton & Finger, P.A., serves as local
counsel.  Beekman Advisors, Inc., is serving as strategic advisor.
KPMG LLP is tax and accounting advisor.  Epiq Bankruptcy
Solutions, LLC, is the claims and notice agent.

The Official Committee of Unsecured Creditors in Capmark Financial
Group Inc.'s cases tapped Kramer Levin Naftalis & Frankel LLP as
its counsel and JR Myriad LLC as its commercial real estate
business advisors.  The Committee also retained Cutler Pickering
Hale and Dorr LLP as its attorneys for the special purpose of
providing legal services in connection with Federal Deposit
Insurance Corporation matters.

Protech Holdings C LLC, an affiliate of Capmark, filed for
Chapter 11 protection on July 29, 2010 (Bankr. D. Del. Case No.
10-12387).  The Debtor estimated assets and debts in excess of
$1 billion as of the filing date.

Since filing for Chapter 11, Capmark completed three sales to
generate more than $1 billion in cash.  Berkshire Hathaway Inc.
and Leucadia National Corp. bought most of the business for
$468 million.

In April 2011, Greenline Ventures LLC completed the acquisition of
the New Markets Tax Credit division of Capmark Financial Group
Inc.  Since inception of the NMTC program, Capmark's NMTC division
has closed over $1.1 billion of NMTC investment funds and financed
over $2.5 billion of projects and businesses in low income
communities nationwide.


CASCADES INC: DBRS Confirms Issuer Rating at 'BB'
-------------------------------------------------
DBRS has confirmed the Issuer Rating and Senior Unsecured Debt
rating of Cascades Inc. (Cascades or the Company), both at BB
(high) with a Stable trend.  The confirmation recognizes the
Company's acceptable, albeit weaker, financial metrics, which
remain within the current rating parameters.  The Stable trend
reflects the Company's solid liquidity and minimal long-term debt
due until beyond 2016.

The Company's recovery stalled in the last half of 2010 but 2010
results were still well above the lows experienced in 2008 and
prior.  However, the challenging industry conditions carried
through to 2011 and the Company's performance was below
expectations in the first half of the year (H1 2011). EBITDA
declined by 31% in H1 2011 over 2010, with the Specialty Product
and Tissue segments taking the most severe hit, with their EBITDA
levels declining by approximately 42% and 40%, respectively.  A
strong Canadian dollar and rising prices of recycled fibres
largely contributed to the earnings decline.

Nevertheless, DBRS expects the Company's financial profile to
stabilize in the near term.  This is based on the expectation that
the announced increase in prices in all core products, except
Containerboard, will have a positive impact on earnings for the
rest of 2011.  In addition, benefits from restructuring
initiatives and an improvement in operating rates and efficiency
should help boost earnings.  Furthermore, the two negatives that
have affected performance of late ? recycled fibre prices and the
Canadian dollar ? seem to be fading.  Recycled fibre prices appear
to have peaked and the Canadian dollar is back to below parity
with the U.S. dollar.  These developments bode well for the
Company's performance.

The Company has continued to deleverage during H1 2011.  Cascades
received a substantial amount of cash proceeds ($335 million net
of taxes), largely from the sale of converting business Dopaco
Inc., which it used to reduce debt.  Furthermore, the Company
continues to enjoy solid liquidity, with cash and available
committed facilities totalling $622 million at the end of June
2011.  The Company has modest debt due in 2012 and minimal
refinancing risk until beyond 2016, which adds to its financial
flexibility

The current rating continues to be supported by the Company's
solid business profile.  Reducing business risk are Cascades?
value-added packaging, its specialty product sales mix, and high
containerboard converting integration levels (a strategy that has
improved earnings stability through industry cycles relative to
producers with a larger proportion of commodity products and
limited integration).  In addition, contributions from the
sizeable, higher-margin and comparatively less volatile tissue
business further enhance earnings stability.

However, DBRS notes that the current debt-to-capital structure is
still aggressive for a cyclical company, even when excluding the
portion of non-recourse debt on the balance sheet (approximately
10% of total).  The Company's debt coverage ratios are at the low
end of the current rating range, and a lack of progress in
strengthening its financial profile in the next 12 months would
likely lead to negative rating actions.

DBRS has simulated a default scenario for Cascades in order to
analyze the potential recovery for the Company's Senior Unsecured
Debt in the event of default.  The scenario assumes a prolonged
period of severe economic conditions, regardless of how
hypothetical or unlikely the conditions may be, in which product
demand and prices plummet, and EBITDA quickly declines and turns
negative over the forecast period.  DBRS assumes that the Company
would be reorganized as a going concern in the event of default,
and has derived a recovery rating of RR4 for the Senior Unsecured
Debt.  The RR4 rating corresponds to recovery prospects of between
30% and 50% for senior unsecured debtholders.


CCFC FINANCE: S&P Raises Rating on $1-Bil. Bank Note to 'BB'
------------------------------------------------------------
Standard & Poor's Ratings Services raised its rating to 'BB' from
'BB-' on CCFC Finance Corp.'s (CCFC) $1 billion senior secured
bank note due 2016 (Calpine CCFC Holdings LLC is a joint issuer)
and BRSP LLC's (BRSP) $282 million senior secured term loan due
July 2014. The recovery rating on both loans is unchanged at '1',
indicating our expectation of very high (90% to 100%) recovery of
principal in the event of a default. These rating actions follow
our upgrade of Calpine Corp. to 'B+' from 'B'. As 100% owned, non-
ring-fenced subsidiaries of Calpine, the default risk on both CCFC
and BRSP is the same as the CCR on Calpine. Secured debt at CCFC
and BRSP is rated two notches above the CCR, given the '1'
recovery rating on the debt.


CDC CORP: Files for Chapter 11 Bankruptcy Protection
----------------------------------------------------
Atlanta Business Chronicle reports that CDC Corp. filed for
Chapter 11 protection in the U.S. Bankruptcy Court in Atlanta on
Oct. 4, 2011.  In its Chapter 11 filing, CDC Corp. reported assets
of $377.4 million and debts of $250 million.

According to the report, the Company reported a loss of $6 million
on revenue of $109 million for the six months ended June 30, 2011.

In a Sept. 16 filing with the Securities and Exchange Commission,
CDC Corp. lost a lawsuit before the Supreme Court of New York and
was ordered to pay $65.4 million to Evolution CDC SPV Ltd. on
Sept. 8.  "The company is currently considering all available
options, including an appeal of this judgment," the filing said.

The SEC filing also notes that on Sept. 12, CDC Corp.'s chief
financial officer, John Stone, resigned.

Based in Atlanta, CDC Corp. (Nasdaq: CHINA) --
http://www.cdccorporation.net/-- is the parent company of CDC
Software (Nasdaq: CDCS).  CDC Software is based dually in
Shanghai, China, and Atlanta and produces enterprise software
applications, IT consulting services, outsourced applications
development and IT staffing.  The company's owners include Asia
Pacific Online Ltd., Xinhua News Agency and Evolution Capital
Management.

A case summary for CDC Corp. is in the Oct. 6, 2011 edition of the
TCR.


CENTRAL BUILDING: Wants to Use KeyBank Cash Collateral
------------------------------------------------------
Central Building LLC and its unit Crow Partners LLC ask the
Bankruptcy Court to enter an order for limited use of KeyBank
N.A.'s cash collateral and granting KeyBank replacement liens as
adequate protection.  The Debtors made the request on an emergency
basis.

The Debtors said they need to use the Cash Collateral to pay for
property management, utility bills, and otherwise continue the
operation of the County Square Shopping Center.  The Debtors said
they do not have a direct contact with KeyBank counsel and have
been unable to propose a consensual use of KeyBank's cash
collateral.  However, the obligation to KeyBank is not in default,
and the Debtors believe that their proposed use of cash collateral
and accompanying budget would be acceptable to KeyBank, as they
provide for continuing payment of all expenses out of cash
collateral generated by County Square in the same manner as pre-
petition; the only significant change is the addition of payment
to Avion Holdings, LLC, which is being retained as their
Restructuring Agent.

County Square Shopping Center is a 52,000 square foot shopping
center located at 508 Contra Costa Blvd., in Pleasant Hill, Contra
Costa County, California.  County Square has an estimated value of
$10,000,000, subject to a secured loan in favor of KeyBank.
County Square is fully developed and 86% leased, and it generates
positive cash flow after current expenses.

Central Building also owns a parcel of land improved with a 66,430
square foot shopping center, located at the intersection of
Camelback Road and Dysart Road in Maricopa County, Arizona, known
as Camelback Place at Dysart.

In October 2004, Central Building executed a Promissory Note in
favor of Washington Mutual Bank, FA, in the original principal
amount of $9,110,000.  The California Note and a related Deed of
Trust were subsequently acquired by KeyBank.

Central Building is current on its payments on the California
Note, which matures by its terms on Nov. 1, 2014.  Except for the
Chapter 11 filing, there are no defaults under the California
Note.

The Deed of Trust grants KeyBank, in addition to a lien on County
Square and related improvements and contracts.

The Central Building's other significant secured creditor, Chase
Bank, is secured by a lien related to Camelback Place and is
unaffected by the proposed use of KeyBank's cash collateral.

As of the Petition Date, Central Building owed KeyBank
$9,062,010.85.  The Debtors believe that KeyBank is fully secured.

The Debtors' proposed budget provides for monthly adequate
protection payments to KeyBank equal to the monthly non-default
payments due under the California Note, in the amount of $47,700
per month.  The Budget will be permitted to compensate Avion up to
a stated monthly maximum amount provided for in the budget out of
Cash Collateral.  Avion's compensation will remain subject to
Bankruptcy Court approval.

Central Building will provide to KeyBank, as adequate protection
for its permitted use of Cash Collateral, a valid and perfected
security interest and lien in all of Central Building's now owned
or after acquired personal property of all types related solely to
County Square.

To the extent that KeyBank's interest in the cash collateral is
not adequately protected, KeyBank will have an allowed
superpriority administrative expense claim pursuant to Bankruptcy
Code Sec. 507(b).

The Budget does not provide for any compensation for insiders.

                     About Central Building

Orinda, California-based Central Building LLC and its wholly owned
subsidiary Crow Partners LLC filed for Chapter 11 bankruptcy
(Bankr. D. Ariz. Case No. 11-27970) on Oct. 3, 2011.

Central Building does business in Arizona under the name Central
Building Camelback LLC.  The Debtors own the County Square
Shopping Center in California and the Camelback Place at Dysart in
Arizona.  The Debtors' sole members are Neal Smither and his
spouse, Patricia Smither.  The equity interests are subject to a
Voting Trust Agreement of which G. Neil Elsey, a principal of
Avion Holdings, LLC, is the voting trustee.  Avion has also been
retained as Restructuring Agent to manage and operate the Debtors
during their restructuring.

Judge George B. Nielsen, Jr. presides over the case.  Lawyers at
Stinson Morrison Hecker LLP in Phoenix, Arizona, serve as the
Debtors' counsel.  In its petition, Central Building estimated $10
million to $50 million in both assets and debts.  The petition was
signed by Neal Smither, member.


CENTRAL BUILDING: Sec. 341 Creditors' Meeting Set for Nov. 8
------------------------------------------------------------
The U.S. Trustee for the District of Arizona in Phoenix will
convene a meeting of creditors in the bankruptcy cases of Central
Building LLC and Crow Partners LLC on Nov. 8, 2011 at 10:30 a.m.
at US Trustee Meeting Room, 230 N. First Avenue, Suite 102, in
Phoenix.

This is the first meeting of creditors required under Section
341(a) of the Bankruptcy Code in all bankruptcy cases.

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

                     About Central Building

Orinda, California-based Central Building LLC and its wholly owned
subsidiary Crow Partners LLC filed for Chapter 11 bankruptcy
(Bankr. D. Ariz. Case No. 11-27970) on Oct. 3, 2011.

Central Building does business in Arizona under the name Central
Building Camelback LLC.  The Debtors own the County Square
Shopping Center in California and the Camelback Place at Dysart in
Arizona.  The Debtors' sole members are Neal Smither and his
spouse, Patricia Smither.  The equity interests are subject to a
Voting Trust Agreement of which G. Neil Elsey, a principal of
Avion Holdings, LLC, is the voting trustee.  Avion has also been
retained as Restructuring Agent to manage and operate the Debtors
during their restructuring.

Judge George B. Nielsen, Jr. presides over the case.  Lawyers at
Stinson Morrison Hecker LLP in Phoenix, Arizona, serve as the
Debtors' counsel.  In its petition, Central Building estimated $10
million to $50 million in both assets and debts.  The petition was
signed by Neal Smither, member.


CHINA DU KANG: Files Form 10 with SEC; Registers Common Shares
--------------------------------------------------------------
China Du Kang Co., Ltd., filed with the U.S. Securities and
Exchange Commission a Form 10-12g to register the Company's common
stock, par value $0.001 per share, pursuant to Section 12(g) of
the Securities Exchange Act of 1934, as amended.  The Company
intends to be subject to the requirements of Regulation 13A under
the Exchange Act, which requires the Company to file annual
reports on Form 10-K, quarterly reports on Form 10-Q, and current
reports on Form 8-K, and the Company is required to comply with
all other obligations of the Exchange Act applicable to issuers
filing registration statements pursuant to Section 12(g) of the
Exchange Act.

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

                        http://is.gd/NcnPwe

                        About China Du Kang

China Du Kang Co., Ltd., was incorporated as U.S. Power Systems,
Inc., in the State of Nevada on Jan. 16, 1987.  The Company is
principally engaged in the business of production and distribution
of distilled spirit with the brand name of "Baishui Dukang".  The
Company also licenses the brand name to other liquor manufactures
and liquor stores.

The Company's balance sheet at June 30, 2011, showed
$15.17 million in total assets, $22.50 million in total
liabilities, and a $7.33 million total shareholders' deficit.

Keith K. Zhen, CPA, in Brooklyn, New York, expressed substantial
doubt about 's ability to continue as a going concern, following
the Company's 2010 results.  Mr. Zhen noted that the Company has
incurred an operating loss for each of the years in the two-year
period ended Dec. 31, 2010, and as of Dec. 31, 2010, has a working
capital deficiency and a shareholders' deficiency.


CHURCH & DWIGHT: S&P Withdraws 'BB+' Rating on $250-Mil. Notes
--------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on
Princeton, N.J.-based Church & Dwight Co. Inc., including its
long-term corporate credit rating to 'BBB' from 'BBB-'.

"We also raised the ratings on the shelf registration statement
filed Feb. 24, 2009, to preliminary 'BBB' senior unsecured and
preliminary 'BBB-' subordinated. We also withdrew our 'BB+' rating
on the $250 million 6% senior subordinated notes due 2012, which
were previously paid-off. At the same time, we assigned our 'A-2'
short-term corporate credit and commercial paper (CP) ratings to
Church & Dwight Co. Inc. As of July 1, 2011, the company had about
$250 million of debt outstanding," S&P related.

"The rating actions reflect the company's improved operating
performance and credit ratios (including our standard adjustments)
even through the economic downturn, and our expectations for
steady free cash flow generation and strong liquidity, despite the
likelihood of mid-sized debt-financed acquisitions in the near-to-
intermediate term," S&P stated.

"Standard & Poor's ratings on Church & Dwight reflect our view of
its satisfactory business risk profile that incorporates the
company's diverse product portfolio within household and personal
care sector, including its established consumer brands; its
satisfactory financial performance and free cash flow generation;
and market share gains partly associated with a sizable mix of
value offerings. Factors that partly offset the positive factors
include: Church & Dwight's participation in the highly competitive
household and personal care segment of the consumer products
industry, including competition from several larger and more
diversified companies; its limited geographic diversity; and its
exposure to volatile commodity costs," S&P related.

"Church & Dwight's intermediate financial risk profile assessment
incorporates our expectation that the company will continue to be
acquisitive. As a result of this belief, we expect its credit
ratios, which are currently strong as compared to the 'BBB' rating
category, will weaken to levels consistent with the 'BBB' rating
over time, including a ratio of total debt to EBITDA in the low-2x
area and a ratio of funds from operations (FFO) to total debt in
the 35%-40% range," S&P related.

"We believe most of Church & Dwight's brands are gaining market
share as result of a combination of the company expanding some of
its brands to new product categories and the trend of consumers
trading down to value brands," said Standard & Poor's credit
analyst Jerry Phelan. "For example, its Arm & Hammer brand was
expanded to liquid detergent, cat litter, and other household
cleaning products."

Indeed, during the past year the company has reported volume
growth in the low? to mid-single digit range. Still, the company
competes with much larger consumer products companies that have
greater resources to develop, promote, and market products. With
about $2.6 billion of sales, the company is relatively small
compared with Procter & Gamble Co. and Colgate-Palmolive Co.
($82 billion and $16 billion in sales). Church & Dwight's
operations are also less geographically diverse than those of many
of its competitors; about 80% of the company's sales are in the
U.S., compared with less than 30% for Colgate-Palmolive.

The outlook is stable. "We expect the company's financial
performance to remain relatively constant, despite the potential
for some margin erosion as a result of weakening economic
conditions and continued high commodity costs," S&P stated.


CITIZENS REPUBLIC: M. Champion Elected by U.S. Treasury to Board
----------------------------------------------------------------
Madeleine L. Champion was elected to the Citizens Republic
Bancorp, Inc., Board of Directors pursuant to the terms of
Citizens' Series A Fixed Rate Cumulative Perpetual Preferred Stock
issued to the United States Department of Treasury in December
2008 in connection with Citizens' participation in Treasury's
Capital Purchase Program.  In accordance with the terms of
Citizens' written supervisory agreement with the Federal Reserve
Bank of Chicago and the Michigan Office of Financial and Insurance
Regulation, the FRBC has also approved the election of
Ms. Champion.  Under the terms of the Series A Preferred Stock,
Treasury has the right to appoint up to two directors to Citizens'
Board of Directors at any time that dividends payable on the
Series A Preferred Stock have not been paid for an aggregate of
six quarterly dividend periods.  William Fenimore was elected by
Treasury on Sept. 16, 2011, pursuant to this provision.  The terms
of the Series A Preferred Stock provide that Treasury will retain
the right to elect such directors until all accrued and unpaid
dividends have been paid.

Ms. Champion, 66, is an international management and trade
consultant for financial and non-financial institutions.  She has
more than twenty-five years of senior management experience in the
banking industry and had served as President of the Bankers'
Association for Finance and Trade.  Ms. Champion was Managing
Director/Senior Vice President of International Banking for
JPMorgan Chase Bank, NA, from 2004 through 2008 and Managing
Director of Emerging Markets/International Financial Institutions
for Banc One Capital Markets, Inc., from 2001 to 2004.  She has
also served as Senior Vice President, International Financial
Institutions, for Bank One, NA, from 1998 to 2001 and as Senior
Vice President and head of Global Marketing and Financial
Institutions for Bank One from 1997 to 1998.  Ms. Champion has
also held senior management positions for international banking
operations for CoreStates Bank and Fidelity Bank, from 1982
through 1997.  Ms. Champion is also a director of Fresh Del Monte
Produce Inc., where she has served as an independent director
since 2009.

Ms. Champion will be compensated under Citizens' standard
compensation arrangement for outside directors as described in
Citizens' most recent proxy statement.  The Board has not yet made
a determination as to any committee appointments for Ms. Champion,
although it intends to appoint her to the board of its Citizens
Bank subsidiary.  There have been no transactions within the last
fiscal year, or any currently proposed transactions, in which
Citizens was or is to be a participant and in which she has or had
a direct or indirect material interest.

                      About Citizens Republic

Flint, Michigan-based Citizens Republic Bancorp, Inc., is a
diversified banking and financial services company that is
registered as a bank holding company under the Bank Holding
Company Act of 1956, as amended.  Citizens provides a full range
of banking and financial services to individuals and businesses
through its banking subsidiary, Citizens Bank.

The Company reported a net loss of $292.9 million on
$329.1 million of net interest income for 2010, compared with a
net loss of $514.2 million on $310.4 million of net interest
income for 2009.

The Company's balance sheet at June 30, 2011, showed $9.49 billion
in total assets, $8.51 billion in total liabilities and
$979.72 million in total shareholders' equity.

                          *      *     *

As reported in the TCR on Feb. 8, 2011, Fitch Ratings downgraded
the long-term and short-term Issuer Default Ratings for Citizens
Republic Bancorp, Inc., and its principal banking subsidiaries to
'CCC/C' from 'B-/B', respectively.


CLEAN BURN: Employs Dough Davis as Auctioneer
---------------------------------------------
Clean Burn Fuels LLC sought and obtained permission from the U.S.
Bankruptcy Court for the Middle District of North Carolina to
employ and compensate Doug Davis Realtor-Appraiser-Auctioneer,
Inc. as auctioneer.

The Debtor is seeking to sell at public auction certain motor
vehicles.  Doug Davis will, among other things:

   a. any and all transportation costs incurred with the sale of
      the Vehicles;

   b. provide and post of any signs of the pending sales on
      the Vehicles; and

   c. provide a registrar/cashier at the sales.

The Debtor seeks to compensate the Auctioneer at the rate of 10%
of the gross sales proceeds, which is the standing standard
compensation rate for the Middle District of North Carolina, and
to reimburse the Auctioneer for advertising costs incurred in the
marketing of the Vehicles.

Dough Davis attest that he holds no interest adverse to the estate
and therefore a disinterested person as defined in 11 U.S.C.
Section 101(14).

                         About Clean Burn

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

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

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

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


CLINTON COURT: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Clinton Court Development LLC
        22 West 38th Street, 12th Floor
        New York, NY 10018

Bankruptcy Case No.: 11-14673

Chapter 11 Petition Date: October 5, 2011

Court: U.S. Bankruptcy Court
       Southern District of New York (Manhattan)

Judge: Robert E. Gerber

Debtor's Counsel: Robert R. Leinwand, Esq.
                  ROBINSON BROG LEINWAND GREENE GENOVESE & GLUCK
                  P.C.
                  875 Third Avenue, 9th Floor
                  New York, NY 10022
                  Tel: (212) 603-6300
                  E-mail: rrl@robinsonbrog.com

Scheduled Assets: $17,210,000

Scheduled Debts: $47,347,150

The petition was signed by David Weiss, manager.

Debtor's List of Its 20 Largest Unsecured Creditors:

        Entity                     Nature of Claim    Claim Amount
        ------                     ---------------    ------------
D: TD Banknorth                    Mortgage            $25,064,515
P.O. Box 5600
Lewiston, ME 04243

Abraham Weiss                      --                   $3,026,039
3442 Bedford Avenue
Brooklyn, NY 11210

Long Island Concrete Inc.          --                   $2,500,000
31-31 48th Avenue
Long Island City, NY 11101

Robert Jacobs                      --                   $1,000,000
141-59 73rd Terrace
Flushing, NY 11367

Island Plumbing Supply             --                     $298,592
1956 McDonald Avenue
Brooklyn, NY 11223

Y&L NY Interiors Inc.              --                     $260,000
1053 Dahill Road
Brooklyn, NY 11204

Atlantic Hoisting & Scaffolding    --                     $183,957

Total Safety Consulting LLC        --                     $106,650

NLM Tile Inc.                      --                      $80,000

Andrew S. Contracting, Inc.        --                      $65,785

Luxaire HVAC Services, Inc.        --                      $60,000

Substance Inc.                     --                      $48,273

Advanced Installation and Sales    --                      $37,000
Inc.

Alba USA Construction Inc.         --                      $35,000

Lieberts Royal Green Appliance     --                      $25,305
Center

Glickman Engineering Associates    --                      $19,248
PLLC

Creative Soldier                   --                      $17,000

Rockland Custom Furniture Inc.     --                      $15,000

B. Moore Designs                   --                      $14,948

A.D. Steel Equipment Co.           --                      $13,210


COMPASS DIVERSIFIED: Moody's Rates $275MM Credit Facility at 'Ba1'
------------------------------------------------------------------
Moody's Investors Service assigned a Ba1 rating to Compass
Diversified Holding's $275 million senior secured revolving credit
facility and a B1 rating to its $225 million senior secured term
loan (collectively referred to as the $500 million senior secured
credit facility). At the same time, Moody's affirmed the Ba3
Corporate Family Rating, the B1 Probability of Default Rating and
the SGL 3 speculative grade liquidity rating. The rating outlook
remains stable. Ratings on the existing term loan and revolver
will be withdrawn upon closing of the transaction.

The proceeds are expected to be used to repay amounts outstanding
under the existing senior secured credit facility ($73 million
term loan outstanding and $340 million revolver), and to fund
future acquisitions. In August 2011, the company used the proceeds
from a $70 million common and preferred stock equity offering and
almost $200 million of revolver borrowings to fund the acquisition
of Camelbak, a company that makes personal hydration products
catering to outdoor recreational activities and military
applications.

These ratings were assigned:

$275 million revolving credit facility maturing in October 2016 at
Ba1 (LGD 2, 13%);

$225 million term loan maturing in October 2017 at B1 (LGD 4,
57%);

These ratings were affirmed:

Corporate Family Rating at Ba3;

Probability of Default Rating at B1;

Speculative grade liquidity rating at SGL 3.

RATING RATIONALE

The Ba3 Corporate Family Rating reflects the company's strong
industry and product diversification, moderate financial leverage
pro forma for the Camelbak acquisition and good interest coverage.
The rating also benefits from the company's size with revenue
around $1.9 billion (pro forma 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 12-15 months. Liquidity is constrained by the
upcoming maturity of its revolver in December 2012 (absent the
proposed refinancing), 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
proposed refinancing does not close in the next few months.
Moody's expects to raise the liquidity rating to SGL-2 if the
proposed refinancing closes as proposed. Pro forma for the
proposed refinancing, the company has a good liquidity profile.

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.

There is minimal near term upward rating momentum due to the
continuing weak economy. 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 proposed refinancing of the secured credit
facility does not close 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.


CRAWFORD FURNITURE: Closes All Five Retail Stores
-------------------------------------------------
Emily Lenihan at wivb.com reports that Crawford Retail Outlet is
closing all five of its retail stores after filing for Chapter 11
bankruptcy in August.

According to the report, the company was to conduct going-out-of-
business sales starting Oct. 6, 2011, at its stores located at
6000 South Park Avenue, Hamburg, 5724 South Transit Road,
Lockport, 4295 Transit Road, Williamsville, 3366 Sheridan Drive,
Amherst, and 185 East Fairmount Avenue, Lakewood.

The report relates the company said it will sell everything off
its showroom floors at discounted prices. Crawford Retail will
endeavor to fill all previous and existing orders and will honor
all outstanding gift certificates.  Crawford said, "customers who
made deposits should visit any of the Crawford Retail stores for
details on whether they will be able to receive their merchandise
or how to use their deposit credit to be applied to a new
purchase."

                    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.

The U.S. Trustee has appointed an official committee of unsecured
creditors in the case.


CRYOPORT INC: To Offer 2.3MM Common Shares Under Incentive Plan
---------------------------------------------------------------
CryoPort, Inc., filed with the U.S. Securities and Exchange
Commission a Form S-8 registration statement registering
$2,300,000 shares of common stock at a proposed maximum offering
price of $2.43 million.  The shares represents shares of common
stock reserved for issuance upon the exercise of stock options and
grant of stock awards that may be granted under the 2011 Stock
Incentive Plan.  A full-text copy of the Form S-8 is available for
free at http://is.gd/LgNuYZ

                         About CryoPort Inc.

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

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

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


CRYSTAL CATHEDRAL: Founder Fights Suit Lodged by Committee
----------------------------------------------------------
The Los Angeles Times reports that Crystal Cathedral founder
Robert H. Schuller on Oct. 4, 2011, disputed allegations in a
lawsuit filed by the church's creditors' committee.  According to
the report, the lawsuit seeks to pay church insiders -- including
Mr. Schuller, his wife, Arvella, daughters Carol and Jeanne and
their husbands, son Robert Anthony and his wife -- last upon the
sale of the Garden Grove campus.  The lawsuit also includes former
Chief Financial Officer Fred Southard, who resigned in January.

Mr. Schuller said that actions by the church's board of directors
were undertaken in "good faith" and with the best interests of the
church in mind. He said the ministry board also has been held
accountable to an audit committee, which no family members have
ever been a part of.

"This lawsuit makes serious and untrue allegations regarding
myself and my family," LA Times quotes Mr. Schuller as stating.
"It is unfortunate that I will have to defend this lawsuit only to
prove what is true."

LA Times, citing court documents, says the lawsuit alleges that,
before filing for Chapter 11 almost one year ago, church officials
borrowed about $10 million from an endowment fund from 2002 to
2009.  It also outlines various agreements between family members
and the church, which include a contract that entitled Mr.
Schuller to a $300,000 annual discretionary fund plus health
insurance and travel staff for the rest of his life.

The report says contracts between other family members are also
referenced in the suit, including an agreement to provide a
Mercedes-Benz for Robert Anthony's new church and to provide Paul
Dunn, Mr. Schuller's son-in-law and producer for the church's
annual pageants, round-trip tickets from his home in Hawaii to
California, as well as a $20,000 license fee for each play. The
lawsuit also alleges that Mr. Dunn was paid even though the
pageants were cancelled in 2009 and 2010.

The report relates that Nanette Sanders, Esq., the attorney for
the creditors' committee, said in an e-mail that she has not seen
Mr. Schuller's statement, but said the complaint was filed based
upon information obtained from Crystal Cathedral Ministries during
the course of the bankruptcy case, or received from third parties.

Mr. Schuller said a vast number of creditors have sold their
claims to "various spectators who are attempting to make a return
if the ministry's campus is sold."  In late July, church officials
announced they would withdraw their plan to sell, and instead
raise the money needed -- more than $50 million -- to pay off
debts.

In August, the committee filed a potential bankruptcy exit plan
for the church, which includes selling the Garden Grove campus.
So far, the Roman Catholic Diocese of Orange and Chapman
University are top contenders, with bids of $53.6 million and $50
million, respectively.  The plan is for a buyer to be chosen by
Halloween.

                      About Crystal Cathedral

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

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

Crystal Cathedral filed for Chapter 11 bankruptcy protection
(Bankr. C.D. Calif. 10-24771) on Oct. 18, 2010.  The Debtor
disclosed $72,872,165 in assets and $48,460,826 in liabilities as
of the Chapter 11 filing.  Marc J. Winthrop, Esq., at Winthrop
Couchot P.C. represent the Debtor.

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


CYBERDEFENDER CORP: Guthy-Renker Discloses 40.6% Equity Stake
-------------------------------------------------------------
In an amended Schedule 13D filing with the U.S. Securities and
Exchange Commission, Guthy-Renker Partners, Inc., Guthy-Renker
Holdings, LLC, Guthy-Renker LLC and GR Match, LLC, disclosed that
they beneficially own 17,097,789 shares of common stock of
Cyberdefender Corporation representing 40.6% of the shares
outstanding.  A full-text copy of the filing is available for free
at http://is.gd/n2Uj2Z

                        About CyberDefender

Los Angeles, Calif.-based CyberDefender Corporation is a provider
of remote LiveTech services and security and computer optimization
software and to the consumer and small business market.  The
Company's mission is to bring to market advanced solutions to
protect computer users against Internet viruses, spyware, identity
theft and related security threats.

The Company's balance sheet at June 30, 2011, showed $7.9 million
in total assets, $40.6 million in total liabilities, and a
stockholders' deficit of $32.7 million.

                      May Consider Bankruptcy

"We are presently engaged in active discussions for additional
investments by existing and prospective investors but we have no
funding commitments in place at this time and we can give no
assurance that such capital will be available on favorable terms,
or at all.  If we cannot obtain financing, then we may be forced
to further curtail our operations, or possibly be forced to
evaluate a sale or consider other strategic alternatives such as
bankruptcy," the Company said in Form 10-Q for the quarter ended
June 30, 2011.


DENBURY RESOURCES: Moody's Affirms 'Ba3' Corporate Family Rating
----------------------------------------------------------------
Moody's Investors Service changed Denbury Resources, Inc.'s
(Denbury) rating outlook to negative from stable following the
company's announcement that it has approved a share buyback
program for up to $500 million. At the same time, Moody's affirmed
Denbury's Ba3 Corporate Family Rating (CFR) and assigned Denbury a
Speculative Grade Liquidity Rating of SGL-3. Moody's also affirmed
Denbury's Ba3 Probability of Default Rating and the B1 rating on
its senior subordinated notes.

RATINGS RATIONALE

"The negative rating outlook reflects Moody's concern that Denbury
$500 million share repurchase program marks a divergence in
financial policies and could further pressure financial leverage
to a level outside a range appropriate for the Ba3 Corporate
Family Rating," said Gretchen French, Moody's Vice President.

Denbury expects to finance the share buyback program through a
combination of cash flow from operations and borrowings under its
$1.6 billion bank credit facility. In addition, the company
intends to reduce capital expenditures in 2012 by an equivalent
amount of the buybacks.

The affirmation of the Ba3 CFR reflects the benefit of Denbury's
high proportion of oil production and strong leveraged cash
margins. Liquids production comprised 92% of total production in
the second quarter of 2011, and Moody's expects Denbury's
leveraged cash margins to be in the $37/boe range in 2012. In
addition, the company has considerable scale for the Ba3 rating
and a long-lived production profile. However, the company's
financial leverage currently is at the high end of the range for
the Ba3 rating and debt financed share buybacks would further
increase this leverage profile. As of June 30, 2011 and pro forma
for the Riley Ridge transaction, debt/proved developed reserves
was $11.75/boe and debt/production was $43,001/boe. Debt-financed
share buybacks will further increase this leverage profile without
adding reserves or potential production growth. If the company
were to debt finance $500 million of share buybacks, this would
result in debt/PD reserves increasing to $13.86/boe and
debt/production increasing to $50,703/boe.

Leverage trends in 2011 have been somewhat higher than originally
anticipated due to the outspending of cash flow, the debt
financing of the remaining interest in Riley Ridge and production
growth modestly lower than projected. The company has revised down
its 2011 production growth outlook (5% growth vs. 8% growth) as a
result of slower development in certain tertiary floods and
inclement weather in the Bakken. The company expects higher
production growth in 2012, particularly as tertiary production
ramps up at Hastings and Oyster Bayou. However, Moody's notes that
tertiary production can be inconsistent and difficult to
accurately predict due to the heterogeneity of the reservoirs and
long-lead time for a production response. In addition, production
growth and reserve additions also could be negatively impacted by
the capital reduction in 2012 associated with the buyback program.

Denbury's SGL-3 rating reflects adequate liquidity through 2012,
even with the assumption of up to $500 million in debt financed
share buybacks. The company has a $1.6 billion borrowing base
revolving bank credit facility that matures in 2016. As of
September 30, 2011, $110 million in cash drawings were outstanding
on the credit facility. The company is expected to be well within
the maintenance covenants under the revolving credit facility,
ensuring access during the next four quarters. Denbury has certain
unencumbered assets and believes that its reserve profile is
indicative of a significantly larger borrowing base, providing a
degree of flexibility for alternate sources of liquidity. There
are no significant long term debt maturities until 2016.

The ratings could be downgraded if Denbury's leverage on PD
reserves exceeds $13.00/boe and the company is unable to restore
debt/average daily production trends below $40,000/boe.
Conversely, the outlook could be stabilized if Denbury is
successful in maintaining leverage on PD reserves in the $10/boe
range and debt/average daily production in the $35,000/boe range.
Over the longer term, an upgrade would be considered if Denbury
reduces its leverage on PD reserves to less than $8.00/boe on a
sustainable basis and debt/average daily production is less than
$30,000/boe while maintaining its positive production trends and
good margins.

The principal methodology used in rating Denbury Resources was the
Independent Exploration and Production (E&P) Industry Methodology
published in December 2008. Other methodologies used include Loss
Given Default for Speculative-Grade Non-Financial Companies in the
U.S., Canada and EMEA published in June 2009.

Denbury Resources, Inc. is headquartered in Plano, Texas.


DEX ONE: Moody's Downgrades Corporate Family Rating to 'B3'
-----------------------------------------------------------
Moody's Investors Service has downgraded the corporate family
rating (CFR) for Dex One Corporation's ("Dex One" or "the
company") to B3 from B1. The downgrade reflects Moody's doubts
that the company will be able to transition its business away from
a reliance on print directories quickly enough to stabilize its
revenues and earnings. Consequently, Moody's expects that the
relatively robust levels of free cash flow that the company is
currently generating will decline at an accelerating pace over
time. Moody's ratings outlook for Dex One remains negative.

Moody's has taken these rating actions:

   Issuer: Dex One Corp.

   -- Outlook: Negative, unchanged

   -- Corporate Family Rating: B3 from B1 prior

   -- Probability of Default Rating: B3 from B1 prior

   -- Senior Subordinate: Caa2 -- LGD6 (94%) from B3 -- LGD6 (95%)
      prior

   -- Speculative Grade Liquidity: SGL-2, unchanged

   Issuer: R.H. Donnelley Inc.

   -- Senior Secured Bank Credit Facility: B2 -- LGD3 (42%) from
      B1 -- LGD3 (43%) prior

   Issuer: Dex Media East LLC

   -- Senior Secured Bank Credit Facility: B2 -- LGD3 (42%) from
      B1 -- LGD3 (43%) prior

   Issuer: Dex Media West LLC

   -- Senior Secured Bank Credit Facility: B2 -- LGD3 (42%) from
      Ba3 -- LGD3 (42%) prior

RATINGS RATIONALE

Moody's estimates that the directory publishing industry is
lagging behind other print-based media sectors, some of which will
return to growth this year. Dex One's year-over-year ad sales were
down 15% in 2Q'11 and Moody's anticipates another double-digit
percentage decline in ad sales for directory publishers this year
and next year.

Dex One is attempting to reinvent its business by reducing its
reliance on print advertising through the development of online
and mobile directory service applications. The company's recent
announcement to partner with Google is a positive step in this
direction but Moody's doubts that the company will be able to
effect this change at a pace that would allow it to stabilize its
revenues over the intermediate term. Furthermore, Moody's notes
that the initiative to reinvent the business will require
investment that will offset the company's efforts to lower the
cost structure of its legacy business. Earlier this year the
company announced a plan to cut costs by $125 million.

Dex One has good liquidity based on Moody's projection of $215
million in cash at year end 2011 and continued positive free cash
flow. Similar to its competitors, the company requires minimal
capital investment, well below internally generated cash flows.

Rating Outlook

The negative rating outlook reflects Moody's belief that the
amount of free cash flow generated will decline at an accelerating
pace due to structural challenges the print directory industry
faces as consumers transition toward on-line and mobile
advertising channels coupled with Moody's concerns that Dex's
ability to cut costs in the legacy print business have diminished.

What Could Change the Rating - Down

If revenue continues to decline at a double digit percentage pace
or if liquidity weakens the ratings could be lowered.
Specifically, the ratings could be downgraded further if debt-to-
EBITDA is likely to remain above 4.75x or if free cash flow-to-
debt remains below 8% for an extended period of time.

What Could Change the Rating -- Up

Although unlikely given the continuing negative outlook, Dex's
ratings could be upgraded if revenue and earnings pressure eases
and the company makes a successful transition away from a reliance
on print directories while maintaining good liquidity position.
Specifically, if Dex is able to sustain debt-to-EBITDA leverage
below 3.75x and free cash flow-to-debt in a double digit range,
its ratings could be positively impacted.

Moody's last rating action was on January 26, 2010 when the
company's ratings were assigned following its exit from bankruptcy
restructuring.

Dex One's ratings were assigned by evaluating factors that Moody's
considers relevant to the credit profile of the issuer, such as
the company's (i) business risk and competitive position compared
with others within the industry; (ii) capital structure and
financial risk; (iii) projected performance over the near to
intermediate term; and (iv) management's track record and
tolerance for risk. Moody's compared these attributes against
other issuers both within and outside Dex One's core industry and
believes Dex One's ratings are comparable to those of other
issuers with similar credit risk.

Dex One, headquartered in Cary, North Carolina, is a local
business marketing services company that includes print
directories and online voice and mobile search. Revenue was
approximately $1.6 billion (pro forma) for the LTM period ended
June 30, 2011.


DK AGGREGATES: Has Until Oct. 17 to File Amended Plan Outline
-------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Mississippi gave DK
Aggregates LLC until Oct. 17, 2011, to file an amended disclosure
statement explaining the proposed Chapter 11 Plan.

The ruling was in response to the objections filed by creditors
Hancock Bank, Three Deuces, Inc., Mass P. Blackwell, and Blackwell
Aggregates, Inc.

As reported in the Troubled Company Reporter on July 25, 2011, the
Plan proposes to pay 100% to all claim-holders except that the
percentage recovery of holders of damage suits or torts is limited
to policy limits under the proposed plan.

Among others, unsecured creditors, owed $1.75 million, will
receive 10 equal payments, first commencing four months after the
plan's effective date, and ever six months thereafter, until all
claims haven been satisfied.  Secured claim of Hancock Bank will
be payable under a 20-year amortization with interest accruing at
6% per annum, with monthly payments of $10,542.  Monthly payments
will commence on the 20th of the months immediately after the
plan's effective date.  On the 60th month after the effective
date, the loan will mature and will be due and payable in full.
The adequate protection payments presently being made under order
of the Court will cease on the effective date.

                      About DK Aggregates LLC

Pearlington, Mississippi-based DK Aggregates LLC filed for Chapter
11 bankruptcy protection (Bankr. S.D. Miss. Case No. 10-51823) on
Aug. 9, 2010.  Robert Alan Byrd, Esq., at Byrd & Wiser, assists
the Debtor in its restructuring effort.  H. Kenneth Lefoldt, Jr.,
of Lefoldt & Company P.A. serves as accountant.  The Debtor
disclosed assets of $17,025,695 and liabilities of $7,004,953 as
of the petition date.

The Troubled Company Reporter reported on June 22, 2011, that the
Debtor disclosed $18,529,695 in assets and $7,114,925 in
liabilities.


DONSON GROUP: Case Summary & 4 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Donson Group, Ltd.
        197 Eighth Street, Suite 850
        Boston, MA 02129

Bankruptcy Case No.: 11-13700

Chapter 11 Petition Date: October 3, 2011

Court: United States Bankruptcy Court
       District of New Hampshire (Manchester)

Judge: J. Michael Deasy

Debtor's Counsel: Jennifer Rood, Esq.
                  Robert J. Keach, Esq.
                  BERSTEIN, SHUR, SAWYER & NELSON
                  670 N. Commercial St., Ste 108
                  P.O. Box 1120
                  Manchester, NH 03105-1120
                  Tel: (603) 623-8700
                  Fax: (603) 623-7775
                  E-mail: jrood@bernsteinshur.com
                          rkeach@bernsteinshur.com

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

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

A list of the Company's four largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/nhb11-13700.pdf

The petition was signed by Iris A. Mitropoulis, president.

Affiliates that filed separate Chapter 11 petitions:

                                                 Petition
   Debtor                              Case No.     Date
   ------                              --------     ----
Kingsbury Corporation                  11-13671   09/30/11
Ventura Industries, LLC                11-13687   09/30/11


DRYSHIPS INC: Adjusts Conversion Price of Convertible Notes
-----------------------------------------------------------
DryShips Inc. announced that the applicable conversion price under
the Indenture and related Supplemental Indenture governing the
Company's 5.00% Convertible Senior Notes due Dec. 1, 2014, has
been adjusted to $6.90 per share effective as of Sept. 19, 2011.
The previous conversion price of $7.19 per share was adjusted
downward in connection with the Company's partial spin off Ocean
Rig UDW Inc. which is expected to be completed on Oct. 5, 2011.

                        About DryShips Inc.

Based in Greece, DryShips Inc. -- http://www.dryships.com/--
-- owns and operates drybulk carriers and offshore oil
deep water drilling units that operate worldwide.  As of Sept. 10,
2010, DryShips owns a fleet of 40 drybulk carriers (including
newbuildings), comprising 7 Capesize, 31 Panamax and 2 Supramax,
with a combined deadweight tonnage of over 3.6 million tons and
6 offshore oil deep water drilling units, comprising of 2 ultra
deep water semisubmersible drilling rigs and 4 ultra deep water
newbuilding drillships.

DryShips's common stock is listed on the NASDAQ Global Select
Market where it trades under the symbol "DRYS".

On Nov. 25, 2010, DryShips Inc. entered into a waiver letter
for its US$230.0 million credit facility dated Sept. 10, 2007,
as amended, extending the waiver of certain covenants through
Dec. 31, 2010.

In its audit report on the Company's financial statements for the
year ended Dec. 31, 2010, Deloitte, Hadjipavlou Sofianos &
Cambanis S.A., noted that the Company's inability to comply with
financial covenants under its original loan agreements as of
Dec. 31, 2009, its negative working capital position and other
matters raise substantial doubt about its ability to continue as a
going concern.

The Company's balance sheet at June 30, 2011, showed
US$7.86 billion in total assets, US$4.03 billion in total
liabilities, and US$3.83 billion in total equity.


DUARTE, CALIF: S&P Lowers Rating on Series 1997A Bonds to 'BB'
--------------------------------------------------------------
Standard & Poor's Ratings Services lowered its long-term rating on
Duarte, Calif.'s (Heritage Park Apartments) Fannie Mae
collateralized multifamily housing revenue bonds series 1997A to
'BB' from 'BB+'.

"The downgrade is based on our view of the project's reliance on
short-term market rate investments, falling parity, and
insufficient funds to cover reinvestment risk based on the 30-day
minimum notice period in the event of prepayment by 2017," said
Standard & Poor's credit analyst Stephanie Wang.

"The rating also reflects our view of the sufficient revenues from
mortgage debt service payments and investment earnings to pay full
and timely debt service on the bonds until maturity," S&P related.

"Credit strengths for this issue include our opinion of high
credit quality of the Fannie Mae pass-through certificates, which
we consider to be 'AA+' eligible, and investments held in First
American Treasury Obligations Fund Class D money market fund," S&P
said.

Standard & Poor's has analyzed the updated financial statements
based on the revised criteria for certain federal government-
enhanced housing transactions. "Based on our current stressed
reinvestment rate assumptions for all scenarios as set forth in
the related criteria articles, we believe the bonds are able
to meet all bond costs from transaction revenues until maturity,"
S&P related.


DUNE ENERGY: Enters Into Restructuring Plan Support Agreement
-------------------------------------------------------------
Dune Energy, Inc. has entered into a restructuring plan support
agreement with noteholders who together hold approximately 90% of
the aggregate principal amount of Dune's outstanding 10-1/2%
Senior Secured Notes due 2012 as well as a similar restructuring
plan support agreement with a holder of approximately 64% of
Dune's issued and outstanding 10% Senior Redeemable Convertible
Preferred Stock.  Pursuant to the support agreement, which sets
forth the terms of Dune's capital restructuring plan, Dune intends
to seek to eliminate all of the notes and the related cash
interest expense, through consummation of an exchange offer to
acquire all the notes in exchange for a combination of Dune equity
securities, and either cash or new debt securities in an aggregate
amount of $50 million.  If fully subscribed, the exchange offer
would result in the ownership of 97.25% of Dune's common stock on
a post-restructuring basis by the noteholders.  The support
agreements also contemplate conversion of all of the outstanding
preferred stock into $4.0 million in cash and 1.5% of Dune's
common stock on a post-restructuring basis.  In addition, the
contemplated restructuring would result in Dune's current common
stockholders holding 1.25% of Dune's common stock on a post-
restructuring basis.  Dune plans to launch this out-of-court
exchange offer as soon as practical, but no later than November 1,
2011.

As an alternative to the out-of-court exchange offer, Dune has
also agreed in the support agreements to solicit consents from its
noteholders to approve a prepackaged plan of reorganization in a
bankruptcy proceeding.  In the event certain conditions to the
exchange offer are not satisfied, Dune intends to pursue the
prepackaged plan.  If confirmed, the prepackaged plan would have
principally the same effect as if 100% of the noteholders had
tendered their notes in the exchange offer.  If all conditions to
consummating the exchange offer are satisfied, Dune will cease
seeking support for the prepackaged plan.

Dune does not anticipate any business interruption in its
operations during the restructuring process, regardless of whether
the restructuring is completed out of court or in court.  Under
the proposed plan, Dune will continue its operations in the normal
course.  All vendors and suppliers will continue to be paid in
full under normal terms in the ordinary course of business.  The
proposed plan contemplates a refinancing of Dune's senior secured
term loan, and provides that all of Dune's creditor classes,
including general unsecured creditors, will be "unimpaired" -
i.e., will be paid in full for all valid, outstanding claims upon
consummation of the plan to the extent they have not been paid
previously; however there can be no assurance that the treatment
of creditors outlined above will not change significantly.
Implementation of the transactions contemplated by the support
agreements are dependent on a number of factors and approvals.

Pursuant to their support agreement, the supporting noteholders
have agreed to, among other things, (1) support and use
commercially reasonable efforts to complete the capital
restructuring plan, including by tendering their notes into the
exchange offer and voting in favor of the prepackaged plan; and
(2) not exercise remedies or direct the trustee to exercise
remedies under the indenture governing the notes for any default
or event of default that has occurred or may occur thereunder.
However, the support agreement may be terminated upon the
occurrence or failure to occur of certain events generally related
to progress towards consummation of the restructuring.  Additional
details related to the restructuring plan can be found in the
restructuring support agreements, which will included as an
exhibit to Dune's Current Report on Form 8-K filed with the
Securities and Exchange Commission.

                         About Dune Energy

Dune Energy, Inc. (NYSE AMEX: DNE) -- http://www.duneenergy.com/
-- is an independent energy company based in Houston, Texas.
Since May 2004, the Company has been engaged in the exploration,
development, acquisition and exploitation of natural gas and crude
oil properties, with interests along the Louisiana/Texas Gulf
Coast.  The Company's properties cover over 90,000 gross acres
across 27 producing oil and natural gas fields.

The Company reported a net loss of $75.53 million on $64.18
million of revenue for the year ended Dec. 31, 2010, compared with
a net loss of $59.13 million on $52.24 million of revenue during
the prior year.

The Company's balance sheet at June 30, 2011, showed
$274.23 million in total assets, $369.71 million in total
liabilities, $151.29 million in redeemable convertible preferred
stock, and a $246.78 million total stockholders' deficit.

                           *     *     *

Dune Energy carries a 'CCC-' corporate credit rating, with
negative outlook, from Standard & Poor's, and 'Ca' corporate
family and probability of default ratings, with negative outlook,
from Moody's Investors Service.

S&P said in April 2010, "[T]he company's heavy debt burden makes
the prospects of a distressed exchange or bankruptcy a distinct
possibility."


DUNKIN' BRANDS: S&P Raises Corporate Credit Rating to 'B+'
----------------------------------------------------------
Standard & Poor's Ratings Services raised its corporate credit
rating on Dunkin' Brands Inc. to 'B+' from 'B'. The outlook is
stable.

At the same time, Standard & Poor's raised its issue-level rating
on the company's senior secured bank credit facilities to 'B+'
(same as the corporate credit rating) from 'B'. The recovery
rating remains at '3', indicating the expectation of meaningful
recovery (at the high end of the 50%-70% range) in the event of a
payment default. Standard & Poor's also withdrew its ratings on
the company's $625 million senior unsecured notes following their
redemption.

"The 'B+' rating on Dunkin' Brands reflects the meaningful
improvement in the company's credit protection measures following
the completion of its IPO and subsequent repayment of debt. We
expect the company's leverage ratio to strengthen over the next
year, as new store openings and menu offerings augment earnings
and Dunkin' uses excess cash flows to reduce debt," said
Standard & Poor's credit analyst Andy Sookram.

"Dunkin' Brands' financial risk profile strengthened as a result
of its recent IPO but, in our view, remains highly leveraged," he
continued.

The stable outlook reflects the company's resilient operations.
Standard & Poor's view stems from the company's high proportion of
revenues derived from its franchised operations and benefits from
store expansion initiatives, which will help to keep credit
measures in line with the higher rating. The company plans to open
approximately 500 stores in 2011 and 600 stores in 2012, which
should increase its EBITDA margin.


DUTCH RESOURCES: Signs Mining Lease Pact with Bilbray & Johnston
----------------------------------------------------------------
Dutch Gold Resources, Inc., on Sept. 26, 2011, entered into a
Mining Lease Agreement with the Bilbray Trust and the Johnston
Trust for the Minnie Moore Mine located in Blaine County, Idaho.

Pursuant to the Agreement, the Company was granted a license to
use the Property for the purpose of exploring, evaluating,
developing, mining and all necessary associated activities
commensurate with that exploration and mining for an initial
period of ten years and two ten year extension periods.  The
Agreement provides for an annual lease payment of $50,000 for the
second half of the initial term, $75,000 for the third five year
period and $100,000 for the fourth five year period.  The Company
is also required to make advance production payments of $10,000
per month.  Upon commencement of the production of ore from the
Property, in addition to the Advance Production Payment, the
Company will pay to the Trusts the greater of $10,000 paid monthly
or a net smelter royalty of 4.00% of the funds paid from the
smelter to the Company.  The Company will also pay to the Trusts a
profit participation fee of 14.00% of the net profits of
production of ore from the Property.  In consideration of the
lease, the Company granted options to each of the Trusts to
purchase 5,250,000 shares of the Company's common stock at the
exercise price of $1,000.00.  The options shall vest when
operations from the mine have generated net revenues of
$10,000,000.

The Company was also granted the right to purchase the Property
for the purchase price of $15,000,000.  Any payments made to the
Trusts from the production of ore at the Property, including
Advance Profit Payments, Net Smelter Royalties or Profit
Participation, would be applied against the Purchase Price

On Sept. 27, 2011, the Company and its wholly-owned subsidiary,
DGRI Mining Services Corporation, entered into a Consulting
Agreement with Carl Johnston for services to the Company related
to the exploration, development and production of precious metals
from the Property.  The agreement provides for compensation in the
amount of $5,000 per month and the term of the consulting
agreement is for one year and is automatically renewed unless
cancelled by either party.

A full-text copy of the Mining Lease Agreement is available for
free at http://is.gd/9bRjBd

                         About Dutch Gold

Based in Atlanta, Ga., Dutch Gold Resources, Inc. (OTC: DGRI)
-- http://www.dutchgoldresources.com/-- is a junior gold miner
focused on developing its existing mining properties in North
America and acquiring and developing new mines that can enter into
production in 12 to 24 months.

The Company's balance sheet at June 30, 2011, showed $3.41 million
in total assets, $7.08 million in total liabilities, and a
$3.67 million total stockholders' deficit.

As of June 30, 2011, the Company had cash on hand of $21,425,
investments available for sale of $366,645, a working capital
deficit of approximately $5.2 million and has incurred a loss from
operations for the six months ended June 30, 2011.

The Company reported a net loss of $3.70 million on $0 of revenue
for the year ended Dec. 31, 2010, compared with a net loss of
$11.33 million on $0 of revenue during the prior year.

As reported, Hancock Askew & Co., LLP, in Atlanta, Georgia,
expressed substantial doubt about the Company's ability to
continue as a going concern, following the Company's 2010 results.
The independent auditors noted that the Company has limited
liquidity and has incurred recurring losses from operations.


EDWARD DEETS: Voluntary Chapter 11 Case Summary
-----------------------------------------------
Debtor: Edward Deets Holding Company, Inc
        484 South Mountain Boulevard
        Mountain Top, PA 18707

Bankruptcy Case No.: 11-06869

Chapter 11 Petition Date: October 6, 2011

Court: U.S. Bankruptcy Court
       Middle District of Pennsylvania (Wilkes-Barre)

Judge: John J. Thomas

Debtor's Counsel: Jeffrey Dean Servin, Esq.
                  1500 Market Street, 12th Floor
                  East Tower, Centre Square
                  Philadelphia, PA 19102
                  Tel: (215) 665-1212
                  Fax: (215) 654-0357
                  E-mail: JDServin@comcast.net

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

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 Edward Deets, president.

Affiliate that filed separate Chapter 11 petition:

        Entity                        Case No.       Petition Date
        ------                        --------       -------------
Edward Deets & Elizabeth Deets        11-06868            10/06/11


ELEPHANT TALK: Del. State Secretary Favors Certificate of Merger
----------------------------------------------------------------
Elephant Talk Communications, Inc., on Sept. 30, 2011, received
notification that its certificate of merger of Elephant Talk
Communications, Inc., a California corporation, into Elephant Talk
Communications Corp., a Delaware corporation, was accepted by the
Delaware Secretary of State on Sept. 26, 2011.  The Certificate of
Merger was filed with the California Secretary of State on
Sept. 26, 2011.  Pursuant to the Certificate of Merger, the
Company was merged with and into ETAK Delaware such that the
Company is now a Delaware corporation.

The mechanism of the Reincorporation, reasons for the
Reincorporation and comparison of the certificate of
incorporations and bylaws of the Company and ETAK, the surviving
company, were outlined in the Company's definitive proxy statement
filed with the Securities and Exchange Commission on July 26,
2011.

A full-text copy of the Certificate of Merger is available at no
charge at http://is.gd/KJT4pI

                        About Elephant Talk

Lutz, Fla.-based Elephant Talk Communications, Inc. (OTC BB: ETAK)
-- http://www.elephanttalk.com/-- is an international provider of
business software and services to the telecommunications and
financial services industry.

The Company reported a net loss of $92.48 million on
$37.17 million of revenue for the year ended Dec. 31, 2010,
compared with a net loss of $17.30 million on $43.65 million of
revenue during the prior year.

The Company's balance sheet at June 30, 2011, showed
$51.24 million in total assets, $14.14 million in total
liabilities, and $37.09 million in total stockholders' equity.

As reported by the TCR on April 6, 2011, BDO USA, LLP, noted that
the Company has suffered recurring losses from operations and has
a net capital deficiency that raise substantial doubt about its
ability to continue as a going concern.  As of Dec. 31, 2010, the
Company incurred a net loss of $92.5 million, used cash in
operations of $14.1 million and had an accumulated deficit of
$154.8 million.


EMMIS COMMUNICATIONS: Extends P. Walsh's Employment to 2013
-----------------------------------------------------------
Emmis Communications Corporation, on Oct. 3, 2011, entered into a
new employment agreement with Patrick Walsh, effective Sept. 4,
2011, who will continue to serve as Executive Vice President,
Chief Financial Officer and Chief Operating Officer, extending his
employment through Sept. 3, 2013.  Mr. Walsh's annual base
compensation for the term of the employment agreement is $600,000.
Mr. Walsh's annual incentive compensation targets for fiscal years
2012, 2013, and 2014 continue to be 100% of his base compensation.
In the event that Mr. Walsh's employment terminates upon
expiration of the employment agreement, Mr. Walsh's annual
incentive compensation for fiscal year 2014 will be pro-rated.
The company retains the right to pay any annual incentive
compensation in cash or shares of the Company's common stock.
Additionally, the award of annual incentive compensation is based
upon achievement of certain performance goals to be determined
each year by the Company's Compensation Committee.  On Sept. 8,
2011, Mr. Walsh received an option to acquire 250,000 shares of
the Company's Class A Common Stock.  Mr. Walsh is also scheduled
to receive a completion bonus upon the expiration of the agreement
equal to at least $500,000, with additional targets of $800,000
and $1,200,000 based upon certain increases in share price set
forth in the employment agreement.  Mr. Walsh will receive an
automobile allowance of $1,000 per month and will be reimbursed
for up to $5,000 per year in premiums for life and disability
insurance and professional fees related to estate planning.  Mr.
Walsh retains the right to participate in all of the Company's
employee benefit plans for which he is otherwise eligible.  The
agreement remains subject to termination by the Company's board of
directors for cause, and by Mr. Walsh for good reason upon written
notice.  Mr. Walsh is entitled to certain termination benefits
upon disability or death, and certain severance benefits.

Also on Sept. 30, the Compensation Committee approved the payment
of certain bonuses to key participants in the Merlin Media
transaction, including payments to Jeffrey H. Smulyan, Patrick M.
Walsh and Richard E. Cummings in amounts equal to 125%, 45% and
12%, respectively, of their current base salaries.

                   About Emmis Communications

Headquartered in Indianapolis, Indiana, Emmis Communications
Corporation -- http://www.emmis.com/-- owns and operates 22 radio
stations serving New York, Los Angeles, Chicago, St. Louis,
Austin, Indianapolis, and Terre Haute, as well as national radio
networks in Slovakia and Bulgaria.  The company also publishes six
regional and two specialty magazines.

The Company reported a consolidated net loss of $11.54 million on
$251.31 million of net revenues for the year ended Feb. 28, 2011,
compared with a consolidated net loss of $118.49 million on
$242.56 million of net revenues during the prior year.

The Company's balance sheet at May 31, 2011, showed
$470.91 million in total assets, $474.41 million in total
liabilities, $140.46 million in Series A Cumulative Convertible
Preferred Stock, and a $143.96 million total deficit.

                           *     *     *

In November 2010, Moody's Investors Service affirmed the 'Caa2'
Corporate Family Rating and 'Caa3' Probability of Default rating
for Emmis Communications Corporation, as well as its SGL-4
speculative grade liquidity rating.  Operating performance
improved with the economic recovery, but absent debt reduction
with proceeds from an asset sale or equity infusion Emmis will
likely breach its leverage covenant when the covenant suspension
period ends for the quarter ending November 30, 2011, in Moody's
opinion.

Emmis' CFR and PDR incorporate expectations for a covenant breach
in November 2011.  Moody's considers the Company's capital
structure unsustainable, and its operations in the cyclical
advertising business magnify this challenge.  Furthermore, Emmis
relies on two markets, Los Angeles and New York, for approximately
50% of its revenue, although its ownership of stations in top
markets including Chicago as well as NY and LA, support the
rating.

The negative outlook incorporates Moody's expectations that Emmis
will not comply with its maximum leverage covenant when effective
for the quarter ending November 30, 2011.


ENER1 INC: Charles Gassenheimer Resigns as Director
---------------------------------------------------
Charles Gassenheimer resigned as a member of the Board of
Directors of Ener1, Inc., on Sept. 30, 2011.

On Oct. 4, 2011, the Board voted to not fill the director vacancy
created by Mr. Gassenheimer's resignation and voted to decrease
the number of directors of the Board from ten to nine.

                            About Ener1

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

On Aug. 15, 2011, Ener1 disclosed that the Company's financial
statements for the year ended December 31, 2010 and for the
quarterly period ended March 31, 2011 should no longer be relied
upon and should be restated.  The determination was made following
an assessment of certain accounting matters related to the loans
receivable owed to Ener1 by Think Holdings and accounts receivable
owed to Ener1 by Think Global held by the Company, and the timing
of the recognition of the impairment charge related to the
Company's investment in Think Holdings originally recorded during
the quarter ended March 31, 2011.

Ener1 in September 2011 announced that it has entered into an
agreement to restructure its 8.25% Senior Amortizing Notes with
Goldman Sachs Asset Management, L.P., and other holders of the
Notes.  Ener1 also announced that its primary shareholder, BzinFin
S.A., has extended the maturity of its $15-million line of credit
from November 2011 to July 2013.

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


ENER1 INC: Pomerantz Reminds Shareholders of Oct. 17 Deadline
-------------------------------------------------------------
Shareholders of Ener1, Inc. are reminded of the securities class
action lawsuit filed against Ener1 and certain of its officers.
The class action (Civil Action No. 11 Civ. 5795) in the United
States Southern District Court of New York is on behalf of a class
consisting of all persons or entities who purchased Ener1
securities between January 10, 2011 and August 15, 2011, both
dates inclusive.  The Complaint alleges violations of Sections
10(b) and 20(a) of the Exchange Act, 15 U.S.C. Sections 78j(b) and
78t(a); and SEC Rule 10b-5 promulgated thereunder by the SEC, 17
C.F.R. Section 240.10b-5.

If you are a shareholder who purchased Ener1 securities during the
Class Period, you have until October 17, 2011 to ask the Court to
appoint you as Lead Plaintiff for the class.

The Complaint charges Ener1 and certain of its executive officers
and/or directors with violations of federal securities laws. Ener1
designs, develops and manufactures high-performance batteries and
battery pack systems.  In 2009 and 2010, Ener1 made separate
investments in electric-vehicle manufacturer Think Global, AS and
its majority owner Think Holdings, AS.

The Complaint alleges that throughout the Class Period defendants
made false and/or misleading statements and/or failed to disclose
that, among other things: (1) Think Global lacked adequate
operating capital, and the ability to raise capital, to continue
operations; (2) as a result, Ener1 failed to timely impair the
value of its Think Holdings investments; (3) as a result, the
outstanding loans receivable and accounts receivable due from
Think Holdings and Think Global were uncollectible; (4) as such,
the Company's financial statements were misstated and its
financial results were not prepared in accordance with Generally
Accepted Accounting Principles ("GAAP"); and (5), as a result, the
Company's financial statements were materially false and
misleading at all relevant times.

On June 22, 2011, the Company disclosed that a material charge was
required under GAAP applicable to Ener1 related to the loans
receivable of Think Holdings and accounts receivable of Think
Global held by Ener1, based on the announcement by Think Global
that, following an extended and ultimately unsuccessful search for
long-term financing, it would be filing for bankruptcy proceedings
in the Norwegian courts on June 22, 2011.  Ener1 estimated the
amount of the charge would be $35.4 million, subject to change to
the extent that the Company received any recovery as a result of
the liquidation of Think Global, but any recovery, to the extent
it occurred, would not likely be significant.

On this news, shares of Ener1 declined $0.07 per share, more than
5%, on unusually heavy volume, and further declined $0.16 per
share, or 12.4%, to close on June 23, 2011, at $1.13 per share,
also on unusually heavy volume.

Subsequently, on August 15, 2011, Ener1 disclosed that the
Company's financial statements for the year ended December 31,
2010 and for the quarterly period ended March 31, 2011 should no
longer be relied upon and should be restated.  The determination
was made following an assessment of certain accounting matters
related to the loans receivable owed to Ener1 by Think Holdings
and accounts receivable owed to Ener1 by Think Global held by the
Company, and the timing of the recognition of the impairment
charge related to the Company's investment in Think Holdings
originally recorded during the quarter ended March 31, 2011.

On this news, shares of Ener1 declined $0.33 per share, or 42.31%,
to close on August 16, 2011, at $0.45 per share, on unusually
heavy volume.

The Pomerantz Firm -- http://www.pomerantzlaw.com/--, with
offices in New York, Chicago and Washington, D.C., is acknowledged
as one of the premier firms in the areas of corporate, securities,
and antitrust class litigation.  Founded by the late Abraham L.
Pomerantz, known as the dean of the class action bar, the
Pomerantz Firm pioneered the field of securities class actions.
Today, more than 70 years later, the Pomerantz Firm continues in
the tradition he established, fighting for the rights of the
victims of securities fraud, breaches of fiduciary duty, and
corporate misconduct.  The Firm has recovered numerous
multimillion-dollar damages awards on behalf of class members.

                             About Ener1

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

On Aug. 15, 2011, Ener1 disclosed that the Company's financial
statements for the year ended December 31, 2010 and for the
quarterly period ended March 31, 2011 should no longer be relied
upon and should be restated.  The determination was made following
an assessment of certain accounting matters related to the loans
receivable owed to Ener1 by Think Holdings and accounts receivable
owed to Ener1 by Think Global held by the Company, and the timing
of the recognition of the impairment charge related to the
Company's investment in Think Holdings originally recorded during
the quarter ended March 31, 2011.

Ener1 in September 2011 announced that it has entered into an
agreement to restructure its 8.25% Senior Amortizing Notes with
Goldman Sachs Asset Management, L.P., and other holders of the
Notes.  Ener1 also announced that its primary shareholder, BzinFin
S.A., has extended the maturity of its $15-million line of credit
from November 2011 to July 2013.

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


EVERGREEN ENERGY: Receives $30-Mil. Offer for K-Fuel Business
-------------------------------------------------------------
Evergreen Energy Inc. received an offer from Stanhill Capital
Partners to purchase the Company's K-Fuel process and technology
business for $30 million.  Among other things, the offer is
expressly conditioned upon completion of due diligence,
negotiation of definitive documents, the approval of Evergreen's
stockholders and final approval of Stanhill's investment
committee.

The Company has formed a special committee consisting of Messrs.
Richard B. Perl, Thomas H. Stoner, Chester N. Winter and Robert S.
Kaplan to consider the Stanhill offer and other strategic
alternatives.  The members of the special committee are
disinterested in the transaction.  The special committee has
retained Cooley LLP to serve as its independent legal counsel and
is in the process of engaging a financial advisor to assist it in
its process.

Stanhill is a private merchant banking company based in London,
Singapore and Hong Kong, with a focus on investments in the
natural resources sector.  Ilyas Khan, a member of the Company's
Board of Directors and the Company's Executive Chairman and Acting
Chief Executive Officer, is a substantial shareholder of Stanhill,
and Peter Moss, also a member of the Company's Board of Directors
has acted as an advisor to Stanhill Capital Partners in the past.
Neither are members of the special committee formed to consider
the offer from Stanhill.

There can be no assurance that any agreement on terms satisfactory
to the special committee will result from the Stanhill offer or
that any transaction whatsoever will be completed.

                       About Evergreen Energy

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

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

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

The Company's balance sheet at June 30, 2011, showed
$24.54 million in total assets, $21.52 million in total
liabilities, $2,000 in preferred stock, and $3.02 million in total
stockholders' equity.


EVERGREEN ENERGY: Ilyas Khan Discloses 6.6% Equity Stake
--------------------------------------------------------
In an amended Schedule 13D filing with the U.S. Securities and
Exchange Commission, Ilyas Khan, ECK & Partners Holdings Limited,
Crosby (Hong Kong) Limited, Stanhill Special Situations Fund,
formerly Crosby Special Situations Fund, Stanhill Capital Partners
Limited, formerly Crosby Capital Partners (BVI) Limited, disclosed
that they beneficially own 1,858,250 shares of common stock of
Evergreen Energy Inc. representing 6.60% of the shares
outstanding.  As previously reported by the TCR on Jan. 12, 2011,
the reporting persons disclosed that they beneficially own
1,238,150 shares of common stock or 6.2%  equity stake.

A full-text copy of the amended Schedule 13D is available for free
at http://is.gd/2opg97

                       About Evergreen Energy

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

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

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

The Company's balance sheet at June 30, 2011, showed
$24.54 million in total assets, $21.52 million in total
liabilities, $2,000 in preferred stock, and $3.02 million in total
stockholders' equity.


EVERGREEN SOLAR: Faces Delisting From Nasdaq Stock Market
---------------------------------------------------------
Boston Business Journal reports that Evergreen Solar Inc. is one
step closer to final delisting from the Nasdaq Stock Market after
Nasdaq filed a delisting form with the U.S. Securities and
Exchange Commission.

According to the report, with Nasdaq filing what is called a Form
25 with the SEC on Oct. 5, the delisting will become final in 10
days.  However, Evergreen's stock, which has been listed as ESLR,
had already been suspended from trading on Aug. 24, nine days
after Evergreen filed for bankruptcy protection.

The report says Evergreen is one of two Boston-area energy
technology to face a delisting threat.  The Nasdaq has also moved
against Beacon Power, which makes flywheel-based frequency
regulation technology, even as the firm seeks financing for new
plants.

                       About Evergreen Solar

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

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

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

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

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


FORD MOTOR: Moody's Reviews Ba2 Corp. Family Rating for Upgrade
---------------------------------------------------------------
Moody's Investors Service is reviewing the ratings of Ford Motor
Company (Ford) for possible upgrade following the announcement
that the company has reached a tentative agreement with the United
Auto Workers Union (UAW) on a four year contract replacing the
agreement which expired on September 14. Ratings under review are
the Corporate Family Rating (CFR) and Probability of Default
Rating (PDR) at Ba2, secured bank debt at Baa3, and senior
unsecured debt at Ba3. The company's Speculative Grade Liquidity
rating is SGL-2. The proposed contract is being submitted to
Ford's approximately 41,000 UAW employees for a ratification vote
that Moody's expects will be completed shortly.

Moody's is also reviewing the ratings of Ford Motor Credit Company
(Ford Credit) and its supported entities for possible upgrade --
CFR at Ba2. Ford Credit's ratings are under review due to the
finance operation's strategic importance to Ford and the formal
support agreement from its parent.

RATINGS RATIONALE

Our initial assessment of the proposed UAW contract is that it
should enable Ford to maintain its operating flexibility, fixed
cost position, break even point, and liquidity position near
current levels. If Moody's final review of the of the contract's
provisions is consistent with this initial assessment, and if the
contract is ratified, Ford's credit metrics and business position
would be supportive of a higher rating.

Beyond the terms and potential benefits of the new contract,
Moody's review will also focus on the level of operating and
financial flexibility that Ford will have in the face of
increasing economic uncertainty in regional and global markets.

Bruce Clark, Senior Vice President with Moody's said, "Ford has
built a much stronger operating model and financial profile during
the past year. Moody's wants to determine if it can maintain this
position if markets conditions become more difficult."

Our analysis will concentrate on several factors including: the
break even level and earnings potential of Ford's North American
operations under various stress scenarios; Ford's ability to
maintain operating disciplines with respect to product quality,
vehicle renewal rates, and the utilization of global platforms;
and the company's long-term commitment to maintaining a strong
balance sheet and liquidity profile. An additional consideration
will be the potential drag represented by Ford Motor Credit
Company whose stand-alone credit profile is likely to remain in
the speculative grade area through the intermediate-term. Ford
Credit's reliance on confidence-sensitive wholesale funding and
high encumbered asset levels constrains its credit strength in
relation to the credit improvements observed at Ford.
Nevertheless, Ford Credit's rating could be upgraded in the event
that Ford's rating is raised based on the support, both implicit
and explicit, that is provided by Ford.

Clark said, "In this review we are going to look at Ford and GM
side-by-side, and we are likely to conclude Moody's reviews of the
companies simultaneously."

The last rating action on Ford was a change in the outlook to
positive from stable on January 28, 2011.

The principal methodology used in rating Ford was the Global
Automotive Manufacturer 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.


FRC LLC: Files for Chapter 11 Bankruptcy Protection
---------------------------------------------------
Boston Business Journal reports that FRC LLC filed for protection
under Chapter 11 of the U.S. bankruptcy code.  The company listed
under $1 million in assets and debts in the range of $1 million to
$10 million.

According to the report, a financial statement filed in connection
with the bankruptcy filing reported a net loss of $739,920 for the
first eight months of calendar 2011.  The biggest unsecured
creditors listed in the filing are: Morningstar Inc., owed
$225,401; Thomson Reuters, owed $131,031; Bellemy Research, owed
$123,800; and James Goodwin of Barrington, R.I., owed $105,105.

Boston, Mass.-based FRC LLC provides investments data.


FRIENDLY ICE CREAM: Obtains Approval of $50.6-Mil. Interim Loan
---------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Friendly Ice Cream Corp. on Oct. 6 received interim
approval to borrow $50.6 million.  At a final financing hearing
Oct. 24, Friendly will request raising the borrowing limit to
$71.3 million.

In addition to closing 63 stores, Friendly arranged an Oct. 24
hearing for approval of auction procedures to sell the business.
Absent better offers, an affiliate of the existing owner Sun
Capital Partners Inc. will buy the operation in exchange for debt.
Affiliates of Boca Raton, Florida-based Sun Capital are also
holders of second-lien debt.

                          About Friendly's

Friendly Ice Cream Corp. -- http://www.friendlys.com/-- the owner
and franchiser of 490 full-service, family-oriented restaurants
and provider of ice cream products in the Eastern United States,
filed for Chapter 11 reorganization together with four affiliates
(Bankr. D. Del. Lead Case No. 11-13167) on Oct. 5, 2011, to sell
the business mostly in exchange for debt to Sundae Group Holdings
II LLC, a unit of Sun Capital Partners Inc.  The existing owner
and holder of the Debtors' second-lien debt are also affiliates of
Sun Capital.  Friendly's, based in Wilbraham, Massachusetts, also
announced the closing of 63 stores, leaving about 424 operating.
Franchise operators have about 230 of the locations.

Judge Kevin Gross oversees the case.  James A. Stempel, Esq., Ross
M. Kwasteniet, Esq., and Jeffrey D. Pawlitz, Esq., at Kirkland &
Ellis LLP; and Laura Davis Jones, Esq., Timothy P. Cairns, Esq.,
and Kathleen P. Makowski, Esq., at Pachulski Stang Ziehl & Jones
LLP, serve as the Debtors' bankruptcy counsel.  Zolfo Cooper
serves as the Debtors' financial advisors.  Epiq Bankruptcy
Solutions, LLC, serves as the Debtors' claims and notice agent.

In its petition, Friendly Ice Cream Corp. estimated $100 million
to $500 million in assets and debts.  The petitions were signed by
Steven C. Sanchioni, executive vice president, chief financial
officer, treasurer, and assistant secretary.

Sundae Group Holdings proposes to pay about $120 million for the
business.  The price includes enough cash to pay first-lien debt
and an amount of cash for unsecured creditors to be negotiated
with the official creditors' committee.  Aside from cash, Sun
Capital will make a credit bid from the $267.7 million in second-
lien, pay-in-kind notes.

The bid from Sun Capital is subject to higher and better offers
at an auction.  Under the proposed time-line, bids would be due
Nov. 24, followed by an auction on Dec. 1.  A competing bid must
be at least $122.6 million in cash.

Friendly's is the second company under Sun Capital's portfolio to
file for bankruptcy in a span of two days.  Mexican-food chain
Real Mex, which operates restaurants such as Chevys, filed in
Wilmington, Delaware bankruptcy court on Oct. 3, 2011.


GARY PHILLIPS: Can Use Creditors' Cash Collateral Until Dec. 16
---------------------------------------------------------------
The Hon. Marcia Phillips Parsons of the U.S. Bankruptcy Court for
the Eastern District of Tennessee authorized, in an amended
interim order, Gary Phillips Construction, LLC, to access the cash
collateral of its secured creditors until Dec. 16, 2011.

The secured creditors consist of Bank of Tennessee, Citizens Bank,
Commercial Bank, First Bank & Trust, Regions Bank, Tri-Summit
Bank, TruPoint Bank, and Probuild Company, LLC.

The Debtor would use the property in the nature of cash collateral
to pay the estimated expenses that are necessary to prevent
immediate and irreparable harm to the Debtor's estate.  Any
variance in expense figure in excess of the 10% will require
approval by the Court.

As adequate protection for any diminution in value of the lenders'
collateral, the Debtors will grant the secured creditors
replacement liens in and to all assets of the estate.

The Debtor will also maintain insurance and General Commercial
Liability Insurance in a form and amount acceptable to the banks
and the U.S. Trustee.

The Debtor related that Regions Bank only agreed to the order
through the hearing date on their objection to the Debtor's use of
cash collateral which is set for Oct. 26, 2011.

A hearing on the Debtor's request for further cash collateral use
will be held on Dec. 13, 2011, at 9:00 a.m.

                 About Gary Phillips Construction

Piney Flats, Tennessee-based Gary Phillips Construction, LLC,
filed for Chapter 11 bankruptcy protection (Bankr. E.D. Tenn. Case
No. 10-53097) on Dec. 3, 2010.  Fred M. Leonard, Esq. --
fredmleonard@earthlink.net -- in Bristol, Tennessee, serves as the
Debtor's counsel.  The Debtor tapped Wayne Turbyfield as
accountant.  The Court denied the application to employ Crye-Leike
Realtors as realtor.  In its schedules, the Debtor disclosed
$13,255,698 in assets and $7,614,399 in liabilities as of the
Petition Date.

Daniel M. McDermott, the U.S. Trustee for Region 8, appointed six
creditors to serve on an Official Committee of Unsecured Creditors
in the Debtor's case.  Dean B. Farmer, Esq., at Hodges, Doughty &
Carson, PLLC, serves as the committee's counsel.


GARY PHILLIPS: Wants TruPoint Bank DIP Loan Extended Until 2013
---------------------------------------------------------------
Gary Phillips Construction, LLC, and TruPoint Bank ask the U.S.
Bankruptcy Court for the Eastern District of Tennessee for
authorization to extend and modify an agreed order for the
Debtor's postpetition loans.

The Debtor owns a property consisting of approximately 11 lots in
Cardinal Forest, Washington County, Tennessee.  The Debtor
financed the acquisition by a loan from the bank in the original
principal amount of $380,000, secured by a deed of trust.  As of
the filing date, the outstanding balance of the acquisition loan
was $278,666.

Simultaneously with the acquisition loan, the Debtor obtained a
construction loan from the bank in the original principal amount
of $600,000, secured by a deed of trust.   As of the filing date,
the outstanding balance of the construction loan was $521,882.

The parties request that the Debtor be authorized to obtain
postpetition financing until Dec. 31, 2013.  The parties related
that the agreed order only provided that the bank would provide
postpetition financing through the end of calendar year 2011.

The Debtor related that it has completed construction of the house
on Lot 3 and has entered into a lease/purchase agreement as to the
same.  In this regard, the Debtor has requested that Lot 3 be
released from the collateral based securing the acquisition and
construction loan.

The terms of the postpetition financing will be identical to the
terms in the prior motion, among other things:

   -- subject to the approval by the bank's loan committee, the
   Debtor will obtain a new and separate term loan in a principal
   amount ranging from $140,000 to $165,000 to be secured by a
   deed of trust as to lot 3 and an assignment of rents;

   -- standard credit terms will apply and the Debtor will be
   charged interest at the rate of 6%;

   -- the proceeds of the lot will be paid against the
   construction loan principal;

   -- the lot 3 term loan will be cross-collaterized against the
   bank's collateral under the acquisition loan;

   -- as before, the Debtor and the Official Committee of
   Unsecured Creditors will have 90 days within which to file an
   objection as to the claim of the bank based on the perfection,
   extent, validity, or priority of the same.

As reported in the Troubled Company Reporter on June 23, 2011, the
bank will have superpriority as to all postpetition advances made
to the Debtor on the collateral of the bank in Cardinal Forrest
Subdivision.

The Debtor set an Oct. 18 hearing on its request to access DIP
financing.

                 About Gary Phillips Construction

Piney Flats, Tennessee-based Gary Phillips Construction, LLC,
filed for Chapter 11 bankruptcy protection (Bankr. E.D. Tenn. Case
No. 10-53097) on Dec. 3, 2010.  Fred M. Leonard, Esq. --
fredmleonard@earthlink.net -- in Bristol, Tennessee, serves as the
Debtor's counsel.  The Debtor tapped Wayne Turbyfield as
accountant.  The Court denied the application to employ Crye-Leike
Realtors as realtor.  In its schedules, the Debtor disclosed
$13,255,698 in assets and $7,614,399 in liabilities as of the
Petition Date.

Daniel M. McDermott, the U.S. Trustee for Region 8, appointed six
creditors to serve on an Official Committee of Unsecured Creditors
in the Debtor's case.  Dean B. Farmer, Esq., at Hodges, Doughty &
Carson, PLLC, serves as the committee's counsel.


GLOBAL CROSSING: STT Crossing's Equity Stake Down to 0%
-------------------------------------------------------
In an amended Schedule 13D filing with the U.S. Securities and
Exchange Commission, Temasek Holdings (Private) Limited, Singapore
Technologies Telemedia Pte Ltd, STT Communications Ltd, and STT
Crossing Ltd, disclosed that they do not beneficially own any
shares of common stock of Global Crossing Limited.  As previously
reported by the TCR on April 18, 2011, STT Crossing and its
affiliates disclosed beneficial ownership of 47,351,431
shares or 60.2% equity stake.  A full-text copy of the latest
Schedule 13D is available for free at http://is.gd/GNCkMA

                       About Global Crossing

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

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

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

                          *     *     *

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


GREENWICH SENTRY: Judge Approves Chapter 11 Plans
-------------------------------------------------
Ian Thoms at at Bankruptcy Law360 reports that a New York
bankruptcy judge on Tuesday approved the disclosure statements
explaining the restructuring plans of two Fairfield Greenwich
Group affiliates that acted as feeder funds for Bernard L.
Madoff's massive Ponzi scheme.

Law360 relates that the move allows Greenwich Sentry LP and
Greenwich Sentry Partners LP to submit their plans, which they say
enjoy broad support, to creditors for approval. Creditors must
send their votes on the plans by Nov. 4, 2011, and the bankruptcy
court will holding a confirmation hearing on Nov. 22, 2011.

As reported in the Aug. 20, 2011 edition of the TCR, according to
the Disclosure Statements, the Plans have substantially similar
operative terms, with the exception of certain monetary amounts
and other numbers involved that are
specific to each Debtor.

The primary components of both Debtors' plan are:

  -- the payment in full of allowed administrative expense
  claims, allowed professional fee claims, allowed priority tax
  claims, allowed priority claims and allowed general unsecured
  claims;

  -- the implementation of a settlement with the BLMIS trustee
  for the estate of Bernard L. Madoff Investment Securities; and

  -- the establishment of two trusts to hold the retained assets
  left in the Debtor's estate after consummation of the BLMIS
  trustee settlement and payment of allowed claims with priority
  over the allowed limited partner interests of certificates
  representing the beneficial ownership of the trusts.

The central feature of Greenwich Sentry Partners, L.P.'s Plan is
the BLMIS trustee settlement, wherein the Debtor believing,
pursuant to its good faith business judgment, that avoidance
action claims of the BLMIS trustee would be difficult to defend,
has agreed, in sum, to allow the BLMIS trustee a claim and
judgment in the amount of $5,985,000 and the BLMIS trustee has
agreed to seek recovery of his claim only from certain specified
assets of the Debtor, to allow the Debtor's customer claim against
BLMIS in the amount of $2,011,304, to share recovery on certain
litigation claims with the Debtor, and to provide for the
distribution of the retained assets to creditors and limited
partners free and clear of the BLMIS trustee claims.

The central feature of Greenwich Sentry, L.P.'s Plan is the BLMIS
trustee settlement, wherein the Debtor, believing, pursuant to its
good faith business judgment, that avoidance action claims of the
BLMIS trustee would be difficult to defend, has agreed, in sum, to
allow the BLMIS trustee a claim and judgment in the amount of $206
million, and the BLMIS trustee has agreed to seek recovery of his
claim only from certain specified assets of the Debtor, to allow
the Debtor's customer claim against BLMIS in the amount of $35
million, to share recovery on certain litigation claims with the
Debtor, and to provide for the distribution of the retained assets
to creditors and limited partners free and cler of the BLMIS'
trustee's claims.

The BLMIS trustee agreed to support the Plans and Disclosure
Statement and to vote his claim in favor of the Plans pursuant to
the settlement agreements.  BLMIS is a broker-dealer registered
with the Securities and Exchange Commission, though customer
accounts maintained by the Debtors at BLMIS.  The Debtors have
been informed that holder of not less than $60 million in limited
partner interests in GS also favor the Court's approval of the
Disclosure Statements and confirmation of the Plans.

The Plans provide the Debtors' creditors with substantial
recoveries and allows for recovery of equity.

The Debtors propose a Sept. 1 hearing on the approval of their
Disclosure Statements.  Objections, if any, are due Aug. 25.

Full-text copies of the Disclosure Statements are available for
free at:

     http://bankrupt.com/misc/GREENWICHSENTRY_DS.pdf
     http://bankrupt.com/misc/GREENWICHSENTRYPartners_DS.pdf

                   About Greenwich Sentry

Liquidators of Fairfield Sentry Limited, filed a Chapter 15
petition for Fairfield in June 2010 (Bankr. S.D.N.Y. Case No.
10-13164).  In July 2010, Kenneth Krys and Christopher Stride of
Krys & Associates (BVI) Limited, the liquidators of Fairfield
Sentry Limited, Fairfield Sigma Limited and Fairfield Lambda
Limited obtained cross-border recognition as foreign main
proceedings by the U.S. Bankruptcy Court of the funds' insolvency
proceedings, pending in the British Virgin Islands.  The
liquidators are represented in the U.S. by Brown Rudnick LLP.

Fairfield Sentry Limited was the largest "feeder fund" to Bernard
L. Madoff Investment Securities LLC, and invested approximately
95% of its assets with BLMIS.  BLMIS was placed into liquidation
proceedings in the United States in December 2008, after it was
revealed that Bernard Madoff operated BLMIS as a Ponzi scheme for
many years.  Fairfield Sigma Limited and Fairfield Lambda Limited
were both feeder funds of Fairfield Sentry Limited, and invested
all of their assets with Fairfield Sentry Limited.

Greenwich Sentry, L.P., and an affiliate filed for Chapter 11
protection (Bankr. S.D.N.Y. Case No. 10-16229) on Nov. 19, 2010,
hoping to settle lawsuits filed against it in connection with its
investments with Bernard L. Madoff.  Paul R. DeFilippo, Esq., at
Wollmuth Maher & Deutsch LLP, in New York, represents the Debtors
in the Chapter 11 cases.

Bernard L. Madoff was charged by the Securities and Exchange
Commission in December 2008 of orchestrating the largest Ponzi
scheme in history, with losses topping US$50 billion. In March
2009, Mr. Madoff pleaded guilty to 11 federal crimes and admitted
to turning his wealth management business into a Ponzi scheme.  A
trustee was appointed to liquidate and has been filing clawback
suits against investors who withdrew phony profits from Mr.
Madoff.

On May 18, 2009, Irving H. Picard, the trustee liquidating the
estate of Mr. Madoff and his firm, Bernard L. Madoff Investment
Securities, LLC, filed a lawsuit against Fairfield Sentry and
Greenwich, seeking the return of $3.55 billion that Fairfield
withdrew from Madoff during the period from 2002 to Madoff's
arrest in December 2008.  Since 1995, the Fairfield funds invested
about $4.5 billion with BLMIS.

Mr. Picard claims that Fairfield knew or should have known about
the fraud give that it received from BLMIS unrealistically high
and consistent annual returns of between 10% and 21% in contrast
to the vastly larger fluctuations in the S&P 100 Index.

In schedules filed with the Court, Greenwich Sentry disclosed
$317,073,770 in total assets and $206,337,244 in total
liabilities.


GREENWOOD RACING: Moody's Confirms 'B2' Corporate Family Rating
---------------------------------------------------------------
Moody's Investors Service has confirmed the B2 Corporate Family
Rating of Greenwood Racing, Inc. ("Greenwood") and the B1 ratings
for its senior secured term loan due 2011.

Moody's has confirmed the following ratings:

Corporate Family Rating -- B2

Probability of Default Rating -- B2

$265 million senior secured term loan due 2011 -- B1 (LGD3, 40%)

Rating outlook: stable

RATINGS RATIONALE

The rating confirmation reflects Greenwood's continued solid
operating performance and strong credit metrics and follows
completion of the refinancing and full repayment of the $265
million term loan which would have matured on November 28, 2011.
The action concludes the review of Greenwood's ratings which was
initiated on July 18, 2011 due to refinancing risk. Moody's will
withdraw Greenwood's ratings subsequent to the rating actions.

The principal methodology used in rating Greenwood Racing, Inc.
was the Global Gaming 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.

Greenwood Racing, Inc. owns and operates the Parx Casino ("Parx")
slots gaming facility in Bensalem, Pennsylvania, a 20-minute drive
from downtown Philadelphia. The company opened its permanent
facility in December 2009 and currently features approximately
3,461 slot machines and 152 table games including Poker. The
company also conducts live racing for thoroughbred horses at the
Philadelphia Park facility located adjacent to Parx.


GUIDED THERAPEUTICS: LuViva Under Review by UK's NHS Diagnostics
----------------------------------------------------------------
Guided Therapeutics, Inc., announced that the LuViva Advanced
Cervical Scan was selected for inclusion in a review of new
technologies by the United Kingdom's National Institute for Health
and Clinical Excellence.

As part of NICE's work to provide guidance on medical
technologies, its Diagnostics Assessment Programme focuses on the
evaluation of innovative medical diagnostic technologies in order
to ensure that the National Health Service is able to adopt
clinically and cost effective technologies rapidly and
consistently.  LuViva is one of four new adjunctive colposcopy
technologies under review as part of the assessment.  Additional
information about the NICE assessment can be found at:

                  http://guidance.nice.org.uk/DT/5

"Inclusion in the NICE review is important to our strategy of
establishing LuViva as a means to improve the standard of care for
women's health internationally," said Mark L. Faupel, Ph.D.,
President and CEO of Guided Therapeutics.  "We look forward to
working with NICE over the coming months to demonstrate not only
LuViva's efficacy, but the tremendous savings in time and money
our technology can bring to the UK healthcare system."

LuViva scans the cervix with light to identify cancer and pre-
cancer painlessly and non-invasively.  Guided Therapeutics'
patented biophotonic technology is able to distinguish between
normal and diseased tissue by detecting biochemical and
morphological changes at the cellular level.  Unlike Pap or HPV
tests, LuViva does not require laboratory analysis or a tissue
sample, and is designed to provide results immediately, which
eliminates costly, painful and unnecessary testing.

In the United Kingdom, LuViva is proposed initially as a test for
about 400,000 women who are annually referred to more than 170
institutions for follow up from a Pap test, called a colposcopy
examination, which in many cases involves taking a biopsy of the
cervix. Based on its clinical trial results, LuViva could
eliminate about 40% of unnecessary follow up procedures and could
identify serious cervical disease up to two years earlier than the
standard of care.

                     About Guided Therapeutics

Guided Therapeutics, Inc. (OTC BB and OTC QB: GTHP)
-- http://www.guidedinc.com/-- is developing a rapid and painless
test for the early detection of disease that leads to cervical
cancer.  The technology is designed to provide an objective result
at the point of care, thereby improving the management of cervical
disease.  Unlike Pap and HPV tests, the device does not require a
painful tissue sample and results are known immediately.  GT has
also entered into a partnership with Konica Minolta Opto to
develop a non-invasive test for Barrett's Esophagus using the
LightTouch technology platform.

The Company's balance sheet at June 30, 2011, showed $3.31 million
in total assets, $2.91 million in total liabilities, and $410,000
in stockholders' equity.

The Company reported a net loss of $2.84 million on $3.36 million
of contract and grant revenue for the year ended Dec. 31, 2010,
compared with a net loss of $6.21 million on $1.55 million of
contract and grant revenue during the prior year.

As reported by the TCR on April 4, 2011, UHY LLP, in Atlanta,
Georgia, noted that the Company's recurring losses from
operations, accumulated deficit and lack of working capital raise
substantial doubt about its ability to continue as a going
concern.


HALO COMPANIES: Tony Chron Resigns as President
-----------------------------------------------
Tony Chron resigned from his role as President of Halo Companies,
Inc., in order to pursue an opportunity in the real estate
development field where he spent 25 years of his career prior to
becoming President of the Company.  Mr. Chron will remain on the
Board of Directors of the Company.

On Sept. 30, 2011, Reif Chron, 33, has been appointed to serve as
President and General Counsel of the Company.  Mr. Chron is
Brandon Thompson's cousin.  Mr. Chron joined Halo in March of 2009
to serve as General Counsel.  Mr. Chron studied Accounting at
Texas A&M University and subsequently graduated with his Juris
Doctorate from Washington University School of Law.  Prior to
attending Washington University, Mr. Chron spent time at
Pricewaterhouse Coopers LLP where specialized tax planning for
high net worth clients, as well as Trademark Property Company
where he participated in several projects including a 160 million
dollar real estate portfolio sale to Heritage Property Investment
Trust, a new 400,000 square foot shopping center in Flowood, MS
and a 100 million dollar lifestyle center located in the
Woodlands, TX. Mr. Chron also compiled market research that has
led to three new development projects.  After earning his law
degree, he practiced as a real estate attorney at Kelly Hart &
Hallman where his experience includes the negotiation, due
diligence review, documentation, and closing of sophisticated real
estate transactions, including the acquisition and disposition of
office buildings, hotels, commercial tracts and ranch land as well
as representing developers in the acquisition, leasing and
management of shopping centers and mixed-use projects.

On Sept. 30, 2011, Robert A. Boyce, Jr., 49, has been appointed to
serve as Chief Operating Officer of the Company.  Mr. Boyce joined
Halo in June of 2011 bringing over 27 years of business operating
experience in public companies and the private sector.  For the
five years prior to joining Halo, Mr. Boyce managed and operated
commercial real estate holdings in Texas and commercial
agricultural properties in Mississippi.  From 1990 to 2005, Mr.
Boyce held various executive positions for United Agri Products
(and its related entities), which prior to being taken public by
the Apollo Group, was a wholly-owned subsidiary of ConAgra Foods.
While with UAP, Mr. Boyce held the positions of President of
Verdicon, the non-crop distribution business with revenues of $300
million; Executive Vice President of United Agri Products
responsible for $1.2 billion in revenue; and President and General
Manager for two independent operating companies with revenue of
$200 million.  Prior to joining UAP, Mr. Boyce worked for Helena
Chemical Company and ICI Americas.  Throughout his career, Mr.
Boyce has served on national and regional industry-related boards.
He is a graduate from the University of Mississippi, B.B.A., 1984.

                        About Halo Companies

Allen, Texas-based Halo Companies, Inc., is a nationwide real
estate investment, asset management and financial services company
that provides technology and asset management solutions to asset
owners as well as real estate and financial services to
financially distressed consumers which can be applied individually
or utilized as a comprehensive workout strategy.

As reported by the TCR on April 8, 2011, Montgomery Coscia
Greilich LLP, in Plano, Texas, expressed substantial doubt about
Halo Companies' ability to continue as a going concern.  The
independent auditors noted that the Company has incurred losses
since its inception and has not yet established profitable
operations.

The Company reported a net loss of $3.6 million on $6.9 million of
revenue for 2010, compared with a net loss of $1.9 million on
$9.1 million of revenue for 2009.

The Company's balance sheet at June 30, 2011, showed $1.56 million
in total assets, $4.12 million in total liabilities and a $2.55
million total shareholders' deficit.


HENDEE ENTERPRISES: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------------
Debtor: Hendee Enterprises, Inc.
        9350 South Point Dr.
        Houston, TX 77054-3724

Bankruptcy Case No.: 11-38444

Chapter 11 Petition Date: October 3, 2011

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

Judge: Jeff Bohm

Debtor's Counsel: J. Craig Cowgill, Esq.
                  J. CRAIG COWGILL & ASSOCIATES, P.C.
                  8100 Washington, Suite 120
                  Houston, TX 77007
                  Tel: (713) 956-0254
                  Fax: (713) 956-6284
                  E-mail: jccowgill@cowgillholmes.com

Estimated Assets: $0 to $50,000

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

A list of the Company's 20 largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/txsb11-38444.pdf

The petition was signed by Robert Veasey III, president.


HIGHLANDS GROUP: Case Summary & Largest Unsecured Creditor
----------------------------------------------------------
Debtor: The Highlands Group of Brunswick, LLC
        P.O. Box 1083
        Wilmington, NC 28402

Bankruptcy Case No.: 11-07628

Chapter 11 Petition Date: October 5, 2011

Court: U.S. Bankruptcy Court
       Eastern District of North Carolina (Wilson)

Debtor's Counsel: George M. Oliver, Esq.
                  OLIVER FRIESEN CHEEK, PLLC
                  P.O. Box 1548
                  New Bern, NC 28563
                  Tel: (252) 633-1930
                  Fax: (252) 633-1950
                  E-mail: efile@ofc-law.com

Scheduled Assets: $2,489,187

Scheduled Debts: $3,485,025

The petition was signed by Harry Stovall, member/manager.

The Company?s list of unsecured creditors filed with the petition
contains only one entry:

        Entity                     Nature of Claim    Claim Amount
        ------                     ---------------    ------------
Regions Bank                       --                      $75,000
Attn: Officer, Mg Agt, Agent
1105 Military Cutoof Road
Wilmington, NC 28403


LAND DEVELOPMENT: Voluntary Chapter 11 Case Summary
---------------------------------------------------
Debtor: Land Development Technology of NJ, LLC
        201 Wilton Avenue
        Middlesex, NJ 08846

Bankruptcy Case No.: 11-39140

Chapter 11 Petition Date: October 5, 2011

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

Judge: Raymond T. Lyons, Jr.

Debtor's Counsel: Randi K. Franco, Esq.
                  FRANCO & FRANCO
                  55 Madison Avenue, Suite 400
                  Morristown, NJ 07960
                  Tel: (973) 993-1843
                  Fax: (973) 285-3223
                  E-mail: ranfranc@optonline.net

Estimated Assets: $0 to $50,000

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

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

The petition was signed by Christine Porchetta, chief financial
officer.


HOLDINGS OF EVANS: Amends List of Largest Unsecured Creditors
-------------------------------------------------------------
Holdings of Evans LLC has filed with the U.S. Bankruptcy Court for
the Southern District of Georgia an amended list of its largest
unsecured creditors.  The Debtor took out Lovett Law Firm and Neil
L. Wilcove from the list and added ABR Fire Protection, Inc.,
Advanced Enviromental Resource Tech, and T.M.N. & Associates, Inc.

Debtor's Amended List of Its 10 Largest Unsecured Creditors:

  Entity                        Nature of Claim      Claim Amount
  ------                        ---------------      ------------
ABR Fire Protection, Inc.
c/o Kevin Duncan Herrick
2478 Sandell Drive
Atlanta, GA 30338                                     $11,482.00

Advanced Enviromental
Resource Tech
P.O. Box 100
Bogart, GA 30622                                      $30,000.00

Brian Leonard
P.O. Box 321
Augusta, GA 30914              Services Rendered       $2,000.00

Claussen Loan                  Personal Loan to
                               Holdings of Evans
                               to pay legal fees
                               and operating
                               expenses`             $396,773.07

G.B. Sharma                    Personal Loan to
                               Holdings of Evans
                               to pay legal fees
                               and other
                               operating
                               expenses              $270,000.00

M. R. Sridharan                Personal Loan to
                               Holdings of Evans
                               to pay legal fees
                               and other
                               operating costs       $191,000.00

Mr. Shawn Fitzpatrick Bratton
Mahaffey, Pickens, Tucker
LLP                            Consulting
                               Services                $1,208.84

South East Hospitality         Purchase of
                               Recliners, Chairs,
                               Drapery and
                               Carpets - Clients
                               Dispute balance.
                               Items do not meet
                               IHG Brand
                               Standard and
                               merchandise was
                               received late         $122,000.00

T.M.N. & Associates, Inc.

Vista Bank                     Construction Loan
                               in the original
                               amount of
                               $750,000.00           $460,000.00

                      About Holdings of Evans

Martinez, Georgia-based Holdings of Evans LLC, dba Candlewood
Suites, filed for Chapter 11 bankruptcy (Bankr. S.D. Ga. Case No.
11-11756) on Sept. 2, 2011.  Judge Samuel L. Kay presides over the
case.  Todd Boudreaux, Esq., at Shepard Plunkett Hamilton
Boudreaux, serves as the Debtor's counsel.  In its petition, the
Debtor estimated $10 million to $50 million in assets and $1
million to $10 million in debts.  The petition was signed by GB
Sharma, managing member.


HOLDINGS OF EVANS: Files Schedules of Assets and Liabilities
------------------------------------------------------------
Holdings of Evans LLC, dba Candlewood Suites, filed with the
Bankruptcy Court for the Southern District of Georgia its
schedules of assets and liabilities, disclosing:

     Name of Schedule              Assets         Liabilities
     ----------------            -----------      -----------
  A. Real Property                $7,700,000
  B. Personal Property            $3,415,538
  C. Property Claimed as
     Exempt
  D. Creditors Holding
     Secured Claims                               $5,300,000
  E. Creditors Holding
     Unsecured Priority
     Claims                                                $0
  F. Creditors Holding
     Unsecured Non-priority
     Claims                                        $1,484,463
                                 -----------      -----------
        TOTAL                    $11,115,538       $6,784,463

                      About Holdings of Evans

Martinez, Georgia-based Holdings of Evans LLC, dba Candlewood
Suites, filed for Chapter 11 bankruptcy (Bankr. S.D. Ga. Case No.
11-11756) on Sept. 2, 2011.  Judge Samuel L. Kay presides over the
case.  Shepard Plunkett Hamilton Boudreaux LLC serves as the
Debtor's Chapter 11 counsel.  In its petition, the Debtor
estimated $10 million to $50 million in assets and $1 million to
$10 million in debts.  The petition was signed by GB Sharma,
managing member.


HOLDINGS OF EVANS: U.S. Trustee Unable to Form Committee
--------------------------------------------------------
The United States Trustee said that an official committee under 11
U.S.C. Sec. 1102 has not been appointed in the bankruptcy case of
Holdings of Evans LLC, dba Candlewood Suites, because an
insufficient number of persons holding unsecured claims against
the Debtor have expressed interest in serving on a committee.

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

                      About Holdings of Evans

Martinez, Georgia-based Holdings of Evans LLC, dba Candlewood
Suites, filed for Chapter 11 bankruptcy (Bankr. S.D. Ga. Case No.
11-11756) on Sept. 2, 2011.  Judge Samuel L. Kay presides over the
case.  Shepard Plunkett Hamilton Boudreaux LLC serves as the
Debtor's Chapter 11 counsel.  In its petition, the Debtor
estimated $10 million to $50 million in assets and $1 million to
$10 million in debts.  The petition was signed by GB Sharma,
managing member.


HOVENSA LLC: S&P Keeps 'B' Secured Debt Rating; Outlook Negative
----------------------------------------------------------------
Standard & Poor's Ratings Services lowered its recovery rating on
Virgin Islands-based Hovensa LLC's $400 million first-lien
revolving credit facility due in 2011-2012 and its $355.7 million
in tax-exempt debt issued by the U.S. Virgin Islands and the
Virgin Islands Public Finance Authority to '2' from '1'. The
project rating remains 'B' and the outlook remains negative. The
'2' recovery rating indicates that lenders can expect a
substantial (70%-90%) recovery if a payment default occurs.

"The revised recovery score reflects the high cost structure and
level of mandatory capital spending required at the facility,
which is likely to impair lender recovery value in the event of
default compared to our previous analysis. We have lowered our
rating despite the fact that the revolving credit facility will
mature in 2011 and 2012, leaving the project with less debt
outstanding in 2013, the time of default in our simulation," S&P
said.

"The current rating on Hovensa reflects its weak financial
profile, which we expect will continue to be pressured by low
margins and negative project cash flows through at least 2013. Our
expectation assumes a weak refining environment for facilities
processing Brent-priced crude, high fuel and operating expenses,
and high capital spending requirements," S&P stated.

With negative cash flow and internal liquidity short of
requirements, Hovensa's stand-alone profile is consistent with a
low 'B' or high 'CCC' category rating. However, Hovensa's project
rating reflects an expectation of support from its parents, Hess
Corp. and Petróleos de Venezuela S.A. (PDVSA), over the short term
due to its moderately strategic importance.

Refining margins are highly volatile, and the project could return
to profitability if demand for refined products increases and
margins improve. "However, our economists currently project a slow
economic recovery, with U.S. GDP growth of about 2% through 2013,
and we believe Brent-based refining margins are likely to remain
weak. In addition, a minority portion of Hovensa's credit facility
matures in December 2011, with the balance maturing a year later.
With high environmental capital spending requirements that we
expect to escalate in 2013, Hovensa may need Hess and PDVSA to
provide significant additional funding. If the parents remain
convinced that Hovensa's current issues are a matter of short-term
liquidity rather than a long-term solvency, we believe their
support may continue. If the parents believe otherwise, we feel
they may withdraw support because in our view the facility
is not a core asset to either parent," S&P related.

Hovensa had a cash balance of $32 million as of June 30, 2011. It
also maintains a six-month debt service reserve of $11 million and
benefits from a $400 million working-capital facility and $30
million in sponsor support. "In our opinion, poor market
conditions combined with high fuel and operating costs and ongoing
capital spending result in less-than-adequate liquidity and are
likely to require Hovensa's parents to provide financial support
to the project through at least 2013. Its cash position has
decreased significantly in the past two years and the project has
made no distributions since second-quarter 2008. Higher-than-
expected capital spending, a worsening or continuation of poor
refining conditions, and a cessation or decline in parent support
could materially constrain the project's ability to meet short-
term cash needs," S&P stated.

"The negative outlook reflects our expectation of negative project
cash flow through 2013 due to a weak refining environment and the
facility's cost structure, as well as Hovensa's reduced liquidity
as cash balances have fallen, the revolver matures, and the need
for parent support increases. We anticipate that poor market
conditions combined with high levels of required capital spending
will keep the project's debt service coverage below zero through
2013. Our rating on Hovensa is supported by our assumption that
the project's parents are likely to assist it with liquidity over
the short term. If parent support is scaled back or withdrawn, or
turns out to be inadequate due to worse-than-expected refining
margins, we could lower the rating. If Hovensa can weather the
current downturn and rebuild its liquidity position to pre-2008
levels, we could revise the negative outlook to stable or raise
the rating," S&P added.

Ratings List
Recovery Rating Lowered
                             To              From
Hovensa LLC
Senior secured debt          B/Negative
  Recovery rating            2               1


HOVNANIAN ENTERPRISES: Fitch Puts 'CCC' IDR on Watch Negative
-------------------------------------------------------------
Fitch Ratings has placed Hovnanian Enterprises, Inc. (NYSE: HOV,
'CCC' IDR) on Rating Watch Negative following the announcement of
a planned $220 million debt exchange offer.  Fitch views the
proposed exchange offer to be a distressed debt exchange; the
placement of Hovnanian's ratings on Rating Watch Negative reflects
Fitch's 'Distressed Debt Exchange Criteria', published Aug. 12,
2011.

Distressed Debt Exchange: On Sept. 28, 2011, Hovnanian announced
the commencement of private offers to exchange certain of its
senior unsecured notes for up to $220 million of new 2% senior
secured notes due 2021.  The new 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 are not collateral
for the company's existing secured indebtedness.

Fitch believes that the exchange offer represents a material
reduction in terms vis-a-vis the terms of the notes being offered
for exchange. In particular, there is a significant reduction in
interest rate and a lengthy extension of maturity date.
Furthermore, the exchange offer is being initiated as part of an
ongoing restructuring of the company's capital structure to
increase financial flexibility. Fitch will address the Rating
Watch Negative following the closing of the exchange offer.

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 additionally reflects the
company's liquidity position, substantial debt and high leverage.
It also incorporates the still challenging housing environment.
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 has placed the following ratings on Rating Watch Negative:

  -- Issuer Default Rating (IDR) 'CCC';
  -- Senior secured notes 'B-/RR3';
  -- Senior unsecured notes 'C/RR6';
  -- Series A perpetual preferred stock 'C/RR6'.


HOVNANIAN ENTERPRISES: S&P Lowers Corp. Credit Rating to 'CC'
-------------------------------------------------------------
Standard & Poor's Ratings Services lowered its corporate credit
rating on Hovnanian Enterprises Inc. to 'CC' from 'CCC'. "We also
lowered our ratings on the company's rated senior debt. We
downgraded the first-lien senior secured notes to 'CC' from 'CCC'
and downgraded the senior unsecured notes to 'C' from 'CC'. The
'3' recovery rating on the first-lien notes and the '6' recovery
rating on the senior unsecured and senior subordinated notes are
unchanged. We also affirmed our 'C' rating on the company's
preferred securities. The rating actions affect $1.6 billion of
rated debt securities," S&P stated.

"The downgrade follows Hovnanian's announcement that its K.
Hovnanian subsidiary has commenced an offer to exchange certain
existing senior notes with coupons ranging from 6.25% to 11.875%
scheduled to mature between 2014 through 2017 for new 2% secured
notes to mature in 2021," said credit analyst George Skoufis."
"According to our criteria, we view this as a 'distressed
Exchange' and tantamount to a default."

The outlook is negative. "If K. Hovnanian completes the proposed
exchange offer, we will lower our corporate credit ratings on
Hovnanian and K. Hovnanian to 'SD' and downgrade the existing
exchanged notes to 'D'. After the debt exchange we would revise
our corporate credit ratings after the debt exchange based on the
company's capital structure and liquidity profile while also
taking into consideration its operating performance and
expectations in the currently challenging housing environment,"
S&P related.


HUDSON HEALTHCARE: Hoboken Univ Creditors Strike Sale Settlement
----------------------------------------------------------------
Dow Jones' DBR Small Cap reports that creditors of the Hoboken
University Medical Center accepted a $10.2 million settlement
offer, Hoboken, N.J., city officials said, paving the way for the
sale of the cash-strapped hospital to a for-profit medical group
to proceed.

As reported in the Oct. 6, 2011 edition of the TCR, the Official
Committee of Unsecured Creditors in the Hudson Healthcare, Inc.
bankruptcy voted to approve the sale of Hoboken University Medical
Center to HUMC Holdco, LLC and to approve a global settlement by
and among the City of Hoboken, the Hoboken Municipal Hospital
Authority ("HMHA"), HUMC, and the Committee. This decision, which
will save New Jersey's oldest operating hospital, comes after
months of HUMC Holdco working closely with the HMHA, the
Department of Health and Senior Services, and the NJ State Health
Planning Board, which formally recommended approval of the
Certificate of Need for the transfer of ownership.

                      About Hudson Healthcare

Hudson Healthcare Inc. is the nonprofit operator of Hoboken
University Medical Center in Hoboken, New Jersey.

Hudson Healthcare filed for Chapter 11 protection (Bankr. D. N.J.
Case No. 11-33014) in Newark on Aug. 1, 2011, estimating assets
and debt of less than $50 million.  Affiliate Hoboken Municipal
Hospital Authority also sought Chapter 11 protection.

Attorneys at Trenk, Dipasquale, Webster, et al., serve as counsel
to the Debtor.  Daniel McMurray, the patient care ombudsman, has
tapped Neubert, Pepe & Monteith P.C. as his counsel effective Aug.
25, 2011.  The Official Committee of Unsecured Creditors of Hudson
Healthcare has retained Sills Cummis & Gross P.C. as its counsel,
nunc pro tunc to Aug. 12, 2011.


INNER CITY: Senior Lenders Object to Rothschild's Success Fee
-------------------------------------------------------------
Senior lenders of Inner City Media Corporation, et al., ask the
U.S. Bankruptcy Court Southern District of New York to deny the
Debtors' motion to employ Rothschild Inc., solely as it relates to
payment of any success fee to Rothschild.

The senior lenders are Yucaipa Corporate Initiatives Fund II,
L.P., Yucaipa Corporate Initiatives (Parallel) Fund II, L.P., CF
ICBC LLC, Fortress Credit Funding I L.P., and Drawbridge Special
Opportunities Fund Ltd.  Cortland Capital Market Services LLC,
serves as administrative agent for the lenders signatory to the
Credit Agreement.

During the informal status conference before the Court on Aug. 31,
2011, the senior lenders advised the Court that Alvarez & Marsal
had been retained during the prepetition period as financial
advisor to the Debtors.  Pursuant to A&M's engagement letter, the
Debtors committed to pay A&M, among other things, a success fee of
$1,500,000 upon the earlier to occur of (a) the consummation of
any out-of-court Restructuring Transaction and (b) the effective
date of a confirmed chapter 11 plan, which constitutes a
Restructuring Transaction.  The senior lenders made clear to the
Court during the Aug. 31 status conference, that the Debtors'
estates must not be responsible for the payment of two success
fees to financial advisors that were retained by the Debtors.

The senior lenders have insisted that there be an overall cap with
respect to the payment of success fees to A&M and Rothschild,
either as a prepetition claim or a postpetition expense.

The senior lenders were under the impression that the success fee
issue would be resolved in connection with plan negotiations.  The
senior lenders intend to continue to negotiate to resolve all open
issues regarding the plan.  At present there has been no
resolution of the particular issue among the Debtors, Rothschild,
and the senior lenders.

Yucaipa Corporate Initiatives Fund II, L.P. and Yucaipa Corporate
Initiatives (Parallel) Fund II, L.P. are represented by:

         CADWALADER, WICKERSHAM & TAFT LLP
         John J. Rapisardi, Esq.
         Scott J. Greenberg, Esq.
         One World Financial Center
         New York, New York 10281
         Tel: (212) 504-6000
         Fax: (212) 504-6666
         E-mail: john.rapisardi@cwt.com
                  scott.greenberg@cwt.com

                   - and -

         CADWALADER, WICKERSHAM & TAFT LLP
         Peter Friedman, Esq.
         700 Sixth Street, N.W.
         Washington, D.C. 20001
         Tel: (202) 862-2200
         Fax: (202) 862-2400

CF ICBC LLC, Fortress Credit Funding I L.P., and Drawbridge
Special Opportunities Fund Ltd. are represented by:

         SCHULTE ROTH & ZABEL LLP
         Adam C. Harris, Esq.
         Meghan Breen, Esq.
         919 Third Avenue
         New York, NY 10022
         Tel: (212) 756-2000
         Fax: (212) 593-5955
         E-mail: adam.harris@srz.com
                 meghan.breen@srz.com

                   About Inner City Media Corp.

On Aug. 23, 2011, affiliates of Yucaipa and CF ICBC LLC, Fortress
Credit Funding I L.P., and Drawbridge Special Opportunities Fund
Ltd., signed involuntary Chapter 11 petitions for Inner City Media
Corp. and its affiliates (Bankr. S.D.N.Y. Case Nos. 11-13967 to
11-13979) to collect on a $254 million debt.

The Petitioning Creditors are party to the senior secured credit
facility pursuant to which they (or their predecessors in
interest) extended $197 million in loans to the Alleged Debtors to
be used for general corporate purposes.  More than two years ago,
the Alleged Debtors defaulted under the Senior Secured Credit
Facility, and in any event the entire amount of principal and
accrued and unpaid interest and fees became immediately due and
payable on Feb. 13, 2010.

Inner City Media's affiliates subject to the involuntary Chapter
11 are ICBC Broadcast Holdings, Inc., Inner-City Broadcasting
Corporation of Berkeley, ICBC Broadcast Holdings-CA, Inc., ICBC-
NY, L.L.C., ICBC Broadcast Holdings-NY, Inc., Urban Radio, L.L.C.,
Urban Radio I, L.L.C., Urban Radio II, L.L.C., Urban Radio III,
L.L.C., Urban Radio IV, L.L.C., Urban Radio of Mississippi,
L.L.C., and Urban Radio of South Carolina, L.L.C.

Judge Shelley C. Chapman granted each of Inner City Media
Corporation and its debtor affiliates relief under Chapter 11 of
the United States Code.  The decision came after considering the
involuntary petitions, and the Debtors' answer to involuntary
petitions and consent to entry of order for relief and reservation
of rights.

Attorneys for Yucaipa Corporate Initiatives Fund II, L.P. and
Yucaipa Corporate Initiatives (Parallel) Fund II, L.P. are John J.
Rapisardi, Esq., and Scott J. Greenberg, Esq., at Cadwalader,
Wickersham & Taft LLP.  Attorneys for CF ICBC LLC, Fortress Credit
Funding I L.P., and Drawbridge Special Opportunities Fund Ltd. are
Adam C. Harris, Esq., and Meghan Breen, Esq., at Schulte Roth &
Zabel LLP.

Akin Gump Strauss Hauer & Feld LLP serves as the Debtors' counsel.
Rothschild Inc. serves as the Debtors' financial advisors and
investment bankers.  GCG Inc. serves as the Debtors' claims agent.


INNKEEPERS USA: Creditors to Join Trial Over $1.12BB Hotel Deal
---------------------------------------------------------------
Sindhu Sundar at Bankruptcy Law360 reports that a bankruptcy judge
ruled Wednesday that creditors of Innkeepers USA Trust could
participate in an upcoming trial over whether a Cerberus Capital
Management LP unit and Chatham Lodging Trust improperly reneged on
their deal to buy 64 hotels for $1.12 billion.

U.S. Bankruptcy Judge Shelley Chapman approved an agreement
between Cerberus, Chatham, Innkeepers and its committee of
unsecured creditors, allowing the committee to have a limited role
in the trial, which is set to begin Oct. 10 in New York bankruptcy
court.

As reported in the Troubled Company Reporter on Oct. 5, 2011,
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
said Cerberus Capital Management LP and Chatham Lodging Trust
filed their pre-trial brief Oct. 4 laying out the theory they will
use at trial where Innkeepers USA Trust will ask the bankruptcy
judge to compel Cerberus and Chatham to complete the $1.12 billion
acquisition of 64 hotels.

The trial begins Oct. 10 in U.S. Bankruptcy Court in Manhattan.
According to Bloomberg, the erstwhile buyers contend they were
entitled to cancel the contract under a material adverse change
clause in the contract.  They point to deteriorating conditions in
the country's economy and the lodging industry in particular as
the basis for ending the purchase obligation.

Cerberus and Chatham, according to Bloomberg, cited the 30% to
40% decline in the price of hotel stocks, the tightening of
capital markets, and analysts' downgrades of the lodging industry
as permissible grounds for termination.  Even if they violated the
contract, the two buyers say Innkeepers' only remedy is to keep
the $20 million contract deposit.

The lawsuit against Cerberus is Innkeepers USA Trust v. Cerberus
Four Holdings LLC (In re Innkeepers USA Trust), 11-02557, U.S.
Bankr. S.D.N.Y. (Manhattan).

                      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).

The 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.


INTERNATIONAL RARITIES: Panel, Trustee Object to Plan Outline
-------------------------------------------------------------
Dan Browning at Star Tribune reports that the U.S. Trustee and the
official committee of unsecured creditors in the bankruptcy case
of International Rarities Corp. object to a plan to restructure
IRC's debts.

According to the report, the committee wants additional
information about a June investigation of the company by the U.S.
Securities and Exchange Commission, as well as any regulatory
issues that might affect the company.  It wants to know of any
relationship between IRC owner David Marion and Stephen Hastings,
a turnaround executive he hired in mid-July when Mr. Marion
resigned as CEO.  Mr. Browning says the committee cited a report
in the Star Tribune about a pending federal investigation into the
Company.

Mr. Browning says the committee also wants information about what
it described as "excess" distributions that Mr. Marion took from
the company as its performance deteriorated in recent years; and
Mr. Marion to disclose the truth or falsity of certain fraud
claims made against IRC by Dean Dellinger, 89, of Milton, Florida.
The report says the committee characterized a lawsuit Mr.
Dellinger filed in a federal court in Florida as an indictment of
IRC's business operations, "from top to bottom."

Mr. Browning also reports that Michael Fadlovich, an attorney for
Trustee Habbo Fokkena, said IRC's restructuring plan lacked so
much information that it's deficient "on its face."

The report relates that IRC's plan to repay its creditors is based
on the company's historic cash flows, plus the collection of
nearly $900,000 from Marion personally.  But Mr. Fadlovich said
the company's bank account at Affinity Plus credit union was
frozen after federal agents raided its offices on Sept. 7, seizing
computers, customer lists and financial records.  He said the
company has been unable to recover its customer lists from federal
agents and doesn't appear likely to do so in the near future.

The report says Mr. Hastings testified at a meeting of unsecured
creditors that without the customer lists, IRC would be unable to
achieve its plan to repay its creditors and investors in a related
entity called International Rarities Holdings.

The report notes Mr. Fadlovich said IRC's plan to repay IRH
investors sets up an inherent conflict of duties.  In addition, he
said, IRC's restructuring plan requires that Marion repay the
company for excess distributions he took totaling $896,357.  The
plan calls for Mr. Marion to make payments over five years at 4
percent annual interest.  That would require payments of
$16,452.93 a month, Mr. Fadlovich said.  But Mr. Marion, who's
working as an independent "closer" through IRC, is being paid a
base salary of $10,000 a month, the report says.

The report adds the cash flow from Mr. Marion and IRC's projected
future operations "is wholly inadequate to make full payment over
time of claims that exceed $2.2 million," Mr. Fadlovich argued.
He said because of its numerous deficiencies, the plan should not
be approved.

A hearing on the matter, according to the report, has been set for
Oct. 12 in Minneapolis.

Coin dealer International Rarities Corp., in Minneapolis,
Minnesota, filed for Chapter 11 bankruptcy protection (Bankr. D.
Minn. Case No. 11-45512) on Aug. 19, 2011, disclosing assets of
$1,353,295 and liabilities of $3,025,921.  Judge Robert J. Kressel
presides over the case.  Thomas G. Wallrich, Esq., at Hinshaw &
Culbertson LLP, represents the Debtor.  Matthew Burton, Esq. --
mburton@losgs.com -- at Leonard, O'Brien, Spencer, Gale & Sayre,
represents the creditors' committee.


JELD-WEN INC: S&P Assigns 'B' Corporate Credit Rating
-----------------------------------------------------
Standard & Poor's Ratings Services assigned its 'B' corporate
credit rating to Klamath Falls, Ore.-based Jeld-Wen Inc. "At the
same time, we assigned a 'B-' issue-level rating (one notch below
the corporate credit rating) to JELD-WEN's $460 million senior
secured notes due 2017. The recovery rating is '5', indicating our
expectation for modest (10% to 30%) recovery for lenders in the
event of a payment default. The rating outlook is stable," S&P
related.

The company partially refinanced its existing debts with the notes
proceeds. In conjunction with this transaction, private equity
firm Onex Corp. invested $700 million in convertible preferred
stock and $189 million in an 18-month bridge loan (also
convertible into preferred convertible stock if not repaid
before maturity) to complete the refinancing of existing debt of
approximately $1.2 billion.

"The 'B' rating on JELD-WEN reflects what we consider to be the
company's highly leveraged financial risk profile, resulting from
its high debt and relatively modest free cash flow generation,"
said Standard & Poor's credit analyst Thomas Nadramia. "We expect
total pro forma adjusted debt (including $700 million preferred
convertible stock) will be in excess of 10x EBITDA."

"The ratings also reflect what we consider to be the company's
weak business risk profile because JELD-WEN is highly dependent on
the currently depressed residential construction and remodeling
end markets, has thin operating profit margins, and operates in
highly competitive markets," added Mr. Nadramia. Still, the
company maintains a leading position in residential doors in North
America, Europe, and Australia, and possesses good geographic
diversity, with more than 50% of revenues and profits from outside
of the U.S.

"The rating and outlook incorporates our expectation that demand
for JELD-WEN's window and door products, which the company sells
primarily to residential end markets and account for approximately
90% of sales, will continue to face difficulties over the next
several quarters as housing and remodeling markets remain near
cyclically low levels. We believe repair and replacement markets,
which constitute about 47% of JELD-WEN's sales, will be flat for
the remainder of 2011. Weak housing markets in both the U.S. and
Europe will likely continue to affect new residential
construction, which accounts for 41% of JELD-WEN's worldwide
sales. In the U.S., Standard & Poor's economists expect
approximately 590,000 total housing starts for 2011, roughly the
same as 2010 and still well below historical averages. The
weakness in U.S. markets will be partially offset by better market
conditions in Canada, Europe, and Australia, where JELD-WEN
derives over 50% of its revenues. We expect sales of the
company's products related to commercial end markets in Europe,
which represent about 12% of recent sales, to remain flat for the
remainder of 2011 and into 2012," S&P stated.

"The stable rating outlook reflects our expectation that JELD-
WEN's operating performance during the next several quarters will
likely be flat to showing modest improvement, primarily thanks to
internal cost saving measures, as we expect market conditions to
remain weak. As a result, we expect credit measures to remain in
line with the ratings given the company's weak business risk
profile. We expect adjusted leverage to be about 10x over the next
year based on adjusted EBITDA of about $150 million and cash
interest coverage of about 2x. The stable rating outlook also
reflects our expectation that liquidity will be adequate to meet
all of the company's obligations over the next year, given the
expected $50 million in cash as well as nearly full availability
under the new $300 million revolving credit facility," S&P stated.

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

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

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


JMG ACQUISITION: Voluntary Chapter 11 Case Summary
--------------------------------------------------
Debtor: JMG Acquisition #1, Ltd.
        P.O. Box 114
        Yorktown, TX 78164

Bankruptcy Case No.: 11-12441

Chapter 11 Petition Date: October 3, 2011

Court: United States Bankruptcy Court
       Western District of Texas (Austin)

Judge: Craig A. Gargotta

Debtor's Counsel: Douglas J. Powell, Esq.
                  LAW OFFICES OF DOUGLAS J. POWELL, P.C.
                  820 West 10th Street
                  Austin, TX 78701
                  Tel: (512) 476-2457
                  Fax: (512) 477-4503
                  E-mail: notices@swbell.net

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

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

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

The petition was signed by John Golden, general partner,
Golden/Dunson, LLC.


JMR DEVELOPMENT: Hires Luis R. Carrasquillo as Accountant
---------------------------------------------------------
JRM Development Group Corporation asks permission from the U.S.
Bankruptcy Court for the District of Puerto Rico to appoint CPA
Luis R. Carrasquillo & CO., P.S.C as financial accountant.

Upon retention, the firm will, among other things:

   a) assist the Debtor in the financial restructuring of its
      affairs by providing advice in strategic planning;

   b) prepare the Debtor's plan of reorganization, disclosure
      statement and business plan; and

   c) participate in the Debtor's negotiations with creditors.

The Debtor has retained Carrasquillo on the basis of $10,000
advance by the Debtor, against which Carrasquillo has billed and
will bill as per the hourly billing rates.

The firm's hourly rates are:

            Personnel                               Rates
            ---------                               -----
     CPA Luis R. Carrasquillo, Partner               $160
     CPA Marcelo Gutierrez, Senior CPA               $125
     Other CPAs                                       $90-$125
     Lionel Rodriguez Perez, Senior Accountant        $85
     Carmen Echevarria, Senior Accountant             $75
     Omara Torres Ortiz, Senior Tax Specialist        $75
     Sandra Zavala Diaz, Junior Accountant            $50
     Janet Marrero, Administrative & Support          $35
     Iris L. Franqui, Administrative & Support        $35

Luis R. Carrasquillo Ruiz, CPA, attest that the firm and its
members are disinterested persons, as defined in 11 U.S.C.
Sec. 101(14).

                    About JMR Development Group

JMR Development Group Corp. filed a Chapter 11 petition (Bankr. D.
P.R. Case No. 11-07907) on Sept. 16, 2011, in Ponce, Puerto Rico.
Charles A Curpill PSC Law Office serves as counsel to the Debtor.
The Debtor scheduled assets of US$12,732,474 and debts of
US$48,587,611.  An affiliate, JMR Tourist Development Group Corp.
sought Chapter 11 protection (Case No. 11-07911) on the same day.


JMR DEVELOPMENT: Taps Charles A. Cuprill as Bankruptcy Attorney
---------------------------------------------------------------
JRM Development Group Corporation asks permission from the U.S.
Bankruptcy Court for the District of Puerto Rico to appoint
Charles A. Cuprill, P.S.C., Law Offices as attorney.

The law firm's address is:

          Charles A. Cuprill, P.S.C., Law Offices
          356 Fortaleza Street, Second Floor
          San Juan, PR 00901
          Tel: (787) 977-0515
          Fax: (787) 977-0518

The firm's principal, Charles A. Cuprill-Hernandez, Esq., attests
that the members of the firm are disinterested persons as defined
in 11 U.S.C. Sec. 101(14).

The firm's hourly rates are:

            Personnel                              Rates
            ---------                              -----
  Charles A. Cuprill-Hernandez, Esq.                $300
  Senior Associates                                 $225
  Junior Associates                                 $150
  Paralegals                                         $85

                    About JMR Development Group

JMR Development Group Corp. filed a Chapter 11 petition (Bankr. D.
P.R. Case No. 11-07907) on Sept. 16, 2011, in Ponce, Puerto Rico.
CPA Luis R. Carrasquillo & CO., P.S.C serves as financial
accountant.  The Debtor scheduled assets of US$12,732,474 and
debts of US$48,587,611.  An affiliate, JMR Tourist Development
Group Corp. sought Chapter 11 protection (Case No. 11-07911) on
the same day.


KEYUAN PETROCHEMICALS: Receives NASDAQ Delisting Notice
-------------------------------------------------------
Keyuan Petrochemicals, Inc. disclosed that on October 5, 2011, the
Company received a letter from the NASDAQ Hearings Panel regarding
the Company's appeal to remain listed.  NASDAQ notified the
Company that its common stock will be suspended from the Nasdaq
Stock Market effective October 6.

Management, the board of directors and the independent committees
all worked diligently to provide the Nasdaq with all requested
information in a timely manner and meet the deadlines previously
imposed. Despite the Company's best efforts to become compliant on
all of NASDAQ's requirements, the Panel suspended Keyuan's listing
from the Nasdaq Stock Market.  As a result, the Company's shares
will resume trading in the pink sheets under the ticker symbol
KEYP beginning Friday, October 7.

The final audit and Form 10K for 2010, in addition to the 10-Q for
both the first and second quarter of 2011, is expected to be filed
as soon as possible in the middle of October with the Securities
and Exchange Commission.  The 10-K will contain details
surrounding the operations, financials, and a comprehensive list
of actions the Company has taken and is committed to taking in
order to remediate accounting and internal control issues.

Given the significant capital allocation from the Company's U.S.
dollar account for this investigation, review and report, the
dividend payment was not declared in September as anticipated. The
Company and the board are evaluating its current dividend policy
for shareholders.

"The entire management team is extremely disappointed in this
decision given that we did everything which was asked," stated
Chungfeng Tao, Chairman and Chief Executive Officer.  "We have
done everything within our power to address the independent
review, to complete our 2010 audit and the financial filings for
the first two quarters of 2011, which we are in the process of
finalizing to submit to the SEC.  We will submit an appeal to the
NAsdaq with the hope that once all filings are up to date, we can
be reinstated, however there is no assurance that the appeal will
be granted.  The Company spent approximately $5 million, 5 months,
and significant corporate resources to complete the investigation
and become compliant with the Nasdaq requirements.  It is
extremely important that our shareholders understand that the
Company is continuing to operate and has not ceased operations of
the business.  If we are unsuccessful in achieving a main board
listing, the Company will actively pursue strategic alternatives
including but not limited to taking the company private, a merger
or other transaction which will maximize shareholder value, and
ensure we can meet our growth objectives."

                    About Keyuan Petrochemicals

Keyuan Petrochemicals, Inc., established in 2007 and operating
through its wholly-owned subsidiary, Keyuan Plastics Co., Ltd., is
located in Ningbo, China and is a leading independent manufacturer
and supplier of various petrochemical products.  Having commenced
production in October 2009, Keyuan's operations include an annual
petrochemical manufacturing design capacity of 720,000 MT for a
variety of petrochemical products, with facilities for the storage
and loading of raw materials and finished goods, and a technology
that supports the manufacturing process with low raw material
costs and high utilization and yields.  In order to meet
increasing market demand, Keyuan plans to expand its manufacturing
capacity to include a SBS production facility, additional storage
capacity, a raw material pre-treatment facility, and an asphalt
production facility.


KINGSWAY FINANCIAL: A.M. Best Cuts Issuer Credit Ratings to 'C'
---------------------------------------------------------------
A.M. Best Co. has downgraded the issuer credit ratings (ICR) to
"c" from "ccc" and senior debt ratings to "c" from "ccc" of
Kingsway Financial Services Inc (KFSI) and Kingsway America Inc.
(KAI).

A.M. Best also has downgraded the financial strength rating (FSR)
to C+ (Marginal) from B- (Fair) and ICR to "b-" from "bb-" of
Kingsway Reinsurance Corporation (KRC) (Barbados) as well as the
Mendota Group and its members, Mendota Insurance Company and its
wholly owned subsidiary, Mendakota Insurance Company (both are
domiciled in Eagan, MN).  All the above ratings have been removed
from under review with negative implications and assigned a
negative outlook.

Additionally, A.M. Best has affirmed the FSR of D (Poor) and ICR
of "c" of Universal Casualty Company (UCC).  The outlook for both
ratings is negative.  (Please see below for a detailed listing of
the debt ratings.)  All companies are headquartered in Elk Grove
Village, IL, unless otherwise specified.

The rating actions on the Mendota Group, KFSI, KAI and KRC follow
A.M. Best's discussions with KFSI regarding the results of its
research into various recapitalization strategies for the holding
companies, which to date have yet to materialize.  These
discussions are in response to the holding company's year-end 2010
loss in equity of over $55 million, as well as its continued $19
million in equity losses through the second quarter of 2011.  A.M.
Best will continue to monitor management's efforts to recapitalize
KFSI, KAI and the Mendota Group.

The ratings for KFSI and its affiliates recognize their weak risk-
adjusted capitalization, above average financial and operating
leverage, continued unprofitable earnings trends and the
challenges they face from strong competitive markets, weak
economic conditions, below average interest rates, declining
premium volume and rising claims costs.

These concerns are partially offset by KFSI's actions to
reorganize operations to improve efficiency and customer service;
de-leverage its balance sheet and improve liquidity by selling
assets for cash and reducing debt; improve performance by
cancelling non-core lines of business; unprofitable agents and
accounts; focus on core non-standard automobile insurance and
consolidate management and back office operations.

The ratings for UCC reflect its severe adverse reserve development
at year-end 2010, which caused risk-adjusted capitalization to not
support its ratings after reserves were strengthened.

The following debt ratings have been downgraded:

Kingsway America Inc.?
-- to "c" from "ccc" on USD 125 million 7.5% senior unsecured
notes, due 2014 (currently USD 27 million outstanding)
-- to "c" from "ccc" on CAD 74.1 million 7.12% senior unsecured
notes, due 2015 (currently CAD 19.7 million of the related KLROC
debt is in the possession of non-KFSI owners)

Kingsway Financial Services Inc?
-- to "c" from "ccc" on CAD 100 million 6% senior unsecured
debentures, due 2012 (currently CAD 1.9 million outstanding)

All senior debt is unconditionally guaranteed by KFSI and KAI.


LEE WILLIAMS: Case Summary & 8 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Lee William Development, L.P.
        19425 Soledad Canyon Road Ste 328
        Santa Clarita, CA 91351

Bankruptcy Case No.: 11-51474

Chapter 11 Petition Date: October 3, 2011

Court: United States Bankruptcy Court
       Central District Of California (Los Angeles)

Judge: Ellen Carroll

Debtor's Counsel: Nolan E. Clark, Esq.
                  LAW OFFICE OF NOLAN E. CLARK
                  123 2nd Ave #T-8
                  Salt Lake City, UT 84103
                  Tel: (801) 505-9916

Scheduled Assets: $5,465,000

Scheduled Debts: $2,783,000

A list of the Company's eight largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/cacb11-51474.pdf

The petition was signed by Jonathan Swauger, general partner.


LEVEL 3: To Assume Outstanding Awards Under Global Crossing Plan
----------------------------------------------------------------
Level 3 Communications, Inc., amended its Registration Statement
on Form S-4, as amended, by filing a Post-Effective Amendment
No. 1 on Form S-8 relating to up to 13,921,536 shares of the
Company's common stock, par value $0.01 per share, that are
reserved for issuance by the Company upon the exercise of
outstanding stock options granted under the 2003 Global Crossing
Limited Stock Incentive Plan to individuals who are employed by or
directors of Global Crossing Limited at the effective time of the
Amalgamation, as well as 44,865,376 shares of Common Stock
issuable pursuant to restricted stock units granted under the
Global Crossing Plan, which will be withheld by the Company upon
settlement in connection with the Amalgamation for purposes of
satisfying the award holders' withholding tax obligations and
returned to the available share reserve for future issuance under
the Global Crossing Plan.  All those shares of Common Stock were
originally registered on the Form S-4.

On Oct. 4, 2011, Global Crossing will have amalgamated with a
wholly owned subsidiary of the Company.  Pursuant to the terms of
the Amalgamation, at the effective time of the Amalgamation, all
outstanding awards issued under the Global Crossing Plan will have
been assumed by the Company and converted into awards with respect
to the Company's Common Stock.

A full-text copy of the Form S-8 POS filing is available at no
charge at http://is.gd/KlmRhL

                    About Level 3 Communications

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

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

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


LEVEL 3: STT Crossing Discloses 24.8% Equity Stake
--------------------------------------------------
In an amended Schedule 13D filing with the U.S. Securities and
Exchange Commission, STT Crossing Ltd and its affiliates disclosed
that they beneficially own 757,478,896 shares of common stock of
Level 3 Communications, Inc., representing 24.8% of the shares
outstanding.  A full-text copy of the filing is available for free
at http://is.gd/KSmT2x

                   About Level 3 Communications

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

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

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


LOCATION BASED TECH: Presents at Craig-Hallum Annual Conference
---------------------------------------------------------------
Location Based Technologies, Inc., announced that Chief Operating
Officer, Desiree Mejia presented at the Craig-Hallum 2nd Annual
Alpha Select Conference on Thursday, October 6.  The one-day
conference was held at The Roosevelt Hotel in New York City.

The Craig-Hallum 2nd Annual Alpha Select Conference showcased over
65 small and micro cap companies that fit the Alpha Select List
(ASL) criteria.  The idea behind the conference is to give
institutional investors the opportunity to prospect for new
investment ideas that may either be under the radar or that have
proven out their model and are executing successfully.  Presenting
companies encompass four general sectors: Consumer, Healthcare,
Services and Technology along with many Special Situation
opportunities.

                 About Location Based Technologies

Headquartered in Irvine, Calif., Location Based Technologies, Inc.
(OTC BB: LBAS) -- http://www.locationbasedtech.com/-- designs,
develops, and sells personal, pet, and vehicle locator devices and
services.

As reported in the Troubled Company Reporter on Dec. 22, 2010,
Comiskey & Company, in Denver, Colo., expressed substantial doubt
about Location Based Technologies' ability to continue as a going
concern following its results for the fiscal year ended August 31,
2010.  The independent auditors noted that the Company has
incurred recurring losses since inception and has an accumulated
deficit in excess of $28,800,000 and a working capital deficit in
excess of $5,900,000.

The Company's balance sheet at May 31, 2011, showed $1.77 million
in total assets, $7.70 million in total liabilities, and a
$5.93 million stockholders' deficit.


LODGENET INTERACTIVE: David Bankers Resigns from All Positions
--------------------------------------------------------------
LodgeNet Interactive Corporation and David M. Bankers have
mutually agreed to the termination of Mr. Bankers' employment with
the Company, effective as of Oct. 1, 2011.  As of that date, Mr.
Bankers resigned from all his positions with the Company and its
subsidiaries and affiliates, including his positions as the
Company's Senior Vice President, Product and Technology
Development.  Mr. Bankers' departure from the Company is not the
result of any disagreement with the Company on any matter relating
to the Company's operations, policies or practices.  Mr. Bankers
will be available to provide an orderly transition of his duties
and will provide consulting services to the Company as needed.
Mr. Bankers will be paid the amounts owed to him under his
existing Employment Agreement.  The Company has engaged a firm to
conduct an executive search.

                     About LodgeNet Interactive

Sioux Falls, South Dakota-based LodgeNet Interactive Corporation
(Nasdaq:LNET), formerly LodgeNet Entertainment Corp. --
http://www.lodgenet.com/-- provides media and connectivity
solutions designed to meet the unique needs of hospitality,
healthcare and other guest-based businesses.  LodgeNet Interactive
serves more than 1.9 million hotel rooms worldwide in addition to
healthcare facilities throughout the United States.  The Company's
services include: Interactive Television Solutions, Broadband
Internet Solutions, Content Solutions, Professional Solutions and
Advertising Media Solutions.  LodgeNet Interactive Corporation
owns and operates businesses under the industry leading brands:
LodgeNet, LodgeNetRX, and The Hotel Networks.

The Company reported a net loss of $11.68 million on $452.17
million of total revenues for the year ended Dec. 31, 2010,
compared with a net loss of $10.15 million on $484.49 million of
total revenue during the prior year.

The Company's balance sheet at June 30, 2011, showed
$419.22 million in total assets, $470.10 million in total
liabilities, and a $50.87 million total stockholders' deficiency.

                           *     *     *

Lodgenet carries a 'B3' long term corporate family rating and a
'Caa1' probability of default rating, with 'stable' outlook, from
Moody's.  It has 'B' long term foreign and local issuer credit
ratings, with 'stable' outlook, from Standard & Poor's.

"In Moody's opinion, continued cautious investment from LodgeNet's
hotel customers will hamper intermediate term growth in its core
hospitality services business, and over the long term competing
forms of entertainment will pressure this revenue stream as the
company seeks to defend its relevance to both hotel operators and
hotel guests.  The B3 corporate family rating incorporates these
weak growth prospects, mitigated somewhat by the company's
moderately high financial risk profile and demonstrated capacity
to generate positive free cash flow throughout challenging
economic conditions, along with a measure of stability from the
monthly fees it receives from hotels regardless of occupancy,"
Moody's said in October 2010.


LOUISIANA HOUSING: S&P Lowers Rating on Revenue Bonds to 'B-'
-------------------------------------------------------------
Standard & Poor's Ratings Services lowered its long-term rating on
Louisiana Housing Finance Agency's (Meadowbrook Apartments
Project) multifamily housing revenue bonds series 2006 to 'B-'
from 'BB+'.

"The downgrade is based on our view of the project's reliance on
short-term market rate investments," said Standard & Poor's credit
analyst Renee J. Berson.

The rating reflects S&P's view of these:

    Revenues from mortgage debt service payments and investment
    earnings are insufficient to pay full and timely debt service
    on the bonds plus fees until remarketing date;

    Debt service coverage is projected to fall below investment-
    grade levels beyond 2014; and

    Asset/liability parity is projected to fall below 100%
    beginning March 2015.

Credit strengths in the issue include S&P's opinion of:

    Investments held in First American Treasury Obligations Fund
    Class D money market fund; and

    The high credit quality of the Fannie Mae standby credit
    facility, which S&P consider to be 'AA+' eligible.

"Standard & Poor's has analyzed updated financial information
based on our current stressed reinvestment rate assumptions for
all scenarios as set forth in the criteria for certain federal
government-enhanced housing transactions. We believe the bonds are
unable to meet all bond costs from transaction revenues until
remarketing date, assuming no reinvestment earnings on
securities," S&P related.


M WAIKIKI: Seeks Court Approval to Hire Neligan Foley as Counsel
----------------------------------------------------------------
M Waikiki, LLC seeks permission from the United States Bankruptcy
Court for the District of Hawaii to employ Neligan Foley LLP as
its counsel, nunc pro tunc to the Petition Date.

As counsel, Neligan Foley will render these services to the
Debtor:

   (a) advise M Waikiki, its management, officers, and directors
       of its rights, powers, and duties as a debtor-in-
       possession;

   (b) counsel M Waikiki's management, officers, and directors on
       issues involving operations, potential sales of assets,
       and possible financing options as well as negotiate
       documents, prepare pleadings, and represent M Waikiki at
       hearings related to those matters;

   (c) take all necessary actions to protect and preserve M
       Waikiki's estate, including prosecuting litigation M
       Waikiki's behalf, investigating claims of M Waikiki,
       defending M Waikiki, if necessary, in any actions,
       litigations, hearings or motions commenced against M
       Waikiki, negotiating disputes in which M Waikiki is
       involved, and preparing objections to claims filed
       against the estate;

   (d) prepare on behalf of M Waikiki all necessary motions,
       applications, answers, pleadings, orders, reports, and
       papers in connection with the administration of the estate
       or in furtherance of M Waikiki's business operations, or
       as required to preserve M Waikiki's assets, and as
       otherwise requested by M Waikiki's management;

   (e) negotiate and draft documents relating to debtor-in-
       Possession financing and/or use of cash collateral as well
       as attend any hearings on these matters, prepare discovery
       and respond to discovery served on M Waikiki, respond to
       creditor inquiries and information requests, assist with
       preparation of Schedules, Statement of Affairs, Monthly
       Operating Reports, attendance at the 341 meeting and
       representation at meetings with creditors as well as any
       committee appointed by the United States Trustee;

   (f) draft, negotiate, and prosecute on behalf of M Waikiki a
       plan or plans of reorganization, the related disclosure
       statement(s), and any revisions, amendments, and
       supplements relating to these documents, and all related
       materials;

   (g) perform all other necessary legal services in connection
       with the Chapter 11 case and any other bankruptcy-related
       representation that M Waikiki requires; and

   (h) handle all litigation, discovery, and other matters for M
       Waikiki arising in connection with the Chapter 11 case.

The firm will be paid based on its customary hourly rates:

    Partners                      $395 - $550
    Paralegals and Associates     $130 - $275

Prior to the filing of the petition, Neligan Foley received a
deposit of $347,000 from M Waikiki to represent M Waikiki in
preparation for, and in this Chapter 11 proceeding.  Neligan Foley
applied $14,709.82 of these funds to prepetition fees and expenses
and forwarded $100,000 of these funds to Klevansky Piper LLP, the
Debtor's proposed local counsel, to be held by Klevansky Piper as
a retainer to be applied to postpetition fees and expenses as
approved by the Court.  Thus, Neligan Foley is now holding
$232,290.18 in trust for M Waikiki.  The Retainer will be applied
to fees and expenses that are incurred in the course of M
Waikiki's bankruptcy proceedings and approved by the Court in
connection with M Waikiki's bankruptcy proceeding.  If, at the
conclusion of the case, Neligan Foley's fees and expenses
ultimately are approved in an aggregate amount less than the
amount of the Retainer, Neligan Foley will return any remaining
portion of the Retainer.

Patrick J. Neligan, Jr., a partner, at Neligan Foley, assures the
Court that his firm represents no interests adverse to M Waikiki
and that Neligan Foley is a "disinterested person," as defined in
Section 101(14) of the Bankruptcy Code.

                       About M Waikiki

M Waikiki owns the Modern Honolulu, a world-class, luxury hotel
property located close to Waikiki Beach in Hawaii.  The hotel is
being managed by Modern Management Services LLC, an affiliate of
Aqua Hotels and Resorts.

M Waikiki is a Hawaii limited liability company with its principal
place of business located in San Diego, California.  It is a
special purpose entity, having roughly 75 indirect investors,
which was formed to acquire the Hotel.

The Company filed for Chapter 11 protection (Bankr. D. Hawaii Case
No. 11-02371) on Aug. 31, 2011.  Judge Robert J. Faris presides
over the case.  The Debtor estimated $100 million to $500 million
in both assets and debts.

Modern Management is represented by Christopher J. Muzzi, Esq., at
Moseley Biehl Tsugawa Lau & Muzzi LLC.

Marriott Hotel Services, which used to provide management
services, is represented by Susan Tius, Esq., at Rush Moore LLP
LLP, and Carren B. Shulman, Esq., at Sheppard Mullin Richter &
Hampton LLP.

The Official Committee of Unsecured Creditors retained Wagner Choi
& Verbrugge as its counsel.


M WAIKIKI: Seeks Nod to Tap Klevansky Piper as General Counsel
--------------------------------------------------------------
M Waikiki, LLC, seeks authority from the United States Bankruptcy
Court for the District of Hawaii to employ Klevansky Piper, LLP,
as its general counsel in its Chapter 11 case.

As general counsel, Klevansky Piper will:

   (a) advise M Waikiki, its management, officers, and directors
       of its rights, powers, and duties as a debtor-in-
       possession;

   (b) counsel M Waikiki' s management, officers, and directors
       on issues involving operations, potential sales of assets,
       and possible financing options as well as negotiate
       documents, prepare pleadings, and represent M Waikiki at
       hearings related to those matters;

   (c) take all necessary actions to protect and preserve M
       Waikiki's estate, including prosecuting litigation M
       Waikiki's behalf, investigating claims of M Waikiki,
       defending M Waikiki, if necessary, in any actions,
       litigations, hearings or motions commenced against M
       Waikiki, negotiating disputes in which M Waikiki is
       involved, and preparing objections to claims filed
       against the estate;

   (d) prepare on behalf of M Waikiki all necessary motions,
       applications, answers, pleadings, orders, reports, and
       papers in connection with the administration of the estate
       or in furtherance of M Waikiki' s business operations, or
       as required to preserve M Waikiki's assets, and as
       otherwise requested by M Waikiki's management;

   (e) negotiate and draft documents relating to debtor-in-
       possession financing and/or use of cash collateral as well
       as attend any hearings on such matters, prepare discovery
       and respond to discovery served on M Waikiki, respond to
       creditor inquiries and information requests, assist with
       preparation of Schedules, Statement of Affairs, Monthly
       Operating Reports, attendance at the 341 meeting and
       representation at meetings with creditors as well as any
       committee appointed by the United States Trustee;

   (f) draft, negotiate, and prosecute on behalf of M Waikiki a
       plan or plans of reorganization, the related disclosure
       statement(s), and any revisions, amendments, and
       supplements relating to the foregoing documents, and all
       related materials;

   (g) perform all other necessary legal services in connection
       with this Chapter 11 case and any other bankruptcy-related
       representation that M Waikiki requires; and

   (h) handle all litigation, discovery, and other matters for M
       Waikiki arising in connection with the Chapter 11 case.

The firm will be paid based on its customary hourly rates:

   Partners                    $290 - $390
   Paralegals and Associates   $100 - $180

Prior to the filing of the petition, Klevansky Piper received a
deposit of $100,000 from M Waikiki -- through Neligan Foley, LLP -
- to represent M Waikiki in the Chapter 11 proceeding.  These
funds are being held by Klevansky Piper as a retainer to be
applied to postpetition fees and expenses as approved by the
Court.  The Retainer will be applied to fees and expenses that are
incurred in the course of M Waikiki's bankruptcy proceedings
and approved by the Court in connection with M Waikiki's
bankruptcy proceeding.  If, at the conclusion of the case,
Klevansky Piper's fees and expenses ultimately are approved in an
aggregate amount less than the amount of the Retainer, Klevansky
Piper will return any remaining portion of the Retainer.

Simon Klevansky, a partner at the firm assures the Court that
Klevansky Piper represents no interests adverse to M Waikiki and
that his firm is a "disinterested person," as defined in
Section 101(14) of the Bankruptcy Code.

                       About M Waikiki

M Waikiki owns the Modern Honolulu, a world-class, luxury hotel
property located close to Waikiki Beach in Hawaii.  The hotel is
being managed by Modern Management Services LLC, an affiliate of
Aqua Hotels and Resorts.

M Waikiki is a Hawaii limited liability company with its principal
place of business located in San Diego, California.  It is a
special purpose entity, having roughly 75 indirect investors,
which was formed to acquire the Hotel.

The Company filed for Chapter 11 protection (Bankr. D. Hawaii Case
No. 11-02371) on Aug. 31, 2011.  Judge Robert J. Faris presides
over the case.  The Debtor estimated $100 million to $500 million
in both assets and debts.

Modern Management is represented by Christopher J. Muzzi, Esq., at
Moseley Biehl Tsugawa Lau & Muzzi LLC.

Marriott Hotel Services, which used to provide management
services, is represented by Susan Tius, Esq., at Rush Moore LLP
LLP, and Carren B. Shulman, Esq., at Sheppard Mullin Richter &
Hampton LLP.

The Official Committee of Unsecured Creditors retained Wagner Choi
& Verbrugge as its counsel.


MANISTIQUE PAPERS: Taps Godfrey & Kahn as Lead Counsel
------------------------------------------------------
Manistique Papers, Inc., sought and obtained permission from the
U.S. Bankruptcy Court for the District of Delaware to employ
Godfrey & Kahn, S.C. as its lead counsel, effective August 12,
2011.

As the Debtor's counsel, Godfrey & Kahn will:

   (a) Advise the Debtor of its rights, powers and duties as
       debtor and debtor-in-possession and the continued
       management and operation of its business and property;

   (b) Advise the Debtor concerning, and assisting in the
       negotiations and documentation of, financing agreements,
       debt restructurings, and related transactions;

   (c) Review the nature and validity of liens asserted against
       the property of the Debtor and advising the Debtor
       concerning the enforceability of the liens;

   (d) Advise the Debtor concerning the actions that it might
       take to collect and to recover property for the benefit of
       the Debtor's estate;

   (e) Prepare on behalf of the Debtor all necessary and
       Appropriate applications, motions, pleadings, draft
       orders, notices, schedules and other documents, and
       review all financial and other reports to be filed in this
       case, and advising the Debtor regarding responses to the
       court papers;

   (f) Counsel the Debtor in connection with the negotiation and
       promulgation of a plan of reorganization and related
       documents;

   (g) Counsel the Debtor in connection with any sales outside of
       the ordinary course of business under Section 363 of the
       Bankruptcy Code;

   (h) Attend meetings and negotiations with representatives of
       creditors and other parties-in-interest and advise and
       consult on the conduct of this bankruptcy case,
       including all of the legal and administrative requirements
       of operating in bankruptcy;

   (i) Appear before the Bankruptcy Court and any appellate
       courts and maintain communications with the U.S. Trustee;
       and

   (j) Perform all other legal services for and on behalf of the
       Debtor that may be necessary or appropriate in the
       administration of this case and the reorganization
       of the Debtor's business, including advising and assisting
       the Debtor with respect to debt restructurings, stock or
       asset dispositions, claim analysis and disputes, and legal
       issues involving general manufacturing, corporate,
       bankruptcy, labor, environmental, employee benefits, tax,
       finance, real estate and litigation matters.

The firm will be paid based on its hourly rates:

       Billing Category                      Range
       ----------------                      -----
       Shareholders                       $350 - $525
       Special Counsel                    $300 - $515
       Associates                         $185 - $340
       Paralegals                         $165 - $200

The names, positions and current hourly rates of the Godfrey &
Kahn professionals and paraprofessionals presently expected to
have primary responsibility for providing services to the Debtor
are:

   Timothy F. Nixon (Shareholder)         $470/hour
   John E. Donahue                        $450/hour
   Paul W. Griepentrog (Shareholder)      $400/hour
   Christine L. McLaughlin (Shareholder)  $400/hour
   Carla O. Andres (Special Counsel)      $350/hour
   Jennifer B. Herzog (Associate)         $285/hour
   Tom G. O'Day (Associate)               $275/hour
   Peggy L. Barlett (Associate)           $225/hour
   Gale Raiche (Paralegal)                $165/hour
   Emily Seelig(Paralegal)                $165/hour

In addition, from time to time, it may be necessary for other
Godfrey & Kahn professionals to provide services to the Debtor.

Godfrey & Kahn does not represent and does not hold any interest
adverse to the Debtor or its estate, creditors, or equity security
holders in the matters for which Godfrey & Kahn is proposed to be
retained.  Accordingly, Godfrey & Kahn is a "disinterested person"
within the meaning of Sections 101(14) and 327 of the Bankruptcy
Code.

                       About Manistique Papers

Manistique Papers Inc. operates a landfill in Manistique,
Michigan, whereby residuals resulting from paper production are
deposited.  Manistique Papers filed for Chapter 11 bankruptcy
protection (Bankr. D. Del. Case No. 11-12562) on Aug. 12, 2011.
Manistique Papers estimated assets of $10 million to $50 million
and debts of $50 million to $100 million in its Chapter 11
petition.


MANISTIQUE PAPERS: Hires Morris Nichols as Delaware Co-counsel
--------------------------------------------------------------
Manistique Papers, Inc. sought and obtained approval from the U.S.
Bankruptcy Court for the District of Delaware to employ Morris,
Nichols, Arsht & Tunnell LLP as its Delaware bankruptcy co-
counsel, nunc pro tunc to August 12, 2011.

As Delaware co-counsel, Morris Nichols will render these
professional services for the Debtor:

   (a) assist Godfrey & Kahn, S.C. with representing the Debtor
       in connection with the bankruptcy case;

   (b) perform all necessary services as the Debtor's Delaware
       bankruptcy co-counsel, including, without limitation,
       providing the Debtor with advice, representing the Debtor,
       and preparing necessary documents on behalf of the Debtor
       in the areas of restructuring and bankruptcy;

   (c) take all necessary actions to protect and preserve the
       Debtor's estate during the chapter 11 case, including the
       prosecution of actions by the Debtor, the defense of any
       actions commenced against the Debtor, negotiations
       concerning litigation in which the Debtor is involved, and
       objecting to claims filed against the estate;

   (d) prepare or coordinate preparation on behalf of the Debtor,
       as debtor-in-possession, necessary motions, applications,
       answers, orders, reports, and papers in connection with
       the administration of the chapter 11 case;

   (e) counsel the Debtor with regard to its rights and
       obligations as debtor-in-possession; and

   (f) perform certain other necessary legal services.

The Debtor will pay Morris Nichols based on its professionals'
current hourly rates of:

   Partners            $475 to $770
   Associates          $275 to $465
   Paraprofessionals   $220
   Case Clerks         $130

The firm will also be reimbursed for necessary expenses
incurred.

Morris Nichols was engaged by the Debtor on August 8, 2011.  Prior
to the Petition Date, the Debtor made payments to Morris Nichols
totaling $35,000 in connection with advice and services regarding
financial restructuring and related matters, including, inter
alia, the preparation and filing of this case.  Of the prepetition
amounts received by Morris Nichols, Morris Nichols applied
$32,929.90 as payment for service rendered and expenses incurred
up to the Petition Date.  Accordingly, Morris Nichols currently
holds a balance of $2,070.10 as an advance payment for services to
be rendered and expenses to be incurred in connection with its
representation of the Debtor.

Morris Nichols has not received any other compensation from the
Debtor.

The firm does not hold or represent any interest adverse to the
Debtor's estate or its creditors.  Therefore, Morris Nichols is a
"disinterested person" under Section 101(14) of the Bankruptcy
Code.

                       About Manistique Papers

Manistique Papers Inc. operates a landfill in Manistique,
Michigan, whereby residuals resulting from paper production are
deposited.  Manistique Papers filed for Chapter 11 bankruptcy
protection (Bankr. D. Del. Case No. 11-12562) on Aug. 12, 2011.
Manistique Papers estimated assets of $10 million to $50 million
and debts of $50 million to $100 million in its Chapter 11
petition.


MARKET STREET: Court OKs Morphy Makofsky as Consulting Engineers
----------------------------------------------------------------
Market Street Properties, LLC, sought and obtained permission from
the U.S. Bankruptcy Court for the Eastern District of Louisiana to
employ Morphy Makofsky, Inc. as consulting engineers.

The Debtor believes that Morphy is likely an ordinary course
professional and that this application is not strictly necessary.

Morphy's services include, among other things:

   -- conducting a visual inspection of the condition of the
      structure of the building to identify any structural
      defects, any signs of structural stress or deformation, or
      any signs of material deformation; and

   -- directing and managing surveyor to measure all beams and
      columns and performing engineering calculations to determine
      the cross-sectional areas, moments of inertia, and section
      modules.

The hourly rates of Morphy's personnel are:

         Principal                  $199
         Senior Engineer            $161
         Junior Engineer            $118
         Senior Drafter              $83
         Junior Drafter              $68
         Field Engineer/Inspector   $101
         Specification Writer        $91
         Clerical                    $60

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

                 About Market Street Properties

Oceanside, New York-based Market Street Properties, L.L.C., owns
an approximately 500,000 square-foot power plant, two substations,
and three parcels of vacant land.  It filed for Chapter 11
bankruptcy (Bankr. E.D. La. Case No. 09-14172) on Dec. 23, 2009,
represented by Christopher T. Caplinger, Esq., Joseph Patrick
Briggett, Esq., and Stewart F. Peck, Esq., at Lugenbuhl Wheaton
Peck Rankin & Hubbard, in New Orleans.  Cupkovic Architecture LLC
serves as the Debtor's architect; and Patrick J. Gros, CPA, as
accountant.  James E. Fitzmorris, Jr., serves as political
consultant and advisor.  No trustee or examiner has been appointed
in the case. The Company disclosed $52,404,026 in assets and
$26,848,596 in liabilities as of the Chapter 11 filing.


MARKET STREET: Court OKs James Fitzmorris as Political Consultant
-----------------------------------------------------------------
Market Street Properties, LLC, sought and obtained permission from
the U.S. Bankruptcy Court for the Eastern District of Louisiana to
employ James E. Fitzmorris, Jr. as political consultant and
advisor.

Mr. Fitzmorris will be assisting the Debtor in the development of
an approximately 500,000 square foot power plant, two substations,
and three parcels of vacant land.

The Debtor will pay Mr. Fitzmorris a monthly fee of $6,000.  The
employment will be on a monthly basis and can be terminated by
either party at any time.

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

                 About Market Street Properties

Oceanside, New York-based Market Street Properties, L.L.C., owns
an approximately 500,000 square-foot power plant, two substations,
and three parcels of vacant land.  It filed for Chapter 11
bankruptcy (Bankr. E.D. La. Case No. 09-14172) on Dec. 23, 2009,
represented by Christopher T. Caplinger, Esq., Joseph Patrick
Briggett, Esq., and Stewart F. Peck, Esq., at LUGENBUHL WHEATON
PECK RANKIN & HUBBARD, in New Orleans.  Cupkovic Architecture LLC
serves as the Debtor's architect; and Patrick J. Gros, CPA, as
accountant.  No trustee or examiner has been appointed in the
case. The Company disclosed $52,404,026 in assets and $26,848,596
in liabilities as of the Chapter 11 filing.


MARRIOTT VACATIONS: S&P Assigns Prelim. BB- Corp. Credit Rating
---------------------------------------------------------------
Standard & Poor's Ratings Services assigned its preliminary 'BB-'
corporate credit rating to Marriott Vacations Worldwide Corp.
(MVW). "Marriott International Inc. plans to spin off timeshare
subsidiary MVW by the end of 2011, at which time we will
assign our final ratings. The rating outlook is stable," S&P
stated.

"At the same time, we assigned our preliminary 'B-' preferred
stock rating to subsidiary MVW US Holdings Inc.'s proposed $40
million cumulative and mandatorily redeemable preferred stock
issue. This preliminary issue-level rating is three notches below
the preliminary 'BB-' corporate credit rating for MVW, in
accordance with our issue-level rating notching criteria for
preferred stock," S&P stated.

"The rating reflects MVW's weak business risk profile, which
requires external financing to fund lending to customers in the
company's capital-intensive and competitive timeshare business,"
said Standard & Poor's credit analyst Emil Courtney. "The
structural financing needs of the business to achieve growth
results in our assessment of MVW's business risk profile as weak,
at least until we have the opportunity to observe the company's
growth and financial policies as a stand-alone company for a
reasonable period of time. The rating also reflects our view of
MVW's financial risk profile as 'aggressive'."

"Under our operating assumptions, we believe MVW is likely to
sustain net leverage around the mid-4x area and coverage of around
3x or better, and an adequate overall liquidity profile," added
Mr. Courtney. This is in line with an aggressive financial risk
assessment for MVW, in S&P view.


MOORE SORRENTO: Court Approves Forshey & Prostok as Counsel
-----------------------------------------------------------
Moore Sorrento LLC sought and obtained permission from the U.S.
Bankruptcy Court for the Northern District of Texas to employ
Forshey & Prostok, LLP, as its attorneys, nunc pro tunc to the
Petition Date.

F&P will advise the Debtor (i) of its rights and duties as debtor-
in-possession, (ii) concerning negotiation and documentation of
agreements, debt restructurings and related transactions, (iii)
concerning actions that it might take to collect and to recover
property for its bankruptcy estate, and (iv) in connection with
the formulation, negotiation and promulgation of a plan of
reorganization and related documents.

The Debtor will pay F&P according to the firm's current customary
hourly rates:

          Professional      Fee Range
          ------------      ---------
          Partners          $525
          Associates        $225 - $400
          Of counsel        $275 - $425
          Paralegals        $150 - $175

F&P will also be reimbursed for its actual and necessary expenses.
The Debtor paid F&P a $50,000 retainer for its prepetition
services.  The unused balance of the Retainer will be applied to
postpetition services.

J. Robert Forshey, Esq., a partner at F&P, attests that his firm
is a "disinterested person" as defined in Section 101(14) of the
Bankruptcy Code.

                       About Moore Sorrento

Hurst, Texas-based Moore Sorrento, LLC, owns real property located
in Moore, Oklahoma, commonly known as the Shops at Moore, which
the Company operates as a retail shopping center.  The center's
current 23 tenants offer various goods and services to retail
customers.

Moore Sorrento filed Chapter 11 bankruptcy protection (Bankr. N.D.
Tex. Case No. 11-44651) on Aug. 17, 2011.  J. Robert Forshey,
Esq., and Matthew G. Maben, Esq., at Forshey & Prostok, LLP, in
Fort Worth, Tex., serve as the Debtor's counsel.  In its
schedules, Moore Sorrento disclosed assets of $43,259,900 and
liabilities of $42,262,158 as of the Petition Date.


MT. MORRIS MUTUAL: A.M. Best Cuts Financial Strength Rating to 'B'
------------------------------------------------------------------
A.M. Best Co. has downgraded the financial strength rating (FSR)
to B (Fair) from B++ (Good) and issuer credit rating (ICR) to
"bb+" from "bbb" of Mt. Morris Mutual Insurance Company (Mt.
Morris) (Coloma, WI).  The outlook for the ICR has been revised to
negative from stable, while the outlook for the FSR is stable.

These rating actions follow Mt. Morris' approximate 40% decline in
policyholder surplus as of the second quarter 2011, due to its
significant underwriting losses.  As a result, the company's risk-
adjusted capitalization substantially deteriorated.  The ratings
also recognize the company's elevated underwriting and investment
leverage, limited product diversification and geographic
concentration of risks in Wisconsin, which exposes Mt. Morris to
competitive market conditions, as well as frequent and severe
weather-related events.

Offsetting these negative rating factors are Mt. Morris' generally
positive operating performance over the last five years and local
market knowledge.


NALIKA INC: Voluntary Chapter 11 Case Summary
---------------------------------------------
Debtor: Nalika, Inc.
        dba Dry Clean Super Center
        616 Roanoke Dr.
        Allen, TX 75013

Bankruptcy Case No.: 11-43038

Chapter 11 Petition Date: October 3, 2011

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

Debtor's Counsel: Arthur I. Ungerman, Esq.
                  8140 Walnut Hill Lane, Suite 301
                  Dallas, TX 75231
                  Tel: (972) 239-9055
                  Fax: (972) 239-9886
                  E-mail: arthur@arthurungerman.com

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

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

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

The petition was signed by Pankerj Pragji, general partner.


NEW HOLLAND: Files for Bankruptcy; Must File Plan By January 2012
-----------------------------------------------------------------
The Associated Press reports that New Holland Dairy has filed for
Chapter 11 bankruptcy reorganization after acquiring at least
$6 million in debt.

According to the report, the Company must devise a recovery plan
by the end of January to satisfy Bank of America.  The dairy is
continuing to operate in the meantime.

Daniel Skekloff, Esq., of Fort Wayne says the dairy was forced
into bankruptcy by a drop in milk and real estate prices in 2009.
He says high feed costs and other issues two years ago forced
dairy farms across the country out of business and prompted the
U.S. Department of Agriculture to provide emergency aid.

New Holland Dairy operates 1,200 cow dairy facilities in
northeastern Indiana.  The Company has about $6 million in annual
milk sales and 15 employees.

Bluffton, Indiana-based New Holland Dairy LLC filed for bankruptcy
(Bankr. N.D. Ind. Case No. 11-13644) on Sept. 27, 2011.  Judge
Robert E. Grant presides over the case.  Lawyers at Skekloff,
Adelsperger & Kleven, LLP, serve as counsel to the Debtor.  In its
petition, New Holland Dairy estimated $1 million to $10 million in
assets and debts.

Affiliate New Holland Dairy Leasing LLC filed a separate petition
(Bankr. N.D. Ind. Case No. 11-13651) on the same day, also
estimating $1 million to $10 million in assets and debts.


NEW JERSEY MOTORSPORTS: Emerges From Chapter 11 Protection
----------------------------------------------------------
Roadracing World Publishing Inc. reports that New Jersey
Motorsports Park officially emerged from Chapter 11 bankruptcy
protection, just a few months after announcing its reorganization
plan.  The plan moved quickly from the start, which included a
formal announcement on March 7, 2011.

According to the report, the confirmed plan included restructuring
of debt and company equity, including an investment of $2,100,000
from NEI, LLC, the new majority and managing ownership group
headed by Lee Brahin and Richard J. Valentine, and the payment and
restructuring of all unsecured debts.

The report says, with the reorganization now complete, NJMP has
now turned its attention towards preparing promotions for an
exciting 2012 racing season, future capital development and new
business opportunities.

"While the Chapter 11 filing occupied a lot of our time over the
last few months, we're proud that we were able to restructure the
organization without any interruption to on- or off-track
activities this season," said Brad Scott, general manager of New
Jersey Motorsports Park.  "Interest in NJMP remains high. The
quantity of tickets sold were up year-over-year for several of our
major events, track rentals have been solid and interest in using
NJMP as the host site for non-motorsports activities continues to
be a hot topic for us.

"We'd like to thank our customers, members, sponsors, track
renters, vendors, community partners and staff for their patience
and support.  Collectively, NJMP is in a better position today to
build towards the future, and as we grow we look forward to
including all of our stakeholders in our exciting future plans."

The report says NJMP is actively working to solidify its 2012
calendar of events, including major spectator events, club races
and track days, karting competitions and other motorsports
activities while exploring a number of community events such as
concerts, festivals, social activities and catering.  The complete
2012 schedule of major events is anticipated to be released later
this fall.

                   About New Jersey Motorsports

Millville, New Jersey-based New Jersey Motorsports Park, LLC,
filed for Chapter 11 bankruptcy protection (Bankr. D. N.J. Case
No. 11-16752) on March 7, 2011.  Nella M. Bloom, Esq., at Cohen
Seglias Pallas Greenhall & Furman, PC, serves as the Debtor's
bankruptcy counsel.  The Debtor estimated its assets at $100,001
to $500,000 and debts at $10 million to $50 million.

Affiliates New Jersey Motorsports Park Operating Company, LLC
(Bankr. D. N.J. Case No. 11-16772), New Jersey Motorsports Park
Development Association (Bankr. D. N.J. Case No. 11-16776), and
New Jersey Motorsports Park Urban Renewal, LLC (Bankr. D. N.J.
Case No. 11-16778) filed separate Chapter 11 petitions on
March 7, 2011.

In July 2011, Judge Judith Wizmur cleared the Debtor's
reorganization plan.  NEI Motorsports LLC acquired the facility
for $22.5 million at a Court-supervised auction.


NEW LEAF: Recasts $606,381 in Existing Secured Loans
----------------------------------------------------
New Leaf Brands, Inc., on Aug. 24, 2011, recast $606,381 in
existing secured loans with 6 parties in exchange for 10% Secured
Convertible Subordinated Notes which Notes were coupled with
common stock.  Each Secured Note is collateralized by all of the
Company's assets and is convertible into common stock at a
conversion price of $0.05 per share.  Additionally, those lenders
were granted an additional 5 shares of the Company's common stock
for each $1.00 of interest and principal due them.

On Sept 13-16, 2011, the Company completed a private placement in
which it raised aggregate gross proceeds of $250,000 from 2
investors and recast an existing unsecured loan from one investor.
The Company issued to these investors the same 10% Secured
Convertible Subordinated Notes the Company had issued to the
lenders.  Additionally, those investors received an additional 5
shares of the Company's common stock for each $1.00 invested.

                       About New Leaf Brands

Scottsdale, Ariz.-based New Leaf Brands, Inc. develops, markets
and distributes healthy and functional ready-to-drink teas under
the New Leaf(R) brand.

The Company reported a net loss of $9.13 million on $4.25 million
of net sales for the year ended Dec. 31, 2010, compared with a net
loss of $10.93 million on $3.45 million of net sales for the same
period during the prior year.

As reported by the TCR on June 2, 2011, Mayer Hoffman McCann P.C.,
in Phoenix, Arizona, expressed substantial doubt about the
Company's ability to continue as a going concern.  The independent
auditors noted that the Company has suffered recurring losses from
operations, has a working capital deficiency, was not in
compliance with certain financial covenants related to debt
agreements, and has a significant amount of debt maturing in 2010.
Mayer Hoffman issued negative going concern qualifications
following the release of the 2009 and 2010 results.


NEXTMART INC: AuKeSaSi Beijing Acquires 100% of BGCC
----------------------------------------------------
NextMart Inc., on July 20, 2011, entered into an acquisition
transaction wherein its subsidiary AuKeSaSi (Beijing) Art Market
Consulting Company acquired 100% of Beijing Gaolaiqi Culture
Communications Co. Ltd. which has RMB 3 million in registered
capital in exchange for 368,941,292 shares of the Company at a
price of US$0.00125 per share.  BGCC was 52% held by Ms. Zhu Yun
and 48% held by Liaoning Chengde Trading Co. Ltd.  Of the
368,941,292 Company shares, 191,849,472 will be transferred to Ms.
Zhu Yun and 177,091,820 will be transferred to LCT totaling 100%
of BGCC and its registered capital.  The Company assumed the
control of BGCC and its capital immediately upon the transaction.

                        About NextMart Inc.

Beijing, PRC-based NextMart, Inc., was originally incorporated
under the laws of Minnesota in 1972 and was previously known as SE
Global Equity.  In May 2007, the Company reincorporated into the
State of Delaware and changed its name to NextMart, Inc.
NextMart's planned business operations for 2011 will consist of 1)
the sale of marketing solutions through art events and art media
marketing channels, and 2) the design and marketing of art-themed
products lines for existing luxury and high-end goods and
services, and art themed real estate developments.

The Company's balance sheet at June 30, 2011, showed $1.39 million
in total assets, $3.16 million in total liabilities, and a
$1.77 million total stockholders' deficit.

As reported in the Troubled Company Reporter on Jan. 19, 2011,
Bernstein & Pinchuk LLP, in New York, expressed substantial doubt
about NextMart, Inc.'s ability to continue as a going concern,
following the Company's results for the fiscal year ended
Sept. 30, 2010.  The independent auditors noted that the Company
has incurred significant losses from operations for the two years
ended Sept. 30, 2010, and has a working capital deficiency.

                        Bankruptcy Warning

The Company said it cannot provide assurances that it will be
successful in its efforts to enhance its liquidity.  If the
Company is unable to raise sufficient funds to meet its cash
requirements, it may be required to curtail, suspend, or
discontinue its current or proposed operations.  The Company's
inability to raise additional funds may forced the Company to
restructure, file for bankruptcy, sell assets or cease operations,
any of which could adversely impact its business and business
strategy, and the value of its capital stock.  Due to the current
price of the Company's common stock, any common stock based
financing will create significant dilution to the then existing
stockholders.  In addition, in order to conserve capital and to
provide incentives for the Company's employees and service
providers, it is conceivable that the Company may issue stock for
services in the future which also may create significant dilution
to existing stockholders.


NORTHCORE TECHNOLOGIES: Renews Contract of Enterprise Client
------------------------------------------------------------
Northcore Technologies Inc. announced the contract renewal of a
strategic client.

The client is an industry leader in food and beverage production
and distribution and has been a long term user of the Northcore
asset management toolset.

Northcore provides a comprehensive platform for the management of
capital equipment assets through the entire lifecycle, from
sourcing through to tracking and ultimately disposition.  The
products are proven, effective and in use by some of the world?s
most successful corporations.

"We are gratified by this latest contract renewal and the
corresponding vote of confidence from one of our key clients,"
said Amit Monga, CEO of Northcore Technologies.  "We believe that
this demonstrates the strength of our partner relationships and
the real benefits of our Asset Management platform."

Companies interested in effective asset management solutions
should contact Northcore at 416-640-0400 or 1-888-287-7467,
extension 395 or via e-mail at Sales@northcore.com

                          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.


OKLAHOMA FARM: A.M. Best Cuts Financial Strength Rating to 'B-'
---------------------------------------------------------------
A.M. Best Co. has downgraded the financial strength rating to B-
(Fair) from B (Fair) and issuer credit ratings to "bb-" from "bb"
of Oklahoma Farm Bureau Group (Oklahoma Farm Bureau) and its
members, Oklahoma Farm Bureau Mutual Insurance Company and
AgSecurity Insurance Company (all domiciled in Oklahoma City, OK).
The outlook for all ratings is negative.

The rating downgrades reflect Oklahoma Farm Bureau's declining
surplus trend as a result of its poor underwriting performance,
which has continued into 2011.  Oklahoma Farm Bureau has
experienced significant underwriting losses over the past five
years, with a five-year average combined ratio that is
significantly worse than its personal lines composite.  Although
the company has increased rates, reduced exposure and implemented
loss control initiatives, frequent and severe catastrophe events
have resulted in continued underwriting losses.

In addition, Oklahoma Farm Bureau bolstered its surplus through an
approximate $25 million surplus note in 2010; however, severe
storms early in the third quarter of 2010 and the second quarter
of 2011 eroded much of this capital.

Oklahoma Farm Bureau continues to improve its risk management
strategies.  In addition, the company maintains a favorable
expense structure and benefits from its affiliation with The
Oklahoma Farm Bureau Federation.


OPEN RANGE: Files for Chapter 11 to Sell or Liquidate
-----------------------------------------------------
Open Range Communications Inc., a provider of wireless broadband
services to 26,000 rural customers in 12 states, filed a Chapter
11 petition Oct. 6 (Bankr. D. Del. Case No. 11-13188), saying it
would either sell the business or shut down and liquidate.

Open Range disclosed assets of $114 million and liabilities
of $110 million as of Sept. 30, 2011.  Secured debt includes
$74 million owing to the U.S. Agriculture Department's Rural
Utilities Services.  Unsecured claims are $36 million.

The business has been funded partly with $41 million in equity
contributions from One Equity Partners LLC.

Open Range, based in Greenwood Village, Colorado, blamed financial
problems on substandard equipment provided by a vendor and
difficulties in maintaining licenses for wireless spectrum
required for the system.

GlobalStar Licensee LLC provided the licensed spectrum that Open
Range intended to use to reach up to 50 million people.

Chris Edwards, CFO, said in a court filing that by June 30, 2010,
the Debtor was in 36 markets and passed 220,000 households.  But,
according to Mr. Edwards, the momentum was substantially adversely
affected by difficulties GlobalStar was having retaining the
spectrum which the company was using for its services.

The Company, Mr. Edwards added, experienced problems in network
quality which further slowed down progress compared to its
original plans.  The wireless network the Company uses was built
and maintained under turn-key arrangement with Alvarion.  But the
system performance contracted from Alvarion was never achieved.

The Company had revenue of $1.74 million and a loss from
operations of $50.3 million in fiscal year ended Dec. 31, 2010.

Open Range said it filed for bankruptcy to utilize the benefits of
the automatic stay and other Bankruptcy Code protections to
effectuate either (i) an 11 U.S.C. Sec. 363 sale of substantially
all of its assets as a going concern or sales for select assets,
or (ii) a wind-down of its business through a liquidation in
Chapter 11.

During the first 30 days of the Chapter 11 case, the Company will
market its assets to determine whether there are any potential
bidders for the sale.  If the sale process is unsuccessful, the
Company will immediately shut down its network and begin a wind-
down of its operations.  The Company estimates that it will take
three months to complete a wind-down.

The Company selected Cole, Schotz, Meisel, Forman & Leonard, P.A.,
as its bankruptcy counsel.  The Company tapped FTI Consulting Inc.
to provide certain employees for financial crisis, turnaround and
related management services including Michael E. Katzenstein to
serve as the Company's chief restructuring officer, and
Christopher R. LeWand as the Company's associated chief
restructuring officer.  In addition, the Company selected Logan &
Company Inc. as claims, noticing, and balloting agent.

According to Greg Avery at Denver Business Journal, one before the
bankruptcy filing, the Company laid off 126 of its 174 employees.
Founder and CEO Bill Beans also resigned on Oct. 5.

The Business Journal relates that in April, the U.S. Agriculture
Department's Rural Utilities Services and One Equity Partners
restructured their funding commitments to Open Range, reducing the
RUS loan amount 32%, to $180 million, and the OEP agreeing to a
$40 million investment.  That was shortly after Open Range had
reached an agreement with Light Squared, a Reston, Va.-based
broadband spectrum wholesaler, to use LightSquared's frequencies
to carry Open Range's broadband service, says Mr. Avery.

The Business Journal also relates that RUS on Oct. 4 asked Open
Range to pay back $19.6 million that the government agency said
had been "improperly forwarded" to the company, said Mr. Avery
citing papers filed with the Court.

Open Range started its WiMax broadband and voice service in late
2009, backed by a $267 million loan from RUS and $100 million
invested by OEP, a financing arm of JPMorgan Chase & Co.

Dow Jones' DBR Small Cap reports that Open Range, which was slated
to partner with wireless company LightSquared to provide broadband
Internet service to rural areas, sought Chapter 11 protection
after its government loan funding was cut off.


OPEN RANGE: Case Summary & 30 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: Open Range Communications Inc.
        6430 S. Fiddlers Green Circle, Suite 500
        Greenwood Village, CO 80111

Bankruptcy Case No.: 11-13188

Chapter 11 Petition Date: October 6, 2011

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

Judge: Kevin J. Carey

Debtor's Counsel: Marion M. Quirk, Esq.
                  COLE, SCHOTZ, MEISEL, FORMAN & LEONARD
                  500 Delaware Avenue, Suite 1410
                  Wilmington, DE 19801
                  Tel: (302) 652-3131
                  Fax: (302) 652-3117
                  E-mail: bankruptcy@coleschotz.com

Debtor's
Claims Agent:     LOGAN & CO.

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

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

The petition was signed by Chris Edwards, chief financial officer.

Debtor's List of Its 30 Largest Unsecured Creditors:

        Entity                     Nature of Claim    Claim Amount
        ------                     ---------------    ------------
Adesta, LLC                        Trade Payable        $7,574,352
1200 Landmark Center, Suite 1300
Omaha, NE 68102

Velocitel, Inc.                    Trade Payable        $5,590,037
2000 Regency Parkway, Suite 135
Cary, NC 27518

One Equity Partners JPM Chase OEP  Management Fee       $2,787,810
320 Park Avenue, 18th Floor
New York, NY 10022

Alvarion Inc.                      Trade Payable        $1,960,150
2495 Leghorn Streey
Mountain View, CA 94043

Black Dot Wireless, LLC            Trade Payable          $742,316
320 Commerce, Suite 200
Irvine, CA 92602

Globalstar                         Trade Payable          $735,827
4170 Ashford Dunwoody Road, Suite 250
Atlanta, GA 30319

Cloud 10 Corporation               Trade Payable          $649,860
6786 S. Revere Parkway, Suite 100
Centennial, CO 80112

Communications Test Design, Inc.   Trade Payable          $633,898
1373 Enterprise Drive
West Chester, PA 19380

Rt & Sons LLC                      Trade Payable          $441,003
100 2nd Street E.
Whitefish, MT 59937

Aerios Direct Inc.                 Services               $417,764
720 Corporate Circle, Suite D
Golden, CO 80401

Level 3 Communications LLC         Services               $393,549
1025 Eldorado Boulevard
Broomfield, CO 80021

Drinker Biddle & Reath LLP         Legal Services         $370,490
1500 K. Street, N.W., Suite 1100
Washington, D.C. 20005-1209

Netlink Software Group America     Services               $347,143
Inc.
1701 E. Woodfield Road, Suite 430
Schaumberg, IL 60173

AT&T                               Services               $344,536
AT&T Mobility
12555 Cingular Way, Suite 1200
Alpharetta, GA 30004

Latham & Watkins LLP               Legal Services         $335,000
885 Third Avenue
New York, NY 10022-4834

CallComm Construction, Inc./AirTel Trade Payable          $294,543
5721 Logan Street
Denver, CO 80216

Statera Inc.                       Services               $280,040
6501 E. Belleview Avenue, Suite 300
Englewood, CO 80111

BCI Communications Inc.            Trade Payable          $260,462
18-01 Pollitt Drive
Fair Law, NJ 07410

Frontera Consulting LLC            Services               $251,849
120 Riverside Boulevard, Suite 14T
New York, NY 10069

Aviat US Inc.                      Services               $195,069

Alianza Global Communication       Services               $185,431
Service

SiteMaster, Inc.                   Trade Payable          $175,061

Zayo Bandwidth, LLC                Services               $161,040

PVSL Solutions Inc.                Services               $128,515

American Tower                     Lease Obligation       $124,313

CCGS Holdings LLC                  Lease Obligation       $115,196

SBA Structures, Inc.               Lease Obligation       $112,623

Pinpoint Staffing, LLC             Services               $103,764

Kentucky Data Link, Inc.           Services                $96,684

Nexgen Wireless Inc.               Services                $96,382


OPTIMUMBANK HOLDINGS: Issuance of 37.5MM Common Shares Approved
---------------------------------------------------------------
OptimumBank Holdings, Inc., on Sept. 28, 2011, held a special
meeting of shareholders.  At the Special Meeting, the
shareholders:

   (1) voted to approve the issuance of up to 37,500,000 shares of
       the Company's common stock in a proposed private placement;

   (2) voted to approve an amendment to the Company's articles of
       incorporation to increase the authorized shares of common
       stock from 1,500,000 shares to 50,000,000 shares; and

   (3) voted to adjourn the Special Meeting, if necessary.

On Sept. 29, 2011, the Company filed with the Secretary of State
of Florida an Amendment to its Articles of Incorporation
increasing the number of authorized shares of common stock from
1,500,000 shares to 50,000,000 shares.  A copy of the Amendment is
available for free at http://is.gd/SyDkYn

                    About OptimumBank Holdings

Fort Lauderdale, Fla.-based OptimumBank Holdings, Inc. is a
is a one-bank holding company and owns 100% of OptimumBank, a
state (Florida)-chartered commercial bank.  The Bank offers a
variety of community banking services to individual and corporate
customers through its three banking offices located in Broward
County, Florida.  The Bank's wholly-owned subsidiaries are OB Real
Estate Management, LLC, OB Real Estate Holdings, LLC, OB Real
Estate Holdings 1503, LLC, and OB Real Estate Holdings 1695, LLC,
all of which were formed in 2009.  OB Real Estate Management, LLC,
is primarily engaged in managing foreclosed real estate.  OB Real
Estate Holdings, LLC, OB Real Estate Holdings 1503, LLC, and OB
Real Estate Holdings 1695, LLC, hold and dispose of foreclosed
real estate.

OptimumBank is currently operating under a Consent Order issued by
the Federal Deposit Insurance Corporation ("FDIC") and the State
of Florida Office of Financial ("OFR"), effective as of April 16,
2010.  As of Sept. 30, 2010, the Bank was considered
"undercapitalized" under these FDIC requirements.  As an
"undercapitalized" institution, the Bank is subject to
restrictions on capital distributions, payment of management fees,
asset growth and the acceptance, renewal or rollover of brokered
and high-rate deposits.  In addition, the Bank must obtain prior
approval of the FDIC prior to acquiring any interest in any
company or insured depository institution, establishing or
acquiring any additional branch office, or engaging in any new
line of business.

"The Bank [OptimumBank] has experienced recent and continuing
increases in nonperforming assets, declining net interest margin,
increases in provisions for loan losses, continuing high levels of
noninterest expenses related to the credit problems, and eroding
regulatory capital which raise substantial doubt about the Bank's
ability to continue as a going concern," the Company said in its
Form 10-Q for the quarter ended Sept. 30, 2010.

The Company's balance sheet at June 30, 2011, showed
$176.15 million in total assets, $177.32 million in total
liabilities, and a $1.16 million total stockholders' deficit.

The Company reported a net loss of $8.45 million on $8.78 million
of total interest income for the year ended Dec. 31, 2010,
compared with a net loss of $11.48 million on $14.00 million of
total interest income during the prior year.

The Company's continuing high levels of nonperforming assets,
declining net interest margin, continuing high levels of
noninterest expenses related to the credit problems, and eroding
regulatory capital raise substantial doubt about the Company's
ability to continue as a going concern.

Moreover, as reported by the TCR on April 20, 2011, Hacker,
Johnson & Smith PA, in Fort Lauderdale, Florida, noted that the
Company's operating and capital requirements, along with recurring
losses raise substantial doubt about its ability to continue as a
going concern.


ORAGENICS INC: Committee Awards Options to Buy 195,700 Shares
-------------------------------------------------------------
The Compensation Committee of Oragenics, Inc.'s Board of
Directors, which administers the Company's Amended and Restated
2002 Stock Option and Incentive Plan, awarded options to acquire
an aggregate of 195,700 shares of common stock to employees of the
Company including the Company's President and Chief Executive
Officer, Dr. John Bonfiglio and the Company's Chief Financial
Officer, Mr. Brian Bohunicky.  The Compensation Committee awards
under the Plan were made consistent with the Compensation
Committee's objective to continue to retain and motivate Company
employees.

The awards included grants to (i) Dr. Bonfiglio of options to
acquire 39,200 shares of Company common stock and (ii) Mr.
Bohunicky, of options to acquire and aggregate of 28,000 shares of
Company common stock.  These option awards each have exercise
prices of $1.50 per share, which was the closing price on the date
the Compensation Committee granted the options.  The options
awarded to Dr. Bonfiglio and Mr. Bohunicky time vest in equal
amount on an annual basis over three years, subject to earlier
vesting upon a change in control of the Company.  The awards made
to the other employees also have an exercise price of $1.50 some
of which are time vested and some of which consist of both time
vested awards and awards in which, the vesting is tied to certain
designated performance milestones.

These option awards were made pursuant to individual award
agreements substantially similar to the form of Stock Option
Agreement attached as an exhibit to the Company's Plan which has
been previously filed with the SEC.

                        About Oragenics Inc.

Tampa, Fla.-based Oragenics, Inc. -- http://www.oragenics.com/--
is a biopharmaceutical company focused primarily on oral health
products and novel antibiotics.  Within oral health, Oragenics is
developing its pharmaceutical product candidate, SMaRT Replacement
Therapy, and also commercializing its oral probiotic product,
ProBiora3.  Within antibiotics, Oragenics is developing a
pharmaceutical candidate, MU1140-S and intends to use its
patented, novel organic chemistry platform to create additional
antibiotics for therapeutic use.

The Company's balance sheet at June 30, 2011, showed $1.3 million
in total assets, $6.3 million in total liabilities, and a
stockholders' deficit of $5.0 million.

As reported in the TCR on April 5, 2011, Kirkland, Russ, Murphy &
Tapp, P.A., in Clearwater, Fla., expressed substantial doubt about
Oragenics' ability to continue as a going concern, following the
Company 2010 results.  The independent auditors noted that the
Company has incurred recurring operating losses, negative
operating cash flows and has an accumulated deficit.


OTERO COUNTY: Court Approves John D. Wheeler as Bankruptcy Counsel
------------------------------------------------------------------
The U.S. Bankruptcy Court for the District of New Mexico
authorized Otero County Hospital Association, Inc., to employ John
D. Wheeler & Associates, PC as counsel.

As reported in the Troubled Company Reporter on Sept. 7, 2011, the
firm's professionals and their hourly rates are:

         Partner               $200
         Of Counsel            $200
         Associates            $175
         Paraprofessionals      $75

The Court also authorized the Debtor to pay 75% of invoiced fees,
100% of reimbursable costs, and 100% of applicable gross receipts
tax on fees and taxes that are paid to JDWA on a monthly basis,
upon receipt of JDWA's billing statements prior to the Court's
ultimate approval of JDWA's compensation.  The payments are to be
made first, from a prepetition retainer held in JDWA's trust
account, if any, and when the retainer is fully expended,
thereafter from other funds of the estate.  The Debtor may pay
JDWA interim compensation at its standard hourly rates.

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

                   About Otero County Hospital

Otero County Hospital Association Inc. filed for Chapter 11
protection (Bankr. D. N.M. Case No. 11-13686) in Albuquerque, New
Mexico, on Aug. 16, 2011.  The Alamogordo, New Mexico-based
nonprofit developed and operates the Gerald Champion Regional
Medical Center.  GCRMC serves a total population of approximately
70,000 people.  The Debtor disclosed $124,186,104 in assets and
$40,506,759 in liabilities as of the Chapter 11 filing.

Otero County Hospital Association also does business as Mountain
View Catering.

Judge Robert H. Jacobvitz presides over the case. Craig H. Averch,
Esq., and Roberto J. Kampfner, Esq., at White & Case, LLP, in Los
Angeles; and John D. Wheeler, Esq., at John D. Wheeler &
Associates, PC, in Alamogordo, New Mexico, serve as bankruptcy
counsel.  Kurtzman Carson Consultants, LLC, serves as claims
agent.

Alice Nystel Page, United States Trustee for Region 20 appointed
five unsecured creditors to serve on the Official Committee of
Unsecured Creditors of the Debtor.


OTERO COUNTY: Bankruptcy Court OKs White & Case as Lead Counsel
---------------------------------------------------------------
The U.S. Bankruptcy Court for the District of New Mexico
authorized Otero County Hospital Association, Inc., to employ
White & Case LLP as lead counsel.

As reported in the Troubled Company Reporter on Sept. 6, 2011,
W&C is representing the Debtor in coordination with John D.
Wheeler & Associates, PC, a new Mexico law firm.  As lead counsel,
W&C is expected to, among others:

a. represent and render legal advice to the Debtor regarding all
   aspects of this bankruptcy case, including, without
   limitation, the continued operation of Debtor's businesses,
   meetings of creditors, claims objections, adversary
   proceedings, plan confirmation and all hearings before the
   Bankruptcy Court;

b. take all necessary actions to protect and preserve the Debtor's
   estate, including the prosecution of actions on the Debtor's
   behalf, the defense of any actions commenced against the
   Debtor, the negotiation of disputes in which the Debtor is
   involved, and the preparation of objections to claims filed
   against the Debtor's estate; and

c. provide legal advice with respect to the Debtor's powers and
   duties as debtor in possession in the continued operation of
   its businesses;

The Debtor will pay W&C its customary hourly rates for services
rendered that are in effect at the time the services were
performed.

The Debtor is also authorized to pay 75% of invoiced fees and 100%
of reimbursable costs to W&C on a monthly basis, upon receipt of
W&C's billing statements prior to the Court's ultimate approval of
W&C?s compensation.  The payments are to be made first, from a
pre-petition retainer held in W&C's trust account, if any, and
when the retainer is fully expended, thereafter from other funds
of the estate.  The Debtor may pay W&C interim compensation at its
standard hourly rates.

Craig H. Averch, a partner of W&C assured the Court that W&C is a
"disinterested person" as that term is defined in Section 101(14)
of the Bankruptcy Code.

                   About Otero County Hospital

Otero County Hospital Association Inc. filed for Chapter 11
protection (Bankr. D. N.M. Case No. 11-13686) in Albuquerque, New
Mexico, on Aug. 16, 2011.  The Alamogordo, New Mexico-based
nonprofit developed and operates the Gerald Champion Regional
Medical Center.  GCRMC serves a total population of approximately
70,000 people.  The Debtor disclosed $124,186,104 in assets and
$40,506,759 in liabilities as of the Chapter 11 filing.

Otero County Hospital Association also does business as Mountain
View Catering.

Judge Robert H. Jacobvitz presides over the case. Craig H. Averch,
Esq., and Roberto J. Kampfner, Esq., at White & Case, LLP, in Los
Angeles; and John D. Wheeler, Esq., at John D. Wheeler &
Associates, PC, in Alamogordo, New Mexico, serve as bankruptcy
counsel.  Kurtzman Carson Consultants, LLC, serves as claims
agent.

Alice Nystel Page, United States Trustee for Region 20 appointed
five unsecured creditors to serve on the Official Committee of
Unsecured Creditors of the Debtor.


PARTNERS MUTUAL: A.M. BEST Downgrades FSR to 'C++'
--------------------------------------------------
A.M. Best Co. has downgraded the financial strength rating to C++
(Marginal) from B (Fair) and issuer credit rating to "b" from "bb"
of Partners Mutual Insurance Company (Partners) (Waukesha, WI).
The outlook for both ratings has been revised to negative from
stable.

These rating actions reflect Partners' decline in its risk-
adjusted capitalization as a result of the company reporting a
loss to policyholder surplus of approximately 40% as of the second
quarter of 2011, due to significant weather-related losses.  The
ratings also recognize Partners' trend of deteriorating
underwriting performance, an elevated expense structure and
geographic concentration of risks.

Offsetting these negative rating factors are Partners' long-
standing agency relationships and strategies to improve
underwriting results.


PAT IONADI: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: Pat Ionadi Corporation
          dba Ionadi Corporation
        4615 Butler Street
        Pittsburgh, PA 15201

Bankruptcy Case No.: 11-26204

Chapter 11 Petition Date: October 5, 2011

Court: U.S. Bankruptcy Court
       Western District of Pennsylvania (Pittsburgh)

Debtor's Counsel: Adam S. Barsotti, Esq.
                  BARSOTTI LAW OFFICE
                  8601 Old Perry Highway
                  Pittsburgh, PA 15237
                  Tel: (412) 369-5710
                  Fax: (412) 369-5715
                  E-mail: barsottilaw@aol.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 is
available for free at:
http://bankrupt.com/misc/pawb11-26204.pdf

The petition was signed by Patrick Ionadi, president.


PENINSULA HOSPITAL: Court Names McMurray as Patient Care Ombudsman
------------------------------------------------------------------
The Hon. Elizabeth S. Stong of the U.S. Bankruptcy Court for the
Eastern District of New York appointed Daniel T. McMurray at Focus
Management Group as patient care ombudsman in the bankruptcy case
of Peninsula Hospital Center, at the behest of Tracy Hope Davis,
United States Trustee for Region 2.

The Patient Care Ombudsman will:

   1) monitor the quality of patient care provided to patients of
      the debtor, to the extent necessary under the circumstances,
      including interviewing patients and physicians;

   2) not later than 60 days after the date of appointment, and
      not less frequently than at 60 day intervals thereafter,
      report to the court after notice to the parties in interest,
      at a hearing or in writing, regarding the quality of patient
      care provided to patients of the debtor; and

   3) if such ombudsman determines that the quality of patient
      care provided to patients of the debtor is declining
      significantly or is otherwise being materially compromised,
      file with the court a motion or written report, with notice
      to the parties in interest immediately upon making such
      determination.

Mr. McMurray is a "disinterested person" as defined in Section
101(14) of the Bankruptcy Code.

Mr. McMurray can be reached at:

         Daniel T. McMurray
         Focus Management Group
         5011 W. Lemon Street
         Tampa, Florida 33609
         Tel: (813) 281-0062
         Fax: (813) 281-0063
         E-mail: d.mcmurray@focusmg.com

Wayne S. Dodakian, Vinod Sinha, and Shannon Gerardi filed an
involuntary Chapter 11 bankruptcy protection against Peninsula
Hospital Center in the U.S. Bankruptcy Court for the Eastern
District of New York (Case No. 11-47056) on Aug. 16, 2011.  Judge
Elizabeth S. Stong presides over the case.  Marilyn Cowhey Macron,
Esq., Macron & Cowhey, represents the petitioners.

On the Net: http://www.peninsulahospital.org/


PENN NATIONAL: S&P Raises Rating on Subordinated Debt to 'BB'
-------------------------------------------------------------
Standard & Poor's Ratings Services raised its issue-level ratings
on Wyomissing, Penn.-based Penn National Gaming Inc.'s
subordinated debt to 'BB' (at the same level as the corporate
credit rating) from 'BB-' and removed the ratings from
CreditWatch, where they were placed with developing implications
on June 7, 2011. The recovery rating remains unchanged at '4',
indicating our expectation of average (30% to 50%) recovery for
lenders in the event of a default. "We subsequently withdrew our
issue-level rating on the company's $250 million 6.75% senior
subordinated notes due 2015," S&P related.

Penn National called for redemption of the notes and funded the
redemption with proceeds from its new revolving credit facility.
The CreditWatch listing of the subordinated notes issues reflected
uncertainty over how the company would fund the redemption of the
6.75% senior subordinated notes, which would potentially have
included increasing the size of the term loan B and could
have resulted in a revision of our recovery rating on Penn's
subordinated debt.

Ratings List

Penn National Gaming Inc.
Corporate Credit Rating  BB/Stable/--

Upgraded; Recovery Rating Unchanged
                          To             From
Penn National Gaming Inc.
Subordinated             BB             BB-/Watch Dev
   Recovery Rating        4              4

Ratings Subsequently Withdrawn
                          To             From
Penn National Gaming Inc.
Senior Subordinated nts
  $250 mil nts            NR             BB
   Recovery Rating        NR             4


PHILADELPHIA ORCHESTRA: Nears to Reaching Deal With Labor
---------------------------------------------------------
Peter Dobrin, The Philadelphia Inquirer's classical music critic,
reports that a breakthrough in the Philadelphia Orchestra's
Chapter 11 bankruptcy case could emerge as soon as Wednesday, as
management and labor try to hammer out a deal under the
supervision of Stephen Raslavich, chief judge of U.S. Bankruptcy
Court, Eastern District of Pennsylvania.

According to Mr. Dobrin, if a new contract does not include
continued participation in the national musicians' pension fund,
the fund will begin litigation involving donors and board members.

Sources told the Inquirer that musicians had not received a final
offer from management as of Tuesday.  Judge Raslavich asked the
musicians' union not to discuss a developing deal on wages and
pension with players, who returned from vacation Tuesday for the
start of the orchestra's 2011-12 season.

Judge Raslavich does not have the authority to dictate the terms
of a new contract.  But he has impressed upon both sides that if a
deal was not reached through court-supervised negotiations, a long
stretch of expensive and unpleasant litigation lay ahead.

The report says it was still not clear whether, under the terms of
a contract that may be coming together, the American Federation of
Musicians and Employers' Pension Fund would continue to serve as
the retirement plan for musicians.  If it is not, fund leaders say
they will pursue litigation to recover what they say is between
$23 million and $35 million the fund would be owed as part of a
withdrawal liability.

The report relates that, If the pension fund is cut out, he said,
"we have to mitigate that withdrawal liability, and we'll look to
the endowment to see if there are funds to help mitigate that."

In fact, the pension fund is already far along on its
investigation of the endowment.  In a teleconference with the
court Tuesday, the fund revealed that it had sent letters to 18 to
20 donors, asking whether they spelled out that their donations be
earmarked as restricted to remain in endowment for perpetuity,
says Mr. Dobin.

The report notes attorney Herman "Hank" L. Goldsmith told Judge
Eric L. Frank that the strategy was proving "fruitful."

Mr. Dobrin says one donor who made a $2 million donation,
Goldsmith said, had already responded that he made an
"unrestricted gift, and the [Orchestra Association] kept writing
back to say thank you for your restricted gift."

Mr. Dobrin adds that the orchestra contends that all $120 million
or so of its endowment is restricted by donors' wishes to remain
in the endowment, and is therefore unavailable to creditors as
part of the bankruptcy.  The legal theory under which the pension
fund is operating is that perhaps up to $20 million in endowment
gifts came with no clear instructions for their use and that the
fund, as the largest creditor in the case, is entitled to the
money as part of the bankruptcy process.

The report relates that Anne M. Aaronson, Esq., the association's
bankruptcy attorney, said she learned only Monday that donors were
being contacted.  She expressed concern that they were being
pulled into the case and suggested that this course of action was
"harassment or a vindictive act against the" association.

                  About The Philadelphia Orchestra

The Philadelphia Orchestra -- http://www.philorch.org/-- claims
to be among the world's leading orchestras. Bloomberg News says
the orchestra became the first major U.S. symphony to file for
bankruptcy protection, surprising the music world.

Previous conductors include Fritz Scheel (1900-07), Carl Pohlig
(1907-12), Leopold Stokowski (1912-41), Eugene Ormandy (1936-80),
Riccardo Muti (1980-92), Wolfgang Sawallisch (1993-2003), and
Christoph Eschenbach (2003-08). Charles Dutoit is currently chief
conductor, and Yannick Nezet-Seguin has assumed the title of music
director designate until he takes up the baton as The Philadelphia
Orchestra's next music director in 2012.

The Philadelphia Orchestra Association, The Academy of Music of
Philadelphia, Inc., and Encore Series, Inc., filed separate
Chapter 11 petitions (Bankr. E.D. Pa. Case Nos. 11-13098 to
11-13100) on April 16, 2011. Judge Eric L. Frank presides over
the case. The Philadelphia Orchestra Association is being advised
by Dilworth Paxson LLP, its legal counsel, and Alvarez & Marsal,
its financial advisor. Curley, Hessinger & Johnsrud serves as its
special counsel. Philadelphia Orchestra disclosed $15,950,020 in
assets and $704,033 in liabilities as of the Chapter 11 filing.

Encore Series, Inc., tapped EisnerAmper LLP as accountants and
financial advisors.

Roberta A. DeAngelis, the U.S. Trustee for Region 3, appointed
seven members to the official committee of unsecured creditors in
the Debtors' case. Reed Smith LLP serves as the Committee's
counsel.


PILGRIM'S PRIDE: Manipulated Chicken Prices, Ordered to Pay $26MM
-----------------------------------------------------------------
Dow Jones' Daily Bankruptcy Review reports that a federal judge
ruled Pilgrim's Pride Corp. knowingly tried to manipulate the
price of chicken in 2009 and ordered the company to pay $26
million in damages to dozens of contract poultry growers in
Arkansas.

                       About Pilgrim's Pride

Pilgrim's Pride Corporation -- http://www.pilgrimspride.com/-- is
one of the largest chicken companies in the United States, Mexico
and Puerto Rico.  The Company's fresh chicken retail line is sold
throughout the US, throughout Puerto Rico, and in the northern and
central regions of Mexico.  The Company exports commodity chicken
products to 90 countries.  The Company operates feed mills,
hatcheries, processing plants and distribution centers in 15 U.S.
states, Puerto Rico and Mexico.

Pilgrim's Pride and six of its subsidiaries filed voluntary
petitions for relief under Chapter 11 of the Bankruptcy Code
(Bankr. N.D. Tex. Lead Case No. 08-45664) on Dec. 1, 2008.  The
Company's subsidiaries in Mexico and certain subsidiaries in the
United States were not included in the filing and operated outside
of the Chapter 11 process.

Attorneys at Weil, Gotshal & Manges LLP served as bankruptcy
counsel.  Lazard Freres & Co., LLC, was the Company's investment
bankers.  Kurtzman Carson Consulting LLC served as claims and
notice agent.  Kelly Hart and Brown Rudnick represented the
official equity committee.  Attorneys at Andrews Kurth LLP
represented the official committee of unsecured creditors.

On Dec. 10, 2009, the Bankruptcy Court confirmed the Joint Plan of
Reorganization filed by the Debtors.  The Plan was premised on the
sale of the business to JBS SA.  Under the Plan, creditors are
paid in full.  Existing owners retained 34% of the equity.  The
Company emerged from its Chapter 11 bankruptcy proceedings on Dec.
28, 2009.

                           *     *     *

According to the Troubled Company Reporter on July 5, 2011,
Moody's Investors Service downgraded Pilgrim's Pride's Corporate
Family and Probability of Default ratings to B2 from B1 and senior
unsecured note rating to Caa1 from B3 given the lack of
improvement in chicken prices and its consequent impact on
Pilgrim's Pride's financial performance, including expectations
for modest EBITDA at best for 2011. Moody's concern is somewhat
mitigated by the covenant relief provided by Pilgrim's lenders and
the cash advance of $50 million from JBS USA (a PIK subordinated
loan provided by a sister company). The SGL-3 speculative grade
liquidity rating was affirmed. The outlook is stable.


PITT PENN: Thomas Alexander Gets OK to Withdraw as Special Counsel
------------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware granted
the request of Thomas Alexander & Forrester LLP to withdraw as
special counsel for Pitt Penn Holding Co., Inc. and its Debtor
affiliates, including Industrial Enterprises of America, Inc, the
named plaintiff in certain adversary proceedings.

According to the Troubled Company Reporter on Sept. 28, 2011, the
Court approved Thomas Alexander as special counsel to Debtors and
is to be compensated on both a reduced hourly basis and on a
contingent fee basis on Feb. 16, 2010.

The Debtor required that before Thomas Alexander submit a fee
application to the Court, the Debtor's management had to approve
the fee application.

Steven W. Thomas, Esq., a member of Thomas Alexander, contends
that despite repeated requests, TEAM has not approved Thomas
Alexander's hourly invoices for payments for over three months.

Mr. Thomas relates that the original invoice was provided to
Industrial Enterprises on May 4, 2011.  At Industrial Enterprises'
request, Thomas Alexander submitted a revised invoice on June 22,
2011 and since that date, Thomas Alexander has continued to devote
significant hours to matters involving Industrial Enterprises.

As of August 16, 2011, Thomas Alexander has incurred $408,306 in
unpaid legal fees and expenses, Mr. Thomas notes.  He adds that
Industrial Enterprises continues to withhold payment that is due.

Delaware Rule of Professional Conduct 1 .16(b)(5) allows counsel
to withdraw for a client's failure to substantially fulfill an
obligation to the lawyer regarding the lawyer's services where the
client has been given reasonable warning that the lawyer will
withdraw unless the obligation is fulfilled.

                   About Industrial Enterprises

Pittsburgh, Pennsylvania-based Industrial Enterprises of America,
Inc., f/k/a Advanced Bio/Chem, Inc., filed for Chapter 11
protection (Bankr. D. Del. Case No. 09-11508) on May 1, 2009.
Pitt Penn Holding Co., Inc., and Pitt Penn Oil Co., LLC, each
filed voluntary petitions for Chapter 11 relief (Bankr. D. Del.
Case Nos. 09-11475 and 09-11476) on April 30, 2009.  EMC
Packaging, Inc., filed a voluntary petition for Chapter 11 relief
(Bankr. D. Del. Case No. 09-11524) on May 4, 2009.  Unifide
Industries, LLC, and Today's Way Manufacturing LLC, each filed a
voluntary petition for Chapter 11 relief (Bankr. D. Del. Case Nos.
09-11587 and 09-11586) on May 6, 2009.

PPH, PPO, EMC, Unifide, and Today's Way are each subsidiaries of
IEAM.  The cases are jointly administered under Case No. 09-11475.

Christopher D. Loizides, Esq., at Loizides, P.A., in Wilmington,
Del., represents the Debtors as counsel.  In its petition,
Industrial Enterprises disclosed total assets of $50,476,697 and
total debts of $17,853,997.

Industrial Enterprises originally operated as a holding company
with four wholly owned subsidiaries, PPH, EMC, Unifide, and
Today's Way.  PPH, through its wholly owned subsidiary, PPO, was a
leading manufacturer, marketer and seller of automotive chemicals
and additives.

EMC's original business consisted of converting hydrofluorocarbon
gases R134a and R152a into branded private label refrigerant and
propellant products.  Unifide was a leading marketer and seller of
automotive chemicals and additives.  Today's Way manufactured and
packaged the products which were sold by Unifide.


PITTSBURGH CORNING: Has Until Oct. 10 to Adjust Plan Language
-------------------------------------------------------------
The U.S. Bankruptcy Court for the Western District of Pennsylvania
issued an order regarding the Third Amended Chapter 11 Plan filed
by Pittsburgh Corning Corporation, et al.

In minutes for the hearing held Sept. 20, 2011, the Court ordered
that:

   -- by Sept. 23, the parties will agree to a schedule as to
   Mt. McKinley to meet and confer to resolve the insurance
   neutrality language to satisfy, Mt. McKinley with the proviso
   that if that happens, then Mt. McKinley will have no further
   interest in the case and no further objections to the plan.

   -- by Oct. 10, Reaud will give to the plan proponents language
   that they think will satisfy the non-derivative claims
   definition and parties to meet and confer if they need to in
   order to adjust the plan language;

   -- soon as any agreement is reached the plan proponents are to
   notify all constituents as to additional language changes
   needed to the plan;

   -- the issue of what has been or has not been resolved is set
   for a status conference on Nov. 30; and

   -- 8347 Mt. McKinley Insurance Company's and Everest
   Reinsurance Company's Motion for Limited Reconsideration, to
   alter or amend, and for related relief filed on June 30, is
   continued to Nov. 30 omnibus for status conference.

The parties filed an amended and restated stipulation resolving
Plan objections, submitted in relation to the Debtor's proposed
Plan Amendments dated Sept. 17, 2011, to the Modified Third
Amended Plan of Reorganization.  The stipulation provides for,
among other things:

   1. Century Indemnity Company, Pacific Employers Insurance
   Company and Westchester Fire Insurance Company agree, upon the
   Funding Effective Date, to sign, and make the scheduled
   contributions pursuant to, the PPG Trust Funding Agreement as
   revised by the April 29, 2010 Plan Amendments, the June 8, 2010
   Plan Amendments and the Sept. 17, 2011 Plan Amendments, and
   have been designated as Participating Insurers as set forth in
   the PPG TFA.

   2. The Pre-Stipulation Plan has been amended to include (a)
   Insurance Company of North America, Indemnity Insurance Company
   of North America, and CCI Insurance Company, as their
   successor-in-interest, and Century Indemnity Company, as its
   successor-in-interest, (b) CIGNA Specialty Insurance,
   previously known as California Union Insurance Company, and
   Century Indemnity Company as its successor in interest, (c)
   International Insurance Company and Westchester Fire Insurance
   Company, as its successor-in-interest, (d) Lumbermens, and (e)
   LMI, as Corning Protected Insurers.

   3. Upon the occurrence of the Funding Effective Date, Century
   Indemnity Company agrees to make the payments set forth in the
   Settlement Agreement (Letter Agreement) between Pittsburgh
   Corning Corporation and Century Indemnity Company, as successor
   to Insurance Company of North America and as successor to CIGNA
   Specialty Insurance (formerly known as California Union
   Insurance Company), dated May 9, 2002.

                         The Modified Plan

The Debtor, Pittsburgh Corning Corporation, the official Committee
of Asbestos Creditors, and the Future Claimants' Representative
proposed the Modified Third Amended Plan of Reorganization for the
Debtor, dated Jan. 29, 2009.

The Plan includes injunctions prohibiting actions against certain
parties other than the Debtor.  The Plan also includes transfers
by the Debtor to the Asbestos PI Trust of the Debtor's rights to
receive future insurance proceeds, to the extent owing, under
settlement agreements executed by the Debtor prior to the
Confirmation Date, including the Pre-1981 PCC Settlement
Agreements and the PCC Insurance Settlement Agreements.

A full-text copy of the Modified Third Amended Plan is available
for free at:

http://bankrupt.com/misc/PITTSBURGHCORNING_3rdAplan_modified.pdf

                     About Pittsburgh Corning

Pittsburgh Corning Corporation filed for Chapter 11 bankruptcy
protection (Bankr. W.D. Pa. Case No. 00-22876) on April 16, 2000,
to address numerous claims alleging personal injury from exposure
to asbestos.  At the time of the bankruptcy filing, there were
about 11,800 claims pending against the Company in state court
lawsuits alleging various theories of liability based on exposure
to Pittsburgh Corning's asbestos products and typically requesting
monetary damages in excess of $1 million per claim.

The Hon. Judith K. Fitzgerald presides over the case.  Reed Smith
LLP serves as counsel and Deloitte & Touche LLP as accountants to
the Debtor.

The United States Trustee appointed a Committee of Unsecured Trade
Creditors on April 28, 2000.  The Bankruptcy Court authorized the
retention of Leech, Tishman, Fuscaldo & Lampl, LLC, as counsel to
the Committee of Unsecured Trade Creditors, and Pascarella &
Wiker, LLP, as financial advisor.

The U.S. Trustee also appointed a Committee of Asbestos Creditors
on April 28, 2000.  The Bankruptcy Court authorized the retention
of these professionals by the Committee of Asbestos Creditors: (i)
Caplin & Drysdale, Chartered as Committee Counsel; (ii) Campbell &
Levine as local counsel; (iii) Anderson Kill & Olick, P.C. as
special insurance counsel; (iv) Legal Analysis Systems, Inc., as
Asbestos-Related Bodily Injury Consultant; (v) defunct firm, L.
Tersigni Consulting, P.C. as financial advisor, and (vi) Professor
Elizabeth Warren, as a consultant to Caplin & Drysdale, Chartered.

On Feb. 16, 2001, the Court approved the appointment of Lawrence
Fitzpatrick as the Future Claimants' Representative.  The
Bankruptcy Court authorized the retention of Meyer, Unkovic &
Scott LLP as his counsel, Young Conaway Stargatt & Taylor, LLP as
his special counsel, and Analysis, Research and Planning
Corporation as his claims consultant.

In 2003, a plan of reorganization was agreed to by various
parties-in-interest, but, on Dec. 21, 2006, the Bankruptcy Court
issued an order denying the confirmation of that plan, citing that
the plan was too broad in addressing independent asbestos claims
that were not associated with Pittsburgh Corning.

Corning Inc. and PPG each own 50% of the capital stock of
Pittsburgh Corning.


PORTER DEVELOPMENT: Voluntary Chapter 11 Case Summary
-----------------------------------------------------
Debtor: Porter Development Partners, LLC
        13135 Diary Ashford, Suite 150
        Sugar Land, TX 77478

Bankruptcy Case No.: 11-38543

Chapter 11 Petition Date: October 3, 2011

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

Judge: David R. Jones

Debtor's Counsel: Johnie J. Patterson, Esq.
                  WALKER & PATTERSON, P.C.
                  P.O. Box 61301
                  Houston, TX 77208-1301
                  Tel: (713) 956-5577
                  Fax: (713) 956-5570
                  E-mail: jjp@walkerandpatterson.com

Scheduled Assets: $7,999,992

Scheduled Debts: $2,004,250

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

The petition was signed by Costa Bajjali, vice president and
secretary.


POINT BLANK: Approved to Auction Business on Oct. 27
----------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that on the third attempt, Point Blank Solutions Inc. may
succeed in selling the business. The bankruptcy court in Delaware
approved sale procedures on Oct. 5.

According to the report, bids for the manufacturer of soft body
armor for police and military are due Oct. 26, followed by an
auction on Oct. 27 and a hearing to approve the sale on Oct. 28.
An affiliate of the Gores Group LLC named Barrier Acquisition LLC
is under contract to pay $20 million. Secured lenders can bid
their debt in lieu of cash, although they must provide $750,000 in
cash in addition.

Mr. Rochelle relates that Point Blank -- unable to extricate
itself from Chapter 11 otherwise -- is selling to overcome
opposition from the official equity committee to confirmation of a
reorganization plan.

                        About Point Blank

Headquartered in Pompano Beach, Florida, Point Blank Solutions,
Inc. -- http://www.pointblanksolutionsinc.com/-- designs and
produces body armor systems for the U.S. Military, Government and
law enforcement agencies, as well as select international markets.
The Company maintains facilities in Pompano Beach, Florida, and
Jacksboro, Tennessee.

The Company's former chief executive officer and chief operating
officer were convicted in September 2010 of orchestrating a
$185 million fraud.

Point Blank Solutions, formerly DHB Industries, filed for
Chapter 11 protection (Bankr. D. Del. Case No. 10-11255) on
April 14, 2010.  Laura Davis Jones, Esq., Alan J. Kornfeld, Esq.,
David M. Bertenthal, Esq., and Timothy P. Cairns, Esq., at
Pachulski Stang Ziehl & Jones LLP, serve as bankruptcy counsel to
the Debtor.  Olshan Grundman Frome Rosenweig & Wolosky LLP serves
as corporate counsel.  T. Scott Avila of CRG Partners Group LLC is
the restructuring officer.  Epiq Bankruptcy Solutions serves as
claims and notice agent.

The U.S. Trustee has appointed an Official Committee of Unsecured
Creditors and a separate Official Committee of Equity Security
Holders in the case.  Ian Connor Bifferato, Esq., and Thomas F.
Driscoll III, Esq., at Bifferato LLC; and Carmen H. Lonstein,
Esq., Andrew P.R. McDermott, Esq., and Lawrence P. Vonckx, Esq.,
at Baker & McKenzie LLP, serve as counsel for the Official
Committee of Equity Security Holders.  Robert M. Hirsh, Esq., and
George P. Angelich, Esq., at Arent Fox LLP, serve as counsel to
the Creditors Committee, and Frederick B. Rosner, Esq., and
Brian L. Arban, Esq., at the Rosner Law Group LLC, serve as co
counsel.


PROTECTIVE LIFE: Fitch Affirms 'BB+' Trust Preferred Rating
-----------------------------------------------------------
Fitch Ratings has affirmed Protective Life Corp.'s (NYSE: PL)
Issuer Default Rating (IDR) at 'BBB+' and senior debt ratings at
'BBB'.  Fitch has also affirmed PL's trust preferred ratings at
'BB+' and primary life insurance subsidiaries' Insurer Financial
Strength (IFS) ratings at 'A'.  The Rating Outlook is Stable.

The rating rationale is that PL's reported credit metrics are
consistent with Fitch's expectations.  Over the past year, PL has
continued to report operating profits in line with expectations,
its operating subsidiaries have remained strongly capitalized on a
statutory basis, investment impairments have remained well within
the levels contemplated by the Fitch investment stress test and PL
continues to migrate from reserve-intensive level premium life
insurance products to universal life products with lower reserve
requirements.

Reported risk-adjusted statutory capital rose from yearend 2009 to
2010, but declined modestly in the first half of 2011, which was
expected following the close of PL's coinsurance of a book of life
business from Liberty Life Insurance Company.  Nonetheless,
Protective Life Insurance Company's risk based capital ratio
remains strong on both a reported basis and when subjected to
Fitch's investment stress test.

PL's financial leverage ratio has declined, but remains near the
high end of the rating expectation of 25% - 30%.  Additionally,
Fitch notes that under its Total Financings and Commitments ratio
(TFC), PL demonstrates high (above average) leverage compared to
peers at approximately 1.4 times (x).  This is due mainly to
financings for Regulation XXX reserving.  Fitch generally views
these activities as well managed, and related risks were
previously captured in Fitch's ratings.  Fitch's TFC ratio
captures surplus notes and letters of credit used to finance
Regulation XXX reserves while traditional financial leverage does
not.

Fitch also believes that PL's liquidity position is sound.  The
company has no significant debt maturing until 2013.  Also, PL has
recently indicated its intention to maintain a cash balance of 12
months interest coverage (approximately $70 million) in cash and
liquid assets at the holding company by year-end 2011 and going
forward.

PL has rapidly grown its variable annuity book of business in 2010
and the first half of 2011. While variable annuities sales grew
for the entire industry, PL's growth rate had exceeded the
industry's rate of growth.  Rapid growth can be a concern in
mature product lines because it can signal aggressive pricing or
product design.  Fitch believes PL's variable annuity products
have moderate risk that is mitigated by PL's hedging strategy.

Key concerns include a macroeconomic headwind in the form of low
interest rates, high financial market volatility and the risk of
contagion from the Eurozone debt crisis.  These conditions are
expected to constrain PL's ability to improve earnings over the
near term and could have a material negative effect on the
company's earnings and capital in a severe, albeit unexpected,
scenario.

The key rating triggers that could result in an upgrade include
continued recovery in earnings combined with growth in equity and
surplus (particularly if accomplished through retained earnings).
Ratings could be upgraded if financial leverage remains below 25%
and TFC leverage falls into the 0.8x to 1.0x range. Ratings could
also be positively affected if EBIT-based interest coverage rose
above 9x.

The key rating triggers that could result in a downgrade include
material declines in GAAP (that would drive financial leverage
above 30%) or statutory capital (that would drive reported RBC
below 300%), a downturn or weak growth in earnings, or a material
reinsurance loss.  Ratings could also be pressured if interest
coverage fell below 5x.

Fitch has affirmed the following ratings with a Stable Rating
Outlook:

Protective Life Corporation

  -- IDR at 'BBB+';
  -- $250 million in senior notes due 2013 at 'BBB';
  -- $150 million in senior notes due 2014 at 'BBB';
  -- $150 million in senior notes due 2018 at 'BBB';
  -- $400 million of 7.38% senior notes due 2019 at 'BBB';
  -- $300 million of 8.45% senior notes due 2039 at 'BBB';
  -- $100 million of 8.00% senior retail notes due 2024 at 'BBB';
  -- $103 million trust preferred issued through PLC Capital Trust
     III due 2031 at 'BB+';
  -- $119 million trust preferred issued through PLC Capital IV
     due 2032 at 'BB+';
  -- $103 million trust preferred issued through PLC Capital Trust
     V due 2034 at 'BB+';
  -- $200 million class D junior subordinated notes due 2066 at
     'BB+'.

Protective Life Insurance Company
Protective Life and Annuity Insurance Company
West Coast Life Insurance Company

  -- IFS at 'A'.

Protective Life Secured Trust

  -- Notes at 'A';
  -- Medium-term notes at 'A'.


QUALTEQ INC: Can Employ Fox Rothschild as Co-Counsel
----------------------------------------------------
The Honorable Kevin J. Carey approved the application of QualTeq,
Inc., d/b/a VCT New Jersey, Inc., et al. to employ Fox Rothschild
LLP as their co-counsel, nunc pro tunc the Petition Date.

The Debtor sought to employ Fox Rothschild to provide these
services:

   -- take all necessary actions to protect and preserve the
      Debtors' bankruptcy estates, including the prosecution or
      defense of actions on the Debtors' behalf;

   -- provide legal advice with respect to the Debtors' powers
      and duties as debtors in possession in the continued
      operation of their businesses and management of their
      properties;

   -- negotiate, prepare and pursue confirmation of a plan and
      approval of a disclosure statement; and

   -- assist with any disposition of the Debtors' assets, by sale
      or otherwise.

The Firm will be compensated in accordance with the procedures set
forth in Sections 330 and 331 of the Bankruptcy Code, the
applicable Bankruptcy Rules, the Local Rules and orders of the
Court, and other procedures as have been or may be fixed by Court
order.

                       About QualTeq Inc.

South Plainfield, New Jersey-based QualTeq, Inc., engages in the
design, manufacture, and personalization of plastic cards in the
United States.  The company manufactures magnetic, contact, and
dual interface smart cards.

Qualteq Inc. and 17 affiliated companies filed for Chapter 11
bankruptcy protection (Bankr. D. Del. Lead Case No. 11-12572) on
Aug. 14, 2011.  Eric Michael Sutty, Esq., and Jeffrey M. Schlerf,
Esq., at Fox Rothschild LLP, serve as local counsel to the
Debtors.  K&L Gates LLP is the general bankruptcy counsel.
Scouler & Company is the restructuring advisors.  QualTeq
estimated assets of up to $50 million and debts of up to
$100 million as of the Chapter 11 filing.

Roberta A. DeAngelis, U.S. Trustee for Region 3, appointed four
unsecured creditors to serve on the Official Committee of
Unsecured Creditors of QualTeq, Inc.


QUANTUM FUEL: Repays May 2011 Bridge Notes in Full
--------------------------------------------------
Quantum Fuel Systems Technologies Worldwide, Inc., on Sept. 30,
2011, repaid the entire amount of principal and interest due under
bridge notes that the Company issued in May 2011 in accordance
with the terms of those bridge notes.

                        About Quantum Fuel

Based in Irvine, California, Quantum Fuel Systems Technologies
Worldwide, Inc., is a fully integrated alternative energy company
and considers itself a leader in the development and production of
advanced clean propulsion systems and renewable energy generation
systems and services.

Quantum Fuel and its senior lender, WB QT, LLC, entered into a
Ninth Amendment to Credit Agreement and a Forbearance Agreement on
Jan. 3, 2011.  The Senior Lender agreed to provide the Company
with a $5.0 million non-revolving line of credit, which may be
drawn upon at any time prior to April 30, 2011.  Advances under
the New Line of Credit do not bear interest -- unless an event of
default occurs, in which case the interest rate would be 10% per
annum -- and mature on April 30, 2011.  The Senior Lender also
agreed to forbear from accelerating the maturity date for any
portion of the Senior Debt Amount and from exercising any of its
rights and remedies with respect to the Senior Debt Amount until
April 30, 2011.

The Company's balance sheet at July 31, 2011, showed
$74.15 million in total assets, $31.62 million in total
liabilities, and $42.53 million total stockholders' equity.

The Company reported a net loss attributable to stockholders of
$11.03 million on $20.27 million of total revenue for the year
ended Apri1 30, 2011, compared with a net loss attributable to
stockholders of $46.29 million on $9.60 million of total revenue
during the prior year.

Ernst & Young LLP, in Orange County, California, noted that
Quantum Fuel's recurring losses and negative cash flows combined
with the Company's existing sources of liquidity and other
conditions raise substantial doubt about the Company's ability to
continue as a going concern.

                      Possible Bankruptcy

The Company anticipates that it will need to raise a significant
amount of debt or equity capital in the near future in order to
repay certain obligations owed to the Company's senior secured
lender when they mature.  As of June 15, 2011, the total amount
owing to the Company's senior secured lender was approximately
$15.5 million, which includes approximately $12.5 million of
principal and interest due under three convertible promissory
notes that are scheduled to mature on Aug. 31, 2011, and a $3.0
million term note that is potentially payable in cash upon demand
beginning on Aug. 1, 2011, if the Company's stock is below $10.00
at the time demand for payment is made.  If the Company is unable
to raise sufficient capital to repay these obligations at maturity
and the Company is otherwise unable to extend the maturity dates
or refinance these obligations, the Company would be in default.
The Company said it cannot provide any assurances that it will be
able to raise the necessary amount of capital to repay these
obligations or that it will be able to extend the maturity dates
or otherwise refinance these obligations.  Upon a default, the
Company's senior secured lender would have the right to exercise
its rights and remedies to collect, which would include
foreclosing on the Company's assets.  Accordingly, a default would
have a material adverse effect on the Company's business and, if
the Company's senior secured lender exercises its rights and
remedies, the Company would likely be forced to seek bankruptcy
protection.


QUANTUM FUEL: Sells $1.95 million of 10% Convertible Notes
----------------------------------------------------------
Quantum Fuel Systems Technologies Worldwide, Inc., on Sept. 29,
2011, entered into Subscription Agreements with certain
"accredited investors" for the purchase and sale of 10%
convertible promissory notes.  The Company received gross proceeds
of approximately $1.95 million, which will be used for general
working capital purposes and repayment of debt.  As additional
consideration, the Investors received warrants to purchase up to
550,703 shares of the Company's common stock.

The holders of the Convertible Notes have the right at any time
and from time to time to convert all or part of the outstanding
principal amount into shares of the Company's common stock at a
conversion price of $2.124 per share.  The Convertible Notes
mature on the earlier of (i) the first anniversary of the closing
date and (ii) the date the Company issues any securities in an
offering registered under the Securities Act with the United
States Securities and Exchange Commission; provided, however, in
the event that the net proceeds received by the Company from such
registered offering are insufficient to repay the sum of (A) all
of the principal and interest due to the Company's senior secured
lender and (B) the amount owed under the Convertible Notes due to
the fact that the Company did not have a sufficient number of
shares of common stock available for issuance in such registered
offering, then the Company shall use its best efforts to obtain
stockholder approval for an increase of its authorized shares of
common stock and the Maturity Date will be the earlier of (i) one
year following the date of issuance of the Convertible Notes and
(ii) ninety days following the closing of the registered offering.

The exercise price for the Investor Warrants is $2.60 per share.
The Investor Warrants are not exercisable for six months and
permit cashless exercise unless the resale of the shares
underlying the Investor Warrants has been registered under the
Securities Act, in which case, they must be exercised for cash.
In the event that the Company at any time prior to the first
anniversary date of the issuance of the Investor Warrant issues
any shares of its common stock or rights, warrants, options or
other securities or debt convertible, exercisable or exchangable
for shares of the Company's common stock at a price per share that
is less than the exercise price for the Investor Warrants then in
effect, the exercise price for the Investor Warrant will be
adjusted to that lower price.

The Company and Investors also entered into a Registration Rights
Agreement pursuant to which the Company agreed to file a
registration statement within 30 calendar days of the final
closing to register the resale of the shares of common stock
issuable upon conversion of the Convertible Notes and exercise of
the Investor Warrants.  The Company also agreed to use its best
efforts to cause the registration statement to be declared
effective within 60 days of the Required Filing Date.

The Company paid its placement agent a cash fee of $233,955 for
its services as placement agent in the offering.

The Convertible Notes, Investor Warrants, and shares of common
stock issuable upon conversion of the Convertible Notes and
exercise of the Investor Warrants have not been registered under
the Securities Act, and may not be offered or sold in the United
States absent registration or an applicable exemption from
registration requirements under the Securities Act or any
applicable state securities laws.

As a result of the transaction, the anti-dilution provision
contained in warrants issued by the Company on Oct. 27, 2006, was
triggered.  The exercise price for the October 2006 Warrants was
reset from $2.92 to $2.124 and the number of shares subject to the
October 2006 Warrants was increased from 968,992 to 1,332,135.

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

                       http://is.gd/fs0KYO

                       About Quantum Fuel

Based in Irvine, California, Quantum Fuel Systems Technologies
Worldwide, Inc., is a fully integrated alternative energy company
and considers itself a leader in the development and production of
advanced clean propulsion systems and renewable energy generation
systems and services.

Quantum Fuel and its senior lender, WB QT, LLC, entered into a
Ninth Amendment to Credit Agreement and a Forbearance Agreement on
Jan. 3, 2011.  The Senior Lender agreed to provide the Company
with a $5.0 million non-revolving line of credit, which may be
drawn upon at any time prior to April 30, 2011.  Advances under
the New Line of Credit do not bear interest -- unless an event of
default occurs, in which case the interest rate would be 10% per
annum -- and mature on April 30, 2011.  The Senior Lender also
agreed to forbear from accelerating the maturity date for any
portion of the Senior Debt Amount and from exercising any of its
rights and remedies with respect to the Senior Debt Amount until
April 30, 2011.

The Company's balance sheet at July 31, 2011, showed
$74.15 million in total assets, $31.62 million in total
liabilities, and $42.53 million total stockholders' equity.

The Company reported a net loss attributable to stockholders of
$11.03 million on $20.27 million of total revenue for the year
ended Apri1 30, 2011, compared with a net loss attributable to
stockholders of $46.29 million on $9.60 million of total revenue
during the prior year.

Ernst & Young LLP, in Orange County, California, noted that
Quantum Fuel's recurring losses and negative cash flows combined
with the Company's existing sources of liquidity and other
conditions raise substantial doubt about the Company's ability to
continue as a going concern.

                      Possible Bankruptcy

The Company anticipates that it will need to raise a significant
amount of debt or equity capital in the near future in order to
repay certain obligations owed to the Company's senior secured
lender when they mature.  As of June 15, 2011, the total amount
owing to the Company's senior secured lender was approximately
$15.5 million, which includes approximately $12.5 million of
principal and interest due under three convertible promissory
notes that are scheduled to mature on Aug. 31, 2011, and a $3.0
million term note that is potentially payable in cash upon demand
beginning on Aug. 1, 2011, if the Company's stock is below $10.00
at the time demand for payment is made.  If the Company is unable
to raise sufficient capital to repay these obligations at maturity
and the Company is otherwise unable to extend the maturity dates
or refinance these obligations, the Company would be in default.
The Company said it cannot provide any assurances that it will be
able to raise the necessary amount of capital to repay these
obligations or that it will be able to extend the maturity dates
or otherwise refinance these obligations.  Upon a default, the
Company's senior secured lender would have the right to exercise
its rights and remedies to collect, which would include
foreclosing on the Company's assets.  Accordingly, a default would
have a material adverse effect on the Company's business and, if
the Company's senior secured lender exercises its rights and
remedies, the Company would likely be forced to seek bankruptcy
protection.


REAL MEX: S&P Cuts Corp. Credit Rating to D After Ch. 11 Filing
---------------------------------------------------------------
Standard & Poor's Ratings Services lowered its corporate credit
rating on Cypress, Calif.-based Real Mex Restaurants Inc. to 'D'
from 'CC'. "We also lowered our issue-level rating on the
company's $130 million secured notes due 2013 to 'D' from 'CC'.
The '4' recovery rating on the notes remains unchanged and
indicates our expectation for average (30% to 50%) recovery," S&P
related.

The downgrade of Real Mex follows the company's filing for Chapter
11 bankruptcy protection. "We understand the company will have
about $49 million in secured debtor-in-possession financing, which
we expect should allow it to maintain operations during the
Chapter 11 restructuring. The company had approximately $170
million of debt outstanding at June 26, 2011," S&P said.


ROBINO-BAY COURT: Creditor Wants Chapter 11 Case Dismissed
----------------------------------------------------------
Dover Bay Court Plaza asks the U.S. Bankruptcy Court for the
District of Delaware to dismiss the Chapter 11 case of Robino-Bay
Court Plaza LLC and Robino-Bay Court Pad, LLC.

Dover Bay is a holder of the first mortgage secured against Bay
Court Plaza's shopping center, all leases and other assets.  As of
Nov. 10, 2010, payoff of Dover Bay's debt was $11,833,269 with
interest accruing at $2,607 per diem.  Debtors have made zero
payments to Dover Bay since they filed for bankruptcy.

Dover Bay tells the Court that the Debtors have failed to file
monthly operating reports for May 2011 to present.  Dover Bay says
the Debtors have not made any payments for the debt service
associated with the $11 million owed to Dover Bay.  However,
Debtors' monthly operating statements list "interest" payments
being made during the bankruptcy:

            August, 2010   $95,914
            October, 2010  $61,515
            January, 2011  $12,600

Dover Bay adds that the Debtors have not filed a proposed Chapter
11 plan of reorganization nor a proposed disclosure statement.

William J. Rhodunda, Esq., at Rhodunda & Williams LLC, represents
Dover Bay.

                  About Robino-Bay Court Plaza

Wilmington, Delaware-based Robino-Bay Court Plaza, LLC, filed for
Chapter 11 bankruptcy protection (Bankr. D. Del. Case No. 10-
12376) on July 28, 2010.  The Debtor is represented by John D.
McLaughlin, Jr., Esq., at Ciardi Ciardi & Astin.  The Debtor
estimated its assets and debts at $10 million to $50 million in
its Chapter 11 petition.

An affiliate, Robino-Bay Court Pad, LLC, filed a separate Chapter
11 petition (Case No. 10-12377) on July 28, 2010, estimating its
assets at $500,001 to $1 million and debts at $1 million to
$10 million as of the Petition Date.


REALOGY CORP: To Report $30 Million Net Loss in Third Quarter
-------------------------------------------------------------
Realogy Corporation announced preliminary unaudited results for
the third quarter of 2011:

   * Revenue for the third quarter 2011 was approximately $1.2
     billion;

   * Net loss attributable to Realogy for the third quarter 2011
     was approximately $30 million;

   * EBITDA before restructuring and other items was approximately
     $185 million for the third quarter 2011;

   * At Sept. 30, 2011, Realogy's senior secured leverage ratio
     under its senior secured credit facility is expected to be in
     the range of approximately 4.10 to 1 ? 4.20 to 1, below the
     maximum ratio of 4.75 to 1 necessary to be in compliance with
     the terms of its senior secured credit facility.  The Company
     also expects to be in compliance with that ratio for the
     foreseeable future;

   * Realogy's third quarter 2011 homesale transactions increased
     by 10% year-over-year at the Realogy Franchise Group, the
     Company's real estate franchise services segment, and by 17%
     year-over-year at NRT LLC, the Company's owned real estate
     brokerage unit, compared to the third quarter of 2010;

   * Realogy's third quarter 2011 average homesale price declined
     1% at RFG and 6% at NRT compared to the third quarter of
     2010; and

   * At Sept. 30, 2011, the Company had borrowings of $50 million
     under its $652 million revolving credit facility and $113
     million of outstanding letters of credit drawn against the
     facility; in October 2011, the Company expects to borrow
     additional funds under the revolving credit facility to fund
     interest payments of approximately $215 million due on its
     Unsecured Notes and Second Lien Loans.

EBITDA and EBITDA before restructuring and other items are non-
GAAP financial measures.

The Company does not currently expect to update the preliminary
2011 third quarter financial information prior to the release of
its third quarter 2011 financial results.  Realogy expects to
release its third quarter 2011 financial results and file its Form
10-Q for the three months ended Sept. 30, 2011, on Nov. 1, 2011,
and hold an investor webcast that same day.

A full-text copy of the Preliminary Third Quarter Results is
available for free at http://is.gd/sheE1w

                        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.

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.

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


REALTY FINANCE: Board Mulls Chapter 7 Liquidation
-------------------------------------------------
In light of the current position Realty Finance Corporation, the
Company's board of directors has solicited, evaluated and engaged
in discussions with respect to a wide range of strategic
alternatives over the past three years.  It has investigated each
proposal in light of the circumstances surrounding the Company at
the time, and will continue to do so in the future.  The strategic
alternatives that the Board has received and investigated in years
prior to 2011 have either been determined not to have been viable,
lacked sufficient information or credibility to enable the Board
to make informed decisions as to the merits of such alternatives
or to proceed with such action or were terminated by the
counterparty.

While the Board continues to explore various strategic options for
the Company, there is no guarantee that any agreement could be
reached.  In addition, the Company has been evaluating a
liquidation of the Company, including filing a Chapter 7
bankruptcy, and may ultimately determine to wind down the affairs
of its business and distribute remaining cash, if any, to its
stockholders due to, among other things, the Company's inability
to complete a strategic transaction, the significant reduction in
the value of the Company's platform, the Company's inability to
execute its business plan, the Company's inability to obtain new
capital, the Company's lack of future sources of cash flow, the
Company's operating cash shortfalls, the Company's ability to
operate as a going concern, the numerous defaulted investments in
the Company's portfolio, the significant reduction of Company
personnel and the continuing volatility of real estate and real
estate credit markets.

The Company continues to focus on controlling operating expenses
while effectively managing its investments, including CDO I.
Despite the difficult commercial real estate environment and the
disappointing financial results, the Company remains committed to
maximizing stockholder value.

A full text copy of the company's financial statements for the
year ended Dec. 31, 2010 is available free at:

             http://ResearchArchives.com/t/s?7721

                     About Realty Finance

Realty Finance Corporation -- http://www.realtyfinancecorp.com
-- is a commercial real estate specialty finance company primarily
focused on managing a diversified portfolio of commercial real
estate-related loans and securities.


RITE AID: Files Form 10-Q, Incurs $92.2MM Loss in Aug. 27 Quarter
-----------------------------------------------------------------
Rite Aid Corporation filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q reporting a net loss
of $92.25 million on $6.27 billion of revenue for the 13 week
period ended Aug. 27, 2011, compared with a net loss of $196.97
million on $6.16 billion of revenue for the 13 week period ended
Aug. 28, 2010.

The Company also reported a net loss of $155.33 million on
$12.66 billion of revenue for the 26 weeks period ended Aug. 27,
2011, compared with a net loss of $270.66 million on
$12.55 billion of revenue for the 26 weeks period ended Aug. 28,
2010.

The Company's balance sheet at Aug. 27, 2011, showed $7.41 billion
in total assets, $9.77 billion in total liabilities and a $2.35
billion total stockholders' deficit.

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

                       http://is.gd/oLZfg5

                       About Rite Aid Corp.

Drugstore chain Rite Aid Corporation (NYSE: RAD) --
http://www.riteaid.com/-- based in Camp Hill, Pennsylvania, has
more than 4,700 stores in 31 states and the District of Columbia
and fiscal 2010 annual revenues of $25.7 billion.

Rite Aid carries 'Caa2' probability of default and corporate
family ratings from Moody's Investors Service.  It has a 'B-'
corporate credit rating from Standard & Poor's Ratings Services.

The TCR reported on Feb. 21, 2011 that Standard & Poor's Ratings
Services said that it assigned its 'B+' issue rating and '1'
recovery rating to Rite Aid Corp.'s proposed $343 million senior
secured term loan tranche 5 due 2018.  The '1' recovery rating
indicates S&P's expectation for very high (90%-100%) recovery in
the event of a payment default.  According to the company, it will
use the proceeds to repay about $321 million in borrowings under
its tranche 3 term loan due 2014.

"The ratings reflect the difficulties Rite Aid faces in improving
its well-below-average operating performance relative to its
peers, especially amid intense industry competition," said
Standard & Poor's credit analyst Ana Lai.  They also reflect the
company's significant debt burden and thin cash flow protection
measures.

As reported by the Troubled Company Reporter on Feb. 22, 2011,
Moody's assigned a B3 rating to Rite Aid Corp.'s proposed $343
million Tranche 5 senior secured first lien term loan due 2018.
All other ratings including its Caa2 Corporate Family Rating, Caa2
Probability of Default Rating, and SGL-3 Speculative Grade
Liquidity rating were affirmed.  The rating outlook is stable.
The proceeds will be used to repay the $343 million (including
$21.2 original issue discount) Tranche 3 term loan due 2014.
Following the repayment, the Tranche 3 term loan will be retired
and its B3 rating withdrawn.


RIVERBANK OF WYOMING: Closed; Central Bank Assumes Deposits
-----------------------------------------------------------
The RiverBank of Wyoming, Minn., was closed Friday, Oct. 7, 2011,
by the Minnesota Department of Commerce, which appointed the
Federal Deposit Insurance Corporation as receiver.  To protect the
depositors, the FDIC entered into a purchase and assumption
agreement with Central Bank of Stillwater, Minn., to assume all of
the deposits of The RiverBank.

The six branches of The RiverBank will reopen during their normal
business hours as branches of Central Bank.  Depositors of The
RiverBank will automatically become depositors of Central 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 The RiverBank should continue to use their
existing branch until they receive notice from Central Bank that
it has completed systems changes to allow other Central Bank
branches to process their accounts as well.

As of June 30, 2011, The RiverBank had around $417.4 million in
total assets and $379.3 million in total deposits.  In addition to
assuming all of the deposits of the failed bank, Central Bank
agreed to purchase essentially all of the assets.

The FDIC and Central Bank entered into a loss-share transaction on
$339.3 million of The RiverBank's assets.  Central Bank will share
in the losses on the asset pools covered under the loss-share
agreement.  The loss-share transaction is projected to maximize
returns on the assets covered by keeping them in the private
sector.  The transaction also is expected to minimize disruptions
for loan customers.  For more information on loss share, please
visit:

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

Customers with questions about the transaction should call the
FDIC toll-free at 1-877-367-2717.  Interested parties also can
visit the FDIC's Web site at

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

The FDIC estimates that the cost to the Deposit Insurance Fund
will be $71.4 million.  Compared to other alternatives, Central
Bank's acquisition was the least costly resolution for the FDIC's
DIF.  The RiverBank is the 75th FDIC-insured institution to fail
in the nation this year, and the second in Minnesota.  The last
FDIC-insured institution closed in the state was Rosemount
National Bank, Rosemount, on April 15, 2011.


ROCHA DAIRY: Can Use Cash Collateral Through Confirmation of Plan
-----------------------------------------------------------------
The Hon. Jim D. Pappas has authorized Rocha Dairy, LLC, to use
the proceeds from the sale of milk and cull cows to pay operating
expenses through the date of the confirmation of the Plan of
Reorganization.  Judge Pappas finds that irreparable harm or
damage would occur unless the Debtor is authorized use of cash
collateral.

D.L. Evans Bank, Metropolitan Life Insurance Company and Rocky
Mountain Merchandising will retain its lien with the same priority
and to the extent they existed pre-petition, which includes milk,
milk proceeds, cull cow proceeds and purchased cows and feed.  The
debtor is required to maintain at least 1,800 milking cows,
including dry cows, and 1,150 heifers, for a total of herd size of
2,950 under the cash collateral order.

In consideration for the use of cash collateral, including the
cash proceeds of milk sold and cattle sold, those parties who
claim an interest in the cash collateral to be used are granted
post-petition adequate protection liens in all post-petition cows,
milk, accounts, cash sales proceeds of milk and accounts and
income to the same extent and in the same priority as their pre-
petition liens existed on the date of filing, but only to the
extent of cash collateral used.

Commencing on August 15, 2011, and continuing during the term of
the use of cash collateral, as an adequate protection, $10,000 a
month will be paid to D.L. Evans Bank.

A copy of the cash collateral budget is available for free at:
http://bankrupt.com/misc/ROCHA_cashcollbudget.pdf

                      About Rocha Dairy

Based in Wendell, Idaho, Rocha Dairy, LLC, aka Rocha Farms, filed
for Chapter 11 bankruptcy (Bankr. D. Idaho Case No. Case No. 11-
40836) on May 25, 2011.  Judge Jim D. Pappas presides over the
case.  Lawyers at Robinson, Anthon & Tribe serve as bankruptcy
counsel.

In its petition, the Debtor estimated $10 million to $50 million
in assets and $1 million to $10 million in debts.  The petition
was signed by Elcidio Rocha, member.


S-SI SAN JUAN: Case Summary & 10 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: S-SI San Juan Venture No. One, L.P.
        105 N. Cesar Chavez Road
        San Juan, TX 78589

Bankruptcy Case No.: 11-70646

Chapter 11 Petition Date: October 3, 2011

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

Judge: Richard S. Schmidt

Debtor's Counsel: Matthew Brian Probus, Esq.
                  WAUSON PROBUS
                  One Sugar Creek Ctr Blvd, Ste 880
                  Sugar Land, TX 77478
                  Tel: (281) 242-0303
                  Fax: (281) 242-0306
                  E-mail: mbprobus@w-plaw.com

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

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

A list of the Company's 10 largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/txsb11-70646.pdf

The petition was signed by Troy Bathman, president of St. Ives
Realty, Inc., manager of general partner.


SAGAMORE PARTNERS: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: Sagamore Partners, Ltd.
          dba Sagamore, The Art Hotel
              Sagamore Hotel
        1177 Kane Concourse, Suite 201
        Bay Harbor, FL 33154

Bankruptcy Case No.: 11-37867

Chapter 11 Petition Date: October 6, 2011

Court: U.S. Bankruptcy Court
       Southern District of Florida (Miami)

Judge: A. Jay Cristol

Debtor's Counsel: Peter D. Russin, Esq.
                  MELAND RUSSIN & BUDWICK, P.A.
                  200 S Biscayne Boulevard, #3000
                  Miami, FL 33131
                  Tel: (305) 358-6363
                  Fax: (305) 358-1221
                  E-mail: prussin@melandrussin.com

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

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

The petition was signed by Martin W. Taplin, Pres of Miami Beach
Vacation Resorts, Inc., manager of Sagamore GP, LLC, general
partner.

Debtor's List of Its 20 Largest Unsecured Creditors:

        Entity                     Nature of Claim    Claim Amount
        ------                     ---------------    ------------
14th Brickwell West, Ltd           Loan                $12,461,954
1177 Kane Concourse, Suite 201
Bay Harbor, FL 33154

Hall, Lamb & Hall, P.A.            Professional Services  $534,782
1428 Brickell Avenue PH
Miami, FL 33131

Greenberg Traurig                  Professional Services  $354,708
5100 Town Center Circle, Suite 400
Boca Raton, FL 33486

Flatiron Capital                   Insurance Premium      $304,929
Dept 2195                          Financing
Denver, CO 80271-2195

Social Miami                       Trade Debt             $235,291

Harbour Realty Advisors Inc        Loan                   $212,935

Berger Singerman                   Professional Services  $170,855

1177 Kane Concourse Pshp, Ltd      Office Space Rent      $157,047

Richard And Richard, P.A.          Professional Services  $139,187

The Taplin Company Ltd             Loan                   $110,000

Harbour Realty Advisors, Inc.      Professional Services  $100,000

Fritella Management                Trade Debt              $68,644

Greenberg Traurig                  Professional Services   $53,101

Bickerl & Brewer                   Professional Services   $52,688

U.S. Alliance Management Corp.     Litigation              $50,000

Florida Dept of Revenue            Taxes                   $33,427

Keith D. Silverstein, P.A.         Professional Services   $31,263

Boucher Brothers Management, Inc.  Professional Services   $27,517

Howard Hollander, P.A.             Professional Services   $27,142

Imperial Credit Corporation        Insurance Premium       $20,989
                                   Financing


SBARRO INC: Files "Improved Version" of Ch. 11 Exit Plan
--------------------------------------------------------
Sbarro, Inc., along with its domestic subsidiaries and affiliates,
announced has filed an Amended Disclosure Statement and related
Amended Plan of Reorganization with the U.S. Bankruptcy Court for
the Southern District of New York.

The Company is pursuing an improved version of the plan of
reorganization sponsored by certain of its first lien lenders that
was originally filed in early August.  Under the Amended Plan,
Sbarro will significantly reduce its total debt and expects to
emerge with approximately $110 million in net debt, and the
Company's prepetition first lien lenders will become the new
owners of the business by converting the majority of their debt to
equity.  Notably, the first lien lender sponsors have agreed to
provide the Company with new money commitments of up to $35
million, which will provide significant additional liquidity for
the Company's post-emergence operations.  The amended plan has the
support of all of Sbarro's key stakeholders, including the
unsecured creditors committee.

Nicholas McGrane, Interim President and Chief Executive Officer of
Sbarro, said, "The amended plan is a positive development for
Sbarro that will allow the Company to emerge from bankruptcy in
the very near term with significantly reduced debt.  The plan also
provides the Company with approximately $35 million of new capital
to continue our turnaround effort, which has already increased
same store sales year-to-date, including continued improvement in
the third quarter.  In addition, through this process, the Company
has been able to improve lease terms at a number of locations and
close some underperforming restaurants.  We appreciate the support
of our first lien lenders and believe the ample liquidity they
have provided -- combined with our reduced debt and operating
expenses -- will position Sbarro for accelerated growth going
forward."

Key terms of the Amended Plan include:

-- Converting up to $35 million of loans outstanding under
   Sbarro's DIP Facility into new first-out rollover term loans,
   which together with the new money term loans of up to $35
   million will comprise the "First-Out Exit Term Loan Facilities"
   of the reorganized company.

-- Converting a portion of the Prepetition First Lien Credit
   Facility into a $75 million "last-out" exit term facility;

-- Converting the remaining approximately $100 million in secured
   indebtedness outstanding under the Prepetition First Lien
   Credit Facility into substantially all of the common equity of
   Reorganized Sbarro; and

-- Eliminating all other outstanding debt.

   Importantly, the exit financing package provided by the first
   lien lenders allows the Company to exit bankruptcy in the
   fourth quarter with significant cash interest coverage.  As the
   Company enters the fourth quarter -- historically its busiest
   period -- it expects to be able to generate positive cash flow
   before year-end, resulting in net leverage below $100 million
   and expected liquidity of approximately $40 million by the end
   of 2011.

As previously disclosed, the Company obtained court approval for a
plan overbid process, which established bidding procedures to
allow interested third parties to "top" the first lien lenders'
original stalking horse plan, which contemplated a $110 million
"take back" exit facility and new money commitments of up to $18.6
million.  Although several third parties expressed interest in
pursuing a transaction, the Company did not hold an auction and
instead determined that the revised plan sponsored by the first
lien lenders represented the best way forward for Sbarro.

Sbarro will seek approval of the amended disclosure statement at a
hearing scheduled for October 11, 2011.  If approved, the Company
will begin to solicit votes on the Amended Plan, which it expects
to confirm on November 17, 2011.

The Company is being advised by Kirkland & Ellis LLP, its legal
counsel, and Rothschild Inc., its financial advisor.  Cantor
Fitzgerald Securities, the agent for Sbarro's first lien lenders
and post-petition debtor-in-possession lenders, is being advised
by Davis Polk & Wardwell LLP, its legal counsel, and Conway Del
Genio Gries & Co., LLC, its financial advisor.

                        About Sbarro Inc.

The Sbarro family started its business after moving to Brooklyn,
New York, from Naples, Italy, in 1956.  Today Sbarro is a leading,
global Italian quick service restaurant concept with approximately
5,170 employees, 1,045 restaurants throughout 42 countries, and
annual revenues in excess of $300 million.

Sbarro Inc. sought bankruptcy protection under Chapter 11 (Bankr.
S.D.N.Y. Lead Case No. 11-11527) to eliminate about $200 million
in debt.  The Debtor disclosed $51,537,899 in assets and
$460,975,646 in liabilities as of the Chapter 11 filing.

Sbarro said it has reached an agreement with all of its second-
lien secured lenders and approximately 70% of its senior
noteholders on the terms of a reorganization plan that will
eliminate more than half of the Company's total indebtedness.

Edward Sassower, Esq., and Nicole Greenblatt, Esq., at Kirkland &
Ellis, LLP, serve as the Debtors' general bankruptcy counsel.
Rothschild, Inc., is the Debtors' investment banker and financial
advisor.  PriceWaterhouseCoopers LLP is the Debtors' bankruptcy
consultants.  Marotta Gund Budd & Dzera, LLC, is the Debtors'
special financial advisor.  Curtis, Mallet-Prevost, Colt & Mosle
LLP serves as the Debtors' conflicts counsel.  Epiq Bankruptcy
Solutions, LLC, is the Debtors' claims agent.  Sard Verbinnen & Co
is the Debtors' communications advisor.


SOLYNDRA INC: Energy Department Loan Official Resigns
-----------------------------------------------------
Maria Chutchian at Bankruptcy Law360 reports that Jonathan Silver,
head of the U.S. Department of Energy's loan guarantee program,
resigned from his position Thursday following the controversy over
$535 million the agency spent on Solyndra Inc.

Law360 relates that Energy Secretary Steven Chu said Thursday that
Mr. Silver had informed him in July that he would leave at the end
of the fiscal year, according to a statement from the department.

                         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.


SOUTH EDGE: New Inspirada Settlement Opens Door for Confirmation
----------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that the Chapter 11 plan covering South Edge LLC stands a
better chance of approval at the Oct. 17 confirmation hearing now
that the largest remaining dispute was settled.  Focus Group South
LLC was claiming to have a lien on about $26 million cash and was
opposing approval of the reorganization plan. The secured bank
lenders were contending that the cash was their collateral.

The report relates that the settlement calls for the banks to
receive $21 million in cash, while Focus takes $5 million from the
disputed funds.  In addition, other builders behind the South Edge
project will buy out Focus's interest for $35.5 million.

The plan implements a settlement negotiated in May by South Edge's
Chapter 11 trustee with KB Home and other homebuilders who
represented 92 percent of the ownership interests in the project.

                         About South Edge

Las Vegas, Nevada-based South Edge LLC owns the Inspirada project,
an uncompleted 2,000-acre residential development in Henderson,
Nevada, about 16 miles (26 kilometers) southeast of Las Vegas.
The eight owners of the project include an affiliate of KB Home, a
49% owner.  Other owners are Coleman Toll LP with 10.5%, Pardee
Homes Nevada Inc. with 4.9%, Meritage Homes with 3.5%, and Beazer
Homes USA Inc. with 2.6%.

JPMorgan Chase Bank, N.A., Credit Agricole Corporate and
Investment Bank, and Wells Fargo Bank, N.A., filed an involuntary
chapter 11 bankruptcy petition (Bankr. D. Nev. Case No. 10-32968)
on Dec. 9, 2010, against South Edge, LLC.  The petitioning
creditors are part of a lender group that provided a $595 million
credit.  New York-based JPMorgan serves as lender and agent for
the group.  South Edge filed motions to dismiss the involuntary
petition.

The Court conducted a contested trial on Jan. 24 and 25, 2011, and
Feb. 2 and 3, 2011.  On Feb. 3, 2011, the Court entered an order
for relief under Chapter 11 of the Bankruptcy Code against the
Debtor and issued an order directing the appointment of a chapter
11 trustee.  The United States Trustee appointed Cynthia Nelson to
serve as Chapter 11 trustee on Feb. 20, 2011.  The Court approved
the appointment three days later.

South Edge is represented by lawyers at Klee, Tuchin, Bogdanoff
and Stern LLP, and The Schwartz Law Firm, Inc., as legal counsel.
The Chapter 11 trustee also tapped Schwartzer & McPherson Law Firm
as local counsel.

Petitioning creditors JPMorgan Chase Bank, N.A., and Wells Fargo
Bank, N.A., are represented by lawyers at Morrison and Foerster
LLP; and Lewis and Roca LLP.  Credit Agricole is represented by
lawyers at Haynes and Boone LLP, and Jolley Urga Wirth Woodbury &
Standish.


SPANISH BROADCASTING: Marko Radlovic Resigns as CRO & Gen. Mngr.
----------------------------------------------------------------
Marko Radlovic resigned as the Chief Revenue Officer of the radio
segment division of Spanish Broadcasting System, Inc., and General
Manager and Senior Vice President of the Los Angeles radio market.

                    About Spanish Broadcasting

Headquartered in Coconut Grove, Florida, Spanish Broadcasting
System, Inc. -- http://www.spanishbroadcasting.com/-- owns and
operates 21 radio stations targeting the Hispanic audience.  The
Company also owns and operates Mega TV, a television operation
with over-the-air, cable and satellite distribution and affiliates
throughout the U.S. and Puerto Rico.  Its revenue for the twelve
months ended Sept. 30, 2010, was approximately $140 million.

The Company reported net income of $15.04 million on $136.12
million of net revenue for the year ended Dec. 31, 2010, compared
with a net loss of $13.78 million on $139.39 million of net
revenue during the prior year.

The Company's balance sheet at June 30, 2011, showed $481.77
million in total assets, $434.08 million in total liabilities,
$92.35 million in cumulative exchangeable redeemable preferred
stock and a $44.66 million total stockholders' deficit.

                           *     *     *

In November 2010, Moody's Investors Service upgraded the corporate
family and probability of default ratings for Spanish Broadcasting
System, Inc., to 'Caa1' from 'Caa3' based on improved free cash
flow prospects due to better than anticipated cost cutting and the
expiration of an unprofitable interest rate swap agreement.
Moody's said Spanish Broadcasting's 'Caa1' corporate family rating
incorporates its weak capital structure, operational pressure in
the still cyclically weak economic climate, generally narrow
growth prospects (though Spanish language is the strongest growth
prospect) given the maturity and competitive pressures in the
radio industry, and the June 2012 maturity of its term loan
magnify this challenge.

In July 2010, Standard & Poor's Ratings Services raised its
corporate credit rating on Miami, Fla.-based Spanish Broadcasting
System Inc. to 'B-' from 'CCC+', based on continued improvement in
the company's liquidity position.  The rating outlook is stable.
"The rating action reflects S&P's expectation that, despite very
high leverage, SBS will have adequate liquidity over the
intermediate term to meet debt maturities, potential swap
settlements, and operating needs until its term loan matures on
June 11, 2012," said Standard & Poor's credit analyst Michael
Altberg.


STEAK N SHAKE: S&P Assigns 'B+' Corporate Credit Rating
-------------------------------------------------------
Standard & Poor's Rating Services assigned its 'B' corporate
credit rating to Indianapolis-based Steak n Shake Operations Inc.
The outlook is stable.

"At the same time, we assigned our 'BB-' issue-level rating to the
company's senior secured first-lien credit facility, which
consists of a $20 million three-year revolver and a $110 million
four-year term loan. The recovery rating is '1', indicating our
expectation for very high (90%-100%) recovery for lenders in the
event of a payment default. Steak n Shake used proceeds from the
facility to fund a dividend to its parent, Biglari Holdings Inc.
(BH; unrated), and to refinance existing debt," S&P related.

"The ratings on Steak n Shake reflect our view of the company's
very aggressive financial policy. Although credit measures are
currently better than medians for the 'B' rating category, we
expect this may be transitory and future debt-financed dividends
to BH are likely and will lead to weaker credit metrics," S&P
stated.

Steak n Shake is a wholly owned subsidiary of BH, a public
company. Currently, Steak n Shake accounts for the majority of
sales and earnings of BH and as such, credit measures are
comparable for both entities. BH's strategy is to reinvest cash
generated by its operating subsidiaries into acquisitions of
other businesses. "Over the past two fiscal years, Steak n Shake
distributed about $104 million in advances and dividends to BH.
Because all operating and financial decisions for Steak n Shake
are made by BH -- mainly by its CEO -- we view Steak n Shake's
financial policy and governance as very aggressive," S&P said.

"Pro forma for the transaction, leverage is about 4.1x at July 6,
2011, and EBITDA interest coverage is about 2.9x. In the near
term, we expect leverage to decline to below 4.0x, mainly because
of debt reduction. Under the terms of the credit agreement, the
company faces steep amortization payments of 10% per year. In
addition, the company is required to sweep 75% of its excess cash
flow toward debt payment. However, we believe that these measures
will not be sustained, based on our expectation that BH will use
debt to finance future acquisitions. Although dividends are
currently limited, we believe the existing agreement could either
be amended or refinanced to allow for greater dividend payments,"
S&P related.


STERLING FINANCIAL: Fitch Withdraws 'B' LT Issuer Default Rating
----------------------------------------------------------------
Fitch Ratings has affirmed Sterling Financial Corporation's (STSA)
and its main subsidiary, Sterling Savings Bank, long-term and
short-term Issuer Default Ratings (IDR) at 'B' and 'B',
respectively.  At the same time, Fitch has withdrawn all of the
company's ratings and will no longer provide ratings or analytical
coverage.  STSA's ratings are no longer considered by Fitch to be
relevant to the agency's coverage.

STSA is a $9.2 billion bank holding company headquartered in
Spokane, WA.

Fitch has affirmed and withdrawn the following ratings:

Sterling Financial Corporation

  -- Long-term Issuer Default Rating (IDR) at 'B';
  -- Short-term IDR at 'B';
  -- Viability at 'b';
  -- Individual at 'D';
  -- Support at '5';
  -- Support floor at 'NF'.

Sterling Savings Bank

  -- Long-term deposits at 'B+/RR3';
  -- Long-term IDR at 'B';
  -- Short-term deposits at 'B';
  -- Short-term IDR at 'B';
  -- Viability at 'b';
  -- Individual at 'D';
  -- Support at '5';
  -- Support floor at 'NF'.


STILLWATER MINING: Moody's Withdraws B2 Rating on $300MM Notes
--------------------------------------------------------------
Moody's Investors Service withdrew the B2 rating on Stillwater
Mining Company's proposed $300 million senior unsecured notes due
2016 due to company's withdrawal of the notes offering. In a
related rating action, Moody's affirmed Stillwater's Corporate
Family Rating (CFR) and Probability of Default ratings at B2, as
well as the B2 rating on the company's $30 million revenue bonds
due 2020. The rating outlook is stable.

RATINGS RATIONALE

Stillwater previously announced that it withdrew the proposed
senior notes offering due to unfavorable market conditions. The
proceeds from the notes issuance were intended to be used,
together with cash on hand, to fund the cash portion of the
company's acquisition of Peregrine Metals (a Canada headquartered
company), for other expansion, and for general corporate purposes.
Since the company terminated the $200 million bridge facility and
currently does not a revolver in place, it completed the
acquisition of Peregrine on October 4, 2011 using the cash on
hand. Stillwater indicated that, as of September 26, 2011, it had
cash and short term investments on hand of $255 million, and
expected the net cash portion of the acquisition to be $165
million.

The affirmation of the B2 CFR reflects the meaningful recovery in
Stillwater's primary end-market (the automotive sector) and the
increase in palladium and platinum pricing since their respective
troughs during the past financial crisis. The rating also
considers the company's moderate debt level, and minimal debt
service requirements. The CFR remains constrained by the company's
exposure to the volatile palladium and platinum precious metal
markets, primary reliance on mines in a single ore body, and
exposure to the cyclical automotive industry as its primary end
market.

The stable rating outlook anticipates that Stillwater will
maintain a liquidity position sufficient to support its operations
over the next two years, while the company increases its capital
spend to develop its Marathon asset in Canada.

A positive action is unlikely in the near term given the execution
risk, reduced liquidity, and the potential that the company could
need to raise additional debt to support the capital spend of
roughly $450 million required to develop the Marathon project
through 2013-14. A negative outlook or downgrade is possible if
the company's liquidity level (unrestricted cash/investments and
potential revolver availability) were to fall below $100 million
for an extended period or if PGM prices drop further substantially
on an average realized basis. Leverage approaching 4.0 times and
cash flow from operations to debt below 20% could also result in
negative rating pressure.

These ratings/assessments have been affected:

$300 million senior unsecured notes due 2016 rated B2 (LGD4, 52%),
withdrawn;

Corporate Family Rating affirmed at B2;

Probability of Default Rating affirmed at B2;

$30 million unsecured Revenue Bonds due 2020, affirmed at B2
(LGD4, 55%) from B2 (LGD4, 52%).

The rating outlook is stable.

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

Stillwater Mining Company is engaged in underground mining,
smelting and refining of palladium, platinum and associated
minerals. The company's mining operations consist of the
Stillwater and East Boulder mines, which are located at the
eastern and western ends of the J-M Reef in Montana, as well as
the Marathon PGM project in Canada. Stillwater also operates a
smelter and refinery where, in addition to processing its mined
production, it recycles spent automotive catalyst materials to
recover platinum group metals (PGMs). The company had revenue of
$680 million for the last twelve month period ended 6/30/2011.


SUMMIT III: Notifies on Change of Address
-----------------------------------------
Summit III LLC notifies the U.S. Bankruptcy Court for the Northern
District of West Virginia of its change of address.  The new
address for the Debtor is:

          Summit III LLC
          295 Seven Farms Drive
          Suite C-296
          Daniel Island, South Carolina 29492

                         About Summit III

Summit III LLC, based in Snowshoe, West Virginia, filed for
bankruptcy (Bankr. N.D. W.Va. Case No. 11-01448) on Aug. 11, 2011.
Judge Patrick M. Flatley presides over the case.  Steven L.
Thomas, Esq., at Kay, Casto & Chaney, serves as the Debtor's
bankruptcy counsel.  In its petition, the Debtor estimated $10
million to $50 million in assets and $1 million to $10 million in
debts.  The petition was signed by Samuel M. Levin, Summit III's
manager.


SUN SECURITY BANK: Closed; Great Southern Bank Assumes Deposits
---------------------------------------------------------------
Sun Security Bank of Ellington, Mo., was closed Friday, Oct. 7,
2011, by the Missouri Division of Finance, which appointed the
Federal Deposit Insurance Corporation as receiver.  To protect the
depositors, the FDIC entered into a purchase and assumption
agreement with Great Southern Bank of Springfield, Mo., to assume
all of the deposits of Sun Security Bank.

The 27 branches of Sun Security Bank will reopen during their
normal business hours, and after the Columbus Day holiday all
branches of Sun Security Bank will reopen as branches of Great
Southern 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 Sun Security Bank should
continue to use their existing branch until they receive notice
from Great Southern Bank that it has completed systems changes to
allow other Great Southern Bank branches to process their accounts
as well.

As of June 30, 2011, Sun Security Bank had around $355.9 million
in total assets and $290.4 million in total deposits.  In addition
to assuming all of the deposits of the failed bank, Great Southern
Bank agreed to purchase essentially all of the assets.

The FDIC and Great Southern Bank entered into a loss-share
transaction on $351.9 million of Sun Security Bank's assets.
Great Southern Bank will share in the losses on the asset pools
covered under the loss-share agreement.  The loss-share
transaction is projected to maximize returns on the assets covered
by keeping them in the private sector.  The transaction also is
expected to minimize disruptions for loan customers.  For more
information on loss share, please visit:

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

Customers with questions about the transaction should call the
FDIC toll-free at 1-866-806-6128.  Interested parties also can
visit the FDIC's Web site at

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

The FDIC estimates that the cost to the Deposit Insurance Fund
will be $118.3 million.  Compared to other alternatives, Great
Southern Bank's acquisition was the least costly resolution for
the FDIC's DIF.  Sun Security Bank is the 76th FDIC-insured
institution to fail in the nation this year, and the first in
Missouri.  The last FDIC-insured institution closed in the state
was Premier Bank, Jefferson City, on Oct. 15, 2010.


SUNRISE REAL ESTATE: Issues 2.5MM Shares to Better Time
-------------------------------------------------------
Sunrise Real Estate Group, Inc., and Sunrise Real Estate
Development Group, Inc., received the $500,000 from Better Time
International and has issued 2,500,000 shares of common stock to
Better Time on Sept. 30, 2011

Sunrise, on Jan. 22, 2011, entered into a Share Purchase Agreement
with Better Time to issue 2,500,000 shares to Better Time for
US$500,000.  This agreement, subject to standard closing terms and
conditions, was scheduled to close on or before March 20, 2011.

On March 16, 2011, Sunrise and Better Time agreed to extend the
scheduled closing date of the Share Purchase Agreement, subject to
standard closing terms and conditions, to on or before July 1,
2011.  All other terms and conditions of the Share Purchase
Agreement remain unchanged and in full force and effect.

On July 1, 2011, Sunrise and Better Time agreed to extend the
scheduled closing date of the Share Purchase Agreement, subject to
standard closing terms and conditions, to on or before Sept. 30,
2011.  All other terms and conditions of the Share Purchase
Agreement remain unchanged and in full force and effect.

                         About Sunrise Real

Headquartered in Shanghai, the People's Republic of China, Sunrise
Real Estate Group, Inc. was initially incorporated in Texas on
Oct. 10, 1996, under the name of Parallax Entertainment, Inc.
On Dec. 12, 2003, Parallax changed its name to Sunrise Real
Estate Development Group, Inc.  On April 25, 2006, Sunrise Estate
Development Group, Inc. filed Articles of Amendment with the Texas
Secretary of State, changing the name of Sunrise Real Estate
Development Group, Inc. to Sunrise Real Estate Group, Inc.,
effective from May 23, 2006.

The Company and its subsidiaries are engaged in the property
brokerage services, real estate marketing services, property
leasing services and property management services in China.

The Company's balance sheet at June 30, 2011, showed US$19.70
million in total assets, US$23.05 million in total liabilities,
US$1.41 million in noncontrolling interests of consolidated
subsidiaries, and a US$4.75 million total shareholders' deficit.

The Company reported a net loss of US$25,487 on US$12.82 million
of net revenues for the year ended Dec. 31, 2010, compared with
net income of US$3.27 million on US$13.11 million of net revenues
during the prior year.

                           Going Concern

The Company has accumulated losses of $10,563,169 for the year
ended June 30, 2011.  The Company's net working capital deficiency
and significant accumulated losses raise substantial doubt about
the Company's ability to continue as a going concern.

However, management believes that the Company is able to generate
sufficient cash flow to meet its obligations on a timely basis and
ultimately to attain successful operations in respect of the
agency sales and property management operations.

As reported by the TCR on April 21, 2011, Kenne Ruan, CPA, P.C.,
in Woodbridge, CT, USA, noted that the Company has  significant
accumulated losses from operations and has a net capital
deficiency that raise substantial doubt about its ability to
continue as a going concern.


SUPERMEDIA INC: Moody's Lowers CFR to Caa1; Outlook Negative
------------------------------------------------------------
Moody's Investors Service has changed the corporate family rating
(CFR) for SuperMedia Inc. to Caa1 from B3 prior. The downgrade
reflects Moody's belief that revenues will continue to decline at
a double digit rate for the foreseeable future, leading to a
steady decline in free cash flow. SuperMedia's sales were down 17%
for 2Q'11 in a generally improving advertising sector. Moody's
ratings outlook for SuperMedia remains negative.

Moody's has taken the following rating actions:

   Issuer: SuperMedia Inc.

These ratings were changed:

   -- Corporate Family Rating, Caa1 from B3 prior

   -- Probability of Default Rating, Caa2 from Caa1 prior

   -- $2.2 billion Term Loan, Caa1 LGD3-34% from B3 LGD3-35% prior

These ratings are unchanged:

   -- Speculative Grade Liquidity, SGL 2

   -- Outlook: Negative

RATINGS RATIONALE

Continued weakness in ad sales relative to expected spending in
other print-based channels and the overall advertising market
suggests that the cyclical recovery in client advertising spending
is not stabilizing revenue in the directory industry. Moody's thus
believes the magnitude of the structural challenges the directory
industry faces are more severe than previously anticipated.

While SuperMedia is attempting to transition the business away
from its reliance on print advertising through development of
online and mobile directory service applications, Moody's is
increasingly concerned that the company will not be able to make
this change quickly enough to stabilize the revenue base over the
intermediate term. Further, the high fixed cost nature of
SuperMedia's business could lead to steep margin compression,
notwithstanding continued aggressive cost management.

SuperMedia has good liquidity, supported by Moody's projection of
$215 million in cash at year end 2011 and ongoing positive free
cash flow. The company requires minimal capital investment, well
below internally generated cash flows. Additionally, SuperMedia
can opt to accrue approximately 20% of interest as principal,
offering additional flexibility.

Rating Outlook

The negative outlook reflects Moody's concerns that the pace of
decline in revenue and new orders (as indicated by the company's
advertising sales), which is faster than Moody's had anticipated,
will persist despite a recovery in overall U.S. advertising
spending. Although improved from the cycle's trough of down 21% in
1Q'10/4Q'09, advertising sales were down 17% for 2Q'11 amidst a
generally improving advertising sector. Continued weakness in ad
sales relative to expected spending in other print-based channels
and the overall advertising market suggests that the cyclical
recovery in client advertising spending is not stabilizing revenue
in the directory industry. Moody's thus believes the magnitude of
the structural challenges the directory industry faces are more
severe than previously anticipated.

What Could Change the Rating -- Down

Moody's could lower SuperMedia's ratings further if the company's
revenues continue to fall at a double digit rate, if it becomes
unable to generate meaningful free cash flow without exercising
the PIK option, or if its liquidity becomes strained.

What Could Change the Rating -- Up

Given the likelihood that both secular and cyclical pressures will
continue to impact revenues and adversely affect SuperMedia's
credit metrics, Moody's does not anticipate any upward ratings
momentum over the intermediate term. If the company is able to
successfully offset declining print revenues with growth of its
online business such that revenue and leverage begin to stabilize,
an upgrade would be considered.

The last rating action Moody's took on SuperMedia was on January
6, 2011 when the company's PDR was lowered to Ca/LD and the
outlook was changed to negative.

SuperMedia's ratings were assigned by evaluating factors that
Moody's considers relevant to the credit profile of the issuer,
such as the company's (i) business risk and competitive position
compared with others within the industry; (ii) capital structure
and financial risk; (iii) projected performance over the near to
intermediate term; and (iv) management's track record and
tolerance for risk. Moody's compared these attributes against
other issuers both within and outside SuperMedia's core industry
and believes SuperMedia's ratings are comparable to those of other
issuers with similar credit risk.

SuperMedia Inc., headquartered in D/FW Airport, Texas, is the
second largest U.S. yellow pages publisher. The company reported
revenues of $1.8 billion (pro forma) for the twelve months ended
June 30, 2011.


TH PROPERTIES: U.S. Trustee Seeks Chapter 7 Conversion
------------------------------------------------------
Tony Di Domizio at Montgomeryville-LandsdalePatch reports that
U.S. Trustee Roberta DeAngelis has filed for a motion seeking to
convert TH Properties LLC's Chapter 11 case to a Chapter 7
liquidation bankruptcy.

The report says Ms. DeAngelis alleges that:

     -- THP has surrendered all its collateral with all its
        secured lenders and that THP also failed to submit a plan
        of reorganization under Chapter 11;

     -- THP also accrued $2.867 million in post-petition payables
        as of August 2011.  Of that, $2.64 million are unpaid
        professional fees;

     -- THP garnered $96,497 in case flow deficit in August 2011,
        according to court documents.

"The Debtor has repeated promised a plan to be forthcoming, but
has yet to submit the same," said Ms. DeAngelis, according to the
report.  "Hence, there does not seem to be a reasonable likelihood
of rehabilitation."

The report relates that THP attorney Joseph O'Neil, Esq., said
THP's Chapter 11 reorganization is ongoing and will continue until
such time as the bankruptcy court orders otherwise.  "At no time
has THP sought conversion of its case from a reorganization to a
chapter 7, and it has no intentions of doing so," said Mr. O'Neil,
according to the report.  "THP shall respond to the motions filed
by other parties in interest in its cases at the appropriate time
in accordance with the applicable rules of the Court."

                       About T.H. Properties

Philadelphia-based T.H. Properties, L.P., has 12 working
developments in Pennsylvania and New Jersey.  Timothy Hendricks
and his brother Todd started the firm in 1992.  T.H. Properties
and its affiliates filed for Chapter 11 bankruptcy protection on
April 30, 2009 (Bankr. E.D. Pa. Case No. 09-13201).  Northgate
Development Company, LP (Bankr. E.D. Calif. Case No. 09-____) was
among the affiliates that filed. Barry E. Bressler, Esq., at
Schnader, Harrison, Segal & Lewis, LLP, and Natalie D. Ramsey,
Esq., at Montgomery McCracken Walker and Rhoads LLP, represent the
Debtors in their restructuring efforts.  T.H. Properties estimated
assets between $100 million and $500 million, and debts between
$10 million and $50 million in its Chapter 11 petition.  A
creditors' committee has been appointed in the Debtors' chapter 11
proceedings.

Affiliate Wynstone Development Group, LP (Bankr. E.D. Calif. Case
No. 10-17863) filed for Chapter 11 protection on Sept. 14,
2010.  It estimated assets and debts of $1 million to $10 million
in its Chapter 11 petition.


THOMASTON HOUSING: S&P Lowers Rating on Revenue Bonds to 'BB-'
-------------------------------------------------------------
Standard & Poor's Ratings Services lowered its long-term rating on
Thomaston Housing Authority, Ga.'s multifamily housing revenue
bonds series 2004, issued for the Fairview Apartments Project,
to 'BB-' from 'BB+'.

"The downgrade is based on our view of the project's reliance on
short-term market rate investments," said Standard & Poor's credit
analyst Renee J. Berson.

The rating reflects S&P's view of these:

    Revenues from mortgage debt service payments and investment
    earnings are insufficient to pay full and timely debt service
    on the bonds until maturity;

    Debt service coverage is projected to fall below investment-
    grade levels on the remarketing date; and

    Asset/liability parity is projected to fall below 100% in
    2023.

Credit strengths in the issue include S&P's opinion of:

    Investments held in U.S. Treasury Obligations Fund
    Institutional money market fund (AAAm); and

    The high credit quality of the Fannie Mae pass-through
    certificate, which S&P considered to be 'AA+' eligible.

"Standard & Poor's has analyzed updated financial information
based on our current stressed reinvestment rate assumptions for
all scenarios as set forth in the criteria for certain federal
government-enhanced housing transactions. We believe the bonds are
unable to meet all bond costs from transaction revenues until
maturity, assuming these reinvestment earnings," S&P related.


TOWNSENDS INC: Wins Court Nod to Convert Bankruptcy to Chapter 7
----------------------------------------------------------------
Liz Hoffman at Bankruptcy Law360 reports that a Delaware
bankruptcy judge on Wednesday granted Townsends Inc.'s request to
convert its bankruptcy from Chapter 11 to a Chapter 7 liquidation,
but gave the company a week to tie up loose ends before putting a
trustee in charge.

The conversion will be effective Oct. 13, and U.S. Bankruptcy
Judge Christopher Sontchi will appoint a trustee to oversee
liquidation of the company's remaining assets, according to
Law360.

                       About Townsends Inc.

Founded in 1891, Townsends Inc. is a third-generation, family-
owned poultry company.  Headquartered in Georgetown, Delaware,
Townsends operates production and processing facilities in
Arkansas and North Carolina.  Townsends Inc. -- fka Townsend
Specialty Foods -- and several affiliates filed for Chapter 11
bankruptcy protection (Bankr. D. Del. Lead Case No. 10-14092) on
Dec. 19, 2010.  As of Dec. 5, 2010, the Debtors disclosed
$131 million in total assets and $127 million in total debts.

Derek C. Abbott, Esq., at Morris Nichols Arsht & Tunnell, serves
as the Debtors' bankruptcy counsel.  McKenna Long & Aldridge LLP
serves as special counsel.  Huron Consulting Group's Dalton T.
Edgecomb serves as the Debtors' chief restructuring officer.  SSG
Capital Advisors, LLC, serves as investment banker.  Donlin,
Recano & Company, Inc., is the Debtors' claims, noticing and
balloting agent.

An Official Committee of Unsecured Creditors has been appointed in
the case.  The Committee has tapped Lowenstein Sandler PC as its
counsel and J.H. Cohn LLP as its financial advisor.  No trustee or
examiner has been appointed in the Debtors' bankruptcy cases.

The Debtors sold virtually all of their assets in two Asset Sale
transactions which closed on Feb. 25, 2011.  The purchasers were
Omtron, Ltd., and Peco Foods, Inc.


TTC PLAZA: Capital One Wants to Proceed With Foreclosure
--------------------------------------------------------
Capital One N.A. seeks relief from the automatic stay in the
bankruptcy case of TTC Plaza L.P. to exercise its rights in all of
the Debtor?s (a) real property and improvements comprising of
8.715 acres of land situated in the John D. Taylor League,
Abstract number 72, Harris County, City of Houston, Texas, and (b)
rents and proceeds.

Capital One said it would show to the Court that ?cause? exists
inasmuch as the Debtor's case is essentially a two-party dispute
where the Debtor filed the Chapter 11 petition in bad faith in
order to forestall a foreclosure proceeding scheduled for Oct. 4,
2011.

On June 23, 2006, the Debtor executed and delivered to Capital One
a Promissory Note in the original principal amount of $4,998,000.
The Note had a stated maturity date of June 23, 2008.  In
exchange, the Debtor granted Capital One an interest in a tract of
real property situated in Harris County.

On June 23, 2008, the Note matured and the Debtor defaulted on its
obligations to Capital One under the Note due to nonpayment.
Capital One has renewed or extended the Note on several occasions
since its inception.

Capital One said the Debtor?s multiple attempts to sell the
Property after default have proved futile.

As of the bankruptcy filing date, the Debtor owed Capital One
$4,746,265, which include interests and attorneys fees and
expenses.  The interest and attorneys fees continue to accrue.

Capital One is represented by:

          Bruce J. Ruzinsky, Esq.
          Matthew D. Cavenaugh, Esq.
          JACKSON WALKER L.L.P.
          1401 McKinney, Suite 1900
          Houston, TX 77010
          Tel: (713) 752-4200
          Fax: (713) 308-4221
          E-mail: bruzinsky@jw.com
                  mcavenaughl@jw.com

TTC Plaza L.P. filed for Chapter 11 bankruptcy (Bankr. S.D. Tex.
Case No. 11-38381) on Oct. 3, 2011, before Judge Marvin Isgur.
Jack Nicholas Fuerst, Esq., in Houston, Texas, represents the
Debtor.  The Debtor scheduled assets of $12,016,768 and
liabilities of $5,312,263. The petition was signed by William Wu,
managing partner.


TTC PLAZA: Status Conference Scheduled for Nov. 8
-------------------------------------------------
The Bankruptcy Court will hold a status conference in the
bankruptcy case of TTC Plaza L.P. on Nov. 8, 2011, at 1:30 p.m. at
Houston, Courtroom 404 (MI).

TTC Plaza L.P. filed for Chapter 11 bankruptcy (Bankr. S.D. Tex.
Case No. 11-38381) on Oct. 3, 2011, before Judge Marvin Isgur.
Jack Nicholas Fuerst, Esq., in Houston, Texas, represents the
Debtor.  The Debtor scheduled assets of $12,016,768 and
liabilities of $5,312,263. The petition was signed by William Wu,
managing partner.


TTC PLAZA: Sec. 341 Creditors' Meeting Set for Nov. 8
-----------------------------------------------------
The U.S. Trustee for the Southern District of Texas in Houston
will convene a Meeting of Creditors in the bankruptcy case of TTC
Plaza L.P. on Nov. 8, 2011, at 10:00 a.m. at Houston, 515 Rusk
Suite 3401.

This is the first meeting of creditors required under Section
341(a) of the Bankruptcy Code in all bankruptcy cases.

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

Proofs of claim are due in the case by Feb. 6, 2012.

TTC Plaza L.P. filed for Chapter 11 bankruptcy (Bankr. S.D. Tex.
Case No. 11-38381) on Oct. 3, 2011, before Judge Marvin Isgur.
Jack Nicholas Fuerst, Esq., in Houston, Texas, represents the
Debtor.  The Debtor scheduled assets of $12,016,768 and
liabilities of $5,312,263. The petition was signed by William Wu,
managing partner.


UNITED AUTOMOBILE: A.M. Best Upgrades FSR to 'C++'
--------------------------------------------------
A.M. Best Co. has upgraded the financial strength rating (FSR) to
C++ (Marginal) from C (Weak) and the issuer credit rating (ICR) to
"b" from "ccc" of United Automobile Insurance Company (United
Auto) (Miami Gardens, FL).  The ratings have been removed from
under review with developing implications and assigned a stable
outlook.  A.M. Best also has withdrawn the FSR of C (Weak) and ICR
of "ccc" of United Automobile Insurance Group (Miami Gardens, FL),
due to the group no longer being in existence.

These rating actions follow United Auto's subsidiary, Argus Fire &
Casualty Insurance Company (Argus), fulfilling the terms of a
Consent Order issued by the Florida Office of Insurance Regulation
on May 31, 2011, which required Argus to cancel all in force
policies.  The ratings of United Auto reflects its adequate risk-
adjusted capitalization and variability of operating results in
recent years, led by investment and fee income, during a period of
challenging economic conditions, particularly within its niche of
personal non-standard automobile.  Where necessary, the company
has adjusted rates, which led to some improvement in underwriting
performance in recent years.  In addition, United Auto's loss
reserve strengthening and more favorable loss trends, albeit still
inconsistent, have helped to improve the company's development in
recent periods.

These positive rating factors are somewhat offset by United Auto's
historically variable underwriting performance.  Furthermore,
United Auto has maintained elevated underwriting leverage measures
in recent years, which has put pressure on its risk-adjusted
capital position.  Moreover, the company maintains a somewhat
modest business profile with limited product availability and
concentrations in states with difficult operating environments for
the non-standard automobile segment.


WASHINGTON MUTUAL: Blocked From Holding Quick Confirmation Hearing
------------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Washington Mutual Inc. failed Oct. 6 to persuade the
bankruptcy judge to schedule a near-term confirmation hearing on a
modified reorganization plan while mediation goes ahead on a
parallel track.

When U.S. Bankruptcy Judge Mary F. Walrath for a second time
disapproved WaMu's plan, she directed the parties in her Sept. 13
opinion to mediate.  WaMu wanted only to mediate disputes between
noteholders and equity holders while moving ahead with
confirmation.

Judge Walrath said "no," according to the Bloomberg report.
Telling the parties they must also try to settle disputes
regarding the plan, the judge said she doesn't want to conduct
another contested confirmation hearing "without trying" to reach a
truly global settlement.  Although the mediator is yet to be
selected, the mediator's initial report will be due Nov. 7, Juge
Walrath said Oct. 6.

As reported in the Oct. 6, 2011 edition of the TCR, WaMu asked the
bankruptcy judge to move ahead with confirmation while the
mediation process on a parallel track.  WaMu said that pausing for
another vote will delay confirmation by two or three months and
result in a $60 million to $90 million loss for the so-called
Piers creditors who are at the bottom of the distribution
waterfall.  The losses would result from fees and expenses and the
continued accrual of interest owing to senior creditor classes.
The bank holding company likewise opposes holding up the
confirmation process pending mediation that Judge Walrath required
when she denied confirmation last month.  WaMu says that mediation
should focus on the lawsuit that the judge is allowing equity
holders to bring against noteholders who allegedly traded debt
using non-public information.

                           About WaMu

Based in Seattle, Washington, Washington Mutual Inc. --
http://www.wamu.com/-- was the holding company for Washington
Mutual Bank as well as numerous non-bank subsidiaries.

Washington Mutual Bank was taken over on Sept. 25, 2008, by U.S.
government regulators. The next day, WaMu and its affiliate, WMI
Investment Corp., filed separate petitions for Chapter 11 relief
(Bankr. D. Del. 08-12229 and 08-12228, respectively). WaMu owns
100% of the equity in WMI Investment. When WaMu filed for
protection from its creditors, it disclosed assets of
$32,896,605,516 and debts of $8,167,022,695. WMI Investment
estimated assets of $500 million to $1 billion with zero debts.

WaMu is represented by Brian Rosen, Esq., at Weil, Gotshal &
Manges LLP in New York City; Mark D. Collins, Esq., at Richards,
Layton & Finger P.A. in Wilmington, Del.; and Peter Calamari,
Esq., and David Elsberg, Esq., at Quinn Emanuel Urquhart Oliver &
Hedges, LLP. The Debtor tapped Valuation Research Corporation as
valuation service provider for certain assets.

Fred S. Hodara, Esq., at Akin Gump Strauss Hauer & Fled LLP in New
York, and David B. Stratton, Esq., at Pepper Hamilton LLP in
Wilmington, Del., represent the Official Committee of Unsecured
Creditors. Stephen D. Susman, Esq., at Susman Godfrey LLP and
William P. Bowden, Esq., at Ashby & Geddes, P.A., represent the
Equity Committee. The official committee of equity security
holders also tapped BDO USA as its tax advisor. Stacey R.
Friedman, Esq., at Sullivan & Cromwell LLP and Adam G. Landis,
Esq., at Landis Rath & Cobb LLP in Wilmington, Del., represent
JPMorgan Chase, which acquired the WaMu bank unit's assets prior
to the Petition Date.

On Jan. 7, 2011, the Bankruptcy Court entered a 107-page opinion
determining that the global settlement agreement, among certain
parties including WMI, the Federal Deposit Insurance Corporation
and JPMorgan, upon which the Plan is premised, and the
transactions contemplated therein, are fair, reasonable, and in
the best interests of WMI. However, the Opinion and related order
denied confirmation, but suggested certain modifications to the
Company's Sixth Amended Joint Plan of Affiliated Debtors that, if
made, would facilitate confirmation.

WaMu filed a Modified Sixth Amended Joint Plan and a related
Supplemental Disclosure Statement, which it believes would address
the Bankruptcy Court's concerns.

On Sept. 13, 2011, Judge Walrath denied confirmation of WaMu's
Modified Sixth Amended Plan and granted equity committee standing
to prosecute claims for equitable disallowance but stayed the
ruling pending mediation.

Judge Walrath scheduled a status hearing for Oct. 7, 2011, at
11:30 a.m. to consider the issues to be referred to a mediator.

WaMu said it would seek confirmation of a revised plan "as soon as
practicable."

The Plan proposes to pay more than $7 billion to creditors and
incorporates a global settlement agreement resolving issues among
the Debtors, JPMorgan Chase, the Federal Deposit Insurance Corp.
in its corporate capacity and as receiver for WaMu Bank, certain
large creditors, certain WMB senior noteholders, and the
creditors' committee. The Settlement Noteholders are Appaloosa
Management, L.P., Aurelius Capital Management LP, Centerbridge
Partners, LP, and Owl Creek Asset Management, L.P.


WASHINGTON MUTUAL: Judge Denies Bid to Limit Mediation
------------------------------------------------------
Lance Duroni at Bankruptcy Law360 reports that Washington Mutual
Inc. lost its bid on Thursday to fast-track a third attempt at
confirming its reorganization plan, failing to convince a Delaware
bankruptcy judge that the insider trading claims that doomed its
previous plan could be mediated separately from the broader plan
process.

As reported in the Troubled Company Reporter on Sept. 15, 201,
Judge Mary F. Walrath denied confirmation of Washington Mutual
Inc.'s Modified Sixth Amended Joint Plan, filed on March 16, 2011,
as modified on March 25, 2011. Judge Walrath also granted the
official equity committee's motion for standing to prosecute
claims for equitable disallowance but stayed the ruling pending
mediation. Judge Walrath scheduled a status hearing for Oct. 7,
2011, at 11:30 a.m. to consider the issues to be referred to a
mediator. WaMu, according to Bloomberg News, issued a statement
Sept. 13 saying it would seek confirmation of a revised plan "as
soon as practicable." The Plan proposes to pay more than $7
billion to creditors and incorporates a global settlement
agreement resolving issues among the Debtors, JPMorgan Chase, the
Federal Deposit Insurance Corp. in its corporate capacity and as
receiver for Washington Mutual Bank, certain large creditors,
certain WMB senior noteholders, and the creditors' committee. The
Settlement Noteholders are Appaloosa Management, L.P., Aurelius
Capital Management LP, Centerbridge Partners, LP, and Owl Creek
Asset Management, L.P.

BankruptcyData.com reports that Washington Mutual's official
committee of equity security holders filed with the U.S.
Bankruptcy Court a response to the statement of Debtors with
respect to (A) scope and participation in mediation and (B)
confirmation of the Modified Plan.

The response asserts, "In the Statement, the Debtors attempt to
shirk the Court's direction that the parties mediate all
impediments to confirmation of a plan as well as the issues
attendant to the Equity Committee's claims against the Settlement
Note Holders. Rather, the Debtors seek to bypass entirely any
mediation on the plan and instead propose to press forward
immediately with an attempt to confirm yet another variation on
the rejected plan of reorganization, a re-revised plan which the
Debtors unjustifiably claim faces 'no impediment' to confirmation.
(Statement, 17). This high-handed and inflexible approach invites
a third contested confirmation hearing In fact, much of the
expense and delay complained of in the Debtors' Statement is of
the Debtors' own making, traceable to the Debtors' willful refusal
to accommodate - or even to acknowledge - the interests of many of
its constituents."

The trust preferred holders filed their own response, explaining,
"From the perspective of the TPS Consortium, numerous issues
(whether to be raised at a subsequent confirmation hearing or in
connection with further appellate proceedings) remain impediments
to the Debtors' ultimate ability to emerge from bankruptcy, and
therefore, should be addressed in connection with the Court-
Ordered mediation."

                            About WaMu

Based in Seattle, Washington, Washington Mutual Inc. --
http://www.wamu.com/-- was the holding company for Washington
Mutual Bank as well as numerous non-bank subsidiaries.

Washington Mutual Bank was taken over on Sept. 25, 2008, by U.S.
government regulators. The next day, WaMu and its affiliate, WMI
Investment Corp., filed separate petitions for Chapter 11 relief
(Bankr. D. Del. 08-12229 and 08-12228, respectively). WaMu owns
100% of the equity in WMI Investment. When WaMu filed for
protection from its creditors, it disclosed assets of
$32,896,605,516 and debts of $8,167,022,695. WMI Investment
estimated assets of $500 million to $1 billion with zero debts.

WaMu is represented by Brian Rosen, Esq., at Weil, Gotshal &
Manges LLP in New York City; Mark D. Collins, Esq., at Richards,
Layton & Finger P.A. in Wilmington, Del.; and Peter Calamari,
Esq., and David Elsberg, Esq., at Quinn Emanuel Urquhart Oliver &
Hedges, LLP. The Debtor tapped Valuation Research Corporation as
valuation service provider for certain assets.

Fred S. Hodara, Esq., at Akin Gump Strauss Hauer & Fled LLP in New
York, and David B. Stratton, Esq., at Pepper Hamilton LLP in
Wilmington, Del., represent the Official Committee of Unsecured
Creditors. Stephen D. Susman, Esq., at Susman Godfrey LLP and
William P. Bowden, Esq., at Ashby & Geddes, P.A., represent the
Equity Committee. The official committee of equity security
holders also tapped BDO USA as its tax advisor. Stacey R.
Friedman, Esq., at Sullivan & Cromwell LLP and Adam G. Landis,
Esq., at Landis Rath & Cobb LLP in Wilmington, Del., represent
JPMorgan Chase, which acquired the WaMu bank unit's assets prior
to the Petition Date.

On Jan. 7, 2011, the Bankruptcy Court entered a 107-page opinion
determining that the global settlement agreement, among certain
parties including WMI, the Federal Deposit Insurance Corporation
and JPMorgan, upon which the Plan is premised, and the
transactions contemplated therein, are fair, reasonable, and in
the best interests of WMI. However, the Opinion and related order
denied confirmation, but suggested certain modifications to the
Company's Sixth Amended Joint Plan of Affiliated Debtors that, if
made, would facilitate confirmation.

WaMu filed a Modified Sixth Amended Joint Plan and a related
Supplemental Disclosure Statement, which it believes would address
the Bankruptcy Court's concerns.

On Sept. 13, 2011, Judge Walrath denied confirmation of WaMu's
Modified Sixth Amended Plan and granted equity committee standing
to prosecute claims for equitable disallowance but stayed the
ruling pending mediation.

Judge Walrath scheduled a status hearing for Oct. 7, 2011, at
11:30 a.m. to consider the issues to be referred to a mediator.

WaMu said it would seek confirmation of a revised plan "as soon as
practicable."

The Plan proposes to pay more than $7 billion to creditors and
incorporates a global settlement agreement resolving issues among
the Debtors, JPMorgan Chase, the Federal Deposit Insurance Corp.
in its corporate capacity and as receiver for WaMu Bank, certain
large creditors, certain WMB senior noteholders, and the
creditors' committee. The Settlement Noteholders are Appaloosa
Management, L.P., Aurelius Capital Management LP, Centerbridge
Partners, LP, and Owl Creek Asset Management, L.P.


WASHINGTON MUTUAL: Creditors Seek Probe of Trading Decision
-----------------------------------------------------------
Dow Jones' Daily Bankruptcy Review reports that the official
creditors committee in Washington Mutual Inc.'s Chapter 11 case
has joined the ranks of those pushing to appeal a ruling that put
some of the country's most powerful distressed-debt investing
firms in danger of going to trial for insider trading.

                            About WaMu

Based in Seattle, Washington, Washington Mutual Inc. --
http://www.wamu.com/-- was the holding company for Washington
Mutual Bank as well as numerous non-bank subsidiaries.

Washington Mutual Bank was taken over on Sept. 25, 2008, by U.S.
government regulators. The next day, WaMu and its affiliate, WMI
Investment Corp., filed separate petitions for Chapter 11 relief
(Bankr. D. Del. 08-12229 and 08-12228, respectively). WaMu owns
100% of the equity in WMI Investment. When WaMu filed for
protection from its creditors, it disclosed assets of
$32,896,605,516 and debts of $8,167,022,695. WMI Investment
estimated assets of $500 million to $1 billion with zero debts.

WaMu is represented by Brian Rosen, Esq., at Weil, Gotshal &
Manges LLP in New York City; Mark D. Collins, Esq., at Richards,
Layton & Finger P.A. in Wilmington, Del.; and Peter Calamari,
Esq., and David Elsberg, Esq., at Quinn Emanuel Urquhart Oliver &
Hedges, LLP. The Debtor tapped Valuation Research Corporation as
valuation service provider for certain assets.

Fred S. Hodara, Esq., at Akin Gump Strauss Hauer & Fled LLP in New
York, and David B. Stratton, Esq., at Pepper Hamilton LLP in
Wilmington, Del., represent the Official Committee of Unsecured
Creditors. Stephen D. Susman, Esq., at Susman Godfrey LLP and
William P. Bowden, Esq., at Ashby & Geddes, P.A., represent the
Equity Committee. The official committee of equity security
holders also tapped BDO USA as its tax advisor. Stacey R.
Friedman, Esq., at Sullivan & Cromwell LLP and Adam G. Landis,
Esq., at Landis Rath & Cobb LLP in Wilmington, Del., represent
JPMorgan Chase, which acquired the WaMu bank unit's assets prior
to the Petition Date.

On Jan. 7, 2011, the Bankruptcy Court entered a 107-page opinion
determining that the global settlement agreement, among certain
parties including WMI, the Federal Deposit Insurance Corporation
and JPMorgan, upon which the Plan is premised, and the
transactions contemplated therein, are fair, reasonable, and in
the best interests of WMI. However, the Opinion and related order
denied confirmation, but suggested certain modifications to the
Company's Sixth Amended Joint Plan of Affiliated Debtors that, if
made, would facilitate confirmation.

WaMu filed a Modified Sixth Amended Joint Plan and a related
Supplemental Disclosure Statement, which it believes would address
the Bankruptcy Court's concerns.

On Sept. 13, 2011, Judge Walrath denied confirmation of WaMu's
Modified Sixth Amended Plan and granted equity committee standing
to prosecute claims for equitable disallowance but stayed the
ruling pending mediation.

Judge Walrath scheduled a status hearing for Oct. 7, 2011, at
11:30 a.m. to consider the issues to be referred to a mediator.

WaMu said it would seek confirmation of a revised plan "as soon as
practicable."

The Plan proposes to pay more than $7 billion to creditors and
incorporates a global settlement agreement resolving issues among
the Debtors, JPMorgan Chase, the Federal Deposit Insurance Corp.
in its corporate capacity and as receiver for WaMu Bank, certain
large creditors, certain WMB senior noteholders, and the
creditors' committee. The Settlement Noteholders are Appaloosa
Management, L.P., Aurelius Capital Management LP, Centerbridge
Partners, LP, and Owl Creek Asset Management, L.P.


WASHINGTON MUTUAL: Confirms Release of Securities Tendered
----------------------------------------------------------
Washington Mutual, Inc. confirmed that it has instructed The
Depository Trust Company to release, and return to the target
CUSIP accounts, securities that were tendered into contra-CUSIP
accounts established with DTC.  Once securities have been returned
to the target CUSIP accounts, such securities will be available
for trading by the holders of such securities.  These securities
were tendered to contra-CUSIP accounts for the purpose of
identifying and "freezing" trading of the securities in connection
with release and exchange elections made with respect to WMI's
proposed Modified Sixth Amended Joint Plan of Affiliated Debtors
Pursuant to Chapter 11 of the United States Bankruptcy Code, dated
February 7, 2011.

The holders of the securities will have an opportunity to resubmit
release and exchange elections in connection with any modification
to the Plan or any other chapter 11 plan of reorganization filed
in the future.  Except as noted below, all prior elections with
respect to released securities shall be disregarded.

Holders of (a) WMB Senior Notes - both those who filed claims
classified as "WMB Senior Notes Claims" in Class 17A as well as
Non-Filing WMB Senior Note Holders - and (b) preferred shares
classified as "REIT Series" in Class 19 shall not have an
opportunity to resubmit release elections; such holders' elections
made in connection with the Plan shall remain valid and
enforceable in connection with respect to any modification to the
Plan or any other chapter 11 plan of reorganization filed in the
future.  To the extent that a holder elected to grant the releases
set forth in the Plan, such holders' information was recorded in
an escrow CUSIP account established with DTC, or recorded by
Euroclear Bank S.A./N.V. or Clearstream Banking, societe anonyme
as applicable, prior to such holders' securities being previously
released from the contra-CUSIP.

Security holders affected by these procedures should consult with
their respective financial and legal advisors.

Additional details, as well as WMI's Plan and related disclosure
statement are available at http://www.kccllc.net/wamu/

                           About WaMu

Based in Seattle, Washington, Washington Mutual Inc. --
http://www.wamu.com/-- was the holding company for Washington
Mutual Bank as well as numerous non-bank subsidiaries.

Washington Mutual Bank was taken over on Sept. 25, 2008, by U.S.
government regulators. The next day, WaMu and its affiliate, WMI
Investment Corp., filed separate petitions for Chapter 11 relief
(Bankr. D. Del. 08-12229 and 08-12228, respectively). WaMu owns
100% of the equity in WMI Investment. When WaMu filed for
protection from its creditors, it disclosed assets of
$32,896,605,516 and debts of $8,167,022,695. WMI Investment
estimated assets of $500 million to $1 billion with zero debts.

WaMu is represented by Brian Rosen, Esq., at Weil, Gotshal &
Manges LLP in New York City; Mark D. Collins, Esq., at Richards,
Layton & Finger P.A. in Wilmington, Del.; and Peter Calamari,
Esq., and David Elsberg, Esq., at Quinn Emanuel Urquhart Oliver &
Hedges, LLP. The Debtor tapped Valuation Research Corporation as
valuation service provider for certain assets.

Fred S. Hodara, Esq., at Akin Gump Strauss Hauer & Fled LLP in New
York, and David B. Stratton, Esq., at Pepper Hamilton LLP in
Wilmington, Del., represent the Official Committee of Unsecured
Creditors. Stephen D. Susman, Esq., at Susman Godfrey LLP and
William P. Bowden, Esq., at Ashby & Geddes, P.A., represent the
Equity Committee. The official committee of equity security
holders also tapped BDO USA as its tax advisor. Stacey R.
Friedman, Esq., at Sullivan & Cromwell LLP and Adam G. Landis,
Esq., at Landis Rath & Cobb LLP in Wilmington, Del., represent
JPMorgan Chase, which acquired the WaMu bank unit's assets prior
to the Petition Date.

On Jan. 7, 2011, the Bankruptcy Court entered a 107-page opinion
determining that the global settlement agreement, among certain
parties including WMI, the Federal Deposit Insurance Corporation
and JPMorgan, upon which the Plan is premised, and the
transactions contemplated therein, are fair, reasonable, and in
the best interests of WMI. However, the Opinion and related order
denied confirmation, but suggested certain modifications to the
Company's Sixth Amended Joint Plan of Affiliated Debtors that, if
made, would facilitate confirmation.

WaMu filed a Modified Sixth Amended Joint Plan and a related
Supplemental Disclosure Statement, which it believes would address
the Bankruptcy Court's concerns.

On Sept. 13, 2011, Judge Walrath denied confirmation of WaMu's
Modified Sixth Amended Plan and granted equity committee standing
to prosecute claims for equitable disallowance but stayed the
ruling pending mediation.

Judge Walrath scheduled a status hearing for Oct. 7, 2011, at
11:30 a.m. to consider the issues to be referred to a mediator.

WaMu said it would seek confirmation of a revised plan "as soon as
practicable."

The Plan proposes to pay more than $7 billion to creditors and
incorporates a global settlement agreement resolving issues among
the Debtors, JPMorgan Chase, the Federal Deposit Insurance Corp.
in its corporate capacity and as receiver for WaMu Bank, certain
large creditors, certain WMB senior noteholders, and the
creditors' committee. The Settlement Noteholders are Appaloosa
Management, L.P., Aurelius Capital Management LP, Centerbridge
Partners, LP, and Owl Creek Asset Management, L.P.


WASTEQUIP INC: Working to Refinance Debt as Maturities Approach
---------------------------------------------------------------
Dow Jones' Daily Bankruptcy Review reports that Wastequip Inc. is
seeking to refinance a credit agreement that comes due in the next
14 months, a tough task for the maker of waste-handling equipment,
which is burdened with heavy debt and challenging market
conditions for its products, said analysts.

Wastequip is the largest manufacturer of waste handling and
recycling equipment used to collect, process, and transport solid
and liquid waste in North America.  Revenues for the twelve months
ending September 30, 2009, exceeded $300 million.

As reported in the Troubled Company Reporter on Oct. 3, 2011,
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.


WORLD SURVEILLANCE: Files Form S-8; Registers 63.9-Mil. Shares
--------------------------------------------------------------
World Surveillance Group Inc., formerly known as Sanswire Corp.,
filed with the U.S. Securities and Exchange Commission a Form S-8
registration statement registering 63.9 million shares of common
stock to be offered under the 2004 Employee Stock Option Plan,
2011 Equity Compensation Incentive Plan and Non-Qualified Stock
Options.  A full-text copy of the Form S-8 prospectus is available
for free at http://is.gd/22AjMd

                     About World Surveillance

World Surveillance Group Inc. designs, develops, markets and sells
autonomous lighter-than-air (LTA) unmanned aerial vehicles (UAVs)
capable of carrying payloads that provide persistent security
and/or wireless communication from air to ground solutions at low,
mid and high altitudes.  The Company's airships, when integrated
with electronics systems and other high technology payloads, are
designed for use by government-related and commercial entities
that require real-time intelligence, surveillance and
reconnaissance or communications support for military, homeland
defense, border control, drug interdiction, natural disaster
relief and maritime missions.  The Company is headquartered at the
Kennedy Space Center, in Florida.

The Company's balance sheet at June 30, 2011, showed $3.7 million
in total assets, $17.9 million in total liabilities, and a
stockholders' deficit of $14.2 million.

Rosen Seymour Shapss Martin & Company LLP, in New York, expressed
substantial doubt about Sanswire'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 experienced significant losses and negative cash
flows, resulting in decreased capital and increased accumulated
deficits.


YELLOWSTONE MOUNTAIN: Federal Judge Dismisses Firm's Appeal
-----------------------------------------------------------
A federal judge dismissed an appeal that would have confirmed a
$40 million judgment against developer Tim Blixseth, the founder
of the exclusive Yellowstone Club in Montana.  In a significant
victory for Mr. Blixseth, US District Court Judge Sam E. Haddon
dismissed the appeal by the Yellowstone Club Liquidating Trust
because the judgment is not final and is still a "moving target."

In previous rulings, the Ninth Circuit Court of Appeals similarly
refused to hear the appeal seeking to confirm the approximately
$40 million judgment against Mr. Blixseth.

"I've done nothing wrong and the judgment against me should be
thrown out," Mr. Blixseth said.  "More importantly, a recent
Supreme Court decision makes clear that a lone bankruptcy court
judge in Montana has no constitutional ability to decide matters
like these," Mr. Blixseth added.

Mr. Blixseth's legal team has consistently argued that his case
clearly should never have been adjudicated by a US bankruptcy
judge, without a jury and without the normal rules of civil
discovery.  Notably, the bankruptcy court in Montana initially
forced Mr. Blixseth to go to trial only three weeks after he was
sued for over $200 million.  As the US Supreme Court made clear
earlier this year in Stern v Marshall, bankruptcy courts have no
constitutional authority to decide the very state law claims
against Mr. Blixseth that the bankruptcy court did in Montana.
Such matters should be handled instead by US District Courts, the
Supreme Court ruled.

"Stern v Marshall signaled the end of many years of allowing
isolated bankruptcy judges to wield unbridled and unchecked
judicial power in bankruptcy courts by trying cases that should
have been tried by an independent judge," Mr. Blixseth said.  "All
I've ever wanted is a fair shake and an opportunity to lay out my
case before a jury of my peers and an independent judge.  That's
what real justice is all about and that is what the Constitution
requires. The judgment against me should be dismissed and the
process started the right way, with fairness for all parties."

On August 16, 2010, prior to the landmark Stern v Marshall ruling,
US Bankruptcy Judge Ralph Kirscher ruled on his own in the
Yellowstone Club bankruptcy case and issued the $40 million
judgment against Blixseth.  The club filed for bankruptcy
protection in 2008, and was owned at the time by Mr. Blixseth's
ex-wife and controlled by Sam Byrne of Cross Harbor Capital
Partners of Boston.

"All I ever did was borrow money from an aggressive lender, Credit
Suisse, which promised the Yellowstone Club loan would never have
recourse to me.  Credit Suisse and one of its bondholders, Sam
Byrne, have been behind the scenes in all of this litigation and
ended up as partial owners of the Yellowstone Club at a fraction
of its real worth.  They and their partners weren't satisfied with
just getting the club for a steal, they then fabricated a case
against me. It's just one more example of the era of greed on Wall
Street, as exposed in the award-winning documentary, 'Inside
Job.'"

                        About Yellowstone Club

Located near Big Sky, Montana, Yellowstone Club --
http://www.theyellowstoneclub.com/-- is a private golf and ski
community with more than 350 members, including Bill Gates and Dan
Quayle.  The Company was founded in 1999.

Yellowstone Mountain Club LLC and its affiliates filed for Chapter
11 on Nov. 10, 2008 (Bankr. D. Mont. Case No. 08-61570).  The
Company's owner affiliate Edra D. Blixseth, filed for Chapter 11
on March 27, 2009 (Bankr. D. Mont. Case No. 09-60452).

In June 2009, the Bankruptcy Court entered an order confirming
Yellowstone's Chapter 11 Plan.  Pursuant to the Plan, CrossHarbor
Capital Partners, LLC, acquired equity ownership in the
reorganized club for $115 million.

Attorneys at Bullivant Houser Bailey PC and Bekkedahl & Green
PLLC, represented the Debtors.  The Debtors hired FTI Consulting
Inc. and Ronald Greenspan as CRO.  The official committee of
unsecured creditors were represented by Parsons, Behle and
Latimer, as counsel, and James H. Cossitt, Esq., at local counsel.
Credit Suisse, the prepetition first lien lender, was represented
by Skadden, Arps, Slate, Meagher & Flom.

The Court entered an order confirming The Yellowstone Club's
Chapter 11 Plan of Reorganization in June 2009.


* 2011 Global Corp Default Tally Increases to 32
------------------------------------------------
Three U.S.-based issuers defaulted this week, raising the 2011
global corporate default tally to 32, said an article published
Thursday by Standard & Poor's Global Fixed Income Research, titled
"Global Corporate Default Update (Sept. 29 - Oct. 5, 2011)."

One of these defaulters, Real Mex Restaurants Inc., defaulted for
the second time this year -- the first time in July after failing
to make an interest payment and the second time this week after
filing for Chapter 11 bankruptcy protection. Of the total
defaulters this year, 23 are based in the U.S., three are based in
New Zealand, two are in Canada, and one each is in the Czech
Republic, France, Israel, and Russia.

Of the defaulters by this time in 2010, 49 were U.S.-based
issuers, nine were from the other developed region (Australia,
Canada, Japan, and New Zealand), seven were from the emerging
markets, and two were European issuers.

Thirteen of this year's defaults were due to missed interest or
principal payments and seven were due to distressed exchanges --
both of which were among the top reasons for defaults in 2010.
Bankruptcy filings followed with six 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.

By comparison, in 2010, 28 defaults resulted from missed interest
or principal payments, 25 from Chapter 11 and foreign bankruptcy
filings, 23 from distressed exchanges, three from receiverships,
one from a regulatory directive, and one from administration.


* Slowing Economy Poses Risks to 3 Most Stressed Sectors
--------------------------------------------------------
Standard & Poor's Global Fixed Income Research has published its
latest "Stress In Corporate America" report, in which we use three
of our research publications -- weakest links, potential bond
downgrades, and the distressed report -- to identify and spotlight
U.S. sectors S&P believes are currently subject to the highest
levels of credit stress.

In light of sluggish consumer demand, a depressed construction
market, and continued uncertainty about economic and credit market
conditions, the media and entertainment, consumer products, and
forest products/building materials sectors were, in our opinion,
the most troubled sectors as of Sept. 29, 2011, according to the
article published Friday, titled "Stress In Corporate America:
The Slowing Economy Poses Risks To Recovery For The Three Most
Stressed Sectors."  These sectors had the highest levels of risk
among our lists of distressed companies, weakest links, and
potential bond downgrades.

"We identified 113 companies in these three sectors that meet at
least one of the criteria," said Diane Vazza, head of Standard &
Poor's Global Fixed Income Research.  "Of the 113 companies, 27
are on more than one list, indicating even higher vulnerability."

"Over the past 12 months, downgrades accounted for 54% of all
rating actions in forest products and building materials, 49% in
consumer products, and 46% in media and entertainment," said Ms.
Vazza. "In comparison, 42% of rating actions for nonfinancial
issuers were downgrades."


* Missouri and Minnesota Banks Shuttered; Year's Failures Now 76
----------------------------------------------------------------
Sun Security Bank, Ellington, Missouri, was closed Friday by the
Missouri Division of Finance, which appointed the Federal Deposit
Insurance Corporation as receiver.  To protect the depositors, the
FDIC entered into a purchase and assumption agreement with Great
Southern Bank, Springfield, Missouri, to assume all of the
deposits of Sun Security Bank.

The RiverBank, Wyoming, Minnesota, was closed today by the
Minnesota Department of Commerce, which appointed the Federal
Deposit Insurance Corporation as receiver. To protect the
depositors, the FDIC entered into a purchase and assumption
agreement with Central Bank, Stillwater, Minnesota, to assume all
of the deposits of The RiverBank.

The FDIC estimates that the failures of the two banks will cost
$190 million to its deposit insurance fund.

                      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)
  -----------      -----------  -----------------    ------------
Sun Security Bank        $355.9  Great Southern Bank       $118.3
The RiverBank        $417.4  Central Bank               $71.4

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.


* Insurer Must Pay Bankrupt Manufacturer's Asbestos Claims
----------------------------------------------------------
Liz Hoffman at Bankruptcy Law360 reports that Transport Insurance
Corp. is on the hook for millions of dollars in asbestos-related
health claims after an Illinois federal judge ruled that it could
not skirt a provision in its policy held by a bankrupt materials
manufacturer.

According to Law360, U.S. District Judge Sharon Johnson Coleman
partially granted Artra 524(g) Asbestos Trust's request for
summary judgment, ruling that Transport Insurance must pay the
full amount of any health claims, rather than simply covering the
pennies on the dollar the trust can afford to pay claimants.


* Avenue Holds Second Close on European Distress Fund
-----------------------------------------------------
Dow Jones' DBR Small Cap reports that Avenue Capital Group has
held a second close on its latest European special situations fund
at $1.1 billion, said people familiar with the situation.


* BOND PRICING -- For Week From Oct. 3 to Oct. 7, 2011
------------------------------------------------------

  Company           Coupon   Maturity  Bid Price
  -------           ------   --------  ---------
ACARS-GM             8.100  6/15/2024     1.000
AHERN RENTALS        9.250  8/15/2013    24.125
AMBAC INC            9.375   8/1/2011    10.000
AMBAC INC            9.500  2/15/2021    15.000
AMBAC INC            7.500   5/1/2023    12.500
AMBAC INC            5.950  12/5/2035    10.000
AMBAC INC            6.150   2/7/2087     0.200
AMERICAN ORIENT      5.000  7/15/2015    53.346
AMR CORP             9.200  1/30/2012    90.000
AMR CORP             9.000   8/1/2012    82.850
BANK NEW ENGLAND     8.750   4/1/1999    14.000
BANK NEW ENGLAND     9.875  9/15/1999    14.000
BANKUNITED FINL      3.125   3/1/2034     7.100
BLOCKBUSTER INC     11.750  10/1/2014     2.125
BROADVIEW NETWRK    11.375   9/1/2012    73.080
CAPMARK FINL GRP     5.875  5/10/2012    50.500
CIRCUS & ELDORAD    10.125   3/1/2012    83.000
CITICORP             7.250 10/15/2011    99.900
DIRECTBUY HLDG      12.000   2/1/2017    31.000
DIRECTBUY HLDG      12.000   2/1/2017    35.625
DUNE ENERGY INC     10.500   6/1/2012    48.100
DYNEGY HLDGS INC     8.750  2/15/2012    78.058
EASTMAN KODAK CO     7.250 11/15/2013    49.250
EDDIE BAUER HLDG     5.250   4/1/2014     6.750
ENERGY CONVERS       3.000  6/15/2013    41.000
EOP OPERATING LP     5.000 10/15/2011    98.250
EVERGREEN SOLAR      4.000  7/15/2013     1.000
EVERGREEN SOLAR     13.000  4/15/2015    50.000
EVERGREEN SOLAR      4.000  7/15/2020    13.000
FAIRPOINT COMMUN    13.125   4/1/2018     1.000
FAIRPOINT COMMUN    13.125   4/2/2018     1.250
FRIENDLY ICE CR      8.375  6/15/2012    27.525
GLB AVTN HLDG IN    14.000  8/15/2013    85.100
GLOBALSTAR INC       5.750   4/1/2028    59.750
GMAC LLC             6.750 10/15/2011    99.429
GREAT ATLA & PAC     6.750 12/15/2012    22.000
HARTFORD FINL        5.250 10/15/2011   100.000
HAWKER BEECHCRAF     8.500   4/1/2015    41.000
HAWKER BEECHCRAF     9.750   4/1/2017    27.000
HORIZON LINES        4.250  8/15/2012    69.000
INTL LEASE FIN       5.000 10/15/2011    99.665
INTL LEASE FIN       5.250 10/15/2011    99.010
K HOVNANIAN ENTR     6.250  1/15/2015    60.000
K HOVNANIAN ENTR     6.250  1/15/2016    38.160
K HOVNANIAN ENTR     7.500  5/15/2016    30.000
KELLWOOD CO          7.625 10/15/2017    29.000
LEHMAN BROS HLDG     6.000  7/19/2012    22.000
LEHMAN BROS HLDG     3.000 10/28/2012    25.125
LEHMAN BROS HLDG     3.000 11/17/2012    24.250
LEHMAN BROS HLDG     5.000  1/22/2013    23.125
LEHMAN BROS HLDG     5.625  1/24/2013    22.000
LEHMAN BROS HLDG     5.100  1/28/2013    22.500
LEHMAN BROS HLDG     5.000  2/11/2013    23.000
LEHMAN BROS HLDG     4.800  2/27/2013    23.125
LEHMAN BROS HLDG     4.700   3/6/2013    22.500
LEHMAN BROS HLDG     5.000  3/27/2013    21.000
LEHMAN BROS HLDG     5.750  5/17/2013    23.000
LEHMAN BROS HLDG     5.250  1/30/2014    23.125
LEHMAN BROS HLDG     4.800  3/13/2014    23.000
LEHMAN BROS HLDG     5.000   8/3/2014    23.125
LEHMAN BROS HLDG     6.200  9/26/2014    23.375
LEHMAN BROS HLDG     5.150   2/4/2015    23.125
LEHMAN BROS HLDG     5.250  2/11/2015    22.500
LEHMAN BROS HLDG     8.800   3/1/2015    22.000
LEHMAN BROS HLDG     7.000  6/26/2015    22.500
LEHMAN BROS HLDG     8.500   8/1/2015    23.500
LEHMAN BROS HLDG     5.000   8/5/2015    20.250
LEHMAN BROS HLDG     7.000 12/18/2015    20.800
LEHMAN BROS HLDG     5.500   4/4/2016    23.000
LEHMAN BROS HLDG     5.875 11/15/2017    23.375
LEHMAN BROS HLDG     5.600  1/22/2018    22.000
LEHMAN BROS HLDG     5.700  1/28/2018    22.000
LEHMAN BROS HLDG     5.500   2/4/2018    22.500
LEHMAN BROS HLDG     5.550  2/11/2018    22.250
LEHMAN BROS HLDG     6.000  2/12/2018    23.125
LEHMAN BROS HLDG     5.350  2/25/2018    21.875
LEHMAN BROS HLDG     6.875   5/2/2018    24.000
LEHMAN BROS HLDG     8.050  1/15/2019    22.000
LEHMAN BROS HLDG     7.000  4/16/2019    21.750
LEHMAN BROS HLDG     8.500  6/15/2022    20.000
LEHMAN BROS HLDG    11.000  6/22/2022    23.375
LEHMAN BROS HLDG    11.000  7/18/2022    22.750
LEHMAN BROS HLDG    11.500  9/26/2022    23.375
LEHMAN BROS HLDG     9.500 12/28/2022    21.750
LEHMAN BROS HLDG     9.500  1/30/2023    21.875
LEHMAN BROS HLDG     8.400  2/22/2023    21.500
LEHMAN BROS HLDG     9.500  2/27/2023    22.250
LEHMAN BROS HLDG     9.000   3/7/2023    19.775
LEHMAN BROS HLDG    10.000  3/13/2023    22.500
LEHMAN BROS HLDG    18.000  7/14/2023    25.750
LEHMAN BROS HLDG    10.375  5/24/2024    22.000
LEHMAN BROS HLDG    11.000  3/17/2028    25.497
LEHMAN BROS INC      7.500   8/1/2026    15.000
LENNAR CORP          5.950 10/17/2011   100.125
LIFEPT VILGE         8.500  3/19/2013    49.500
LOCAL INSIGHT       11.000  12/1/2017     2.250
MAJESTIC STAR        9.750  1/15/2011     5.000
MANNKIND CORP        3.750 12/15/2013    53.250
MOHEGAN TRIBAL       8.000   4/1/2012    60.200
MOHEGAN TRIBAL       6.125  2/15/2013    53.000
MOHEGAN TRIBAL       7.125  8/15/2014    43.700
MOHEGAN TRIBAL       6.875  2/15/2015    43.670
MP SUSQUEH-CALL      9.875  5/15/2014   100.813
NBC ACQ CORP        11.000  3/15/2013     1.000
NEBRASKA BOOK CO    10.000  12/1/2011    91.000
NEBRASKA BOOK CO     8.625  3/15/2012    43.750
NEWPAGE CORP        12.000   5/1/2013     1.980
NVE-CALL11/11        6.750  8/15/2017   102.100
OCR-CALL10/11        6.875 12/15/2015   103.375
PENSON WORLDWIDE     8.000   6/1/2014    44.248
PMI CAPITAL I        8.309   2/1/2027     9.000
RESTAURANT CO       10.000  10/1/2013    22.550
RIVER ROCK ENT       9.750  11/1/2011    71.000
SBARRO INC          10.375   2/1/2015     1.000
TEXAS COMP/TCEH      7.000  3/15/2013    29.000
TEXAS COMP/TCEH     10.250  11/1/2015    37.625
TEXAS COMP/TCEH     10.250  11/1/2015    37.500
TEXAS COMP/TCEH     10.250  11/1/2015    34.000
THORNBURG MTG        8.000  5/15/2013     6.000
TIMES MIRROR CO      7.250   3/1/2013    35.000
TOUSA INC            9.000   7/1/2010    19.500
TRAILER BRIDGE       9.250 11/15/2011    88.900
TRAVELPORT LLC      11.875   9/1/2016    40.000
TRAVELPORT LLC      11.875   9/1/2016    39.875
TRICO MARINE         3.000  1/15/2027     4.000
TRICO MARINE SER     8.125   2/1/2013     4.000
VIRGIN RIVER CAS     9.000  1/15/2012    51.000
WCI COMMUNITIES      7.875  10/1/2013     0.400
WCI COMMUNITIES      4.000   8/5/2023     1.570
WESCO INTL           1.750 11/15/2026    89.000
WILLIAM LYON INC    10.750   4/1/2013    18.250
WILLIAM LYON INC     7.500  2/15/2014    17.000
WILLIAM LYONS        7.625 12/15/2012    23.000



                           *********

Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par.  Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable.  Those sources may not,
however, be complete or accurate.  The Monday Bond Pricing table
is compiled on the Friday prior to publication.  Prices reported
are not intended to reflect actual trades.  Prices for actual
trades are probably different.  Our objective is to share
information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy or
sell any security of any kind.  It is likely that some entity
affiliated with a TCR editor holds some position in the issuers"
public debt and equity securities about which we report.

Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets.  At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.
Don't be fooled.  Assets, for example, reported at historical cost
net of depreciation may understate the true value of a firm's
assets.  A company may establish reserves on its balance sheet for
liabilities that may never materialize.  The prices at which
equity securities trade in public market are determined by more
than a balance sheet solvency test.

A list of Meetings, Conferences and Seminars appears in each
Wednesday's edition of the TCR.  Submissions about insolvency-
related conferences are encouraged.  Send announcements to
conferences@bankrupt.com/

On Thursdays, the TCR delivers a list of recently filed
Chapter 11 cases involving less than $1,000,000 in assets and
liabilities delivered to nation's bankruptcy courts.  The list
includes links to freely downloadable images of these small-dollar
petitions in Acrobat PDF format.

Each Friday's edition of the TCR includes a review about a book of
interest to troubled company professionals.  All titles are
available at your local bookstore or through Amazon.com.  Go to
http://www.bankrupt.com/books/to order any title today.

Monthly Operating Reports are summarized in every Saturday edition
of the TCR.

The Sunday TCR delivers securitization rating news from the week
then-ending.

For copies of court documents filed in the District of Delaware,
please contact Vito at Parcels, Inc., at 302-658-9911.  For
bankruptcy documents filed in cases pending outside the District
of Delaware, contact Ken Troubh at Nationwide Research &
Consulting at 207/791-2852.

                           *********

S U B S C R I P T I O N   I N F O R M A T I O N

Troubled Company Reporter is a daily newsletter co-published
by Bankruptcy Creditors" Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Frederick, Maryland,
USA.  Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine
Tumanda, Howard C. Tolentino, Joseph Medel C. Martirez, Denise
Marie Varquez, Ronald C. Sy, Joel Anthony G. Lopez, Cecil R.
Villacampa, Sheryl Joy P. Olano, Carlo Fernandez, Christopher G.
Patalinghug, and Peter A. Chapman, Editors.

Copyright 2011.  All rights reserved.  ISSN: 1520-9474.

This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without prior
written permission of the publishers.  Information contained
herein is obtained from sources believed to be reliable, but is
not guaranteed.

The TCR subscription rate is $775 for 6 months delivered via e-
mail.  Additional e-mail subscriptions for members of the same
firm for the term of the initial subscription or balance thereof
are $25 each.  For subscription information, contact Christopher
Beard at 240/629-3300.


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