TCR_Public/111017.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 17, 2011, Vol. 15, No. 288

                            Headlines

88 CAPITAL: Voluntary Chapter 11 Case Summary
A.B.C. LEARNING: RCS Files Before Automatic Stay Contempt Ruling
ALLEN CAPITAL: Court Confirms Fifth Amended Plan
AMBAC FINANCIAL: Wants Court-Controlled Estimation of IRS Claims
AMERICAN DIAGNOSTIC: Can Access Cash Collateral Until Dec. 2

AMERICAN HOME MORTGAGE: Court Rules in Showcase of Agents Suit
AMR CORP: To Report Third Quarter 2011 Earnings on October 19
ANTS SOFTWARE: Sells $340,000 Conv. Note to Constantin Zdarsky
BAYOU GROUP: Goldman Appeals $20.5MM Award to 2nd Circuit
BEAZER HOMES: Had $646 Million Total Cash at Sept. 30

BEALE STREET BLUES: Wants to Continue and Revise Mirage Lease
BERNARD L. MADOFF: Judge Blocks Cayman Lawsuit Against Trustee
BERNARD L. MADOFF: Ruling Soon on Allowing Customers to Sue Kin
BERNARD L. MADOFF: Maxam Suit in Caymans Found to Violate Stay
BLUE RIDGE SAVINGS: Closed; Bank of N.C. Assumes Deposits

BOUNDARY BAY: Callison Trust Joins Creditors Committee
BROWNSTONE LOFTS: Sec. 341 Creditors' Meeting Set for Oct. 25
CANO PETROLEUM: Sees $188.7 Million Net Loss in Fiscal 2011
CARBON RESOURCES: Files Plan Centered on Sale of Coal Mine
CARTER'S GROVE: Disclosure Statement Hearing Set for Oct. 21

CHEF SOLUTIONS: Lowenstein Firm Lands Creditors' Job
CLEARWIRE CORP: Had $700 Million Cash as of Sept. 30
CONOLOG CORP: Earns $511,000 from Sale of 5.1MM Common Shares
CONTECH CONSTRUCTION: S&P Lowers Corp. Credit Rating to 'CCC+'
COUNTRY BANK: Closed; Blackhawk Bank & Trust Assumes All Deposits

CYTEC INDUSTRIES: Sterling Chemicals Can't Raise Retiree Premiums
DRYSHIPS INC: Enters Into Add'l Well Contracts for Eirik Raude
EASTMAN KODAK: Strikes Licensing Deal With Imax
ELCOTEQ INC: Creditors Argue Over Venue of Bankruptcy Case
ELKO MALL: Case Summary & 2 Largest Unsecured Creditors

EMMIS COMMUNICATIONS: Incurs $8.5-Mil. Net Loss in Aug. 31 Qtr.
FIRST STATE BANK: Closed; Northfield Bank Assumes All Deposits
F&F CONANT: Case Summary & Largest Unsecured Creditor
FLAKEBOARD CO: S&P Affirms & Withdraws 'B' Corp. Credit Rating
FRIENDLY ICE CREAM: Coca-Cola, PBGC, BNY Mellon on Committee

FRIENDLY ICE CREAM: Plotting to Dump Pensions in Ch. 11, Says PBGC
GARDENS OF GRAPEVINE: Files Plan, To Pay Unsecureds in 5 Years
GARLOCK SEALING: Appeals Ruling vs. Access to Info in Other Cases
GENERAL MOTORS: Judge Approves $120MM in Old GM Ch. 11 Legal Fees
GRACEWAY PHARMA: U.S. Trustee Appoints 3-Member Creditors' Panel

GRAS II: Case Summary & 20 Largest Unsecured Creditors
GSW HOLDINGS: Case Summary & Largest Unsecured Creditor
HARRISBURG, PA: Could Be Tossed Out of Bankruptcy in Few Days
HARRISBURG, PA: Analysts See Bankruptcy Filing as 'Isolated Event'
HORIZON AUTO FUNDING: Files for Chapter 11 in Salt Lake City

HOVNANIAN ENTERPRISES: Early Tender Deadline Moved to Oct. 17
HUGHES TELEMATICS: Raises $41 Million from Common Stock Offering
HUGHES TELEMATICS: Communications Investors Owns 51% Equity Stake
HUGHES TELEMATICS: Registers 11.3 Million Common Shares
HUSSEY COPPER: Hires Saul Ewing LLP as Counsel

HUSSEY COPPER: Hires SSG Capital as Investment Banker
HUSSEY COPPER: Revere Copper Wants Stalking Horse Fees Rejected
IHEALTH TECHNOLOGIES: S&P Withdraws 'B+' Corporate Credit Rating
IMPERIAL PETROLEUM: Reports $6.4MM Earnings for Fiscal Year 2011
INVESTORS LENDING: Sec. 341 Creditors' Meeting Set for Oct. 25

JAMES DONNAN: Tosses Out $5.5-Mil. Settlement With GLC
KEELEY AND GRABANSKI: Files Plan Centered on Asset Sale
KLUGE ESTATE WINERY: Renamed to Trump Vineyard Estates
KMART CORP: Court Directs Status Hearing in Tax Dispute
LACK'S STORES: Files Ch. 11 Plan; Unsecureds Offered 67%

LANKY'S INC.: Case Summary & 13 Largest Unsecured Creditors
MALIBU OCEAN: Voluntary Chapter 11 Case Summary
LE-NATURE'S: Judge to Reconsider Ex-CEO's Bid to Cut Damages
LEAR CORP: Moody's Raises Ratings, Citing Improved Balance Sheet
LENOX 126: Sale Plan Disclosures Hearing on Nov. 9

LIBBEY INC: Gregory Geswein Resigns as VP Strategic Planning
LOCAL INSIGHT: Seeks to Keep Control Over Its Chapter 11 Case
LOCAL INSIGHT: Deadline to Object to Plan on Oct. 27
MASTER LAND: Case Summary & 4 Largest Unsecured Creditors
MCCLATCHY CO: Kevin McClatchy Owns 18.7% of Class A Shares

MERCER GOLD: Cites Actions of Ex CEO Rahim Jivraj in Legal Action
MISSION REAL: Wins Confirmation of Reorganization Plan
MJAK INVESTMENT: Case Summary & 3 Largest Unsecured Creditors
MKJ HOLDINGS: Voluntary Chapter 11 Case Summary
MMRGLOBAL INC: Michael Finley Appointed to Board of Directors

MOHEGAN TRIBAL: Files Statistical Report for Mohegan Sun
MORGANS HOTEL: Royalton & Walton Ink Sale Pact with Capital Hills
MOUNTAIN CITY: U.S. Trustee Appoints 5-Member Creditors' Panel
MYLAN INC: S&P Retains 'BB+' Corp. Credit Rating; Outlook Stable
N'GENUITY ENTERPRISES: Case Summary & Creditors List

NAVISTAR INT'L: Carl Icahn Discloses 9.8% Equity Stake
NOVELIS INC: S&P Reinstates 'B' Rating on $74-Mil. Notes Due 2015
NUTRITION 21: Court Sets Nov. 1 Auction for Sale of Assets
OPEN RANGE: Final DIP Financing Hearing on Oct. 31
PIEDMONT COMMUNITY: Closed; State Bank and Trust Assumes Deposits

PINAFORE HOLDINGS: S&P Affirms 'BB-' Corporate; Outlook Stable
POINT BLANK: Selling Zylon Now, Entire Business Next
PREMIER TRAILER: Has Final Nod to Borrow $1.5 Million
REAL MEX: Inks Debtor-In-Possession Credit Agreement
ROUND TABLE: Can Continue Accessing Cash Collateral Until Oct. 31

R & Y HAMMOND: Case Summary & Largest Unsecured Creditor
RCR PLUMBING: Files for Chapter 11 in Riverside
RCS CAPITAL: Files Before A.B.C. Automatic Stay Contempt Ruling
SOLYNDRA LLC: Chapter 11 Trustee Would Hurt Sale Prospects
SECURITY NATIONAL: Files for Chapter 11 in Delaware

SSI GROUP: Wants to Employ Proskauer Rose as Bankruptcy Counsel
SSI GROUP: Wants to Hire Morgan Joseph as Financial Advisor
TDL INVESTMENTS: Voluntary Chapter 11 Case Summary
TELETOUCH COMMUNICATIONS: Registers 32 Million Common Shares
TELLICO LANDING: Plan Calls for Sale of Lots at Rarity Pointe

TETON AIR: Seeks Approval to Employ Eric Olsen as Attorney
TWO BROTHERS: Case Summary & 14 Largest Unsecured Creditors
ULTERRA HOLDINGS: S&P Lowers Corp. Credit Rating to 'CCC+'
UNITED INVESTMENTS: Case Summary & 2 Largest Unsecured Creditors
VALLEJO, CA: Bankruptcy Spurs Amendment to State Legislation

V3 CLUB: Case Summary & 20 Largest Unsecured Creditors
VULCAN MATERIALS: S&P Withdraws 'B' Corporate Credit Rating
WES CONSULTING: Incurs $801,252 Net Loss in Fiscal 2011
WINDRUSH SCHOOL: Gets $867T Pledge to Keep Doors Open
WOLF MOUNTAIN: Can Access $500,000 Canyon Mountain DIP Financing

WILL LAUREN: Case Summary & 9 Largest Unsecured Creditors
WILLIAM LYON: Extends ColFin Loan Agreement Waiver to Oct. 27
WINDSOR HOSPITALITY: Case Summary & 20 Largest Unsecured Creditors
WS MINERAL: Files Chap. 11 Plan & Disclosure Statement

WYNDSTORM CORP: Files for Chapter 7 Protection
YELLOWSTONE CLUB: Judge Refuses to Clear Founder to File Lawsuits
ZALE CORP: Thomas Haubenstricker Appointed SVP, CFO

* Social Security Omitted in Chapter 13 Calculation

* Four Banks Shuttered Friday; Year's Failures Now 80

* S&P's Global Default Tally for 2011 Rises to 34
* S&P Says Media, Consumer Products Among Weakest Sectors
* Moody's Says Many U.S. Firms Better Positioned for Downturn

* David R. Jones Appointed as S.D. Texas Bankruptcy Judge

* Some Fund Managers 'Junk' Strategy Amid Concerns About Risk
* Highland Capital Distressed-Investment Head Hits Exit Button

* David G. Johnson Joins McDonald Hopkins Law Firm

* BOND PRICING -- For Week From October 10 to 14, 2011



                            *********



88 CAPITAL: Voluntary Chapter 11 Case Summary
---------------------------------------------
Debtor: 88 Capital Inc.
          dba Frontier Liquors
        500 South River Street
        Hackensack, NJ 07601

Bankruptcy Case No.: 11-39486

Chapter 11 Petition Date: October 11, 2011

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

Judge: Novalyn L. Winfield

Debtor's Counsel: Hyung Seok Kim, Esq.
                  KIM, CHO & LIM, LLC
                  460 Bergen Boulevard, Suite 201
                  Palisades Park, NJ 07650
                  Tel: (201) 585-7400
                  E-mail: jameskim@kcllawfirm.com

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

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

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

The petition was signed by Hyun Choo, president.


A.B.C. LEARNING: RCS Files Before Automatic Stay Contempt Ruling
----------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that the disputes between RCS Capital Development LLC and
A.B.C. Learning Centres Ltd., an Australia-based operator of
childcare centers, now involve two U.S. bankruptcy courts.

Mr. Rochelle relates liquidators for A.B.C. filed for Chapter 15
relief in May 2010 in Delaware.  In November and January, U.S.
Bankruptcy Judge Kevin Gross ruled that the liquidators are
entitled to use Chapter 15 and gave an expansive reading to
the injunction against creditor actions in the U.S.  In part,
Judge Gross was halting collection actions taken in the U.S. by
Phoenix-based RCS, which won a $47 million jury verdict against
A.B.C. in a lawsuit over the breach of development contracts for
locations in the U.S.

According to the report, the A.B.C. liquidators contended in
papers filed in Delaware that RCS violated the Chapter 15 order by
continuing actions in Nevada to seize property in which the
liquidators claimed an interest.  At a hearing in U.S. Bankruptcy
Court in Delaware on Oct. 4, the liquidators asked Judge Gross to
rule that RCS violated the automatic stay.  The liquidators also
wanted RCS to be held in contempt, directed to return property and
assessed with punitive damages.  Judge Gross concluded the Oct. 4
hearing and said he would rule later, court records show.

Mr. Rochelle notes that perhaps hoping to preclude Judge Gross
from handing down an unfavorable ruling, RCS filed its own Chapter
11 petition on Oct. 12 in Phoenix.  RCS said assets of $57 million
are composed mostly of the judgment against A.B.C.  RCS listed
$50.5 million in claims, almost all unsecured.

According to Mr. Rochelle, courts sometimes take the position that
the automatic stay, such as the one resulting from RCS's Chapter
11 filing, doesn't prevent a court from ruling on a dispute where
all proceedings were finished other than handing down the
decision.  The theory goes that the automatic stay doesn't enjoin
courts, only parties.

                        About ABC Learning

Based in Australia, ABC Learning Centres Limited (ASX: ABS) --
http://www.childcare.com.au/-- provides childcare services and
education in more than 1,200 centers in Australia, New Zealand,
the United States and the United Kingdom.  The Company's
subsidiaries include A.B.C. Developmental Learning Centers Pty
Ltd., A.B.C. Early Childhood Training College Pty Ltd., Premier
Early Learning Centers Pty Ltd., A.B.C. Developmental Learning
Centers (NZ) Ltd., A.B.C. New Ideas Pty Ltd., A.B.C. Land
Holdings (NZ) Limited and Child Care Centers Australia Ltd.  On
Jan. 26, 2007, it acquired La Petite Holdings Inc.  On Feb. 2,
2007, it acquired Forward Steps Holdings Ltd.  On March 23, 2007,
it acquired Children's Gardens LLP.  In September 2007, the
Company purchased the Nursery division (Leapfrog Nurseries) from
Nord Anglia Education PLC.  In June 2008, the Company completed
the sale of a 60% stake in its United States business to Morgan
Stanley Private Equity.

In November 2008, ABC Learning Centres Limited appointed Peter
Walker and Greg Moloney of Ferrier Hodgson as voluntary
administrators of the company and a number of its subsidiaries.
Subsequent to the appointment of administrators, the company's
banking syndicate appointed Chris Honey, Murray Smith and John
Cronin of McGrathNicol as receivers.

The Administrators filed a Chapter 15 petition for the Company
(Bankr. D. Del. Case No. 10-11711) on May 26, 2010.  Joel A.
Waite, Esq., at Young, Conaway, Stargatt & Taylor, represents the
Petitioners in the Chapter 15 case.  ABC's debts and assets were
estimated to be between US$100 million and US$500 million.

A separate Chapter 15 petition was filed for affiliate A.B.C.
USA Holdings Pty Ltd., listing assets and debts of at least
US$100 million.

                        About RCS Capital

RCS Capital Development LLC filed a Chapter 11 petition (Bankr. D.
Ariz. Case No. 11-28746) on Oct. 12.  The Debtor estimated $50
million to $100 million in assets and up to $50 million in debts.
ABC Learning sits atop the list of 20 largest unsecured creditors
with its $40 million disputed claim.

RCS is represented by:

         Michael W. Carmel, Esq.
         MICHAEL W. CARMEL, LTD.
         80 E. Columbus Ave
         Phoenix, AZ 85012-4965
         Tel: (602) 264-4965
         Fax: 602-277-0144
         E-mail: michael@mcarmellaw.com


ALLEN CAPITAL: Court Confirms Fifth Amended Plan
------------------------------------------------
An Amended Fifth Joint Plan of Reorganization was filed for Allen
Capital Partners LLC and DLH Master Land Holding, but in an order
dated Oct. 12, 2011, Bankruptcy Judge Harlin D. Hale confirmed the
Plan only as to ACP. The Court will hold a further plan hearing as
to DLH.

The Court confirmed the ACP Plan after the lone objection from
BBVA Compass Bank was withdrawn.  As reported by the Troubled
Company Reporter on Sept. 9, 2011, secured creditors BBVA Compass
and the Pool 2 Secured Creditors and the Pool 4 noted the Debtors'
Plan proposes a slow liquidation of the Debtors' estates, and is
still not feasible nor confirmable.  The Secured Creditors sought
to file a competing plan for the Debtors.  They said their plan
would be sponsored by Koch Equity Development, LLC or another
interested party.  The rival plan would provide a higher or better
recovery for the Debtors' secured and unsecured creditors than
what is being offered by the Debtors' Plan.

Compass filed two proofs of claims against ACP.  One claim relates
to a loan to DLH to construct two warehouses which was secured by
two warehouse properties owned by DLH and guaranteed by ACP.  The
two warehouses were sold by DLH during the bankruptcy case, with
the consent of Compass, resulting in an allowed deficiency claim
of $2,992,325. This claim is an allowed unsecured claim in the ACP
case.

The second claim filed by Compass relates to a loan to DLH secured
by undeveloped real estate, which continues to be secured by real
estate owned by DLH and is guaranteed by ACP.  Compass asserts
that the Compass claim against ACP arising from ACP's guarantee of
Compass Land Loan is further secured by a pledge of interests by
ACP and certain related entities in various entities owned by
them, some of which own interests in DLH.

ACP has filed an objection to the Compass claim against ACP,
related to the Compass Land Loan, including objections to both
whether it should be determined contingent until DLH fails to
perform on the loan and whether the pledge of interests by ACP and
certain related entities is valid and enforceable and the value of
such interests.  No resolution of that objection to claim was
sought by either party prior to confirmation of the ACP Plan.

Compass withdraw its objection at the Confirmation Hearing with
the understanding that the determination of the secured claim of
Compass asserted against ACP under the Compass Land Loan and the
determination of any objection against Compass as requested in the
ACP Plan will be determined in a subsequent hearing and Compass'
objection to the ACP Plan will be resolved as part of the
resolution of ACP's objection to Compass's claim against ACP.
Pending such resolution, Compass will not enforce its claimed
collateral related to the claim based on the Compass Land Loan
which is the subject of the claims objection.

The ACP Plan has the support of the Unsecured Creditors group.
The ACP Plan will establish a Creditors Trust and the initial
Trustee will be SLTN TRUST LLC d/b/a Solution Trust.

The ACP Plan does not include related debtors Richard S. Allen
Inc. or Richard S. Allen.

During the pendency of its bankruptcy case, ACP eliminated
approximately $50 million of its debt.

A copy of Judge Hale's FINDINGS OF FACT, CONCLUSIONS OF LAW AND
ORDER CONFIRMING THE AMENDED FIFTH JOINT PLAN OF REORGANIZATION
FOR ALLEN CAPITAL PARTNERS, LLC, is available at
http://is.gd/MpuYzFfrom Leagle.com.

                       About Allen Capital

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

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

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

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

An Official Committee of Unsecured Creditors has been appointed.

Secured creditor BBVA Compass is represented by Kenneth Stohner,
Jr., Esq. -- kstohner@jw.com -- at Jackson Walker L.L.P.
So-called Pool 2 and Pool 4 secured creditors are represented by
Robert Yaquinto, Jr., Esq., at Sherman & Yaquinto, L.L.P.


AMBAC FINANCIAL: Wants Court-Controlled Estimation of IRS Claims
----------------------------------------------------------------
Dow Jones' Daily Bankruptcy Review reports that Ambac Financial
Group Inc. is asking a judge to establish procedures for an
official estimation of what it owes the Internal Revenue Service,
a potential tax bill that helped drive the bond insurer into
bankruptcy and could still result in a complete liquidation of the
company.

                       About Ambac Financial

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

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

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

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

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

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

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

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

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


AMERICAN DIAGNOSTIC: Can Access Cash Collateral Until Dec. 2
------------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Illinois
has extended the authorization granted to American Diagnostic
Medicine, Inc., to use cash collateral of Cole Taylor Bank and
Cardinal Health 414, LLC, under an April 29, 2011 final order, to
Dec. 2, 2011.

As of the Petition Date, the Debtor owed Cole Taylor $829,485
in secured loans.  It also owed Cardinal Health $3,362,393
under a junior secured loan.

A copy of the new budget is available for free at:

      http://bankrupt.com/misc/americandiagnostic.doc232.pdf

The status hearing on the Debtor's continued use of cash
collateral will be continued until Nov. 29, 2011, at 10:30 a.m.

A copy of the Final Cash Collateral Order is available at no
charge at http://bankrupt.com/misc/ADMFinalCashUseOrder.pdf

                    About American Diagnostic

Batavia, Illinois-based American Diagnostic Medicine Inc. provides
imaging technologies to hospitals, clinics, cardiologists,
internal medicine groups and other health care providers
throughout the United States.  It filed for Chapter 11 bankruptcy
protection (Bankr. N.D. Ill. Case No. 11-03368) on Jan. 28, 2011.
Joshua D. Greene, Esq., and Michael J. Davis, Esq., at Springer,
Brown, Covey, Gaetner & Davis, serve as the Debtor's bankruptcy
counsel.  In its schedules, the Debtor disclosed $11.3 million in
total assets and $11.1 million in total debts.

An Official Committee of Unsecured Creditors has been appointed in
the case.  The Committee has hired K&L Gates LLP as its counsel.



AMERICAN HOME MORTGAGE: Court Rules in Showcase of Agents Suit
--------------------------------------------------------------
American Home Mortgage Corp., v. Showcase of Agents, L.L.C. and
Piero Orsi, Adv. Proc. No. 10-50913 (Bankr. D. Del.), asserts
claims for turnover, conversion, unjust enrichment, and an
accounting almost three years after the incident giving rise to
the claims.  The Defendants filed a motion to dismiss arguing that
the complaint fails to state a claim upon which relief can be
granted, and is barred by the equitable doctrines of laches,
waiver, or unclean hands.  In an Oct. 13, 2011 Opinion, Bankruptcy
Judge Christopher S. Sontchi granted the Motion as to Count V,
which seeks imposition of a constructive trust, and denied it as
to Counts I-IV for turnover of estate property, conversion, unjust
enrichment, and accounting.  In addition, the Court held that, at
this stage, the affirmative defenses of laches, waiver and unclean
hands are not adequately pled.  A copy of Judge Sontchi's ruling
is available at http://is.gd/6Y8xjUfrom Leagle.com.

In 1995, Mortgage First Showcase LLC was formed with two members:
Showcase and VJJ Corporation.  Mr. Orsi, who was the President of
both Showcase and VJJ executed an operating agreement under which
VJJ would serve as the managing member of MFS and the net profits
and net losses would be equally allocated between both members.
In 1999, First Home Mortgage Corp. merged with VJJ and acquired
VJJ's interest in MFS.  In 2000, AHM merged with FHM, and acquired
FHM's interest in MFS.  As a result of the merger, AHM became the
new manager of MFS and, pursuant to the operating agreement,
maintained a separate bank account for each member of MFS.
Despite the managing member changes, Mr. Orsi continued to manage
the day-to-day operations of MFS.

Six days before the bankruptcy filing, while AHM was suffering
"severe financial distress," Mr. Orsi transferred $350,000 from
MFS's bank account to Showcase's bank account.  In October 2007
(after the bankruptcy filing), Mr. Orsi transferred the remaining
funds from MFS's bank account to Showcase's bank account,
ultimately closing MFS's account.  As MFS's managing member, AHM
did not authorize the transfers or the closing of the account and
the transactions were not in the ordinary course of MFS's
business.

Attorneys for Showcase Agents, LLC and Piero Orsi are:

          Michael J. Joyce, Esq.
          CROSS & SIMON, LLC
          913 North Market Street, 11th Floor
          P.O. Box 1380
          Wilmington, DE 19899-1380
          Tel: 302-777-4200 (ext. 112)
          Fax: 302-777-4224
          E-mail: mjoyce@crosslaw.com

               - and -

          Mark D. Belongia, Esq.
          Bruce de'Medici, Esq.
          Elizabeth M. Schutte, Esq.
          BELONGIA, SHAPIRO & FRANKLIN LLP
          Two First Financial Plaza
          20 South Clark Street, Suite 300
          Chicago, IL 60603
          Tel: 312-582-1605
          Fax: 312-662-1040
          E-mail: mbelongia@belongialaw.com
                  eschutte@belongialaw.com

                     About American Home

Defunct subprime mortgage lender American Home Mortgage Investment
Corp. (NYSE: AHM) -- http://www.americanhm.com/-- based in
Melville, New York, and seven affiliates filed for Chapter 11
protection on Aug. 6, 2007 (Bankr. D. Del. Case Nos. 07-11047
through 07-11054).  James L. Patton, Jr., Esq., Joel A. Waite,
Esq., and Pauline K. Morgan, Esq. at Young, Conaway, Stargatt &
Taylor LLP represent the Debtors.  Epiq Bankruptcy Solutions LLC
acts as the Debtors' claims and noticing agent.  The Official
Committee of Unsecured Creditors selected Hahn & Hessen LLP as
counsel.  The Creditors Committee also retained Hennigan, Bennett
& Dorman LLP, as special conflicts counsel.  As of March 31, 2007,
American Home Mortgage's balance sheet showed total assets of
$20,553,935,000 and total liabilities of $19,330,191,000.

AHM filed a de-consolidated plan of liquidation on Aug. 15, 2008.
The plan was confirmed in February 2009.  The plan was implemented
in November 2010.


AMR CORP: To Report Third Quarter 2011 Earnings on October 19
-------------------------------------------------------------
AMR Corporation, parent company of American Airlines, Inc.,
anticipates announcing third quarter 2011 earnings on Wednesday,
Oct. 19, 2011.  In conjunction with the announcement, on that date
AMR will host a conference call with the financial community at
2pm Eastern Time.  During this conference call, senior management
of AMR will review, among other things, details of AMR's third
quarter financial results, the industry environment, recent
strategic initiatives, the revenue environment, cash flow results,
liquidity measures, capital requirements and will provide an
outlook for the future.

A live webcast of this call will be available on the Investor
Relations page of the American Airlines website (www.aa.com).  A
replay of the webcast will also be available for several days
following the call.

                       About AMR Corporation

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

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

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


ANTS SOFTWARE: Sells $340,000 Conv. Note to Constantin Zdarsky
--------------------------------------------------------------
Ants Software Inc., on Sept. 30, 2011, entered into a Subscription
Agreement with Constantin Zdarsky pursuant to which it sold to
Mr. Zdarsky a convertible promissory note in the initial principal
face amount of $340,000 and a warrant to purchase up to 3,400,000
shares of the Company's common stock at a purchase price of $0.12
per share which warrant expires on Sept. 26, 2013.  This
transaction closed on Monday, Oct. 3, 2011.

The Note is convertible at any time upon election of the holder
into shares of the Company's common stock, at a conversion price
of $0.10 per share, and matures on that date on which both (i) a
binding agreement has been signed by and between the Company and
an acquirer of substantially all of the Company's assets and (ii)
the Company receives from that Acquirer a deposit, prepayment,
breakup fee, or similar consideration, in an amount not less than
the initial principal amount of the Note.  The Note also provides
that, in the event that the Condition has not occurred prior to
Dec. 31, 2011, the principal amount will be due and payable on
Sept. 26, 2012, and, only in that event, the Note will bear simple
interest at 10% per annum, which interest will be due and payable
on the Maturity Date.  The Note is prepayable on not less than ten
day's written notice.

The sales of these securities were made in reliance upon Rule 506
and Section 4(2) of the Securities Act of 1933, as amended and
those securities have not been registered and will not be
registered under the Act and may not be offered or sold in the
United States absent registration or an applicable exemption from
registration requirements.  This current report is neither an
offer to sell, nor a solicitation of offers to purchase,
securities.

                        About Ants software

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

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

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


BAYOU GROUP: Goldman Appeals $20.5MM Award to 2nd Circuit
---------------------------------------------------------
Liz Moyer, writing for The Wall Street Journal, reports that
Goldman Sachs Group Inc. on Thursday filed an appeal in the U.S.
Court of Appeals in the Second Circuit from a $20.5 million
arbitration award in a dispute with creditors of failed hedge fund
Bayou Group LLC.

The Journal recounts that Bayou creditors have accused Goldman
Sachs Execution & Clearing LP, the clearing broker for Bayou, of
ignoring several warning signs, including suspicious money
transfers, at the hedge fund run by Samuel Israel III before it
imploded in 2005.  The Financial Industry Regulatory Authority
arbitration panel awarded the Bayou creditors $20.5 million in
June 2010.  Goldman sued to vacate the arbitration award in July
2010, but District Court Judge Jed Rakoff confirmed the award in
November.

The Journal relates Ross Intelisano, Esq. -- ross@riklawfirm.com
-- a lawyer for the Bayou creditors at Rich, Intelisano & Katz,
said investors are "frustrated" by the delay in receiving their
money. "We're looking forward to the Second Circuit reconfirming
the arbitration award," he said.


According to the Journal, Goldman argues the FINRA panel that
awarded the sum ignored the law.  The Journal notes that the
award, while relatively small from the big bank's perspective, has
broader implications for Wall Street.  The report notes the
disputed case comes as regulators are eager to lay blame after the
financial crisis exposed rampant cases of Ponzi schemes and other
frauds.  The $20.5 million award, if it is upheld, could raise the
standards of care required by banks that clear trades for hedge
funds, lawyers said.

The Journal relates the Securities Industry and Financial Markets
Association, an industry group representing Wall Street, sided
with Goldman in district court last year and plans to file a brief
in support of Goldman in the appeal, a spokesman said.

                         About Bayou Group

Based in Chicago, Illinois, Bayou Group LLC operated and managed
hedge funds.  The hedge fund that turned out to be a Ponzi scheme
and a receiver was subsequently appointed.  The Company and its
affiliates were sent to Chapter 11 on May 30, 2006 (Bankr.
S.D.N.Y. Lead Case No. 06-22306) to pursue recoveries for the
benefit of defrauded investors.  Elise Scherr Frejka, Esq., at
Dechert LLP, represents the Debtors in their restructuring
efforts.  Joseph A. Gershman, Esq., and Robert M. Novick, Esq., at
Kasowitz, Benson, Torres & Friedman, LLP, represent the Official
Committee of Unsecured Creditors.  Kasowitz, Benson, Torres &
Friedman LLP is counsel to the Unofficial Committee of the Bayou
Onshore Funds.  Sonnenschein Nath & Rosenthal LLP represents
certain investors.  Bayou Group estimated assets and debts of more
than $100 million in the Chapter 11 petition.

Bayou has filed lawsuits against former investors who allegedly
received fictitious profits and an inequitably large return of
their principal investments.  Jeff J. Marwil, Esq., at Jenner &
Block, was appointed on April 28, 2006, as the federal equity
receiver.  The receiver commenced adversary proceedings to recover
certain fraudulent transfers made by Bayou Group to investors.

The Bayou fraud resulted in three guilty pleas. Daniel Marino, the
head of finance, was sentence to a 20-year prison term despite his
cooperation with prosecutors.  James Marquez, a Bayou co-founder,
was sentenced to four years and three months in prison and told to
pay $6.2 million in restitution.  Another founder, Samuel Israel
III, was sentenced to 20 years following his guilty plea in
September 2005.


BEAZER HOMES: Had $646 Million Total Cash at Sept. 30
-----------------------------------------------------
Beazer Homes USA, Inc., provided preliminary fourth quarter new
home orders, new home closings and its backlog and cash and cash
equivalents as of Sept. 30, 2011.  The Company is providing this
information in advance of an upcoming investor conference and
investor meetings.

The Company currently expects to announce its financial results
for the quarter ended Sept. 30, 2011, on Tuesday, Nov. 15, 2011.

Results from continuing operations for the quarter ended Sept. 30,
2011:

   * Q4 FY11 Orders: 1,006, up 33% from Q4 FY10

   * Q4 FY11 Closings: 1,376, up 23% from Q4 FY10

   * Backlog units at Sept. 30, 2011: 1,450, up 88% from
     Sept. 30, 2010

Cash & Cash Equivalents:

   * Total cash & cash equivalents at Sept. 30, 2011: $646
     million

   * Unrestricted cash at Sept. 30, 2011: approximately $370
     million

Due to several new mortgage underwriting audit processes
implemented in September by the Company's largest mortgage
provider, over 100 home closings were pushed from the last week of
September into October.  These closings are expected to generate
approximately $23 million of additional cash during the first 2
weeks of October that had previously been anticipated to be
collected prior to Sept. 30, 2011.  The Company is working with
the mortgage provider to improve the home closing process in order
to provide better customer service to its home buyers and more
visibility to the timing of its anticipated cash flows.

"I am pleased that we generated higher year-over-year new home
orders in the fourth quarter of fiscal 2011 despite a litany of
global and national economic challenges," said Allan Merrill, CEO
of Beazer Homes.  "While we fell slightly short of our stated goal
of matching last year's orders for the full year, the double-digit
improvements in home sales in both our third and fourth quarters
allow us to begin fiscal 2012 with a backlog of home sales nearly
90% higher than we had a year ago.  We have substantial cash
liquidity and no significant debt maturities until 2015 and
believe we are positioned in 2012 to make progress toward our
objective of returning to profitability."

                         About Beazer Homes

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

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

                           *     *     *

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

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


BEALE STREET BLUES: Wants to Continue and Revise Mirage Lease
-------------------------------------------------------------
Steve Green at Vegas Inc. reports that casino operator MGM Resorts
International filed briefs in bankruptcy court opposing the bid by
B.B. King's Blues Club to continue operating under a disputed
lease, saying there is no lease for B.B. King's to continue
operating under as the Mirage had served the business with
eviction papers just before the bankruptcy.

The report recounts that B.B. King's attorneys filed in September
a motion asking the bankruptcy court to approve its continued
participation in its lease with the Mirage -- subject to the lease
being amended so it doesn?t have to pay what it calls the
excessive stewarding, or cleaning, charges.

"The debtor's continued occupancy of the property governed by the
lease has resulted in a profit for the debtor, which profit debtor
proposes will fund a plan of reorganization," said the filing by
B.B. King attorneys with the Las Vegas law firm Santoro, Driggs,
Walch, Kearney, Holley & Thompson.

Despite this claim of profitability, the report notes that B.B.
King's Las Vegas said in its August financial report that it has
been running at a breakeven pace since filing for bankruptcy.

According to Vegas Inc., Mirage's lawyers said B.B. King's owed
the Mirage about $635,000 prior to the bankruptcy, including
nearly $150,000 that had nothing to do with the disputed
stewarding charges.  Yet, B.B. King's has failed to cure this
alleged default or provide assurances of a cure, which is a
requirement if it wants to continue operating under the lease,
Mirage attorneys said in one of their briefs.

According to Vegas Inc., Mirage attorney Nile Leatham, Esq., at
Kolesar & Leatham said that if the court allows the restaurant to
continue operating under the lease, B.B. King's should be required
to put the $635,000 in past-due payments into escrow until the
bankruptcy court lawsuit over the lease is resolved.

The report notes bankruptcy Judge Mike Nakagawa plans hearings
this month and next month on the disputed lease as well as the
underlying bankruptcy court lawsuit between B.B. King's and the
Mirage.

Mirage's lawyer may be reached at:

          Nile Leatham, Esq.
          KOLESAR & LEATHAM, CHTD.
          3320 West Sahara Avenue, Suite 380
          Las Vegas, NV 89102-3202
          Telephone: (702) 362-7800
          Facsimile: (702) 362-9472
          E-Mail: nleatham@klnevada.com

Beale Street Blues Company Las Vegas LLC owns the B.B. King's
Blues Club restaurant and live music club at the Mirage hotel-
casino in Las Vegas.  Beale Street filed a Chapter 11 petition
(Bankr. W.D. Tenn. Case No. 11-21619) on Memphis, Tennessee, on
Feb. 16, 2011.  Jonathan E. Scharff, Esq., at Harris Shelton
Hanover Walsh, PLLC, in Memphis, serves as counsel to the Debtor.
Beale Street disclosed assets of $2.5 million and liabilities of
$3.8 million.

The Las Vegas club and restaurant is part of a Memphis-based group
of B.B. King's clubs named for the music legend. The other B.B.
King's -- which are not part of the bankruptcy -- are in Memphis,
Nashville, Orlando and West Palm Beach, Fla.


BERNARD L. MADOFF: Judge Blocks Cayman Lawsuit Against Trustee
--------------------------------------------------------------
Ian Thoms at Bankruptcy Law360 reports that U.S. Bankruptcy Judge
Burton R. Lifland on Wednesday blocked a lawsuit filed in the
Cayman Islands against the trustee for victims of Bernard Madoff's
massive Ponzi scheme, calling the action lodged by Maxam Absolute
Return Fund Ltd. a weak attempt at forum shopping.

                     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: Ruling Soon on Allowing Customers to Sue Kin
---------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that whether customers of Bernard L. Madoff Investment
Securities LLC have the right to sue Mr. Madoff's family members
is a question to be decided on appeal in a few days or weeks by
U.S. District Judge Alvin K. Hellerstein in Manhattan.  In
February, U.S. Bankruptcy Judge Burton R. Lifland halted the
customers' suits against Mr. Madoff's friends and family, saying
they parroted a complaint by the Madoff trustee.  Judge Lifland
ruled that the customers were "usurping causes of action belonging
to" to the trustee.  Customers, including the Lautenberg
Foundation, took an appeal to Judge Hellerstein. Final papers on
the appeal were filed in mid-September.  Judge Hellerstein gave
the parties the right to submit supplemental briefs this week
discussing other Madoff cases decided since the original briefs
were filed.

The additional issues deal with whether a Supreme Court decision
from June called Stern v. Marshall took power away from the
bankruptcy court so individual customers could pursue lawsuits on
their own.  The Madoff trustee and customers also discuss the
applicability of a ruling by U.S. District Judge Jed Rakoff
dismissing most of the trustee claims against HSBC Holdings Plc.
The HSBC case concluded that the trustee doesn't have the right to
bring common-law claims against third parties.  The Madoff trustee
argues that the HSBC decision is inapplicable because he's suing
consummate insiders, not a third party like a bank.

The injunction on appeal is Lautenberg Foundation v. Picard (In re
Bernard L. Madoff), 11-02135, U.S. District Court, Southern
District of New York (Manhattan).

                      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: Maxam Suit in Caymans Found to Violate Stay
--------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Maxam Absolute Return Fund Ltd. was found in
violation of the automatic bankruptcy stay for commencing a
lawsuit in the Cayman Islands to declare that the fund has no
obligation to return $25 million to the trustee for Bernard L.
Madoff Investment Securities LLC.

The report relates that U.S. Bankruptcy Judge Burton R. Lifland
ruled in a 21-page opinion on Oct. 12 that the Cayman Islands
lawsuit was a "blatant attempt to hijack the key issues to another
court for determination."

According to Mr. Rochelle, the dispute traces its roots to
December, when the Madoff trustee sued the Maxam fund as the
subsequent recipient of $25 million taken out of the Madoff firm
within 90 days of bankruptcy.  In July, on almost the same day it
answered the complaint in bankruptcy court, Maxam filed suit in
the Cayman Islands seeking a declaration that there is no
liability to return the $25 million, Judge Lifland said in his
opinion.

Judge Lifland, Mr. Rochelle discloses, ruled that the suit in the
Cayman Islands was "void ab initio," meaning it was a nullity from
the very beginning and nothing that happened in the case gave the
Maxam fund any rights that could be enforced in the U.S.  The
bankruptcy judge directed Maxam to withdraw and dismiss the suit
in the Cayman Islands by Oct. 14.  If Maxam obeys and stops the
Cayman Islands suit, Judge Lifland said he won't assess sanctions
or damages against Maxam for violating the automatic stay.

The automatic stay is part of U.S. Bankruptcy Law that halts all
court or other proceedings against a bankrupt party or its
property outside of bankruptcy court.

                      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.


BLUE RIDGE SAVINGS: Closed; Bank of N.C. Assumes Deposits
---------------------------------------------------------
Blue Ridge Savings Bank, Inc., of Asheville, N.C., was closed
Friday, Oct. 14, 2011, by the North Carolina Office of
Commissioner of Banks, which appointed the Federal Deposit
Insurance Corporation as receiver.  To protect the depositors, the
FDIC entered into a purchase and assumption agreement with Bank of
North Carolina of Thomasville, N.C., to assume all of the deposits
of Blue Ridge Savings Bank, Inc.

The ten branches of Blue Ridge Savings Bank, Inc., will reopen
during its normal banking hours as branches of Bank of North
Carolina.  Depositors of Blue Ridge Savings Bank, Inc., will
automatically become depositors of Bank of North Carolina.
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 Blue Ridge Savings Bank, Inc., should
continue to use their existing branch until they receive notice
from Bank of North Carolina that it has completed systems changes
to allow other Bank of North Carolina branches to process their
accounts as well.

As of June 30, 2011, Blue Ridge Savings Bank, Inc., had around
$161.0 million in total assets and $158.7 million in total
deposits.  In addition to assuming all of the deposits of the
failed bank, Bank of North Carolina agreed to purchase essentially
all of the assets.

Customers with questions about the transaction should call the
FDIC toll-free at 1-800-591-2912.  Interested parties also can
visit the FDIC's Web site at

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

The FDIC and Bank of North Carolina entered into a loss-share
transaction on $143.2 million of Blue Ridge Savings Bank, Inc.'s
assets.  The Bank of North Carolina 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

The FDIC estimates that the cost to the Deposit Insurance Fund
will be $38.0 million.  Compared to other alternatives, Bank of
North Carolina's acquisition was the least costly resolution for
the FDIC's DIF.  Blue Ridge Savings Bank, Inc., is the 78th FDIC-
insured institution to fail in the nation this year, and the
second in North Carolina.  The last FDIC-insured institution
closed in the state was The Bank of Asheville, Asheville, on Jan.
21, 2011.


BOUNDARY BAY: Callison Trust Joins Creditors Committee
------------------------------------------------------
Frank Carigan, assistant United States Trustee for Region 16,
under 11 U.S.C. Sec. 1102(a) and (b), disclosed that the Official
Committee of Creditors Holding Unsecured Claims against Boundary
Bay Capital, LLC, has been amended to remove DBSK LLC's Doug
Claude and replace him with Roy R. Callison of the Roy and Dorothy
Callison Joint Trust.

The Creditors Committee members are:

      1. Albert C. Wazlak
         1901 Pine St.
         Huntington Beach, CA 92648
         Tel: (714) 809-6100
         Fax: (714) 787-0990
         E-mail: awazlak@aol.com

      2. Harrington Construction Co., Inc.
         West Harrington
         22632 Golden Springs Dr., #215
         Diamond Bar, CA 91765
         Tel: (909) 861-5452
         Fax: (909) 861-2871
         E-mail: hccl@hccigroup.com

      3. Lynell Burmark
         713 Saranac Dr.
         Sunnyvale, CA 94087
         Tel: (408) 733-0288
         Fax: (408) 732-4316

      4. Andrea Jupina
         PO Box 234192
         Encinitas, CA 92023-4192
         Tel: (858) 779-1088

      5. Roy and Dorothy Callison Joint Trust
         ATTN: Roy R. Callison
         7840 Luane Trail
         Tel: (909) 503-5176
         Fax: (909) 824-6077

                     About Boundary Bay

Boundary Bay Capital LLC, in Irvine, California, was in the
business of making loans secured by liens on real property and
notes secured by other secured notes (which, in turn, were secured
by liens or real property).  The Company also owns some real
property through foreclosure.

Boundary Bay Capital filed for Chapter 11 bankruptcy protection
(Bankr. C.D. Calif. Case No. 11-14298) on March 28, 2011.  Evan D.
Smiley, Esq., and Hutchison B. Meltzer, Esq., at Weiland, Golden,
Smiley, Wang Ekvall & Strok, LLP, in Costa Mesa, Calif., serve as
the Debtor's bankruptcy counsel.  Joel M. Pores serves as the
Debtor's special counsel.  In its schedules, Boundary Bay
disclosed $15,876,118 in assets and $54,448,485 in liabilities.

Affiliate Cartwright Properties LLC filed a separate Chapter 11
petition (Bankr. C.D. Calif. Case No. 10-17823) on June 9, 2010.


BROWNSTONE LOFTS: Sec. 341 Creditors' Meeting Set for Oct. 25
-------------------------------------------------------------
The United States Trustee for the Northern District of California
in San Francisco will convene a Meeting of Creditors in the
bankruptcy case of Brownstone Lofts LLC on Oct. 25, 2011, at 9:00
a.m. at San Francisco U.S. Trustee Office.

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 by Jan. 23, 2012.

San Mateo, California-based Brownstone Lofts LLC filed for Chapter
11 bankruptcy (Bankr. N.D. Calif. Case No. 11-33495) on Sept. 26,
2011.  Judge Dennis Montali presides over the case.  Gregory A.
Rougeau, Esq. -- rougeau@mrlawsf.com -- at the Law Offices of
Manasian and Rougeau, serves as the Debtor's counsel.  In its
petition, the Debtor estimated $10 million to $50 million in
assets and debts.  The petition was signed by Monica Hujazi,
managing member.


CANO PETROLEUM: Sees $188.7 Million Net Loss in Fiscal 2011
-----------------------------------------------------------
Cano Petroleum, Inc., was unable to file its annual report on Form
10-K for the year ended June 30, 2011, within the 15-day extended
period afforded to it pursuant to the Notification of Late Filing
on Form 12b-25 that Cano filed with the Securities and Exchange
Commission on Sept. 29, 2011.  Cano is delayed in filing its
annual report because revisions to its estimated proved reserves,
along with the associated impairment and tax consequences, require
additional time for Cano to prepare and review the filing.

Cano anticipates that it will file its Form 10-K on or before
Wednesday, Oct. 19, 2011.

The Company expects to report a net loss of $188.76 million on
$26.12 million of oil and gas sales for the year ended June 30,
2011, compared with a net loss of $13.36 million on $22.85 million
of oil and gas sales during the prior year.

The Company's balance sheet at June 30, 2011, showed
$65.43 million in total assets, $118.71 million in total
liabilities, and a $53.28 million stockholders' deficit.

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

                        http://is.gd/pTDf0G

                       About Cano Petroleum

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

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

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

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


CARBON RESOURCES: Files Plan Centered on Sale of Coal Mine
----------------------------------------------------------
Carbon Resources LLC filed with the U.S. Bankruptcy Court for the
District of Mexico an amended plan of reorganization and an
accompanying disclosure statement.

The Court has approved the Disclosure Statement as containing
adequate information to enable parties affected by the Plan to
make an informed judgment about its terms.

The Debtor intends to sell its coal mine for $25 million and to
pay the creditors in full.  The sales price will be paid in three
payments over the next three years.

The claim of the Internal Revenue Service for employment taxes in
the amount of $8,176 will be paid in full on the effective date.

The Debtor's secured creditors are PCMVII, LLC in an amount of
$4,484,338 including interest accrued through the Petition Date,
and, Carbon County Treasurer in the amount of $784.  These claims
are impaired under the Plan.  Interest will continue to accrue
with respect to these claim.

General unsecured creditors, except for insider creditors, will be
paid 75% of their allowed claims on the Effective Date, and will
be issued promissory notes for the remaining 25% payable one year
after the Effective Date, bearing simple interest at the rate of
4% per annum.  The class is impaired.

The claims of unsecured creditors who are insiders will each
receive promissory notes on the Effective date for the full amount
of their claim, payable one year after the Effective Date, bearing
simple interest at 4% per year, with all principal and interest
due at the end of the term.  The Debtor will make no payment to
any insider creditor until the claims of all creditors in classes
1 through 4 have been paid in full.

The only holder of equity interest in the Debtor is WRCC, LLC, who
will retain its equity interest in Debtor.

A full-text copy of the Disclosure Statement, dated Sept. 22, is
available for free at http://ResearchArchives.com/t/s?772d

                     About Carbon Resources LLC

Sandia Park, New Mexico-based Carbon Resources LLC filed for
Chapter 11 bankruptcy protection (Bankr. N.M. Case No. 10-16104)
on Dec. 10, 2010.  M.J. Keefe, Esq., at Gilpin & Keefe, PC, and
the law firm of James M. LaGanke P.L.L.C., serve as the Debtor's
bankruptcy counsel.  The Debtor estimated assets at $10 million to
$50 million, and debts at $1 million to $10 million.


CARTER'S GROVE: Disclosure Statement Hearing Set for Oct. 21
------------------------------------------------------------
Carter's Grove, LLC, filed with the U.S. Bankruptcy Court for the
Eastern District of Virginia, Newport News Division, an amended
plan of reorganization and an accompanying disclosure statement.

Hearing on the approval of the proposed Disclosure Statement will
be held on Oct. 21, 2011, at 9:30 a.m. (Prevailing Eastern Time).
All responses and objections to the proposed Disclosure Statement
must be filed and served on or before Oct. 7.  All replies to
responses or objections to the Disclosures Statement will be filed
on Oct. 14.

The Plan provides for all Allowed Claims to be paid in full.  The
Plan also provides that if the Debtor defaults on any Plan
obligations, the Debtor's property will be sold pursuant to an
orderly sale process.  The Minor Trust, the sole member of the
Debtor, will retain its interest in the Debtor.  The Debtor
obtained a recent appraisal that estimates the fair market value
of its sole asset -- Carter's Grove -- at $15.8 million, which is
substantially more than the approximate $7.3 million in claims
asserted against the Debtor.

Class 2 (Secured Claim of CWF), Class 3 (Secured Claim of AVN),
Class 4 (Secured Claim of Sotheby's), and Class 5 (Other Secured
Claims) are impaired under the Plan and are entitled to vote
thereon, unless the claim in that class is disputed.  Class 1
(Other Priority Claims), Class 6 (Unsecured Claims), and Class 7
(Interests) are unimpaired under the Plan and are not entitled to
vote thereon.

A full-text copy of the Disclosure Statement, dated Sept. 1, is
available for free at http://ResearchArchives.com/t/s?7729

                       About Carter's Grove

San Francisco, California-based Carter's Grove, LLC, owns the
historic Williamsburg, Virginia-area mansion named Carter's
Grove.  Halsey M. Minor owns the Company and bought the Carter's
Grove mansion for $15.3 million in 2007, at the height of the real
estate bubble.

Carter's Grove filed for Chapter 11 bankruptcy protection (Bankr.
N.D. Calif. Case No. 11-30554) on Feb. 14, 2011.  Debra I.
Grassgreen, Esq., at Pachulski, Stang, Ziehl, and Jones LLP,
serves as the Debtor's bankruptcy counsel.  In its schedules, the
Debtor disclosed $21,156,417 in assets and $12,490,476 in
liabilities.

On Aug. 1, 2011, the U.S. Bankruptcy Court for the Northern
District of California approved the transfer of the Chapter 11
case of Carter's Grove, LLC to the Bankruptcy Court for the
Eastern District of Virginia, Newport News Division.


CHEF SOLUTIONS: Lowenstein Firm Lands Creditors' Job
----------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Lowenstein Sandler PC, a law firm from Roseland, New
Jersey, is on a roll.  For the third time in a week, the firm was
selected to represent a creditors' committee in a corporate
reorganization filed in Delaware.  The new client for the
Lowenstein firm is the creditors' committee for Chef Solutions
Inc.  The Chef Solutions committee has five members, chaired by
Berry Plastics Group Inc.

Mr. Rochelle relates that Lowenstein Sandler previously was
elected to represent the creditors' panels for Graceway
Pharmaceuticals LLC and Hussey Copper Corp.

                        About Chef Solutions

Chef Solutions Inc., through subsidiary Orval Kent, is the second
largest manufacturer in North America of fresh prepared foods for
retail, foodservice and commercial channels.

Chef Solutions and its affiliates filed for Chapter 11 protection
(Bankr. D. Del. Case No. 11-13139) on Oct. 4, 2011, in Delaware
with the aim of selling the business to a joint venture between
Mistral Capital Management LLC and Reser's Fine Foods Inc.
The Debtor estimated assets and debts both exceeding $100 million.

Judge Kevin Gross presides over the case.  Lawyers at Richards,
Layton & Finger, P.A., serve as the Debtors' bankruptcy counsel.
Donlin Recano is the claims and notice agent.  Piper Jaffray & Co.
has been hired as investment banker.  PricewaterhouseCoopers
serves as financial advisor.

Judge Gross has authorized Chef Solutions to borrow $9 million to
fund operations as the Company gears up to sell its assets.

A joint venture between Mistral Capital Management LLC and Reser's
Fine Foods Inc. has signed a contract to buy the business for
$36.4 million in cash and $25.3 million in secured debt.  The deal
is subject to higher and better offers.


CLEARWIRE CORP: Had $700 Million Cash as of Sept. 30
----------------------------------------------------
Clearwire Corporation reported selected preliminary financial and
operating results for the third quarter 2011, in advance of a
presentation by Hope Cochran, Clearwire's CFO, at the Deutsche
Bank Nineteenth Annual Leveraged Finance Conference in Scottsdale,
Arizona.

* Record quarterly revenues of approximately $332 million are
   expected for the third quarter 2011, representing an increase
   of approximately 126% year over year.

* Net wholesale subscriber additions are expected to total a
   record 1.9 million for third quarter 2011, representing
   approximately 29% sequential growth in ending wholesale
   subscribers.  Third quarter 2011 ending subscribers are
   expected to be approximately 9.5 million.

* As a result of growth of its subscriber base and reductions in
   operating expenses, Clearwire expects to have improved Adjusted
   EBITDA loss by more than 50% in third quarter 2011 as compared
   to pro forma Adjusted EBITDA loss in second quarter 2011.

* Cash, cash equivalents and investments as of Sept. 30, 2011,
   are expected to be approximately $700 million.

The amounts are subject to the finalization of the company's third
quarter 2011 results.  The Company plans to release full third
quarter financial results in the coming weeks.

                    About Clearwire Corporation

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

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

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

                         *     *     *

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

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


CONOLOG CORP: Earns $511,000 from Sale of 5.1MM Common Shares
-------------------------------------------------------------
Conolog Corporation entered into subscription agreements, as
amended, with 14 accredited investors for the issuance and sale of
an aggregate of 5,114,072 shares in the Company's common stock,
par value $.01 per share for an aggregate purchase price of $0.10
per share.  On Oct. 6, 2011, the Company received proceeds of
$511,407 from the Subscribers in connection with the Private
Placement.

The Company intends to use the proceeds of the placement for
general corporate purposes, including general and administrative
expenses.  The closing occurred following the satisfaction of
customary closing conditions.

A full-text copy of the form of Subscription Agreement relating to
the Private Placement is available for free at http://is.gd/yuZ3Qw

                        About Conolog Corp.

Somerville, N.J.-based Conolog Corporation is in the business of
design, manufacturing and distribution of small electronic and
electromagnetic components and subassemblies for use in telephone,
radio and microwave transmissions and reception and other
communication areas.  The Company's products are used for
transceiving various quantities, data and protective relaying
functions in industrial, utility and other markets.  The Company's
customers include primarily industrial customers, which include
power companies located primarily throughout the United States,
and various branches of the military.

The Company's balance sheet at Jan. 31, 2011, showed $1.1 million
in total assets, $861,227 in total liabilities, and stockholders'
equity of $251,212.

As reported in the Troubled Company Reporter on Dec. 7, 2010,
WithumSmith+Brown, PC, in Somerville, New Jersey, expressed
substantial doubt about Conolog's ability to continue as a going
concern, following the Company's results for the fiscal year ended
July 31, 2010.  The independent auditors noted that the Company
has had recurring losses from operations of $3.5 million and
$1.6 million and used cash from operations in the amounts of
$1.6 million and $1.3 million for the years ended July 31, 2010,
and 2009, respectively.


CONTECH CONSTRUCTION: S&P Lowers Corp. Credit Rating to 'CCC+'
--------------------------------------------------------------
Standard & Poor's Rating Services lowered its ratings on Contech
Construction Products Inc., including the corporate credit rating,
to 'CCC+' from 'B-'. "At the same, we lowered the issue-level
ratings on Contech's senior secured credit facilities to 'B-' from
'B'. The recovery rating on these facilities is '2', indicating
that lenders could expect to receive very high recovery (70% to
90%) in the event of a default. Subsequently, we placed all the
ratings on CreditWatch with negative implications," S&P said.

"The downgrade and negative CreditWatch listing reflects our
assessment that continued challenging commercial construction
activity and lower-than-expected residential construction activity
are likely to continue to constrain Contech's operating results in
the near term," said Standard & Poor's credit analyst Thomas
Nadramia. "In our view, the weak operating environment has
decreased the likelihood that Contech will be in a position to
remain in compliance with its senior secured bank credit
facilities, likely necessitating the need to seek amendments or
waivers of its covenant requirements and possibly further
restructuring of its debt obligations. Failure to obtain waivers
could result in constrained liquidity and default under the bank
credit agreements. The company faced more restrictive bank
credit agreement covenants which stepped down on June 30, 2011,
and again on Sept. 30, 2011."

"In resolving the CreditWatch listing, we will assess Contech's
plans to address potential near- to intermediate-term liquidity
constraints caused by the more restrictive covenants given the
difficult operating conditions that are likely to continue during
this period," S&P added.


COUNTRY BANK: Closed; Blackhawk Bank & Trust Assumes All Deposits
---------------------------------------------------------------
Country Bank of Aledo, Ill., was closed Friday, Oct. 14, 2011, by
the Illinois Department of Financial and Professional Regulation -
Division of Banking, which appointed the Federal Deposit Insurance
Corporation as receiver.  To protect the depositors, the FDIC
entered into a purchase and assumption agreement with Blackhawk
Bank & Trust of Milan, Ill., to assume all of the deposits of
Country Bank.

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

As of June 30, 2011, Country Bank had around $190.6 million in
total assets and $167.5 million in total deposits.  In addition to
assuming all of the deposits, Blackhawk Bank & Trust agreed to
purchase around $113.3 million of the failed bank's assets.  The
FDIC will retain the remaining assets for later disposition.

Customers with questions about the transaction should call the
FDIC toll-free at 1-800-591-2916.  Interested parties also can
visit the FDIC's Web site at

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

The FDIC estimates that the cost to the Deposit Insurance Fund
will be $66.3 million.  Compared to other alternatives, Blackhawk
Bank & Trust's acquisition was the least costly resolution for the
FDIC's DIF.  Country Bank is the 80th FDIC-insured institution to
fail in the nation this year, and the eighth in Illinois.  The
last FDIC-insured institution closed in the state was First Choice
Bank, Geneva, on Aug. 19, 2011.


CYTEC INDUSTRIES: Sterling Chemicals Can't Raise Retiree Premiums
-----------------------------------------------------------------
Carolina Bolado at Bankruptcy Law360 reports that the Fifth
Circuit on Thursday reversed a lower court's decision that
Sterling Chemicals Inc. could raise premiums for a class of
retiree workers acquired in a merger because the company had
rejected the merger contract during Chapter 11 bankruptcy
proceedings.

While Sterling may have ended its obligations to Cytec Industries
Inc. under a 1996 asset purchase agreement, the provision
detailing benefits plans for former Cytec workers -- section
5.05(f) of the agreement -- was assumed as part of Sterling's
benefits plan and remained valid and enforceable, according to
Law360.

Cytec, headquartered in Woodland Park, New Jersey, is a global
producer of a diverse range of specialty chemicals and materials
for industries including aerospace, plastics, inks, adhesives and
automotive.  Cytec operates through these five business segments:
Coating Resins, Additive Technologies, In Process Separation,
Engineered Materials, and Building Blocks.


DRYSHIPS INC: Enters Into Add'l Well Contracts for Eirik Raude
--------------------------------------------------------------
Ocean Rig UDW Inc. entered into drilling contracts for three
additional wells offshore West Africa, with two independent oil
operators based in the UK and the USA respectively, for the semi-
submersible rig Eirik Raude.  The total revenue backlog, excluding
mobilization cost, to complete the three wells program is
estimated at $96 million for a period of approximately 175 days.
The new contracts will commence in direct continuation after the
completion of the existing Tullow contract around mid-October.

George Economou, Chairman and CEO commented, "We continue to
execute on our strategy increasing our backlog.  With two high-
spec harsh weather UDW semi-submersibles available for employment
in 2012 we are uniquely positioned to secure long-term contracts
in a strengthening rate environment."

                         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.


EASTMAN KODAK: Strikes Licensing Deal With Imax
-----------------------------------------------
Dana Mattioli, writing for The Wall Street Journal, reports that
Eastman Kodak Co. has licensed a portion of its patents to movie
specialist Imax Corp., in a deal that will provide it with some
extra cash while it works to complete a large patent sale that is
crucial to its turnaround.  A person familiar with the matter told
the Journal that Imax will pay Kodak an upfront fee of tens of
millions of dollars -- but less than $50 million -- and will pay
recurring royalties and other payments as it uses the Kodak
patents to make products.

According to the report, Imax is exclusively licensing 100 patents
related to laser projection technology and will get the cinema
rights to the bulk of Kodak's remaining patents -- 10,000 out of
around 11,000 total.

Imax Chief Executive Richard Gelfond in an interview Sunday told
the Journal that the deal will "protect us against infringing
against them, and we'll mine them over time in the cinema space."

The Journal relates the core patents will allow Imax to deliver
digital content to its largest screens, which it previously hadn't
been able to convert from film.

The Journal also reports that Fujifilm Corp. has sued Kodak
alleging that it infringed digital camera patents. A Kodak
spokesman said the lawsuit won't interfere with the company's
patent sale.

                         Default to Likely

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

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

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

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

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

                        About Eastman Kodak

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

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

Kodak has hired Jones as legal adviser and investment bank Lazard
Ltd., but denied rumors it is filing for bankruptcy.  Kodak is
exploring a sale of its patents.


ELCOTEQ INC: Creditors Argue Over Venue of Bankruptcy Case
----------------------------------------------------------
Dow Jones' DBR Small Cap reports that creditors of struggling
Finnish electronics manufacturer Elcoteq SE are trying to force
its Texas subsidiary into Chapter 11 bankruptcy protection,
triggering a dispute over where the case should proceed.

An involuntary Chapter 11 petition (Bankr. W.D. Tex. Case No. 11-
31675) was filed against El Paso, Texas-based Elcoteq, Inc., dba
Elcoteq Americas, on Aug. 31, 2011.  Judge H. Christopher Mott
oversees the case.  Plasticos Promex U.S.A., Inc., owed $242,125;
Textape Incorporated, owed $34,118; and Pallets and Crates
International, owed $19,929, filed the petition.  Corey W.
Haugland, Esq., at James & Haugland, P.C., represents the
petitioning creditors.


ELKO MALL: Case Summary & 2 Largest Unsecured Creditors
-------------------------------------------------------
Debtor: Elko Mall of America, LLC.
        11911 San Vicente Boulevard, #255
        Los Angeles, CA 90049

Bankruptcy Case No.: 11-52292

Chapter 11 Petition Date: October 11, 2011

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

Debtor's Counsel: Leslie A. Cohen, Esq.
                  LESLIE COHEN LAW PC
                  506 Santa Monica Boulevard, Suite 200
                  Santa Monica, CA 90401
                  Tel: (310) 394-5900
                  Fax: (310) 394-9280
                  E-mail: leslie@lesliecohenlaw.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 two largest unsecured creditors filed
with the petition is available for free at:
http://bankrupt.com/misc/cacb11-52292.pdf

The petition was signed by Shahram Elyaszadeh, managing member.

Affiliate that filed separate Chapter 11 petition:

        Entity                        Case No.       Petition Date
        ------                        --------       -------------
Malibu Ocean View Villas, LLC         11-52290            10/10/11


EMMIS COMMUNICATIONS: Incurs $8.5-Mil. Net Loss in Aug. 31 Qtr.
---------------------------------------------------------------
Emmis Communications Corporation filed with the U.S. Securities
and Exchange Commission its quarterly report on Form 10-Q,
reporting a net loss attributable to common shareholders of
$8.57 million on $64.62 million of net revenues for the three
months ended Aug. 31, 2011, compared with a net loss attributable
to common shareholders of $2.33 million on $66.71 million of net
revenues for the same period during the prior year.

The Company also reported a net loss attributable to common
shareholders of $13.14 million on $125.76 million of net revenues
for the six months ended Aug. 31, 2011, compared with a net loss
attributable to common shareholders of $6.24 million on $126.91
million of net revenues for the same period a year ago.

The Company's balance sheet at Aug. 31, 2011, showed $471.19
million in total assets, $479.49 million in total liabilities,
$140.45 million in Series A cumulative convertible preferred
stock, and a $148.75 million total deficit.

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

                        http://is.gd/1luYCn

                    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.

                           *     *     *

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 Nov. 30, 2011.


FIRST STATE BANK: Closed; Northfield Bank Assumes All Deposits
--------------------------------------------------------------
First State Bank of Cranford, N.J., was closed Friday, Oct. 14,
2011, by the New Jersey Department of Banking and Insurance, which
appointed the Federal Deposit Insurance Corporation as receiver.
To protect the depositors, the FDIC entered into a purchase and
assumption agreement with Northfield Bank of Staten Island, N.Y.,
to assume all of the deposits of First State Bank.

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

As of June 30, 2011, First State Bank had around $204.4 million in
total assets and $201.2 million in total deposits.  In addition to
assuming all of the deposits of the failed bank, Northfield Bank
agreed to purchase essentially all of the assets.

Customers with questions about the transaction should call the
FDIC toll-free at 1-800-613-0378.  Interested parties also can
visit the FDIC's Web site at

http://www.fdic.gov/bank/individual/failed/firststatebank-nj.html

The FDIC estimates that the cost to the Deposit Insurance Fund
will be $45.8 million.  Compared to other alternatives, Northfield
Bank's acquisition was the least costly resolution for the FDIC's
DIF.  First State Bank is the 79th FDIC-insured institution to
fail in the nation this year, and the first in New Jersey.  The
last FDIC-insured institution closed in the state was ISN Bank,
Cherry Hill, on Sept. 17, 2010.


F&F CONANT: Case Summary & Largest Unsecured Creditor
-----------------------------------------------------
Debtor: F&F Conant Property, LLC
        1071 E. Nine Mile Road
        Hazel Park, MI 48030

Bankruptcy Case No.: 11-66511

Chapter 11 Petition Date: October 11, 2011

Court: U.S. Bankruptcy Court
       Eastern District of Michigan (Detroit)

Judge: Walter Shapero

Debtor's Counsel: Lynn M. Brimer, Esq.
                  STROBL & SHARP, P.C.
                  300 East Long Lake Road, Suite 200
                  Bloomfield Hills, MI 48304
                  Tel: (248) 540-2300
                  E-mail: lbrimer@stroblpc.com

                         - and ?

                  Meredith Taunt, Esq.
                  STROBL & SHARP, P.C.
                  300 East Long Lake Road, Suite 200
                  Bloomfield Hills, MI 48304
                  Tel: (248) 540-2300
                  E-mail: mtaunt@stroblpc.com

Scheduled Assets: $325,000

Scheduled Debts: $2,041,000

The petition was signed by Suaad Ayar, member.

The Company?s list of its largest unsecured creditors contains
only one entry:

        Entity                     Nature of Claim    Claim Amount
        ------                     ---------------    ------------
Talmer Bank                        Property             $2,041,000
  fka First Michigan Bank
as Successor in Interest to
Peoples State Bank
2301 West Big Beaver Road, Suite 525
Troy, MI 48084


FLAKEBOARD CO: S&P Affirms & Withdraws 'B' Corp. Credit Rating
--------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'B' long-term
corporate credit rating on Markham, Ont.-based fiberboard and
particleboard producer Flakeboard Co. Ltd. Standard & Poor's then
withdrew the rating at the company's request.


FRIENDLY ICE CREAM: Coca-Cola, PBGC, BNY Mellon on Committee
------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Friendly Ice Cream Corp. filed for Chapter 11
reorganization on Oct. 5 and was given an official creditors'
committee this week with seven members.  The U.S. Trustee selects
creditors to serve on official committees.  The committee includes
Coca-Cola Co., which also serves on the official committee for
restaurant operator Perkins & Marie Callender's Inc. Other members
include the Pension Benefit Guaranty Corp. and an affiliate of
Bank of New York Mellon Corp. as indenture trustee.

                        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
Delaware bankruptcy court on Oct. 3, 2011.


FRIENDLY ICE CREAM: Plotting to Dump Pensions in Ch. 11, Says PBGC
------------------------------------------------------------------
The Pension Benefit Guaranty Corporation, which protects American
pensions, will fight efforts by Friendly's to end the pensions of
its almost 6,000 workers and retirees in bankruptcy.

Based in Wilbraham, Mass., Friendly Ice Cream Corp. filed for
bankruptcy protection on Oct. 5. The company also announced it was
closing 63 restaurants.  Friendly's is owned by Sun Capital
Partners.  Sun Capital intends to use the bankruptcy process to
abandon the pension plan, but keep its ownership of Friendly's.

"It looks like Friendly's and Sun Capital are trying to make their
employees and retirees bear the brunt of the company's
restructuring; the employees deserve better," said PBGC Director
Josh Gotbaum.

If the bankruptcy court allows Friendly's and its owners to
abandon the pension plan, PBGC will pay pension benefits to
Friendly's employees.  However, because of limits set by federal
law, retirees might get reduced pensions.

Gotbaum said PBGC works to preserve both businesses and their
pensions.  Many companies have gone through bankruptcy with their
pensions ongoing.  In fact since 2009, PBGC has worked with some
40 companies to preserve the pensions of more than 300,000
Americans.

"Time after time, PBGC has worked successfully with companies and
their creditors to make sure that the bankruptcy process
recognizes the rights of pensioners, too," Gotbaum said.  "We want
to make sure that Friendly's employees and retirees don't get left
out."

                     About Friendly Ice Cream

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
Delaware bankruptcy court on Oct. 3, 2011.


GARDENS OF GRAPEVINE: Files Plan, To Pay Unsecureds in 5 Years
--------------------------------------------------------------
The Gardens of Grapevine Development, L.P., and The Gardens of
Grapevine Development GP, LLC, filed with the U.S. Bankruptcy
Court for the Northern District of Texas, Fort Worth Division, a
Chapter 11 plan of reorganization and an explanatory disclosure
statement.

Class 1 Priority Wage Claims will be paid 100% of the Allowed
Amount of their Claims by the Reorganized Debtors.  Class 2 BB&T's
Secured Claims will be satisfied by the issuance to BB&T of one
new promissory note in place of the existing two notes secured by
a first lien deed of trust on the Debtors' 192 acres of
undeveloped property in Tarrant and Dallas Counties, Texas.  The
Class 2 Claim totals $19 million.

Class 3 Compass Bank's Secured Claims will be fully satisfied by
the issuance to Compass Bank of one new promissory note in place
of the existing two notes and Compass Judgment secured by a second
lien deed of trust on the property.  The Class 3 Claim totals
$5.6 million.  Class 4 Amegy Bank's Secured Claims will also be
fully satisfied by the issuance to Amegy Bank of one new
promissory note in place of the existing note and Amegy Judgment
secured by a second lien deed of trust on the property.  The Class
4 Claim totals $2.5 million.

Class 5 Secured Tax Claims will be paid 100% of the Allowed Amount
of the Tax Claims from the proceeds of the sale of the property
provided the Allowed Claim is secured by a valid lien on the
property.

Class 6 General Unsecured Claims (GOG) will be paid in full over a
period of five years.  Each holder of an Allowed Class 6 Claim
will receive their Pro Rata share of 10% of the Net Proceeds until
the Allowed Claim is paid in full.  Class 7 General Unsecured
Claims (GOG-GP) will be fully satisfied by the treatment of their
claims against GOG.  Class 8 Unsecured Claims of the Palmeiros
will receive:

   -- 50% of the Allowed Class 8 Claim, the portion representing
      the community property interest of Lynne Palmeiro, will be
      exchanged for (a) newly issued 99.5% limited partnership
      interest in GOG, and (b) a newly issued 100% member interest
      in GOG-GP; and

   -- the remaining 50%, the portion representing the community
      property interest of Palmeiro, will be paid in full by the
      GOG Reorganized Debtor only as cash may become available
      after payment in full of all other Allowed Claims.

Class 9A Allowed Interests in GOG and Class 9B Allowed Interests
in GOG-GP will be deemed cancelled.

The Palmeiros have committed to fund the amount necessary under
the Plan to pay all Allowed Administrative Claims in an amount not
to exceed $250,000.  The Palmeiros have also agreed to contribute
up to $2.5 million from the sale of their house in Pebble Beach,
California, to fund interest payments on secured claims.

The Reorganized Debtor will continue to engage Parkway Realtors,
Inc., to assist in the sale of the property.

A full-text copy of the Disclosure Statement, dated Sept. 2, is
available for free at http://ResearchArchives.com/t/s?772a

                   About Gardens of Grapevine

The Gardens of Grapevine Development, L.P., filed a Chapter 11
petition (Bankr. N.D. Tex. Case No. 11-43260) in Fort Worth,
Texas, on June 6, 2011.  Frank Jennings Wright, Esq., at Wright
Ginsberg Brusilow P.C., in Dallas, Texas, serves as counsel to the
Debtor.  The Debtor estimated $50 million to $100 million in
assets and $10 million to $50 million in liabilities as of the
Chapter 11 filing.


GARLOCK SEALING: Appeals Ruling vs. Access to Info in Other Cases
-----------------------------------------------------------------
EnPro Industries, Inc. disclosed that its Garlock Sealing
Technologies, LLC subsidiary has appealed a decision of the US
Bankruptcy Court handed down in Pennsylvania.  The decision, by
Judge Judith Fitzgerald, denied GST's motion to gain access to the
identities of thousands of asbestos claimants who have appeared in
12 bankruptcy cases of prominent former asbestos defendants over
which Judge Fitzgerald presided.

Normally, the identities of creditors who appear in bankruptcy
cases are matters of public record. In these cases, the bankruptcy
court required lawyers to identify their clients who alleged
claims against the bankrupts, but permitted lawyers to file the
claimants' names and the specific nature of their claims off the
public docket.  As a result, holders of tens of thousands of
asbestos claims against the 12 former defendants have been hidden
from public view.  The bankruptcy court refused to let GST have
access to the names of such asbestos claimants.

Steve Macadam, president and chief executive officer of EnPro,
said, "We are confident the judge applied the wrong legal
standard. She failed to follow the fundamental rule that, except
in rare circumstances that don't apply here, papers filed in
federal courts are subject to public access.

"All we want is transparency - let the world see who claims injury
at the hands of bankrupt asbestos defendants and what they said
about their exposures," Macadam said.

EnPro and GST are confident that with this simple information, the
public can scrutinize the claiming practices of asbestos
plaintiffs who assert claims against one set of defendants in the
tort system and against another set of former defendants who are
in bankruptcy cases or who have set up trusts to pay claims
against them.  "The denial of access to this information just
doesn't pass the fairness test," Macadam added,

A Congressional subcommittee is investigating the transparency
issue to determine whether to move forward with legislation
designed to provide simple access to the type of information the
Pennsylvania federal court is protecting.  Both EnPro and GST
believe that if claimants deny knowledge of exposure to the
asbestos products of bankrupt defendants when they make claims
against GST, but then turn around and make claims against
defendants in bankruptcy cases, or trusts set up to pay claims
against such defendants, both GST and the public have an interest
in knowing about it.

Rick Magee, senior vice president and general counsel of EnPro,
noted that GST had previously shown the court examples of
plaintiffs who denied knowledge of exposure to the products of
bankrupt defendants in claims against GST but who swore to
contrary positions when they made claims against trusts.  "We know
we have only seen the tip of the iceberg at this point," he said.

"If claimant representatives are sincere in their claims that
concealment of evidence wasn't going on, then why are they working
so hard to keep us from gaining access to the information that
will answer the question definitively one way or the other?" Magee
continued.

In its own bankruptcy case pending before a federal bankruptcy
judge in Charlotte, NC, GST asserts that its gasket and packing
products, which contained encapsulated asbestos, could not have
made claimants sick and that it became a significant asbestos
defendant only after culpable co-defendants, who mined raw
asbestos or manufactured asbestos insulation, wall board or other
dangerous asbestos products, exited the state court tort systems
by filing for bankruptcy in the early 2000s.  GST, which has been
a defendant in asbestos claims since the 1970s, regularly
prevailed in court on asbestos claims before those bankruptcies.
After the filings, however, the plaintiffs' bar turned their
sights on Garlock and began targeting it and other remaining
defendants while denying the culpability of bankrupt former
defendants.

                     About EnPro Industries

EnPro Industries, Inc. --  http://www.enproindustries.com/-- is a
leader in sealing products, metal polymer and filament wound
bearings, components and service for reciprocating compressors,
diesel and dual-fuel engines and other engineered products for use
in critical applications by industries worldwide.

                    About Garlock Sealing

Headquartered in Palmyra, New York, Garlock Sealing Technologies
LLC is a unit of EnPro Industries, Inc. (NYSE: NPO).  For more
than a century, Garlock has been helping customers efficiently
seal the toughest process fluids in the most demanding
applications.

On June 5, 2010, Garlock filed a voluntary Chapter 11 petition
(Bankr. W.D.N.C. Case No. 10-31607) in Charlotte, North Carolina,
to establish a trust to resolve all current and future asbestos
claims against Garlock under Section 524(g) of the U.S. Bankruptcy
Code.  The Debtor estimated $500 million to $1 billion in assets
and up to $500 million in debts as of the Petition Date.
Affiliates The Anchor Packing Company and Garrison Litigation
Management Group Ltd., also filed for bankruptcy.

The filing covers only Garlock operations in Palmyra, New York and
Houston, Texas.  Garlock Rubber Technologies, Garlock Helicoflex,
Pikotek, Technetics, Garlock Europe and Garlock operations in
Canada, Mexico or Australia are not affected by the filing, nor is
EnPro Industries or any other EnPro operating subsidiary.

Albert F. Durham, Esq., at Rayburn Cooper & Durham, P.A.,
represents the Debtor in its Chapter 11 effort.  Garland S.
Cassada, Esq., at Robinson Bradshaw & Hinson, serves as counsel
for asbestos matters.

The Official Committee of Asbestos Personal Injury Claimants in
the Chapter 11 cases is represented by Travis W. Moon, Esq., at
Hamilton Moon Stephens Steele & Martin, PLLC, in Charlotte, NC,
Elihu Inselbuch, Esq., at Caplin & Drysdale, Chartered, in New
York, and Trevor W. Swett III, Esq., Leslie M. Kelleher, Esq., and
Jeanna Rickards Koski, Esq., in Washington, D.C. 20005.

Joseph W. Grier, III, the Court-appointed legal representative for
future asbestos claimants, has retained A. Cotten Wright, Esq., at
Grier Furr & Crisp, PA, and Richard H. Wyron, Esq., and Jonathan
P. Guy, Esq., at Orrick, Herrington & Sutcliffe LLP, as his co-
counsel.

About 124,000 asbestos claims are pending against Garlock in
state and federal courts across the country.  The Company says
majority of pending asbestos actions against it is stale and
dormant -- almost 110,000 or 88% were filed more than four years
ago and more than 44,000 or 35% were filed more than 10 years ago.


GENERAL MOTORS: Judge Approves $120MM in Old GM Ch. 11 Legal Fees
-----------------------------------------------------------------
Maria Chutchian at Bankruptcy Law360 reports that U.S. Bankruptcy
Judge Robert Gerber on Tuesday awarded approximately $120 million
in legal fees and expenses incurred by attorneys and consultants
throughout General Motors Corp.'s two-year Chapter 11 proceedings,
though some of the funds remain in dispute.  Judge Gerber approved
the requested compensation from about 25 law firms for their time
devoted to the proceedings, Law360 relates.

Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that even though old General Motors Corp. implemented its
liquidating Chapter 11 plan in March, expenses remain from
wrapping up the remnants of what was once the largest U.S.
automaker.  Old GM's lead bankruptcy lawyers from Weil Gotshal &
Manges LLP received final approval last week for $9.1 million in
fees for the six months ended March 29, covering the period when
the plan was being confirmed and implemented.

Mr. Rochelle relates that the bankruptcy judge granted the firm
about 99% of requested fees.  The judge told the firm it might
have to give back $2.4 million depending on the outcome of an
unresolved objection by the fee examiner to increases in lawyers'
hourly rates implemented during the reorganization effort.  From
the beginning of the old GM Chapter 11 case in June, 2009 through
the end of March, Weil Gotshal's approved fees total
$44.6 million.

                      About General Motors

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

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

                     About Motors Liquidation

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

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

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


GRACEWAY PHARMA: U.S. Trustee Appoints 3-Member Creditors' Panel
----------------------------------------------------------------
Roberta A. DeAngelis, the United States Trustee for Region 3,
pursuant to 11 U.S.C. Sec. 1102(a) and (b), appointed three
unsecured creditors to serve on the Official Committee of
Unsecured Creditors of Graceway Pharmaceuticals LLC.

The Creditors Committee members are:

      1. Value Recovery Fund LLC
         ATTN: Michael Iuliano
         Three Landmark Square, 4th Floor,
         Stamford, CT 06901
         Tel: (203) 658-0793

      2. Metaphor Inc.
         ATTN: Dwayne Hann
         119 Cherry Hill Rd., Ste. 208
         Parsippany, NJ 07054,
         Tel: (973) 334-1009
         Fax: (973) 334-1667

      3. 3M Company
         ATTN: Maureen Harms
         3M Center, MS 220-9E-02
         St. Paul, MN 55144,
         Tel: (651) 733-4879
         Fax: (651) 732-7036

                  About Graceway Pharmaceuticals

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

Graceway Pharmaceuticals and its affiliates filed Chapter 11
bankruptcy petitions (Bankr. D. Del. Lead Case No. 11-13036) on
Sept. 29, 2011.

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

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

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

Attorneys at Young Conaway Stargatt & Taylor LLP serve as counsel
to the Debtors.  Latham & Watkins LLP is the co-counsel.  Alvarez
and Marsal North America, LLC, is the financial advisor.  Lazard
Freres & Co. LLC is the investment banker.  PricewaterhouseCoopers
LLP is the tax consultant.

Lowenstein Sandler PC serves as the committee counsel.


GRAS II: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------
Debtor: Gras II, Inc.
          dba Sponges Car Wash & Detail Center
        12101 Palms Boulevard
        Los Angeles, CA 90066

Bankruptcy Case No.: 11-70827

Chapter 11 Petition Date: October 11, 2011

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

Judge: William J. Lafferty

Debtor's Counsel: Bradley E. Brook, Esq.
                  LAW OFFICES OF BRADLEY E. BROOK
                  11500 Olympic Boulevard, #400
                  Los Angeles, CA 90064
                  Tel: (310) 775-2313
                  Fax: (310)945-0022
                  E-mail: bbrook@bbrooklaw.com

Estimated Assets: $0 to $50,000

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

The Company?s list of its 20 largest unsecured creditors filed
with the petition is available for free at:
http://bankrupt.com/misc/canb11-70827.pdf

The petition was signed by Dipu Haque, president.


GSW HOLDINGS: Case Summary & Largest Unsecured Creditor
-------------------------------------------------------
Debtor: GSW Holdings, LLC
        1408 Cowan Lorraine Road
        Gulfport, MS 39507

Bankruptcy Case No.: 11-52338

Chapter 11 Petition Date: October 11, 2011

Court: U.S. Bankruptcy Court
       Southern District of Mississippi (Gulfport Divisional
       Office)

Judge: Katharine M. Samson

Debtor's Counsel: Douglas Scott Draper, Esq.
                  HELLER DRAPER PATRICK & HORN, L.L.C.
                  650 Poydras Street, Suite 2500
                  New Orleans, LA 70130
                  Tel: (504) 299-3300
                  Fax: (504) 299-3399
                  E-mail: ddraper@hellerdraper.com

Debtor?s
Local Counsel:    WHEELER & WHEELER, PLLC

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

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

The petition was signed by Stephen L. Shivers, member.

Debtor's List of Its Largest Unsecured Creditors contains only one
entry:

        Entity                     Nature of Claim    Claim Amount
        ------                     ---------------    ------------
David LaRosa                       Property Tax            $20,000
Harrison County Tax Collector
1801 23rd Avenue
Gulfport, MS 39501

HARRISBURG, PA: Could Be Tossed Out of Bankruptcy in Few Days
-------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Harrisburg could be tossed out of bankruptcy in just
a few days.  Mayor Linda D. Thompson filed papers in bankruptcy
court just before midnight Oct. 13 requesting an emergency hearing
to dismiss the case as an unauthorized filing.

According to the report, a lawyer, purporting to represent
Pennsylvania's capital, sent the bankruptcy petition by fax to the
bankruptcy court at about 10:30 p.m. on Oct. 11.  With the city in
bankruptcy two days, Mayor Thompson submitted her papers to the
bankruptcy judge saying the petition was "filed without requisite
authority" and "must be dismissed."  Thompson said her lawyers
will file a formal dismissal motion "shortly."  In the meantime,
she wants the judge to set up a conference quickly to schedule an
emergency motion for dismissal of the bankruptcy.

                   About the City of Harrisburg

The city of Harrisburg, in Pennsylvania, is coping with debt
related to a failed revamp of an incinerator.  The city is $65
million in default on $242 million owing on bonds sold to finance
an incinerator that converts trash to energy.

Harrisburg filed a Chapter 9 bankruptcy petition (Bankr. M.D. Pa.
Case No. 11-06938) on Oct. 11, 2011.  Mark D. Schwartz, Esq., and
David A. Gradwohl, Esq., serve as counsel.

The petition estimated $100 million to $500 million in assets and
debts.  Susan Wilson, the city's chairperson on Budget and
Finance, signed the petition.

The city council voted 4-3 on Oct. 11, 2011, to authorize the
Chapter 9 municipal bankruptcy filing. The city claims to be
insolvent, unable to pay its debt and in imminent danger of having
tax revenue seized by holders of defaulted bonds.

The city said in court papers it is in imminent jeopardy through
six pending legal actions by creditors with respect to a number of
outstanding bond issues relating to the Harrisburg Materials,
Energy, Recycling and Recovery Facilities, which processes waste
into steam and electrical energy.  The owner and operator of the
incinerator is The Harrisburg Authority, which is unable to pay
the bond issues.  The city is the primary guarantor under each
bond issue.  The lawsuits were filed by Dauphin County, where
Harrisburg is located, Joseph and Jacalyn Lahr, TD Bank N.A., and
Covanta Harrisburg Inc.


HARRISBURG, PA: Analysts See Bankruptcy Filing as 'Isolated Event'
------------------------------------------------------------------
Dow Jones' Daily Bankruptcy Review reports that Harrisburg's
bankruptcy shook Pennsylvania's statehouse, but on municipal-bond
trading desks, the capital city's filing barely registered.

                     About city of Harrisburg

The city of Harrisburg, in Pennsylvania, is coping with debt
related to a failed revamp of an incinerator.  The outstanding
principal on the incinerator debt is $288 million.

Harrisburg filed a Chapter 9 bankruptcy petition (Bankr. M.D. Pa.
Case No. 11-06938) on Oct. 11, 2011.  Mark D. Schwartz, Esq., and
David A. Gradwohl, Esq., serve as counsel.

The petition estimated $100 million to $500 million in assets and
debts.  Susan Wilson, the city's chairperson on Budget and
Finance, signed the petition.

The city said in court papers it is in imminent jeopardy through
six pending legal actions by creditors with respect to a number of
outstanding bond issues relating to the Harrisburg Materials,
Energy, Recycling and Recovery Facilities, which processes waste
into steam and electrical energy.  The owner and operator of the
incinerator is The Harrisburg Authority, which is unable to pay
the bond issues.  The city is the primary guarantor under each
bond issue.  The lawsuits were filed by Dauphin County, where
Harrisburg is located, Joseph and Jacalyn Lahr, TD Bank N.A., and
Covanta Harrisburg Inc.


HORIZON AUTO FUNDING: Files for Chapter 11 in Salt Lake City
------------------------------------------------------------
Horizon Auto Funding, LLC, filed a Chapter 11 bankruptcy petition
(Bankr. D. Utah Case No. 11-34826) on Oct. 12, 2011, estimating
$10 million to $50 million in assets and debts

Gil A. Miller, the trustee appointed in the Chapter 11 case of Dee
Allen Randall (Bankr. D. Utah Case No. 10-37546) signed the
Chapter 11 petition for Horizon Auto and four other entities owned
by Mr. Randall.

Mr. Miller has requested joint administration for the debtors'
cases.  "Randall and the Randall Entities were and are the mere
instrumentalities and alter egos of one another, that substantial
commingling of assets and liabilities exists between Randall and
the Randall Entities, that corporate formalities generally were
not followed between Randall and the Randall Entities, that there
were significant intercompany transfers between and among Randall
and the Randall Entities, and that creditors and interested
parties generally viewed Randall and the Randall Entities as a
single economic enterprise," the trustee said.

The Trustee anticipates filing a motion to substantively
consolidate the Randall Case with the Randall Entity Cases within
the next thirty to sixty days.


HOVNANIAN ENTERPRISES: Early Tender Deadline Moved to Oct. 17
-------------------------------------------------------------
Hovnanian Enterprises, Inc., said that in connection with its
previously announced private exchange offers and consent
solicitation, it has extended the Early Tender and Consent Time
from 5:00 p.m., New York City time, on Oct. 12, 2011, to 5:00
p.m., New York City time, on Oct. 17, 2011.  The Company also
announced that the Withdrawal and Revocation Deadline expired at
5:00 p.m., New York City time, on Oct. 12, 2011.  As a result of
the extension of the Early Tender and Consent Time, holders of
Senior Notes that properly tender their Senior Notes prior to or
on the extended Early Tender and Consent Time, and whose Senior
Notes are accepted for exchange will receive the Total
Consideration.  Holders of Senior Notes who properly tender their
Senior Notes after the Early Tender and Consent Time and on or
before the Expiration Time, and whose Senior Notes are accepted
for exchange will receive the Exchange Consideration.  In
addition, accrued and unpaid interest up to, but not including,
the settlement date will be paid in cash on all properly tendered
and accepted Senior Notes.  The exchange offers will expire at
11:59 p.m., New York City time, on Oct. 26, 2011, unless extended
or earlier terminated.

                    About Hovnanian Enterprises

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

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

                          *     *     *

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

In the Oct. 10, 2011, edition of the TCR, 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 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."

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


HUGHES TELEMATICS: Raises $41 Million from Common Stock Offering
----------------------------------------------------------------
HUGHES Telematics, Inc., on Oct. 7, 2011, completed a private
placement of its common stock, par value $0.0001 per share, and a
series of exchange transactions pursuant to which the Company
raised aggregate gross cash proceeds of approximately $41.0
million and reduced its total indebtedness by approximately $7.9
million.  In summary, the transactions included the following:

   -- The issuance and sale for aggregate gross proceeds of
      approximately $20.0 million of 4,875,855 shares of common
      stock to a group of accredited investors who are non-
      affiliates of the Company, reflecting a purchase price of
      $4.10 per share;

   -- The issuance of $21.0 million of new indebtedness under the
      Company's First Lien Credit Agreement;

   -- The exchange by an affiliate of Apollo Global Management LLC
      of approximately $5.9 million of indebtedness issued
      pursuant to the First Lien Credit Agreement for 1,448,350
      shares of common stock, reflecting an exchange price of
      $4.10 per share; and

   -- The exchange, including by an affiliate of Apollo, of all of
      the approximately $23.0 million of indebtedness issued
      pursuant to the Second Lien Credit Agreement for 4,784,019
      shares of common stock, reflecting an exchange price of
      $4.80 per share.

The Company intends to use the net proceeds from the private
placement for general corporate purposes.  Included as part of the
transactions, PLASE HT, LLC, which is an affiliate of Apollo,
received (i) 1,448,350 shares of common stock in exchange for
approximately $5.9 million of indebtedness issued pursuant to the
First Lien Credit Agreement and (ii) 3,678,063 shares of common
stock in exchange for approximately $17.7 million of indebtedness
issued pursuant to the Second Lien Credit Agreement.

The issuance and sale of the common stock in the private placement
and exchange transactions were not registered under the Securities
Act of 1933, as amended, and the shares may not be sold in the
United States absent registration or an applicable exemption from
registration requirements.  The shares were offered and sold
pursuant to the exemption from registration afforded by Rule 506
under the Securities Act and/or Sections 4(2) and 3(a)(9) of the
Securities Act.

In connection with the private placement, the Company entered into
a Registration Rights Agreement, dated as of Oct. 7, 2011, with
the Purchasers requiring that, among other things, the Company
register the resale of the shares of common stock sold in the
private placement.  If the Company does not meet certain deadlines
with respect to filing and making a registration statement
covering such resale effective, then cash penalties of 1% of the
purchase price per month for up to twelve months may apply.

In connection with the transactions, the Company and certain of
its subsidiaries entered into the Sixth Amendment to the Amended
and Restated Credit Agreement, dated as of Oct. 7, 2011, with
Morgan Stanley Senior Funding, Inc., as administrative agent,
Morgan Stanley & Co. Incorporated, as collateral agent, and the
lenders party thereto.  The Sixth Amendment, among other things,
permitted the exchange of the approximately $5.9 million of
existing indebtedness under the First Lien Credit Agreement and
the exchange of the existing indebtedness under the Second Lien
Credit Agreement in the exchange transactions and excluded the
cash proceeds received in the private placement from the
requirement to use 25% of the net cash proceeds from the sale of
equity for the repayment of loans outstanding under the First Lien
Credit Agreement.  In addition, pursuant to the Sixth Amendment,
an additional covenant was added to the First Lien Credit
Agreement which requires the Company to maintain a minimum balance
of cash, cash equivalents and short-term investments of $5.0
million, subject to certain cure measures.  Certain lenders under
the First Lien Credit Agreement who consented to the Sixth
Amendment received a consent fee payable in an aggregate of
321,934 shares of common stock of the Company

The Sixth Amendment also allowed for the Additional Loan in the
amount of $21.0 million to be provided to the Company pursuant to
an additional loan agreement by and among the Company and its
subsidiaries, Morgan Stanley Senior Funding, Inc., as
administrative agent, Morgan Stanley & Co. Incorporated, as
collateral agent, and Barclays Bank PLC, as lender.  Affiliates of
Barclays Bank PLC perform certain investment banking and
investment advisory services for the Company for which they
receive customary fees and commissions.  The Additional Loan has
the same terms and conditions and the same security and guarantees
as all other loans under the First Lien Credit Agreement.  The
Company intends to use the net proceeds from the Additional Loan
for general corporate purposes.

Upon the consummation of the private placement and payment of
certain remaining indebtedness under the Second Lien Credit
Agreement on Oct. 7, 2011, the Second Lien Credit Agreement was
terminated and repaid in full and all liens in favor of the
collateral agent thereunder were released in their entirety.

A full-text copy of the Stock Purchase Agreement is available for
free at http://is.gd/VyuNmo

A full-text copy of the Registration Rights Agreement is available
for free at http://is.gd/yOfQ2f

A full-text copy of the Sixth Amendment to Amended and Restated
Credit Agreement is available for free at http://is.gd/QmmFxB

                        About HUGHES Telematics

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

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

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

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


HUGHES TELEMATICS: Communications Investors Owns 51% Equity Stake
-----------------------------------------------------------------
In an amended Schedule 13D filing with the U.S. Securities and
Exchange Commission, Communications Investors LLC and its
affiliates disclosed that they beneficially own 53,814,291 shares
of common stock of HUGHES Telematics, Inc., representing 51.1% of
the shares outstanding.  A full-text copy of the filing is
available for free at http://is.gd/Rk94BC

                        About HUGHES Telematics

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

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

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

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


HUGHES TELEMATICS: Registers 11.3 Million Common Shares
-------------------------------------------------------
HUGHES Telematics, Inc., filed with the U.S. Securities and
Exchange Commission a Form S-3 registration statement relating to
the offer for sale by Alan B. & Joanne K. Vidinsky 1993 Trust,
Ascend Partners Fund II, Ltd., Vicente & Marie Citarella JTWROS,
et. al., of 11,311,709 shares of the Company's common stock, par
value $0.0001 per share.

All of the shares of common stock offered by this prospectus are
being sold by the selling security holders.  It is anticipated
that the selling security holders will sell these shares of common
stock from time to time in one or more transactions, in negotiated
transactions or otherwise, at prevailing market prices or at
prices otherwise negotiated.  The Company will not receive any
proceeds from the sales of shares of common stock by the selling
security holders.  The Company has agreed to pay all fees and
expenses incurred by the Company incident to the registration of
its common stock, including SEC filing fees.  Each selling
security holder will be responsible for all costs and expenses in
connection with the sale of their shares of common stock,
including brokerage commissions or dealer discounts.

The Company's common stock is currently traded on the Over-the-
Counter Bulletin Board, commonly known as the OTC Bulletin Board,
under the symbol "HUTC."  As of Oct. 11, 2011, the closing sale
price of the Company's common stock was $3.94 per share.

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

                        http://is.gd/lwg0qS

                      About HUGHES Telematics

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

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

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

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


HUSSEY COPPER: Hires Saul Ewing LLP as Counsel
----------------------------------------------
Hussey Copper Corp. asks permission from the U.S. Bankruptcy Court
for the District of Delaware to employ Saul Ewing LLP as
attorneys.

Upon retention, the firm will, among other things:

   a. advise the Debtor of their rights, powers, and duties as
      debtors in possession;

   b. advise the Debtor regarding matters of bankruptcy law; and

   c. represent the Debtors in proceedings and hearings in the
      U.S. Bankruptcy Court for the District of Delaware.

The attorneys presently designated to represent the Debtors and
their current hourly rates are:

  Personnel                             Rates
  ---------                             -----
  Mark Minuti, Partner                $625/hour
  Jeffrey C. Hampton, Partner         $540/hour
  Adam H. Isenberg, Partner           $540/hour
  Robyn F. Pollack, Partner           $460/hour
  Melissa W. Rand, Associate          $275/hour
  Monique A. Bair, Associate          $250/hour

The firm's rates are:

  Personnel                            Rates
  ---------                            -----
  Partner                           $350-$750/hour
  Special Counsel                   $300-$495/hour
  Associate                         $245-$425/hour
  Paraprofessionals                 $160-$275/hour

Mark Minuti, Esq., a partner with Saul Ewing LLP, attests that the
firm is a "disinterested person" within the meaning of Section
101(14) of the Bankruptcy Code.

                     About Hussey Copper

Hussey Copper Corp., based in Leetsdale, Pennsylvania, is one of
the leading manufacturers of copper products in the United States.
Hussey Copper was founded in Pittsburgh in 1848.  The Company and
its affiliates, which operate one manufacturing facility in
Leetsdale and two facilities in Eminence, Kentucky, manufacture "a
wide range of value-added copper products and copper-nickel
products.  The Company has more than 500 full-time employees.

Hussey Copper Corp. filed a Chapter 11 petition (Bankr D. Del.
Case No. 11-13010) on Sept. 27, 2011, with a deal to sell
substantially all assets.  Five other affiliates also filed
separate petitions (Case Nos. 11-13012 to 11-13016). Hussey
Copper Ltd. estimated $100 million to $500 million in assets and
debts.  Hussey Copper Corp. estimated up to $50,000 in assets and
up to $100 million in debts.

SSG Capital Advisors LLC serves as the Debtors' investment banker.
Donlin Recano & Company Inc. is the claims and notice agent.

An official creditors' committee has been appointed in the case.
The panel selected Lowenstein Sandler PC as counsel.

The stalking horse bidder, KHC Acquisitions LLC, is represented in
the case by David D. Watson, Esq., and Scott Opincar, Esq., at
McDonald Hopkins LLC.  PNC Bank NA, the lender, issuer and agent
for the Debtors' secured lenders, is represented by Lawrence F.
Flick II, Esq., and Regina Stango Kelbon, Esq., at Blank Rome LLP.


HUSSEY COPPER: Hires SSG Capital as Investment Banker
-----------------------------------------------------
Hussey Copper Corp. asks permission from the U.S. Bankruptcy Court
for the District of Delaware to employ SSG Capital Advisors LLC as
investment banker.

Upon retention, the firm will, among other things:

   a. prepare an information memorandum describing inter alia (i)
      the Debtors, (ii) the Debtors' historical performances and
      prospects; (iii) the Debtors' operations, manufacturing
      facilities, marketing and sales, inventory, employees, and
      management; and (iv) anticipated financial results of the
      Debtors;

   b. assist the Debtor in developing a list of potential buyers
      who will be contracted to determine interest in acquiring
      substantially all of the assets and operations of the
      Debtors; and

   c. solicit competitive offers potential buyers.

The firm's rates are:

    a. Fees: An initial fee of $50,000

    b. Monthly Fee: Monthly fees of $50,000 per month

    c. Sale Fee: upon the consummation of the Sale Transaction,
       the Debtors will pay SSG a fee equal to 1.5% of the Total
       Consideration up to $100 million plus 2.5% of Total
       Consideration between $100 million and $140 million plus 3%
       of Total Consideration in excess of $140 million.

    d. Financing Fee: Upon the first closing a Financing with any
       financing source, the Debtors will pay SSG a fee equal to
       1.5% of any Senior Debt raised from any financing source,
       plus 3% of any Tranche B Secured Subordinated Debt or any
       Traditional Subordinated Debt raised, plus 6% of any
       Traditional Equity raised.

    e. Restructuring Fee: Upon the closing of a Restructuring
       Transaction, either out of court or through a confirmed
       chapter 11 plan of reorganization, Hussey will pay SSG a
       fee equal to $750,000.

    f. Expenses: In addition to the foregoing fees, Debtors shall
       reimburse SSG for all of SSG's reasonable, out-of-pocket
       expenses incurred in connection with the engagement.

J. Scott Victor -- jsvictor@ssgca.com -- managing director of SSG
Capital, attests that the firm is a "disinterested person" within
the meaning of Section 101(14) of the Bankruptcy Code.

                        About Hussey Copper

Hussey Copper Corp., based in Leetsdale, Pennsylvania, is one of
the leading manufacturers of copper products in the United States.
Hussey Copper was founded in Pittsburgh in 1848.  The Company and
its affiliates, which operate one manufacturing facility in
Leetsdale and two facilities in Eminence, Kentucky, manufacture "a
wide range of value-added copper products and copper-nickel
products.  The Company has more than 500 full-time employees.

Hussey Copper Corp. filed a Chapter 11 petition (Bankr D. Del.
Case No. 11-13010) on Sept. 27, 2011, with a deal to sell
substantially all assets.  Five other affiliates also filed
separate petitions (Case Nos. 11-13012 to 11-13016). Hussey
Copper Ltd. estimated $100 million to $500 million in assets and
debts.  Hussey Copper Corp. estimated up to $50,000 in assets and
up to $100 million in debts.

Lawyers at Saul Ewing LLP, serve as counsel to the Debtors.
Donlin Recano & Company Inc. is the claims and notice agent.

An official creditors' committee has been appointed in the case.
The panel selected Lowenstein Sandler PC as counsel.

The stalking horse bidder, KHC Acquisitions LLC, is represented in
the case by David D. Watson, Esq., and Scott Opincar, Esq., at
McDonald Hopkins LLC.  PNC Bank NA, the lender, issuer and agent
for the Debtors' secured lenders, is represented by Lawrence F.
Flick II, Esq., and Regina Stango Kelbon, Esq., at Blank Rome LLP.


HUSSEY COPPER: Revere Copper Wants Stalking Horse Fees Rejected
---------------------------------------------------------------
Liz Hoffman at Bankruptcy Law360 reports that a potential
competing bidder for Hussey Copper Corp. on Monday said a stalking
horse deal already in place was unfair and asked a Delaware judge
to reject fees and terms it said would hamper the auction.

Law360 relates that Revere Copper Products Inc. said a deal for an
affiliate of St. Louis metals trader Kataman Metals LLC to
purchase the company and five affiliates for $84.7 million
includes unreasonable breakup fees and could have a chilling
effect on competing bids.

                         Hearing Tomorrow

The Bankruptcy Court will hold a hearing in the bankruptcy case of
Hussey Copper on Oct. 18 at 12:00 p.m. to consider:

    -- the Debtors' request for approval of procedures that will
       govern the sale of substantially all of their assets;

    -- final approval on the Debtors' request to obtain
       postpetition financing and use cash collateral.

At the time of their bankruptcy filing, the Debtors have a deal on
hand to sell the business to KHC Acquisitions LLC for $84.7
million, subject to adjustments.  The assets to be sold are all
assets of Hussey and affiliates OAP Real Estate LLC and Cougar
Metals Inc.  The buyer will also assume up to $5 million in
liabilities.  The deal provides for a $3 million working capital
holdback and court resolution of any disputes regarding the
adjustment.  The deal requires the payment of a $6.5 million
deposit, and called for the Debtors' bankruptcy filing and a
bidding and auction to test the offer.

Prepetition, the Debtors attempted a dual-track restructuring.
They tapped SSG Capital Advisors as investment banker to assist in
pursuing a sale.  Huron Consulting Services LLC was retained to
help in the refinancing of $38.1 million in secured bank debt.

The Debtors have proposed this sale timeline:

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

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

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

   -- Nov. 16, 2011: Sale Hearing

If KHC is not ultimately the winning bidder, the proposed
agreement would entitle KHC to a combined break-up fee/expense
reimbursement equal to the greater of $3 million or 3.0% of the
ultimate purchase price.  If, however, Hussey Copper would decide
to abandon the sale completely and proceed with a stand-alone plan
of reorganization, KHC would instead be entitled to an expense
reimbursement not to exceed $2 million.

                       About Hussey Copper

Hussey Copper Corp., based in Leetsdale, Pennsylvania, is one of
the leading manufacturers of copper products in the United States.
Hussey Copper was founded in Pittsburgh in 1848.  The Company and
its affiliates, which operate one manufacturing facility in
Leetsdale and two facilities in Eminence, Kentucky, manufacture "a
wide range of value-added copper products and copper-nickel
products.  The Company has more than 500 full-time employees.

Hussey Copper Corp. filed a Chapter 11 petition (Bankr D. Del.
Case No. 11-13010) on Sept. 27, 2011, with a deal to sell
substantially all assets.  Five other affiliates also filed
separate petitions (Case Nos. 11-13012 to 11-13016). Hussey
Copper Ltd. estimated $100 million to $500 million in assets and
debts.  Hussey Copper Corp. estimated up to $50,000 in assets and
up to $100 million in debts.

Mark Minuti, Esq., at Saul Ewing LLP, serves as counsel to the
Debtors.  Donlin Recano & Company Inc. is the claims and notice
agent.

An official creditors' committee has been appointed in the case.
The panel selected Lowenstein Sandler PC as counsel.

The stalking horse bidder, KHC Acquisitions LLC, is represented in
the case by David D. Watson, Esq., and Scott Opincar, Esq., at
McDonald Hopkins LLC, in Cleveland.  Counsel to PNC Bank NA, as
lender, issuer and agent for the Debtors' secured lenders, are
Lawrence F. Flick II, Esq., Blank Rome LLP, in New York, and,
Regina Stango Kelbon, Esq., at  Blank Rome LLP, in Wilmington,
serves as counsel.


IHEALTH TECHNOLOGIES: S&P Withdraws 'B+' Corporate Credit Rating
----------------------------------------------------------------
Standard & Poor's Ratings Services withdrew its 'B+' corporate
credit rating on iHealth Technologies at the issuer's request. "We
also withdrew the 'BB' issue rating and '1' recovery rating on
iHealth's $205 million senior secured credit facilities," S&P
said.


IMPERIAL PETROLEUM: Reports $6.4MM Earnings for Fiscal Year 2011
----------------------------------------------------------------
Imperial Petroleum, Inc., said it had record pre-tax earnings
during its fiscal 2011 year ended July 31, 2011, of $6.4 million
on total revenues of $109.9 million and sales of 26.4 million
gallons of transportation biodiesel.  The pre-tax earnings
represent $0.226 per share on a fully diluted basis.

"Jeffrey T. Wilson, President of Imperial said, "We've had a great
year and look forward to an exciting fiscal 2012.  We are putting
the funds we raised from our recent private placement to work
expanding our biodiesel operations at Middletown by at least
another 30% and completing the installation of our oil sands unit.
Although we experienced some growing pains as a result of our
rapid growth and due to the original accounting systems that came
with the purchase of e-Biofuels, we have installed new accounting
software, added a Vice President of Finance, a controller and an
additional logistics specialist to improve the management of day-
to-day operations.  We completed the settlement of all of the
major litigation and vendor issues facing the Company in the
fourth quarter and are working diligently to pay off or refinance
our bank debt."

                      About Imperial Petroleum

Headquartered in Evansville, Ind., Imperial Petroleum Inc.
(OTC BB: IPMN) operates as a diversified energy and mineral mining
company in the United States.  Its oil and natural gas properties
include the Coquille Bay field located in Plaqumines Parish,
Louisiana; the Haynesville field located in Claiborne and Webster
Parishes in north Louisiana; the Bastian Bay field located in
Plaquemines parish, Louisiana; LulingField located in Guadalupe
county, Texas; and the Shrewsbury field in Grayson County and the
Claymour field in Todd County, western Kentucky.

The Company's balance sheet at April 30, 2011, showed
$20.01 million in total assets, $28.03 million in total
liabilities and a $8.02 million total stockholders' deficit.

As reported by the TCR on June 24, 2011, the Company anticipates
its current working capital will not be sufficient to meet its
required capital expenditures and that the Company will be
required to either access additional borrowings from its lender or
access outside capital.  Currently the Company projects it will
require non-discretionary capital expenditures of approximately
US$500,000 in the next fiscal year to re-establish and maintain
economic levels of production at Coquille Bay.  Without access to
such capital for non-discretionary projects, the Company's
production may be significantly curtailed or shut in and
jeopardize its leases.


INVESTORS LENDING: Sec. 341 Creditors' Meeting Set for Oct. 25
--------------------------------------------------------------
The U.S. Trustee for the Southern District of Georgia in Savannah
will hold a meeting of creditors in the bankruptcy case of
Investors Lending Group, LLC, on Oct. 25, 2011, at 10:00 a.m. at
Savannah Meeting Rm B.

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.

The last day to oppose a discharge or dischargeability is Dec. 27,
2011.  Proofs of claim are due by Jan. 23, 2012.  Government
proofs of claim are due by March 19, 2012.

Based in Savannah, Georgia, Investors Lending Group LLC filed for
Chapter 11 (Bankr. S.D. Ga. Case No. 11-41963) on Sept. 21, 2011.
Judge Lamar W. Davis Jr. presides over the case.  James L. Drake,
Jr., P.C. -- jdrake7@bellsouth.net -- presides over the case.  The
Debtor scheduled assets of $14,197,900 and debts of $18,634,570.
The petition was signed by Isaac L. Rabhan, CEO/assistant manager.


JAMES DONNAN: Tosses Out $5.5-Mil. Settlement With GLC
------------------------------------------------------
The Associated Press reports that former Marshall University and
University of Georgia football coach Jim Donnan abandoned a
proposed settlement deal on Oct. 11, 2011, with the new operators
of GLC Ltd., who claim he improperly profited by luring fellow
college coaches and others to invest $70 million in a Ponzi
involving the firm.

According to AP, Mr. Donnan's attorney Ed Tolley announced the
move after U.S. Bankruptcy Judge James Smith said he was unlikely
to approve the $5.5 million settlement with West Virginia-based
GLC Ltd. because it gave short-shrift to other parties who filed
claims against the ex-coach.

AP says Mr. Donnan has not been charged with any criminal
wrongdoing and his defense attorney said the ex-coach wasn't
involved in any illegal scheme.

AP says the new operators of GLC claim Mr. Donnan was a part of a
"far-reaching Ponzi scheme that produced incredible profits for
the defendants and yet doomed GLC and its investors to severe
financial losses."  AP relates GLC claims in a court filing in
September that the ex-coach invested at least $5.4 million and was
paid out about $10 million in profit from the scheme.  At first,
the firm said, Mr. Donnan told others he was a "mere investor" in
the company, but eventually he was telling clients and others he
was a vice president, says AP.

AP notes that Mr. Donnan received a commission of up to 20% for
each investment, and assured each potential investor the money
would be used to buy products from major companies.  But only
about $12 million of the $82 million was spent on inventory, the
firm said, and the rest of the money was used to pay back initial
investors like Mr. Donnan.

AP adds a judge said he won't hold another hearing on the case for
three months.  In the meantime, attorneys will hash out other
arguments, including GLC's request to block Mr. Donnan from
liquidating or transferring any of his assets until the litigation
is settled -- including a $200,000 payout to his attorney, Mr.
Tolley.

                        About James Donnan

James "Jim" Donnan III is a former University of Georgia football
coach and ex-ESPN college football analyst.  Mr. Donnan and his
wife, Mary, filed a Chapter 11 petition (Bankr. M.D. Ga. Case No.
11-31083) on July 1, 2011.  The filing came after Mr. Donnan
offered to pay back creditors roughly $5 million.  The creditors
wanted $8.25 million from the Donnans.

                        About GLC Limited

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

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

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


KEELEY AND GRABANSKI: Files Plan Centered on Asset Sale
-------------------------------------------------------
Keeley and Grabanski Land Partnership filed with the U.S.
Bankruptcy Court for the District of North Dakota a plan of
reorganization.

The Plan will be funded by the sale of the Debtor's land in Bowie
County, and Lamar County, both in Texas, pursuant to a purchase
and sale agreement between the Debtor and U.S. Industrial Services
LLC.  The Debtor anticipates to generate $5.8 million in proceeds
from the sale, which, the Debtor believes, is sufficient proceeds
to satisfy the entirety of the Debtor's obligations to its
creditors.  According to court papers, the proposed sale not only
satisfies the debt owed by the Debtor to current creditors, the
proposed sale also grants the Debtor an exclusive right to lease
the land back from the purchase and also affords the Debtor an
exclusive five-year irrevocable option to repurchase the land.

The Debtor will pay $2,114,077 to Eldon and Carol Lenth and
$3,281,388 to Headquarters Farm LLC in satisfaction of their
secured claims upon closing of the sale.  The Debtor will also pay
as much as $19,000 to Bowie Central Appraisal District for
property taxes and related administrative expense claim.

Holders of general unsecured claims will be paid their pro-rata
share of all funds available to the Debtor after paying general
operating expenses and all plan payments of unclassified and
secured claims.  The Debtor estimates that there is $4,329 of debt
in general unsecured claims.

All general partners will remain as owners of the Debtor.

A full-text copy of the Plan, dated Oct. 7, is available for free
at http://ResearchArchives.com/t/s?772c

                    About Keeley and Grabanski

Thomas Grabanski, a North Dakota farmer, is mired in three
separate Chapter 11 bankruptcy cases.

Mr. Grabanski and his wife Mari filed a personal Chapter 11
bankruptcy petition (Bankr. D. N.D. Case No. 10-30902) on July 22,
2010.  DeWayne Johnston, Esq., at Johnston Law Office, represents
the Grabanskis in their Chapter 11 case.  The Grabanskis estimated
assets between $1 million and $10 million, and debts between $10
million and $50 million.

On July 23, 2010, Mr. Grabanski signed a Chapter 11 petition for
Grabanski Grain LLC (Bankr. D. N.D. Case No. 10-30924).  DeWayne
Johnston, Esq., also represents Grabanski Grain.  The Debtor is
estimated to have assets and debts of $1,000,001 to $10,000,000.

Former owners in December 2010 forced the partnership Keeley &
Grabanski Land Partnership in Texas into Chapter 11.  John and
Dawn Keely, the former owners, filed an involuntary Chapter 11
bankruptcy petition against the partnership (Bankr. D. N.D. Case
No. 10-31482) on Dec. 6, 2010.  Kenneth Corey-Edstrom, Esq., at
Larkin Hoffman Daly & Lindgren Ltd., represents the petitioner.

Keeley & Grabanski Land Partnership in Texas -- since 2009 doing
business as Grabanski Land Partnership -- was formed in 2007 for
Texas farming operations between farmers Thomas Grabanski and John
Keeley of Grafton, N.D., and their wives.  K&G Land, along with a
separate farming partnership, operated more than 10,000 acres of
corn and sunflowers from 2007 to 2009 in two locations in Texas
near the towns of Blossom and DeKalb.

In separate, related lawsuits, the Grabanskis face several
"adversarial" lawsuits, filed by certain creditors.  The creditors
who filed suits include Crops Production Services Corp., AgCountry
Farm Credit Services, and PHI Financial.


KLUGE ESTATE WINERY: Renamed to Trump Vineyard Estates
------------------------------------------------------
The Washington Post's The Reliable Source section reports that the
former Kluge Estate Winery is now Trump Vineyard Estates.  Donald
Trump this week officially unveiled his new Charlottesville,
Virginia, winery, which he bought last spring for $6 million in a
foreclosure sale from glamorous billionaire ex-wife Patricia
Kluge.


KMART CORP: Court Directs Status Hearing in Tax Dispute
-------------------------------------------------------
Bankruptcy Judge Susan Pierson Sonderby withheld a ruling on
cross-motions for summary judgment filed by Kmart Corporation and
the Illinois Department of Revenue with respect to Kmart's
adversary complaint seeking a declaration of the state tax effects
under 11 U.S.C. Section 346 of Kmart's plan of reorganization.
The judge said she will continue the motions for a status hearing
to afford the parties an opportunity to address the issue of
whether the Court has subject-matter jurisdiction over the
proceeding.

Both prior to and during bankruptcy, Kmart suffered substantial
operating losses which accumulated for federal and Illinois tax
purposes and are referred to as "net operating losses".  Prior to
adjustments pursuant to Section 346, Kmart had, as of the
effective date of the Plan, more than $228 million in NOLs
available to be carried forward in order to be applied to positive
income during profitable years.

By virtue of the entry of the Plan confirmation order, Kmart was
discharged of roughly $4.8 billion of debt.  For federal income
tax purposes, Kmart reduced its federal tax attributes and basis
in property to reflect the full discharged amount.  Of the total
debt discharged, roughly $2.2 billion represented the principal
amount of borrowed funds evidenced by promissory notes -- Borrowed
Debt -- for which Kmart did not claim a deduction on its Illinois
or federal income tax returns.  Claims based on the Borrowed Debt
were placed in Class 4 of the Plan.  The holders of allowed Class
4 claims received common shares in the reorganized Kmart in
satisfaction of their Borrowed Debt claims.

Kmart has a claim against the IDR for a refund of prepetition
income taxes.  Kmart and the IDR have reached a consensus on the
amount of the refund but cannot agree on the proper application of
the stock for debt treatment in Class 4 to the NOLs that may be
applied to income.  Specifically, they disagree on whether the
governing version of Section 346 requires that cancelled Borrowed
Debt be excluded from total cancelled debt that is applied to
reduce NOLs.

Kmart contends that the cancelled Borrowed Debt should not be
included in the cancelled debt that reduces its NOLs.  If Kmart is
correct, more of the NOLs can be used to reduce its income tax
liability to Illinois.

The IDR asserts the opposite: the cancelled Borrowed Debt should
be included in the cancelled debt that reduces the NOLs.  If the
IDR is correct, the amount of the NOLs is smaller and consequently
Kmart's income tax liability is greater.

Kmart contends that its position is mandated by the plain language
of Section 346.  The IDR argues that the statute's language is not
plain, and even if it were, the statute should not be enforced
because to do so would lead to an absurd result.

Since at least 2007, Kmart and the IDR have engaged in a series of
negotiations to resolve this and other tax issues between them. As
part of these discussions, Kmart requested IDR's concurrence in
its method of accounting for the cancellation of Borrowed Debt
upon confirmation of the Plan.  The IDR has not agreed, giving
rise to an actual controversy.

Kmart filed the adversary complaint March 1, 2010.  The case is
Kmart Corporation, v. Illinois Department of Revenue, Adv. Pro.
No. 10 A 00293 (Bankr. N.D. Ill.).  A copy of Judge Sonderby's
Oct. 13, 2011 Memorandum Opinion is available at
http://is.gd/CfZNlRfrom Leagle.com.

                            About Kmart

Retailer Kmart Corporation and 37 of its U.S. subsidiaries filed
voluntary Chapter 11 petitions (Bankr. N.D. Ill. Lead Case No.
02-02474) on Jan. 22, 2002.  Kmart emerged from chapter 11
protection on May 6, 2003, pursuant to the terms of an Amended
Joint Plan of Reorganization.  John Wm. "Jack" Butler, Jr., Esq.,
at Skadden, Arps, Slate, Meagher & Flom, LLP, represented the
retailer in its restructuring efforts.  The Company's balance
sheet showed $16,287,000,000 in assets and $10,348,000,000 in
debts when it sought chapter 11 protection.  Kmart bought Sears,
Roebuck & Co., for $11 billion to create the third-largest U.S.
retailer, behind Wal-Mart and Target, and generate $55 billion in
annual revenues.  Kmart completed its merger with Sears on
March 24, 2005.


LACK'S STORES: Files Ch. 11 Plan; Unsecureds Offered 67%
--------------------------------------------------------
Lack's Stores, Incorporated, and its debtor affiliates filed with
the U.S. Bankruptcy Court for the Southern District of Texas,
Victoria Division, a Chapter 11 plan of reorganization and an
accompanying disclosure statement.

The Plan is designed to accomplish three primary objectives:

   (1) the collection of Lack's Customer Notes portfolio in the
       ordinary course of business;

   (2) the sale of remaining real and personal property that is
       not necessary to the continued collection of Customer
       Notes; and

   (3) the use of proceeds from collection of Customer Notes and
       sales of the Debtors' other remaining assets to satisfy
       Claims in accordance with the Plan.

Holders of general unsecured claims are entitled to make a
"discounted early payment election."  Holders of general unsecured
claims who make this election will be paid 67% of the allowed
amount of their claim.  Holders of general unsecured claims who do
not make the discounted early payment election will receive their
pro rata share of distributions from the general account after
payment in full of all secured claims.

Holders of Preferred Equity Interests, Common Equity Interests,
and Subsidiary Debtor Equity Interests will retain their
interests.

A full-text copy of the Disclosure Statement, dated Oct. 5, is
available for free at http://ResearchArchives.com/t/s?772e

                       About Lack's Stores

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

Lack's Stores filed for Chapter 11 bankruptcy protection (Bankr.
S.D. Tex. Case No. 10-60149) on Nov. 16, 2010 .  Katherine D.
Grissel, Esq., Michaela Christine Crocker, Esq., and Richard H.
London, Esq., at Vinson & Elkins LLP, assist the Debtor in its
restructuring effort.  The Debtor estimated its assets and debts
at $100 million to $500 million.

Affiliates Lack Properties, Inc., Lack's Furniture Centers, Inc.,
and Merchandise Acceptance Corporation filed separate Chapter 11
petitions.


LANKY'S INC.: Case Summary & 13 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: Lanky's Inc., a California Corporation
          dba Los Feliz Car Wash
        3001 Los Feliz Boulevard
        Los Angeles, CA 90039

Bankruptcy Case No.: 11-52411

Chapter 11 Petition Date: October 11, 2011

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

Judge: Sheri Bluebond

Debtor's Counsel: Sherry Garrels, Esq.
                  LAW OFFICES OF SHERRY GARRELS
                  4952 Warner Avenue, Suite 106
                  Huntington Beach, CA 92649
                  Tel: (714) 374-0101
                  Fax: (714) 846-6867

Scheduled Assets: $2,006,000

Scheduled Debts: $4,102,125

The Company?s list of its 13 largest unsecured creditors filed
with the petition is available for free at:
http://bankrupt.com/misc/cacb11-52411.pdf

The petition was signed by Amir Lankarani, president.


MALIBU OCEAN: Voluntary Chapter 11 Case Summary
-----------------------------------------------
Debtor: Malibu Ocean View Villas, LLC.
        11911 San Vicente Boulevard, #255
        Los Angeles, CA 90049

Bankruptcy Case No.: 11-52290

Chapter 11 Petition Date: October 11, 2011

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

Debtor's Counsel: Leslie A. Cohen, Esq.
                  LESLIE COHEN LAW PC
                  506 Santa Monica Boulevard, Suite 200
                  Santa Monica, CA 90401
                  Tel: (310) 394-5900
                  Fax: (310) 394-9280
                  E-mail: leslie@lesliecohenlaw.com

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

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

The Company?s list of its 20 largest unsecured creditors filed
with the petition does not contain any entry.

The petition was signed by Shahram Elyaszadeh, managing member.

Affiliate that filed separate Chapter 11 petition:

        Entity                        Case No.       Petition Date
        ------                        --------       -------------
Elko Mall of America, LLC             11-52292            10/10/11


LE-NATURE'S: Judge to Reconsider Ex-CEO's Bid to Cut Damages
------------------------------------------------------------
Lance Duroni at Bankruptcy Law360 reports that a Pennsylvania
federal judge on Wednesday said he would consider the former CEO
of Le-Nature's Inc.'s bid to slash the $668 million in damages
owed for his role in an accounting scheme that bankrupted the
bottling company ahead of a sentencing hearing.

Law360 recalls that Gregory Podlucky pled guilty in June to
charges he orchestrated the massive fraud at Latrobe, Pa.-based
Le-Nature's, falsifying the company's financial records and
bankrolling a lavish lifestyle.  The alleged deception ended with
the company's 2006 bankruptcy petition.

                        About Le-Nature's Inc.

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

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

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

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


LEAR CORP: Moody's Raises Ratings, Citing Improved Balance Sheet
----------------------------------------------------------------
Dow Jones' Daily Bankruptcy Review reports that Moody's Investors
Service raised its credit ratings on Lear Corp. one notch closer
to investment-grade territory, citing the company's improved
balance sheet and expectations of higher auto sales volumes.

                         About Lear Corp.

Headquarters in Southfield, Michigan, Lear Corporation --
http://www.lear.com/-- is one of the world's leading suppliers
of automotive seating systems and electrical distribution and
power management systems. The Company's world-class products are
designed, engineered and manufactured by a diverse team of
approximately 75,000 employees at 205 facilities in 36 countries.
Lear's common shares are traded on the New York Stock Exchange
under the symbol [LEA].

Lear Corp. and its affiliates filed for Chapter 11 on July 7, 2009
(Bankr. S.D.N.Y. Case No. 09-14326).  Attorneys at Kirkland &
Ellis LLP, served as the Debtors' bankruptcy counsel.  In November
2009, Lear emerged from bankruptcy protection.

                           *     *     *

Reorganized Lear carries a 'B1' corporate family rating from
Moody's and 'B' corporate credit rating, with positive outlook,
from Standard & Poor's.


LENOX 126: Sale Plan Disclosures Hearing on Nov. 9
--------------------------------------------------
Lenox 126 Realty LLC filed with the U.S. Bankruptcy Court for the
Southern District of New York a second amended Chapter 11 plan of
reorganization and an accompanying disclosure statement.

Hearing on the approval of the Disclosure Statement and the
procedures governing the sale of the Debtor's real property under
the Plan will be held on Nov. 9, 2011, at 10:00 a.m.

The Debtor's objective in its Chapter 11 case was to stabilize the
Debtor's finances, so that ultimately its real property located at
101 West 126th Street, in New York, could be refinanced or sold
for the benefit of all interested parties.  In this case, Griffon
Heights LLC, as mortgagee, agreed to allow the Debtor to operate
the Property and gave the Debtor until Aug. 22, 2011 to refinance,
on the condition that if Refinancing was not feasible by that
time, the Debtor would propose a plan of reorganization that
provided for a sale of the Property.

The Debtor was unable to refinance, and hence, the Debtor is
proposing to sell the Property under the Plan.  Griffon has agreed
to an opening bid of $6,500,000.  Griffon has agreed, however,
that the Debtor shall be entitled at any time until the
Confirmation Hearing to refinance the Property by paying the
Mortgagee the amount due on its secured claim.

The Debtor believes the Plan provides a far better return for the
Debtor's estate than could be achieved in a liquidation.  The
Debtor projects that in a Chapter 7 liquidation, general unsecured
creditors would receive no distribution.  Under the Plan, the
Mortgagee has agreed to cause $250,000 of the sale proceeds that
would otherwise be paid towards satisfaction of its Secured Claim
to be distributed to general unsecured creditors under the Plan,
and has agreed to waive its right to any distribution as an
unsecured creditor in order to enhance distributions to the other
general unsecured creditors.  Also, a Chapter 7 Trustee represents
an additional layer of administration legal expenses and
commissions, which the Debtor estimates would total at least
10% of the sale proceeds.

Post confirmation, the Debtor intends to pursue:

   (a) an action pending in Supreme Court New York County against
       Bank of America for conversion of multiple individual rent
       checks made payable to the Debtor and wrongfully accepted
       for deposit into a third party bank account;

   (b) an action against Nick and Aspasia Gatanas, former
       principals of the Debtor for claims arising in connection
       with the Bank of America litigation; and

   (c) an action to be instituted against Chinatrust Bank in
       connection with its failure to turn over Debtor's funds in
       a frozen bank account, recovery of a contract deposit,
       recovery of misapplied funds, and RICO conspiracy to
       deprive the Debtor of its property.

The Proceeds of the claims will disbursed to Class 4 General
Unsecured Claimants as set forth in the Plan.  In addition,
various landlord tenant actions which will continue
postconfirmation.

A full-text copy of the Second Amended Disclosure Statement, dated
Oct. 3, is available for free at:

           http://ResearchArchives.com/t/s?772f

                      About Lenox 126 Realty

Staten Island-based real estate investor Lorenzo De Luca, through
his Lenox 126 Realty LLC, filed for Chapter 11 protection (Bankr.
S.D.N.Y. Case No. 11-12275) on May 12, 2011, to block the
foreclosure sale at his apartment building at 321 Lenox Avenue in
New York.  Mr. De Luca paid $9.1 million for the building in 2006.
Mr. De Luca defaulted on a $7.5 million loan from Chinatrust bank,
which later sold the first mortgage to Delshah Capital.  In March,
State Supreme Court Justice Jane Solomon ordered the property be
sold at auction.

In its schedules, Lenox 126 Realty disclosed $10,377,689 in assets
and $14,718,905 in liabilities as of Chapter 11 filing.  Judge
Sean H. Lane presides over the case.

No committee has been appointed to date in this case.

Lenox 126 Realty has filed a Chapter 11 Plan of Reorganization and
an accompanying disclosure statement, which provides for the sale
of its residential building located at 101 West 126th Street, in
New York.  Among others, holders of General Unsecured Claims
totaling $6,327,449, will be paid their pro-rata share of a
$250,000 minimum distribution fund.


LIBBEY INC: Gregory Geswein Resigns as VP Strategic Planning
------------------------------------------------------------
Gregory T. Geswein, vice president, Strategic Planning and
Business Development.  His resignation is effective Oct. 31, 2011.

                          About Libbey Inc.

Based in Toledo, Ohio, since 1888, Libbey, Inc., operates glass
tableware manufacturing plants in the United States in Louisiana
and Ohio, as well as in Mexico, China, Portugal and the
Netherlands.  Libbey supplies tabletop products to foodservice,
retail, industrial and business-to-business customers in over 100
countries.

The Company's balance sheet at June 30, 2011, showed $815.25
million in total assets, $767.39 million in total liabilities and
$47.85 million in total shareholders' equity.

                           *     *     *

On Oct. 28, 2009, Libbey restructured a portion of its debt
by exchanging the old 16% Senior Subordinated Secured Payment-in-
Kind Notes due December 2011 of subsidiary Libbey Glass Inc.,
having an outstanding principal amount as of October 28, 2009, of
$160.9 million for (i) $80.4 million principal amount of new
Senior Subordinated Secured Payment-in-Kind Notes due 2021 of
Libbey Glass, and (ii) 933,145 shares of common stock and warrants
exercisable for 3,466,856 shares of common stock of Libbey Inc.

On Feb. 8, 2010, Libbey used the proceeds of a $400.0 million
debt offering of 10.0% Senior Secured Notes due 2015 of Libbey
Glass Inc., as well as cash on hand, to (i) repurchase the
$306.0 million then outstanding Floating Rate Senior Secured Notes
due 2011 of Libbey Glass, (ii) repay the $80.4 million New PIK
Notes and (iii) pay related fees and expenses.  Concurrent with
the closing of the offering of the Senior Secured Notes, Libbey
entered into an amended and restated $110 million Asset Based Loan
facility which, among other terms, extended the maturity date to
2014.

As reported by the TCR on Aug. 9, 2011, Standard & Poor's Ratings
Services raised its corporate and senior secured debt ratings on
Toledo, Ohio-based Libbey Inc. to 'B+' from 'B'.  The rating
outlook is stable.  "The upgrade and stable outlook reflect our
belief that Libbey will sustain its improved profitability and
credit measures and maintain its adequate liquidity position,"
said Standard & Poor's credit analyst Rick Joy.


LOCAL INSIGHT: Seeks to Keep Control Over Its Chapter 11 Case
-------------------------------------------------------------
Dow Jones' Daily Bankruptcy Review reports that directory
publisher Local Insight Media Holdings Inc. aims to keep control
over its Chapter 11 case for another 60 days as it prepares to
seek approval of its plan to exit bankruptcy.

As reported in the TCR on Sept. 23, 2011, Local Insight Media
Holdings obtained an order approving the disclosure statement
explaining its Chapter 11 plan and scheduling a Nov. 3, 2011
hearing to consider the Plan.  The deadline for voting on the Plan
is Oct. 27, 2011.

The Plan is predicated on the notion that the Company and
creditors would win a lawsuit to void the lien on what's known as
the Berry assets.  The plan calls for giving new stock to the
holders of the $339.3 million secured claim.

                       About Local Insight

Wilmington, Delaware-based Local Insight Media Holdings, Inc., is
a publisher of print and online yellow page directories in the
United States.  Local Insight, along with affiliates, including
Local Insight Regatta Holdings, Inc., filed for Chapter 11
bankruptcy protection on (Bankr. D. Del. Lead Case No. 10-13677)
on Nov. 17, 2010.

Richard M. Cieri, Esq., Christopher J. Marcus, Esq., and Ross M.
Kwasteniet, Esq., at Kirkland & Ellis LLP, serve as the Debtors'
bankruptcy counsel.  Curtis A. Hehn, Esq., Laura Davis Jones,
Esq., and Michael Seidl, Esq., at Pachulski Stang Ziehl & Jones
LLP, are the Debtors' co-counsel.

The Debtors' investment banker and financial advisor is Lazard
Freres & Co. LLC.  The Debtors' independent auditor is Deloitte &
Touche LLP.  The Debtors' interim management and restructuring
advisors are Alvarez & Marsal North America, LLC, and Avarez &
Marsal Private Equity Performance Improvement Group, LLC.
Kurtzman Carson Consultants LLC is the Debtors' notice and claims
agent.

Local Insight Media Holdings estimated assets of less than $50,000
and liabilities of $100 million to $500 million in its Chapter 11
petition.  Local Insight Regatta reported consolidated assets of
$796,270,000 against consolidated debts of $669,612,000 as of
Sept. 30, 2010, according to its Form 10-Q filed with the
Securities and Exchange Commission.

The Official Committee of Unsecured Creditors has tapped Milbank,
Tweed, Hadley & McCloy LLP as its counsel; Morris, Nichols, Arsht
& Tunnel LLP as Delaware co-counsel; Houlihan Lokey Howard & Zukin
Capital Inc. as its financial advisor and investment banker; and
Mesirow Financial Consulting LLC as its forensic accountant and
litigation advisor.


LOCAL INSIGHT: Deadline to Object to Plan on Oct. 27
----------------------------------------------------
As reported in the TCR on Sept. 23, 2011, Local Insight Media
Holdings obtained an order approving the disclosure statement
explaining its Chapter 11 plan and scheduling a Nov. 3, 2011
hearing to consider the Plan.  The deadline for voting on the Plan
is Oct. 27, 2011.  The deadline for filing objections to the Plan
is also Oct. 27, 2011.

Prior to the hearing, the Debtor filed amended versions of the
Chapter 11 Plan and Disclosure Statement.

A copy of the Amended Disclosure Statement, as filed with the
Bankruptcy Court on Sept. 21, 2011, is available for free at:

  http://bankrupt.com/misc/localinsight.amendedDS.dkt911.pdf

Judge Kevin Gross signed off on the document after Local Insight
added disclosures explaining the rationale behind releases granted
to the company's management and its majority owner, private equity
firm Welsh Carson Anderson & Stowe.

Local Insight and its affiliates filed the Plan in August 2011.
Local Insight expects to emerge from Chapter 11 during the fourth
quarter of 2011.

The Plan is predicated on the notion that the Company and
creditors would win a lawsuit to void the lien on what's known as
the Berry assets.  The plan calls for giving new stock to the
holders of the $339.3 million secured claim.  The disclosure
statement says the lenders' recovery will range between 20 percent
and 28 percent.  The holders of up to $7 million in what are known
as Regatta unsecured claims will take home 13 percent in cash.
There is a long list of creditors to receive nothing.  The classes
being wiped out and their claims include LIM Finance II term loans
($119.8 million); LIM Finance subordinated notes ($80.7 million);
and LIM Finance term loans ($138.1 million).  Emergence from
Chapter 11 will be financed by a new $35 million loan.  The
existing first-lien lenders have the right to participate in the
loan.

Under the Plan, which is subject to the confirmation of the Court,
the Company will emerge with a new credit facility and total debt
reduced by more than 90 percent.  The Company's senior secured
debt will be exchanged for equity in the reorganized company.  The
Plan has the support of the steering committee of the Company's
prepetition senior secured lenders.

                       About Local Insight

Wilmington, Delaware-based Local Insight Media Holdings, Inc., is
a publisher of print and online yellow page directories in the
United States.  Local Insight, along with affiliates, including
Local Insight Regatta Holdings, Inc., filed for Chapter 11
bankruptcy protection on (Bankr. D. Del. Lead Case No. 10-13677)
on Nov. 17, 2010.

Richard M. Cieri, Esq., Christopher J. Marcus, Esq., and Ross M.
Kwasteniet, Esq., at Kirkland & Ellis LLP, serve as the Debtors'
bankruptcy counsel.  Curtis A. Hehn, Esq., Laura Davis Jones,
Esq., and Michael Seidl, Esq., at Pachulski Stang Ziehl & Jones
LLP, in Wilmington, Del., are the Debtors' co-counsel.

The Debtors' investment banker and financial advisor is Lazard
Freres & Co. LLC.  The Debtors' independent auditor is Deloitte &
Touche LLP.  The Debtors' interim management and restructuring
advisors are Alvarez & Marsal North America, LLC, and Avarez &
Marsal Private Equity Performance Improvement Group, LLC.
Kurtzman Carson Consultants LLC is the Debtors' notice and claims
agent.

Local Insight Media Holdings estimated assets of less than $50,000
and liabilities of $100 million to $500 million in its Chapter 11
petition.  Local Insight Regatta reported consolidated assets of
$796,270,000 against consolidated debts of $669,612,000 as of
Sept. 30, 2010, according to its Form 10-Q filed with the
Securities and Exchange Commission.

The Official Committee of Unsecured Creditors has tapped Milbank,
Tweed, Hadley & McCloy LLP as its counsel; Morris, Nichols, Arsht
& Tunnel LLP as Delaware co-counsel; Houlihan Lokey Howard & Zukin
Capital Inc. as its financial advisor and investment banker; and
Mesirow Financial Consulting LLC as its forensic accountant and
litigation advisor.


MASTER LAND: Case Summary & 4 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: The Master Land Trust Number 9 dated 7/31/2009
          dba PB&JB Management Company, LLC, as Trustee
        225 South Westmonte Drive, Suite 300
        Altamonte Springs, FL 32714

Bankruptcy Case No.: 11-15444

Chapter 11 Petition Date: October 11, 2011

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

Debtor's Counsel: David L. Robold, Esq.
                  ROBERT & ROBOLD, P.A.
                  131 Park Lake Street
                  Orlando, FL 32803
                  Tel: (407) 426-6999
                  Fax: (407) 872-2266
                  E-mail: bankruptcy@roberts-robold.com

Scheduled Assets: $0

Scheduled Debts: $817,765

The Company?s list of its four largest unsecured creditors filed
with the petition is available for free at:
http://bankrupt.com/misc/flmb11-15444.pdf

The petition was signed by J. Walker, Jr., manager of trustee
PB&JB Management Co. LLC.


MCCLATCHY CO: Kevin McClatchy Owns 18.7% of Class A Shares
----------------------------------------------------------
In an amended Schedule 13D filing with the U.S. Securities and
Exchange Commission, Kevin Sorensen McClatchy disclosed that he
beneficially owns 13,900,222 shares of Class A common stock of
The McClatchy Company representing 18.7% of the shares
outstanding.  A full-text copy of the amended Schedule 13D is
available for free at http://is.gd/gF5J3v

                     About The McClatchy Company

Sacramento, Calif.-based The McClatchy Company  (NYSE: MNI)
-- http://www.mcclatchy.com/-- is the third largest newspaper
company in the United States, publishing 30 daily newspapers, 43
non-dailies, and direct marketing and direct mail operations.
McClatchy also operates leading local websites in each of its
markets which extend its audience reach.  The websites offer users
comprehensive news and information, advertising, e-commerce and
other services.  Together with its newspapers and direct marketing
products, these interactive operations make McClatchy the leading
local media company in each of its premium high growth markets.
McClatchy-owned newspapers include The Miami Herald, The
Sacramento Bee, the Fort Worth Star-Telegram, The Kansas City
Star, The Charlotte Observer, and The News & Observer (Raleigh).

The Company's balance sheet at June 30, 2011, showed $3.05 billion
in total assets, $2.85 billion in total liabilities, current and
non-current, and $203.47 million in total stockholders' equity.

                           *     *     *

In February 2010, Moody's Investors Service upgraded The McClatchy
Company's Corporate Family Rating to Caa1 from Caa2, Probability
of Default Rating to Caa1 from Caa2, and senior unsecured and
unguaranteed note ratings to Caa2 from Caa3, concluding the review
for upgrade initiated on January 27, 2010.  The upgrades reflect
McClatchy's improved liquidity position and reduced near-term
default risk following completion of the company's refinancing,
and its ability to stabilize EBITDA performance through
significant cost reductions.  The rating outlook is stable.

In the May 12, 2011, edition of the TCR, Standard & Poor's Ratings
Services lowered its corporate credit rating on Sacramento,
Calif.-based The McClatchy Co. to 'B-' from 'B'.  "The downgrade
reflects our expectation that continued declines in advertising
revenues will outweigh the company's cost reduction measures,
resulting in steadily rising debt leverage over the intermediate
term despite some modest debt reduction that will likely occur
over the near term," said Standard & Poor's credit analyst Harold
Diamond.  The 'B-' corporate credit rating on Sacramento, Calif.-
based McClatchy reflects Standard & Poor's expectation that
advertising revenues will decline at a high-single-digit% rate in
2011, and EBITDA will fall at a mid-double-digit pace.

As reported by the Troubled Company Reporter on Feb. 8, 2011,
Fitch Ratings has upgraded the Issuer Default Rating of the
McClatchy Company to 'B-'.  The Rating Outlook is Stable.  The
revenue declines endured by McClatchy in 2010 were materially
lower than Fitch's expectation.  Fitch had modeled declines in the
mid-teens versus actual declines in the mid-single digits.  While
Fitch expected the company to focus on cost containment, the
company's success exceeded Fitch expectations.  Fitch had expected
EBITDA to decline more than 10% versus actual EBITDA growth in the
mid-single digits.  As a result absolute debt and leverage were
better than Fitch expectations.  Fitch estimates 2010 year end
gross unadjusted leverage of approximately 4.7 times.  Fitch
expects the company will be able to meet its pension funding
obligations and satisfy all of its maturities up to and including
its senior unsecured notes due in 2014 ($169 million balance as of
Sept. 30, 2010).  Also, Fitch does not expect McClatchy will have
any issues meeting its credit agreement financial covenants (under
both Fitch's base and stress cases).


MERCER GOLD: Cites Actions of Ex CEO Rahim Jivraj in Legal Action
-----------------------------------------------------------------
Mercer Gold Corporation is reporting in furtherance of its recent
successful consent orders issued by the British Columbia Supreme
Court restraining and enjoining each of Rahim Jivraj, the former
President, CEO and a former director of the Company and Mercer
Gold Corp., a privately held British Columbia company owned and/or
controlled by Jivraj, from certain actions interfering with the
Company's activities as operator of the Guayabales Gold Project in
Colombia and interfering with the Company's rights as optionee
under the Mineral Assets Option Agreement, dated for reference
effective as at April 13, 2010, between the Company and Mercer BC
and relating to the Guayabales Gold Project, pending hearing on
the Company's notice of application with respect to such matter.
The Company had sought such injunctive relief, as announced in the
Company's press release dated September 20, 2011.  The Company has
invoked the arbitration provision in the Option Agreement and this
matter is being scheduled to be heard by the BC International
Commercial Arbitration Centre in Vancouver.

Based on his efforts, including his unsuccessful, documented plan
to put the Company into default under the Option Agreement, Jivraj
has caused Mercer BC to file a Response to Civil Claim, together
with a Counterclaim, and has joined the members of the Company's
Board of Directors as defendants by way of counterclaim. These
pleadings have been filed in opposition to the Company's claim
seeking an interlocutory injunction pending arbitration of the
parties' dispute concerning Mercer BC's purported termination of
the Option Agreement.  The Counterclaim seeks inter alia a
declaration that the Option Agreement is void and/or rescission of
the Option Agreement.  The Counterclaim also seeks damages. The
Company denies all of the claims made in the Counterclaim as
malicious, spurious and without factual basis.

The Company will be applying to stay the claims advanced against
it in the Counterclaim pending the outcome of the arbitration.
Mercer BC has applied for a stay of the arbitration proceedings
commenced by the Company on September 21, 2011.  The hearing of
both applications is set to be heard by the British Columbia
Supreme Court on October 26 and 27, 2011.

                 About Mercer Gold Corporation

Mercer Gold Corporation is a mineral exploration company. The
Company's primary project is to develop the Guayabales Gold
Project located in the Marmato Gold District, in Caldas, Colombia.
The Project is a bulk-tonnage, gold-silver target that is amenable
to open pit mining as well as higher-grade gold-silver
mineralization that can be drawn out with selective underground
mining techniques.  Historically Colombia has been one of the
largest gold producers in the world and the Colombian mining
industry remains one of the most dynamic and promising sectors of
the Colombian economy.


MISSION REAL: Wins Confirmation of Reorganization Plan
------------------------------------------------------
The U.S. Bankruptcy Court for the Central District of California
has confirmed Mission Real Associates, LLC, and its affiliates'
Third Amended Plan of Reorganization.

According to the Disclosure Statement, the proposed Plan seeks to
accomplish payments by distributing the proceeds of the sale of
substantially all of the assets of the estate.  The funding of the
Plan will come from the Debtors' interests in non-cash assets and
cash on hand in the bankruptcy estate as of the effective date of
the Plan.  The Plan also provides for distributions to interest
holders in accordance with the respective interests and
reservation of the distributions to interest holders in instances
where there are disputes and competing claims as to those claims.

Under the Plan, each holder of Class 3 general unsecured claims
will receive cash equal to the amount of allowed claim plus
interest at the Federal Judgment Rate.

A full-text copy of the Third Amended Disclosure Statement is
available for free at:

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

                  About Mission Real Associates

Los Angeles, California-based Mission Real Associates, LLC,
together with affiliates, filed for Chapter 11 bankruptcy
protection (Bankr. Case No. C.D. Calif. 10-22370) on March 31,
2010.  Richard K. Diamond, Esq., at Danning, Gill, Diamond &
Kolitz, LLP, assists the Debtor in its restructuring effort.  The
Debtor estimated its assets and liabilities at $10 million to
$50 million.

The Debtors are three of eight limited liability companies each of
which owned an interest 9 in the Wilshire Bundy Property.
Situated on the northwest comer of Wilshire Boulevard and 10 Bundy
Drive in the Brentwood District of Los Angeles, the Wilshire Bundy
Property comprises 11 approximately 1.02 acres of land and a Class
A 14 story office building with more than 307,000 12 square feet
of office space.


MJAK INVESTMENT: Case Summary & 3 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: MJAK Investment, LLC
        228 20th Street
        Huntington Beach, CA 92649

Bankruptcy Case No.: 11-24164

Chapter 11 Petition Date: October 11, 2011

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

Judge: Mark S. Wallace

Debtor's Counsel: Matthew Abbasi, Esq.
                  ANH LEGAL GROUP INC.
                  6320 Canoga Avenue, Suite 790
                  Woodland Hills, CA 90367
                  Tel: (818) 888-6614
                  Fax: (818) 888-6615
                  E-mail: matthew@anhlegal.com

Scheduled Assets: $750,000

Scheduled Debts: $3,525,000

The Company?s list of its three largest unsecured creditors filed
with the petition is available for free at:
http://bankrupt.com/misc/cacb11-24164.pdf

The petition was signed by Michael Younessi, managing member.


MKJ HOLDINGS: Voluntary Chapter 11 Case Summary
-----------------------------------------------
Debtor: MKJ Holdings, LLC
        9930 Whittier
        Detroit, MI 48224

Bankruptcy Case No.: 11-66480

Chapter 11 Petition Date: October 11, 2011

Court: U.S. Bankruptcy Court
       Eastern District of Michigan (Detroit)

Judge: Phillip J. Shefferly

Debtor's Counsel: Robert N. Bassel, Esq.
                  P.O. Box T
                  Clinton, MI 49236
                  Tel: (248) 677-1234
                  Fax: (248) 369-4749
                  E-mail: bbassel@gmail.com

Estimated Assets: $50,001 to $100,000

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 Thomas Fitzpatrick, member.


MMRGLOBAL INC: Michael Finley Appointed to Board of Directors
-------------------------------------------------------------
Pursuant to a unanimous written consent of the Board of Directors
of MMR Global, Inc., and in accordance with the Bylaws of the
Company, the Board appointed Michael Finley to serve on the Board,
effective upon execution.  Mr. Finley was also appointed as a
member of the Audit and Compensation Committees of the Board.
There were no arrangements or understandings between Mr. Finley
and any other persons pursuant to which he was elected to serve on
the board.

In connection with the appointment of Mr. Finley to the Board,
Mr. Finley and the Company also entered into the Company's
standard form of indemnification agreement providing for
indemnification and advancement of expenses to the fullest extent
permitted by the General Corporation Law of the State of Delaware.
In addition, subject to approval by the Board, the Company has
agreed to issue Mr. Finley a warrant to purchase 1,050,000 shares
of common stock of the Company at an exercise price of $0.06 per
share vesting annually over three years.

Mr. Finley currently serves as Vice President, Worldwide Carrier
Relations for Qualcomm.  Previously, he was President of the West
Region for Sprint Nextel from 2006 to 2008 and a Senior Vice
President of Sprint Corporation.  He joined Nextel in 2002 as Area
Vice President of Southern California and was promoted following
the Sprint Nextel merger to Senior Vice President of General
Business for the U.S.

Prior to joining Nextel, Mr. Finley was a Senior Vice President of
Wingcast, a Joint Venture between Ford Motor Company and Qualcomm
which developed telematic products for Ford vehicles.  From 1993
to 2001, Mr. Finley served as President of Verizon Wireless in
Southern California, Vice President and General Manager in
Sacramento and was Vice President of Sales in Ohio for Airtouch
Cellular.  Prior to joining Airtouch, he held positions with
Cellular One and McCaw Cellular.  He began his career in
communications in 1985 as a co-founder of Celluland, a national
franchise which created an alternative distribution approach in
advance of consumer marketing of wireless products.

Mr. Finley is a graduate of Creighton University with a BSBA in
Marketing and the General Manager Program in Executive Education
at Harvard Business School.  He currently serves as a Board Member
of the Los Angeles Sports and Entertainment Commission, Member of
the Region 1 Homeland Security Advisory Council, and Member of the
Creighton University Hall of Fame.  Mr. Finley also served as a
Member of the Board of Advisors at MMRGlobal, Inc., which he
resigned from in connection with his appointment to the Board.

                           About MMRGlobal

Los Angeles, Calif.-based MMR Global, Inc. (OTC BB: MMRF)
-- http://www.mmrglobal.com/-- through its wholly-owned operating
subsidiary, MyMedicalRecords, Inc., provides secure and easy-to-
use online Personal Health Records (PHRs) and electronic safe
deposit box storage solutions, serving consumers, healthcare
professionals, employers, insurance companies, financial
institutions, and professional organizations and affinity groups.

As reported by the TCR on April 7, 2011, Rose, Snyder & Jacobs, in
Encino, Calif., expressed substantial doubt about MMRGlobal's
ability to continue as a going concern.  The independent auditors
noted that the Company has incurred significant operating losses
and negative cash flows from operations during the year ended Dec.
31, 2010, and 2009.

The Company reported a net loss of $17.9 million on $972,988 of
revenues for 2010, compared with a net loss of $10.3 million on
$619,249 of revenues for 2009.

The Company's balance sheet at June 30, 2011, showed $2.24 million
in total assets, $6.27 million in total liabilities and a $4.02
million total stockholders' deficit.


MOHEGAN TRIBAL: Files Statistical Report for Mohegan Sun
--------------------------------------------------------
Mohegan Tribal Gaming Authority, on Oct. 13, 2011, posted on its
Web site its Slot Machine Statistical Report for Mohegan Sun at
Pocono Downs containing statistics relating to slot handle, gross
slot win, gross slot hold percentage, Pennsylvania slot tax and
weighted average number of slot machines.  The Slot Machine
Statistical Report includes these statistics on a monthly basis
for the fiscal years ended Sept. 30, 2011, and 2010.  A full-text
copy of the Slot Machine Statistical Report is available for free
at http://is.gd/5kkItt

                       About Mohegan Tribal

Headquartered in Uncasville, Conn., Mohegan Tribal Gaming
Authority conducts and regulates gaming activities on Tribal
lands, which are federally recognized Indian tribe reservations in
southeastern Connecticut.

The Authority has noted that its Bank Credit Facility matures on
March 9, 2012 and its 2002 Senior Subordinated Notes mature on
April 1, 2012.  In addition, a substantial portion of the
Authority's remaining indebtedness matures over the following
three fiscal years.  The Authority believes that it will need to
refinance all or part of its indebtedness at or prior to each
maturity thereof in order to maintain sufficient resources for its
operations.  The Authority has engaged Blackstone Advisory
Partners, L.P. to assist in its strategic planning relating to its
debt maturities.

The Company's balance sheet at June 30, 2011, showed $2.17 billion
in total assets, $1.99 billion in total liabilities, and
$176.04 million in total capital.

                           *     *     *

At the end of November 2010, Moody's Investors Service downgraded
Mohegan Tribal Gaming Authority's Corporate Family and Probability
of Default ratings to Caa2 from B3.  All of MTGA's rated long-term
debt was also lowered.  The rating outlook is negative.

The ratings downgrade reflects Moody's view that MTGA could
find it difficult to refinance significant upcoming debt
maturities without some impairment to bondholders given its high
leverage -- debt/EBITDA is over 7 times -- limited near-term
growth prospects for Mohegan Sun Casino, the likely continuation
of weak consumer gaming demand trends in the Northeastern U.S.,
and the strong possibility of gaming in Massachusetts.  The
company's $675 million revolver ($527 million outstanding at
Sept. 30, 2010) expires in March 2012 and its $250 million 8%
senior subordinated notes mature in April 2012.  Combined, these
debt items account for about 50% of MTGA's total debt outstanding.

MTGA has announced that it hired Blackstone Group to help deal
with its capital structure issues, although no details have been
made available regarding MTGA's options.  Given the company's
recently announced weak fiscal fourth quarter results along with
the significant near- and long-term challenges previously
mentioned, Moody's believes a restructuring that involves some
impairment to bondholders will be considered.

The negative ratings outlook reflects the relatively short time
frame in which MTGA has to address what Moody's believes to be a
significant capital structure issue.  If MTGA is not able to
refinance by March 2011 its $675 million revolver will be become
current.  The same holds true for the company's $250 million 8%
senior subordinated notes to the extent these notes are not
refinanced by April 1, 2011.


MORGANS HOTEL: Royalton & Walton Ink Sale Pact with Capital Hills
-----------------------------------------------------------------
Europe Holdings LLC, a subsidiary of Morgans Hotel Group Co., and
Walton MG London Hotels Investors V, L.L.C., each of which owns a
50% equity interest in the joint venture that owns the Sanderson
and St Martins Lane hotels, entered into an agreement to sell
their respective equity interests in the joint venture for an
aggregate of GBP192 million (or approximately $295 million) to
Capital Hills Hotels Limited, a Middle Eastern investor with other
global hotel holdings.  Also parties to the Agreement were Morgans
Group LLC, as guarantor for Royalton Europe, and Walton Street
Real Estate Fund V, L.P., as guarantor for Walton MG London.  A
subsidiary of the Company will continue to operate the hotels
under long-term management agreements.  The terms of the
management agreements, including extension options, have been
extended to 2041 from 2027.  The transaction is expected to close
in the fourth quarter and is subject to satisfaction of customary
closing conditions.

The Company expects to receive net proceeds of approximately $70
million, after the joint venture applies a portion of the proceeds
from the sale to retire the GBP99.5 million of outstanding
mortgage debt secured by the hotels and after payment of closing
costs.

The Company and Walton MG London have received a GBP10 million
security deposit, which is non-refundable except in the event of a
default by a seller.

                     About Morgans Hotel Group

Based in New York, Morgans Hotel Group Co. (Nasdaq: MHGC) --
http://www.morganshotelgroup.com/-- is widely credited as the
creator of the first "boutique" hotel and a continuing leader of
the hotel industry's boutique sector.  Morgans Hotel Group
operates and owns, or has an ownership interest in, Morgans,
Royalton and Hudson in New York, Delano and Shore Club in South
Beach, Mondrian in Los Angeles and South Beach, Clift in San
Francisco, Ames in Boston, and Sanderson and St Martins Lane in
London.  Morgans Hotel Group and an equity partner also own the
Hard Rock Hotel & Casino in Las Vegas and related assets.  Morgans
Hotel Group also manages hotels in Isla Verde, Puerto Rico and
Playa del Carmen, Mexico.  Morgans Hotel Group has other property
transactions in various stages of completion, including projects
in SoHo, New York and Palm Springs, California.

The Company reported a net loss of $83.64 million on
$236.37 million of total revenues for the year ended Dec. 31,
2010, compared with a net loss of $101.60 million on $225.05
million of total revenues during the prior year.

The Company's balance sheet at June 30, 2011, showed $604.36
million in total assets, $655.66 million in total liabilities and
a $51.29 million total deficit.


MOUNTAIN CITY: U.S. Trustee Appoints 5-Member Creditors' Panel
--------------------------------------------------------------
Richard A. Wieland, the United States Trustee for Region 19,
pursuant to 11 U.S.C. Sec. 1102(a) and (b), appointed five
unsecured creditors to serve on the Official Committee of
Unsecured Creditors of Mountain City Meat Co., Inc.

The Creditors Committee members are:

     1. Wild Rose Meats, Inc.
        10615 48th Street, Suite 114
        Calgary, Alberta
        ATTN: Kelly Long
        Tel: (403) 215-2320
        Fax: (403) 215-2320
        E-mail: Kelly.long@carmencreek.com

     2. Magellan Freight Lines, LLC
        6211 E. 42nd Avenue Inc.
        Denver, CO 80216
        ATTN: Michael Somers
        Tel: (303) 520-5474
        Fax: (303) 893-6893
        E-mail: michael@magellanfreightlines.com

     3. Wayport Logistics, LLC
        6211 E. 42nd Avenue
        Denver, CO 80216
        ATTN: Michael Somers
        Tel: (720) 279-0158
        Fax: (303) 893-6893
        E-mail: michael@magellanfreightlines.com

     4. Linde, LLC
        575 Mountain Avenue
        Murray Hill, NJ 07974
        ATTN: Jeffrey Johns
        Tel: (908) 771-6039
        E-mail: jeffrey.johns@linde.com

     5. Greater Omaha Packing Co.
        d/b/a High Country Meats2
        P.O. Box 7566
        Omaha, NE 68107
        ATTN: Carol Mesenbrink
        Tel: (402) 731-1700 ext. 100
        Fax: (402) 731-1700 ext. 100
        E-mail: Carol@greateromaha.com

                     About Mountain City Meat

Denver, Colorado-based Mountain City Meat Co., Inc. --
http://www.mountaincitymeat.com/-- is one of the largest portion
control beef processors in the United States. Through its
headquarters and manufacturing facility in Denver, and its second
manufacturing facility in Nashville, Tennessee, Mountain City
supplies high quality ground beef and portion control steak cuts
through several channels, including retail stores, chain
restaurants and broadline food service distributors.

On Aug. 9, 2011, Mountain City's board of directors appointed BGA
Management LLC d/b/a Alliance Management, through its agent, Alex
G. Smith as the company's Chief Restructuring Officer until the
need for a CRO no longer existed.  Immediately after appointing
Alliance as CRO, the Board resigned.

On Aug. 11, 2011, Mountain City's secured lender, Fifth Third Bank
commenced a receivership action against the company in Denver
District Court.  At 5:00 p.m. that same day, the Denver District
Court appointed Alliance as receiver for Mountain City's personal
property and related operations.

However, minutes before the receivership order, certain putative
unsecured creditors -- Orleans International, Inc., National Beef
Packing, Inc. and XL Four Star Beef, Inc. -- commenced an
involuntary Chapter 7 bankruptcy petition (Bankr. D. Colo. Case
No. 11-29209) against Mountain City.  The Involuntary Chapter 7
petition was filed as a result of, among other reasons, the Debtor
(a) ordering and not paying for in excess of $2,400,000 of meat
inventory from the Petitioning Creditors; and (b) issuing checks
to the Petitioning Creditors for a portion of the inventory, which
checks were refused for payment by Fifth Third Bank.  The Debtor
sought dismissal of the Involuntary Petition on the grounds that
it was filed in bad faith because the Petitioning Creditors were
motivated solely by their desire to preserve their claims under
Section 503(b)((9) of the Bankruptcy Code to have that portion of
their claims related to goods sold to the Debtor within 20 days
prior to the filing treated as an administrative expense.

In the Involuntary Case, the Secured Lender obtained two interim
orders annulling the automatic stay to allow the receiver to keep
control of the Debtor.

Mountain City filed a voluntary Chapter 11 petition (Bankr. D.
Colo. Case No. 11-32656) on Sept. 24, 2011.  Judge Howard R.
Tallman presides over the case.  Michael J. Pankow, Esq., Daniel
J. Garfield, Esq., Heather B. Schell, Esq., at Brownstein Hyatt
Farber Schreck, LLP, represent the Debtors as counsel.  The Debtor
estimated up to $50 million in assets and debts.


MYLAN INC: S&P Retains 'BB+' Corp. Credit Rating; Outlook Stable
----------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'BBB' issue-level
rating and its '1' recovery rating, indicating a very high (90% to
100%) recovery in the event of payment default, to Canonsburg,
Pa.-based Mylan Inc.'s proposed $2.25 billion senior secured
credit facility due 2016. The facility consists of a $1.0 billion
revolving credit facility and U.S. dollar- and euro-denominated
term loan A facilities totaling $1.25 billion. The company intends
to use the proceeds to refinance the existing $254 million term
loan A due 2013, the $732 million Euro-based term loan B due 2013,
and the $500 million U.S. dollar-based term loan B due 2014. This
refinancing will reduce the medium-term maturity profile and is
likely to bear a lower interest rate.

The high speculative-grade 'BB+' corporate credit rating on Mylan
remains unchanged and reflects Standard & Poor's expectation of
high-single-digit EBITDA growth over the next few years while
leverage measures will remain consistent with a significant
financial risk profile. "We expect that operational performance
will reflect ongoing cost-reduction efforts, while new product
offerings within a now-broadened portfolio will sustain revenue
growth in this competitive marketplace. A satisfactory business
risk profile considers Mylan's well-established position in the
generic drug industry and our expectation that it will continue to
participate in ongoing industry consolidation in a measured
manner. In our view, the key considerations leading to a
significant financial risk profile include the company's
still-significant debt burden incurred to fund the 2007
acquisition of Merck KGaA's largely European generic drug
business. Still, the company has reduced adjusted debt to EBITDA
significantly, to 3.5x as of June 30, 2011, from a high of 8.3x at
the end of 2007 on improved cash flow generation. This also
enabled Mylan to prepay its 2009, 2010, and 2011 loan
amortizations. We believe continued stable operating performance
will lead to additional improvement in operating margins and
translate into stronger credit measures. (For the complete
corporate credit rating rationale, please see the summary on
Mylan, published Sept. 28, 2011, on RatingsDirect on the Global
Credit Portal)," S&P related.

Ratings List

Mylan Inc.
Corporate Credit Rating             BB+/Stable/--

New Ratings

Mylan Inc.
Senior Secured
  $1 bil revolvng cred fac due 2016  BBB
   Recovery Rating                   1
  $1.3 bil U.S. dollar- and euro-denominated
  term loan A due 2016               BBB
   Recovery Rating                   1


N'GENUITY ENTERPRISES: Case Summary & Creditors List
----------------------------------------------------
Debtor: N'Genuity Enterprises Company
        8414 N. 90th Street, #103
        Scottsdale, AZ 85258

Bankruptcy Case No.: 11-28705

Chapter 11 Petition Date: October 11, 2011

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

Judge: George B. Nielsen, Jr.

Debtor's Counsel: Joseph E. Cotterman, Esq.
                  GALLAGHER & KENNEDY, P.A.
                  2575 E. Camelback Road
                  Phoenix, AZ 85016-9225
                  Tel: (602) 530-8000
                  Fax: (602) 530-8500
                  E-mail: jec@gknet.com

Debtor?s
Financial &
Restructuring
Officer:          MCA FINANCIAL GROUP, LTD.

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

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

The Company?s list of its 17 largest unsecured creditors filed
with the petition is available for free at:
http://bankrupt.com/misc/azb11-28705.pdf

The petition was signed by Valerie Littlechief, president.


NAVISTAR INT'L: Carl Icahn Discloses 9.8% Equity Stake
------------------------------------------------------
In a Schedule 13D filing with the U.S. Securities and Exchange
Commission, Carl C. Icahn and his affiliates disclosed that they
beneficially own 7,111,426 shares of common stock of Navistar
International Corporation representing 9.80% of the shares
outstanding.  A full-text copy of the filing is available for free
at http://is.gd/jC8FKe

                     About Navistar International

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

The Company's balance sheet at July 31, 2011, showed $11.17
billion in total assets, $10.42 billion in total liabilities, $5
million in redeemable equity securities and $752 million in total
stockholders' equity.

                           *     *     *

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

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


NOVELIS INC: S&P Reinstates 'B' Rating on $74-Mil. Notes Due 2015
-----------------------------------------------------------------
Standard & Poor's Ratings Services corrected by reinstating its
'B' rating with a recovery rating of '5' on Novelis Inc.'s US$74
million 7.25% senior unsecured notes due 2015.

Ratings List
Ratings Reinstated

Novelis Inc.                    To          From
Senior unsecured notes          B           N.R.
Recovery rating                5           N.R.

N.R.?Not rated.


NUTRITION 21: Court Sets Nov. 1 Auction for Sale of Assets
----------------------------------------------------------
On Sept. 22, 2011, the Bankruptcy Court issued an order approving
bidding procedures for the sale of all or substantially all of the
Nutrition 21,Inc., and its wholly owned subsidiaries' assets.  The
Bidding Procedures Order requires interested parties to submit
qualified bids for the Debtors' assets by Oct. 28, 2011, and
contemplates that the auction will be held on Nov. 1, 2011.
Assuming the auction results in a sale of the Debtors' assets, the
Debtors expect to seek Bankruptcy Court approval of the sale on
Nov. 3, 2011.

As previously reported, the Company, Nutrition 21, LLC, and N21
Acquisition Holding, LLC, entered into an Asset Purchase and Sale
Agreement, dated as of Oct. 7, 2011, pursuant to which the
purchaser will purchase substantially all of the assets of the
Debtors and assume certain of the Debtors' obligations associated
with the purchased assets through a supervised sale under Section
363 of the Bankruptcy Code.  The purchase price for such assets
under the asset sale agreement is $5 million, subject to certain
adjustments.

In connection with the execution of the agreement, the purchaser
is required to deposit $500,000 into an escrow account which will
be either applied to the purchase price or released in whole or in
part to one of the parties in accordance with the agreement.  The
purchaser entered into the agreement as a stalking horse bidder
and, accordingly, consummation of the transactions is subject to
the Company's solicitation and potential receipt of higher or
otherwise better competing bids from third parties.

The Asset Sale Agreement contains certain customary termination
rights for the Company and the Purchaser, including termination
rights for the Purchaser if (i) a Sale Order approving and
authorizing the Company to consummate the transactions
contemplated by the Asset Sale Agreement is not entered by the
Bankruptcy Court on or prior to Nov. 15, 2011, (ii) the
transactions contemplated by the Asset Sale Agreement are not
consummated by Dec. 15, 2011, or (iii) the Company consummates an
alternative transaction with another bidder.

The Asset Sale Agreement provides that the Company will reimburse
the Purchaser for specified expenses up to $100,000 in certain
circumstances, including the Company's consummation of a competing
transaction with another bidder.  The Asset Sale Agreement also
provides that the Company will pay the Purchaser a break-up fee of
$150,000 in certain circumstances if the Company consummates a
competing transaction with another bidder.

A copy of the Asset Sale Agreement is available for free at:

                       tp://is.gd/S5WOwG

The Company anticipates filing its proposed plan of liquidation,
which will reflect the terms of the Plan Support Agreement and the
Plan Term Sheet, with the Bankruptcy Court promptly following the
Auction.

                        About Nutrition 21

Purchase, N.Y.-based Nutrition 21, Inc. --
http://www.nutrition21.com/-- is a nutritional bioscience company
that primarily develops and markets raw materials, formulations,
compounds, blends and bulk and other materials to third-party non-
end users to be further fabricated, blended or packaged for
ultimate sales to end-users as nutritional supplements or
otherwise.  The Company holds more than 30 patents for nutrition
products and their uses.

Nutrition 21 and its debtor affiliates filed for Chapter 11
bankruptcy (Bankr. S.D.N.Y. Lead Case No. 11-23712) on Aug. 26,
2011.  Michael Friedman, Esq., and Keith N. Sambur, Esq., at
Richards Kibbe & Orbe LLP, serve as the Debtors' counsel.

The Company reported a net loss of $2.97 million on $6.68 million
of revenues for fiscal year 2011, compared with a net loss of
$3.66 million on $8.76 million of revenues for fiscal year 2010.

The Company's balance sheet at June 30, 2011, showed $3.46 million
in total assets, $18.07 million in total debts, and stockholders'
deficit of $14.60 million.


OPEN RANGE: Final DIP Financing Hearing on Oct. 31
--------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Open Range Communications Inc., a provider of
wireless broadband services to 26,000 rural customers in 12
states, received interim authority from the bankruptcy judge on
Oct. 11 to take down a $4 million secured loan.  A final hearing
to approve financing is scheduled for Oct. 31.  The company, which
filed for Chapter 11 protection in Delaware on Oct. 6, intends to
shut down and liquidate the network if a buyer can't be found.

Greenwood Village, Colo.-based Open Range Communications Inc., a
provider of wireless broadband services to 26,000 rural customers
in 12 states, filed a Chapter 11 petition (Bankr. D. Del. Case No.
11-13188) on Oct. 6, 2011, to either sell the business or shut
down and liquidate.  Open Range listed about $114 million in
assets and $110 million in debts.  Open Range started its WiMax
broadband and voice service in late 2009, backed by a $267 million
loan from the U.S. Department of Agriculture's Rural Utility
Service and $100 million invested by One Equity Partners, a
financing arm of JPMorgan Chase & Co.

Judge Kevin J. Carey presides over the case.  Marion M. Quirk,
Esq., at Cole, Schotz, Meisel, Forman & Leonard, serves as
bankruptcy counsel.  Logan & Co. serves as claims agent.  The
petition was signed by Chris Edwards, chief financial officer.


PIEDMONT COMMUNITY: Closed; State Bank and Trust Assumes Deposits
-----------------------------------------------------------------
Piedmont Community Bank of Gray, Ga., was closed Friday, Oct. 14,
2011, by the Georgia Department of Banking and Finance, which
appointed the Federal Deposit Insurance Corporation as receiver.
To protect the depositors, the FDIC entered into a purchase and
assumption agreement with State Bank and Trust Company of Macon,
Ga., to assume all of the deposits of Piedmont Community Bank.

The two branches of Piedmont Community Bank will reopen during its
normal banking hours as branches of State Bank and Trust Company.
Depositors of Piedmont Community Bank will automatically become
depositors of State Bank and Trust Company.  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 Piedmont Community Bank should continue to use their
existing branch until they receive notice from State Bank and
Trust Company that it has completed systems changes to allow other
State Bank and Trust Company branches to process their accounts as
well.

As of June 30, 2011, Piedmont Community Bank had around $201.7
million in total assets and $181.4 million in total deposits.  In
addition to assuming all of the deposits of the failed bank, State
Bank and Trust Company agreed to purchase essentially all of the
assets.

Customers with questions about the transaction should call the
FDIC toll-free at 1-800-613-0523.  Interested parties also can
visit the FDIC's Web site at

http://www.fdic.gov/bank/individual/failed/piedmont-ga.html

The FDIC and State Bank and Trust Company entered into a loss-
share transaction on $163.2 million of Piedmont Community Bank's
assets.  State Bank and Trust Company 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

The FDIC estimates that the cost to the Deposit Insurance Fund
will be $71.6 million.  Compared to other alternatives, State Bank
and Trust Company's acquisition was the least costly resolution
for the FDIC's DIF.  Piedmont Community Bank is the 77th FDIC-
insured institution to fail in the nation this year, and the
twentieth in Georgia.  The last FDIC-insured institution closed in
the state was CreekSide Bank, Woodstock, on Sept. 2, 2011.


PINAFORE HOLDINGS: S&P Affirms 'BB-' Corporate; Outlook Stable
--------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'BB-' corporate
credit rating on Pinafore Holdings B.V. and revised its outlook to
stable from negative.

"In addition, we affirmed the 'BB' issue-level rating on its
senior secured credit facility, the 'B+' issue-level rating on its
second-lien secured notes, and the 'B' issue-level rating on its
pre-leveraged-buyout (LBO) debt that remains outstanding. The
recovery ratings on the debt remain unchanged," S&P related.

"The ratings on Pinafore reflect what we consider an aggressive
financial risk profile, characterized by high leverage, somewhat
offset by sizable cash flow generation," said Standard & Poor's
credit analyst Nishit Madlani. "We now view Pinafore's business
profile as fair, rather than satisfactory. This reassessment
reflects our current view of the company's business risks,
including somewhat slower growth prospects relative to higher
rated auto suppliers, the exposure to market conditions in the
cyclical automotive, industrial, and construction sectors, and an
evolving portfolio of businesses. This is notwithstanding the
company's good market positions for its core products, low cost
base, and reasonable end-market and customer diversification,
which has led to its relatively consistent double-digit
EBITDA margins."


POINT BLANK: Selling Zylon Now, Entire Business Next
----------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Point Blank Solutions Inc. was authorized by the
bankruptcy court to find buyers for 155,000 pounds of Zylon, a
fiber used to make bullet-proof vests that was found to be
deficient in stopping bullets.

Mr. Rochelle discloses that the bankruptcy judge in Delaware
authorized the company this week to sell the fabric, so long as
the creditors' committee doesn't object.  The fabric is being sold
"without representations or warranties of any kind."

For the company as a whole, the judge approved sale procedures
last week.  Bids are due Oct. 26, followed by an auction the next
day and a hearing to approve the sale on Oct. 28.

According to Mr. Rochelle, a Gores Group LLC affiliate named
Barrier Acquisition LLC is under contract to pay $20 million.
Secured lenders can bid their debt in lieu of cash, although they
also must provide $750,000 in cash.  Point Blank is selling the
business for lack of any other means to exit Chapter 11 given
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.


PREMIER TRAILER: Has Final Nod to Borrow $1.5 Million
-----------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware has
authorized Premier Trailer Leasing, Inc., and PTL Holdings LLC, on
a final basis:

(i) to borrow up to $1,500,000 from Garrison Loan Agency Services
     LLC, as First Lien Agent for the First Lien Secured Parties
     Lenders, secured by first priority liens on property of the
     Debtor' estates, and with priority, as to administrative
     expenses, as provided in Section 364(c)(1) of the Bankruptcy
     Code, subject to the terms and conditions of the Ratification
     and Amendment and Consent to Use of Cash Collateral dated as
     of Aug. 23, 2011, and this final order, and

(ii) to use cash collateral in which the First Lien Agent (for the
     benefit of the First Lien Secured Parties) and Second Lien
     Agent Fifth Street Mezzanine Partners III, L.P. (for the
     benefit of the Second Lenders) may have an interest.

The Ratification Agreement ratifies the First Lien Credit
Agreement as amended on the record by the Court, such that the
deadlines in Section 6.8 of the Ratification Agreement for entry
of an order approving the adequacy of the disclosure statement and
confirming the plan of reorganization, and the Plan of
Reorganization becoming effective will be extended for 15 days.

As of the petition date, the Debtors owed not less than
$83,377,855 to the First Lien Secured Parties.

Proceeds of the financing will be used in a manner consistent with
the terms and conditions of the Ratification Agreement and in
accordance with the Budget.

As adequate protection for diminution of the value of the
interests of the First Lien Secured Parties in the Prepetition
Collateral as of the Petition Date on account of the granting of
the DIP Liens, subordination to the Carve-Out, the Debtors' use of
cash collateral and other decline in value, the First Lien Secured
Parties will have additional and replacement liens in the
Postpetition Collateral, subject to the Carve-Out and excluding
Avoidance Actions and the proceeds thereof (the "First Lien Lender
Replacement Liens").   The First Lien Secured Parties will also
have an allowed superpriority administrative expense claim
subordinate only to the DIP Superpriority Claim and the Carve-Out.

The First Lien Agent will have the right to "credit bid" the
allowed amount of the DIP Obligations and the Pre-Petition First
Lien Obligations during any sale of all or substantially all of
the Prepetition Collateral or Postpetition Collateral.

As adequate protection for the interests of the Second Lien
Lenders in the Prepetition Collateral (including cash collateral),
the Second Lien Lenders will receive an additional and replacement
security interest in the Postpetition Collateral, junior to (i)
the Carve-Out, (ii) the DIP Liens, (iii) the First Lien Lender
Replacement Liens, and (iv) any existing prior perfected security
interests.  The security interest will not attach to any Avoidance
Actions.

All (i) Obligations of the Debtors to the First Lien Secured
Parties will be immediately due and payable, and (ii) authority to
use the proceeds of the First Lien Credit Agreement, as modified
by the Ratification Agreement, and to use cash collateral will
cease, both on the date that is the earliest to occur of
(i) Oct. 24, 2001, (ii) the effective date of a plan of
reorganization, or (iii) the occurrence of an event of default
(the "Commitment Termination Date").

                  About Premier Trailer Leasing

Founded in 2005, PTL Holdings LLC and Premier Trailer Leasing,
Inc., provide semi-trailer rentals, specializing in road-ready
semi-vans and flatbeds for the mid-market segment of the
transportation industry.  Headquartered in Grapevine, Texas, they
operate their business out of 19 branches in 15 different states
in the United States.

PTL Holdings and Premier sought bankruptcy protection (Bankr. D.
Del. Lead Case No. 11-12676) on Aug. 23, 2011.  Brendan Linehan
Shannon presides over the case.  Pachulski Stang Ziehl & Jones LLP
serves as the Debtors' bankruptcy counsel.  Kurtzman Carson
Consultants, LLC, serves as claims and noticing agent.  PTL
Holdings estimated $100 million to $500 million in assets and
debts.  The petitions were signed by Scott J. Nelson, chief
executive officer.

Garrison Loan Agency Services LLC, the administrative agent under
the First Lien Credit Agreement, is represented by Proskauer Rose
LLP.  Second lien lender Fifth Street Mezzanine Partners III,
L.P., is represented by Young Conaway Stargatt & Taylor LLP and
Kramer Levin Naftalis & Frankel LLP.

On the Petition Date, the Debtors filed a Prepackaged Plan.  The
primary purpose of the Plan is to effectuate the restructuring and
substantial de-leveraging of the Debtors' capital structure in
order to bring it into alignment with the Debtors' present and
future operating prospects and to provide the Debtors with greater
liquidity.  The Plan gives the First Lien Lenders, owed $84
million, 100% of the equity of reorganized Premier in exchange for
the discharge of obligations owed under the First Lien Credit
Agreement.  Holders of Second Lien Credit Agreement Claims, worth
$27,100,000, and holders of general unsecured claims, worth
$550,000, will get nothing.

A statutory committee of unsecured creditors has not been
appointed in the Debtors' cases.


REAL MEX: Inks Debtor-In-Possession Credit Agreement
----------------------------------------------------
As reported in the TCR on Oct. 11, 2011, Real Mex Restaurants Inc.
won interim Court authority to borrow under a DIP financing credit
agreement syndicated by General Electric Capital Corporation, as
administrative agent and collateral agent, and GE Franchise
Finance Commercial LLC.

The DIP lenders have committed to provide a letter of credit
facility of up to $20 million and a revolving credit facility of
up to $29 million.  On an interim basis, the Debtors intend to
borrow up to an aggregate of $20 million under the LC Facility and
$5 million under the Revolver Facility.

The Debtors also won interim authority to use cash collateral
securing their obligations to their prepetition secured lenders,
not to exceed $5 million.

The Interim Court Order expires Nov. 4.

On Oct. 6, 2011, Real Mex Restaurants, Inc., et al., entered into
a Senior Secured Priming and Superpriority Debtor-In-Possession
Credit Agreement (the "DIP Credit Agreement"), by and among the
Debtors and General Electric Capital Corporation, as
administrative agent and agent (the "DIP Agent"), and the other
financial institutions party thereto, as Lenders (together with
the DIP Agent, the "DIP Secured Parties").

The Debtors are authorized to borrow on an interim basis pursuant
to the Bankruptcy Court's interim order approving the DIP
Financing, up to $20,000,000 under the LC Facility and up to
$5,000,000 under the Revolver Facility.  The full availability and
the roll-up under the DIP Facility is subject to, among other
things, the Bankruptcy Court's entry of a final order approving
the DIP Facility.

The Debtor's obligations under the DIP Credit Agreement and the
other related loan documents are guaranteed unconditionally,
jointly and severally, by RM Holding Corp.  As security for the
performance of the obligations of the Debtors under the DIP Credit
Agreement and related loan documents, the DIP Agent, for the
benefit of itself and the other DIP Secured Parties, have been
granted a security interest in and lien on substantially all of
the Debtors' property, having the priority and subject to the
terms and conditions set forth in the DIP Credit Agreement and the
Interim Order.

A copy of the DIP Credit Agreement is available for free at:

                       http://is.gd/EmuVIE

                          About Real Mex

Based in Cypress, California, Real Mex Restaurants, Inc., owns and
operates restaurants, primarily through its major subsidiaries El
Torito Restaurants, Inc., Chevys Restaurants, LLC, and Acapulco
Restaurants, Inc.  It has 178 restaurants, with 149 in California.
There are also 30 franchised locations. It acquired Chevys Inc.
for $90 million through confirmation of Chevy's Chapter 11 plan in
2004.

Real Mex Restaurants and 16 of its affiliates filed for Chapter 11
bankruptcy protection (Bankr. D. Del. Case Nos. 11-13122 to
11-13138) on Oct. 4, 2011.  Judge Brendan Linehan Shannon oversees
the case.  Judge Peter Walsh was initially assigned to the case.

The Debtors are represented by Mark Shinderman, Esq., Fred
Neufeld, Esq., and Haig M. Maghakian, Esq., at MILBANK, TWEED,
HADLEY & McCLOY LLP; and Laura Davis Jones, Esq., and Curtis A.
Helm, Esq., at PACHULSKI STANG ZIEHL & JONES LLP as counsel.  The
Debtors' financial advisors are Imperial Capital, LLC.  The
Debtors' claims, noticing, soliciting and balloting agent is Epiq
Bankruptcy Solutions, LLC.

Assets are $272.2 million while debt totals $250 million,
according to the Chapter 11 petition.  The petitions were signed
by Richard P. Dutkiewiez, chief financial officer and executive
vice president.

Counsel to GE Capital Corp., the DIP Agent and the Prepetition
First Lien Secured Agent, are Jeffrey G. Moran, Esq., and Peter P.
Knight, Esq., at LATHAM & WATKINS LLP; and Kurt F. Gwynne, Esq.,
at REED SMITH LLP as counsel.

Counsel to the Prepetition Secured Second Lien Trustee are Mark F.
Hebbeln, Esq., and Harold L. Kaplan, Esq., at FOLEY & LARDNER LLP.

Counsel to the Majority Prepetition Second Lien Secured
Noteholders are Adam C. Harris, Esq., and David M. Hillman, Esq.,
at SCHULTE ROTH & ZABEL LLP; and Russell C. Silberglied, Esq., at
RICHARDS LAYTON & FINGER.

Z Capital Management LLC, which holds nearly 70% of the Opco term
loan, is represented by Derek C. Abbott, Esq., and Chad A. Fights,
Esq., at MORRIS NICHOLS ARSHT & TUNNELL LLP; and Lee R. Bogdanoff,
Esq., and Whitman L. Holt, Esq., at KLEE TUCHIN BOGDANOFF & STERN
LLP.


ROUND TABLE: Can Continue Accessing Cash Collateral Until Oct. 31
-----------------------------------------------------------------
On Sept. 30, 2011, the U.S. Bankruptcy Court for the Northern
District of California entered a ninth interim order authorizing
Round Table Pizza, Inc., et al., to use cash collateral through
5:00 p.m. on Oct 31, 2011.

Round Table may use cash collateral to fund professional fees
(i) as they are allowed, from time to time, pursuant to an Order
of the Court, and (ii) pursuant to the Court's order establishing
procedures for interim compensation and reimbursement of expenses
for certain professional.

Notwithstanding the foregoing, unless the Lenders otherwise agree
in writing, the Debtors' authorization to use cash collateral will
automatically terminate, excluding regularly scheduled payroll, in
the event that:

  (i) its cash balance drops below $3.5 million as measured at the
      end of each week during the Specific Period;

(ii) actual receipts from its restaurant operations drop below
      80% of the "Restaurant" receipts reflected on the Budget as
      measured on a weekly basis, or fall below 90% on a
      cumulative basis from May 1, 2011, through the then-current
      week;

(iii) its cumulative actual operating disbursements exceed 110% of
      cumulative operating disbursements set forth in the Budget
      as measured weekly on a cumulative basis from May 1, 2011,
      through the then-current week; provided that, in the event
      that Round Table exceeds it cumulative "Restaurant" receipts
      during such measurement period, for purposes of calculating
      compliance with this clause (iii) the Budget amount for
      disbursements will be deemed to be increased in the same
      proportion as actual "Restaurant" receipts exceed those
      reflected on the Budget for such measurement period;

(iv) its cumulative capital expenditures, as identified in the
      row so entitled in the Budget, will exceed $750,000
      following May 1, 2011.

  (v) its undisputed post-petition accounts payable that are more
      than 90 days past due will exceed $250,000.

                        About Round Table

Based in Concord, California, Round Table Pizza, Inc. --
http://www.roundtablepizza.com/-- is a private, 100% employee-
owned company with corporate offices based in Concord, California.
Round Table is largely owned by an Employee Stock Ownership Plan,
with 3,190 participants.  The ESOP is designed and intended to
provide a source of retirement income to Round Table's loyal,
long-term employees.

Round Table filed for Chapter 11 bankruptcy protection (Bankr.
N.D. Calif. Case No. 11-41431) on Feb. 9, 2011.  Judge Roger L.
Efremsky presides over the case.  Scott H. McNutt, Esq., at McNutt
Law Group serves as the Debtor's bankruptcy counsel.  The Debtors
also tapped Frank, Rimerman & Co. as an auditor and accountant.
Round Table disclosed $1,066,524 in assets and $35,625,649 in
liabilities as of the Chapter 11 filing.

The case is jointly administered with affiliates -- The Round
Table Franchise Corporation, Round Table Development Company, and
Round Table Pizza Nevada LLC.

The official committee of unsecured creditors has tapped
Brownstein Hyatt Farber Schreck, LLP as counsel.  The Debtor also
tapped First Bankers Trust Services, Inc. as discretionary,
independent, and institutional ESOP Trustee, and Johanson Berenson
LLP as an ESOP counsel.

First Bankers Trust Services, Inc., was appointed as institutional
trustee of the Round Table Restated Employee Stock Ownership Plan
and Trust (ESOP).  Johanson Berenson LLP serves as an ESOP
counsel.


R & Y HAMMOND: Case Summary & Largest Unsecured Creditor
--------------------------------------------------------
Debtor: R & Y Hammond, Limited Partnership
        P.O. Box 280
        Evergreen, CO 80437-0280

Bankruptcy Case No.: 11-34020

Chapter 11 Petition Date: October 11, 2011

Court: U.S. Bankruptcy Court
       District of Colorado (Denver)

Judge: A. Bruce Campbell

Debtor's Counsel: Jeffrey S. Brinen, Esq.
                  KUTNER MILLER BRINEN, P.C.
                  303 E. 17th Avenue, Suite 500
                  Denver, CO 80203
                  Tel: (303) 832-2400
                  E-mail: jsb@kutnerlaw.com

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

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

The petition was signed by Yvonne M. Hammond, general partner.

The Company?s list of its largest unsecured creditors contains
only one entry:

        Entity                     Nature of Claim    Claim Amount
        ------                     ---------------    ------------
Edward C. Selis, Esq.              Business Debt            $5,000
Selis Law Firm, LLC
2942 Evergreen Parkway, Suite 400
Evergreen, CO 80439


RCR PLUMBING: Files for Chapter 11 in Riverside
-----------------------------------------------
RCR Plumbing and Mechanical, Inc., a California corporation, filed
a Chapter 11 petition (Bankr. C.D. Calif. Case No. 11-41853) in
Riverside, California, on Oct. 12, 2011, estimating up to $50
million in assets and debts.

The Debtor is engaged in contracting for installation of plumbing
systems in multi-family residential and commercial real property
construction.

Keith Lynaugh, CFO, says a weak construction market has led to
heightened competition for projects and correspondingly thinned
profits.

The Debtor hopes to use the Chapter 11 process to reorganize its
construction defect liabilities, which would allow the Debtor an
opportunity to focus on increasing its revenues and profitability.


RCS CAPITAL: Files Before A.B.C. Automatic Stay Contempt Ruling
---------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that the disputes between RCS Capital Development LLC and
A.B.C. Learning Centres Ltd., an Australia-based operator of
childcare centers, now involve two U.S. bankruptcy courts.

Mr. Rochelle relates liquidators for A.B.C. filed for Chapter 15
relief in May 2010 in Delaware.  In November and January, U.S.
Bankruptcy Judge Kevin Gross ruled that the liquidators are
entitled to use Chapter 15 and gave an expansive reading to
the injunction against creditor actions in the U.S.  In part,
Judge Gross was halting collection actions taken in the U.S. by
Phoenix-based RCS, which won a $47 million jury verdict against
A.B.C. in a lawsuit over the breach of development contracts for
locations in the U.S.

According to the report, the A.B.C. liquidators contended in
papers filed in Delaware that RCS violated the Chapter 15 order by
continuing actions in Nevada to seize property in which the
liquidators claimed an interest.  At a hearing in U.S. Bankruptcy
Court in Delaware on Oct. 4, the liquidators asked Judge Gross to
rule that RCS violated the automatic stay.  The liquidators also
wanted RCS to be held in contempt, directed to return property and
assessed with punitive damages.  Judge Gross concluded the Oct. 4
hearing and said he would rule later, court records show.

Mr. Rochelle notes that perhaps hoping to preclude Judge Gross
from handing down an unfavorable ruling, RCS filed its own Chapter
11 petition on Oct. 12 in Phoenix.  RCS said assets of $57 million
are composed mostly of the judgment against A.B.C.  RCS listed
$50.5 million in claims, almost all unsecured.

According to Mr. Rochelle, courts sometimes take the position that
the automatic stay, such as the one resulting from RCS's Chapter
11 filing, doesn't prevent a court from ruling on a dispute where
all proceedings were finished other than handing down the
decision.  The theory goes that the automatic stay doesn't enjoin
courts, only parties.

                        About ABC Learning

Based in Australia, ABC Learning Centres Limited (ASX: ABS) --
http://www.childcare.com.au/-- provides childcare services and
education in more than 1,200 centers in Australia, New Zealand,
the United States and the United Kingdom.  The Company's
subsidiaries include A.B.C. Developmental Learning Centers Pty
Ltd., A.B.C. Early Childhood Training College Pty Ltd., Premier
Early Learning Centers Pty Ltd., A.B.C. Developmental Learning
Centers (NZ) Ltd., A.B.C. New Ideas Pty Ltd., A.B.C. Land
Holdings (NZ) Limited and Child Care Centers Australia Ltd.  On
Jan. 26, 2007, it acquired La Petite Holdings Inc.  On Feb. 2,
2007, it acquired Forward Steps Holdings Ltd.  On March 23, 2007,
it acquired Children's Gardens LLP.  In September 2007, the
Company purchased the Nursery division (Leapfrog Nurseries) from
Nord Anglia Education PLC.  In June 2008, the Company completed
the sale of a 60% stake in its United States business to Morgan
Stanley Private Equity.

In November 2008, ABC Learning Centres Limited appointed Peter
Walker and Greg Moloney of Ferrier Hodgson as voluntary
administrators of the company and a number of its subsidiaries.
Subsequent to the appointment of administrators, the company's
banking syndicate appointed Chris Honey, Murray Smith and John
Cronin of McGrathNicol as receivers.

The Administrators filed a Chapter 15 petition for the Company
(Bankr. D. Del. Case No. 10-11711) on May 26, 2010.  Joel A.
Waite, Esq., at Young, Conaway, Stargatt & Taylor, represents the
Petitioners in the Chapter 15 case.  ABC's debts and assets were
estimated to be between US$100 million and US$500 million.

A separate Chapter 15 petition was filed for affiliate A.B.C.
USA Holdings Pty Ltd., listing assets and debts of at least
US$100 million.

                        About RCS Capital

RCS Capital Development LLC filed a Chapter 11 petition (Bankr. D.
Ariz. Case No. 11-28746) on Oct. 12.  The Debtor estimated $50
million to $100 million in assets and up to $50 million in debts.
ABC Learning sits atop the list of 20 largest unsecured creditors
with its $40 million disputed claim.

RCS is represented by:

         Michael W. Carmel, Esq.
         MICHAEL W. CARMEL, LTD.
         80 E. Columbus Ave
         Phoenix, AZ 85012-4965
         Tel: (602) 264-4965
         Fax: 602-277-0144
         E-mail: michael@mcarmellaw.com


SOLYNDRA LLC: Chapter 11 Trustee Would Hurt Sale Prospects
----------------------------------------------------------
Dow Jones' Daily Bankruptcy Review reports that Solyndra LLC says
that a bid to put an outsider in control of the embattled solar
company threatens the manufacturer's hope of survival by repelling
bidders that might buy and restart the company's shuttered
California factory.

                         About Solyndra LLC

Founded in 2005, Solyndra LLC is a U.S. manufacturer of solar
photovoltaic solar power systems specifically designed for large
commercial and industrial rooftops and for certain shaded
agriculture applications.  The Company had approximately 968 full
time employees and 211 temporary employees.  Solyndra has sold
more than 500,000 of its panels since 2008 and generated
cumulative sales of over $250 million.

Fremont, California-based Solyndra and affiliate 360 Degree Solar
Holdings Inc. sought Chapter 11 bankruptcy protection (Bankr. D.
Del. Lead Case No. 11-12799) on Sept. 6, 2011.  Solyndra is at
least the third solar company to seek court protection from
creditors since August 2011.

Solyndra owed secured lenders $783.8 million, including
$527.8 million to the U.S. government pursuant to a federal loan
guarantee, and held assets valued at $859 million as of the
Petition date.  The U.S. Federal Financing Bank, owned by the U.S.
Treasury Department, is the Company's biggest lender.

In the Chapter 11 cases, the Debtors are pursuing a two-pronged
strategy to effectuate either a sale of their business to a
"turnkey" buyer who may acquire substantially all of Solyndra's
assets or, if the Debtors are unable to identify any such
potential buyers, an orderly liquidation of the Debtors' assets
for the benefit of their creditors.

Judge Mary F. Walrath presides over the Debtors' cases.  The
Debtors are represented by Pachulski Stang Ziehl & Jones LLP as
legal adviser.  AlixPartners LLP serves as noticing claims and
balloting agent.  Imperial Capital LLC serves as the company's
investment banker and financial adviser.  The Debtors also tapped
former Massachusetts Governor William F. Weld, now with the law
firm McDermott Will & Emery, to represent the company in
government investigations and related litigation.

Roberta A. DeAngelis, U.S. Trustee for Region 3, appointed seven
unsecured creditors to serve on the Official Committee of
Unsecured Creditors of Solyndra LLC.

Solyndra is at least the fourth solar company to seek court
protection from creditors since August 2011.  Other solar firms
are Evergreen Solar and start-up Spectrawatt Inc., both of which
filed in August, and Stirling Energy Systems Inc., which filed for
Chapter 7 bankruptcy late in September.


SECURITY NATIONAL: Files for Chapter 11 in Delaware
---------------------------------------------------
Security National Properties Funding III LLC, an affiliate of
real-estate investment company Security National Master Holding
Co., filed for bankruptcy protection (Bankr. D. Del. Lead Case No.
11-13277) from creditors who are owed as much as $500 million.

Security National filed a Chapter 11 case in Wilmington, Delaware,
last night along with nine related companies.   Security National
estimated up to $50 million in assets and up to $500 million in
debts.

"The company intends to work with its creditors to emerge from
bankruptcy as quickly as possible while executing a plan of
reorganization that preserves the company?s operations," Security
National said in an e-mailed statement to Bloomberg News.

The company said it owns "approximately" 10 regional shopping
centers and 21 multi-tenant office buildings in 15 states. The
portfolio has "solid cash flows" Chad Christensen, the Security
National?s senior vice president of real estate, said in the
statement, according to Bloomberg News.

AOI Corporation, of Omaha, Nebraska, is the company?s biggest
unsecured creditor, owed $1 million, according to court documents.

Security National is indirectly owned by Security National Master,
based in the northern California city of Eureka, according to
bankruptcy court records.  Security National Master is a loan
servicing and real estate investment company, whose president and
chief executive officer is Robin P. Arkley II.

According to Bloomberg News, Bank of America Corp. sued Arkley
last year, claiming he owed the bank $50 million related to losses
on a package of so-called warehouse loans that funded a series of
commercial and residential mortgages. Bank of America dismissed
the lawsuit a few months after it was filed without saying why,
according to court documents.


SSI GROUP: Wants to Employ Proskauer Rose as Bankruptcy Counsel
----------------------------------------------------------------
SSI Group Holding Corp. and its affiliated debtors sought approval
from the U.S. Bankruptcy Court for the District of Delaware to
employ Proskauer Rose LLP as their bankruptcy and reorganization
counsel.

As bankruptcy counsel, Proskauer Rose will advise the Debtors of
their rights, powers and duties as debtors-in-possession, prepare
legal papers, prosecute and defend litigation matters.

The firm will also provide advice and assistance in the
disposition of the Debtors' assets pursuant to any proposed plan
of reorganization, and in the investigation of the Debtors'
liabilities, assets and financial condition that may be required
under the laws.

In exchange for its services, Proskauer Rose will be paid on an
hourly basis and will be reimbursed for its expenses.  The firm's
hourly rates are:

   Professionals             Hourly Rates
   -------------             ------------
   Partner                    $500-$995
   Senior Counsel             $400-$810
   Associate                  $195-$700
   Paraprofessionals          $125-$295

In a declaration, Scott Rutsky, Esq., at Proskauer Rose, in New
York, assured the Court that his firm does not hold or represent
interest adverse to the Debtors or their estates.

                         About SSI Group

SSI Group Holding Corp. sought bankruptcy protection (Bankr. D.
Del. Case No. 11-12917) on Sept. 14, 2011, in Wilmington,
Delaware, after months of lackluster performance at its two
struggling restaurant chains, which combined operate about 120
locations, and its debts mounted to $47.5 million.  SSI is behind
two southern restaurant chains -- the healthy Souper Salad chain
and "comfort food"-serving Grandy's restaurants.

SSI reported $23.9 million in assets as of Aug. 28, 2011.  Judge
Mary F. Walrath presides over the case.  The Debtor is represented
by Proskauer Rose LLP and Cozen O'Connor as counsel and Morgan
Joseph TriArtisan LLC as financial advisors.

Affiliates Super Salad, Inc. (Case No. 11-12918), SSI-Grandy's LLC
(Case No. 11-12919), and Souper Brands, Inc. (Case No. 11-12920),
also sought Chapter 11 protection on Sept. 14, 2011.

The Debtors hope to use the bankruptcy cases to sell their
Grandy's chain to an affiliate of Sun Capital Partners (or a
higher bidder) and to sell their Souper Salad chain to a to-be
determined buyer (no stalking horse bidder has been identified).

The United States Trustee appointed 7 members to the Official
Committee of Unsecured Creditors.


SSI GROUP: Wants to Hire Morgan Joseph as Financial Advisor
-----------------------------------------------------------
SSI Group Holding Corp. and its affiliated debtors sought approval
from the U.S. Bankruptcy Court for the District of Delaware to
employ Morgan Joseph TriArtisan LLC as their financial advisor and
investment banker.

As financial advisor, Morgan Joseph will advise and assist the
Debtors in the analysis of their business, business plan and
financial position.  The firm will also assist in formulating and
implementing options for a restructuring, financing, merger or
sale of the Debtors.

If the Debtors pursue a restructuring, financing or sale
transaction, Morgan Joseph will provide advisory services related
to those transactions.

In return for its services, the firm will receive a monthly cash
fee of $20,000.  One hundred percent of the monthly fees paid to
Morgan Joseph will be credited, without duplication, against any
transaction fee.  The firm may also receive a restructuring,
financing or sale transaction fee in the sum of $325,000.

In an affidavit, Morgan Joseph assured the Court that it is a
"disinterested person" under Section 101(14) of the Bankruptcy
Code.

                         About SSI Group

SSI Group Holding Corp. sought bankruptcy protection (Bankr. D.
Del. Case No. 11-12917) on Sept. 14, 2011, in Wilmington,
Delaware, after months of lackluster performance at its two
struggling restaurant chains, which combined operate about 120
locations, and its debts mounted to $47.5 million.  SSI is behind
two southern restaurant chains -- the healthy Souper Salad chain
and "comfort food"-serving Grandy's restaurants.

SSI reported $23.9 million in assets as of Aug. 28, 2011.  Judge
Mary F. Walrath presides over the case.  The Debtor is represented
by Proskauer Rose LLP and Cozen O'Connor as counsel and Morgan
Joseph TriArtisan LLC as financial advisors.

Affiliates Super Salad, Inc. (Case No. 11-12918), SSI-Grandy's LLC
(Case No. 11-12919), and Souper Brands, Inc. (Case No. 11-12920),
also sought Chapter 11 protection on Sept. 14, 2011.

The Debtors hope to use the bankruptcy cases to sell their
Grandy's chain to an affiliate of Sun Capital Partners (or a
higher bidder) and to sell their Souper Salad chain to a to-be
determined buyer (no stalking horse bidder has been identified).

The United States Trustee appointed 7 members to the Official
Committee of Unsecured Creditors.


TDL INVESTMENTS: Voluntary Chapter 11 Case Summary
--------------------------------------------------
Debtor: TDL Investments Inc
        9018 Balboa Boulevard, Unit 515
        Northridge, CA 91325

Bankruptcy Case No.: 11-21907

Chapter 11 Petition Date: October 11, 2011

Court: U.S. Bankruptcy Court
       Central District of California (San Fernando Valley)

Debtor's Counsel: William Edwards, Jr., Esq.
                  LAW OFFICE OF WILLIAM EDWARDS
                  428 Chester Avenue
                  Bakersfield, CA 93301
                  Tel: (661) 324-0111
                  Fax: (661) 326-8984
                  E-mail: weejlaw@yahoo.com

Estimated Assets: $0 to $50,000

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

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

The petition was signed by Teresa Lopez, CFO.


TELETOUCH COMMUNICATIONS: Registers 32 Million Common Shares
------------------------------------------------------------
Teletouch Communications, Inc., filed with the U.S. Securities and
Exchange Commission a Form S-1 registration statement registering
shares for resale up to 32,000,999 shares of the Company's common
stock by Stratford Capital Partners, L.P., Retail & Restaurant
Growth Capital, L.P., and TLL Partners, LLC.  The selling
shareholders may sell common stock from time to time at the
prevailing market price or in negotiated transactions.  The
Company does not know when or in what amounts selling shareholders
may offer the shares for sale.  The Company will not receive
proceeds from the sale of its shares by selling shareholders.

The Company's common stock is presently listed on the OTC Bulletin
Board under the symbol "TLLE."  On Oct. 7, 2011, the last sales
price of the common stock, as reported on the OTC Bulletin Board
was $0.63 per share.

                          About Teletouch

Teletouch Communications, Inc., offers a comprehensive suite of
wireless telecommunications solutions, including cellular, two-way
radio, GPS-telemetry and wireless messaging.  Teletouch is an
authorized provider of AT&T (NYSE: T) products and services
(voice, data and entertainment) to consumers, businesses and
government agencies, as well as an operator of its own two-way
radio network in Texas.  Recently, Teletouch entered into national
agency and distribution agreements with Sprint (NYSE: S) and
Clearwire (NASDAQ: CLWR), providers of advanced 4G cellular
network services.  Teletouch operates a chain of 26 retail and
agent stores under the "Teletouch" and "Hawk Electronics" brands,
in conjunction with its direct sales force, customer care (call)
centers and various retail eCommerce Web sites including:
http://www.hawkelectronics.com/and http://www.hawkexpress.com/

Through its wholly-owned subsidiary, Progressive Concepts, Inc.,
Teletouch operates a national distribution business, PCI
Wholesale, primarily serving large cellular carrier agents and
rural carriers, as well as auto dealers and smaller consumer
electronics retailers, with product sales and support available
through http://www.pciwholesale.com/and
http://www.pcidropship.com/among other B2B oriented Web sites.

The Company reported a net loss of $2.50 million on $40.42 million
of total operating revenues for the year ended May 31, 2011,
compared with net income of $1.60 million on $51.96 million of
total operating revenues during the prior year.

The Company's balance sheet at May 31, 2011, showed $16.41 million
in total assets, $27.17 million in total liabilities and a $10.76
million total shareholders' deficit.

As reported by the TCR on Sept. 1, 2011, BDO USA, LLP, in Houston,
Texas, noted that the Company has increasing working capital
deficits, significant current debt service obligations, a net
capital deficiency along with current and predicted net operating
losses and negative cash flows which raise substantial doubt about
its ability to continue as a going concern.


TELLICO LANDING: Plan Calls for Sale of Lots at Rarity Pointe
-------------------------------------------------------------
Josh Flory at Knoxville News Sentinel reports that Tellico Landing
LLC filed a reorganization plan in the U.S. Bankruptcy Court.  The
plan projects that over the next four to five years more than
$22 million in lots and tracts could be sold at Rarity Pointe,
using new pricing and a new marketing effort.  The plan is based
on court approval of a loan worth up to $2.75 million from an
entity called Heritage Solutions LLC.

Mr. Flory also reports that, in a separate filing last month,
Tellico said it owes principal of roughly $6.7 million to Wind-
River Investments LLC, and needs $2.75 million in new funding to
reorganize.  The filing said Tellico would use certain of the
funds for "additional marketing efforts to aggressively market
lots" at the project.  A budget filed by the Debtor indicated that
$1.1 million would go to advertising costs, an estimated $750,000
for county taxes and a $350,000 interest reserve for WindRiver.

                       About Tellico Landing

Tellico Landing, LLC, based in Maryville, Tennessee, filed for
Chapter 11 bankruptcy (Bankr. E.D. Tenn. Case No. 11-33018) on
June 27, 2011.  The case has been assigned to Judge Marcia
Phillips Parsons.  Thomas Lynn Tarpy, Esq., of Hagood Tarpy & Cox
PLLC, represents the Debtor.  The Debtor scheduled $40,444,352 in
assets and $8,532,455 in liabilities.  The petition was signed by
Michael L. Ross, its chief manager.

The United States Trustee said that a committee under 11 U.S.C.
Sec. 1102 has not been appointed in the Tellico case because an
insufficient number of persons holding unsecured claims against
the Debtor have expressed interest in serving on a committee.


TETON AIR: Seeks Approval to Employ Eric Olsen as Attorney
----------------------------------------------------------
Teton Air Ranch LLC sought approval from the U.S. Bankruptcy Court
for the District of Idaho to employ Eric Olsen and his law firm to
provide legal services in connection with its Chapter 11 case.

Mr. Olsen and his firm will provide legal advice to Teton Air with
respect to its powers and duties as debtor-in-possession, the
continued operation of its business, and management of its
property.  They are also tasked to prepare legal papers on behalf
of Teton Air and take necessary actions to avoid liens against the
company's property.

Teton Air agreed that the law firm will undertake representation
at the hourly rate of $215 for partners, $150 to $190 for
associates, and $75 to $95 for paralegals.

Mr. Olsen and his firm received $24,496 from Teton Air's members
as their capital contribution to the company.  Of this, $10,000
was paid for the preparation of the bankruptcy petition while
$1,069 was used for costs of reinstating Teton Air and for
payment of the bankruptcy filing fees.  The balance of $13,427 is
being held in the firm's trust account.

                           About Teton Air

Teton Air Ranch LLC, in Pocatello, Idaho, filed for Chapter 11
bankruptcy (Bankr. D. Idaho Case No. 11-41190) on July 18, 2011.
Judge Jim D. Pappas presides over the case.  Daniel C. Green,
Esq., at Racine Olson Nye Budge & Bailey, serves as bankruptcy
counsel.  In its petition, the Debtor estimated $10 million to
$50 million in assets and debts.  The petition was signed by Corey
Simon, authorized representative.

According to its schedules, the Debtor disclosed $13,799,537 in
total assets and $24,719,592 in total debts.


TWO BROTHERS: Case Summary & 14 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: Two Brothers Liquor & Food, Inc.
        12197 Conant
        Hamtramck, MI 48212

Bankruptcy Case No.: 11-66510

Chapter 11 Petition Date: October 11, 2011

Court: U.S. Bankruptcy Court
       Eastern District of Michigan (Detroit)

Judge: Walter Shapero

Debtor's Counsel: Lynn M. Brimer, Esq.
                  STROBL & SHARP, P.C.
                  300 East Long Lake Road, Suite 200
                  Bloomfield Hills, MI 48304
                  Tel: (248) 540-2300
                  E-mail: lbrimer@stroblpc.com

                         - and ?

                  Meredith Taunt, Esq.
                  STROBL & SHARP, P.C.
                  300 East Long Lake Road, Suite 200
                  Bloomfield Hills, MI 48304
                  Tel: (248) 540-2300
                  E-mail: mtaunt@stroblpc.com

Scheduled Assets: $182,281

Scheduled Debts: $2,506,314

The Company?s list of its 14 largest unsecured creditors is
available for free at:
http://bankrupt.com/misc/mieb11-66510.pdf

The petition was signed by Faiz Ayar, president.


ULTERRA HOLDINGS: S&P Lowers Corp. Credit Rating to 'CCC+'
----------------------------------------------------------
Standard & Poor's Ratings Services lowered its corporate credit
rating on Fort Worth, Texas-based Ulterra Holdings Inc. to 'CCC+'
from 'B-'. The outlook is developing.

"At the same time, we lowered the senior secured debt rating to
'B-' (one notch higher than the corporate credit rating), from
'B'. The recovery rating remains '2', indicating our expectation
of substantial recovery (70% to 90%) in the event of a payment
default. (For the full recovery analysis, please see our recovery
report on Ulterra on RatingsDirect that was published July 5,
2011)," S&P related

"The downgrade reflects the company's weak liquidity and our
concern that sources of cash could be insufficient to cover its
obligations or any unforeseen events," said Standard & Poor's
credit analyst Marc D. Bromberg. "Ulterra had a weak second
quarter, as the seasonal decline in Canada was larger than we had
expected, and the company burned through more than $7 million of
liquidity. As of June 30, 2011, Ulterra had approximately $6
million of liquidity, including nearly $3 million of cash on its
balance sheet and approximately $3 million of availability on its
$10 million revolver. At the same time, Ulterra's fixed spending
obligations are onerous relative to its small size and scale. We
think they could total more than $13 million in 2012, including
more than $8 million of interest obligations, approximately $4
million of principal amortization on its $82.5 million term loan,
and at least $1 million to $2 million of maintenance level capital
spending. Although conditions for drillbit manufacturers are
currently favorable, we believe that Ulterra is highly vulnerable
to an industry downturn or an unforeseen event, given its small
size, narrow focus, and difficult competitive position. As
such, its prospects for free cash flow generation to meet its
spending needs are highly uncertain in our view."

"A developing outlook indicates that we could raise or lower
ratings. We could lower the rating if we believe that liquidity
plus projected cash flows are unlikely to meet fixed spending
obligations for the next several quarters, which we could envision
if demand for Ulterra's PDC drill bits slows if Ulterra loses
share to its competitors. We expect that Ulterra will need $5
million of liquidity, inclusive of cash on hand, revolver
availability and projected internally generated cash flows, to
meet its obligations over a six month period. A positive rating
action is tied to strong free cash flow generation over the next
year, which we think will depend on the pace of drilling activity
and the complexity of wells in the U.S. and Canada (more complex
wells feature more drilling stages, which requires a greater
variety of drill bits) or alternatives to improve its liquidity
position. We could take a positive rating action if Ulterra's
liquidity exceeds $15 million," S&P said.

The ratings on Ulterra Holdings Inc. reflect its weak liquidity,
very small size and scale in drill bit manufacturing, its
competitive position against some of the largest oilfield services
companies in the industry, a leveraged capital structure, and
cyclical end markets.

"The developing outlook reflects our view that there is an equal
chance we could raise or lower the rating. We could consider a
downgrade if liquidity falls further or if it is unable to meet
its obligations. A positive rating action is tied to a
substantially improved liquidity position, of at least $15
million of cash on the balance sheet and availability on the
revolver. To assess the outlook for free cash flow and liquidity,
we will look at the level of demand for horizontal rigs, the pace
of demand for Ulterra's bits relative to its larger competitors,
and Ulterra's ability to manage its purchases and sales of its
cutter inventory," S&P related.


UNITED INVESTMENTS: Case Summary & 2 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: United Investments Irrevocable Trust
        333 I Street, SW
        Washington, DC 20024

Bankruptcy Case No.: 11-00756

Chapter 11 Petition Date: October 11, 2011

Court: U.S. Bankruptcy Court
       District of Columbia (Washington, D.C.)

Judge: S. Martin Teel, Jr.

Debtor's Counsel: Richard H. Gins, Esq.
                  THE LAW OFFICE OF RICHARD H. GINS LLC
                  3 Bethesda Metro Center, Suite 430
                  Bethesda, MD 20814
                  Tel: (301) 718-1078
                  Fax: (301) 718-8659
                  E-mail: Richard@ginslaw.com

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

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

The Company?s list of its two largest unsecured creditors is
available for free at:
http://bankrupt.com/misc/dcb11-00756.pdf

The petition was signed by Mohamed Elarbi, trustee.


VALLEJO, CA: Bankruptcy Spurs Amendment to State Legislation
------------------------------------------------------------
Jessica A. York at Times-Herald reports that Gov. Jerry Brown has
signed state legislation spurred by the city of Vallejo's fiscal
crisis that changes how California cities and counties may file
for Chapter 9 bankruptcy.  The recently amended bill is viewed as
a "compromise" between government and municipal union interests.

According to the report, Assembly Bill 506 was the third bill
introduced with major union backing to seek limitations on
Chapter 9 efforts since Vallejo's filing in May 2008.

Ms. York says the bill requires a city, county or local government
to negotiate with creditors before it may file for bankruptcy.
Last-minute modifications amended the language to allow the
municipality to avoid that process with a majority vote declaring
a fiscal emergency.

The report relates that Chapter 9 bankruptcy law also requires
"good faith" negotiations with creditors as a qualification litmus
test.  Previous state law already required a majority vote of the
municipality to approve the bankruptcy filing.

Ms. York notes longtime opposition by cities and counties to the
bankruptcy bill fell after end-of-session bill amendments last
month. The latest version was introduced in February by
Assemblyman Bob Wieckowski, D-Fremont, a bankruptcy attorney
himself.

Mr. Wieckowski removed earlier requirements that those cities
seeking Chapter 9 bankruptcy would be required first to mediate
with key stakeholders and only head to court with the a state
commission's approval, says the report.


V3 CLUB: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------
Debtor: V3 Club Company LLC.
          dba The Highlands
        6801 Hollywood Boulevard, Suite 433
        Los Angeles, CA 90028

Bankruptcy Case No.: 11-52499

Chapter 11 Petition Date: October 11, 2011

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

Judge: Peter Carroll

Debtor's Counsel: Robert M. Yaspan, Esq.
                  LAW OFFICES OF ROBERT M. YASPAN
                  21700 Oxnard Street, Suite 1750
                  Woodland Hills, CA 91367
                  Tel: (818) 905-7711
                  Fax: (818) 501-7711
                  E-mail: court@yaspanlaw.com

Scheduled Assets: $91,500

Scheduled Debts: $2,163,831

The Company?s list of its 20 largest unsecured creditors filed
with the petition is available for free at:

The petition was signed by Kenneth Griswold, managing member.


VULCAN MATERIALS: S&P Withdraws 'B' Corporate Credit Rating
-----------------------------------------------------------
Standard & Poor's Ratings Services withdrew its 'B' short-term
corporate credit and commercial paper ratings on Vulcan Materials
Co. at the issuer's request. The company has no outstanding
commercial paper balances.


WES CONSULTING: Incurs $801,252 Net Loss in Fiscal 2011
-------------------------------------------------------
Liberator, Inc., formerly known as WES Consulting Inc., filed with
the U.S. Securities and Exchange Commission its Annual Report on
Form 10-K reporting a net loss of $801,252 on $17.32 million of
net sales for the year ended June 30, 2011, compared with a net
loss of $1.03 million on $11.07 million of net sales during the
prior year.

The Company's balance sheet at June 30, 2011, showed $6.88 million
in total assets, $5.52 million in total liabilities and $1.36
million in total stockholders' equity.

Gruber & Company, LLC, in Lake Saint Louis, Missouri, noted that
conditions exist which raise substantial doubt about the Company's
ability to continue as a going concern unless it is able to
generate sufficient cash flows to meet its financing requirements
and attain profitable operations.

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

                         http://is.gd/BjY5LW

                        About Liberator Inc.

Headquartered in Atlanta, Georgia, Liberator, Inc. is a provider
of goods and information to consumers who believe that sensual
pleasure and fulfillment are essential to a well-lived and healthy
life.  The information that the Company provides consists
primarily of product demonstration videos that the Company shows
on its websites and instructional DVD's that the Company sells.


WINDRUSH SCHOOL: Gets $867T Pledge to Keep Doors Open
-----------------------------------------------------
ElCerritoPatch reports that board member Lucy Aghadjian said the
board of trustees of Windrush School announced on Oct. 10, 2011,
that the school can remain open the rest of the school year thanks
to $867,000 in new pledged support.

The Trustees previously indicated that the K-8 private school
faced an unprecedented crisis and could not make payments due on a
$13 million bond issued in 2007 to build the new library/middle
school building and refurbish the gym.  The Trustees said that if
the school didn't raise between $800,000 and $900,000 by Oct. 7,
the school would have to shut down Oct. 28.

According to the report, Mr. Aghadjian also said the trustees have
voted to form three committees -- tentatively on communications,
administrative restructuring and strategic partnerships -- to
develop a restructuring plan for the school's future viability
beyond this school year.  The plan would be presented in the
upcoming hearing on Oct. 28 in U.S. Bankruptcy Court.

                       About Windrush School

Based in El Cerrito, California, Windrush School is a private K-8
school.  The Company filed for Chapter 11 protection on Sept. 30,
2011 (Bankr. D. N.D. Calif. Case No. 11-70440).  Judge William J.
Lafferty presides over the case.  Merle C. Meyers, Esq., at Meyers
Law Group PC, represents the Debtor.  The Debtor estimated assets
and debts of between $10 million and $50 million.

Attorneys for secured lender Wells Fargo Bank N.A., are Mike C.
Buckley, Esq., James Neudecker, Esq., and Renee C. Feldman, Esq.,
at Reed Smith LLP.  Wells Fargo is the Indenture Trustee on $13
million of bonds issued by the California Statewide Communities
Development Authority to Windrush School.


WOLF MOUNTAIN: Can Access $500,000 Canyon Mountain DIP Financing
----------------------------------------------------------------
The United States Bankruptcy Court for the Central District of
California has authorized Wolf Mountain Resorts, LC, to obtain
postpetition financing on a superpriority administrative status
from Canyon Mountain Partners, LLC, up to $500,000 to fund the
Debtor's operational expenses.

The Bankruptcy Court orders that the obligations of the Debtor
under the DIP Agreement and the Note, including the amounts
already funded by Canyon Mountain constitute allowed superpriority
administrative expense claims having priority over all other costs
and expenses.

The proposed DIP Loan bears a reasonable 2% interest rate.
The Debtor will not be required to pay interests until the
maturity date of the DIP Loan, which is the earlier of December
2012, the confirmation of a plan or the occurrence of an event of
default.  At its discretion, the Lender may convert the amounts
outstanding under the DIP Loan into equity of a reorganized
Debtor.

These are the Events of Default under the DIP Agreement:

   -- The Debtor's failure to pay the principal of or interest on
      the amount owed by the Debtor to the Lender when due, or
      within 10 days thereafter;

   -- The appointment in the case of a trustee or any examiner
      having expanded powers;

   -- The Chapter 11 case is dismissed; and

   -- Any party proposes a plan of reorganization for the Debtor
      without the lender's prior consent, or any plan of
      reorganization that has not been approved by the Lender is
      confirmed by the Court.

As reported in the Troubled Company Reporter on Sept. 14, 2011,
David S. Kupetz, Esq., at SulmeyerKupetz, in Los Angeles,
California, asserts that throughout the pendency of its bankruptcy
case, the Debtor needs to ensure it will have sufficient funds to
pay the professional fees and costs associated with restructuring.
He adds that the Debtor wishes to provide assurance to its
employed professionals and experts that their fees and expenses
will be paid.

Because it does not currently have any cash, the Debtor requires
debtor-in-possession financing to fund retainers and other pre-
confirmation expenses, Mr. Kupetz contends.  He notes that the
Debtor's sole member, Canyon Mountain Partners, LLC, has agreed to
advance to the Debtor the funding necessary to administer the case
prior to confirmation of a Chapter 11 plan, and has advanced
certain funds to the Debtor.

                    About Wolf Mountain Resorts

Wolf Mountain Resorts, L.C., based in Los Angeles, California,
filed for Chapter 11 bankruptcy (Bankr. C.D. Calif. Case No. 11-
30162) on May 9, 2011.  Judge Peter Carroll presides over the
case.  Mark S. Horoupian, Esq., at SulmeyerKupetz, serves as
bankruptcy counsel.  Wolf Mountain Resorts estimated that both its
assets and debts measure between $100 million and $500 million.


WILL LAUREN: Case Summary & 9 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: Will Lauren Enterprises, LLC
        P.O. Box 1785
        Fort Lauderdale, FL 33302

Bankruptcy Case No.: 11-38162

Chapter 11 Petition Date: October 11, 2011

Court: U.S. Bankruptcy Court
       Southern District of Florida (Fort Lauderdale)

Judge: Raymond B. Ray

Debtor's Counsel: Henry N. Portner, Esq.
                  1005 W. Indiantown Road, #202B
                  Jupiter, FL 33458
                  Tel: (561) 400-0027
                  E-mail: attatlaw@hotmail.com

Scheduled Assets: $1,021,430

Scheduled Debts: $2,418,870

The Company?s list of its nine largest unsecured creditors filed
with the petition is available for free at:
http://bankrupt.com/misc/flsb11-38162.pdf

The petition was signed by Lee E. Williams, manager.


WILLIAM LYON: Extends ColFin Loan Agreement Waiver to Oct. 27
-------------------------------------------------------------
William Lyon Homes, Inc., is a party to a Senior Secured Term Loan
Agreement, dated Oct. 20, 2009, with ColFin WLH Funding, LLC, and
the other lenders, pursuant to which the Lenders have advanced
$206,000,000 to William Lyon as a term loan.

Effective Oct. 7, 2011, William Lyon and ColFin entered into an
Amendment to the Second Amendment and Waiver No. 3 to Senior
Secured Term Loan Agreement related to the Loan Agreement.  Under
the original Waiver, the Lenders waived any potential default
related to the minimum tangible net worth covenants in the Loan
Agreement through and including Oct. 7, 2011.

Under the Amendment, the Lenders have extended the Waiver to
Oct. 27, 2011, subject to certain terms and conditions.

                     About William Lyon Homes

Based in Newport Beach, California, William Lyon Homes and
subsidiaries -- http://www.lyonhomes.com/-- are primarily engaged
in designing, constructing and selling single family detached and
attached homes in California, Arizona and Nevada.

The Company's balance sheet at June 30, 2011, showed $611.15
million in total assets, $610.25 million in total liabilities and
$896,000 in equity.

                           *     *     *

William Lyon carries 'CCC' issuer credit ratings from Standard &
Poor's.

"S&P raised its rating on William Lyon Homes because S&P believes
that near-term liquidity pressure has eased somewhat following the
partial funding of a secured term loan and reduced maturing credit
facility debt," said credit analyst James Fielding in November
2009 when S&P raised the rating on William Lyon to 'CCC' from
'CCC-'.  He added, "However, this privately held homebuilder
remains very highly leveraged and may face challenges repaying or
refinancing intermediate-term debt maturities if its business
prospects don't improve in the interim."

Standard & Poor's Ratings Services raised its rating on William
Lyon Homes' 10.75% senior unsecured notes due 2013 to 'CC' from
'D' after the company repurchased $10.5 million of outstanding
principal for $9.0 million.  S&P lowered its rating on the notes
to 'D' because S&P considered the discounted repurchase to be
tantamount to default under its criteria for exchange offers and
similar restructurings.  In accordance with its criteria, S&P is
now raising its rating on these notes because the company
completed its repurchase, and S&P is not aware of additional
discounted repurchases at this time.

As reported by the TCR on Sept. 6, 2011, Moody's Investors Service
lowered the ratings of William Lyon Homes, including its corporate
family and probability of default ratings to Ca from Caa2 and the
ratings on its public senior unsecured notes to C from Caa3. The
rating outlook is negative.

These rating actions result from the company's recently missed
interest payment of $2.92 million on its 7.5% senior unsecured
notes due 2/15/2014.  Moody's will attempt to determine the
company's reasons for missing the coupon payment in light of its
apparent availability of funds to make the payment and its plans
to address what Moody's considers to be an untenable capital
structure.


WINDSOR HOSPITALITY: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------------
Debtor: Windsor Hospitality, LLC
          dba Clarion Inn & Suites
        221 Broad Street
        Milford, CT 06460

Bankruptcy Case No.: 11-32579

Chapter 11 Petition Date: October 11, 2011

Court: U.S. Bankruptcy Court
       District of Connecticut (New Haven)

Judge: Lorraine Murphy Weil

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

Estimated Assets: $0 to $50,000

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

The Company?s list of its 20 largest unsecured creditors filed
with the petition is available for free at:
http://bankrupt.com/misc/ctb11-32579.pdf

The petition was signed by Smitcsh Patel, member.


WS MINERAL: Files Chap. 11 Plan & Disclosure Statement
------------------------------------------------------
WS Mineral Holdings, LLC, filed with the U.S. Bankruptcy Court for
the Northern District of Texas, Fort Worth Division, a Chapter 11
plan of reorganization and a disclosure statement explaining the
plan.

Class 5 General Unsecured Claims are impaired under the Plan.  The
Holders of Class 5 Claims are entitled to vote to accept or reject
the Plan.  Each Holder of an Allowed Class 5 General Unsecured
Claim will receive cash equal to the amount of the Claim of each
such Claimant after the full payment of Premier and UDF.  Within
30 days of the receipt of funds by WSM from the sale of any
property, WSM will pay 80% of the funds received to Allowed Class
5 Claims; provided however, that the payments will only be made
after the claims of Providence and UDF have been paid in full.

Allowed Administrative Claims will be paid in full.   Class 2
Secured Tax Claims are unimpaired under the Plan and will be paid
in full.  Each Holder of a Secured Tax Claim will retain all
liens, rights and remedies for payment thereof until its Allowed
Secured Tax Claim will be paid in full.

The Class 3 Secured Claim of Providence Bank will be allowed in
the amount of $12,150,435 and will in paid in full by the transfer
by special warranty of title to the Debtor's real property from
WSM to Providence.

The Class 4 Secured Claim of UDF will be allowed in the amount of
$10,691,985 and will be paid from the proceeds of sales of the
Debtor's remaining property.

Class 6 Interests are impaired under the Plan.  Each Holder of a
Class 6 Interest is entitled to vote to accept or reject the Plan.

A full-text copy of the Disclosure Statement, dated Sept. 1, is
available for free at http://ResearchArchives.com/t/s?772b

                 About South of the Stadium I, LLC

South of the Stadium I, LLC, in Carrollton, Texas, filed a Chapter
11 petition (Bankr. N.D. Tex. Case No. 11-43278) on
June 6, 2011.  Debtor-affiliates 261 CW Springs LTD (Bankr. N.D.
Tex. Case No. 11-33757), WS Minerals LLC (Bankr. N.D. Tex. Case
No. 11-43273), and WS Mineral Holdings LLC (Bankr. N.D. Tex. Case
No. 11-43290) also filed on the same day.  Judge D. Michael Lynn
presides over the cases.  Richard W. Ward, Esq. --
rwward@airmail.net -- Plano, Texas, serves as the Debtors'
bankruptcy counsel.

South of the Stadium I, WS Minerals LLC, and WS Mineral Holdings
LLC each estimated assets and debts of $10 million to $50 million
in their petitions.  261 CW Springs estimated assets and debts of
$1 million to $10 million in its petition.  The petitions were
signed by Jeff Shirley, authorized representative.


WYNDSTORM CORP: Files for Chapter 7 Protection
----------------------------------------------
BankruptcyData.com reports that Wyndstorm filed for Chapter 7
protection (Bankr. D.C. Case No. 11-00753).  The Company is
represented by Thomas K. McKnight, Jr. of the Law Offices of
Thomas K. McKnight, LLP.

"[T]his corporation can be dissolved as a result of this action,"
BData reports citing documents filed with the SEC.

Wyndstorm Corporation provides end-to-end technology and online
marketing services, including design, build, hosting, and support.
It specializes in social media, gaming, online entertainment, and
e-commerce Web solutions.


YELLOWSTONE CLUB: Judge Refuses to Clear Founder to File Lawsuits
------------------------------------------------------------
Dow Jones' DBR Small Cap reports that a judge denied a bid by
Yellowstone Mountain Club LLC's founder and former owner to sue a
pair of parties: the Boston private-equity firm that took control
of the club through a restructuring plan and the agent for the
club's lending syndicate.

Ian Thoms at Bankruptcy Law360 reports that U.S. Bankruptcy Judge
Ralph B. Kirscher refused Tuesday to give Timothy L. Blixseth,
Yellowstone Mountain Club LLC's former owner, derivative standing
to bring suits on behalf of the resort seeking more than $4
billion from creditor Credit Suisse Group AG and current club
owner CrossHarbor Capital Partners LLC.

                        About Yellowstone Club

Located near Big Sky, Montana, Yellowstone Mountain Club LLC --
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 Club and its affiliates filed for Chapter 11
bankruptcy (Bankr. D. Montana, Case No. 08-61570) on Nov. 10,
2008.  The Company's owner affiliate, Edra D. Blixseth, filed for
Chapter 11 relief on March 27, 2009 (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.


ZALE CORP: Thomas Haubenstricker Appointed SVP, CFO
---------------------------------------------------
Zale Corporation announced that Thomas A. Haubenstricker has been
appointed as the Company's Senior Vice President, Chief Financial
Officer, effective as of Oct. 17, 2011.  Mr. Haubenstricker will
report to Matthew W. Appel, the Company's Chief Administrative
Officer.  Prior to Mr. Haubenstricker's appointment as Chief
Financial Officer, Mr. Appel served as Chief Administrative
Officer and Chief Financial Officer of the Company.

Mr. Haubenstricker, age 49, joins the Company from Turnberry
Advisors, LLC, where he served as a Managing Director since
January 2010.  Prior to Turnberry Advisors, Mr. Haubenstricker
spent 24 years at Electronic Data Systems (later acquired by
Hewlett-Packard) in various finance and strategy leadership roles,
including Co-Chief Financial Officer, Vice President and Chief
Financial Officer, EMEA Region, and Vice President, Finance for
the combined Hewlett-Packard and EDS Business Services Group.
During his career, Mr. Haubenstricker has led business improvement
programs focused on revenue growth, margin expansion and free cash
flow generation.  Mr. Haubenstricker holds a B.B.A. degree in
Accounting from Central Michigan University and is a Certified
Management Accountant.

Pursuant to the terms of an offer letter between the Company and
Mr. Haubenstricker, Mr. Haubenstricker will receive: (1) $415,000
per annum in base compensation; (2) incentive compensation through
the Company's annual bonus program, with a target level bonus
opportunity of 45% of base salary based on the Company's
performance during the Fall and Spring seasons, weighted 65% for
the Fall season (Aug. 1, 2011, through Jan. 31, 2012) and 35% for
the Spring season (Feb. 1, 2012, through July 31, 2012); (3)
options to purchase 70,000 shares of common stock at a purchase
price equal to the closing price of the Company's common stock on
Mr. Haubenstricker's first day of employment, subject to four year
vesting; (4) 25,000 restricted stock units, subject to three year
vesting; and (5) customary benefits, including group life
insurance, medical benefits, participation in the Company's
employee savings plan and vacation.  In addition, under the terms
of the offer letter, if Mr. Haubenstricker's employment is
terminated by the Company without "cause", Mr. Haubenstricker will
be entitled to receive severance benefits in an amount equal to
one year's annual base salary.

                      About Zale Corporation

Based in Dallas, Texas, Zale Corporation (NYSE: ZLC) --
http://www.zalecorp.com/-- is a specialty retailer of diamonds
and other jewelry products in North America, operating
approximately 1,900 retail locations throughout the United States,
Canada and Puerto Rico, as well as online. Zale Corporation's
brands include Zales Jewelers, Zales Outlet, Gordon's Jewelers,
Peoples Jewellers, Mappins Jewellers and Piercing Pagoda.  Zale
also operates online at http://www.zales.com/,
http://www.zalesoutlet.com/,
http://www.gordonsjewelers.com/and http://www.pagoda.com/

As reported by the Troubled Company Reporter on February 10, 2010,
The Deal.com's Sara Behunek reported that analysts said bankruptcy
looms for Zale if it fails to restructure its debt and put in
place a solid merchandising strategy.

The Company reported a net loss of $112.30 million on $1.74
billion of revenue for the year ended July 31, 2011, compared with
a net loss of $93.67 million on $1.61 billion of revenue during
the prior year.

The Company's balance sheet at July 31, 2011, showed $1.18 billion
in total assets, $977.07 million in total liabilities and $212.82
million in total stockholders' investment.


* Social Security Omitted in Chapter 13 Calculation
---------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Social Security benefits are not to be included in
the calculation of "projected disposable income" available to pay
an individual's creditors under a Chapter 13 plan, according to an
opinion on Oct. 11 by U.S. District Judge John Steele in Fort
Myers, Florida.  Judge Steele's conclusion is in accord with most
courts deciding the issue. The opinion is notable because the
judge overruled a 2010 decision from a bankruptcy judge in the
Middle District of Florida requiring Social Security benefits be
used in paying creditors in a Chapter 13 plan.  Judge Steele's
opinion has the effect of allowing Chapter 13 bankrupts to keep
more while still discharging debts under a plan.  The earlier case
overruled is called In re Rodgers.  The case is In re Vandenbosch
v. Waage (In re Vandenbosch), 11-139, U.S. District Court, Middle
District Florida (Fort Myers).


* Four Banks Shuttered Friday; Year's Failures Now 80
-----------------------------------------------------
Regulators have closed four banks on Friday, bringing the failure
toll to 80 so far this year.  Piedmont Community Bank, Gray,
Georgia; Blue Ridge Savings Bank, Inc., Asheville, North Carolina;
First State Bank, Cranford, New Jersey; and Country Bank, Aledo,
Illinois were closed and Federal Deposit Insurance Corporation was
appointed as receiver.

Piedmont Community Bank, Gray, Georgia had $181.4 million in total
deposits as of June 30, 2011. The FDIC has entered into a purchase
and assumption agreement with State Bank and Trust Company, Macon,
Georgia, to assume all of the deposits of Piedmont Community Bank.

Blue Ridge Savings Bank had $158.7 million in total deposits as of
June 30, 2011. Bank of North Carolina, Thomasville, North
Carolina, agreed to assume all of the deposits and will reopen 10
branches of Blue Ridge Savings Bank today, Monday.

First State Bank had $201.2 million in total deposits as of
June 30, 2011. Northfield Bank, Staten Island, New York, agreed to
assume all of the deposits of First State Bank.

Country Bank had $167.5 million in total deposits as of June 30,
2011. Blackhawk Bank & Trust, Milan, Illinois, agreed with the
FDIC to assume all of the deposits of Country Bank. In addition to
assuming all of the deposits, Blackhawk Bank & Trust agreed to
purchase approximately $113.3 million of the failed bank's assets.

The failures of the four banks will cost more than $220 million to
the FDIC's 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)
  -----------      -----------  -----------------    ------------
Country Bank             $190.6  Blackhawk Bank & Trust     $66.3
First State Bank         $204.4  Northfield Bank            $45.8
Piedmont Community       $201.7  State Bank and Trust       $71.6
Blue Ridge Savings       $161.0  Bank of North Carolina     $38.0

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.


* S&P's Global Default Tally for 2011 Rises to 34
-------------------------------------------------
Two corporate issuers defaulted last week, raising the 2011 global
corporate default tally to 34, said an article published Oct. 13
by Standard & Poor's Global Fixed Income Research, titled "Global
Corporate Default Update (Oct. 6 - 12, 2011)."

U.S.-based issuer William Lyon Homes defaulted for the second time
this year -- both the result of missed interest payments. William
Lyon Homes is the second issuer to have defaulted twice in 2011.
The other defaulter was Greece-based Yioula Glassworks S.A., which
failed to finalize refinancing on its EUR15 million loan from
Piraeus Bank S.A. (CCC/Negative/C) before the loan matured on
Sept. 26, 2011.  Yioula Glassworks has not repaid the loan.

Of the total defaulters this year, 24 are based in the U.S., three
are based in New Zealand, two are in Canada, and one each is in
the Czech Republic, Greece, 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.

Fourteen 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 failed to finalize refinancing on its bank loan, one issuer
had its banking license revoked by its country's central bank,
another was appointed a receiver, and the fourth 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.


* S&P Says Media, Consumer Products Among Weakest Sectors
---------------------------------------------------------
Dow Jones' DBR Small Cap reports that the three most troubled U.S.
market sectors as of the end of September were media and
entertainment, consumer products, and forest products and building
materials, Standard & Poor's Ratings Services said in a report.


* Moody's Says Many U.S. Firms Better Positioned for Downturn
-------------------------------------------------------------
Dow Jones' Daily Bankruptcy Review reports that U.S. nonfinancial
companies that sell debt via the investment grade bond market are
in better fighting shape now than they were a few years ago,
according to Moody's Investors Service.


* David R. Jones Appointed as S.D. Texas Bankruptcy Judge
---------------------------------------------------------
The Fifth Circuit Court of Appeals appointed Bankruptcy Judge
David R. Jones fourteen-year term of office for the Southern
District of Texas, at Houston, effective September 30, 2011,
(vice, Wesley W. Steen).

Honorable David R. Jones can be reached at:

          United States Bankruptcy Court
          515 Rusk Street, Suite 4505
          Houston, TX 77002
          Telephone: 713-250-5713
          Fax: 713-250-5939

          Judicial Assistant: Mary Elizabeth (Liz) Winter
          Telephone: 713-250-2143
          Law Clerk: Elizabeth Freeman
          Telephone: 713-250-5673

          Term expiration: September 29, 2025


* Some Fund Managers 'Junk' Strategy Amid Concerns About Risk
-------------------------------------------------------------
Dow Jones' Daily Bankruptcy Review reports that after riding a
two-year rally in U.S. "junk" bonds, some high-yield bond-fund
managers are looking elsewhere for returns.


* Highland Capital Distressed-Investment Head Hits Exit Button
--------------------------------------------------------------
Dow Jones' Daily Bankruptcy Review reports that Patrick Daugherty,
partner and head of distressed and private equity investments at
Highland Capital Management LP, is to leave the firm at the end of
the month after 13 years.

Highland Capital Management LP was founded by James Dondero and
Mark Okada in Dallas in 1993.  Highland Capital is the world's
largest non-bank buyer of leveraged loans in 2007.  It also
manages collateralized loan obligations.  In March 2007, it raised
$1 billion to buy distressed loans.  Collateralized loan
obligations are created by bundling together loans and repackaging
them into new securities.


* David G. Johnson Joins McDonald Hopkins Law Firm
--------------------------------------------------
David G. Johnson, who retired in June after nearly 20 years with
Ernst & Young, has joined McDonald Hopkins as Of Counsel at the
business advisory and advocacy law firm.  Johnson served in a
variety of positions during his impressive career, most recently
as US Service Line Leader of Ernst & Young's Executive
Compensation Advisory Services.

Johnson is not new to McDonald Hopkins.  He was a shareholder at
the firm for 10 years and was head of the Employee Benefits and
Compensation Practice.  Johnson also served on the firm's board of
directors.  "We are thrilled that David has chosen to return to
McDonald Hopkins.  He is a recognized thought leader in the
business community locally and nationally," said Carl J. Grassi,
president of McDonald Hopkins.  "His leadership and business
skills further enhance the strength of our legal advisory teams."

Throughout his career, Johnson has worked with senior executives,
boards of directors and management teams for domestic and global
businesses on a wide range of complex business issues, from
governance, risk management and compensation strategy, to
financial, tax and accounting aspects of business transactions.

Johnson taught executive compensation for eight years at Case
Western Reserve University School of Law's LL.M program.  Johnson
also received his J.D. from Case Western Reserve.  Throughout his
30 year career, Johnson published numerous articles and has
lectured domestically and internationally on matters relating to
executive compensation, governance, risk, tax, and accounting.  He
has served on a variety of civic boards throughout the years.

In Johnson's role as Senior Advisory Counsel, he looks forward to
providing strategic business advisory services to the firm's
national client base.

                     About McDonald Hopkins LLC

McDonald Hopkins has more than 130 attorneys in six offices--
Chicago, Cleveland, Columbus, Detroit, Miami, and West Palm Beach.
The firm's comprehensive legal services are provided by teams of
specialized attorneys and professionals in areas such as business
law, litigation, business restructuring and bankruptcy, estate
planning, executive compensation, taxation, government affairs,
healthcare, intellectual property, labor and employment, and
mergers and acquisitions.  Service and industry specialties are
designed to meet the growing challenges that clients face in an
increasingly competitive environment.


* BOND PRICING -- For Week From October 10 to 14, 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              5.950  12/5/2035    10.000
AMBAC INC              7.500   5/1/2023    12.500
AMBAC INC              9.375   8/1/2011    10.000
AMBAC INC              9.500  2/15/2021    13.000
AMER GENL FIN          4.300 10/15/2011    99.875
AMERICAN ORIENT        5.000  7/15/2015    53.718
AMR CORP               9.000   8/1/2012    91.066
AMR CORP               9.200  1/30/2012    90.000
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    78.000
CAPMARK FINL GRP       5.875  5/10/2012    50.500
CIRCUS & ELDORAD      10.125   3/1/2012    78.600
CITICORP               7.250 10/15/2011   100.000
CLEARWIRE COMM         8.250  12/1/2040    30.721
CLEARWIRE COMM         8.250  12/1/2040    30.721
DIRECTBUY HLDG        12.000   2/1/2017    35.625
DIRECTBUY HLDG        12.000   2/1/2017    30.750
DUNE ENERGY INC       10.500   6/1/2012    53.500
DYNEGY HLDGS INC       8.750  2/15/2012    81.000
EASTMAN KODAK CO       7.250 11/15/2013    38.349
EDDIE BAUER HLDG       5.250   4/1/2014     6.750
ENERGY CONVERS         3.000  6/15/2013    45.000
EOP OPERATING LP       5.000 10/15/2011    98.250
EVERGREEN SOLAR        4.000  7/15/2013     1.000
EVERGREEN SOLAR        4.000  7/15/2020    13.000
EVERGREEN SOLAR       13.000  4/15/2015    50.000
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    18.625
GGC-CALL10/11         10.750 10/15/2016   106.063
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    14.015
HARTFORD FINL          5.250 10/15/2011   100.010
HAWKER BEECHCRAF       8.500   4/1/2015    41.000
HAWKER BEECHCRAF       9.750   4/1/2017    28.220
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      11.875 10/15/2015    46.000
KELLWOOD CO            7.625 10/15/2017    30.000
LEHMAN BROS HLDG       3.000 10/28/2012    25.125
LEHMAN BROS HLDG       3.000 11/17/2012    24.250
LEHMAN BROS HLDG       4.700   3/6/2013    22.433
LEHMAN BROS HLDG       4.800  2/27/2013    23.125
LEHMAN BROS HLDG       4.800  3/13/2014    22.750
LEHMAN BROS HLDG       5.000  1/22/2013    23.125
LEHMAN BROS HLDG       5.000  2/11/2013    22.300
LEHMAN BROS HLDG       5.000  3/27/2013    22.760
LEHMAN BROS HLDG       5.000   8/3/2014    23.125
LEHMAN BROS HLDG       5.000   8/5/2015    22.000
LEHMAN BROS HLDG       5.100  1/28/2013    21.750
LEHMAN BROS HLDG       5.150   2/4/2015    23.125
LEHMAN BROS HLDG       5.250  1/30/2014    23.125
LEHMAN BROS HLDG       5.250  2/11/2015    22.300
LEHMAN BROS HLDG       5.500   4/4/2016    22.500
LEHMAN BROS HLDG       5.600  1/22/2018    19.700
LEHMAN BROS HLDG       5.625  1/24/2013    23.625
LEHMAN BROS HLDG       5.750  5/17/2013    23.625
LEHMAN BROS HLDG       5.875 11/15/2017    22.500
LEHMAN BROS HLDG       6.000  7/19/2012    23.500
LEHMAN BROS HLDG       6.000  2/12/2018    21.445
LEHMAN BROS HLDG       6.200  9/26/2014    23.500
LEHMAN BROS HLDG       6.875   5/2/2018    24.625
LEHMAN BROS HLDG       7.000  6/26/2015    22.500
LEHMAN BROS HLDG       7.000 12/18/2015    22.250
LEHMAN BROS HLDG       7.000  4/16/2019    21.375
LEHMAN BROS HLDG       8.050  1/15/2019    21.000
LEHMAN BROS HLDG       8.400  2/22/2023    21.500
LEHMAN BROS HLDG       8.500   8/1/2015    23.500
LEHMAN BROS HLDG       8.500  6/15/2022    20.750
LEHMAN BROS HLDG       8.800   3/1/2015    22.250
LEHMAN BROS HLDG       9.000 12/28/2022    21.750
LEHMAN BROS HLDG       9.000   3/7/2023    22.125
LEHMAN BROS HLDG       9.500 12/28/2022    21.750
LEHMAN BROS HLDG       9.500  1/30/2023    21.250
LEHMAN BROS HLDG       9.500  2/27/2023    21.000
LEHMAN BROS HLDG      10.000  3/13/2023    22.500
LEHMAN BROS HLDG      10.375  5/24/2024    22.000
LEHMAN BROS HLDG      11.000  6/22/2022    22.210
LEHMAN BROS HLDG      11.000  7/18/2022    22.750
LEHMAN BROS HLDG      11.000  3/17/2028    21.750
LEHMAN BROS HLDG      11.500  9/26/2022    23.375
LEHMAN BROS HLDG      18.000  7/14/2023    25.750
LEHMAN BROS INC        7.500   8/1/2026    15.000
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     4.770
MOHEGAN TRIBAL         6.125  2/15/2013    62.900
MOHEGAN TRIBAL         7.125  8/15/2014    46.000
MOHEGAN TRIBAL         7.125  8/15/2014    48.500
MOHEGAN TRIBAL         8.000   4/1/2012    66.850
NBC ACQ CORP          11.000  3/15/2013     1.000
NEBRASKA BOOK CO       8.625  3/15/2012    35.000
NEBRASKA BOOK CO      10.000  12/1/2011    90.900
NEWPAGE CORP          12.000   5/1/2013     1.980
OCR-CALL10/11          6.125   6/1/2013   100.100
PENSON WORLDWIDE       8.000   6/1/2014    44.868
PMI CAPITAL I          8.309   2/1/2027     9.000
RESTAURANT CO         10.000  10/1/2013    22.800
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    36.180
TEXAS COMP/TCEH       10.250  11/1/2015    37.750
TEXAS COMP/TCEH       10.250  11/1/2015    35.558
THORNBURG MTG          8.000  5/15/2013    10.500
TIMES MIRROR CO        7.250   3/1/2013    35.000
TOUSA INC              9.000   7/1/2010    14.625
TRAILER BRIDGE         9.250 11/15/2011    80.000
TRAVELPORT LLC        11.875   9/1/2016    38.250
TRAVELPORT LLC        11.875   9/1/2016    38.000
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        4.000   8/5/2023     1.570
WCI COMMUNITIES        7.875  10/1/2013     0.400
WESCO INTL             1.750 11/15/2026    89.000
WILLIAM LYON INC       7.500  2/15/2014    14.000
WILLIAM LYON INC      10.750   4/1/2013    19.000
WILLIAM LYONS          7.625 12/15/2012    22.100



                           *********

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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