TCR_Public/111103.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

           Thursday, November 3, 2011, Vol. 15, No. 305

                            Headlines

2001 PROPERTIES: Hearing on Case Dismissal Plea Set for Nov. 8
ABITIBIBOWATER INC: Earnings Improve for 3rd Qtr. After Exit
ALEXANDER GALLO: Court Authorizes Gordian Group as Banker
ALEXANDER GALLO: Hires KPMG as Auditors and Tax Consultant
ALEXANDER GALLO: Employs Squire Sanders as Special Counsel

AMERICAN AXLE: Moody's Assigns 'B1' Rating to New Unsecured Notes
AMERICAN AXLE: S&P Assigns 'B' Rating to $200-Mil. Senior Notes
AMERICAN FIN'L: Moody's Assigns (P)Ba1 Rating to Preferred Stock
AMTRUST FINANCIAL: Court OKs Stipulation on FDIC's Voting Rights
ANDRONICO'S MARKETS: Seeks to Hire Comyns Smith as Accountant

AUTOS VEGA: Luis Carrasquillo OK'd as Euroclass Motors' Accountant
BOYD GAMING: Moody's Assigns 'Ba3' Rating to Credit Facilities
BOYD GAMING: S&P Affirms 'B' Corporate Credit Rating
CABLEVISION SYSTEMS: S&P Assigns 'BB' Rating on $500MM Sr. Notes
CENTRAL BUILDING: Wants Access to JPMorgan Chase Cash Collateral

CHARTER COMMUNICATIONS: Posts Narrower Third-Quarter Loss
CHINA SHENGDA: Gets Non-Compliance Notice From NASDAQ
CNH CAPITAL: Moody's Assigns Ba2 Rating to $500MM Note Issuance
CNH CAPITAL: S&P Assigns 'BB+' Corporate Credit Rating
COLFAX CORP: S&P Assigns Prelim. 'BB' Corporate Credit Rating

CONGRESSIONAL HOTEL: Eyes Nov. 7 Auction for All Assets
CONTESSA PREMIUM: Seeks to Extend Plan Filing Period to Jan. 24
CONTINENTAL AIR: Moody's Assigns 'B3' Rating to $116-Mil. Bonds
CORUS BANKSHARES: Emerges From Chapter 11 Protection
CSC HOLDINGS: Moody's Assigns 'Ba3' Rating to Proposed Bonds

CSC HOLDINGS: Fitch Rates Proposed $600 Mil. Term Loan at 'BB+'
DAMON PURSELL: Estate Fully Administered; Court Closes Ch. 11 Case
DAVIS PETROLEUM: High Court Asked to Review 5th Cir. Plan Ruling
EASTMAN KODAK: Fitch Affirms, Withdraws 'CC' Issuer Default Rating
EDWARD DEETS: Reorganization Case Reassigned to Robert N. Opel, II

ELEPHANT & CASTLE: Exclusive Filing Period Extended to Jan. 24
ENCINO CORPORATE: Use of Wells Fargo Cash Collateral Ends Dec. 31
ENERGY SOLUTIONS: Moody's Cuts Corporate Credit Rating to 'B2'
EVERGREEN SOLAR: Committee Retains Blackstone Advisory as Advisor
EVERGREEN SOLAR: Committee Retains Harvey Branzburg as Counsel

EVERGREEN SOLAR: Committee Retains Pepper Hamilton as Del. Counsel
FAIRFIELD SENTRY: Seeks $919MM From Investment Manager
FGIC CORP: Plan Filing Period Further Extended to Feb. 3
FILENE'S BASEMENT: Returns to Chapter 11 Bankruptcy
FIRSTPLUS FIN'L: Mafia Family Indicated for Extortionate Takeover

FLINTKOTE COMPANY: Wants Until March 31 to Propose Plan
FRIENDLY ICE CREAM: U.S. Trustee Wants Assets Sale Denied
FRIENDLY ICE CREAM: Creditors, PBGC Target Sale to Sun Capital
GARLOCK SEALING: Can Terminate DIP Financing With Bank of America
GARY PHILLIPS: Taps Bearfield & Associates to Handle 4 Suits

GATEWAY HOTEL: Can Continue Using Cash Collateral Until Dec. 31
GATEWAY METRO: Hires PWK as Bankruptcy Counsel
GELT PROPERTIES: Court Approves Eisenberg Gold as Special Counsel
HARBINGER GROUP: Fitch Assigns 'B' LT Issuer Default Rating
HARBOR REAL: Says Dismissal, Ch 7 Not in Creditors' Best Interest

HEALTH MANAGEMENT: S&P Assigns 'BB-' Rating to Credit Facility
HUSSEY COPPER: Court OKs Kataman-Led Auction for All Assets
HUSSEY COPPER: U.S. Trustee Appoints 7-Member Creditors' Panel
HUSSEY COPPER: Section 341(a) Meeting Scheduled for Nov. 9
INDIANA EQUITY: Can Access Fannie Cash Collateral Until Dec. 31

INDIANAPOLIS DOWNS: Wins in Tax Dispute With State Revenue Dep't.
INTERCORP RETAIL: Moody's Rates Proposed Global Notes at 'B1'
INTERCORP RETAIL: Fitch Rates Proposed $300MM Notes at 'BB-'
IRWIN MORTGAGE: Plan Filing Period Extended to March 6
JMR DEVELOPMENT: Court Approves Charles Alfred Cuprill as Counsel

KH FUNDING: Seeks Court's Nod of Protocol for Disposition of Loans
LEHMAN BROTHERS: Completes Sale of Interest in Rosslyn
LEHMAN BROTHERS: Noteholders to Vote on Plan Until Nov. 4
LOS ANGELES DODGERS: Wants Exclusive Periods Extended for 6 Months
MAGNETEK INC: Submits Continued Listing Plan to the NYSE

MARCO POLO: Asks Bankruptcy Judge for More Restructuring Time
MCG CAPITAL: Fitch Cuts Long-Term Issuer Default Rating to 'BB-'
MF GLOBAL: Moody's Downgrades Sr. Debt Rating to 'Caa1'
MF GLOBAL: S&P Lowers Counterparty Credit Rating to 'D'
MF GLOBAL: Block & Leviton Investigates Firm's Bankruptcy

MF GLOBAL: Hagens Berman Investigates Firm Following Bankruptcy
MF GLOBAL: Klayman & Toskes Launches Probe on Behalf of Purchasers
MF GLOBAL: SIPC to Initiate SIPA Liquidation
MF GLOBAL: Shepherd Smith Probes Firm in Light of Its Bankruptcy
MF GLOBAL: Grant Park Says 2.3% of Cash Remains at MF Global

MFJT LLC: Can Access BACM 2007-3 Cash Collateral Until Nov. 30
OPEN RANGE: Creditors Protest Bankruptcy Loan, Proposed Sale
PACIFIC AVENUE: Judge Names Trustee to Oversee EpiCentre Complex
PAN AMERICAN: Moody's Cuts Global Local Currency Rating to 'Ba2'
PERKINS & MARIE: Court Confirms Plan of Reorganization

PHILADELPHIA ORCHESTRA: Judge Frank Approves New CBA With Union
PHILLIPS RENTAL: Files Third Amended Disclosure Statement
POINT BLANK: Sells Assets to an Affiliate of Sun Capital
PORT AUTHORITY: Fitch Affirms Rating on $1.6-Bil. Bonds at 'BB'
PRIME GROUP: Five Mile Completes Purchase of Common Shares

REALTY EXECUTIVES: 85% Repayment Plan Becomes Effective
RW LOUISVILLE: Wells Fargo Wants Court to Prohibit Use of Cash
SAAB AUTOMOBILE: Business Plan Far From Complete
SBARRO INC: Judge Extends Sole Chapter 11 Control Through Dec. 30
SEABIRD EXPLORATION: Extends Grace Period to Nov. 9

SHERIDAN HEALTHCARE: S&P Raises Corporate Credit Rating to 'B+'
TITAN INTERNATIONAL: Moody's Affirms B2 Corporate Family Rating
TRAVELPORT LLC: Moody's Affirms CFR at 'Caa1'; Outlook Stable
TRIBUNE CO: To Revise Chapter 11 Plan, Push for 2012 Emergence
TTC PLAZA: Hearing on Capital One's Lift Stay Motion Set for Today

USAM CALHOUN: Employs GDHM as Bankruptcy Counsel
VERIFONE SYSTEMS: S&P Lifts Rating on Credit Facilities to 'BB+'
VIRGIN OFFSHORE: Chapter 11 Trustee Taps Gordon Arata as Counsel
VIRGINIA OFFSHORE: Hearing on Plea vs. Cash Access Set for Nov. 8
WAVE HOUSE: Can Borrow Up to $500,000 from Kathleen Lochtefeld

* Grubb & Ellis to Promote Bankruptcy Auction of 1,340 Acres
* Restaurants Fight to Stay Afloat as Young Customers Get Pickier

* Benjamin Capital Advisors Opens New Florida Office
* Butler Rubin Named Among Best Law Firms in U.S.
* Great American Group Appoints Gina Johnson as New VP
* Keating Muething & Klekamp Gets Recognition in "Best Law Firms"
* Marks Paneth & Shron Elects Harry Moehringer Co-Managing Partner
* Mintz Levin Increases National and Regional Presence in U.S.

* Recent Small-Dollar & Individual Chapter 11 Filings



                            *********



2001 PROPERTIES: Hearing on Case Dismissal Plea Set for Nov. 8
--------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Colorado will
convene a hearing on Nov. 8, 2011, at 10:30 a.m.. to consider the
motion to dismiss the Chapter 11 case of 2001 Properties LLC.

As reported in the Troubled Company Reporter on June 10, 2011,
Charles F. McVay, the U.S. Trustee for Region 19, asked the Court
to dismiss the case of the Debtor because the Debtor's monthly
operating reports for March and April 2011 have not been provided
or filed.

Mission Hills, Kansas-based 2001 Properties, LLC, filed for
Chapter 11 bankruptcy protection (Bankr. D. Colo. Case No. 10-
32331) on Aug. 31, 2010.  Guy B. Humphries, Esq., in Denver,
Colorado, assists the Debtor in its restructuring effort.  In its
schedules, the Debtor disclosed $35,000,032 in total assets and
$44,404,244 in total liabilities as of the Petition Date.


ABITIBIBOWATER INC: Earnings Improve for 3rd Qtr. After Exit
------------------------------------------------------------
AbitibiBowater Inc. reported a net loss of $44 million for the
third quarter of 2011, or $(0.46) per share, on sales of $1.2
billion.  This compares with a net loss of $829 million, or
$(14.35) per share, on sales of $1.2 billion in the third quarter
of 2010.  Excluding $96 million of special items, net income in
the quarter was $52 million, or $0.53 per share, compared with a
net loss excluding special items of $95 million, or $(1.65) per
share, in the third quarter of 2010.

"Our operating earnings improved for the third consecutive quarter
following emergence at the end of last year," said Richard
Garneau, president and chief executive officer.  "Overall
shipments increased and, with the exception of pulp, pricing in
each of our segments was stable or better in this quarter.  We
continue to make progress in spite of an economy that continues to
prove challenging."

A full text copy of the Company's third quarter results is
available free at:

               http://ResearchArchives.com/t/s?773f

                    About AbitibiBowater Inc.

AbitibiBowater Inc. -- http://www.abitibibowater.com/-- owns or
operates 18 pulp and paper mills and 24 wood products facilities
located in the United States, Canada and South Korea.  Marketing
its products in more than 70 countries, AbitibiBowater is also
among the largest recyclers of old newspapers and magazines in
North America, and has third-party certified 100% of its managed
woodlands to sustainable forest management standards.
AbitibiBowater's shares trade under the stock symbol ABH on both
the New York Stock Exchange and the Toronto Stock Exchange.

The Company and several of its affiliates filed for protection
under Chapter 11 of the U.S. Bankruptcy Code on April 16, 2009
(Bankr. D. Del. Lead Case No. 09-11296).  The Company and its
Canadian affiliates commenced parallel restructuring proceedings
under the Companies' Creditors Arrangement Act before the Quebec
Superior Court Commercial Division the next day.  Alex F. Morrison
at Ernst & Young, Inc., was appointed CCAA monitor.

Paul, Weiss, Rifkind, Wharton & Garrison LLP, served as the
Debtors' U.S. bankruptcy counsel.  Stikeman Elliot LLP, acted as
the Debtors' CCAA counsel.  Young, Conaway, Stargatt & Taylor, in
Wilmington, Delaware, served as the Debtors' co-counsel, while
Troutman Sanders LLP in New York, served as the Debtors' conflicts
counsel in the Chapter 11 proceedings.  The Debtors' financial
advisors were Advisory Services LP, and their noticing and claims
agent was Epiq Bankruptcy Solutions LLC.  The CCAA Monitor's
counsel was Thornton, Grout & Finnigan LLP, in Toronto, Ontario.

Luc A. Despins, Esq., at Paul, Hastings, Janofsky & Walker LLP, in
New York, served as counsel to the Official Committee of Unsecured
Creditors.  Jamie L. Edmonson, Esq., GianClaudio Finizio, Esq.,
and Daniel A. O'Brien, Esq., at Bayard, P.A., in Wilmington,
Delaware, served as local counsel to the Creditors Committee.

Abitibi-Consolidated Inc. and various Canadian subsidiaries filed
for protection under Chapter 15 of the U.S. Bankruptcy Code on
April 17, 2009 (Bankr. D. Del. 09-11348).  Pauline K. Morgan,
Esq., and Sean T. Greecher, Esq., at Young, Conaway, Stargatt &
Taylor, in Wilmington, represented the Chapter 15 Debtors.

U.S. Bankruptcy Judge Kevin Carey handled the Chapter 11 cases of
AbitibiBowater Inc. and its U.S. affiliates and the Chapter 15
case of ACI, et al.

The U.S. Bankruptcy Court issued an opinion confirming
AbitibiBowater's chapter 11 plan of reorganization on Nov. 22,
2010.  The Debtors also obtained approval of their reorganization
plan under the Canadian Companies' Creditors Arrangement Act.
AbitibiBowater emerged from bankruptcy on Dec. 9, 2010.


ALEXANDER GALLO: Court Authorizes Gordian Group as Banker
---------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of New York
has authorized Alexander Gallo Holdings and its debtor-affiliates
to employ Gordian Group LLC as investment banker, nunc pro tunc to
the Petition Date.

Gordian will receive a one-time transaction fee in the sum of
$2.15 million payable concurrently with and as a condition to the
consummation of any financial transaction.  It will also receive
monthly fees and transaction fees, and will be reimbursed for its
expenses.

                      About Alexander Gallo

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

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

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

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

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


ALEXANDER GALLO: Hires KPMG as Auditors and Tax Consultant
----------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of New York
has authorized Alexander Gallo Holdings and its debtor-affiliates
to employ KPMG LLP as auditors, tax compliance and tax consultant,
nunc pro tunc to the Petition Date.

However, the Debtors and KPMG have agreed to adjourn, to a date to
be determined, solely that portion of the application seeking to
retain KPMG to perform audit services on a fixed fee basis.

The Debtors will pay a fixed fee of $330,000 to the firm, for
which the firm bills the Debtors on a monthly basis in six equal
installments of $55,000 for the audit services.

                      About Alexander Gallo

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

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

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

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

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


ALEXANDER GALLO: Employs Squire Sanders as Special Counsel
----------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of New York
has authorized Alexander Gallo Holdings and its debtor-affiliates
to employ Squire Sanders & Dempsey (US) LLP as special corporate
and transactional counsel.

The services that Squire Sanders will provide include:

   a. advising the Debtors regarding issues regarding general
      corporate matters, including corporate governance issues;

   b. advising the Debtors regarding corporate finance issues;
      and

   c. advising the Debtors regarding corporate transactional
      matters.

Squire Sanders will be compensated for services it provides upon
the filing and approval of a proper application pursuant to
Sections 330 and 331 of the Bankruptcy Code.

Services provided by Squire Sanders as special counsel in these
cases will not duplicate services provided by the Debtors'
bankruptcy counsel DLA Piper LLP (US) or other professionals in
these cases.

The Debtors asserted that Squire Sanders is a "disinterested
person" as the term is defined in Section 101(14) of the
Bankruptcy Code.

                      About Alexander Gallo

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

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

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

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

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


AMERICAN AXLE: Moody's Assigns 'B1' Rating to New Unsecured Notes
-----------------------------------------------------------------
Moody's Investors Service assigned a B1 rating to American Axle &
Manufacturing, Inc.'s (American Axle) new $200 million of senior
unsecured notes. In a related action Moody's affirmed the B1
Corporate Family Rating (CFR) and Probability of Default Ratings
(PDR) of American Axle & Manufacturing Holdings, Inc.'s
("Holdings") and affirmed the ratings of American Axle's senior
secured notes at Ba1, and existing unsecured notes at B2. The
Speculative Grade Liquidity Rating was affirmed at SGL-3. The
rating outlook is Stable.

Ratings assigned:

American Axle & Manufacturing, Inc.

$200 million senior unsecured notes (with parent and subsidiary
guarantees), at B1 (LGD4 57%).

Ratings affirmed:

American Axle & Manufacturing Holdings, Inc.

Corporate Family Rating, at B1;

Probability of Default Rating, at B1;

Speculative Grade Liquidity Rating, SGL-3.

American Axle & Manufacturing, Inc.

Senior secured guaranteed note, at Ba1 (LGD2 14%);

Existing senior unsecured notes (with parent guarantee), at B2
(LGD5 70%).

Rating Rationale

The B1 rating on American Axle's new senior unsecured notes are
notched one level above the company's existing senior unsecured
notes to reflect the benefit of the guarantees from the company's
domestic operating subsidiaries, which the existing notes lack.
While the domestic operating subsidiaries represent a small
portion of American Axle's consolidated assets and profitability,
the domestic subsidiary guarantees on the newly offered notes
provide incremental support over the company's existing 5.25% and
7.875% unsecured notes which have guarantees only from the
company's parent holding company.

Net proceeds from the new senior unsecured notes are expected to
be used to provide additional liquidity following the termination
of the accelerated GM payment terms arrangement and second lien
term loan commitment on June 30, 2011.

The affirmation of American Axle's B1 Corporate Family Rating and
stable outlook continues to incorporate Moody's expectation that
the company's improved EBIT margin will largely be sustained over
intermediate-term, supported by an increased three-year backlog of
new business launching from 2012 through 2014 to $1.1 billion.
American Axle also should benefit from increasing production
levels of General Motor's GM T900 platform in the near-term.

American Axle's liquidity profile over the next twelve months
should remain at adequate levels as indicated by the Speculative
Grade Liquidity Rating of SGL-3. Net proceeds from the $200
million note offering will bolster the company's cash balances as
of September 30, 2011 of approximately $114 million. The liquidity
profile is also supported by availability of approximately $275
million under the $375 million revolving credit facility after
draws of $70 million and $30 million of outstanding letters of
credit. The commitment under the revolving credit facility reduces
to $322 million on December 31, 2011. American Axle is expected to
be modestly cash flow positive over the near-term despite
incremental capital expenditures used to support growth. Principal
financial covenants under the revolving credit facility include a
secured net debt/EBITDA test and an EBITDA/cash interest expense
test. Moody's expects the company to have sufficient covenant
cushion to access to the vast majority of the revolving credit
facility over the near-term. The security provided to the lenders
as part of the bank credit facility limits the company's alternate
sources of liquidity.

Events that have the potential to raise American Axle's ratings or
outlook include: further higher levels of automotive production or
new business wins resulting in increase revenues and operating
margins. Consideration for a positive outlook or higher ratings
could arise if these factors were to lead to sustained
EBIT/Interest coverage over 2.5x, Debt/EBITDA below 3.0, and
sustained positive FCF.

Downward rating migration would arise if industry conditions were
to deteriorate without sufficient offsetting restructuring actions
or savings by the company. Other considerations for a downward
revision include if American Axle is unable to maintain adequate
liquidity levels to operate through a prolonged industry downturn,
or lack of liquidity to support improving industry volumes
resulting in a loss of market share or new platform penetration.

The principal methodology used in rating American Axle was the
Global Automotive Supplier Industry Methodology published in
January 2009. Other methodologies used include Loss Given Default
for Speculative-Grade Non-Financial Companies in the U.S., Canada
and EMEA published in June 2009.

American Axle & Manufacturing, Inc., headquartered in Detroit, MI,
is a world leader in the manufacture, design, engineering and
validation of driveline systems and related components and
modules, chassis systems, and metal formed products for light
truck, SUV's and passenger cars. The company has manufacturing
locations in the USA, Mexico, the United Kingdom, Brazil, China,
Poland, and India. The company reported revenues of $2.3 billion
in 2010.


AMERICAN AXLE: S&P Assigns 'B' Rating to $200-Mil. Senior Notes
---------------------------------------------------------------
Standard & Poor's Ratings Services assigned a 'B' rating to
American Axle & Manufacturing Holdings Inc.'s proposed $200
million senior unsecured notes due 2019 with a recovery rating of
'6', indicating our expectation that lenders would receive
negligible (0-10%) recovery in the event of a default. "At the
same time, we raised the issue-level ratings to 'BB+' from 'BB'
and recovery ratings to '1' from '2' for the company's senior
secured notes due 2017," S&P said.

Proceeds from the proposed offering will be used reduce amounts
outstanding under the revolving credit facility and to bolster
liquidity. The upgrade of the senior secured notes reflects
permanent reduction in secured debt.

The 'BB-' corporate credit rating on American Axle reflects the
company's weak and aggressive business and financial risk profile,
which incorporate substantial exposure to the highly cyclical
light-vehicle market. For further details please see the report on
American Axle & Manufacturing Holdings Inc. published July 19,
2011, and the recovery report to be published following
this release, both on RatingsDirect).

Rating List
American Axle & Manufacturing Holdings Inc.

Corporate credit rating                       BB-/Stable/--

Rating Assigned
Prpd $200 Mil. sr. unsec notes due 2019      B
  Recovery rating                             6

Rating raised                                 To       From
Senior secured notes due 2017                BB+      BB
  Recovery rating                             1        2


AMERICAN FIN'L: Moody's Assigns (P)Ba1 Rating to Preferred Stock
----------------------------------------------------------------
Moody's Investors Service has affirmed the Baa2 senior debt rating
for American Financial Group, Inc. (NYSE: AFG), the A2 insurance
financial strength (IFS) ratings of AFG's property and casualty
insurance subsidiaries, and the A3 IFS ratings of AFG's life
insurance operations, led by Great American Life Insurance Company
(GALIC). The outlook on all of the ratings was changed to positive
from stable.

RATINGS RATIONALE

According to Pano Karambelas, Moody's lead analyst for AFG, "The
positive outlook on AFG and the P&C operating companies reflects
the company's strong return on capital over the past five years,
which has averaged 21%, with combined ratios consistently in the
mid to high-80% range. Moody's expects that AFG's underwriting
expertise in a variety of niche businesses within its property &
casualty and life operations will continue to drive strong
operating margins, bolstering the company's good risk-adjusted
capital position and coverage of holding company interest
expenses. In recent years, the independence of AFG's board of
directors has improved. However, Moody's continues to view board
independence as somewhat weak due primarily to the presence of a
relatively high number of insiders on the board. In addition,
board leadership will continue to evolve over the medium term.

The ratings of AFG's property and casualty group, led by Great
American Insurance Company (GAI), reflect its leading position in
a diverse array of niche specialty commercial lines segments,
excellent profitability reflecting a disciplined underwriting
approach, low exposure to catastrophe volatility, and conservative
adjusted financial leverage (20.9% at 9/30/2011). These strengths
are tempered by AFG's improving, yet relatively high operating
leverage, and exposure to adverse reserve development in its
casualty portfolio (including in its expanding international
operations), and meaningful exposure to residential and commercial
mortgage-backed securities.

The A3 IFS rating of AFG's Republic Indemnity pool companies (now
reported in AFG's Specialty Casualty Segment) reflects Republic's
position and focus as a leading writer of California workers'
compensation. The one notch rating differential between Republic
and Great American reflects Republic's concentration in this
historically volatile, geographically concentrated business line
which exposes the company to regulatory risk. Moody's expects that
Republic will continue to employ an opportunistic strategy,
pursuing profitability over revenue growth, in this volatile line
of business. Since 2007 Republic's premium volume has contracted
nearly 35% in CA workers' compensation in line with deterioration
of pricing conditions in this market. The positive outlook on
Republic reflects the integration and support of Republic as part
of AFG's P&C operations.

The A3 IFS rating on GALIC, an indirect subsidiary of Great
American Financial Resources (GAFRI), reflects its niche position
in the tax-deferred annuity business which has significant
barriers to entry on the qualified market side. Other strengths
include the company's stable earnings base, improving expense
structure, and implicit support from American Financial. However,
credit weaknesses include the potential for adverse regulation in
the company's core 403(b) market, and modest earnings coverage.
The positive outlook for GALIC mirrors the outlook on AFG's P&C
operating companies, reflecting the implicit support provided by
AFG as well as the integration of the life operation with AFG.

Factors that could lead to an upgrade of AFG's ratings: 1) lower
statutory gross underwriting leverage (i.e. consistently below
4.5x); 2) pretax interest coverage levels consistently above 7x;
3) continued improvements in risk adjusted capital; 4) adjusted
financial leverage consistently in the low to mid 20% range; and
further improvement of board of director independence. The
following factors could lead to an affirmation of the ratings with
a stable outlook:1) gross underwriting leverage above 5x; 2)
Adverse development in excess of 2.5% of reserves; 3) maintaining
financial leverage in the mid to high 20% range; 4) Pretax
interest coverage levels below 5x. The positive outlook on GALIC
is driven by the upward pressure on AFG; however, the following
would place additional upward pressure on GALIC's standalone
credit profile: 1) improved market position in the 403(b) market
and better diversification away from FIAs; 2) consistent
profitability as measured by ROC of at least 7%. To the contrary,
the following would cause downward pressure: 1) pre-tax investment
losses of greater than $75 million in 2012; and 2) company action
level risk-based capital (RBC) ratio of less than 300%.

These ratings have been affirmed with a positive outlook:

American Financial Group, Inc. -- senior debt at Baa2; senior
unsecured at (P)Baa2; subordinated unsecured at (P)Baa3; preferred
stock at (P)Ba1;

AAG Holding Company, Inc. (debt guaranteed by AFG) -- senior debt
at Baa2; senior unsecured at (P)Baa2; subordinated unsecured at
(P)Baa3;

American Financial Capital Trust II, III, IV -- preferred
securities at (P)Baa3;

American Annuity Capital Trust II -- preferred securities at Baa3;

Great American Insurance Company -- insurance financial strength
at A2;

Great American Alliance Insurance Company -- insurance financial
strength at A2;

Great American Assurance Company -- insurance financial strength
at A2;

Great American Contemporary Insurance Company -- insurance
financial strength at A2;

Great American E&S Insurance Company -- insurance financial
strength at A2;

Great American Fidelity Insurance Company -- insurance financial
strength at A2;

Great American Insurance Company of New York -- insurance
financial strength at A2;

Great American Protection Insurance Company -- insurance financial
strength at A2;

Great American Security Insurance Company -- insurance financial
strength at A2;

Great American Spirit Insurance Company -- insurance financial
strength at A2;

Great American Casualty Insurance Company -- insurance financial
strength at A2;

Republic Indemnity Company of America -- insurance financial
strength at A3.

Great American Life Insurance Company -- insurance financial
strength at A3.

AFG is an Ohio-based holding company that, through its operating
subsidiaries, provides specialty commercial property and casualty
insurance, as well as tax-deferred annuities, supplemental and
life insurance products through Great American Financial
Resources, Inc. (unrated), the indirect holding company of GALIC.
The P&C operations represent the majority of the consolidated
entity's revenue and capitalization. For the first nine months of
2011, AFG reported revenues of $3.5 billion and net income of $234
million. Shareholders' equity was approximately $4.5 billion at
September 30, 2011.

The principal methodology used in these ratings was Moody's Global
Rating Methodology for Property and Casualty Insurers published in
May 2010 and Moody's Global Rating Methodology for Life Insurers
published in May 2010.


AMTRUST FINANCIAL: Court OKs Stipulation on FDIC's Voting Rights
----------------------------------------------------------------
BankruptcyData.com reports that the U.S. Bankruptcy Court signed
off on a stipulation and agreed order between AmTrust Financial
and the Federal Deposit Insurance Corporation, as receiver for
AmTrust Bank, temporarily allowing the FDIC capital claims for the
purpose of accepting or rejecting the Debtors' Amended Joint Plan
of Reorganization, pursuant F.R.B.P. Rule 3018(a).

Under the order, it is stipulated and agreed that, "Pursuant to
Rule 3018(a), one of the FDIC Capital Claims designated as Class 4
in the Plan shall be temporarily allowed in the amount of one
dollar ($1.00), solely for the purpose of accepting or rejecting
the Plan."

Bankruptcy Law360 reported that U.S. Bankruptcy Judge Pat
Morgenstern-Clarren approved AmFin Financial Corp.'s restructuring
plan Tuesday, paving the way for the fourth-largest bank taken
over by the FDIC in 2009 to exit bankruptcy.  According to the
Disclosure Statement, the AmFin Plan incorporates a proposed
compromise and settlement regarding the holders of the Senior
Notes Claims.  Specifically, the terms of the Plan provides that
holders of senior notes will have allowed unsecured claims in an
agreed aggregate amount of $100.8 million and that the holders of
subordinated notes will have allowed unsecured claims in an agreed
aggregate amount of $53.6 million.

                       About AmTrust Financial

AmTrust Financial Corp. (PINK: AFNL) was the owner of the AmTrust
Bank.  AmTrust was the seventh-largest holder of deposits in South
Florida, with $4.7 billion in deposits and 21 branches.

In November 2008, the Office of Thrift Supervision issued a cease
and desist order requiring AmTrust to improve its capital ratios.

AmTrust Financial, together with affiliates that include AmTrust
Management Inc., filed for Chapter 11 bankruptcy protection
(Bankr. N.D. Ohio Case No. 09-21323) on Nov. 30, 2009.  The debtor
subsidiaries include AmFin Real Estate Investments, Inc., formerly
AmTrust Real Estate Investments, Inc. (Case No. 09-21328).

G. Christopher Meyer, Esq., Christine M. Piepont, Esq., and Sherri
L. Dahl, Esq., at Squire Sanders & Dempsey (US) LLP, in Cleveland,
Ohio; and Stephen D. Lerner, Esq., at Squire Sanders & Dempsey
(US) LLP, in Cincinnati, Ohio, serve as counsel to the Debtors.
Kurtzman Carson Consultants serves as claims and notice agent.
Attorneys at Hahn Loeser & Parks LLP serve as counsel to the
Official Committee of Unsecured Creditors.  AmTrust Management
estimated $100 million to $500 million in assets and debts in its
Chapter 11 petition.

AmTrust Bank was not part of the Chapter 11 filings.  On Dec. 4,
2009, AmTrust Bank was closed by regulators and the Federal
Deposit Insurance Corporation was named receiver.  New York
Community Bank, in Westbury, New York, assumed all of the deposits
of AmTrust Bank pursuant to a deal with the FDIC.


ANDRONICO'S MARKETS: Seeks to Hire Comyns Smith as Accountant
-------------------------------------------------------------
Andronico's Markets, Inc., asks the U.S. Bankruptcy Court for the
Northern District of California to employ Comyns, Smith, Mccleary
& Deaver, LLP to:

   a. prepare the federal and California income tax returns for
      the fiscal year ending July 31, 2011; and

   b. prepare the final federal and California income tax
      returns.

Comyns will earn a fixed fee of $15,000 for the preparation of the
Tax Returns and a fixed fee of $15,000 for the preparation of the
Final Tax Returns.  Despite earning a fix fee for the preparation
of the Tax Returns, Comyns will keep time records for the work
performed.

The Debtor asserts that Comyns Smith is a "disinterested person"
as the term is defined in Section 101(14) of the Bankruptcy Code.

                     About Andronico's Markets

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

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

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


AUTOS VEGA: Luis Carrasquillo OK'd as Euroclass Motors' Accountant
------------------------------------------------------------------
The Hon. Mildred Caban Flores of the U.S. Bankruptcy Court for the
District of Puerto Rico authorized Euroclass Motors Inc. to employ
Luis R. Carrasquillo, CPA, as accountant.

Mr. Carrasquillo Ruiz assured the Court that he is a disinterested
person, as defined in section 101(14) of the Bankruptcy Code.

                        About Autos Vega

Autos Vega, Inc., is a car dealership engaged in the sales of new
and used cars and trucks car parts, accessories and providing
vehicle repair and maintenance, based in San Juan, Puerto Rico.
The Company filed for Chapter 11 bankruptcy protection (Bankr. D.
P.R. Case No. 11-05773) on July 6, 2011.  The Debtor disclosed
$22,959,296 in assets and $34,224,323 in liabilities.

Charles Alfred Cuprill, Esq., at Charles A Curpill, PSC Law
Office, in San Juan, Puerto Rico, serves as counsel to the Debtor.
Luis R. Carrasquillo Ruiz, CPA, is the Debtor's accountant.

Affiliate Euroclass Motors, Inc. filed for Chapter 11 protection
(Bankr. D. P.R. Case No. 11-05772) on July 6, 2011.  The Debtor
estimated assets between $1 million and $10 million and estimated
debts between $10 million and $50 million.


BOYD GAMING: Moody's Assigns 'Ba3' Rating to Credit Facilities
--------------------------------------------------------------
Moody's Investors Service assigned a Ba3 rating to Boyd Gaming
Corporation's existing $1.44 billion senior credit facilities
consisting of a $960 million, revolving credit facility and $481
million term loan, and proposed $300 million incremental term loan
facility. Both the existing and proposed credit facilities have a
December 2015 maturity date.

At the same time, Boyd's B2 Corporate Family and Probability of
Default ratings were affirmed along with the company's B3 senior
unsecured debt rating, Caa1 senior subordinated debt rating, and
stable rating outlook. Boyd has an SGL-3 Speculative Grade
Liquidity rating.

Proceeds from the proposed $300 million term loan along with a
$114 million draw from Boyd's $960 million revolver due 2015 will
be used repay in full the $414 million outstanding under the
company's $548 million revolver that expires in 2012. Pro forma
for the proposed transaction, $843 million will be drawn on the
$960 million revolver. The proposed term loan has similar terms
and security as Boyd's existing bank debt.

New ratings assigned:

$960 million existing revolving credit facility expiring in 2015
at Ba3 (LGD 3, 30%)

$481 million existing term loan due 2015 at Ba3 (LGD 3, 30%)

$300 million proposed incremental term loan due 2015 at Ba3 (LGD
3, 30%)

Existing ratings affirmed:

Corporate Family Rating at B2

Probability of Default Rating at B2

$500 million 9.125% senior unsecured notes due 2018 at B3 (LGD 5,
77%)

$216 million 6.75% senior subordinated notes due 2014 at Caa1 (LGD
6, 92%)

$241 million 7.125% senior subordinated notes due 2016 at Caa1
(LGD 6, 92%)

RATING RATIONALE

The assignment of a Ba3 rating to Boyd's secured bank facilities -
- two notches above the company's B2 Corporate Family Rating --
reflects the significant credit support afforded to the bank
facilities by the company's $491 million senior unsecured notes
and $457 million senior subordinated notes.

Boyd's B2 Corporate Family Rating reflects Moody's expectation
that the company's wholly-owned restricted group's leverage is
likely to remain high at above 7.0 times through fiscal year ended
December 31, 2013. The ratings also consider Boyd's significant
exposure to the Las Vegas Locals market which accounts for about
27% of Boyd's property-level EBITDA pro forma for the recent
purchase of the I.P. casino ("I.P.") in Biloxi, MS. The Las Vegas
Locals market was one of the hardest hit by the recent recession,
and in Moody's view, likely to be one of the last to fully
recover. Additionally, the ratings incorporate Moody's view that
consumer gaming demand throughout the U.S., already weakened by
several years of decline, will remain challenged.

Positive rating consideration is given to Boyd's size, scale and
diversification which should help it manage through the current
market and economic challenges better than smaller, less
diversified gaming companies. Moody's also views Boyd's
acquisition of I.P. as a favorable event in that it helps
diversify the company away from the Las Vegas Locals market. Also
considered is that despite the company's revenue challenges and
high leverage, limited capital expenditure plans will help the
company generate positive free cash over the next two years as
well as maintain EBITDA less CAPEX to interest at above 1.5 times.

The stable rating outlook considers Boyd's modestly improved
credit profile resulting from the recent EBITDA improvement in its
operating segments, along with the planned repayment and
elimination of the company's $548 million revolver due 2012 of
which $414 million is currently outstanding. Additionally, despite
the company's high leverage and revenue challenges, Moody's still
expects Boyd to generate positive free cash flow through December
31, 2013. At the same time, the stable outlook acknowledges the
possibility that the company may be challenged to meet the
leverage covenant requirement in its bank facility due to the step
downs in the covenant. The stable outlook does not consider the
possible event risk associated with MGM Resorts' divestiture of
its 50% interest in Marina District Finance Company -- a 50/50
joint venture with Boyd that owns and operates the Borgata Hotel
Casino and Spa in Atlantic City, New Jersey. While this event
could have an impact on Boyd's ratings -- the company does have a
right of first refusal on the sale of MGM -- it's speculative and
event driven nature make it difficult to determine how any sale
would affect Boyd's wholly-owned restricted group credit profile
at this time.

Ratings could be lowered if it appears that Boyd will not be able
to maintain EBITDA less CAPEX/interest above 1.5 times and
demonstrate some reduction in leverage over the next 12 to 18
months. Ratings could also be pressured if it appears the company
will violate its bank loan covenants. Ratings improvement is
limited at this time given Moody's expectation that weak gaming
demand across the U.S. will continue, and that Boyd's debt/EBITDA
will remain above 7.0 times through fiscal 2013 without a material
improvement in the operating environment or a leverage reducing
transaction. A higher rating would require that the company
achieve and maintain adjusted debt/EBITDA below 6 times.

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

Boyd (NYSE:BYD) owns and operates 16 wholly-owned gaming
entertainment properties and is a managing partner in a 50/50
joint venture that owns and operates the Borgata Hotel Casino and
Spa in Atlantic City, New Jersey.


BOYD GAMING: S&P Affirms 'B' Corporate Credit Rating
----------------------------------------------------
Standard & Poor's Ratings Services assigned its 'BB-' issue-level
rating to Boyd Gaming Corp.'s existing credit facility, with a
recovery rating of '1', indicating its expectation for very high
(90% to 100%) recovery for lenders in the event of a payment
default. "The credit facility consists of a $960 million revolving
credit facility and a $500 million term loan, both due December
2015, as well as a $549 million nonextending revolving credit
facility (not rated) due May 2012," S&P related.

"At the same time, we assigned our preliminary issue-level and
recovery ratings to Boyd's proposed $300 million incremental term
loan. We assigned the term loan our preliminary 'BB-' issue-level
rating and a preliminary recovery rating of '1', indicating our
expectation for very high (90% to 100%) recovery for lenders in
the event of a payment default. Boyd plans to use proceeds from
the term loan, along with availability under the $960 million
revolving credit facility, to repay and retire its nonextending
revolving credit," S&P said.

"In addition, we revised our recovery rating on Boyd's $500
million senior notes to '4', indicating our expectation of average
(30% to 50%) recovery for lenders in the event of a payment
default, from '3'. The issue-level rating on the notes remains at
'B' (at the same level as the 'B' corporate credit rating), in
accordance with our notching criteria for a '4' recovery rating.
The recovery rating revision reflects an increase in secured debt
under our simulated default scenario as a result of the planned
term loan offering," S&P stated.

"We also affirmed the 'B' corporate credit rating on the company.
The outlook is stable," S&P said.

"The corporate credit rating reflects our assessment of Boyd's
financial risk profile as highly leveraged, given the company's
high debt leverage, modest covenant cushion over the next few
quarters, and the potential need -- based on our current
performance expectations -- to seek covenant relief to address
step-downs in the total leverage covenant in 2012," said Standard
& Poor's credit analyst Melissa Long.


CABLEVISION SYSTEMS: S&P Assigns 'BB' Rating on $500MM Sr. Notes
----------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'BBB-' rating to
Bethpage, N.Y.-based Cablevision Systems Corp. subsidiary CSC
Holdings LLC's proposed $600 million secured term loan due 2016.
"We also assigned our 'BB' issue-level rating to CSC Holdings'
$500 million senior notes due 2021, to be sold under Rule 144A
with registration rights. The recovery rating on the secured bank
loan is '1', indicating our expectation for very high (90% to
100%) recovery of principal in the event of a payment default,
while the recovery rating on the new unsecured notes is '3',
indicating our expectation for meaningful (50% to 70%) recovery,"
S&P related.

"Other ratings on Cablevision, including its 'BB' corporate credit
rating and stable outlook, as well as our issue-level ratings on
Cablevision subsidiaries, including Bresnan Broadband Holdings
LLC, are not affected by the new debt issuance. We expect the
company to use the proceeds from the new term loan and unsecured
notes for refinancing a portion of existing terms and to fund a
tender offer for three series of unsecured notes. The company
reported about $10.6 billion of outstanding debt at Sept. 30,
2011," S&P said.

"The ratings on Cablevision continue to reflect our view of the
company's business risk profile as satisfactory, recognizing the
good revenue visibility and other positive attributes inherent in
cable TV's subscription-based business model. In particular,
approximately 90% of Cablevision's 3.26 million video customers
reported at Sept. 30, 2011, are well clustered in the New York
metropolitan area and those customers continue to demonstrate
above-average operating metrics, a result not only of favorable
demographics, but also of the company's track record of
successfully marketing bundled service packages. However, the
ratings also recognize aggressive debt leverage as well as
limited clarity regarding longer term financial policy. The latter
is an important consideration given earlier initiatives by the
controlling Dolan family to enhance shareholder value. (For the
complete corporate credit rating rationale, see the summary
analysis on Cablevision, published Aug. 31, 2011,
on RatingsDirect on the Global Credit Portal.)," S&P said.

Ratings List

Cablevision Systems Corp.
Corporate Credit Rating           BB/Stable/--

CSC Holdings LLC

New Ratings
Senior Secured
  $600 mil term loan due 2016       BBB-
   Recovery Rating                  1
  $500 mil notes due 2021           BB
   Recovery Rating                  3


CENTRAL BUILDING: Wants Access to JPMorgan Chase Cash Collateral
----------------------------------------------------------------
Crow Partners, LLC, and Central Building, LLC, ask the U.S.
Bankruptcy Court for the District of Arizona for authorization
use Debtors to use JP Morgan Chase Bank, N.A.'s cash collateral.

Central Building's property consists of two real property assets.
The first is a real property improved with a 52,000 square foot
shopping center located at 508 Contra Costa Blvd., Pleasant Hill,
Contra Costa County, California, known as County Square Shopping
Center, subject to a secured loan in favor of KeyBank, N.A.

Central Building's second real property asset is a parcel of land
improved with a 66,430 square foot shopping center, located at the
intersection of Camelback Road and Dysart Road in Maricopa County,
Arizona, known as Camelback Place at Dysart, with an estimated
value of $12,000,000. Camelback Place is fully developed and is
87.5% leased, and it generates positive cash flow after current
expenses.  Central Buildingis in the process of leasing additional
space that will increase occupancy of Camelback Place to 92%.

As of the Petition Date, Central Building was indebted to Chase
Bank in the approximate principal amount of $9,630,000, plus
accrued and accruing interest, costs, and attorneys fees,and other
amounts due and owing under the Arizona Note, Arizona DOT, and
other documents related to Chase Bank's secured loan.

The Debtors relate that Central Building's other significant
secured creditor, Key Bank, is secured by a lien related to County
Square and is unaffected by the proposed use of Chase Bank's cash
collateral.

As of the Petition Date, Debtors estimate that the value of
Camelback Place exceeds the indebtedness by approximately
$2,000,000.  Chase Bank is fully secured.

The Debtors need the use of the cash collateral order to pay the
property manager, utility bills, and otherwise continue the
operation of Camelback Place.  The Debtors are negotiating with
Chase Bank for the consensual use of its cash collateral.

As adequate protection for any diminution in value of the lenders'
collateral, the Debtors will grant Chase Bank replacement liens in
all of Central Building's personal property of all types related
solely to the Camelback Place, and a superpriority administrative
expense claim.

The Debtors will also make adequate protection payments to Chase
Bank equal to interest at the non-default rate under the Arizona
Note on the remaining principal balance of approximately
$9,630,000, in the amount of approximately $37,000/month.

Debtors will be permitted to compensate Avion Holdings, LLC, as
restructuring agent to manage and operate the Debtors during their
restructuring, up to a stated monthly maximum amount provided for
in the budget.

The Debtors propose that any Chase Bank cash collateral collected
but not expended will be deposited in a debtor-in-possession
account and held pending further Court order.

                      About Central Building

Orinda, California-based Central Building LLC filed for Chapter 11
bankruptcy (Bankr. D. Ariz. Case No. 11-27970) on Oct. 3, 2011.
Its wholly owned subsidiary, Crow Partners LLC, filed a separate
petition (Bankr. D. Ariz. Case No. 11-27946), listing under
$1 million in assets and debts.  The case is jointly administered
with Crow Partners.

Central Building does business in Arizona under the name Central
Building Camelback LLC.  The Debtors own the County Square
Shopping Center in California and the Camelback Place at Dysart in
Arizona.  The Debtors' sole members are Neal Smither and his
spouse, Patricia Smither.  The equity interests are subject to a
Voting Trust Agreement of which G. Neil Elsey, a principal of
Avion Holdings, LLC, is the voting trustee.  Avion has also been
retained as Restructuring Agent to manage and operate the Debtors
during their restructuring.  Central Building disclosed
$22,913,866 in assets and $19,372,542 in liabilities.

Judge George B. Nielsen, Jr. presides over the case.  Lawyers at
Stinson Morrison Hecker LLP in Phoenix, Arizona, serve as the
Debtors' counsel.  The petition was signed by Neal Smither,
member.


CHARTER COMMUNICATIONS: Posts Narrower Third-Quarter Loss
---------------------------------------------------------
Dow Jones' Daily Bankruptcy Review reports that Charter
Communications Inc.'s third-quarter loss narrowed on an improved
top line and lower interest tax expense, while the cable-TV
provider also modestly stemmed the outflow of its video customers.

                  About Charter Communications

Based in St. Louis, Missouri, Charter Communications, Inc. (Pink
OTC: CHTRQ) -- http://www.charter.com/-- is a broadband
communications company and the fourth-largest cable operator in
the United States.

Charter Communications and more than a hundred affiliates filed
voluntary Chapter 11 petitions on March 27, 2009 (Bankr. S.D.N.Y.
Case No. 09-11435).

The Hon. James M. Peck presides over the cases.  Richard M. Cieri,
Esq., Paul M. Basta, Esq., and Stephen E. Hessler, Esq., at
Kirkland & Ellis LLP, in New York, served as counsel to the
Debtors, excluding Charter Investment Inc.  Albert Togut, Esq., at
Togut, Segal & Segal LLP in New York, served as Charter
Investment, Inc.'s bankruptcy counsel.

Charter Communications emerged from Chapter 11 under its pre-
arranged Joint Plan of Reorganization, which was confirmed by the
Court on Nov. 17, 2009.  The Plan was declared effective Nov. 30,
2009.


CHINA SHENGDA: Gets Non-Compliance Notice From NASDAQ
-----------------------------------------------------
China Shengda Packaging Group Inc. received a letter from the
NASDAQ Stock Market on Oct. 27, 2011 indicating that, for the
previous 30 consecutive business days, the bid price of the
Company's common stock had closed below the minimum $1.00 per
share requirement for continued inclusion on The NASDAQ Global
Market under NASDAQ Listing Rule 5450(a)(1).  The letter did not
indicate the Company's non-compliance with any other listing
requirement.  The notification has no effect at this time on the
listing of the Company's common stock, which will continue to
trade on the NASDAQ Global market under the symbol CPGI.

The Company has been provided 180 calendar days, or until
April 24, 2012, to regain compliance.  If at any time before this
date the Company's common stock has a closing bid price of $1.00
or more for a minimum of 10 consecutive business days, NASDAQ
staff will notify the Company that it has regained compliance.

If the Company has not regained compliance by April 24, 2012, it
may be eligible for additional time.  The Company would be
required to meet certain continued listing requirements and the
initial listing criteria for The NASDAQ Capital Market except for
the bid price requirement and will need to provide written notice
of its intention to cure its deficiency during the second
compliance period.  If it meets these criteria, NASDAQ staff will
notify the Company that it has been granted an additional 180 day
compliance period.  If the Company is not eligible for an
additional compliance period, NASDAQ will provide the Company with
written notification that its common stock will be delisted.  At
that time, the Company can appeal NASDAQ's determination to delist
its common stock to a NASDAQ Hearings Panel.

The Company intends to consider all available options to resolve
the deficiency and regain compliance with the NASDAQ minimum bid
price requirements. In addition, the Company intends to explore
other options for the listing of its common stock.

                        About China Shengda

China Shengda Packaging Group Inc. -- http://www.cnpti.com/-- is
a leading paper packaging company in China.  It is principally
engaged in the design, manufacturing and sale of flexo-printed and
color-printed corrugated paper cartons in a variety of sizes and
strengths.  It also manufactures corrugated paperboards, which are
used for the production of its flexo-printed and color-printed
cartons.  The company provides paper packaging solutions to a wide
variety of industries, including food, beverage, cigarette,
household appliance, consumer electronics, pharmaceuticals,
chemicals, machinery and other consumer and industrial sectors in
China.


CNH CAPITAL: Moody's Assigns Ba2 Rating to $500MM Note Issuance
---------------------------------------------------------------
Moody's Investors Service assigned a Ba2 rating to the $500
million note issue of CNH Capital LLC (CNH Capital). The rating
reflects the strategic importance of CNH Capital to its parent,
CNH Global NV (CNH), and a support agreement between the parent
and the finance operation. The Corporate Family Rating (CFR) and
Probability of Default Rating (PDR) of CNH Global is affirmed at
Ba2 and its Speculative Grade Liquidity rating remains at SGL-3.
The rating outlook for both CNH Global and CNH Capital is stable.

RATINGS RATIONALE

CNH Capital is a captive finance operation of CNH. It provides
retail and wholesale financing in support of CNH's farm and
construction equipment sales in North America and Europe. At June
2011, CNH Capital had a total managed portfolio of $10.4 billion.
CNH Capital represents a significant portion of GNH's global
Financial Services Operations (CNHFS) that had a $17.8 billion
global managed portfolio at June 2011.

A support agreement between CNH and CNH Capital requires the
parent to: 1) own at least 51% of CNH Capital; 2) maintain CNH
Capital's tangible net worth of at least $50 million ; and
3)insure that CNH Capital maintains fixed charge coverage of no
less than 1.05x. Beyond this support agreement CNH provides
considerable financial support to its finance operations in the
form of intercompany loans. At June 2011 CNH had advanced
approximately $2.4 billion to CNHFS in order to support the
financing of the operation's global portfolio.

Both CNH Capital and CNHFS maintain prudent underwriting
standards, competitive return levels, and adequate capitalization
relative to other captive finance operations in the heavy
equipment manufacturing sector. Nevertheless, the heavy reliance
of CNH Capital and CNHFS on the wholesale funding market to
support their portfolios and the need to regularly access that
market to fund new originations contribute to stand alone credit
profiles in the B/Ba range. The support agreement from CNH and the
strategic importance of these operations to the parent support the
Ba2 rating assigned to the new note issuance.

The Ba2 rating of the notes also recognizes that CNH Capital's
issuance $500 million in unsecured notes is a constructive move
toward broadening the funding base of the financial service
operations away from its very heavy reliance on the securitization
market for its external funding requirements.

CNH's Ba2 rating recognizes the favorable long-term demand
fundamentals in the global farm equipment market, CNH's strong
position in this sector, and the company's broad geographic
footprint. Moreover, CNH has made considerable progress in
improving the operating efficiencies and return measures of its
farm equipment business. It has also strengthened its dealer
network. As a result of these factors, CNH is well-positioned to
generate steady improvement in its credit metrics. Moody's also
notes that CNH's construction equipment markets have bottomed out
following the unprecedented downturn of 2009/2010. The company has
significantly reduced construction equipment production capacity,
and Moody's expects that demand will gradually improve.
Consequently, the construction equipment operations, which
currently represent approximately 20% of total sales, will
represent a much less significant drag on overall performance.

CNH's current credit metrics (particularly leverage and interest
coverage) are adequate for the Ba2 rating level. For the twelve
months through September 30, 2011, CNH's key metrics were the
following: debt/EBITDA was 3.8x, EBIT/interest was 2.6x , EBITA
margin was 7.0%, and retained cash flow/debt a strong 24.8% (all
metrics reflect Moody's standard adjustments). Moody's notes that
CNH's leverage and coverage measures are constrained, in part, due
to the significant amount of debt it has taken on to help fund the
operations of CNHFS. CNH has approximately $4.3 billion in funded
debt, but it has made net loans to CNHFS of approximately $1.7
billion. The funding of these advances to the finance operation
places an additional burden on CNH's debt service measures.

The stable outlook reflects Moody's expectation that CNH will
remain solidly position at the Ba2 rating level due to the
company's competitive position in the global farm equipment
sector, the favorable long-term fundamentals in the agricultural
sector, and the stabilization in construction equipment demand.

The key long-term challenge to CNH's credit profile and to any
further improvement in the company's rating is CNHFS' heavy
reliance on the ABS market as part of its overall liquidity
strategy, and its need to access that market for considerable
levels of funding annually.

CNHFS has approximately $12 billion in debt due to third parties.
Of this amount, approximately $9 billion is raised in the ABS
market. The performance of CNHFS' securitizations has been good,
with charge off and loss levels well below enhancement levels.
Moreover, the health of the ABS market has been reestablished and
market appetite for CNHFS' ABS transactions should remain sound.
Nevertheless, CNHFS' heavy concentration of funding from one
source is an important risk factor.

An additional risk factor is the maturity profile of the CNHFS'
debt. CNH's public filings at year-end 2010 indicate that the
financial service operations have approximately $8 billion in debt
coming due during the next twelve months. This amount considerably
exceeds CNH's consolidated liquidity sources, which are
represented primarily by $5 billion in cash and marketable
securities at September 2011. The resulting liquidity shortfall is
approximately $3 billion. The majority of CNHFS' $8 billion in
maturing debt represents self-liquidating ABS transactions that do
not pose any default risk for CNH/CNHFS. Nevertheless, as these
self-liquidating transactions mature, CNHFS needs to find
replacement funding in order to support the origination of new
retail and wholesale receivables. The cornerstone of CNHFS'
financing strategy has been its ability to consistently access the
securitization market for as much as $5 to $7 billion annually in
new ABS issuances and renewals of maturing securitization
facilities. These sources of funding are relatively reliable given
the historical performance of CNHFS' past transactions and the
current health of the ABS market. Nevertheless, the resulting
liquidity shortfall of $3 billion will represent a hurdle to
further improvement in CNH's rating. Narrowing this shortfall
(possibly through multi-year committed credit facilities, multi-
year term ABS conduits, revolving term ABS facilities, or other
vehicles) will be critical to any further upward movement in CNH's
rating.

CNH's rating could come under pressure if softness in key
agricultural equipment or construction equipment markets resulted
in EBIT/Interest failing to exceed 2x and debt/EBITDA remaining
above 5x by year end 2011. Moreover, by 2012 EBIT/interest should
approximate 2.5x and debt/EBITDA should be in the area of 4x to
forestall rating pressure .

There could be upward movement in CNH's rating if EBIT/interest
was on track to hit 4x and debt/EBITDA was likely to remain below
2x. An essential consideration in any further upward movement in
CNH's rating would also be the degree to which the company
strengthens its liquidity profile.

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


CNH CAPITAL: S&P Assigns 'BB+' Corporate Credit Rating
------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'BB+' corporate
credit rating to agricultural and construction equipment
manufacturer CNH Capital LLC and its 'BB' issue-level rating to
the company's proposed $500 million senior unsecured notes.

The ratings on CNH Capital, a wholly owned captive finance company
that provides financial services for CNH customers located
primarily in the U.S. and Canada, reflect those on the parent, CNH
Global N.V.

"The ratings are supported by our view of this subsidiary as a
core holding of CNH Global given its strategic importance to the
parent, CNH Global's ability to influence CNH Capital's actions,
and our expectation that the parent would provide financial
support to the capital company in times of need," said
Standard & Poor's credit analyst Dan Picciotto.

The ratings on CNH Global are closely related to those of its
approximately 88% owner, Fiat Industrial SpA. The ratings on CNH
Global reflect the financial and business risk profiles of Fiat
Industrial because Standard & Poor's considers CNH Global to be
one of the parent entity's core holdings. "Following the demerger
of Fiat SpA in January 2011, credit measures for Fiat Industrial
were weak for the rating; however, we expect improving operating
performance at CNH Global," Mr. Picciotto said.

"The rating on CNH Capital's proposed senior unsecured notes
reflects the capital company's heavy reliance on secured debt,
primarily through asset-backed securitization (ABS) transactions,
which we consider to have encumbered a significant majority (more
than 70%) of the assets on its balance sheet, and which we believe
could materially weaken recovery prospects for the unsecured
debtholders in the event of a default," he added.

CNH Capital's receivables account for more than half of the total
managed portfolio of CNH Global's worldwide financial services
organization. CNH Global has a satisfactory business position as
the world's second-largest agricultural equipment maker and as a
major manufacturer of construction equipment.


COLFAX CORP: S&P Assigns Prelim. 'BB' Corporate Credit Rating
-------------------------------------------------------------
Standard & Poor's Ratings Services assigned its preliminary 'BB'
corporate credit rating to Colfax Corp. The outlook is stable.

"At the same time, we assigned our preliminary 'BB+' issue-level
rating (one notch higher than the preliminary corporate credit
rating) to the company's $2.1 billion five-year senior secured
credit facility. The preliminary recovery rating is '2',
indicating our expectation of substantial (70% to 90%) recovery in
a payment default scenario. The credit facility consists of a $100
million revolver, a $200 million term loan A-1, and a $900 million
term loan B, as well as a $200 million multicurrency revolver co-
borrowed by Colfax UK Holdings Ltd. Colfax UK Holdings Ltd. is
also the sole borrower of a $700M term loan A-2," S&P related.

"Our preliminary ratings on Colfax reflect our assessment that the
proposed $2.4 billion acquisition of Charter would result in a
satisfactory business risk profile and an aggressive financial
risk profile. Charter International, which generated $2.7 billion
in sales in 2010 (about 80% of Colfax pro forma total sales), will
transform Colfax from a niche market player to a multiplatform
industrial company. Although credit ratios will initially be
somewhat weak for the rating, based on the proposed capital
structure, we believe that Colfax's cash flow characteristics and
operational improvement opportunities will enable the company to
achieve credit measures that are consistent with our expectations
for the corporate credit rating within 12 to 18 months of
finalizing the acquisition," S&P said.

Colfax is a well-established niche player in the industrial pump
industry, with a focus on rotary positive displacement pumps.
Charter is organized into two operating groups: ESAB, a welding
and cutting company (two-thirds of 2010 sales) and Howden, a
manufacturer of air and gas handling products (one-third of 2010
sales). "We expect ESAB's welding segment to generate about half
of
Colfax's pro forma revenues, but this division has -- and will
likely continue to have -- weaker margins than the corporate
average. Both Colfax and Charter compete in cyclical and
fragmented industrial markets, with end markets consisting of
general industrial, commercial marine, oil and gas, power
generation, and defense sectors. While Colfax and Howden's highly
engineered products allow for competition that is often based
primarily on design and application expertise and service, we
believe that ESAB's welding market is subject to more price
competition, especially in segments where little product
differentiation exists," S&P stated.


CONGRESSIONAL HOTEL: Eyes Nov. 7 Auction for All Assets
-------------------------------------------------------
Congressional Hotel Corporation and CASCO Hotel Group, LLC, asked
the U.S. Bankruptcy Court for the District of Maryland for
authorization to sell substantially all of their assets in an
auction led by 1775 Rockville Pike LLC, a Delaware Limited
Liability Company.

On Aug. 23, 2011, the purchaser agreed to purchase the assets for
$18,000,000.  The agreement of sale provides for, inter alia, a
45 day inspection period followed by a period of 30 days after
expiration of the inspection period to close.  The inspection
period expired on Oct. 11.

In addition, the agreement of sale also includes certain
protections for the purchaser, and if the Debtors accept an offer
other than the offer of the purchaser, then the purchaser is
entitled to receive, as a condition to closing a sale to a third
party, at the closing of such sale and directly from the purchase
thereof, the Break-Up Fee, which is $540,000 or 3% of the purchase
price.

The auction will be held before the Hon. Paul Mannes, on Nov. 7,
2011, at 3:00 p.m. Eastern Time.

The approval hearing will be held immediately following the
conclusion of the Nov. 7, auction.

Molinaro Koger as assisted the Debtors in marketing and soliciting
offers for the property.

         About Congressional Hotel and CASCO Hotel Group

Casco Hotel Group, LLC, owns the Legacy Hotel in Rockville,
Maryland.  Congressional Hotel Corporation is a holdover tenant on
the Property and manages the Property on behalf of CASCO.  The
hotel was previously known as Ramada Inn.

Congressional Hotel filed for Chapter 11 relief (Bankr. D. Md.
Case No. 11-26732) on Aug. 15, 2011.  CASCO filed for Chapter 11
relief (Bankr. D. Md. Case No. 11-26880) two days later.

CASCO is a single-asset real estate company.  It declared assets
and liabilities each in the range of $10 million to $50 million.
Congressional Hotel scheduled $709,121 in assets and $19,883,667
in debts.  James Greenan, Esq., at McNamee Hosea, represents
Congressional Hotel.

Congressional Hotel previously filed for Chapter 11 bankruptcy
(Bankr. D. Md. Case No. 09-17901) on May 3, 2009.  James Greenan,
Esq., at McNamee Hosea represented the Debtor in its restructuring
efforts.  The 2009 petition estimated the Debtor's assets and
debts from $10 million to $50 million.  The case was dismissed on
May 18, 2011, at the request of creditor Mervis Diamond Corp.  But
a resolution couldn't be confirmed with Mervis Diamond and other
creditors, prompting Congressional Hotel to seek Chapter 11
protection again.

The U.S. Trustee said that an official committee has not been
appointed in the bankruptcy case of Congressional Hotel because an
insufficient number of persons holding unsecured claims against
the Debtor expressed interest in serving on a committee.  The U.S.
Trustee reserves the right to appoint such a committee should
interest developed among the creditors.


CONTESSA PREMIUM: Seeks to Extend Plan Filing Period to Jan. 24
---------------------------------------------------------------
Contessa Premium Foods, Inc., asks the Bankruptcy Court for a
90-day extension of its exclusive plan filing period and the
exclusive solicitation period, from Oct. 26, 2011 and Dec. 26,
2011, to Jan. 24, 2012 and March 23, 2012, respectively.

According to Scotta E. McFarland, Esq., at Pachulski Stang Ziehl &
Jones LLP, in Los Angeles, the recent Sale required the Debtor, in
close consultation with the Official Committee of Unsecured
Creditors, to balance competing interests in a manner that the
Debtor believes will have maximized the recoveries for the
Debtor?s unsecured creditors.  The Debtor is now focused on the
final stage of this bankruptcy case by reconciling claims,
continuing negotiations with certain insiders with the goal of
reaching a global settlement, and filing the Plan in the next
several days that will permit the commencement of distributions to
holders of general unsecured claims that are not subject to
objection and are allowed prior to the end of 2011.

The Debtor believes that its timeframe is achievable, although the
Debtor does not yet have the Committee?s support.  The requested
extensions will grant the Debtor the necessary time and
flexibility to work with the Committee and other constituents in
order to consensually resolve any issues with the Plan, and in the
process obtain an uncontested confirmation of the Plan for the
benefit of all parties involved.

Ms. McFarland assures that the Debtor is not seeking an extension
of the Exclusive Periods to extract any improper concessions from
creditors.  The Debtor?s goal is to commence distributions to
creditors as quickly as possible, and simply requires additional
time to gain the support of the Committee and address potential
issues with the Plan.  The Debtor hopes that the Committee will
recognize that the proposed Plan allows creditors to likely obtain
the best recovery possible and represents the fastest way to
commence distributions.  Absent additional time, the Debtor might
be forced to spend valuable resources in a rushed contested
confirmation process prior to the expiration of the current
exclusive periods.

Ms. McFarland states that the Court should not permit any parties
in interest other than the Debtor to file or solicit acceptance of
a plan.  The Debtor is seeking an extension of the exclusive
periods to maintain the status quo and provide the Debtor and
other parties in interest breathing room to consensually confirm
the Plan, not to pressure creditors.  A third party plan could
only serve as a wasteful distraction to this process.

                    Committee Opposes Extension

M. Douglas Flahaut, Esq., at Arent Fox LLP, representing the
Creditors Committee, informs the Court that the Debtor recently
presented the Committee with a plan, the terms of which had not
been
previously presented to or discussed with the Committee, and
indicated its intention to file this plan unilaterally, regardless
of the Committee's support.  The Committee indicated that, given
the complete lack of prior communication from the Debtor about the
terms of the Plan, the Committee would not be in a position to
provide any meaningful response, much less support for the Plan,
within the two business days in which the Debtor was demanding a
response.

Mr. Flahaut notes that the Debtor relies on misleading statements
suggesting that the Plan was developed in consultation with the
Committee and that the Debtor intends to obtain support for the
Plan prior to the expiration of the current Exclusive Solicitation
Period.  These allegations, however, are not only inaccurate but
are woefully insufficient to establish "cause" for granting any
additional exclusivity rights to the Debtor.

According to Mr. Flahaut, the Plan filed by the Debtors is not a
consensual plan.  The exclusivity motion contains numerous
implications that suggest that the Debtor and the Committee have
been engaged in some sort of consensual process or dialog with
respect to the Plan.  In fact, the Committee was not provided with
a draft of the Plan or even a term sheet, and none of the Plan's
terms were discussed with the Committee, prior to the filing of
the Exclusivity Motion.  Only after the filing of the Exclusivity
Motion was the Committee provided with its first draft of the
Plan, together with an ultimatum indicating the Plan would be
filed in two business days, with or without Committee support.

The Committee intends to work as quickly as possible to evaluate
the Debtor's unilaterally developed Plan and to determine whether
this Plan is something that merits the support of the Committee
and its constituents.  However, having failed to make any effort
whatsoever to engage in a consensual process with its unsecured
creditors prior to the filing of its Plan, the Debtor should not
now be rewarded with an extension of its exclusivity period if it
fails to obtain Committee support after filing its unilateral
plan.  To extend the exclusivity period under these circumstances
would leave the Committee and unsecured creditors hostage to the
Debtor and unable to propose their own plan of liquidation in this
case, Mr. Flahaut contends.

                     About Contessa Premium

San Pedro, California-based Contessa Premium Foods, Inc., fka ZB
Industries, Inc., and Contessa Food Products, Inc., provides farm
raised shrimp, convenience meals, stir-fry vegetables, and other
frozen food products that are marketed and sold primarily in the
United States and to a lesser extent in Canada, Europe, Asia, and
Mexico.

Contessa Premium filed for Chapter 11 bankruptcy protection
(Bankr. C.D. Calif. Case No. 11-13454) on Jan. 26, 2011.  Craig A.
Wolfe, Esq., and Jason R. Alderson, Esq., at Kelley Drye & Warren
LLP, in New York, represent the Debtor as counsel.  Jeffrey N.
Pomerantz, Esq., and Jeffrey W. Dulberg, Esq., at Pachulski Stang
Ziehl & Jones LLP, in Los Angeles, serve as conflicts counsel for
the Debtor.  Scouler & Company, LLC, serves as financial advisors.
Imperial Capital, LLC, serves as investment banker.  Holthouse
Carlin & Van Trigt LLP serves as auditors and accountants.  The
Debtor scheduled $49,370,438 in total assets and $35,305,907 in
total liabilities.

The Official Committee of Unsecured Creditors in the Debtor's
Chapter 11 case is represented by Arent Fox LLP.  FTI Consulting
Inc. serves as its financial consultants.

Contessa Premium obtained authority from the U.S. Bankruptcy Court
for the Central District of California to change its name to
"Contessa Liquidating Co., Inc."  The Court previously approved
the sale of substantially all of its assets to Premium Foods
Acquisition, Inc., for approximately $51,000,000 on Jul. 15, 2011.


CONTINENTAL AIR: Moody's Assigns 'B3' Rating to $116-Mil. Bonds
---------------------------------------------------------------
Moody's Investors Service assigned a B3 rating to the planned
about $116 million issuance of City of Houston Airport System
Special Facilities Revenue and Refunding Bonds, Series 2011(AMT)
("Bonds"). The proceeds of the Bonds will fund the demolition and
reconstruction of a portion of Terminal B at George Bush
Intercontinental Airport/Houston ("IAH"), including capitalized
interest. Continental Airlines, Inc. ("Continental") is the
principal operator at Terminal B, which houses a base for its
regional jet operations. Contemporaneous with the issuance of the
Bonds, Continental and The City of Houston will amend the Special
Facilities Lease that governs the use of certain facilities by
Continental for its operations at IAH, including for the portions
of Terminal B being reconstructed. A portion of the net payments
under the amended lease will be the sole source of funds for
servicing the Bonds. Continental will provide an unconditional
guarantee for the payment of the Bond's principal and interest.

RATINGS RATIONALE

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


CORUS BANKSHARES: Emerges From Chapter 11 Protection
----------------------------------------------------
BankruptcyData.com reports that Corus Bankshares' Third Amended
Plan of Reorganization has been declared effective, and the
Company emerged from Chapter 11 protection.  The Court confirmed
the Plan on Sept. 27, 2011.

Pursuant to the Plan, on the Effective Date all equity interests
in the Company which existed immediately prior to the Petition
Date were automatically cancelled and the obligations of the
Company with respect to such equity interests were discharged.
Accordingly, on the effective date the Company filed a Form 15
"Certification and Notice of Termination of Registration Under
Section 12(g) of the Securities Exchange Act of 1934 or Suspension
of Duty to File Reports Under Sections 12 and 15(d) of the
Securities and Exchange Act of 1934" with the United States
Securities and Exchange Commission and ceased to be a reporting
company under the Securities Exchange Act of 1934.

                       About Corus Bankshares

Chicago, Illinois-based Corus Bankshares, Inc., is a bank holding
company.  Its lone operating unit, Corus Bank, N.A., was closed
on Sept. 11, 2009, by regulators, and the Federal Deposit
Insurance Corporation was named receiver.  To protect the
depositors, the FDIC entered into a purchase and assumption
agreement with Chicago-based MB Financial Bank, National
Association, to assume all of the deposits of Corus Bank.

Corus Bankshares sought Chapter 11 protection (Bankr. N.D. Ill.
Case No. 10-26881) on June 15, 2010, disclosing $314,145,828 in
assets and $532,938,418 in liabilities as of the Chapter 11
filing.

Kirkland & Ellis LLP's James H.M. Sprayregen, Esq., David R.
Seligman, Esq., and Jeffrey W. Gettleman, Esq., serve as the
Debtor's bankruptcy counsel.  Kinetic Advisors is the Company's
restructuring advisor.  Plante & Moran is the Company's auditor
and accountant.  Kilpatrick Stockton LLP's Todd Meyers, Esq., and
Sameer Kapoor, Esq.; and Neal Gerber & Eisenberg LLP's Mark
Berkoff, Esq., Deborah Gutfeld, Esq., and Nicholas M. Miller,
Esq., represent the official committee of unsecured creditors.


CSC HOLDINGS: Moody's Assigns 'Ba3' Rating to Proposed Bonds
------------------------------------------------------------
Moody's Investors Service assigned a Ba3 rating to the proposed
$500 million bond issuance of CSC Holdings, LLC (CSC) and a Baa3
rating to its proposed $600 million term loan. Moody's also
affirmed the Ba2 corporate family and probability of default
ratings for CSC's parent company Cablevision Systems Corporation
(Cablevision).

RATINGS RATIONALE

Moody's expects the company to use proceeds to extend the
maturities of existing bank debt to 2016 from 2012 and 2013 and to
tender for bonds maturing in 2012, 2014, and 2015. The transaction
represents an extension of maturities, which Moody's views
positively, and no meaningful change in the composition of capital
structure. As such, Moody's affirmed all existing ratings and loss
given default (LGD) point estimates.

Moody's assigned these ratings.

CSC Holdings, LLC

   -- Senior Secured Bank Credit Facility, Assigned Baa3, LGD2,
      18%

   -- Senior Unsecured Regular Bonds, Assigned Ba3, LGD4, 67%

Cablevision's Ba2 CFR rating broadly reflects the company's
industry leading performance and operating stability, a moderately
leveraged financial profile, and the underlying strength of its
asset base which suggests high enterprise value relative to firm-
wide liabilities. Moody's anticipates the company will continue to
focus on the strength of its cable business lines and add
innovative products and services. The stable outlook incorporates
Moody's expectation that the company's debt-to-EBITDA leverage (in
the mid 4 times range pro forma for its spin-off of Rainbow Media
Holdings and incorporating Moody's standard adjustments) will
decline to the low 4x range in 2012, and that free cash flow will
grow to around 6% of total debt over the same period. Moody's
forecasts these credit metrics despite the weakened economy and
increasingly competitive operating environment. Moody's also
believes that Cablevision, like many other public Pay TV
companies, will boost its shareholder-friendly activities in the
future, with increasing portions of free cash flow set aside for
dividends and share repurchases rather than debt reduction and
acquisitions. Moody's also consider event risk high over the
intermediate-term. The company has a history of making overtures
to take the company private using higher debt levels, and
management has in the past been comfortable making debt financed
acquisitions. The company has a stated target range for leverage
of 4.0 to 4.5x. While it is still possible for the company to
sustain leverage at or under 4.0x, Moody's believes that even in
the absence of an acquisition, the company will not achieve this
target until 2013 or 2014.

Moody's would consider an upgrade if the company committed to a
more conservative financial profile with debt-to-EBITDA leverage
sustained around 4 times or lower (incorporating Moody's standard
adjustments) and if the business model continues to prove
resilient in the face of growing competition. The rating would
face downward pressure if debt-to-EBITDA leverage reverts to and
is expected to be sustained above 5.0x (incorporating Moody's
standard adjustments), or if Moody's believes that management's
risk appetite has returned to historical levels. Reversion to a
weaker liquidity profile could put negative pressure on ratings,
as well.

Headquartered in Bethpage, New York, Cablevision Systems
Corporation serves approximately 3.3 million video customers, 3
million high speed data customers, and 3 million voice customers
in and around the New York metropolitan area and as well as in
Montana, Wyoming, Colorado and Utah following its acquisition of
Bresnan Broadband Holdings LLC in December 2010. Cablevision is
the direct parent of CSC Holdings, Inc, which also owns Newsday
LLC, the publisher of Newsday and other niche publications.

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


CSC HOLDINGS: Fitch Rates Proposed $600 Mil. Term Loan at 'BB+'
---------------------------------------------------------------
Fitch Ratings has assigned a 'BB+' rating to CSC Holdings LLC's
(CSCH) proposed $600 million secured term loan and a 'BB' rating
to the company's issuance of $1 billion senior notes due 2021.
Fitch expects the proceeds from the offering along with existing
cash will be used to refinance existing bank debt and to fund a
tender offer for its senior notes maturing during 2012, 2014 and
2015.  CSCH is a wholly owned subsidiary of Cablevision Systems
Corporation (CVC; IDR 'BB-').  CVC had approximately $10.6 billion
of consolidated debt outstanding as of Sept. 30, 2011.

From Fitch's perspective, the issuance is a modest positive for
CVC's credit profile as the transaction lengthens the company's
maturity profile.  Fitch estimates that scheduled maturities total
approximately $616 million, $858 million and $1 billion during
2012, 2013, and 2014 respectively.

Fitch considers CVC's liquidity position and overall financial
flexibility to be strong.  The company's liquidity position is
supported by cash on hand and available borrowing capacity from
CSCH's $1.4 billion revolver.  Approximately $1.2 billion of the
company's revolver commitment is due to expire March 2015. As of
Sept. 30, 2011, approximately $1.3 billion of borrowing capacity
remained on CSCH's revolver.

Fitch believes CVC has the financial flexibility and capacity
within the current rating category to accommodate its capital
allocation strategy.  This is due to management's focus, in large
part, turning to enhancing shareholder returns.  However, Fitch
does not expect CVC to increase leverage to support its share
repurchase program.  CVC shareholder returns amounted to
approximately $609 million during the first nine months of 2011,
representing over 138% of cash flow before dividends.

From Fitch's perspective, the focus on shareholder returns will
continue during the ratings horizon as CVC is well positioned to
continue generating material amounts of free cash flow (after
consideration of the AMC Network spin-off).  Free cash flow
generation from continuing operations (defined as cash flow from
operations less capital expenditures and dividends) amounted to
approximately $319 million during the first nine months of 2011,
which is in line with free cash flow generation during the same
period last year.  Fitch expects that CVC's free cash flow
generation will exceed 12% of revenues by year-end 2013.  In
Fitch's opinion, the anticipated free cash flow generation
positions the company to return capital to shareholders while
addressing scheduled amortization from CSCH's credit facility and
maintaining its leverage target.

Overall, Fitch's ratings incorporate the solid operating profile
and competitive strength of CVC's core cable business.  In Fitch's
opinion, the operating profile of CVC's cable segment is an
industry leader and has proven to be resilient to persistent
competitive pressures and weak housing and employment markets.
CVC's cable business consistently produces industry leading
service penetration levels, average revenue per unit (ARPU), ARPU
growth rates, and operating margins in an increasingly competitive
operating environment.

Outside of the company adopting a more aggressive financial or
acquisition strategy which is expected to remain a key rating
consideration, the weakening of CVC's competitive position
presents the greatest concern within the company's credit profile.
The competitive pressure associated with the service overlap among
the different telecommunications service providers, while intense,
is not expected to materially change during the ratings horizon.
Innovative service offerings such as the company's deployment of a
WI-FI broadband wireless network, the introduction of a remote
storage digital video recorder service, and the emergence of video
over IP applications enhance the company's competitive position.
These factors have translated into sustainable strong operating
performance and free cash flow growth.

The Stable Rating Outlook reflects Fitch's expectation that the
company's operating profile will remain relatively consistent
during the near term recognizing competitive pressures and weak
economic conditions.  Additionally, the ratings recognize that
ARPU, revenue and EBITDA growth rates will slow relative to
historical growth rates.  Further, the Stable Outlook considers
the company accommodating non-core acquisitions, and investments
in a credit neutral manner and the absence of other leveraging
transactions.

Positive rating actions would likely coincide with further
strengthening of the company's credit profile and reduction of
leverage to levels approaching 4 times (x).  Meanwhile, CVC would
need to demonstrate that its operating profile will not materially
decline in the face of competition and the poor housing and
employment environment.  CVC is currently operating within its
stated leverage target of between 4x and 5x. Fitch does not expect
positive rating actions over the current ratings horizon, outside
of event-driven rating actions.

Negative ratings actions would likely coincide with discretional
decisions of CVC management.  Changes include, but are not limited
to, the adoption of a more aggressive financial policy that
increases leverage greater than 6x without a clear path to reduce
leverage to levels reflective of the current ratings.  In
addition, a weakening of the company's operating profile as
evidenced by sustained operating margin compression, accelerating
basic subscriber losses and service ARPU erosion would also likely
lead to negative rating actions.


DAMON PURSELL: Estate Fully Administered; Court Closes Ch. 11 Case
------------------------------------------------------------------
The U.S. Bankruptcy Court for the Eestern District of Missouri
issued a final decree closing the Chapter 11 case of Damon Pursell
Construction.

The Court stated that the estate of the Debtor has been fully
administered.  The deposit required by the plan has been
distributed.

The Troubled Company Reporter on June 16, 2011 reported on Judge
Jerry Venters' confirmation of the Debtor's Second Amended Chapter
11 Plan of Reorganization.

The Plan, as amended, provides that with respect to secured
creditors, beginning 30 days after the confirmation of the Plan,
the Debtor will make monthly payments of interest and principal
based upon a 5-year amortization schedule, with "annual skips"
from March through May, with interest accruing at the current
prime rate plus 2% -- 5.25%, to remain fixed for the duration of
the loan.

As to unsecured creditors, starting 30 days after the Plan has
been confirmed, the Debtor will make a monthly payment until the
balance has been paid in full.

Holders of equity interests will retain their interests in the
shares of stock in the Reorganized Debtor equal to the number of
shares of stock held in Debtor prepetition.

A full-text copy of the Second Amended Chapter 11 Plan is
available for free at http://ResearchArchives.com/t/s?75fb

                 About Damon Pursell Construction

Kansas City, Missouri-based Damon Pursell Construction Company
owns and operates the Rockridge Quarry, which sells crushed rock
and rip rap products for road construction and other construction
projects.  The Quarry is located at 9001 Hickman Mills Drive, in
Kansas City, Missouri.  The Debtor also owns a construction
business that provides grading, excavation, utility and other
miscellaneous construction services.  Michael Pursell owns 100% of
the Company.

Damon Pursell filed for Chapter 11 bankruptcy protection (Bankr.
W.D. Mo. Case No. 10-44965) on Sept. 15, 2010.  Thomas G. Stoll,
Esq., at Dunn & Davison, LLC, assists the Debtor in its
restructuring effort.  In its schedules, the Debtor disclosed
$18,458,000 in assets and $11,981,801 in liabilities as of the
Petition Date.


DAVIS PETROLEUM: High Court Asked to Review 5th Cir. Plan Ruling
----------------------------------------------------------------
The daughter of the late oil magnate Marvin Davis is asking the
U.S. Supreme Court to hear her appeal from a ruling that departed
from the century-old notion that a bankruptcy court?s confirmation
order cannot alter the terms of the underlying reorganization
plan.  Chip Giambrone, writing for Westlaw Journals, reports the
appeal focuses on a conflict between a negotiated Chapter 11 plan,
which immunized parties to the sale of a family oil company from
liability except for fraud, and the bankruptcy judge?s
confirmation order, which precluded liability under any legal
theory.

Marvin Davis, the founder of Davis Petroleum Corp., died in 2004,
and ownership of the company passed to his wife and five children.
His son Gregg helmed the company as CEO, according to the petition
filed by Marvin?s daughter Nancy Sue Davis.

Westlaw, citing court filings, relates that in the company's
Chapter 11 bankruptcy case, the court approved a confirmation plan
calling for the sale of the company to an investor consortium that
included firms controlled by Evercore Capital Partners II LLC and
Gregg Davis.  Under the plan Gregg retained his interest in the
company, and the other family members had their interests bought
out.  The approved plan contains an exculpatory clause that
releases the parties to the sale from all liability, except Gregg
as CEO.  He could still face liability for fraud for acts done in
connection with the Chapter 11 reorganization that amount to
willful misconduct or gross negligence.  The court's confirmation
order said no liability can attach to anyone for any act done in
connection with the reorganization.

Six months after the sale the Nancy Sue Davis Trust filed a motion
to revoke the confirmation order.  According to Westlaw, the trust
claimed to have learned that Gregg allegedly had orchestrated a
?fire sale? of the company that resulted in the other family
members receiving a fraction of the actual value of their
interests.  Davis Petroleum had an estimated value at the time of
the sale of $380 million to $1 billion, well in excess of the $150
million sale price, the trust says.  The Bankruptcy Court entered
summary judgment against the trust, finding no fraud had occurred.

According to Westlaw, on appeal, the U.S. District Court for the
Southern District of Texas found issues of fact that precluded the
entry of summary judgment.  But the court ruled the appeal was
"equitably moot" because the reorganization plan had been
substantially consummated.

The trust did not appeal that decision, but instead filed a motion
in District Court seeking permission to bring a fraud complaint
against several defendants, including Gregg.  The District Court
referred the case to the Bankruptcy Court, which denied the motion
after concluding the confirmation order, with its complete
liability bar, trumped the plan?s allowance of a fraud claim.
According to Westlaw, the Bankruptcy Court relied on a 1999
decision of the 6th U.S. Circuit Court of Appeals, ruling that the
terms of a confirmation order prevail where they conflict with a
plan.  Guardian Sav. & Loan Ass?n v. Arbors of Houston Assocs.,
172 F.3d 47 (6th Cir. 1999).

Westlaw relates the trust subsequently received permission to
appeal directly to the 5th Circuit, which rejected the Bankruptcy
Court?s reliance on the ?slender authority? from the 6th Circuit.
In re Davis Offshore LP, 644 F.3d 259 (5th Cir. 2011).  The panel
said the notion that a confirmation order must always prevail over
the terms of a conflicting plan is ?wrong.?  As a result, the
confirmation order did not trump the right under the plan to sue
Gregg Davis for willful misconduct or gross negligence, the panel
held.  But the appeals court found an ambiguity between the plan
and order.  It then considered the circumstances of this
particular case and resolved the ambiguity in favor of Gregg,
saying he could not be sued even for fraud.

According to Westlaw, the trust in its petition before the Supreme
Court, said the Fifth Circuit's decision violates the holding in
the venerable case of City of Vicksburg v. Henson, 231 U.S. 259
(1913), that an equitable decree cannot be read as being broader
in scope than the underlying motion papers.  The decision further
exacerbates an already existing split among the circuit courts
caused by the 6th Circuit?s ruling in Guardian Savings, the
petition said.  The 2nd, 3rd, 7th and 11th circuits all have
adhered to the holding in Vicksburg, the trust said.  Supreme
Court review also is warranted because of the ?exceptional
importance? of the issue in this case, the trust said.

Westlaw says the response to the petition is due Nov. 14.

The case is Nancy Sue Davis Trust v. Evercore Capital Partners II
LLC et al., No. 11-467, petition for cert. filed (U.S. Oct. 12,
2011).

The Petitioner is represented by David M. Gunn, Esq. --
dgunn@brsfirm.com -- at Beck Redden & Secrest, in Houston.

                       About Davis Petroleum Corp.

Headquartered in Houston, Texas, Davis Petroleum Corp. --
http://www.davispetroleumcorp.com/-- was an oil and gas
exploration and production company operating in the onshore and
intermediate-deep water Gulf of Mexico, Texas, Louisiana, Oklahoma
and the Rocky Mountain region.  The Company filed for chapter 11
protection (Bankr. S.D. Tex. Case No. 06-20152) on March 7, 2006.
Other affiliated entities that filed for bankruptcy are Davis
Offshore, L.P.; Davis Petroleum Pipeline, L.L.C.; and Davis
Offshore Holdings, L.L.C.  Rhett G. Campbell, Esq., Diana Merrill
Woodman, Esq., and Matthew Ray Reed, Esq., at Thompson & Knight
LLP, and Nathaniel Peter Holzer, Esq., at Jordan Hyden Womble
Culbreth & Holzer PC, represent the Debtors.  When the Debtors
filed for protection from their creditors, they estimated assets
and debts of $50 million to $100 million.

In March 2006, the Court confirmed a reorganization plan for Davis
Petroleum.  The plan was based on a sale of the Company for
$150 million to a private equity group led by Evercore Capital
Partners LP, which also includes the company's senior management,
Red Mountain Capital Partners, and Sankaty Advisors, an affiliate
of Bain Capital.


EASTMAN KODAK: Fitch Affirms, Withdraws 'CC' Issuer Default Rating
------------------------------------------------------------------
Fitch Ratings has affirmed and withdrawn the long-term Issuer
Default Rating (IDR) and issue ratings of Eastman Kodak Company.
Fitch has decided to discontinue the rating, which is
uncompensated.

Fitch affirms and withdraws the following ratings:

  -- Issuer Default Rating (IDR) at 'CC';
  -- Senior secured revolving credit facility (RCF) at 'B/RR1';
  -- Senior secured second priority debt at 'B-/RR1';
  -- Senior unsecured debt at 'C/RR5'.


EDWARD DEETS: Reorganization Case Reassigned to Robert N. Opel, II
------------------------------------------------------------------
The Hon. John J. Thomas of the U.S. Bankruptcy Court for the
Middle District of Pennsylvania has reassigned the Chapter 11 case
of Edward Deets Holding Company, Inc. to the Hon. Robert N. Opel,
II.

Mountain Top, Pennsylvania-based Edward Deets Holding Company,
Inc., filed for Chapter 11 bankruptcy (Bankr. M.D. Pa. Case No.
11-06869) on Oct. 6, 2011.  The Debtor estimated assets at
$10 million to $50 million and estimated debts of $1 million to
$10 million.  The petition was signed by Edward Deets, president.


ELEPHANT & CASTLE: Exclusive Filing Period Extended to Jan. 24
--------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Massachusetts
extended Massachusetts Elephant & Castle Group, Inc., and its
affiliated debtors' exclusive periods to file a plan and to
solicit acceptances of a filed plan, through and including
Jan. 24, 2012, and Feb. 12, 2012, respectively.

In their motion, the Debtor related that they are exploring
options for a sale of their assets or a reorganization through a
plan, and that they need time to complete this process without the
deterioration and disruption of the Debtors' businesses and other
distractions that are likely to be caused by the filing of
competing plans by non-debtor parties.

        About Massachusetts Elephant & Castle Group

Boston-based Massachusetts Elephant & Castle Group and its
affiliates operates 21 British-style restaurant pubs
in the U.S. and Canada.  The chain, with 10 locations in the U.S.,
generated revenue of $47.5 million in 2010, throwing off
$3.9 million of earnings before interest, taxes, depreciation,
amortization, and foreign exchange gains or losses.

Elephant & Castle filed for Chapter 11 protection (Bankr. D. Mass.
Lead Case No. 11-16155) on June 28, 2011.  Bankruptcy Judge Henry
J. Boroff presides over the case.  Repechage Investments'
estimated assets and debts at $10 million to $50 million.  Other
Debtors' estimated assets and debts at $0 to $10 million.

Eckert Seamans Chein & Mellott, LLC, represent the Debtors as
counsel and BellMark Partners, LLC as financial advisor.  Epiq
Bankruptcy Solutions, LLC as claims, noticing and balloting agent.

FTI Consulting, Inc., is the Official Committee of Unsecured
Creditors' financial advisors.  Goulston & Storrs, P.C., is the
Committee's counsel.


ENCINO CORPORATE: Use of Wells Fargo Cash Collateral Ends Dec. 31
-----------------------------------------------------------------
The U.S. Bankruptcy Court Central District of California approved
the third stipulation authorizing Encino Corporate Plaza, L.P., to
use cash collateral until Dec. 31, 2011, to pay those expenses
reflected in the Q4 2011 budget.

Wells Fargo Bank, N.A., Trustee for the Certificateholders of the
ML-CFC Commercial Mortgage Trust 2006-3, Commercial Mortgage Pass-
Through Certificates Series 2006-3, asserts that it was owed not
less than $33,011,594 as of the petition date, secured by the real
property located at 16661 Ventura Boulevard, Encino, California.

The Debtor is authorized to use the Bank's cash collateral during
the authorized period to pay all quarterly fees owing to the
Office of the U.S. Trustee and all expenses owing to the Clerk of
the Bankruptcy Court.

The Debtor is authorized to deviate from the allowed line
items contained in the budget during the authorized period by not
more than 10%, on both a line item and aggregate basis.

On a continuing basis during the authorized period, East West Bank
is ordered and directed to release all funds contained in the
Lockbox Account which exceed the amount that was present in the
Lockbox Account on April 20, 2011 (estimated to be $176,120.52) to
the Debtor to be deposited into the Debtor's debtor-in-possession
bank account and used in accordance with the provisions of the
third stipulation and this order.

A continued hearing on the motion and the Debtor?s authority to
use cash collateral will be held on Nov. 29, 2011, at 10:00 a.m.

                      About Encino Corporate

Encino Corporate Plaza, L.P., owns the real property commonly
known as Encino Corporate Plaza, located at 16661 Ventura
Boulevard, Encino, California.  The Property is a ten-story
building containing approximately 135,000 square feet of rentable
space.  The Company filed a Chapter 11 petition (Bankr. C.D.
Calif. Case No. 11-14917) on April 20, 2011.  David L. Neale,
Esq., Juliet L. Oh, Esq., and Gwendolen D. Long, Esq., at Levene
Neale Bender, Yoo & Brill L.L.P., in Los Angeles, California,
serve as the Debtor's counsel.  The Debtor disclosed $34,268,167
in assets and $33,413,759 in liabilities as of the Chapter 11
filing.


ENERGY SOLUTIONS: Moody's Cuts Corporate Credit Rating to 'B2'
--------------------------------------------------------------
Moody's Investors Service has downgraded the ratings of Energy
Solutions, LLC ("ES"), Corporate Family and Probability of Default
ratings to B2 from B1, while the speculative grade liquidity has
been revised to SGL-3 from SGL-2. The rating outlook is stable.

The ratings:

Energy Solutions, LLC

Corporate Family, to B2 from B1

Probability of Default, to B2 from B1

$105 million first lien revolver due 2015, to Ba3 LGD2, 29% from
Ba2 LGD2, 26%

$560 million first lien term loan due 2016, to Ba3 LGD2, 29% from
Ba2 LGD2, 26%

$300 million senior unsecured notes due 2018, to Caa1 LGD5, 84%
from B3 LGD5, 81%

Speculative Grade Liquidity, to SGL-3 from SGL-2

Outlook, Stable

RATINGS RATIONALE

The rating downgrade reflects less favorable business prospects
over the coming year as tight fiscal positions in the U.S. and
U.K. restrain public sector spending for nuclear waste related
projects. Without a better demand environment, ES' revenue and
earnings growth could be limited, continuing the period of less
robust credit metrics evidenced during the first half of 2011. For
the twelve months ended June 30, 2011 the company's EBIT to
interest ratio was 1.5x while retained cash flow to debt was 8%--
credit metrics on par with the B2 rating. The B2 CFR further
reflects revenue concentration and risks inherent to the company's
"license stewardship" nuclear facility decommissioning model.

During the first half of 2011, U.S. fiscal stimulus spending
benefits for ES began to fade and greater fiscal austerity became
evident. Excluding the H1-2010 goodwill impairment charge,
earnings declined year-over-year and Moody's expects a softer
demand environment to continue. In ES' Government Group, revenues
declined considerably as U.S. federal projects and waste volumes
to the company's disposal facilities tailed off. The company's
commercial business grew due to commencement of license
stewardship work (described below) but margins declined. Moody's
expects that ES' marketing focus will shift to federal defense and
commercial end markets, but formidable players occupy the federal
defense segment while regulatory constraints limit nuclear waste
transportation and disposal levels by commercial customers.

Revenue concentration raises potential for earnings volatility.
The company has derived about $1 billion, or 55%, of its last
twelve month revenue base from its single-award Magnox contracts
with the U.K. Nuclear Decommissioning Authority ("NDA"). The
contracts will expire in early 2014 and the NDA has signaled that
it intends to seek multiple primes on the contract re-compete.
Should ES win the re-bid in 2014, its contract share and contract
earnings level would likely decline.

Likelihood that ES may seek another license stewardship project
also factors into the rating. In late 2010, Zion Solutions, LLC,
an ES subsidiary, began dismantling Exelon's non-operating nuclear
power facility in Zion, Illinois, through a first-of-its-kind,
license stewardship approach. Under the approach, Zion Solutions,
as prime contractor, entered a fixed price, decommissioning
contract and became the nuclear plant's licensed owner. Project
timelines are long (in the case of Zion about 10 years), potential
environmental costs high, and the work technically complex. While
Zion Solutions obtained rights to the plant's decommissioning
trust fund to pay for the project, should the ultimate cost to
complete the project exceed estimate, or should securities markets
weaken and thereby make the trust fund's value insufficient versus
the decommissioning obligation, Zion Solutions would still be
required to perform and ES could be required to infuse capital.
The rating considers that the profit margin embedded within the
decommissioning obligation's present value calculation may yield
favorable returns for ES, and help position the company as more of
a project prime contractor, rather than a nuclear fuel
subcontractor specialist. But execution and financial risks are
potentially disproportionate for the license stewardship prime. As
well, such contracts bring demanding assurance requirements that
reduce financial flexibility.

The speculative grade liquidity rating has been revised to SGL-3
from SGL-2 denoting an adequate liquidity profile. At June 30,
2011, the company's $105 million revolving credit facility was
undrawn, with $89 million of availability after letters of credit
utilization. Total availability under the line is adequate,
against the company's scale and commitments. Moody's expects
continued near-term compliance with financial ratio covenants.

The stable rating outlook considers the company's plan to reduce
administrative expenses and the presently sufficient market value
of Zion's trust fund versus the retirement obligation. Lower
overhead costs would help make earnings less vulnerable against
risk of continued softness in public sector demand,
decommissioning trust fund losses, or upward cost estimates of the
Zion project. As of June 30, 2011, the decommissioning trust
fund's concentration in fixed income investments helps reduce
sensitivity to equity market declines.

Upward rating momentum would depend on an expectation of debt
reduction and sustained earnings growth, whereby EBIT to interest
would consistently remain above 3x with a free cash flow to debt
ratio above 10%. A higher rating level would likely be accompanied
by expectation of a sustained good liquidity profile. Downward
rating momentum would follow EBIT to interest approaching 1x or
negative free cash flow.

Energy Solutions, Inc., headquartered in Salt Lake City, Utah, is
the parent holding company of Energy Solutions LLC. ES provides a
range of services to the nuclear industry that are centered on the
nuclear fuel cycle. Revenues for the last twelve months ended June
2011 were $1.8 billion.

The principal methodology used in this rating was Global Business
& Consumer Service Industry Rating Methodology published in
October 2010.


EVERGREEN SOLAR: Committee Retains Blackstone Advisory as Advisor
-----------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware has
authorized the Official Committee of Unsecured Creditors in the
Chapter 11 case of Evergreen Solar, Inc., to retain Blackstone
Advisory Partners LP as financial advisor, nunc pro tunc to Sept.
1, 2011.

The Court also overruled objections to the Debtor's application.

Before the Court entered its order, an objection was filed by the
Debtor who argued that the proposed monthly fee is unreasonable.

lackstone Advisory sought compensation in the form of (a) a
monthly fee amounting $125,000 in cash, and (b) a restructuring
fee equal to the lesser of (i) $2,750,000 or (ii) 10% of the value
of any recovery received for the benefit of the unsecured
creditors.

The Court ruled that notwithstanding the compensation provisions
set forth in the engagement letter, the Monthly Fee will be
$125,000 for the first two months of Blackstone Advisory's
engagement, and $60,000 for each additional month thereafter and
the Restructuring Fee will be earned from and payable only in the
currency, if any, of property distributed to general unsecured
creditors.

                      About Evergreen Solar

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

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

Ronald J. Silverman, Esq., and Scott K. Seamon, Esq., at Bingham
McCutchen LLP, serve as general bankruptcy counsel to the Debtor.
Laura Davis Jones, Esq., and Timothy P. Cairns, Esq., at Pachulski
Stang Ziehl & Jones LLP, serve as co-counsel.  Hilco Industrial
LLC serves as exclusive marketing and sales agent.  Klehr Harrison
Harvey Branzburg serves as special conflicts counsel.  Zolfo
Cooper LLC is the financial advisor.  UBS Securities, LLC, serves
as investment banker.  Epiq Bankruptcy Solutions has been tapped
as claims agent.

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

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

An official committee of unsecured creditors has retained Pepper
Hamilton and Kramer Levin Naftalis & Frankel as counsel.  The
Committee tapped Garden City Group as communications services
agent.

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


EVERGREEN SOLAR: Committee Retains Harvey Branzburg as Counsel
--------------------------------------------------------------
The Official Committee of Unsecured Creditors in the Chapter 11
case of Evergreen Solar, Inc., has sought and obtained authority
from the U.S. Bankruptcy Court for the District of Delaware to
retain Klehr Harrison Harvey Branzburg LLP as special conflicts
counsel, nunc pro tunc to Sept. 15, 2011.

Specifically, Klehr Harrison will advise and represent the
Committee with respect to matters on which the Committee's primary
counsel is connected, including, but not limited to the Debtor's
application to employ UBS Securities LLC as investment banker and
financial advisor.

The attorneys presently designated to be primarily responsible for
representing the Committee, and their current standard hourly
rates are Richard Beck, partner: $520; and Margaret Manning,
associate: $360.

In addition, other attorneys and paralegals will be involved as
necessary and appropriate to represent the Committee.  Klehr
Harrison's hourly rates for other attorneys and professionals are:

     Partners                  $365 to $710
     Associates                $245 to $370
     Paralegals                $140 to $285

The Committee asserted that Klehr Harrison is a "disinterested
person" as the term is defined in Section 101(14) of the
Bankruptcy Code.

                      About Evergreen Solar

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

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

Ronald J. Silverman, Esq., and Scott K. Seamon, Esq., at Bingham
McCutchen LLP, serve as general bankruptcy counsel to the Debtor.
Laura Davis Jones, Esq., and Timothy P. Cairns, Esq., at Pachulski
Stang Ziehl & Jones LLP, serve as co-counsel.  Hilco Industrial
LLC serves as exclusive marketing and sales agent.  Klehr Harrison
Harvey Branzburg serves as special conflicts counsel.  Zolfo
Cooper LLC is the financial advisor.  UBS Securities, LLC, serves
as investment banker.  Epiq Bankruptcy Solutions has been tapped
as claims agent.

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

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

An official committee of unsecured creditors has retained Pepper
Hamilton and Kramer Levin Naftalis & Frankel as counsel.  The
Committee tapped Garden City Group as communications services
agent.

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


EVERGREEN SOLAR: Committee Retains Pepper Hamilton as Del. Counsel
------------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware has
authorized the Official Committee of Unsecured Creditors in the
Chapter 11 case of Evergreen Solar, Inc., to retain Pepper
Hamilton LLP as Delaware counsel.

Pepper Hamilton's hourly rates are: partner, special counsel and
counsel at $380 to $825, associate at $235 to $460 and
paraprofessional at $75 to $258

                      About Evergreen Solar

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

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

Ronald J. Silverman, Esq., and Scott K. Seamon, Esq., at Bingham
McCutchen LLP, serve as general bankruptcy counsel to the Debtor.
Laura Davis Jones, Esq., and Timothy P. Cairns, Esq., at Pachulski
Stang Ziehl & Jones LLP, serve as co-counsel.  Hilco Industrial
LLC serves as exclusive marketing and sales agent.  Klehr Harrison
Harvey Branzburg serves as special conflicts counsel.  Zolfo
Cooper LLC is the financial advisor.  UBS Securities, LLC, serves
as investment banker.  Epiq Bankruptcy Solutions has been tapped
as claims agent.

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

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

An official committee of unsecured creditors has retained Pepper
Hamilton and Kramer Levin Naftalis & Frankel as counsel.  The
Committee tapped Garden City Group as communications services
agent.

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


FAIRFIELD SENTRY: Seeks $919MM From Investment Manager
------------------------------------------------------
Carolina Bolado at Bankruptcy Law360 reports that bankrupt Madoff
feeder fund Fairfield Sentry Ltd. wants $919.5 million in fees
back from its investment manager Fairfield Greenwich Group,
according to a Thursday filing in New York bankruptcy court.

According to Law360, Fairfield Sentry, which had entrusted 95% of
its investors' money in Bernard L. Madoff Investment Securities
LLC, claims Fairfield Greenwich Ltd. and Fairfield Greenwich
(Bermuda) Ltd. breached their contractual duties by failing to use
their best efforts to oversee the fund's investment activities and
to perform due diligence on Madoff.

                      About Fairfield Sentry

Fairfield Sentry is being liquidated under the supervision of the
Commercial Division of the High Court of Justice in the British
Virgin Islands.  It is one of the funds owned by the Fairfield
Greenwich Group, an investment firm founded in 1983 in New York
City.  Fairfield Sentry and other Greenwich funds had among the
largest exposures to the Bernard L. Madoff fraud.

Fairfield Sentry Limited filed for Chapter 15 protection (Bankr.
S.D.N.Y. Case No. 10-13164) on June 14, 2010.

Greenwich Sentry, L.P., and an affiliate filed for Chapter 11
protection (Bankr. S.D.N.Y. Case No. 10-16229) on Nov. 19, 2010,
hoping to settle lawsuits filed against it in connection with its
investments with Bernard L. Madoff.

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

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


FGIC CORP: Plan Filing Period Further Extended to Feb. 3
--------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of New York
further extended FGIC Corporation's exclusive period to file a
Chapter 11 plan through and including Feb. 3, 2012, and its
exclusive period to solicit acceptances of its Chapter 11 plan
through and including April 3, 2012, to allow the Debtor
additional time to evaluate proposals it has received from two
plan sponsors and to take into account the outcome of the
restructuring plan submitted by FGIC to the Superintendent of the
New York State Insurance Department.

This is the fifth extension of the Debtor's exclusive periods.

                         About FGIC Corp.

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

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

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


FILENE'S BASEMENT: Returns to Chapter 11 Bankruptcy
---------------------------------------------------
Syms Corp., and its Filene's Basement affiliate, filed for Chapter
11 bankruptcy protection Wednesday morning in Wilmington, Delaware
bankruptcy court to wind down operations.  Syms will sell
inventory and real estate and shut down.

Syms CEO Marcy Syms said: "This has been a challenging time for
Syms and Filene's Basement.  We have been faced with increased
competition from large department stores that now offer the same
brands as our stores at similar discounts; a proliferation of
private label discount chains; a decline in buying opportunities
as brand name labels have reduced overruns by improving their
supply chain management -- all combined with the worst economic
downturn in our lifetimes.

"All these factors affected both chains and they came at a time
when Filene's Basement, which was just emerging from bankruptcy,
was already waging an uphill battle to rebuild its customer base.

"The filings today are the result of a process that has been
taking place for several months.  Our board has conducted a
rigorous assessment of all the strategic options and alternatives
available and after careful consideration has come to the
conclusion that a bankruptcy filing and liquidation is the best
way of maximizing value for all stakeholders.

"I want to express my appreciation to our employees, many of whom
have devoted their careers to Syms and Filene's Basement, for
their loyalty and hard work.  I also want to thank our educated
consumers and bargain hunters for their dedicated support over
many years."

Syms and Filene's Basement will be jointly administered during the
bankruptcy.  The liquidation of stores is expected to run through
approximately January 2012.  Syms and Filene's Basement are
seeking court approval to retain an agent to handle the
liquidation of merchandise and for authorization to conduct going
out of business sales.  They are also seeking court approval for
Cushman & Wakefield to assist in the sale of company-owned real
estate, Rothschild to serve as financial advisor, Skadden, Arps,
Slate, Meagher & Flom as bankruptcy counsel and Alvarez & Marsal
as restructuring advisors, with A&M Managing Director Jeff
Feinberg to serve as President and Chief Operating Officer.

The schedule for store closings is to be determined as the
liquidation of merchandise is completed.

The company tried to sell itself up in May but found no ?viable
bids? from anyone interested in operating the business.  Its
stores are expected to close in January, according to The Wall
Street Journal.  Out-of-business sales will be held before Black
Friday on Nov. 25, according to Crain's New York Business.

The Wall Street Journal's Dana Mattioli reports that Syms shares
surged, rising 27% to $9.72 in 4 p.m. Nasdaq Stock Market trading
Wednesday, as investors took stock of its $236 million of assets,
which substantially exceeded the debt load of $94 million, as of
September.  Those assets include $2.5 million in cash, $97.7
million in real estate, $65.8 million in merchandise, plus $70
million in "other assets."

According to Adrianne Pasquarelli, writing for Crain's New York
Business, what is not clear is what if any impact the Syms
bankruptcy will have on Vornado Realty Trust.  In June 2009, the
big Manhattan-based real estate investment trust teamed up with
Syms to buy Filene's Basement in a bankruptcy auction, paying
$62.4 million.  Filene's Basement occupied a big site in downtown
Boston where Vornado had planned to erect a $700 million mixed-use
project called Downtown Crossing.  In recent years, Vornado has
also taken out stakes in such retailers as Toys R Us, JCPenney,
and Sears.  Crain's says Vornado could not be reached for comment.

Last month, Syms reported that for the second quarter (13-week
period) ended Aug. 27, 2011, the Company had a net loss of
$11.5 million as compared to a net loss of $10.9 million for
the second quarter ended Aug. 28, 2010.  Net sales decreased by
$15.8 million to $86.3 million during the 13-weeks ended Aug. 27,
2011. Sales were $102.1 million in the comparable period last
year.  Comparable store sales for the 13-week period were down
13%.

As of Aug. 27, 2011, Syms Corp. (NASDAQ: SYMS) and its wholly
owned subsidiary Filene's Basement LLC collectively owned and
operated 47 ?off-price? apparel stores located predominantly on
the east coast of the United States under the ?Syms? name and the
?Filene's Basement? name.  Each Syms and Filene's Basement store
offers a broad range of first quality, in season merchandise
bearing nationally recognized designer and brand-name labels.

Massachusetts-based Filene's Basement, also called The Basement,
is the oldest off-price retailer in the United States.  The
Basement focuses on high-end goods and is known for its
distinctive, low-technology automatic markdown system.

Filene's Basement first filed for Chapter 11 bankruptcy protection
in August 1999.  Filene's Basement was bought by a predecessor of
Retail Ventures, Inc., the following year.  Retail Ventures in
April 2009 transferred the unit to Buxbaum.

Filene's Basement Inc. and its affiliates filed for Chapter 22
(Bankr. D. Del. Case No. 09-11525) on May 4, 2009.  James E.
O'Neill, Esq., Laura Davis Jones, Esq., Mark M. Billion, Esq.,
Michael Seidl, Esq., and Timothy P. Cairns, Esq. at Pachulski
Stang Ziehl & Jones LLP, represented the Debtors in their
restructuring effort.  Epiq Bankruptcy Solutions serves as claims
and notice agent.  The 2009 petition estimated $50 million to $100
million in assets and $100 million to $500 million in debts.

The Debtor is now formally named FB Liquidating Estate, following
the sale of all of its assets to Syms Corp. in June 2009.

Pursuant to the Liquidating Plan confirmed in January 2010,
secured creditors in the Chapter 11 case have been paid in full,
and holders of priority, administrative and convenience class
claims have received 100% of their allowed claims.  As reported by
the Troubled Company Reporter on Dec. 20, 2010, Alan Cohen,
Chairman of Abacus Advisors LLC and Chief Restructuring Officer
for FB Liquidating Estate disclosed that a second distribution of
dividend checks to Filene's unsecured creditors amounting to 12.5%
of approved claims has been made, bringing the cumulative
distributions on unsecured claims to 62.5%.



FIRSTPLUS FIN'L: Mafia Family Indicated for Extortionate Takeover
-----------------------------------------------------------------
Dow Jones' DBR Small Cap reports that thirteen people, including
an alleged member and an alleged associate of the Lucchese
organized crime family and several attorneys, have been indicted
on charges of racketeering and related offenses for the alleged
"extortionate takeover" of FirstPlus Financial Group Inc.

                   About FirstPlus Financial

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

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

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

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

                          *     *     *

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

The firm may be reached at:

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


FLINTKOTE COMPANY: Wants Until March 31 to Propose Plan
-------------------------------------------------------
The Flintkote Company and Flintkote Mines Limited ask the U.S.
Bankruptcy Court for the District of Delaware to (i) extend the
period during which the Debtors have the exclusive right to file a
chapter 11 plan of reorganization for an additional five (5)
months, through and including March 31, 2012; and (ii) extend the
period during which the Debtors have the exclusive right to
solicit acceptances thereof for an additional five (5) months,
through and including May 31, 2012.

The Official Committee of Asbestos Personal Injury Claimants (the
"Asbestos Claimants Committee") and the legal representative of
future asbestos claimants (the "Future Claimants Representative"
and, together with the Debtors and the Asbestos Claimants
Committee, the "Plan Proponents") support the relief sought in
this motion.

This is the 21st motion for the extension of the Debtor's
exclusive periods.

On July 20, 2009, the Debtors filed the Amended Joint Plan of
Reorganization in Respect of The Flintkote Company and Flintkote
Mines Limited (as Modified) dated July 17, 2009 (as further
modified on Aug. 5, 2010, Aug, 31, 2011, and as may be
further modified in the future, the "Modified Amended Plan").

The Plan Proponents informed the Court at the Oct. 24, 2011
omnibus hearing, that they intend to file modifications to the
Plan and will confer with ITCAN regarding a new schedule for post-
trial briefing.  The Plan Proponents intend to propose a revised
scheduling order for the filing of post-trial briefs at or
before the Court's Nov. 21, 2011 omnibus hearing.

The Debtors tell the Court that preserving exclusivity at this
crucial point in the plan process is necessary to further one of
the principal goals of the chapter 11 process -- the successful
rehabilitation of a debtor through a consensual plan of
reorganization.

At this stage in the Debtors' cases, Flintkote says that
terminating exclusivity will not result in a "better" plan or
speedier confirmation, but will only result in increased delay,
extensive litigation and escalating administrative costs -- none
of which will further the central goals of chapter 11.

Pursuant to the Order entered by this Court on June 8, 2011, the
Exclusive Filing Period and Exclusive Solicitation Period are
presently set to expire on Oct. 31, 2011, and Dec. 31, 2011,
respectively.

                    About The Flintkote Company

Headquartered in San Francisco, California, The Flintkote Company
is engaged in the business of manufacturing, processing and
distributing building materials.  Flintkote Mines Limited is a
subsidiary of Flintkote Company and is engaged in the mining of
base-precious metals.  The Flintkote Company filed for Chapter 11
protection (Bankr. D. Del. Case No. 04-11300) on April 30, 2004.
Flintkote Mines Limited filed for Chapter 11 relief (Bankr. D.
Del. Case No. 04-12440) on Aug. 25, 2004.  James E. O'Neill, Esq.,
Kathleen P. Makowswki, Esq., Laura Davis Jones, Esq., Sandra G.M,
Selzer, Esq., and Scotta Edelen McFarland, Esq., at Pachulski
Stang Ziehl & Jones LLP, represent the Debtors in their
restructuring efforts.  Kathleen Campbell Davis, Esq., and Mark T.
Hurford, Esq., at Campbell & Levine, LLC, represent the official
committee of unsecured creditors as counsel.

When Flintkote Company filed for protection from its creditors, it
estimated more than $100 million each in assets and debts.  When
Flintkote Mines Limited filed for protection from its creditors,
it listed assets of $1 million to $50 million, and debts of more
than $100 million.

No request has been made for the appointment of a trustee or
examiner in the Debtors' cases.


FRIENDLY ICE CREAM: U.S. Trustee Wants Assets Sale Denied
---------------------------------------------------------
Roberta A. DeAngelis, U.S. Trustee for Region 3, asks the U.S.
Bankruptcy Court for the District of Delaware to deny Friendly Ice
Cream Corporation, et al.'s motion authorizing the sale of all or
substantially all of the assets; and assumption and assignment of
certain executory contracts and unexpired leases.

As reported in the Troubled Company Reporter on Oct. 6, 2011, the
Debtor, owner and franchiser of about 490 restaurants, filed for
Chapter 11 reorganization in Wilmington to sell the business
mostly in exchange for debt to an affiliate of Sun Capital
Partners Inc.  The existing owner and holder of second-lien debt
are also affiliates of Sun Capital.

According to the U. S. Trustee:

   a) the expense reimbursement is not appropriate under relevant
   Third Circuit law, as the Court knows, to award a break-up fee
   (or expense reimbursement) to a potential bidder, the Court
   must determine that the fee was an actual and necessary cost
   and expense of preserving the estate; and

   b) if the Debtors intend to sell the personally identifiable
   information of its customers (or assets containing personally
   identifiable information), a consumer privacy ombudsman must be
   appointed under sections 363(b)(1)(B) and 332(a) of the
   Bankruptcy Code, given that the sale of the information is not
   consistent with the Debtors' privacy policy.

The U.S. Trustee reserves any and all rights, remedies and
obligations to, inter alia, complement, supplement, augment, alter
or modify the objection and to conduct any and all discovery as
may be deemed necessary or as may be required and to assert such
other grounds as may become apparent upon further factual
discovery and to take whatever other actions are deemed necessary
and appropriate.

The U.S. Trustee is represented by:

         Richard L. Schepacarter, Esq.
         United States Department of Justice
         Office of the United States Trustee
         J. Caleb Boggs Federal Building
         844 King Street, Room 2207, Lockbox 35
         Wilmington, DE 19801
         Tel: (302) 573-6491
         Fax: (302) 573-6497

                     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.

The U.S. Trustee appointed an official committee of unsecured
creditors on Oct. 12, 2011.


FRIENDLY ICE CREAM: Creditors, PBGC Target Sale to Sun Capital
--------------------------------------------------------------
Dow Jones' DBR Small Cap reports that unsecured creditors and the
government's insurer of private pensions are taking aim at a deal
that would keep the Friendly's restaurant chain in the hands of
current owner Sun Capital Partners Inc.

                       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.

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.


GARLOCK SEALING: Can Terminate DIP Financing With Bank of America
-----------------------------------------------------------------
Garlock Sealing Technologies LLC and its debtor affiliates
obtained authorization from the U.S. Bankruptcy Court for the
Western District of North Carolina, Charlotte Division, to
terminate certain debtor-in-possession financing arrangements with
Bank of America, N.A., and enter into a cash collateral agreement
with Garrison Litigation Management Group, Ltd.

As reported in the Troubled Company Reporter on Sept. 13, 2011,
Shelley K. Abel, Esq., at Rayburn Cooper & Durham, P.A., in
Charlotte, North Carolina, tells the Court that the Debtors have
not needed the funds available to them under the DIP Facility, and
they have not incurred any debt to BofA, with the exception of
certain charges that may have accrued in connection with the
Debtors' use of BofA banking products and outstanding undrawn
letters of credit.  As of August 30, 2011, Garlock holds cash
reserves of more than $100 million, Mr. Abel says.  The Debtors
submit that the continued costs associated with the DIP Facility
cannot be justified when there is no foreseeable need for the
incursion of debt during the pendency of their bankruptcy cases
given the considerable cash accumulated since the Petition Date.

In order to effect full payment of the obligations in conformity
with the DIP Loan Agreement's requirements for terminating the
commitment, and to secure all charges that may accrue in
connection the Debtor's use of DIP Lender's banking products that
may arise after the DIP Financing Termination, Garlock and
Garrison Litigation Management Group, Ltd., will execute in
favor of the DIP Lender a cash collateral agreement regarding
standby letter of credit and bank products.  Under the Cash
Collateral Agreement, Garlock and Garrison will grant to DIP
Lender a lien on and security interest in the cash collateral
account and all balances therein and proceeds thereof to secure
all obligations under the Cash Collateral Agreement.

                     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
stateand 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.


GARY PHILLIPS: Taps Bearfield & Associates to Handle 4 Suits
------------------------------------------------------------
Gary Phillips Construction, LLC, has asked the U.S. Bankruptcy
Court for the Eastern District of Tennessee for permission to
employ the law firm of Bearfield & Associates as special counsel.

Bearfield & Associates will:

   1. continue to handle these litigation which was commenced
   prior to Bankruptcy, the resolution of which is required to
   further the Debtor's efforts to reorganize:

   A. Arthur R. Roberts v. Gary Phillips Construction, LLC, et
      al., Civil Action No. 27592 in the Circuit Court for the
      First Judicial District at Jonesborough, Tennessee;

   B. Probuild Company, LLC v. Gary Phillips Construction, LLC, et
      al, Civil Action No. B0022509(M) in the Chancery Court for
      Sullivan County, Tennessee;

   C. Probuild Company, LLC v. Gary Phillips Construction, LLC, et
      al., Civil Action No. 27492 in the Chancery Court for Carter
      County, Tennessee;

   D. Probuild Company, LLC v. Gary Phillips Construction, LLC, et
      al., Civil Action No. 40158, in the Chancery Court for the
      First Judicial District of Tennessee at Jonesborough,
      Tennessee;

   2. investigate possible causes of action and pursue same, if
   warranted, arising out of contracts and other business
   relationships between Debtor and third parties prior to and
   leading up to Bankruptcy; and

   3. assist and undertake representation on its behalf concerning
   any contested adversarial matter necessary to effectuate the
   DIP's Chapter 11 reorganization.

The hourly rates charged by Bearfield & Associates are:

         Rick J. Bearfield               $225
         Jason B. Shorter                $150
         Other Associates             $125 - $150
         Paralegals                       $85

The Debtor related that Bearfield & Associates is not
"disinterested" because it has represented the Debtor in the past
and some creditors of the Debtor.  However, the law firm is not
disqualified for employment as special counsel because of its
status because Messrs. Bearfield and Shorter, in their affidavits,
related that the law firm does not represent or hold any interest
adverse to the Debtor or its estate with respect to the special
matters upon which the firm is to be employed.

Creditors and parties-in-interest filed with the Court their
objections to the Debtor's motion to employ Bearfield &
Associates.

TriSummit Bank stated that the Debtor's application is broad and
vague, rather than seeking to employ attorneys for a specified
special purpose, the application seeks to employ Bearfield &
Associates to carry out unspecified investigations and to
represent the Debtor in "any contested adversarial matter."

TriSummit Bank is represented by:

         Edward T. Brading, Esq.
         HERNDON, COLEMAN, BRADING & MCKEE
         P. O. Box 1160
         Johnson City, TN 37605-1160
         Tel: (423)434-4700
         E-mail: ebrading@lawyerfirm.com

Citizens Bank asserted that the Debtor's request is so generic
that it is impossible to determine what services Bearfield &
Associates will be rendering.

Citizens Bank continued that it is unclear what contested
adversarial matters are pending or contemplated and what, if any,
overlap exists between services to be or which must be rendered by
Fred Leonard, counsel for the Debtor, as opposed to services to be
provided by Bearfield & Associates.

Citizens Bank is represented by:

         Douglas L. Payne, Esq.
         401 West Irish Street
         Greeneville, TN 37743
         Tel: (423) 639-2220
         E-mail: dpaynelaw@comcast.net

Regions Bank told the Court that Bearfield & Associates is not
sufficiently "disinterested" as that term is defined in section
101(14) of the Bankruptcy Code.  More importantly, Bearfield &
Associates is representing the equity security holders and
insiders of the Debtor (Gary and Karla Phillips) in other
litigation.

Regions Bank is represented by:

         Walter N. Winchester, Esq.
         WINCHESTER, SELLERS, FOSTER & STEELE, P.C.
         P.O. Box 2428
         Knoxville, TN 37901-2428
         Tel: (865) 637-1980
         E-mail: wwinchester@wsfs-law.com

                 About Gary Phillips Construction

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

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


GATEWAY HOTEL: Can Continue Using Cash Collateral Until Dec. 31
---------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Arizona approved a
stipulation between Gateway Hotel, LLC, and lender 2010-1 SFG
Venture LLC, as successor in interest to Specialty Finance Group
LLC, extending the Debtor's use of cash collateral until
Dec. 31, 2011.


                        About Gateway Hotel

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

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


GATEWAY METRO: Hires PWK as Bankruptcy Counsel
----------------------------------------------
Gateway Metro Center LLC asks for permission from the U.S.
Bankruptcy Court for the Central District of California to employ
Peitzman, Weg & Kempinsky LLP as bankruptcy counsel.

Upon retention, the firm will, among other things:

   a. advise and counsel the Debtor regarding matters of
      bankruptcy law;

   b. represent the Debtor regarding its legal rights and
      responsibilities under the Bankruptcy Code and the FRBP, the
      LBR, the United States Trustee Notices and Guides,
      and to assist the Debtor in the administration of its
      bankruptcy estate; and

   c. advise and assist the Debtor with respect to negotiating,
      structuring, obtaining Court approval of, and consummating a
      sale of the Debtor?s assets.

The firm's rates are:

           Professional                  2011 Rates
           ------------                  ----------
         Howard J. Weg, Partner            $725
         Louis E. Kempinsky, Partner       $695
         David B. Shemano, Partner         $625
         James P. Menton, Partner          $595
         Scott F. Gautier, Partner         $625
         Jennifer W. Leland, Associate     $495
         John Keith, Associate             $395
         Lorie Ball, Associate             $375
         Monsi Morales, Associate          $325
         Lauren Gans, Associate            $325
         Thor McLaughlin, Associate        $275
         Kathryn F. Russo, Associate       $250
         Lawrence Peitzman, Of Counsel     $725
         Arnold M. Quittner, Of Counsel    $725
         Paralegals                        $195

Howard J. Weg -- hweg@pwkllp.com -- managing partner of Peitzman,
Weg & Kempinsky LLP, attests that the firm is a "disinterested
person," as that term is defined in section 101(14) of the
Bankruptcy Code.

                     About Gateway Metro Center

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

Skeehan & Company serves as accountant to the Debtors.  FTI
Consulting, Inc. is the financial advisors.  Colliers
International, Inc. acts as leasing broker.


GELT PROPERTIES: Court Approves Eisenberg Gold as Special Counsel
-----------------------------------------------------------------
Gelt Properties LLC and its debtor-affiliates sought and obtained
permission from the U.S. Bankruptcy Court for the Eastern District
of Pennsylvania to employ Eisenberg, Gold & Cettei P.C. as its
special counsel to provide proper legal counsel to the Debtors
with regard to defending against certain actions.

The Debtors say they owe the firm $1,898 for legal services before
it filed for bankruptcy.

The Debtors attest the Court that the firm is a "disinterested
person" within the meaning of Section 101(14) of the Bankruptcy
Code.

                    About Gelt Properties

Based in Huntington Valley, Pennsylvania, Gelt Properties, LLC,
and affiliate Gelt Financial Corporation borrow money from
traditional lenders and make loans to commercial borrowers.  They
also acquire and manage real estate.  Gelt Properties and Gelt
Financial filed for (Bankr. E.D. Pa. Case Nos. 11-15826 and 11-
15826) on July 25, 2011.  Judge Magdeline D. Coleman presides over
the cases.  Albert A. Ciardi, III, Esq., and Thomas Daniel Bielli,
Esq., at Ciardi Ciardi & Astin, P.C., serve as the Debtors'
bankruptcy counsel.  I

The Debtor scheduled $20,340,725 in assets and $17,050,558 in
debts.  The petitions were signed by Uri Shoham, the Debtors'
chief financial officer.


HARBINGER GROUP: Fitch Assigns 'B' LT Issuer Default Rating
-----------------------------------------------------------
Fitch Ratings has assigned initial ratings to Harbinger Group Inc.
(HRG) as follows:

  -- Long-Term Issuer Default Rating (IDR) at 'B';
  -- $500 million 10.625% senior secured notes at 'B/RR4'.

The Rating Outlook is Stable.

The ratings consider HRG's relatively high leverage, adequate debt
service capabilities, and acquisition focused operating strategy.
The company currently operates in two business segments: consumer
products through its 53% ownership in Spectrum Brands, Inc. (SPB)
and insurance though its wholly owned subsidiary Fidelity &
Guaranty Life Holdings, Inc. (F&G Life).  While Fitch believes
that there is significant execution risk associated with the HRG's
acquisition strategy, the diversification of the company's
operating profile and cash flows could improve over time if HRG is
successful with this strategy.

Fitch views HRG's pro-forma condensed combined leverage (Debt and
Preferred Stock/adjusted EBITDA) as high at approximately 5.2
times (x) currently, which assumes approximately $450 million of
EBITDA at SPB and $50 million of statutory dividends from F&G
Life. Consolidated debt totaled $2.6 billion at July 3, 2011,
including approximately $1.7 billion of SPB related debt and $0.3
billion of redeemable preferred stock.  Fitch estimates HRG's
current financial leverage ratio (Debt/Capital) at 65% on a
consolidated basis, 49% at HRG only.  It is also noted that HRG's
notes are structurally subordinated to the claims on cash flows
and assets from existing and future debt holders at SPB and F&G
Life.  Interest and debt amortization on the HRG notes will
primarily be serviced by dividends from its subsidiaries and/or
cash on hand.

Consolidated leverage is expected to trend down to the 4.5x to
5.0x range over the next 12 months based on management plans to
further debt reduction at SPB. Fitch notes that HRG's ability to
increase secured debt to fund future acquisitions is somewhat
limited by financial covenants, which includes a minimum
collateral coverage ratio at 2x at HRG only.  It is noted that
there is less restriction on the amount of unsecured and/or
subordinated debt.  However, given restricted payment basket
limitations at the SPB level and regulatory conditions at F&G
Life, Fitch does not expect there to be a material amount of
unsecured or unsubordinated debt at the HRG level.  Over the near
term, Fitch expects acquisitions to be funded through
approximately $616 million of existing cash and invested assets
held by HRG.

HRG's debt service capabilities is somewhat constrained due to
limits on cash flows from both SPB and F&G Life.  Cash flow from
SPB is limited by its term loan agreement, which specifies maximum
annual dividend payouts of $40 million.  Cash flow from F&G Life
is primarily limited by statutory dividend restrictions, which is
expected to limit dividends on a run-rate basis to approximately
$50 million.  Based largely on those restrictions, interest
coverage is expected to be in the 1x to 2x range.  Over the near
term, HRG's liquidity position benefits from existing holding
company cash and a financial covenant that requires HRG to
maintain a minimum cash balance equal to six months of HRG's
senior secured debt interest expense.  Further, HRG's ability to
pay dividends or other cash distributions to its shareholders is
limited by financial covenants to no more than 50% of net income
and subject to the aforementioned collateral coverage ratio.

The Stable Outlook reflects Fitch's view that improved operating
trends at both SPB and F&G Life are sustainable over the near
term. In the near term, Fitch believes that SPB is well positioned
to gain share in a weak economy due to its value based operating
strategy, which should improve the company's revenues and cash
flows.  Furthermore, Fitch believes that F&G Life's improved
balance sheet fundamentals, expense reductions and investment
portfolio repositioning should result in more stable earnings
performance and dividend capacity going forward.

Key rating triggers that could lead to a downgrade include a
reduction in F&G Life's ordinary statutory dividend capacity to
below $40 million, a change in SPB's strategy to reduce leverage
to 3x, an increase in consolidated leverage to the 6x range, an
increase in HRG (parent only) financial leverage ratio to above
60%, and the deployment of existing cash balances that increases
the enterprise's credit risk.

Key rating triggers that could lead to an upgrade include an
increase in F&G Life's ordinary statutory dividend capacity to
over $60 million, a reduction in consolidated leverage to the 4x
range, a reduction in HRG (parent only) financial leverage ratio
below 40%, and the deployment of existing cash balances that
improves the magnitude and diversity of cash flows to HRG.
HRG is a NYSE-traded holding company that is majority owned by
investment funds affiliated with Harbinger Capital Partners LLC
(Harbinger).  Harbinger established HRG as a permanent capital
vehicle to obtain controlling equity interests in established,
dividend paying businesses that operate across a diversified set
of industries.


HARBOR REAL: Says Dismissal, Ch 7 Not in Creditors' Best Interest
-----------------------------------------------------------------
HRAF Holdings, LLC, filed with the U.S. Bankruptcy Court for the
District of Utah its objection to the U.S. Trustee's motion to
dismiss or convert the Chapter 11 case to one under Chapter 7 of
the Bankruptcy Code.

As reported in the Troubled Company Reporter on Oct. 7, 2011, the
U.S. Trustee for Region 19 asked the Court to dismiss the Chapter
11 case of the Debtors or, in the alternative, convert the
Debtors' case to Chapter 7 proceedings.

According to HRAF, this cases present unusual circumstances such
that conversion or dismissal is not in the best interest of
creditors.  Specifically, HRAF noted, that the Debtor and its
management have worked diligently and successful to negotiate the
terms of a plan which it believes will be accepted by its single
largest creditor, and that the Debtor believes will be confirmed.
Further, the Debtor has acted to market its properties for sale
and to liquidate them for the benefit of creditors.

Harbor Real Asset Fund, L.P., also joins in any opposition to the
motion filed by HRAF.

Harbor relates that the Court must deny the U.S. Trustee's motion.
Harbor (and upon information and belief HRAF Holdings, as well)
has now filed all of its MORs.  Harbor is investigating the U.S.
Trustee's allegation that Harbor owes $325 in quarterly fees for
the second quarter of 2011 and, to the extent the U.S. Trustee's
allegation of non-payment is correct, Harbor will pay that amount,
together with any accrued interest owed thereon, forthwith from
existing cash assets.  Harbor will pay its quarterly fees for the
fourth quarter of 2011 as and when the fees become due.

                     About HRAF Holdings, LLC

Midvale, Utah-based HRAF Holdings, LLC, filed for Chapter 11
bankruptcy protection (Bankr. D. Utah Case No. 10-32433) on Sept.
9, 2010.  HRAF disclosed $18,423,000 in assets and $10,989,436 in
liabilities as of the Chapter 11 filing.

Affiliate Harbor Real Asset Fund L.P. filed for Chapter 11
bankruptcy protection (Bankr. D. Utah Case No. 10-32436) on Sept.
9, 2010.

The two cases are consolidated and jointly administered under the
case of HRAF.

George B. Hofmann, Esq., at Parsons Kinghorn & Harris, assists the
Debtors in their restructuring efforts.  The Debtors estimated
their assets and debts at $10 million to $50 million.


HEALTH MANAGEMENT: S&P Assigns 'BB-' Rating to Credit Facility
--------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'BB-' issue-level
rating (one notch above the corporate credit rating) and '2'
recovery rating to Naples, Fla.-based hospital operator Health
Management Associates Inc.'s (HMA) proposed $500 million revolving
credit facility, $1 billion term loan A, and $1.2 billion term
loan B.

"In addition, we assigned our 'B-' issue-level rating (two notches
below the corporate credit rating) and '6' recovery rating to the
company's $1 billion unsecured notes. The rating outlook on the
company is stable," S&P said.

"The speculative-grade rating on HMA reflects our expectation that
the company will continue to face operating margin pressures,"
said Standard & Poor's credit analyst David Peknay, "while
acquisitions will constrain credit measures to a level consistent
with an aggressive financial risk profile." "Key industry
challenges, most notably the uncertain reimbursement environment
for both government and other third-party payors, are a constant
for HMA as well as the entire hospital industry. We expect that
federal efforts to cut health care spending, such as the small
1.1% rate increase to acute care hospitals for 2012 and potential
for a cut of up to 2% from the Budget Control Act of 2011, will
put downward pressure on hospital payment rates for the
foreseeable future. In addition, reimbursement risk from the
precarious condition of many state budgets and possible
reimbursement cuts for state Medicaid programs continue to limit
the rating, in our view."


HUSSEY COPPER: Court OKs Kataman-Led Auction for All Assets
-----------------------------------------------------------
On Oct. 21, 2011, Bankruptcy Judge Brendan L. Shannon approved the
bid procedures with respect to the proposed sale of substantially
all of the assets of Hussey Copper Ltd., OAP Real State, LLC, and
Cougar Metals, Inc.

A sale agreement has been entered into between the sellers and KHC
Acquisition, LLC, as buyer, dated as of Oct. 21, 2011.  The buyer,
an affiliate of Kataman Metals LLC, offered $88.7 million for the
sellers' assets.

The Expense Reimbursement provisions of the Kataman Agreement are
approved.  In accordance with that agreement, the obligation to
pay the Expense Reimbursement will constitute an administrative
expense of the Debtors' estate under section 503(b)(1) of the
Bankruptcy Code to the extent that Kataman is not the Successful
Bidder.

The Bid Deadline is Nov. 11, 2011, at 12:00 p.m.  An auction will
be held on Nov. 14, 2011, at 10:00 a.m. at the offices of Saul
Ewing LLP, Centre Square West, 1500 Market Street, 38th Floor, in
Philadelphia, Pa., if more than one qualified bid is timely
received.

The Sale Hearing will be conducted on Nov. 16, 2011, at 10:00 a.m.

Objections, if any, to the relief requested in the Sale Motion
must be fild by Nov. 15,2011, at 4:00 p.m.

As reported in the TCR on Oct. 17, 2011, 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, a unit of Kataman
Metals 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.


HUSSEY COPPER: U.S. Trustee Appoints 7-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 seven
unsecured creditors to serve on the Official Committee of
Unsecured Creditors of Hussey Copper Corp.

The Creditors Committee members are:

      1. Metal Management Pittsburgh, Inc.
         c/o Sims Group USA Holdings Corporation,
         ATTN: Myles Partridge
         110 Fifth Avenue, 7th Floor
         New York NY 10011,
         Tel: (212) 500-7507
         Fax: (212) 604-0722

      2. Commercial Metals Company
         ATTN: Paul Kirkpatrick
         6565 N. MacArthur Blvd.
         Irving, TX 74039
         Tel: (972) 409-4726
         Fax: (214) 689-4326

      3. HKP Metals, Inc.
         ATTN: Michael Pennesi
         301 Wide Drive
         McKeesport PA 15135,
         Tel: (412) 751-0500
         Fax: (412) 751-4604

      4. Tri State Metal Company
         ATTN: Marc Spellman
         1745 Fulton Street
         Chicago IL 60612,
         Tel: (312) 226-7465

      5. Wimco Metals Inc.
         ATTN: Glen Gross
         401 Penn Avenue
         Pittsburgh PA 15221,
         Tel: (412) 243-8000
         Fax: (412) 243-2225

      6. United Scrap Metal
         ATTN: Brian Schafer
         1545 S. Cicero Avenue
         Cicero IL 60804
         Tel: (708) 780-5306
         Fax: (708) 780-0510

      7. United Steelworkers
         ATTN: David Jury
         Five Gateway Center, Room 807
         Pittsburgh PA 15222
         Tel: (412) 562-2545
         Fax: (412) 562-2574

                        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.  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 with seven members was appointed.
Lowenstein Sandler PC serves as the committee counsel.


HUSSEY COPPER: Section 341(a) Meeting Scheduled for Nov. 9
----------------------------------------------------------
The U.S. Trustee for Region 3 will convene a meeting of creditors
of Hussey Copper Corp. on Nov. 9, 2011, at 10:00 a.m. (Eastern
Time).

The meeting will be held at J. Caleb Boggs Federal Building, 844
King Street, Fifth Floor, Room 2112, Wilmington, Delaware.

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

All creditors are invited, but not required, to attend.  This
Meeting of Creditors offers the one opportunity in a bankruptcy
proceeding for creditors to question a responsible office of the
Debtor under oath about the company's financial affairs and
operations that would be of interest to the general body of
creditors.
                        About 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.  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 with seven members was appointed.
Lowenstein Sandler PC serves as the committee counsel.


INDIANA EQUITY: Can Access Fannie Cash Collateral Until Dec. 31
---------------------------------------------------------------
In a fifth interim order dated Oct. 18, 2011, the U.S. Bankruptcy
Court for the Northern District of Illinois granted Indiana Equity
Investments, LLC, authorization to use cash collateral of Federal
National Mortgage Association, until Dec. 31, 2011, solely to pay
the expenditures identified in the Budgets.

The Debtor will deposit all Rents and other income it receives
into the DIP Account maintained by Midwestern Equities, LLC, at
Chase Bank, N.A., and will pay all expenses using the DIP Account.

The Debtor will deposit all cash collateral and other income it
receives during the pendency of the Debtor's case into the DIP
account.

The Debtor will provide to Fannie Mae monthly accounting of all
deposits to, and disbursements from, the DIP Account on the 10th
day of each month for the prior month.

The Debtor will also account for and deposit into the DIP
Account all rents and other income received by the Debtor and held
by Debtor, Joseph Junkovic, Thomas Junkovic, Frano Junkovic, Maria
Junkovic, or any property management company or any management
employee.

The Debtor is not allowed to make any expenditures related to the
line items identified in the budgets as "Ownership Payroll" or
Health Insurance" only as those health insurance expenditures
relate to Joseph Junkovic, Thomas Junkovic, and Maria Junkovic
without further order of the Court.

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

To the extent the adequate protection is insufficient to protect
Fannie Mae's interest in the cash collateral, Fannie Mae is also
granted all of the other benefits and protections allowable under
11 U.S.C. Section 507(b).

The date of the final hearing has not been set.

As of the Petition Date, Fannie Mae asserts that the Debtor owes
it no less than $8,190,878, plus interest, fees and other charges.

                      About Indiana Equity

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

Indiana Equity's petition was signed by Joseph Junkovic, as the
manager.  Mr. Junkovic commenced his own Chapter 11 case (Bankr.
N.D. Ill. Case No. 10-55888) in 2010.


INDIANAPOLIS DOWNS: Wins in Tax Dispute With State Revenue Dep't.
-----------------------------------------------------------------
Indianapolis Business Journal reports Judge Brendan Linehan
Shannon of the U.S. Bankruptcy Court in Delaware agreed on
Oct. 26, 2011, with Indiana Live's attorneys that the state is
unfairly taxing the Shelbyville racetrack and casino on money it
doesn't get to keep.  Hoosier Park, the state's other racino in
Anderson that recently emerged from bankruptcy, joined in the case
in August and also will reap the benefit of the ruling.

According to the report, Indiana Live appealed to the court in
late July to consider whether the Indiana Department of Revenue is
correctly interpreting state tax law.

The report says the racinos have to set aside 15% of their revenue
in horse-industry trust accounts that go toward purse money and
care for older horses.  Some of the money also goes toward tobacco
cessation and, if it exceeds a state-mandated cap, a portion goes
back to the state's general fund.  The racinos have been paying
taxes on that portion of their revenue -- a policy Indiana Live
contends is unfair.

The report relates that Judge Shannon ruled that Indiana Live is
not subject to taxation on that 15% because the racino is a "mere
conduit" and does not control the money.  "The debtor merely
collects the funds and passes them along, and thus they are not
included in the debtor's income," the report quotes Judge Shannon
as saying.  "Because the Graduated Tax is measured by the debtor's
income, the [15%] cannot be included in that tax."

In its initial appeal to the court, Indiana Live attorneys
projected that it could save about $15 million annually in taxes,
a figure that would be doubled if applied to both racinos, notes
the report.

A copy of Judge Shannon's Oct. 26 opinion is available at
http://is.gd/XHRFsQfrom Leagle.com.

                     About Indianapolis Downs

Indianapolis Downs LLC operates Indiana Live --
http://www.indianalivecasino.com/-- a combined race track and
casino at a state-of-the-art 283 acre Shelbyville, Indiana site.
It also operates two satellite wagering facilities in Evansville
and Clarksville, Indiana.  Total revenue for 2010 was $270
million, representing an 8.7% increase in 2009.  The casino
captured 53% of the Indianapolis market share.

In July 2001, Indianapolis Downs was granted a permit to conduct a
horse track operation in Shelvyville, Indiana, and started
operating the track in 2002.  It was granted permission to operate
the casino at the racetrack operation in May 2007.  The casino
began operations in July 2010.

Indianapolis Downs and subsidiary, Indianapolis Downs Capital
Corp., sought Chapter 11 protection (Bankr. D. Del. Lead Case No.
11-11046) in Wilmington, Delaware, on April 7, 2011.  Indianapolis
Downs estimated $500 million to $1 billion in assets and up to
$500 million in debt as of the Chapter 11 filing.  According to a
court filing, the Debtor owes $98,125,000 on a first lien debt. It
also owes $375,000,000 on secured notes and $72,649,048 on
subordinated notes.

Matthew L. Hinker, Esq., Scott D. Cousins, Esq., and Victoria
Watson Counihan, Esq., at Greenberg Traurig, LLP in Wilmington,
Delaware, have been tapped as counsel to the Debtors. Christopher
A. Ward, Esq., at Polsinelli Shughart PC, in Wilmington, Delaware,
is the conflicts counsel. Lazard Freres & Co. LLC is the
investment banker. Bose Mckinney & Evans LLP and Bose Public
Affairs Group LLC serve as special counsel. Kobi Partners, LLC,
is the restructuring services provider. Epiq Bankruptcy
Solutions is the claims and notice agent.


INTERCORP RETAIL: Moody's Rates Proposed Global Notes at 'B1'
-------------------------------------------------------------
Moody's Investors Service (Moody's) has assigned a senior
unsecured rating of B1 to the proposed fixed rate global notes of
Intercorp Retail Trust for an amount of up to US$300 million. At
the same time, Moody's has assigned a corporate family rating of
B1 to Intercorp Retail, Inc. (Intercorp Retail). The rating
outlook is stable.

RATINGS RATIONALE

The B1 Corporate Family Rating of Intercorp Retail reflects key
credit challenges including the estimated high leverage post
issuance of the notes as well as high capital expenditures planned
for the next few years that could continue to negatively impact
Intercop Retail's liquidity. Moody's estimates pro-forma adjusted
Debt/EBITDA of 5.9x after the issuance of the notes (pro-forma
Debt/EBITDA is 5.1x) and free cash flow to remain negative driven
by high capital expenditures. The company's plans to reduce its
leverage are highly dependent on its ability to continue to
successfully demonstrate organic growth in the domestic market.

The B1 rating is supported by the defensive business profile in
the company's food and pharmacy retail operation, its significant
market position in the Peruvian retail sector despite its
relatively small size compared to other international peers, and
its experienced management team. The rating also incorporates
Moody's expectation that the company will reduce its leverage
(post issuance of the global notes) over the next 3 to 4 years
through increased EBITDA generation. While the company could
benefit from Peru's expected growth over the next couple of years
the overall economic uncertain global macroeconomic environment
could negatively affect Peru's economic growth.

The stable outlook reflects Moody's expectation that Intercorp
Retail's projected organic growth and increased earnings will keep
credit metrics consistent with the rating category. The outlook
also reflects the expectation that there won't be any acquisitions
and/or changes in financial policies.

The principal methodology used in rating Intercorp Retail was the
Global Retail Industry Methodology published in June 2011.

The Local Market analyst for this rating is Alonso Sanchez
Rosario, (55) 1253-5706.

Intercorp Retail is a holding company for a group of leading
retailers in Peru which include a supermarket chain (Supermercados
Peruanos), a pharmacy chain (InkaFarma), department stores
(Oechsle), home improvement stores (Promart) and a financial
company (Financiera Uno) . The supermarket and pharmacy chains are
Intercorp Retail's's core business in which holds an important
market position. Total revenues and EBITDA accounted for
approximately US$1.5 billion and US$86 million, respectively, over
the last twelve months ended June 30, 2011.


INTERCORP RETAIL: Fitch Rates Proposed $300MM Notes at 'BB-'
------------------------------------------------------------
Fitch Ratings has assigned a 'BB-' Issuer Default Rating (IDR) to
Intercorp Retail Trust (IRT) and a 'BB-(exp)' rating to the
company's USD300 million proposed senior notes.  IRT is a trust
formed under the laws of the Cayman Islands solely to issue the
notes.  Fitch has also assigned 'BB-' local and foreign currency
IDRs to Intercorp Retail Inc.  The Rating Outlook is Stable.

The proposed issuance will be unconditionally and irrevocably,
jointly and severally, guaranteed by Intercorp Retail Inc.
(Intercorp Retail) and its subsidiaries: Supermercados Peruanos
Holding Corp., IFH Pharma Corp., Coeptum Holding Ltd., Zermatt
Pharmaceulticals, Pharmacies Europeennes Holding, Chammar Trading,
IFH Retail Corp., HPSA Corp, Lince Global Opportunities, Eckerd
Peru S.A. (Inkafarma), Boticas del Oriente S.A.C., Eckerd Amazonia
S.A.C., Inmobiliaria Espiritu Santo S.A.C.

The final rating is contingent upon the receipt of final documents
conforming to information already received.

Intercorp Retail's ratings reflect its diversified business model,
continued growing operations, and solid market position in Peru's
supermarket and pharmacy retail segments.  Factors that constrain
the rating are the company's high leverage and negative free cash
flow generation due to significant capex plan and recent strategic
acquisition.  The ratings also consider the company's limited
geographic position, as all of its retail operations are in Peru,
and the increasing competition in Peru's highly concentrated
formal retail sector, as key competitors are implementing
significant capex plans to consolidate their market positions.

Intercorp Retail has a solid market position in Peru's growing and
under penetrated retail sector through Supermercados Peruanos S.A.
(SPSA), the second largest supermarket chain in Peru with 35%
market share, Inkafarma, the leader pharmaceutical retail chain in
Peru with a 47% market share, and expanding operations in the
department store, credit card operations, and home improvement
segments through its operating companies Tiendas Peruanas S.A.
(TPSA), Financiera Uno S.A. (FUSA), and Homecenter Peruanos S.A.
(HCPSA).

The Stable Outlook incorporates the view that the company's credit
profile will remain stable during the next year.  The company's
consolidated adjusted gross leverage, measured by total adjusted
debt to EBITDAR, is expected to remain stable in the range of 5
times (x) to 5.5x range through the end of 2012.

Strong Brand and Solid Market Position in Peru's Supermarket and
Pharmacy Retail Segments:

Intercorp Retail's ratings are supported by the strength of the
credit quality, strong brand recognition, and consolidated market
position of its most important indirect operating subsidiaries,
SPSA and Inkafarma, which represent approximately 64% and 31% of
Intercorp Retail's consolidated revenues during LTM June 2011.  As
of June 30, 2011, The company held 99.6% and 74.2% of the total
outstanding economic interest in SPSA and Inkafarma, respectively.

SPSA is the second largest supermarket chain in Peru, with an
estimated 35% market share.  As of June 30, 2011, SPSA operated 67
stores throughout the country with a total sales area of 185,958
square meters, with revenues, EBITDAR, and EBITDAR margin levels
of S/.2,599 million, S/.227 million, and 8.7%, respectively.
SPSA's gross adjusted leverage was 3.7x and 3.0 during the LTM
ended June 30, 2011 and December 2010, respectively.

Inkafarma is the leading pharmaceutical retailer in Peru, with an
estimated market share of 46.6% market.  As of June 30, 2011,
Inkafarma operated 409 stores throughout the country and had
revenues, EBITDAR, and EBITDAR margin levels of S/.1,256 million,
S/.113 million, and 9%, respectively.  Inkafarma's gross adjusted
leverage was 2.1x and 1.8 during for the LTM ended June 30, 2011
and during 2010, respectively.

Intercorp Retail's ratings also factor in an expected improvement
between 2011 and 2013 in the credit profiles of its other four
indirect operating subsidiaries Tiendas Peruanas S.A. (TPSA),
Financiera Uno, Homecenter Peruanos S.A. (HCPSA) and Milenia with
operations in the department store, credit card operations, home
improvement, and real estate segments, respectively.

Consolidated Revenue Expected to Increase 20% during 2011 and
2012:

The ratings factor in the expectation that Intercorp Retail's
business will continue growing significantly in the next several
years due to the positive business environment in Peru and the
company's sound diversified retail business strategy.  Peru's
retail industry has solid fundamentals due to a strong
macroeconomic environment, with the economy expected to grow by
4.9% and 4.5% during 2011 and 2012, respectively.

On a pro forma basis, considering the recently acquired Inkafarma,
Intercorp Retail's 2010 consolidated revenues were approximately
S/.3,761 million with SPSA, Inkafarma, and TPSA representing
approximately 64%, 32%, and 5% of revenues.  The ratings reflect
Fitch's view that Intercorp Retail consolidated revenues will grow
by approximately 20% each year during 2011 and 2012 due to new
store openings, the solid performance of SPSA and Inkafarma, and
significant improvement in TPSA, HCPSA, and Financiera Uno's
revenues.

Negative Free Cash Flow due to Investment Cycle and Recent
Acquisition:

During the LTM ended June 30, 2011, the company had negative free
cash flow of S/. 1,218 million and a negative FCF margin of 29.8%.
Negative free cash flow was primarily the result of the Inkafarma
acquisition. Fitch's LTM June 2011 FCF calculation considers cash
flow from operation (S/.105 million) less capital expenditures and
investments (S/.1,218 million).  The company's capex and
acquisition plan during 2011 and 2012 are expected to reach
amounts of S/.450 million and S/.150 million, respectively. The
main cash absorbing operating company in terms of capex during
2011/12 period will be SPSA with approximately S/. 365 million
(USD129 million) in capex that will primarily be used to fund the
construction of the company's new distribution center and food
facilities.  The company is expected to reach neutral to slightly
negative free cash flow by 2013.

High Leverage:

The ratings are constrained by Intercorp Retail's high adjusted
gross leverage. As of June 30, 2011, Intercorp Retail's total
adjusted debt (on-balance and off-balance) was S/.1.434 million.
The company's total on-balance debt was S/. 881 million and it was
composed primarily of bank loans, public debt, and financial
leasing. The company's off-balance debt associated with operating
lease obligations was S/.553 million, resulting from rental
expenses of S/.79 million.  The company's consolidated financial
leverage, measured by the Total Adjusted Debt/ EBITDAR, was 4.6x
during the LTM.  On a pro forma basis, considering the proposed
USD300 million note and an EBITDAR of S/. 311 million during the
LTM, the company's gross adjusted leverage is estimated to be
5.6x.  The ratings incorporate the expectation that the company's
gross adjusted leverage by the end of 2012 will be around 5x.

Adequate Liquidity:

The ratings reflect the company's adequate liquidity and the view
that its debt profile will improve with the proposed transaction,
as part of the proceeds would be used to pay off a short term loan
used to partially fund the recent acquisition of Inkafarma.  On a
pro-forma basis, the company would have debt amortizations of
approximately S/. 88 million, S/. 77 million, and S/. 132 million
during 2011, 2012, 2013, respectively. Also incorporated in the
ratings is an expectation that the company will maintain adequate
liquidity levels.  At the end of June 2011, the company had a cash
position of S/. 105 million and it is expected to be above S/. 200
million by the end of 2011.


IRWIN MORTGAGE: Plan Filing Period Extended to March 6
------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of Ohio has
extended the exclusive periods of Irwin Mortgage Corporation to
file and solicit acceptances for the proposed chapter 11 plan
until March 6, 2012, and May 8, 2012, respectively.

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

                       About Irwin Mortgage

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

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

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


JMR DEVELOPMENT: Court Approves Charles Alfred Cuprill as Counsel
-----------------------------------------------------------------
The Hon. Edward A. Godoy of the U.S. Bankruptcy Court for the
District of Puerto Rico authorized JMR Development Group Corp. to
employ Charles Alfred Cuprill as counsel.

As reported in the Troubled Company Reporter on Oct. 10, 2011, the
firm's principal, Charles A. Cuprill-Hernandez, Esq., attested
that the members of the firm are disinterested persons as defined
in 11 U.S.C. Sec. 101(14).

The firm's hourly rates are:

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

                    About JMR Development Group

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


KH FUNDING: Seeks Court's Nod of Protocol for Disposition of Loans
------------------------------------------------------------------
KH Funding Company asks the U.S. Bankruptcy Court for the District
of Maryland to approve procedures that will enable KH Funding to
enter into proposed loan modification agreements with borrowers or
take enforcement actions with respect to KH Funding's
nonperforming or otherwise substandard loans, without the need for
KH Funding to seek approval on motion and notice in each instance.

The Committee has reviewed and approved the Protocol.

The Protocol promotes both efficiency and transparency in KH
Funding's operations and enables KH Funding, in the exercise of
its business judgment, to increase the value of its loan portfolio
by modifying loans to enable its defaulting borrowers to perform.
Approval of the Protocol also would eliminate any uncertainty as
to whether a particular loan modification or enforcement action
would constitute a use of property by KH Funding outside of KH
Funding's ordinary course of business

The key elements of the Protocol are as follows:

* Loans With Principal Balances Under $100,000: Modifications may
be made provided KH Funding has received approval of the Committee
or the Court (if the Committee does not approve), except that KH
Funding may, without Committee or Court approval, enter into an
agreement to (i) modify the interest rate on a loan; (ii) waive
late fees; (iii) capitalize interest; and/or (iv) extend the term
of a loan by not more than two (2) years.

* Loans With Principal Balances of $100,000 Or More: Modifications
may be made provided KH Funding has received approval of the
Committee or the Court (if the Committee does not approve), except
that KH Funding may, without Committee or Court approval, enter
into an agreement to (i) reduce the interest rate on a loan to no
less than three percent (3%) per annum: (ii) capitalize interest;
(iii) waive late fees; and/or (iv) extend the term of a loan by no
more than two (2) years.

* Loan To Insiders: KH Funding must obtain approval of the
Committee or Court (if the Committee does not approve) to (i)
enter into any agreement to modify a loan to an insider; or (ii)
take enforcement action with respect to any loan to an insider.

* Loan Sales: KH Funding must obtain approval of the Committee or
Court (if the Committee does not approve) to sell any loan.

The Committee will be deemed to have approved KH Funding's
proposed loan modification or enforcement action if the Committee
has not objected to the modification or action within three (3)
business days after receiving notice of the proposed action as
described in the Protocol.

                      About KH Funding Company

Silver Spring, Maryland-based KH Funding Company is a Maryland
corporation whose business activities consisted primarily of
originating, acquiring, and servicing mortgage loans.
Specifically, KH Funding originated commercial real estate
mortgage loans and investment property residential mortgage loans
and also purchased residential first and second mortgage loans
from other lenders.  These lending activities have been
concentrated primarily in the greater Washington, D.C. and
Baltimore areas.

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

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

As reported in the TCR on Oct. 3, 2011, KH Funding Company and the
Official Committee of Unsecured Creditors filed a proposed Joint
Plan of Liquidation for KH and an explanatory disclosure
statement.


LEHMAN BROTHERS: Completes Sale of Interest in Rosslyn
------------------------------------------------------
Lehman Brothers Holdings Inc. has completed the sale of its
interest in a 10-building, 3.0 million square-foot Rosslyn,
Virginia real estate portfolio to Goldman Sachs & Co. Monday
Properties, which originally acquired the properties in
partnership with Lehman in 2007, remains in place as an owner and
the operator of the portfolio.

"Early on in the bankruptcy process, we had determined that the
portfolio's unique blend of well-leased operating assets with as-
of-right redevelopment potential and a fully-entitled development
site would be poised to attract significant interest from core
capital providers when the real estate and capital markets
improved," said Jeff Fitts, a managing director at professional
services firm Alvarez & Marsal who heads Lehman's real estate
group.  "We spent the next three years with our joint venture
partner and operator, Monday Properties, aggressively managing
occupancy, starting the construction of 1812 N. Moore and
preserving flexibility in our capital structure.  This transaction
is another example of our executing the sale strategy we laid out
at the beginning of the year and has enabled us to achieve a
strong result for our creditors."

"Lehman's strategic capital infusion in 2010 both eliminated the
market's speculation that the portfolio was distressed and
prevented the partnership from encumbering the assets with
expensive, structured financing available at that time," added
Ashish Gupta, a senior vice president in the Lehman Brothers real
estate group.  "We aptly shifted the focus to the strong intrinsic
value of the real estate, vastly improved the liquidity of our
ownership interest, and ultimately delivered a sizeable return to
our creditors on account of their 2010 investment in the
portfolio."

Anthony Westreich, Chief Executive Officer, Monday Properties,
said, "Lehman Brothers has been a valued partner of Monday
Properties, and we are pleased now to have Goldman Sachs as our
new partner in this exceptional property portfolio.  This
portfolio is unique in having core, value add, redevelopment and
new development assets.  It represents 30% of all commercial real
estate in Rosslyn, including the trophy properties 1000 and 1100
Wilson Boulevard, and is currently 92% leased."

The sale was arranged by Eastdil Secured and previously approved
by the bankruptcy court on August 17, 2011.

                       About Lehman Brothers

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

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

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

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

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

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

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

               International Operations Collapse

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

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

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


LEHMAN BROTHERS: Noteholders to Vote on Plan Until Nov. 4
---------------------------------------------------------
All holders of structured notes issued by the now-bankrupt Lehman
Brothers Holdings, Inc., including so-called "100% Principal
Protection Notes," recently received a notice from the committee
representing unsecured creditors in the bankruptcy proceeding.
The committee recommends that noteholders vote to accept a plan
under which they would receive 21c on each dollar invested.  The
committee provides a voting deadline of Nov. 4, 2011.

Many noteholders have questions about this notice.  They should be
aware that the bankruptcy proceeding should be viewed as separate
and apart from any legal claims they may have against the
brokerage firm that sold them their Lehman structured notes,
including UBS Financial Services, Inc.

To contact law firm:

        Jacob H. Zamansky
        Zamansky & Associates LLC
        50 Broadway, 32nd Floor
        New York, New York 10004
        Tel: (212) 742-1414
        E-mail: jake@zamansky.com

                      About Lehman Brothers

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

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

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

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

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

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

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

               International Operations Collapse

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

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

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


LOS ANGELES DODGERS: Wants Exclusive Periods Extended for 6 Months
------------------------------------------------------------------
Los Angeles Dodgers LLC, et al., ask the U.S. Bankruptcy Court for
the District of Delaware to extend their exclusivity periods to
file a Chapter 11 plan and solicit acceptances of its Chapter 11
plan for a period of six months, based solely on the complexity of
their businesses and assets and the legal and issues that need to
be addressed in the bankruptcy proceedings.

The Commissioner has made it clear that he will not engage in any
dialogue with the Debtors regarding the marketing procedures (for
the future telecast rights beyond the 2013 season) proposed by the
Debtors, and will not agree to any plan of reorganization that
does not involve a forced sale of the Dodgers.

Similarly, Fox Sports, which the Debtors say has a pecuniary
interest in preventing the Debtors from marketing the Telecast
Rights, has declined the Debtors' invitation to provide comments
with respect to the proposed procedures.

In addition, the Commissioner and Fox Sports have initiated
separate litigation proceedings -- including a motion to terminate
the exclusive period, a motion to disqualify counsel, and a
separate adversary proceeding seeking declaratory relief.

This is the Debtors' initial request for extension of their
exclusive periods.

                     About Los Angeles Dodgers

Los Angeles Dodgers LLC operates the Los Angeles Dodgers, a
professional Major League Baseball club in the Los Angeles
metropolitan area.  Frank McCourt, a Boston real-estate developer
who unsuccessfully bid for the Boston Red Sox, bought the Dodgers
from Rupert Murdoch's Fox Entertainment Group, Inc. in 2004 for
$330 million.  Mr. McCourt also bought the Dodgers Stadium from
Fox for $100 million.

Los Angeles Dodgers LLC filed for bankruptcy protection (Bankr.
D. Del. Lead Case No. 11-12010) on June 27, 2011, after MLB
Commissioner Bud Selig rejected a television deal with News
Corp.'s Fox Sports, leaving Mr. McCourt unable to make payroll for
June 30 and July 1.  Fox Sports has exclusive cable television
rights for Dodgers games until the end of 2013 baseball season.

Chapter 11 filings were also made for LA Real Estate LLC, an
affiliated entity which owns Dodger Stadium, and three other
related holding companies.

The petition estimates assets of up to $500 million and debts of
up to $1 billion.  In its schedules, the LA Dodgers baseball club
disclosed $77,963,734 in assets and $4,695,702 in liabilities.  LA
Real Estate LLC disclosed $161,761,883 in assets and $0 in
liabilities.

According to Forbes, the team is worth about $800 million, making
it the third most valuable baseball team after the New York
Yankees and the Boston Red Sox.

Judge Kevin Gross presides over the case.  Lawyers at Young,
Conaway, Stargatt & Taylor and Dewey & LeBoeuf LLP serve as the
Debtors' bankruptcy counsel.  Epiq Bankruptcy Solutions LLC is the
claims and notice agent.  Public relations specialist Kekst and
Company has been hired for crisis support.  Covington & Burling
LLP serves as special counsel.

An official committee of unsecured creditors has been appointed in
the case.  The panel has tapped Lazard Freres & Co. as financial
adviser and investment banker, and Morrison & Foerster LLP and
Pinckney, Harris & Weidinger, LLC as counsel.

The LA Dodgers is the 12th sports team in North America to have
sought bankruptcy protection, according to The Wall Street
Journal.

The reorganization is being financed with a $150 million unsecured
loan from the Commissioner of Major League Baseball.  The loan
gives the Commissioner few of the controls lenders often demanded
from bankrupt companies.


MAGNETEK INC: Submits Continued Listing Plan to the NYSE
--------------------------------------------------------
Magnetek, Inc. provided an update of its ongoing communications
with the New York Stock Exchange.

Magnetek's Continued Listing Plan Submitted to the NYSE

The NYSE notified the Company on Oct. 26, 2011, that it is
reviewing the Company's proposed plan for continued listing on the
NYSE.  The Company had submitted its plan earlier in Oct. 2011 and
expects to receive a response from the NYSE within the next week.
The NYSE Listings and Compliance Committee may choose, at its
discretion, to truncate the plan period for regaining compliance
with the NYSE's continued listing standards from the standard 18
month period, given the Company's recurrence of having fallen
below the continued listing standards.

As previously disclosed in a press release issued and Form 8-K
filed in September 2011, Magnetek received a notice from the NYSE
that it was considered "below criteria" because the Company's
total average market capitalization over a consecutive 30-day
trading period and its most recently reported stockholders' equity
each amounted to less than $50 million.

Below Criteria Notification for Average Share Price

The NYSE further notified the Company on October 26, 2011, that
the Company has fallen below the NYSE's continued listing standard
relating to the price of its common stock, which requires a
minimum average closing price of $1.00 per share over 30
consecutive trading days.  As of October 20, 2011, the 30 trading-
day average closing price was $0.98.

The Company has a period of six months to bring its average share
price back above $1.00.  Under the NYSE rules, the Company's
common stock will continue to be listed on the NYSE during the
cure period, subject to the Company's compliance with the other
continued listing requirements.  The Company plans to notify the
NYSE within 10 days of receipt of the letter that it intends to
cure the deficiency.  The Company is not required to submit a
business plan to the NYSE pertaining to the average share price.

Under the NYSE rules, the Company can demonstrate an accelerated
cure based on a $1.00 share price on both the last trading day of
any calendar month within the cure period and the average share
price over the 30 trading days preceding the end of that month.

Proxy Statement Proposal Authorizing a Reverse Stock Split

Given the Company's recurring compliance issues over the past
several years with the NYSE's continued listing standards related
to the Company's capitalization, the Company's most recent
definitive proxy statement, filed on Sept. 19, 2011, included a
proposal for the Company's shareholders to vote on authorizing a
reverse split of the Company's common stock.

The proposed reverse stock split is intended to increase the
company's stock price in order to make the Company eligible for
listing on another national exchange, either the Nasdaq Stock
Exchange or the NYSE Amex Equities exchange, either at the
Company's option, or in the event the Company is ultimately unable
to regain compliance with the NYSE's continued listing standards.
Nasdaq requires a minimum share price of $4.00 and Amex requires a
minimum share price of $3.00.

In the event the reverse stock split is not authorized by
shareholders and the Company does not ultimately regain compliance
with the NYSE's continued listing standards within the prescribed
time frames as outlined above, and if the NYSE commences
proceedings to delist Magnetek, the Company would likely initiate
an orderly transition to the over-the-counter market.

                       Important Information

On Sept. 19, 2011, the Company filed with the Securities and
Exchange Commission a definitive proxy statement and accompanying
material in connection with its annual meeting of stockholders.
Investors and security holders are strongly advised to read the
definitive proxy statement as it contains important information
about the Company and the proposals to be presented at the annual
meeting.  Investors and security holders may obtain the proxy
statement and any annual, quarterly and current reports and other
information the company files with the SEC for free at the SEC's
website at http://www.sec.gov/or at the Company's website at
http://www.magnetek.com/

The Company's directors and executive officers may be deemed to be
participants in the solicitation of proxies from the Company's
stockholders for its annual meeting.  Information regarding the
interests of such persons is included in the Company's definitive
proxy statement filed with the SEC on Sept. 19, 2011, which is
available free of charge as described above.

                      About Magnetek Inc.

Magnetek, Inc. provides digital power control systems that are
used to control motion and power primarily in material handling,
elevator and energy delivery applications.  The Company is
headquartered in Menomonee Falls, Wis.


MARCO POLO: Asks Bankruptcy Judge for More Restructuring Time
-------------------------------------------------------------
Dow Jones' DBR Small Cap reports that after narrowly winning court
permission to continue restructuring under Chapter 11 bankruptcy
protection, Marco Polo Seatrade BV executives asked a judge for
more time to negotiate deals with their biggest lenders, owed
about $207.4 million.

                         About Marco Polo

Marco Polo Seatrade B.V. operates an international commercial
vessel management company that specializes in providing commercial
and technical vessel management services to third parties.
Founded in 2005, the Company mainly operates under the name of
Seaarland Shipping Management and maintains corporate Headquarters
in Amsterdam, the Netherlands.  The primary assets consist of six
tankers that are regularly employed in international trade, and
call upon ports worldwide.

Marco Polo and three affiliated entities filed for Chapter 11
protection (Bankr. S.D.N.Y. Lead Case No. 11-13634) on July 29,
2011.  The other affiliates are Seaarland Shipping Management
B.V.; Magellano Marine C.V.; and Cargoship Maritime B.V.

Marco Polo is the sole owner of Seaarland, which in turn is the
sole owner of Cargoship, and also holds a 5% stake in Magellano.
The remaining 95% stake in Magellano is owned by Amsterdam-based
Poule B.V., while another Amsterdam company, Falm International
Holding B.V. is the sole owner of Marco Polo.  Falm and Poule
didn't file bankruptcy petitions.

The filings were prompted after lender Credit Agricole Corporate
& Investment Bank seized one ship on July 21, 2011, and was on
the cusp of seizing two more on July 29.  The arrest of the
vessel was authorized by the U.K. Admiralty Court.  Credit
Agricole also attached a bank account with almost $1.8 million
on July 29.  The Chapter 11 filing precluded the seizure of the
two other vessels.

Evan D. Flaschen, Esq., Robert G. Burns, Esq., and Andrew J.
Schoulder, Esq., at Bracewell & Giuliani LLP, serve as bankruptcy
counsel.  The cases are before Judge James M. Peck.

The petition said assets and debt are both more than
$100 million and less than $500 million.


MCG CAPITAL: Fitch Cuts Long-Term Issuer Default Rating to 'BB-'
----------------------------------------------------------------
Fitch Ratings has downgraded the long-term Issuer Default Rating
(IDR) and unsecured debt rating of MCG Capital Corporation (MCG)
to 'BB-' from 'BB'.  The ratings have also been placed on Rating
Watch Negative.  Approximately $8.7 million of unsecured debt is
affected by these actions.

The rating downgrade reflects the sudden departure of Chief
Executive Officer (CEO), Stephen F. Tunney Sr. and the potential
impact of his departure on MCG's warehouse facility with SunTrust.
MCG is exposed to key-man risk within its business, as the
departure of CEO Steven Tunney, or EVP, Business Development B.
Hagen Saville, could result in a default under the SunTrust
Warehouse facility, unless a replacement, which is reasonably
acceptable to the bank, is found within 90 calendar days. If no
replacement is found, the termination date of the facility would
be accelerated.

Fitch believes the acceleration of the facility's maturity could
further weaken the company's liquidity profile and reduce MCG's
already limited funding flexibility. At June 30, 2011
approximately $77 million on the $150 million warehouse facility
was outstanding.  The ratings also reflect Fitch's view that
Stephen Tunney was an integral part of MCG's operational and
strategic management.

Fitch expects to resolve the Rating Watch Negative in the near
term as MCG works with SunTrust to amend the credit facility
covenant.  Upon resolution, the ratings could be affirmed or
downgraded several notches to reflect the company's liquidity and
funding profile, its core operating performance, as well as the
impact of any strategic actions on creditors, including the use of
cash for significant share repurchase activity or a decline in the
quality of unencumbered assets.

As a business development company MCG primary lends to and or
invests in middle-market companies.  Investment capital is often
used to fund acquisitions, recapitalizations, buyouts or to
support organic growth and working capital. The company is
headquartered in Arlington, Virginia.

Fitch has downgraded the following ratings and placed them on
Rating Watch Negative:

MCG Capital Corporation

  -- Long-term IDR downgraded to 'BB-' from 'BB';
  -- Senior unsecured debt downgraded to 'BB-' from 'BB'.


MF GLOBAL: Moody's Downgrades Sr. Debt Rating to 'Caa1'
-------------------------------------------------------
Moody's downgraded MF Global Holdings Ltd (MF Global) senior debt
to Caa1 from Ba2 and its preferred shares to C from B1 following
the firm's October 31, 2011 bankruptcy filing. The ratings remain
under review.

RATINGS RATIONALE

The Caa1 senior rating reflects Moody's current view of the
expected recovery value for MF Global's senior creditors
considering the preponderance of liquid assets held at fair value
on MF Global's balance sheet. The downgrade of preferred shares to
C represents the expected high severity of losses due to the
shares' deep subordination in the capital structure. Moody's also
withdrew several shelf ratings.

The review will focus on the potential sale of assets or legal
entities and will examine the extent to which the liquidation of
MF Global's remaining sovereign exposure may impact holding
company bondholders' recovery rates.

The principal methodology used in this rating was Global
Securities Industry Methodology published in December 2006.

Downgrades:

   Issuer: MF Global Holdings Ltd.

   -- Issuer Rating, Downgraded to Caa1 from Ba2

   -- Pref. Stock Preferred Stock, Downgraded to C from B1

   -- Senior Unsecured Conv./Exch. Bond/Debenture, Downgraded to
      Caa1 from Ba2

   -- Senior Unsecured Regular Bond/Debenture, Downgraded to Caa1
      from Ba2

Withdrawals:

   Issuer: MF Global Holdings Ltd.

   -- Multiple Seniority Shelf, Withdrawn, previously rated (P)B1,
      (P)Ba2, (P)Ba3


MF GLOBAL: S&P Lowers Counterparty Credit Rating to 'D'
-------------------------------------------------------
Standard & Poor's Ratings Services lowered its counterparty credit
rating on MF Global to 'D' from 'BBB-'. "At the same time, we
lowered the company's debt ratings to 'D'. We are removing the
ratings from CreditWatch where they were placed on Oct.
26, 2011, with negative implications," S&P said.

MF Global filed for Chapter 11 bankruptcy protection in a New York
bankruptcy court early Monday. Standard & Poor's placed MF Global
on CreditWatch negative on Oct. 26, 2011, following the company's
announcement of a large generally accepted accounting principles
(GAAP) loss for its second fiscal quarter of 2012 (quarter ended
Sept. 30, 2011). "The CreditWatch placement reflected our view
that the company would be unable to generate near-term
profitability and that there would be potential funding pressure
as confidence in the company eroded," S&P said.


MF GLOBAL: Block & Leviton Investigates Firm's Bankruptcy
---------------------------------------------------------
Block & Leviton LLP, a Boston-based law firm representing
investors seeking to recover money lost due to investment fraud,
is investigating possible securities fraud claims involving MF
Global Holdings Ltd.

The investigation commenced when the Company filed for bankruptcy
on Monday Oct. 31, 2011 after a deal with Interactive Brokers to
sell portions of the Company collapsed.  The alleged deal
unraveled when Interactive Brokers uncovered that as much as $700
million of customer money was missing from MF Global accounts.
The Company later disclosed to regulators that customer money was
indeed missing, according to a joint statement released by the
Securities and Exchange Commission and the Commodity Futures
Trading Commission.  Federal regulators continue their
investigation. Based upon these allegations, it appears that the
Company failed to disclose material information about the nature
of its business and the fact that it had co-mingled client funds
with its own, in violation of federal regulations and causing
investors who purchased MF Global stock to suffer losses.

MF Global found itself looking for suitors following multiple
downgrades of its credit ratings by Moody's Investor Service,
Standard & Poor's, and Fitch Ratings.

The first downgrade occurred on October 24, 2011 and then again on
Oct. 26, 2011.  The Company's credit rating was then reduced to
junk status on October 27, 2011.  On Oct. 25, 2011 following the
first downgrade, MF Global's stock plummeted 47% to close at
$1.86.  On Oct. 28, 2011, following the downgrade to junk status,
the stock took another plunge of 16% from the prior day's close at
$1.20 per share.  From Oct. 25, 2011 through Oct. 28, 2011, the
Company experienced an unprecedented high trading volume.  The New
York Stock Exchange suspended trading in the Company's stock and
moved to de-list its shares on Nov. 1, 2011.


MF GLOBAL: Hagens Berman Investigates Firm Following Bankruptcy
---------------------------------------------------------------
Hagens Berman Sobol Shapiro LLP is investigating brokerage firm MF
Global Holdings following reports that the company admitted to
regulators that it diverted customers' funds.

Institutional investors, hedge funds, mutual funds and others who
purchased MF common stock or 6.25% bonds as part of a $325 million
offering in Aug., 2011 are encouraged to contact the firm.
Partner Reed R. Kathrein is leading the firm's investigation and
can be reached at (510) 725-3000 or via email at
MFGlobal@hbsslaw.com. Investors can also learn more about this
investigation at http://www.hbsslaw.com/MFGlobal/

MF Global filed for bankruptcy on Oct. 31, 2011.  On the same day,
the Securities and Exchange Commission and the Commodity Futures
Trading Commission  issued a joint statement, noting that a deal
to sell off part of the company to another firm had not been
agreed to. The statement also noted that MF Global had reported
"possible deficiencies" in customer accounts.

On Nov. 1, 2011, The Wall Street Journal reported that, according
to a federal official, MF Global told regulators that money was
missing from customers' accounts.

The same day, the company was suspended from trading on the London
Metal Exchange. It has also been suspended as a clearing member of
CME Group, Inc., one of the largest futures markets.

Hagens Berman is investigating whether the company misappropriated
customers' funds, using their money to offset losses the company
incurred in failed investments.

"A central tenet of Wall Street regulation is that company money
and customers' money must be kept separate," said Mr. Kathrein.
"If MF Global allowed customer money to be used to prop up the
company, the company should be held accountable."

Persons with knowledge that may help the investigation are
encouraged to contact the firm.  The SEC recently finalized new
rules as part of its implementation of the whistleblower
provisions in the Dodd-Frank Wall Street Reform Bill.  The new
rules protect whistleblowers from employer retaliation and allow
the SEC to reward those who provide information leading to a
successful enforcement with up to 30% of the recovery.

                       About Hagens Berman

Seattle-based Hagens Berman Sobol Shapiro LLP --
http://www.hbsslaw.com/-- is an investor-rights class-action law
firm with offices in 10 cities.  Founded in 1993, the firm's
mission is to represent plaintiffs in class actions and multi-
party, large-scale litigation that has the potential to protect
the rights of investors, consumers, workers and the environment.
The National Law Journal has rated Hagens Berman as one of the top
plaintiffs' firms in the country four out of the last five years.


MF GLOBAL: Klayman & Toskes Launches Probe on Behalf of Purchasers
------------------------------------------------------------------
The Securities Arbitration Law Firm of Klayman & Toskes is
investigating potential claims on behalf of investors who
purchased MF Global 6.250% Senior Notes due 2016 which were
offered for sale in August of 2011.  The offering consisted of
$325 million in aggregate principal amount of 6.250% Senior Notes
due 2016.  Jefferies served as the sole book-running manager for
the offering, with BofA Merrill Lynch, BMO Capital Markets,
Lebenthal & Co., Commerzbank, Sandler O'Neill + Partners, Natixis
and US Bancorp serving as co-managers of the offering.

The underwriters of a securities offering have an obligation to
conduct adequate due diligence of the issuer during the
underwriting process.  Accordingly, K&T is focusing its
investigation on what might have been known or what should have
been known to the underwriters of the 6.250% Senior Notes at the
time of the offering.  Prospective investors rely on underwriters
to pass on the soundness of the securities and the correctness of
the registration statement and prospectus.  Underwriters are
familiar with the process of investigating the business condition
of a company and possess extensive resources for doing so.

Consistent with this important "gatekeeping" role in the offering
process, Sections 11 and 12(a)(2) of the Securities Act of 1933
subject underwriters to potential liability for any material
misrepresentations or omissions contained in a registration
statement or prospectus.

In September of 2011, only one month after the offering of the
Notes, regulators reported that MF Global was overvaluing some of
its European debt investments, and that as a result it was
required to raise more cash.  MF Global filed for bankruptcy after
it reported the largest quarterly loss in company history, mostly
caused by big losses on proprietary trading.  Also, its was
reported that, according to a federal official, MF Global admitted
to using clients' money as its financial troubles mounted, and
that an MF Global executive told regulators that the company had
diverted client money.  It isn't clear where the money ended up,
what it might have been used for, or when the diversion of client
funds occurred.  The FBI is now expected to investigate whether
the firm's actions violated criminal laws.

If you purchased MF Global 6.250% Senior Notes due 2016 at the
offering, please contact Steven D. Toskes or Jahan K. Manasseh of
Klayman & Toskes at 888-997-9956 to explore your legal options.


MF GLOBAL: SIPC to Initiate SIPA Liquidation
--------------------------------------------
The Securities Investor Protection Corporation, which maintains a
special reserve fund authorized by Congress to help investors at
failed brokerage firms, announced that it is initiating the
liquidation of MF Global Inc., under the Securities Investor
Protection Act.

SIPC filed an application with the United States District Court
for the Southern District of New York for a declaration that the
customers of MF Global Inc. are in need of the protections
available under the SIPA.

The United States District Court for the Southern District of New
York granted the application and appointed James W. Giddens as
trustee for the liquidation, and further appointed the law firm of
Hughes Hubbard & Reed as counsel to Mr. Giddens.

Orlan Johnson, board chairman of the Securities Investor
Protection Corporation, said: "When the customers of a failed SIPC
member brokerage firm have left their securities in the custody of
that firm, SIPC acts as quickly as possible to protect those
customers.  In this case, SIPC initiated the liquidation
proceeding within hours of being notified by the SEC that a SIPC
case was necessary to protect the investing public."

The trustee is charged with giving notice of the proceeding and
mailing claim forms to the customers and other creditors of the
firm. Information about the case also will be made available on
the Web at http://www.sipc.org/

The case will be referred to the United States Bankruptcy Court
for the Southern District of New York.

                         *     *     *

Mr. Giddens is also the trustee for Lehman Brothers Holdings
Inc.?s failed U.S. brokerage business

Mike Spector and Aaron Lucchetti, writing for The Wall Street
Journal, note that when SIPC takes over a brokerage, the business
is usually liquidated and assets often sold.  The SIPC trustee
could try to sell business units to another firm if feasible, with
the ultimate goal of maximizing value for customers.  Usually
brokerage?s assets can be sold and customer accounts transferred
to another firm when no underlying fraud exists at the brokerage.

WSJ says an MF Global spokesman didn?t respond to requests for
comment.

                           About SIPC

The Securities Investor Protection Corporation is the U.S.
investor's first line of defense in the event a brokerage firm
fails, owing customers cash and securities that are missing from
customer accounts.  SIPC either acts as trustee or works with an
independent court-appointed trustee in a brokerage insolvency case
to recover funds.


MF GLOBAL: Shepherd Smith Probes Firm in Light of Its Bankruptcy
----------------------------------------------------------------
The Securities Law Firm of Shepherd Smith Edwards & Kantas LLP is
investigating MF Global Holdings LTD headquartered in New York
City, New York in light of its bankruptcy filing on October 31,
2011.  The filing marked the eighth largest corporate bankruptcy
in U.S history, after a tentative deal to sell the firm fell apart
following the discovery that millions of dollars of customers'
funds could not be accounted for.

Shepherd Smith Edwards & Kantas LLP , -- http://www.sseklaw.com/-
- has a team of attorneys, consultants and staff with more than
100 years of combined experience in the securities industry and in
securities law.


MF GLOBAL: Grant Park Says 2.3% of Cash Remains at MF Global
------------------------------------------------------------
On November 1, 2011, MF Global Holdings Ltd., the parent of MF
Global Inc., one of the clearing brokers of Grant Park Futures
Fund Limited Partnership, filed for bankruptcy protection under
Chapter 11 of the U.S. bankruptcy laws.

Three of Grant Park's twelve commodity trading advisors executed a
portion of their trading activity through MF Global.  In the
aggregate, the assets of Grant Park allocated to these CTAs and
previously cleared through MF Global represent approximately 2.3%,
or approximately $20 million, of Grant Park's total assets.  As of
September 30, 2011, Grant Park had total assets of $885.65
million. None of these traders executed any Forex trading through
the firm.

On November 1, 2011, Grant Park established customer segregated
accounts at Jefferies Bache LLC, an affiliate of Jefferies &
Company, and the trading positions previously established at MF
Global are currently in the process of being transferred to
Jefferies.  As a result, Grant Park's CTAs will continue to trade
those positions with Jefferies.  Grant Park's other clearing
brokers, Newedge USA LLC and UBS Securities LLC, continue to clear
trades for Grant Park in the normal course.

Approximately 2.3% of Grant Park's cash remains at MF Global and
is held in U.S. Treasury bills in customer segregated or secured
accounts.  MF Global's regulators, including the Commodity Futures
Trading Commission, have suspended the transfer of all cash
positions from MF Global until they can determine the issues
relating to the ultimate bankruptcy of that firm.

Dearborn Capital Management, LLC, Grant Park's general partner,
continues to monitor the situation relating to MF Global and to
work with the firm to facilitate the orderly transfer of all of
Grant Park's existing cash balances currently held at MF Global to
Jefferies.

                      About Grant Park Funds

Grant Park Funds is a leader in the managed futures mutual fund
industry with $1 billion in assets under management.  Founded in
1989 by veteran CBOT trader David Kavanagh, Grant Park helps
investors diversify their portfolios by offering exposure to
managed futures through a transparent mutual fund. The Grant Park
Futures Fund is a publicly-offered, multi-advisor managed futures
fund registered under the Securities Act of 1933.

Headquartered in Chicago, Grant Park Funds --
http://www.grantparkfunds.com/-- has one of the longest, most
distinguished track records in the history of the managed futures
fund industry.


MFJT LLC: Can Access BACM 2007-3 Cash Collateral Until Nov. 30
--------------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Illinois
entered its fifth interim order authorizing MFJT, LLC, to access
cash collateral of BACM 2007-3 Alsip Complex LLC, during the
period Nov. 1, 2011, through Nov. 30, 2011.

The Debtor will only make the expenditure set forth in the budgets
plus no more than 10% of the proposed expense payments set forth
in the budgets unless otherwise agreed by the the Lender or upon
further order of the Court.

The lender will be granted valid, perfected, enforceable security
interests in the Debtor's post-petition assets to the extent and
priority of its alleged pre-petition liens, if valid, but only to
the extent of any diminution in the value of the assets during the
period from the commencement of the Debtor's Chapter 11 case
through Nov. 30, 2011.

A status hearing on the cash collateral motion is scheduled for
Nov. 29, 2011, at 10:00 a.m.

                          About MFJT, LLC

Alsip, Illinois-based MFJT, LLC -- dba Somerset Park Apartments
and Somerset II - is the owner and operator of two separate
residential projects in Alsip and Merrinette Park, Illinois,
commonly known as Somerset Park Apartments and Somerset II.  The
Company filed for Chapter 11 bankruptcy protection (Bankr. N.D.
Ill. Case No. 11-11819) on March 22, 2011.  Arthur G. Simon, Esq.,
David K. Welch, Esq., and Jeffrey C. Dan, Esq., at Crane Heyman
Simon Welch & Clar, in Chicago, serve as the Debtor's bankruptcy
counsel.  The Debtor proposes to employ Tailwind Services, LLC as
its financial advisor.  The Debtor disclosed $16,137,365 in assets
and $17,952,853 in liabilities as of the Chapter 11 filing.


OPEN RANGE: Creditors Protest Bankruptcy Loan, Proposed Sale
------------------------------------------------------------
Dow Jones' DBR Small Cap reports that unsecured creditors are
throwing their weight against Open Range Communications Inc.'s
bankruptcy loan deal and proposed sale, accusing the broadband
wireless Internet provider of wasting its assets through a
"Chapter 11 process that leaves unsecured creditors worse off."

As reported in the Troubled Company Reporter on Oct. 13, 2011,
Bankruptcy Law360 said that U.S. Bankruptcy Judge Kevin J. Carey
on Tuesday approved a $4 million loan from Open Range
Communications Inc.'s private equity owner to keep the rural
broadband service provider's customers connected to the Internet
as it searches for a buyer to take on its assets.  Law360 related
that Judge Carey approved the interim portion of the loan, which
could be worth $6 million on final approval.

                        About Open Range

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 disclosed 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.


PACIFIC AVENUE: Judge Names Trustee to Oversee EpiCentre Complex
----------------------------------------------------------------
Steve Byers at the Charlotte (N.C.) Observer reports that U.S.
Bankruptcy Court Judge George Hodges appointed on Oct. 27, 2011, a
trustee to oversee the limited liability companies that own and
operate the troubled EpiCentre complex in uptown Charlotte.

According to the report, Elaine Rudisill, managing director of
The Finley Group in Charlotte, will have limited powers in the
increasingly contentious case.  Her role is limited to management
duties.  She will not have the authority -- at least initially --
to investigate allegations of criminal misconduct by the companies
that run EpiCentre.

The Charlotte Observer says the project's developer, Afshin Ghazi,
expressed his frustration with the legal wrangling during a break
in the bankruptcy hearing in Judge Hodges' courtroom.

The report relates that EpiCentre's new lender, Blue Air 2010, on
Oct. 23, 2011, sued Mr. Ghazi, George Cornelson III and others
with limited liability companies Pacific Avenue I and II, accusing
them of wrongfully diverting money from EpiCentre before filing
for bankruptcy protection. Blue Air claims that Messrs. Ghazi,
Cornelson and others "manipulated and falsified" bookkeeping
records and transferred assets to "various insider companies"
before the project filed for Chapter 11 last year.

The report, citing court documents, says the lawsuit also claims
the debtors made "numerous false statements" in their pleadings
and court filings. Blue Air argues that Messrs. Ghazi and
Cornelson are responsible for returning the EpiCentre's assets.

The next hearing is set for Dec. 8, 2011.

                       About Pacific Avenue

Pacific Avenue LLC and Pacific Avenue II, LLC own and operate the
EpiCentre, a mixed-use commercial development consisting of
302,000 rentable square feet of office and retail/entertainment
space, plus an underground parking deck, located at 210 E. Trade
St. in the city block surrounded by the light rail line, Fourth
Street, College Street, and Trade Street in uptown Charlotte,
North Carolina.  The companies were led by Afshin Ghazi.

Pacific Avenue LLC filed for Chapter 11 bankruptcy protection
(Bankr. W.D. N.C. Case No. 10-32093) on July 22, 2010.  Joseph W.
Grier, III, Esq., at Grier, Furr & Crisp, P.A., assists the
Company in its restructuring effort.  The Company estimated up to
$50,000 in assets and $50 million to $100 million in debts in its
bankruptcy petition.

The Company's affiliate, Pacific Avenue II, filed a separate
Chapter 11 petition.

Linda W. Simpson, the U.S. Bankruptcy Administrator for the
Western District of North Carolina, appointed six members to the
official committee of unsecured creditors in the Chapter 11 case
of Pacific Avenue, LLC.


PAN AMERICAN: Moody's Cuts Global Local Currency Rating to 'Ba2'
----------------------------------------------------------------
Moody's downgraded and placed on review for further downgrade the
ratings of these Argentine oil and gas companies and related
companies:

- Pan American Energy LLC (Global Local Currency Rating downgraded
to Ba2 from Ba1, rating on review for downgrade)

- Pan American Energy LLC, Argentine Branch (Global Local Currency
Rating downgraded to Ba2 from Ba1, Foreign Currency Rating
downgraded to Ba3 from Ba2; all ratings, including Aaa.ar National
Scale Rating, on review for downgrade)

- Petrobras Argentina S.A. (Global Local Currency Rating
downgraded to Ba2 from Ba1, Foreign Currency Rating downgraded to
Ba3 from Ba2; ratings, including Aa2.ar National Scale Rating, on
review for downgrade; ratings unaffected by this action include
the A3 Foreign Currency Rating and Aaa.ar National Scale Rating on
US$300 million of Series S senior unsecured notes due 2017
supported by a standby purchase agreement with Petrobras
Brasileiro S.A.)

- YPF Sociedad An˘nima (Global Local Currency Rating downgraded to
Ba2 from Ba1; all ratings, including Aaa.ar National Scale Rating,
on review for downgrade)

- Petersen EnergĦa S.A. (Foreign Currency Rating downgraded to B2
from B1, rating on review for downgrade)

- Petersen EnergĦa Inversora, S.A.U. (Foreign Currency Rating
downgraded to B2 from B1, rating on review for downgrade)

RATINGS RATIONALE

The ratings downgrade and review for further downgrade were
prompted by the new presidential decree requiring oil, gas and
mining companies to repatriate 100% of their export proceeds and
convert them to Argentine pesos. Previously, oil and gas companies
operating in Argentina were permitted to keep up to 70% of their
export proceeds offshore. And in the case of Petersen EnergĦa S.A.
and Petersen EnergĦa Inversora, S.A.U., the rating actions are
driven by the downgrade and further review for downgrade of YPF's
ratings.

The rating actions reflect increased overall country risk for
these energy companies in Argentina. While Moody's believes this
change has not impacted the day-to-day operations, debt service
payments and dividend flows from these companies, their overall
transfer and convertibility risk profiles have increased.
Moreover, the decree highlights the high level of unpredictability
of the Argentine government and heightened risk of increased
capital controls and regulatory changes in the country.

The rating review will assess the degree to which these companies
should be rated above the Argentine government's bond rating given
heightened country risk and that Argentina's B3 foreign currency
bond rating is at the low end of the non-investment rating scale.
The review process will consider each company's prior track record
in servicing its foreign currency debt obligations, its export and
liquidity profile, its foreign currency obligations, and potential
sources of credit support from owners, including those outside of
Argentina that could provide alternate sources of debt service and
liquidity. Moody's expects to complete Moody's ratings review by
early 2012. Moody's believes any further ratings downgrade would
be limited to one or two notches.

The principal methodology used in these ratings were the Global
Integrated Oil & Gas Industry Methodology published in November
2009 and Independent Exploration and Production (E&P) Industry
Methodology published in December 2008.

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


PERKINS & MARIE: Court Confirms Plan of Reorganization
------------------------------------------------------
Perkins & Marie Callender's Inc. disclosed that the United States
Bankruptcy Court for the District of has confirmed its second
amended plan of reorganization.  Confirmation of the Plan clears
the way for the Company to emerge from bankruptcy by the end of
November in a significantly strengthened financial position.

Jay Trungale, the chief executive officer of the Company, said,
"The Bankruptcy Court's confirmation of our Plan marks a
significant step in our restructuring process.  The Company will
soon emerge from its financial and operational restructuring a
leaner and stronger company, possessing a dramatically improved
balance sheet.  We are very proud of what we have been able to
accomplish during the Company's relatively brief time in
bankruptcy.  And we look forward to announcing our emergence from
Chapter 11 later this month."

Pursuant to the Plan, the Company's secured noteholders will
receive a combination of new secured term loans and cash.  The
Company's unsecured noteholders and general unsecured creditors
will receive either membership interests in the reorganized
Company or cash and a percentage of the proceeds, if any, of
certain potential avoidance actions.  The Plan will become
effective upon the satisfaction of all conditions to closing.
Upon completion of its restructuring process, the Company will be
majority controlled by private investment funds managed by Wayzata
Investment Partners LLC, a Minnesota-based private equity firm.

                 About Perkins & Marie Callender's

Based in Memphis, Tennessee, Perkins & Marie Callender's Inc., fka
The Restaurant Company, is the owner or franchiser of nearly 600
family-dining restaurants, the Perkins Restaurants and Marie
Callender's.  Perkins & Marie and several affiliates filed for
Chapter 11 bankruptcy (Bankr. D. Del. Lead Case No. 11-11795) on
June 13, 2011.  Perkins & Marie disclosed $290 million in assets
and $441 million in debt as of the Chapter 11 filing.

Judge Kevin Gross presides over the case.  Robert S. Brady, Esq.,
and Robert F. Poppiti, Jr., Esq., at Young, Conaway, Stargatt &
Taylor, LLP; and Mitchel H. Perkiel, Esq., Hollace T. Cohen, Esq.,
and Brett D. Goodman, Esq., at Troutman Sanders, LLP, serve as
bankruptcy counsel.  The Debtors' financial advisors are Whitby,
Santarlasci & Company.  Their claims agent is Omni Management
Group, LLC.  Deloitte Tax LLP serves as tax services provider.

DIP lender Wells Fargo is represented by lawyers at Paul,
Hastings, Janofsky & Walker LLP.

Roberta A. DeAngelis, U.S. Trustee for Region 3, appointed seven
unsecured creditors to serve on the Official Committee of
Unsecured Creditors in the Debtors' cases.  Ropes & Gray LLP
represents the Committee.


PHILADELPHIA ORCHESTRA: Judge Frank Approves New CBA With Union
---------------------------------------------------------------
Joann Loviglio at The Associated Press reports that U.S.
Bankruptcy Judge Eric Frank has approved a new collective
bargaining agreement between the financially troubled Philadelphia
Orchestra and its musicians union.

According to the report, the four-year contract, ratified about
two weeks ago by players and the Philadelphia Orchestra
Association board, took effect Nov. 1, 2011.

AP says terms of the new contract call for shrinking the number of
players from 105 to 95 through retirements and attrition and for
cutting salaries about 15 percent.  The minimum salary for
Philadelphia Orchestra musicians is currently about $125,000 a
year.

AP relates that the agreement also calls for moving musicians'
pensions to a defined contribution plan from the current defined
benefit plan.  A defined benefit plan provides a guaranteed
monthly benefit for workers, while a defined contribution plan
shifts responsibility for retirement planning and investing to
workers but doesn't guarantee a specific amount of money based on
years of service.

The report notes the pension change now goes for approval to the
Pension Benefit Guarantee Corp., an independent federal agency
that insures pensions of more than 44 million Americans.

AP says the orchestra estimates it will save roughly $38 million
over the course of the four-year pact.

AP says the orchestra will not meet its initial goal to emerge
from bankruptcy by the end of the year but should be able to do so
in early 2012.

                  About The Philadelphia Orchestra

The Philadelphia Orchestra -- http://www.philorch.org/-- claims
to be among the world's leading orchestras. Bloomberg News says
the orchestra became the first major U.S. symphony to file for
bankruptcy protection, surprising the music world.

Previous conductors include Fritz Scheel (1900-07), Carl Pohlig
(1907-12), Leopold Stokowski (1912-41), Eugene Ormandy (1936-80),
Riccardo Muti (1980-92), Wolfgang Sawallisch (1993-2003), and
Christoph Eschenbach (2003-08). Charles Dutoit is currently chief
conductor, and Yannick Nezet-Seguin has assumed the title of music
director designate until he takes up the baton as The Philadelphia
Orchestra's next music director in 2012.

The Philadelphia Orchestra Association, The Academy of Music of
Philadelphia, Inc., and Encore Series, Inc., filed separate
Chapter 11 petitions (Bankr. E.D. Pa. Case Nos. 11-13098 to
11-13100) on April 16, 2011. Judge Eric L. Frank presides over
the case. The Philadelphia Orchestra Association is being advised
by Dilworth Paxson LLP, its legal counsel, and Alvarez & Marsal,
its financial advisor.  Curley, Hessinger & Johnsrud serves as its
special counsel. Philadelphia Orchestra disclosed $15,950,020 in
assets and $704,033 in liabilities as of the Chapter 11 filing.

Encore Series Inc. tapped EisnerAmper LLP as accountants and
financial advisors.

Roberta A. DeAngelis, the U.S. Trustee for Region 3, appointed
seven members to the official committee of unsecured creditors in
the Debtors' case. Reed Smith LLP serves as the Committee's
counsel.


PHILLIPS RENTAL: Files Third Amended Disclosure Statement
---------------------------------------------------------
Phillips Rental Properties, LLC, has filed with the U.S.
Bankruptcy Court for the Eastern District of Tennessee a Third
Modified Disclosure Statement and Third Modified Plan Of
Reorganization.

Based upon the Debtor's best estimates of the future economy of
the property building, rental and sales industry, it is
anticipated that the Debtor will produce estimated monthly
revenues of approximately $110,000.  According to the Debtor, the
Plan, if accepted, would result in full payment of all allowed
administrative, priority, and secured claims along with 100%
payments to the allowed claims of the unsecured Class of creditors
of their principal balance as it existed on the date of filing.

The Third Modified Plan lists these secured claims:

                                               Reconciled Balance
                                               ------------------
Class III.  Modified Secured Claims of
            Bank of Tennessee                      $175,154
Class IV.   Modified Secured Claims of
            Carter Country Bank                    $208,157
Class V.    Modified Secured Claims of
            Citizens Bank                          $612,628
Class VI.   Modified Secured Claims of
            Eastman Credit Union                 $2,396,848
Class VII.  Modified Secured Claims
            of First Tennessee Bank                $813,692
Class VIII. Modified Secured Claims of
            Regions Bank                         $3,876,283
Class IX.   Modified Secured Claims of
            Tri-Summit Bank                      $1,050,741
CLASS X.    Unmodified Secured Claim of
            Regions Bank                           $201,226

Classes III, IV, V, VI, VII, VIII, and IX will be modified and
paid over time.  The Debtor reserves the right to refinance any or
all of the secured debt within the first twenty-four (24) months
of the Plan.  The Plan lists Class VI, VIII and X as unimpaired.

Unsecured, undisputed non-priority claims in Class XII, owed
approximately $50,635.27, will receive $866.82 per month for a
period of sixty (60) months.  This Class is impaired in that it
will receive no post-confirmation interest during the course of
Debtor's Plan payments.

Insider Claims in Class XIII, if any, would receive no payment
until all other payments are paid in full according to the terms
of the Plan.  The ratio of equity ownership in the Debtor will
remain with the present owners.  This class is impaired.

A copy of the Third Modified Disclosure Statement is available for
free at http://bankrupt.com/misc/phillipsrental.dkt268.pdf

Regions Bank, Eastman Credit Union and Citizens Bank all filed
objections to the Third Modified Disclosure Statement.

Regions Bank says the Debtor's Third Amended Disclosure Statement
contains inaccurate factual statements regarding the Line of
Credit and the Debtor's construction of homes for sale.

A copy of Regions Bank's objections is available for free at:

        http://bankrupt.com/misc/phillipsrental.dkt268.pdf

Eastman Credit Union, in its objection, tells the Court that the
Debtor describes Class VI as "modified", but says that this class
is "unimpaired."  ECU reserves its substantive objections to any
plan until the confirmation hearing.

A copy of Eastman Credit's objection is available for free at:

        http://bankrupt.com/misc/phillipsrental.dkt277.pdf

Citizens Bank, on the other hand, says the Debtor's Third Modified
Disclosure Statement does not contain enough information for claim
holders to make an informed decision regarding the feasibility of
the Plan.

A copy of Citizens Bank's objection is available for free at:

        http://bankrupt.com/misc/phillipsrental.dkt280.pdf

                 About Phillips Rental Properties

Piney Flats, Tennessee-based Phillips Rental Properties, LLC, is
primarily engaged in the business of real estate development for
resale and rental or leasing of properties.  The Company filed for
Chapter 11 bankruptcy protection (Bankr. E.D. Tenn. Case
No. 10-53129) on Dec. 7, 2010.  Fred M. Leonard, Esq. --
fredmleonard@earthlink.net -- in Bristol, Tennessee, serves as the
Debtor's bankruptcy counsel.  According to its schedules, the
Debtor disclosed $13,499,682 in total assets and $9,650,892 in
total liabilities.  No unsecured creditors committee has been
appointed in the case.


POINT BLANK: Sells Assets to an Affiliate of Sun Capital
--------------------------------------------------------
Point Blank Solutions, Inc. disclosed that an affiliate of Sun
Capital Partners, Inc. has emerged as the successful bidder for
substantially all of the Company's operating assets through a 363
bankruptcy sale. Sun Capital is a leading private investment firm
specializing in leveraged buyouts and investments in market-
leading companies.  The sale was approved by the U.S. Bankruptcy
Court in Delaware on Oct. 28, 2011.

"A new chapter in our corporate evolution has begun, and we can
now focus fully on executing our strategy and exceeding the
expectations of our customers," said Jim Henderson, CEO of Point
Blank Solutions.  "I am proud of the collective efforts of the
Point Blank team.  We have all worked diligently to move our
business forward through this reorganization process.  We are
especially pleased to have the support of Sun Capital, given their
strong track record, their understanding of our industry, and
their commitment to growing our business."

"We welcome the Point Blank management team and employees to the
Sun Capital family, and are very excited about the future
possibilities," said Brian McGee, Vice President at Sun Capital
Partners.  "With Protective Products Enterprises, Paraclete, and
now Point Blank Body Armor and PACA Body Armor, Sun Capital is
proud to own some of the most trusted brands in the industry.
These companies have great potential, offer unique and
differentiated products, and are privileged to serve some of the
world's most important customers."

                        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.


PORT AUTHORITY: Fitch Affirms Rating on $1.6-Bil. Bonds at 'BB'
---------------------------------------------------------------
Fitch Ratings has affirmed the 'BB' rating on the Port Authority
of New York and New Jersey JFK International Air Terminal's (JFK
IAT) approximately $1.6 billion parity special project bonds
Series 6 and Series 8.  The Rating Outlook is Stable.

Demonstrated Market Position for International Traffic: Terminal 4
has a solid service area with 73% origination and destination
(O&D) traffic and is the primary facility handling international
traffic at JFK airport.  IAT does face competition from other
terminals at JFK and other airports in the New York area.

Delta's role in Construction and Future Utilization: The
construction package poses counterparty performance risk with
Delta (rate 'B-' with a Positive Outlook by Fitch) being the
construction manager responsible for delays and cost overruns.
Delta is responsible for coordinating all design and construction.
The carrier mix will become more concentrated after the expansion
project is complete with Delta projected to comprise approximately
50% of the project's traffic base and airline revenues.

Increased Leverage for Expansion: JFK IAT doubled its debt with
the issuance of Series 8 bonds in 2010 to fund its expansion
project. Aggregate debt outstanding of approximately $1.6 billion
is high given the single terminal nature of the asset.  JFK IAT
has maintained strong and stable financial performance despite
recent traffic declines.  Net debt to cash flow available for debt
service (CFADS) is moderate at 8.49. Debt per enplanement is high
at $329 while days cash on hand is low at approximately 100 days
due to the cash sweeps embedded in the waterfall.

Conservative Debt Structure: All JFK IAT debt is fixed rate
maturing prior to the expiration of the Port Authority's lease
with the City of New York.  All reserves are cash funded at their
required amounts.

Agreements with Delta and Other Carriers Provide Sound Basis for
Recovering Project Costs: IAT's agreement with Delta essentially
functions as a blend of cost recovery methodology and a
traditional lease.  Agreements with contract carriers reflect
negotiated pricing taking into account market conditions and
utilization.

Strong Asset with JFK: Terminal 4 is a modern facility with less
than 10 years of operation.  Upon completion of the expansion
project Terminal 4 will be able to accommodate all aircrafts
currently in service as well as new generation wide-body
aircrafts.

JFK IAT is owned by JFK IAT Member LLC which is an indirect
subsidiary of N.V. Luchthaven Schiphol (a Netherlands company).
JFK IAT subleases or otherwise makes available portions of the
facility for use by airlines and others who wish to operate at
Terminal 4, in exchange for rentals, fees and other charges
payable to JFK IAT.  Schiphol USA Inc., a New York corporation, is
the Class A managing member of JFK IAT Member LLC with a majority
ownership interest and Delta has a Class B, non-majority and non-
controlling equity membership interest of JFK IAT Member LLC.


PRIME GROUP: Five Mile Completes Purchase of Common Shares
----------------------------------------------------------
Prime Group Realty Trust and Five Mile Capital Partners LLC, a
Connecticut-based commercial real estate and alternative
investment firm, disclosed that an affiliate of Five Mile has
completed the purchase of 6,250,000 shares of newly issued common
stock from the Company for a purchase price of $625,000.00, plus
the reimbursement of the Company's transaction expenses. All of
the Company's outstanding common shares are now owned by an
affiliate of Five Mile.  Five Mile is the Company's joint venture
partner at the 330 N. Wabash Avenue property in Chicago, Illinois.
This transaction was originally announced by the Company and Five
Mile on October 10, 2011.

Pursuant to the stock purchase agreement between the Company and
Five Mile, Five Mile is obligated to commence a tender offer by
December 1, 2011 to purchase any and all of the Company's
outstanding 9% Series B Cumulative Redeemable Preferred Shares of
Beneficial Interest  for a purchase price of not less than $5.00
per share in cash.  Five Mile will also reimburse the Company for
expenses it incurs in connection with the tender offer.

In addition, the Company has also resolved the litigation brought
by Tyler Rameson and certain funds managed by Caspian Capital in
the Circuit Court for Baltimore City, Maryland captioned Rameson
et al. v. Prime Group Realty Trust et al.At a recent hearing, the
court granted the Company and Five Mile's motion dismissing the
Caspian funds from the case, and denied Caspian and Rameson's
motion arguing that the Company's preferred shareholders acceded
to the voting rights of the Company's common shares. After these
rulings for the Company and Five Mile, plaintiffs' counsel
approached the Company and Five Mile regarding settlement.  The
settlement that was subsequently negotiated provides, among other
things, that Mr. Rameson will resign from the Company's Board of
Trustees, that Five Mile's tender offer will be priced at $5.25
per share for all holders of Series B Preferred Shares, and that
plaintiffs and certain other parties will tender all of their
shares at that price.  The Company and Five Mile agreed to the
settlement to avoid the continued expenditure of Company resources
on this costly litigation and the diversion of management's
attention from the operation of the Company's properties.

The board of trustees of the Company has received fairness
opinions from Duff & Phelps, LLC, its independent financial
advisor, for both the common share issuance and the tender offer.
Duff & Phelps has concluded that (i) the consideration to be
received by the Company for the issuance to Five Mile of the
Common Shares is fair, from a financial point of view, to the
Company and (ii) the consideration to be received by the holders
of the Series B Preferred Shares in the tender offer is fair, from
a financial point of view, to such shareholders, without giving
effect to any impact on any particular shareholder other than in
his, her or its capacity as a shareholder, and excluding all
affiliates of the Company.

Duff & Phelps has determined that the minimum offer price of $5.00
per share consideration in the tender offer represents a premium
of approximately 86% over the high end of Duff & Phelps' current
valuation range of the Series B Preferred Shares ($2.69 per
share).

Jeffrey A. Patterson, the Company's President and Chief Executive
Officer, said that, "We are pleased to have completed the issuance
of our common stock to an affiliate of Five Mile and to continue
the relationship that began when we partnered with them earlier
this year on the 330 N. Wabash office property."  Mr. Patterson
continued, "We will be working closely with Five Mile to have the
tender offer begun on or before December 1, 2011, which will
provide a cash offer to all of the holders for the Series B
Preferred Shares.  The increased price of $5.25 per share cash
offer is a premium of 39% over the closing trading price of the
Series B Preferred Shares on the day before the execution of the
stock purchase agreement with Five Mile."

Duff & Phelps, LLC acted as financial advisor to the Board and
Winston & Strawn LLP provided legal advice to the Company. Compass
Point Research and Trading, LLC was engaged as an investment
advisor to the Company.  Five Mile was represented by Goodwin
Procter LLP.

                 About Five Mile Capital Partners

Five Mile Capital Partners LLC -- http://www.fivemilecapital.com/
-- is a privately held alternative investment and asset management
company established in 2003 and based in Stamford, Connecticut.
The firm specializes in investment opportunities in real estate,
debt products, structured finance, asset-based lending and
financial services private equity.  Five Mile Capital Partners has
executed numerous transactions involving distressed and non
performing first mortgage, mezzanine loans, equity and high yield
structured products.  Five Mile Capital Partners' principals have
significant experience, knowledge and skills relevant to the
financial services industry and believe the cyclical and dynamic
nature of the sector continually provides a broad opportunity for
investments across the capital structure.  Five Mile Capital
Partners currently manages roughly $2 billion of capital.

                  About Prime Group Realty Trust

Chicago, Illinois-based Prime Group Realty Trust (PINK SHEETS:
PMGEP) -- http://www.pgrt.com/-- is a fully-integrated, self-
administered and self-managed real estate investment trust, which
owns, manages, leases, develops and redevelops office and
industrial real estate, primarily in metropolitan Chicago.  The
Company currently owns two office properties containing an
aggregate of 230,000 net rentable square feet and interests in two
joint ventures that own two office properties comprised of
approximately 1.24 million net rentable square feet.  The Company
leases and manages roughly 1.24 million square feet comprising all
of its wholly-owned properties and its 330 N. Wabash Avenue joint
venture property.

                           *     *     *

According to the Troubled Company Reporter on March 3, 2010, two
of Prime Group Realty Trust's subsidiaries, each of which own
separate portions of the Continental Towers Complex in Rolling
Meadows, Illinois, defaulted under their first mortgage loans
encumbering the Complex.  Continental Towers, L.L.C., a subsidiary
of the Company, is the owner of Tower I, Tower III and the
Commercium at the Continental Towers Complex.  The CT Property is
encumbered by a first mortgage loan from CWCapital LLC in the
principal amount of $73.6 million.

As reported by the TCR, the Company's Board of Trustees determined
not to declare a quarterly distribution on its Series B Preferred
Shares for the fourth quarter of 2009, and the first and second
quarters of 2010.  The Company indicated that the Board is unable
to determine when the Company might recommence distributions on
the Series B Preferred Shares.  The Company also said the Board
was in the process of considering various financing and other
capitalization and strategic alternatives for the Company.


REALTY EXECUTIVES: 85% Repayment Plan Becomes Effective
-------------------------------------------------------
Jan Buchholz, reporter at Phoenix Business Journal, says Realty
Executives Phoenix emerged from Chapter 11 bankruptcy on Oct. 28,
2011, having had its reorganization plan accepted by the U.S.
Bankruptcy Court in Arizona.

"We had a pretty good day in court.  Our plan was confirmed. We?ve
essentially emerged from Chapter 11," the report quotes owner Rich
Rector as saying.  With the reorganization plan, Mr. Rector said,
those lease disputes have been resolved.

According to the report, Mr. Rector said the plan calls for most
creditors to receive between 80 and 85 cents on the dollar.  The
first group of creditors will be paid within 90 days.  A lawsuit
with former company president John Foltz remains unresolved, but
Mr. Rector said Mr. Foltz has agreed to third-party mediation,
which is scheduled to occur by the end of November.  Mr. Rector
said he hopes that will resolve the disputes between them.

The report says, as part of the reorganization plan, Mr. Rector
said the company has instituted a new fee structure, giving agents
the ability to pay the company a flat fee or a lower monthly fee
with more transaction charges.

Based in Phoenix, Arizona, Realty Executives Inc. filed for
Chapter 11 bankruptcy protection (Bankr. D. Ariz. Case No.
11-12497) on April 30, 2011.  Judge Randolph J. Haines presides
over the case.  Andrew Hardenbrook, Esq., Steven D. Jerome, Esq.,
and Blake T. Hardwick, Esq., at Snell & Wilmer LLP, and, Paul
Sala, Esq., at Allen, Sala & Bayne PLC, represent the Debtor.  The
Debtor estimated both assets and debts of between $1 million and
$10 million.


RW LOUISVILLE: Wells Fargo Wants Court to Prohibit Use of Cash
--------------------------------------------------------------
Wells Fargo Bank, National Association, formerly known as Wells
Fargo Bank Minnesota, National Association, successor by merger to
Norwest Bank Minnesota, National Association, as trustee for the
registered holders of DLJ Commercial Mortgage Corp., Commercial
Mortgage Pass-Through Certificates, Series 1998-CF2 (the
"Noteholder"), acting by and through ORIX Capital Markets, LLC,
solely in its capacity as special servicer, asks the U.S.
Bankruptcy Court for the Western District of Kentucky to enter a
bridge order prohibiting the Debtor's use of cash collateral.

On Sept. 30, 2011, the Court denied confirmation of the Debtor's
Fourth Amended Plan.  This event triggers the expiration of the
Debtor's authority to use the Noteholder's cash collateral
pursuant to the Final Agreed Order Authorizing the Debtor's Use of
Post-Petition Cash (the "Cash Collateral Order," Dkt. No. 115),
which states that:

If the Court approves the Debtor's disclosure statement . . . the
Debtor's authority to use Post-Petition Cash shall continue
through the date of confirmation of the Debtor's plan . . . Cash
Collateral Order at  13.

Because confirmation of the Fourth Amended Plan has been denied,
the Debtor currently lacks authority to expend Post-Petition Cash
as defined therein.  Pursuant to Section 363(c)(2),
the Debtor is prohibited from using Noteholder's cash collateral
unless Noteholder consents.

Wells Fargo relates that to ensure that the Debtor's cash-on-hand
is not dissipated or wasted prior to the time a Receiver is
appointed, it requests that the Court enter an bridge order
prohibiting use of any of the Debtor's post-petition cash except
as necessary to pay noninsider payroll and current vendors, not to
exceed the amounts set forth in the Bridge Order.  The
Bridge Order would expire upon entry of any order appointing a
receiver in the Foreclosure Case.

                        About RW Louisville

Louisville, Kentucky-based RW Louisville Hotel Associates, LLC,
aka Holiday Inn Hurstbourne, owns a hotel property located at 1325
South Hurstbourne Parkway, Louisville, Kentucky 40222.  It is an
independent franchisee of InterContinental Hotels Group and
operates a 271-room full-service Holiday Inn on the Real Property
and employs approximately 110 employees.

RW Louisville filed for Chapter 11 protection (Bankr. W.D. Ky.
Case No. 10-35356) on Oct. 8, 2010.  Emily Pagorski, Esq., and
Lea Pauley Goff, Esq., J. Kent Durning, Esq., James S. Goldberg,
Esq., Lea Pauley Goff, Esq., and Matthew R. Lindblom, Esq., at
Stoll Keenon Ogden PLLC, in Louisville, Ky., assist RW Louisville
in its restructuring effort.  RW Louisville estimated
its assets and debts at $10 million to $50 million at the Petition
Date.


SAAB AUTOMOBILE: Business Plan Far From Complete
------------------------------------------------
Dow Jones' Daily Bankruptcy Review reports that the turnaround
plan presented Monday for troubled Swedish car maker Saab
Automobile AB is far from complete, said Martin Larsson, the
company's executive director of new business development and,
according to speculation in Swedish media, the company's next
chief executive.

                      About Saab Automobile

Saab Automobile AB is a Swedish car manufacturer owned by Dutch
automobile manufacturer Swedish Automobile NV, formerly Spyker
Cars NV.

Swedish Automobile N.V. disclosed that Saab Automobile AB and its
subsidiaries Saab Automobile Powertrain AB and Saab Automobile
Tools AB received approval for their proposal for voluntary
reorganization from the Court of Appeal in Gothenburg,
Sweden on Sept. 21, 2011.  The purpose of the voluntary
reorganization process is to secure short-term stability while
simultaneously attracting additional funding, pending the inflow
of the equity contributions by Pang Da and Youngman.


SBARRO INC: Judge Extends Sole Chapter 11 Control Through Dec. 30
-----------------------------------------------------------------
Dow Jones' DBR Small Cap reports that a bankruptcy judge said
Sbarro Inc. can keep exclusive control over its Chapter 11 case
through the end of the year while it works to win court approval
of its restructuring plan, which would hand control of the pizza
chain to its first-lien lender.

As reported in the Troubled Company Reporter on Oct. 20, Sbarro
Inc. and its debtor-affiliates ask the U.S. Bankruptcy
Court for the Southern District of New York to extend their
exclusive periods to:

   a) file a Chapter 11 plan until Dec. 30, 2011, and

   b) solicit acceptances of that plan until Feb. 29, 2012.

Absent of an extension, the Debtors' current plan filing deadline
will expire on Oct. 31, 2011.

                         About Sbarro Inc.

The Sbarro family started its business after moving to Brooklyn,
New York, from Naples, Italy, in 1956.  Today Sbarro is a leading,
global Italian quick service restaurant concept with approximately
5,170 employees, 1,045 restaurants throughout 42 countries, and
annual revenues in excess of $300 million.

Sbarro Inc. sought bankruptcy protection under Chapter 11 (Bankr.
S.D.N.Y. Lead Case No. 11-11527) to eliminate about $200 million
in debt.  The Debtor disclosed $51,537,899 in assets and
$460,975,646 in liabilities as of the Chapter 11 filing.

Sbarro said it has reached an agreement with all of its second-
lien secured lenders and approximately 70% of its senior
noteholders on the terms of a reorganization plan that will
eliminate more than half of the Company's total indebtedness.

Edward Sassower, Esq., and Nicole Greenblatt, Esq., at Kirkland &
Ellis, LLP, serve as the Debtors' general bankruptcy counsel.
Rothschild, Inc., is the Debtors' investment banker and financial
advisor.  PriceWaterhouseCoopers LLP is the Debtors' bankruptcy
consultants.  Marotta Gund Budd & Dzera, LLC, is the Debtors'
special financial advisor.  Curtis, Mallet-Prevost, Colt & Mosle
LLP serves as the Debtors' conflicts counsel.  Epiq Bankruptcy
Solutions, LLC, is the Debtors' claims agent.  Sard Verbinnen & Co
is the Debtors' communications advisor.


SEABIRD EXPLORATION: Extends Grace Period to Nov. 9
---------------------------------------------------
Reference is made to the stock exchange notices dated 14, 21, 28
Sept. 14, 21, 28, 2011 and Oct. 3, 5, 19, 26, 2011.  Based on the
ongoing due diligence process with Fugro Norway AS and
restructuring dialogue with key stakeholders, Norsk Tillitsmann
ASA has granted an extension of the SBX01 RET with a grace period
of 5 business days, bringing the payment date to Nov. 9, 2011.

The extension is given on the condition that interest and default
interest will accrue pursuant to the bond agreement. The extension
may be terminated at any time upon (i) the receipt by the Bond
Trustee of a written instruction from the appropriate number of
the voting bonds to revoke the extension of the grace period, or
(ii) a bondholders' meeting resolves to revoke the extension of
the grace period.

SeaBird Exploration PLC "SeaBird" is a global provider of marine
solutions for seabed acquisition of 3D/4C/4D multimode seismic
data with OBN operations, marine 2D and 3D seismic data, and
associated products and services to the oil and gas industry.
SeaBird specializes in high quality operations within the high end
of the source vessel and 2D market, as well as in the shallow
water 2D/3D market.  Main focus for the company is proprietary
seismic surveys (contract seismic).  Main success criteria for the
company are an unrelenting focus on Health, Safety, Security,
Environment and Quality (HSSEQ), combined with efficient
collection of high quality seismic data.


SHERIDAN HEALTHCARE: S&P Raises Corporate Credit Rating to 'B+'
---------------------------------------------------------------
Standard & Poor's Ratings Services raised its corporate credit
rating on Sunrise, Fla.-based physician staffing provider Sheridan
Healthcare inc. to 'B+' from 'B'.

"In conjunction with the upgrade, we raised our issue-level rating
on Sheridan's first-lien senior secured credit facilities,
consisting of a $50 million first-lien revolving credit facility
maturing 2013 and a $485 million first-lien term loan B maturing
2014 to 'B+' (at the same level as the 'B+' corporate credit
rating) from 'B'. The '3' recovery rating, indicating our
expectation of meaningful (50% to 70%) recovery for lenders in the
event of a payment default, remains unchanged," S&P related.

"We also raised our issue-level rating on Sheridan's $150 million
second-lien pay-in-kind (PIK) toggle term loan maturing in 2015 to
'B-' (two notches lower than the 'B+' corporate credit rating)
from 'CCC+'. The '6' recovery rating, indicating our expectation
of negligible (0-10%) recovery in the event of a payment default,
remains unchanged," S&P stated.

"The speculative-grade rating on Sheridan Healthcare Inc. reflects
Standard & Poor's Ratings Services' expectations that the
company's financial risk profile will remain 'aggressive' (as we
define the term in our criteria). The company has a large debt
burden as a result of its $925 million leveraged buyout (LBO) in
2007 by private-equity firm Hellman & Friedman -- Sheridan's third
financial sponsor in the past decade. Still, Sheridan has reduced
debt leverage significantly, mostly by growing EBITDA organically
and through disciplined acquisitions. While we view Sheridan's
liquidity profile as 'strong' because of its good cash balance, we
assess the company's business risk profile as 'weak,' given its
payor and geographic concentration and narrow operating focus,"
S&P related.

"Although current management has effectively navigated the company
through the changes in ownership and associated variations in
capital strength, we believe its history of periodically operating
with high debt leverage is an important credit consideration,"
noted Standard & Poor's credit analyst Rivka Gertzulin. "Still, we
expect management to use its cash flow for accretive acquisitions
and for credit metrics to continue to improve over the next two
years."

Sheridan's limited diversity means that any operating setbacks may
present significant challenges. Given the company's highly focused
position in anesthesia (about two-thirds of revenue), it is
exposed to reimbursement risk from third-party reimbursement for
such services. In addition, anesthesia and radiology volumes are
dependent on economically sensitive surgical volumes. The company
derives the remainder of its revenue from emergency room,
neonatology, and radiology physician staffing, providing some
diversity. More meaningful service diversity will require success
in cross-selling these services to its existing client base,
gaining new hospital contracts, and growing its presence outside
of Florida. The physician staffing industry is highly fragmented;
solid margins to date, low barriers to entry, and relatively low
client switching costs make physician staffing in these medical
specialties an attractive option for potential competitors.
Increased competition could squeeze Sheridan's margins and make it
more difficult to recruit physicians, which are already a limited
resource. Furthermore, Sheridan's top two customers account for a
significant portion of its revenue.


TITAN INTERNATIONAL: Moody's Affirms B2 Corporate Family Rating
---------------------------------------------------------------
Moody's Investors Service affirmed the credit ratings of Titan
International, Inc. ("Titan"), including the Corporate Family and
Probability of Default ratings at B2. Concurrently, the rating
outlook was changed to positive from stable. The rating on the
company's senior secured notes due 2017 was affirmed at B1 and the
SGL (speculative grade liquidity rating) was affirmed at SGL-2.

Ratings affirmed (Loss Given Default assessments revised):

Corporate family rating at B2

Probability of default rating at B2

Speculative grade liquidity rating at SGL-2

$200 million guaranteed senior secured notes due 2017 at B1 (LGD-
3, 42% (from 36%))

RATINGS RATIONALE

The change in rating outlook recognizes Titan's meaningful
improvement in credit metrics due in part to current positive
industry dynamics in the company's main end-markets, in particular
the agricultural and earthmoving sectors. The outlook for farm
income, despite an uncertain general macroeconomic outlook, bodes
well for farm tire demand, which should support Titan's credit
metrics over the intermediate term. The positive trends in
agricultural and base metals futures prices benefits the company's
agricultural and earthmoving segments due to the continued
anticipated strong demand for farm tires as well as mining tires.
Titan has exhibited strong growth over the last few quarters from
the company's core North American operations and the acquisition
earlier this year of Goodyear's Latin American farm tire business.
The company has publicly disclosed that backlog was at a
historical high for the most recent quarter ended September 30,
2011. These factors should provide a degree of visibility into
performance over the next twelve to eighteen months supportive of
the positive outlook.

The affirmation of the corporate family rating at B2 is reflective
of Titan's strong market position within niche tire markets and
good liquidity profile largely supported by a good amount of cash
on the balance sheet. The rating is constrained by the relatively
high fixed costs and cyclical end markets that can make operating
profits volatile through the economic cycle as well as a degree of
customer concentration. The acquisition of Goodyear's Latin
American farm tire business has increased the revenue scale of the
company and serves to diversify the company's revenue stream.
Titan has disclosed that is also considering the acquisition of
Goodyear's European farm tire business. Concerns about integration
risks, management depth and working capital volatility from
acquisitions constrain the ratings.

The speculative grade liquidity rating of SGL-2 denotes the
anticipation of a good liquidity profile over the next twelve
months. As of September 30, 2011, Titan's cash and marketable
securities balance stood at $122.4 million. There are no
meaningful scheduled near-term debt maturities. The company's $100
million asset-based revolving credit facility expires in January
2014. As of June 30, 2011 the revolver's availability stood at
approximately $88 million. A springing fixed charge ratio would be
applicable if availability falls below a minimum threshold which
is not anticipated to be reached over the next twelve months. In
addition, the recently acquired manufacturing facility in Brazil
serves as an alternate source of liquidity.

The ratings could be upgraded if cash flow generation improves,
the company demonstrates progress toward the integration of
Goodyear's farm tire business in Latin America and there is
greater clarity regarding the timing and scale of potential
acquisitions in 2011-2012. Quantitatively, if Titan achieves and
sustains double digit free cash flow generation; debt/EBITDA is
sustained below 3.75 times and EBIT/interest stays above 3.0
times, an upgrade would be considered.

The ratings could be downgraded if the company's liquidity profile
weakens, business conditions deteriorate, or if the company were
to undertake a debt-funded acquisition or shareholder actions that
substantially weaken the credit profile. Credit metrics that would
contribute to a downgrade include debt/EBITDA approaching 6.0
times or EBIT/interest falling below 1.0 times.

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

Titan, headquartered in Quincy, IL is a manufacturer of wheels,
tires and assemblies for off-highway vehicles serving the
agricultural, earthmoving/construction and consumer end markets.
Last twelve months ended September 30, 2011 revenues were $1.3
billion.


TRAVELPORT LLC: Moody's Affirms CFR at 'Caa1'; Outlook Stable
-------------------------------------------------------------
Moody's Investors Service has affirmed the Caa1 Corporate Family
Rating (CFR) and Probability of Default Rating (PDR) of Travelport
LLC. Concurrently, Moody's has affirmed the B1 rating of the
senior secured term loans and the Caa2 and Caa3 ratings of the
unsecured senior and subordinated notes. Moody's has also assigned
a Caa2 rating to the new US$342.5 million second lien term secured
loans. The outlook on the ratings is revised to stable from
negative.

RATINGS RATIONALE

The rating action follows the company's recent refinancing of the
outstanding PIK notes in the amount of US$715 million at its
holding company, Travelport Holdings Limited, through a
combination of upstreamed cash, the new second lien term loan
borrowed at Travelport LLC, as well as a partial extension of the
existing PIK notes. As expected, in Moody's view the transaction
has removed the near-term risk associated with refinancing the PIK
notes, as well as enhanced the covenants headroom on the term
loans. At the same time, this has been achieved by increasing the
debt burden at the rated operating company, Travelport LLC.
Moody's had previously indicated that the rating would likely be
affirmed if the transaction was completed successfully.

On a pro forma basis for the transaction, Moody's estimates that
gross adjusted leverage will be approximately 7x, although Moody's
believes that this metric may deteriorate if the recent trend in
earnings persists. This will in particular be impacted by the
pending cancellation of a hosting contract with United Airlines as
of March 2012. As Moody's had previously adjusted Moody's leverage
metric for the PIK notes, the transaction does not materially
impact Moody's adjusted gross leverage metric, although Moody's
recognizes that the refinancing risk of the remaining PIK notes
has been postponed to longer-term.

At this time, Moody's believes that the company's liquidity
remains satisfactory over at least a 12 month horizon, factoring
in the existing cash balance, the Revolving Credit Facilities
(RCF) and negligible near-term debt maturities. Nevertheless, the
company's RCF have a final maturity in August 2013, in addition to
US$166 million in first lien term loans that mature the same
month, which will need to be repaid or refinanced.

The Caa1 CFR reflects the company's continued high adjusted
leverage, as well as the recent negative trend in earnings which
may persist. The stable outlook nevertheless reflects Moody's view
that the recent refinancing has removed near-term liquidity risks
as well as provided a degree of flexibility within covenants.
Given the trend in earnings, positive pressure on the rating or
outlook is unlikely in the near-term. For the current rating and
stable outlook, Moody's expects gross adjusted leverage to trend
back towards 7x, although this is not expected to occur in the
current year. Negative pressure on the rating or outlook would
likely result if concerns were to re-emerge about near-term
liquidity, notably in terms of continued access to the RCF or if
the debt maturities in August 2013 are not refinanced in a timely
manner.

Following the issuance of the new US$342 million second lien
secured term loan at Travelport LLC, currently only US$208 million
have been swapped for the PIK notes. Moody's is maintaining the
current notching and present ratings of both the senior secured
term loans, which are rated B1, and of the senior and subordinated
unsecured notes, which are rated Caa2 and Caa3 respectively. The
Caa2 rating of the new term loan reflects its ranking within the
capital structure, but also factors in the potential for a
deficiency in security in a distressed scenario.

Ratings affected by the rating action include:

- US$342.5 million new second lien secured term loans due
  December 2016 are assigned a Caa2 rating;

- US$180 million RCF tranches due 2012 and 2013 affirmed at B1;

- US$166 million non-extended first lien term loans due August
  2013 affirmed at B1;

- US$1,515 million extended first lien term loans due August 2015
  affirmed at B1;

- US$800 million senior unsecured notes due 2014 affirmed at
  Caa2;

- US$250 million senior unsecured notes due 2016 affirmed at
  Caa2;

- US$450 million subordinated unsecured note due 2016 affirmed at
  Caa3.

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

Headquartered in Atlanta, Georgia, Travelport is a leading
provider of transaction processing services to the travel industry
through its global distribution system ("GDS") business, which
includes the Group's airline information technology solutions
business. During fiscal year ending December 2010, the company
generated revenues and EBITDA of US$2 billion and US$545 million,
respectively, on a pro forma basis for the divestment of its GTA
in May 2011.


TRIBUNE CO: To Revise Chapter 11 Plan, Push for 2012 Emergence
--------------------------------------------------------------
Dow Jones' Daily Bankruptcy Review reports that Tribune Co. on
Tuesday said it will revise the Chapter 11 plan that was rejected
by a judge and return to court in November to renew its push to
get out of bankruptcy with a goal of exiting in early 2012.

                        About Tribune Co.

Headquartered in Chicago, Illinois, Tribune Co. --
http://www.tribune.com/-- is a media company, operating
businesses in publishing, interactive and broadcasting, including
ten daily newspapers and commuter tabloids, 23 television
stations, WGN America, WGN-AM and the Chicago Cubs baseball team.

The Company and 110 of its affiliates filed for Chapter 11
protection (Bankr. D. Del. Lead Case No. 08-13141) on Dec. 8,
2008.  The Debtors proposed Sidley Austin LLP as their counsel;
Cole, Schotz, Meisel, Forman & Leonard, PA, as Delaware counsel;
Lazard Ltd. and Alvarez & Marsal North America LLC as financial
advisors; and Epiq Bankruptcy Solutions LLC as claims agent.  As
of Dec. 8, 2008, the Debtors have $7,604,195,000 in total assets
and $12,972,541,148 in total debts.  Chadbourne & Parke LLP and
Landis Rath LLP serve as co-counsel to the Official Committee of
Unsecured Creditors.  AlixPartners LLP is the Committee's
financial advisor.  Landis Rath Moelis & Company serves as the
Committee's investment banker.  Thomas G. Macauley, Esq., at
Zuckerman Spaeder LLP, in Wilmington, Delaware, represents the
Committee in connection with the lawsuit filed against former
officers and shareholders for the 2007 LBO of Tribune.

Two competing Chapter 11 plans are being pursued in the Chapter 11
cases of Tribune.  One plan is being co-proposed by the Debtors,
the Official Committee of Unsecured Creditors, Oaktree Capital
Management, L.P., Angelo Gordon & Co., L.P. and JPMorgan Chase
Bank, N.A.  A second plan is being pursued by Aurelius Capital
Management LP, on behalf of its managed entities; Deutsche Bank
Trust Company Americas, in its capacity as successor indenture
trustee for certain series of senior notes; Law Debenture Trust
Company of New York, in its capacity as successor indenture
trustee for certain series of senior notes; and Wilmington Trust
Company, in its capacity as successor indenture for the PHONES
Notes.  Judge Kevin J. Carey has not issued a ruling on the plan.

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


TTC PLAZA: Hearing on Capital One's Lift Stay Motion Set for Today
-----------------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of Texas will
convene a hearing today, Nov. 3, 2011, to consider Capital One,
N.A.'s motion to lift automatic stay against real property of TTC
Plaza Limited Partnership's assets.

The lift stay motion was originally set for hearing on Oct. 28.
However, in order to accommodate a scheduling conflict of Debtor's
counsel, the hearing has been rescheduled for Nov. 3.

As reported in the Troubled Company Reporter on Oct. 10, 2011,
Capital One N.A. seeks relief from the automatic stay in the
bankruptcy case of the Debtor to exercise its rights in all of
the Debtor's (a) real property and improvements comprising of
8.715 acres of land situated in the John D. Taylor League,
Abstract number 72, Harris County, City of Houston, Texas, and (b)
rents and proceeds.

As of the bankruptcy filing date, the Debtor owed Capital One
$4,746,265, which include interests and attorneys fees and
expenses.  The interest and attorneys fees continue to accrue.

On Oct. 14, Capital One served the Debtor with written discovery
requests in connection with the lift stay motion for Capital One
to have adequate time to properly review and evaluate the Debtor's
responses to the written discovery prior to the hearing.

On Oct. 19, the Hon. Marvin Isgur denied the request of Capital
One to give the Debtor until Oct. 28 to respond and produce
documents in relation to its motion.  The Court ordered that the
amount of time requested is extremely short and may be far too
short depending on the contents of the request.

                        About TTC Plaza L.P.

TTC Plaza L.P. filed for Chapter 11 bankruptcy (Bankr. S.D. Tex.
Case No. 11-38381) on Oct. 3, 2011, before Judge Marvin Isgur.
Jack Nicholas Fuerst, Esq., in Houston, Texas, represents the
Debtor.  The Debtor scheduled assets of $12,016,768 and
liabilities of $5,312,263. The petition was signed by William Wu,
managing partner.


USAM CALHOUN: Employs GDHM as Bankruptcy Counsel
------------------------------------------------
USAM Calhoun Land LLC asks for permission from the U.S. Bankruptcy
Court for the Western District of Texas to employ Graves,
Dougherty, Hearon and Moody, P.C. (GDHM) as bankruptcy counsel.

The firm is located at:

         GRAVES, DOUGHERTY, HEARON AND MOODY, P.C.
         401 Congress Avenue, Suite 2200
         Austin, Texas
         Tel: (512) 480-5620
         Fax: (512) 480-5820

Upon retention, the firm will, among other things:

   a. provide legal advice with respect to the Debtro's powers and
      duties as the debtor in possession in the continued
      operations of its business and management of its property;

   b. take all necessary action to protect and preserve the
      Debtor's estate, including the prosecution of actions on
      behalf of the Debtor, the defense of any actions commenced
      against the Debtor, negotiations concerning litigation in
      which the Debtor is involved, and objections to claim filed
      against the Debtor's estate; and

   c. prepare on behalf of the Debtor all necessary motions,
      answers, orders, reports, and other legal papers in
      connection with the administration of its estate.

Christopher H. Trickey -- trickey@gdhm.com -- a shareholder with
GDHM, attest that the firm is a "disinterested person" within the
meaning of Section 101(14) of the Bankruptcy Code.

GDHM received a retainer of $5000.

The firm's rates are:

  Personnel             Rates
  ---------             -----
  Shareholders          $330-$500/hour
  Associates            $200/hour
  Paralegals            $100-$130/hour

                       About USAM Calhoun

USAM Calhoun Land LLC filed a Chapter 11 petition (Bankr. W.D.
Tex. Case No. 11-12232) on Sept. 6, 2011, in Austin.  James V.
Hoffner, ESq., at Graves, Dougherty, Hearon & Moody, P.C. serves
as counsel to the Debtor.

The Debtor scheduled $15,500,000 in assets and $10,949,093 in
debts.


VERIFONE SYSTEMS: S&P Lifts Rating on Credit Facilities to 'BB+'
----------------------------------------------------------------
Standard & Poor's Ratings Services revised its recovery rating on
San Jose, Calif.-based VeriFone Systems Inc.'s $540 million senior
secured credit facilities due in 2012 to '1' from '2' and raised
the issue-level rating to 'BB+' (two notches higher than the
corporate credit rating) from 'BB'. "The '1' recovery rating
indicates our expectation of a very high (90%-100%) recovery
for lenders in the event of a payment default," S&P said.

"At the same time, we revised the recovery rating on the $316
million senior convertible notes due 2012 to '3' from '6' and
raised the issue-level to 'BB-' (equal to corporate credit rating)
from 'B'. The '3' recovery rating indicates our expectation of a
meaningful (50%-70%) recovery for noteholders in the event of a
payment default," S&P said.

"Our 'BB-' corporate credit rating and positive outlook on
VeriFone remain unchanged," S&P related.

The revised recovery score reflects reassessment of the enterprise
value of VeriFone, including its acquisition of Hypercom completed
in August 2011. It also reflects extension of the default year to
2015 from 2013, given the company's improved operating
performance.

The current rating on VeriFone reflects its relatively short track
record of operating performance at current levels, an acquisitive
growth strategy, and technology risk in the rapidly evolving
electronic payment solutions market. "While there are near-term
integration risks, we believe VeriFone will achieve operational
and end-market synergies from the recent Hypercom acquisition.
Based on its solid market position in its core products and new
growth initiatives, we anticipate that the company will continue
to generate good revenue growth and consistent profitability while
maintaining leverage below 3x over the intermediate term," S&P
said.

Ratings List

VeriFone Systems Inc.
Corporate Credit Rating     BB-/Positive/--

Upgraded; Recovery Ratings Revised

VeriFone Systems Inc.
                             To             From
Senior Secured
  $540 mil cred facs         BB+            BB
   Recovery Rating           1              2
  $316 mil convertible nts   BB-            B
   Recovery Rating           3              6


VIRGIN OFFSHORE: Chapter 11 Trustee Taps Gordon Arata as Counsel
----------------------------------------------------------------
Gerald H. Schiff, the Chapter 11 Trustee for the bankruptcy estate
of Virgin Offshore USA, Inc., asks the U.S. Bankruptcy Court for
the Eastern District of Louisiana for permission to employ the law
firm of Gordon, Arata, McCollam, Duplantis & Eagan, LLC, as his
counsel.

Gordon Arata will represent the trustee in the case and
investigate assets of the estate, including, without limitation,
claims and causes of action of the estate, possible recoveries
from avoidance actions, and rights in connection with ownership
and lease of real estate.

The trustee disclosed that he is a member of the firm.  The
trustee proposes to employ:

   1. Louis M. Phillips, leader of the firm's Bankruptcy/Debtor-
        Credit Practice Group;
   2. Courtney S. Lauer, member;
   3. Peter A. Kopfinger, member;
   4. C. "Peck" Hayne, member;
   5. Matthew "Matt" J. Randazzo, III, member;
   6. Fernand L. Laudumiey, IV, member;
   7. Ryan J. Richmond, associate; and
   8. Patrick M. Shelby, associate.

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

The firm can be reached at:

         Louis M. Phillips, Esq.
         Peter A. Kopfinger, Esq.
         Ryan J. Richmond, Esq.
         Elizabeth A. Spurgeon, Esq.
         GORDON, ARATA, MCCOLLAM, DUPLANTIS & EAGAN, LLC
         One American Place
         301 Main Street, Suite 1600
         Baton Rouge, LA 70825
         Tel: (225) 381-9643
         Fax: (225) 336-9763
         E-mail: lphillips@gordonarata.com
                 pkopfinger@gordonarata.com
                 rrichmond@gordonarata.com
                 espurgeon@gordonarata.com

                      About Virgin Offshore

Virgin Offshore USA, Inc., based in New Orleans, Louisiana,
produces oil and gas.  Creditors Dynamic Energy Services LLC,
Precision Drilling Company, LP, and Tanner Services LLC, owed
$1,895,824 in the aggregate, commenced an involuntary Chapter 11
bankruptcy proceeding against Virgin Offshore USA (Bankr. E.D. La.
Case No. 11-13028) on Sept. 16, 2011.  The petitioning creditors
are represented by Michael A. Crawford, Esq., at Taylor Porter
Brooks & Phillips LLP, H. Kent Aguillard, Esq., at Young, Hoychick
and Aguillard; and Jacque B. Pucheu, Jr., Esq., at Pucheu, Pucheu
& Robinson, LLP.

An affiliate of Virgin Offshore USA, Virgin Oil Company Inc.,
filed a Chapter 11 petition (Bankr. E.D. La. Case No. 09-11899) on
June 25, 2009.

The involuntary Chapter 11 bankruptcy petition against Virgin
Offshore USA, Inc., has been transferred to Judge Elizabeth W.
Magner.  The case was first given to Judge Jerry A. Brown.


VIRGINIA OFFSHORE: Hearing on Plea vs. Cash Access Set for Nov. 8
-----------------------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of Louisiana
has continued until Nov. 8, 2011, at 2:00 p.m., the hearing to
consider motions to prohibit Virgin Offshore USA, Inc.'s access to
cash collateral.

As reported in the Troubled Company Reporter on Oct. 14, 2011,
creditors Specialty Rental Tools & Supply, LLC, and Sooner Pipe,
LLC, ask the Court to enter an order preventing the Debtor's use
of cash collateral.

Specialty Rental Tools and Sooner Pipe, who claim to be judgment
creditors of Virgin Offshore, filed a copy of the Amended Judgment
which they recorded in Terrebonne Parish and with the Bureau of
Ocean Energy Management, Regulation, and Enforcement ("BOEMRE"),
with the Bankruptcy Court.

The movants tell the Court that pursuant to the Federal Outer
Continental Lands Act ("OCSLA"), they have a judicial mortgage
against any mineral interest or immovable property owned by Virgin
Offshore in Terrebonne Parish and any mineral leases in Federal
waters that are adjacent in Terrebonne Parish.

The Debtor is believed to be the titled owner of a 33.3334%
interest in that certain Oil and Gas Lease dated effective July 1,
1997, from the United States of America, as Lessor, to Apache
Corporation and British-Borneo Exploration, as Lessees, bearing
Serial Number OCS-G18011, covering all of Block 1253, Ship Shoal
Area, OCS Leasing Map, Louisiana Map No. 5 containing
approximately 5,000 acres (the "Ship Shoal Lease").

Further, the Debtor is believed to hold 28.53920% of the Operating
Rights in the multiple wells that were completed under Ship Shoal
Lease (the "Ship Shoal Wells").

The Ship Shoal Lease and the Ship Shoal Wells are located south of
Terrebonne Parish, Louisiana.  Thus, the proceeds of the Ship
Shoal Wells that are attributable to the Debtor are cash
collateral in which the movants have an interest.

On Aug. 31, 2011, the movants filed a Petition for Garnishment
against Texon Crude Oil, LLC, the purchaser of the crude oil
produced by the Ship Shoal Wells (effective as of Aug. 1, 2011),
in the 19th Judicial District Court for the Parish of East Baton
Rouge, State of Louisiana, Case No. 602-747, and served Texon
Crude with the petition for garnishment on Sept. 9, 2011.  Texon
Crude responded to the Garnishment Interrogatories stating that it
held funds payable to the Debtor and was placing those funds in a
suspense account until further order of the court.  As of the end
of September 2011, approximately $135,000 was being held in the
Texon Crude suspense account.

In the event the Court permits the Debtor to use any of the funds
that are currently held by Texon Crude in its suspense account,
the movants request that the Debtor be required to provide
adequate protection.

Albert J. Derbes, IV, T.A., Esq., and Frederick L. Bunol, Esq., at
The Derbes Law Firm, L.L.C., in Metairie, La., represent Specialty
Rental Tools and Sooner Pipe as counsel.

                      About Virgin Offshore

Virgin Offshore USA, Inc., based in New Orleans, Louisiana,
produces oil and gas.  Creditors Dynamic Energy Services LLC,
Precision Drilling Company, LP, and Tanner Services LLC, owed
$1,895,824 in the aggregate, commenced an involuntary Chapter 11
bankruptcy proceeding against Virgin Offshore USA (Bankr. E.D. La.
Case No. 11-13028) on Sept. 16, 2011.  The petitioning creditors
are represented by Michael A. Crawford, Esq., at Taylor Porter
Brooks & Phillips LLP, H. Kent Aguillard, Esq., at Young, Hoychick
and Aguillard; and Jacque B. Pucheu, Jr., Esq., at Pucheu, Pucheu
& Robinson, LLP.

An affiliate of Virgin Offshore USA, Virgin Oil Company Inc.,
filed a Chapter 11 petition (Bankr. E.D. La. Case No. 09-11899) on
June 25, 2009.

The involuntary Chapter 11 bankruptcy petition against Virgin
Offshore USA, Inc., has been transferred to Judge Elizabeth W.
Magner.  The case was first given to Judge Jerry A. Brown.


WAVE HOUSE: Can Borrow Up to $500,000 from Kathleen Lochtefeld
--------------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of California
authorized Wave House Belmont Park, LLC, to borrow up to $500,000
on a senior secured lien basis from Kathleen Lochtefeld.  Proceeds
will be used to enable the Debtor to prosecute litigation during
the pendency of its bankruptcy case and pay ongoing legal fees and
U.S. Trustee fees incurred in the administration of the estate.
The portion of the loan to be used for other than direct
litigation costs cannot exceed $200,000.

Interest on the outstanding amount will accrue at the rate of
3.00% per annum.  The loan will be due and payable upon conclusion
of the Adversarial Action described below.

Mrs. Lochtefeld's loan is secured solely by the proceeds, if any,
from litigation pending before the Bankruptcy Court between the
Debtor and the City of San Diego, styled as Wave House Belmont
Park, LLC v. The City of San Diego, Case No. 10-90553-LT and any
other action that seeks to recover damages under the same factual
and legal circumstances against the City of San Diego as in such
case.

San Diego, California-based Wave House Belmont Park, LLC, filed
for Chapter 11 bankruptcy protection (Bankr. S.D. Calif. Case No.
10-19663) on Nov. 3, 2010.  John L. Smaha, Esq., at Smaha Law
Group, APC, assists the Debtor in its restructuring effort.

Wave House, the company that operates the San Diego amusement area
Belmont Park, filed for bankruptcy protection after the city
imposed an eightfold increase in rent, Dow Jones' Small Cap
reported early November.  The Debtor disclosed $28,327,703 in
assets and $17,611,057 in debts.


* Grubb & Ellis to Promote Bankruptcy Auction of 1,340 Acres
------------------------------------------------------------
Grubb & Ellis Company GBE has been engaged by a group of five
banks to promote the auction of 1,340 acres of undeveloped land
known as Park Highlands in North Las Vegas.  Together, the banks
hold a 48 percent interest in the $178.9 million defaulted loan on
the property, which is being sold under Bankruptcy Section 363.

Curt Allsop, senior associate, Investment Services, Land Group,
will lead the assignment in conjunction with Doug Schuster, senior
vice president, Investment Services, Multi Housing Group, and
Vittal Ram, associate, Investment Services.  The listing was a
referral from Andrew Phillips, senior associate, Financial
Services Asset Management.  The team will promote the auction on
behalf of Bryan Cave LLP, a leading global business and litigation
firm representing the five banks.

With no initial bids permitted, the live absolute auction will be
held Dec. 12.  The land sale is expected to be one of the largest
in Nevada since the property was first sold in 2005.

"This undeveloped property is the only parcel of land of its size
available for purchase in Greater Las Vegas and the outcome of
this auction will have a significant impact on the future growth
of the region," said Allsop.

The land is zoned for residential, retail, resort, business and
office use.  Land sales in Greater Las Vegas during the past 12
months for parcels 30 acres and larger have sold for a median
price of $98,000 per acre and a high of $167,000 per acre.
Statistics show the largest sale was 141 acres, which closed in
June.

                   About Grubb & Ellis Company

Grubb & Ellis Company GBE -- http://www.grubb-ellis.com/--
is one of the largest and most respected commercial real estate
services and investment companies in the world.


* Restaurants Fight to Stay Afloat as Young Customers Get Pickier
-----------------------------------------------------------------
Dow Jones' Daily Bankruptcy Review reports that younger people
once were among the most reliable customers for less-expensive
chain restaurants.  These days, though, many of them have less in
their pockets, forcing them to eat at home more and to be pickier
when they do grab a bite elsewhere, according to the report.


* Benjamin Capital Advisors Opens New Florida Office
----------------------------------------------------
Benjamin Capital Advisors, a specialist in working with distressed
companies, announced that it has opened a new Florida office at
301 Yamato Road in Boca Raton.  The firm also has an office in Rye
Brook, Westchester County, New York.

Headed by Charles D. Benjamin, who founded the firm in Florida in
1989, Benjamin Capital Advisors is a business advisory firm
engaged by companies in distress and those experiencing
operational difficulties.  For the past 23 years, Benjamin has
provided experienced counsel and hands-on management expertise to
companies in trouble.

"We work with clients locally, nationally and internationally, so
Florida is an important market for us to a have another base of
operations," Benjamin said.

Benjamin Capital Advisors services and specialties include
turnarounds and restructuring, bankruptcy, mergers and
acquisitions, capital-raising, business development, liquidations,
business evaluations, litigation support, estate oversight, board
of directors advisory and counsel on family succession.  The firm
focuses on middle-market companies with revenues ranging from $50
million to $1 billion.  BCA has extensive experience with a
comprehensive array of industry sectors including manufacturing,
distribution, services, financial, retail, and hospitality.

Matters the firm has handled include advising Brunschwig & Fils,
Inc., a premier home design brand, on the company's Chapter 11
filing and subsequent sale. Brunschwig & Fils is known for the
luxury home furnishings it provides to the trade, including
fabrics, wall coverings, trims, lighting, furniture and
accessories.  Kravet, Inc., one of the largest privately-held
distributors of fabrics and luxury home furnishings with locations
worldwide, was the winning bidder at the auction held earlier this
year.

                  About Benjamin Capital Advisors

Founded in 1989, Benjamin Capital Advisors -- http://
www.benjamincapitaladvisors.com/ -- is a business advisory firm
that is engaged by companies in distress and those experiencing
operational difficulties.  For 23 years, founder Chuck Benjamin
successfully has advised middle market companies seeking new
strategies.  The firm's services and specialties include
turnarounds and restructuring, bankruptcy, mergers and
acquisitions, capital-raising, business development, liquidations,
business evaluations, litigation support, estate oversight, board
of directors advisory and counsel on family succession.  Benjamin
Capital Advisors focuses on companies with revenues ranging from
$50 million to $1 billion, and has extensive experience with a
comprehensive array of industry sectors including manufacturing,
distribution, services, financial, retail, and hospitality.  The
firm has offices in New York and Florida.


* Butler Rubin Named Among Best Law Firms in U.S.
-------------------------------------------------
The Chicago-based law firm Butler Rubin Saltarelli & Boyd LLP has
been named among the "Best Law Firms" by U.S. News Media Group and
Best Lawyers in its 2011-12 law firm rankings.  Butler Rubin's
insurance practice group was ranked among the top firms in
metropolitan Chicago in this field.  Led by Robert Hermes and
James Rubin, this practice group and its attorneys have earned
repeated praise by clients and colleagues.

U.S. News also ranked Butler Rubin as a Tier 2 "Best Law Firm" in
the areas of arbitration, commercial litigation and
bankruptcy/reorganization.

Best Lawyers named eight Butler Rubin attorneys as leaders in
their fields: Louis J. Aurichio (Insurance Law), Ira J. Belcove
(Insurance Law), R. Douglass Bond (Insurance Law), Michael R.
Hassan (Insurance Law), Robert N. Hermes (Insurance Law), James I.
Rubin (Insurance Law), Gerald G. Saltarelli (Alternative Dispute
Resolution) and Teresa Snider (Insurance Law).

The U.S. News -- Best Lawyers(R) "Best Law Firms" rankings are
based on a rigorous evaluation process that includes the
collection of client and lawyer evaluations, peer review from
leading attorneys in their field, and review of additional
information provided by law firms as part of the formal submission
process.  The rankings incorporate the 3.9 million evaluations of
41,284 individual leading lawyers collected by Best Lawyers(R) in
its most recent annual survey.  Practice area rankings were
produced both nationally and within 177 metropolitan areas across
the United States.  The 2011-2012 "Best Law Firms" national
rankings cover 75 practice areas, while as many as 119 practice
areas are covered on the metropolitan lists.

Formed in 1980, Chicago-based Butler Rubin has established itself
as a well-known litigation boutique assisting clients nationally
and internationally in the core practice areas of reinsurance and
complex business disputes, including antitrust, competition law
and opt-out antitrust litigation; class actions; defense of
corporate directors and officers; mortgage insurance; credit
insurance; insolvency; creditors' rights; and products liability
and mass tort matters.



* Great American Group Appoints Gina Johnson as New VP
------------------------------------------------------
Great American Group, LLC has appointed Gina Johnson to a new Vice
President position at the company.

In her new role, Ms. Johnson will focus on generating revenue
through the cross-promotion of all Great American Group's
services.  In addition, Ms. Johnson will manage the sourcing and
selling of underperforming inventory assets for all sectors --
including healthy companies in need of capital.

"We are extremely pleased to have Gina join the Great American
Group team," said Sandy Feldman, Senior Vice President.  "As a
former director and business development manager who focused on
the retail community, she brings a wealth of experience to the
position.  In addition, Gina has a unique understanding of our
business.  We look forward to her contribution to further grow and
develop the business."

Ms. Johnson will work out of the Great American Group office in
Deerfield, Ill.

Ms. Johnson brings more than 10 years of experience to the
position.  Previously she served as a director at Talon Merchant
Capital, a private investment firm.  Prior to that, Johnson was
the business development manager for Big Lots Capital -- which
focused on strategic buying initiatives for Big Lots Inc.

                 About Great American Group, LLC

Great American Group, LLC (OTCBB: GAMR) --
http://www.greatamerican.com-- is a provider of asset disposition
solutions and valuation and appraisal services to a wide range of
retail, wholesale and industrial clients, as well as lenders,
capital providers, private equity investors and professional
service firms.  Great American Group has offices in Atlanta,
Boston, Chicago, Dallas, London, Los Angeles, New York and San
Francisco.


* Keating Muething & Klekamp Gets Recognition in "Best Law Firms"
-----------------------------------------------------------------
U.S. News Media Group and Best Lawyers(R) released the 2011-12
Best Law Firms rankings in which Keating Muething & Klekamp PLL
(KMK(R)) received three national rankings and 28 first tier
metropolitan rankings.

Keating Muething & Klekamp is ranked nationally by "Best Law
Firms" in the following practice areas:

Land Use & Zoning Law -- Tier 2

Copyright Law -- Tier 3

Venture Capital Law -- Tier 3

Keating Muething & Klekamp received 28 Cincinnati Metropolitan
Tier 1 rankings by "Best Law Firms" in the following practice
areas:

Banking and Finance Law

Bankruptcy and Creditor Debtor Rights / Insolvency and
Reorganization Law

Closely Held Companies & Family Businesses Law

Commercial Litigation

Corporate Law

Employee Benefits (ERISA) Law

Equipment Finance Law

Family Law

Land Use & Zoning Law

Litigation -- Antitrust

Litigation -- Bankruptcy

Litigation -- ERISA

Litigation -- Labor & Employment

Litigation -- Land Use & Zoning

Litigation -- Real Estate

Litigation -- Securities

Mergers & Acquisitions Law

Municipal Finance Law

Personal Injury Litigation -- Defendants

Personal Injury Litigation -- Plaintiffs

Private Funds / Hedge Funds Law

Product Liability Litigation -- Defendants

Product Liability Litigation -- Plaintiffs

Project Finance Law

Real Estate Law

Securities / Capital Markets Law

Tax Law

Venture Capital Law

                      About Keating Muething

The law firm of Keating Muething & Klekamp PLL (KMK(R)) --
http://www.kmklaw.com/--  based in Cincinnati, Ohio, is a
nationally-recognized law firm delivering sophisticated legal
solutions to businesses of all sizes - from Fortune 500
corporations to start-up companies.  KMK has been recognized as a
leading law firm in Banking & Finance, Bankruptcy & Restructuring,
Corporate and Mergers & Acquisitions law, and General Commercial
Litigation in the 2011 edition of Chambers USA: America's Leading
Business Lawyers(R).  KMK was named the Commercial Litigation Firm
of the Year- USA by Finance Monthly's Law Awards 2011.  The 2011
Super Lawyers(R) Business Edition named KMK the Top Large Law Firm
in Ohio in Business and Transactions law. KMK received 28 first
tier rankings in the 2011-12 Best Law Firms survey (Metropolitan
Cincinnati) by U.S. News and Best Lawyers.

                   About U.S. News Media Group

The U.S. News Media Group -- http//www.usnews.com/ -- is a multi-
platform digital publisher of news and analysis, which includes
the monthly U.S. News & World Report magazine, the digital-only
U.S. News Weekly magazine.

                        About Best Lawyers

Best Lawyers -- http://www.BestLawyers.com/-- is a well-respected
peer-review publication in the legal profession.  For over a
quarter century, the company has helped lawyers and clients find
legal counsel in distant jurisdictions or unfamiliar specialties.
Best Lawyers also publishes peer-reviewed listings of lawyers in
most of the world's major legal markets.


* Marks Paneth & Shron Elects Harry Moehringer Co-Managing Partner
------------------------------------------------------------------
Harry Moehringer, CPA, 54, Partner-in-Charge of the Real Estate
Services Group at Marks Paneth & Shron LLP, has been elected Co-
Managing Partner of the firm.  MP&S is a leading New York-based
full-service accounting firm serving companies, entrepreneurs,
non-profits and high-net worth individuals.

Mr. Moehringer will lead MP&S alongside Co-Managing Partner Mark
Levenfus and will assume the new role on January 1, 2012, from
current Co-Managing Partner Arthur Cannata.  Mr. Cannata will
remain at MP&S as Managing Partner Emeritus, maintaining key
client relationships and assisting with the firm's growth
strategy.

"Harry has emerged as one of MP&S's most astute leaders, highly
valued for his counsel and strategic input by both clients and
colleagues.  Harry has been a partner for more than 20 years and
it feels very good to know that he represents the next generation
of leadership.  The firm and our clients benefit from the
combination of his deep experience, fresh thinking and insights,"
said Mr. Levenfus.

Mr. Moehringer, who will continue involvement with key clients,
has served for some time on MP&S's Operating and Executive
Committees, which are responsible for overseeing management and
developing strategy.  He provides audit, tax and advisory services
to property owners, builders, R.E.I.T.s, construction contractors,
real estate management firms and other businesses involved in
property acquisition, development and management.  He also
specializes in tax planning for high-net worth individuals.  A
graduate of Queens College of the City University of New York, Mr.
Moehringer also serves on the board of directors of the North
Shore Animal League. He is based in MP&S's Manhattan headquarters.

                About Marks Paneth & Shron LLP

Marks Paneth & Shron LLP -- http://www.markspaneth.com/--  is an
accounting firm with nearly 475 people, of whom approximately 60
are partners and principals.  The firm provides businesses with a
full range of auditing, accounting, tax, consulting, bankruptcy
and restructuring services as well as litigation and corporate
financial advisory services to domestic and international clients.
The firm also specializes in providing tax advisory and consulting
for high-net-worth individuals and their families, as well as a
wide range of services for international, real estate, media,
entertainment, nonprofit, professional and financial services and
energy clients. The firm has a strong track record supporting
emerging growth companies, entrepreneurs, business owners and
investors as they navigate the business life cycle.


* Mintz Levin Increases National and Regional Presence in U.S.
--------------------------------------------------------------
In the annual "Best Law Firms" rankings, released by U.S. News &
World Report and Best Lawyers, Mintz, Levin, Cohn, Ferris, Glovsky
and Popeo, P.C. has been named a top tier national firm in
biotechnology law, communications law, criminal defense: white-
collar -- government investigations and immigration law.  In
addition, nineteen of the firm's practice areas have received a
tier one regional ranking.

The U.S. News & World Report and Best Lawyers "Best Law Firms"
rankings are based on a rigorous evaluation process that includes
client and lawyer evaluations, peer review from leading attorneys
in their relevant practice area(s), and a review of additional
information provided by law firms as part of the formal submission
process.  The 2011-2012 edition features nearly 10,000 law firms
ranked nationally in one or more of 75 major legal practice areas
and in metropolitan or state rankings in one or more of 119 major
legal practice areas.

Mintz Levin's Tier One Rankings for 2011-2012 edition include:

        National
        --------------------------------------------------------
        Biotechnology Law
        Communications Law
        Criminal Defense: White-Collar - Governmental
        Investigations
        Immigration Law
        Metropolitan
        ---------------------------------------------------------
        Boston
        Bankruptcy and Creditor Debtor Rights / Insolvency and
        Reorganization Law
        Biotechnology Law
        Criminal Defense: White-Collar - Governmental
        Investigations
        Criminal Defense: White-Collar - Litigation
        Employee Benefits (ERISA) Law
        Environmental Law
        Health Care Law
        Immigration Law
        Insurance Law
        Litigation - Bankruptcy
        Litigation - Eminent Domain & Condemnation
        Litigation - Environmental
        Public Finance Law
        New York City
        Health Care Law
        Litigation - Eminent Domain & Condemnation
        Litigation - Labor & Employment
        Public Finance Law
        San Diego
        Bankruptcy and Creditor Debtor Rights / Insolvency and
        Reorganization Law
        Insurance Law


* Recent Small-Dollar & Individual Chapter 11 Filings
-----------------------------------------------------

In Re Above & Beyond Child Care Center, LLC
        dba Above & Beyond Center, LLC
   Bankr. W.D. Pa. Case No. 11-26479
      Chapter 11 Petition filed October 19, 2011
         See http://bankrupt.com/misc/pawb11-26479.pdf
         represented by: Shawn N. Wright, Esq.
                         E-mail: shawn@shawnwrightlaw.com

In Re Viatel Communication, Inc.
   Bankr. D. Puerto Rico Case No. 11-08995
      Chapter 11 Petition filed October 19, 2011
         See http://bankrupt.com/misc/prb11-08995.pdf
         represented by: Carmen D. Conde Torres, Esq.
                         E-mail: notices@condelaw.com

In Re L & L Development, LLC
   Bankr. E.D. Tenn. Case No. 11-34778
      Chapter 11 Petition filed October 19, 2011
         See http://bankrupt.com/misc/tneb11-34778p.pdf
         See http://bankrupt.com/misc/tneb11-34778c.pdf
         represented by: Richard M. Mayer, Esq.
                         Law Offices of Mayer & Newton
                         E-mail: mayerandnewton@richardmayer.com

In Re Moe's Pizzeria, LLC
   Bankr. E.D. Mich. Case No. 11-67323
      Chapter 11 Petition filed October 20, 2011
         See http://bankrupt.com/misc/mieb11-67323p.pdf
         See http://bankrupt.com/misc/mieb11-67323c.pdf
         represented by: Ray G. Tallerday, Esq.
                         E-mail: bankruptcyclinic@gmail.com

In Re Point Click Learn, Inc.
   Bankr. W.D. Pa. Case No. 11-11676
      Chapter 11 Petition filed October 20, 2011
         See http://bankrupt.com/misc/pawb11-11676.pdf
         represented by: Robert O. Lampl, Esq.
                         E-mail: rol@lampllaw.com

In Re BV Development Corp.
   Bankr. D. Puerto Rico Case No. 11-09047
      Chapter 11 Petition filed October 20, 2011
         See http://bankrupt.com/misc/prb11-09047.pdf
         represented by: Maximiliano Trujillo Gonzalez, Esq.
                         E-mail: maxtruj@yahoo.com

In Re Professional Tile Installers, Inc.
   Bankr. D. Puerto Rico Case No. 11-09046
      Chapter 11 Petition filed October 20, 2011
         See http://bankrupt.com/misc/prb11-09046.pdf
         represented by: Maximiliano Trujillo Gonzalez, Esq.
                         E-mail: maxtruj@yahoo.com

In Re Empirical Networks LTD
   Bankr. E.D. Texas Case No. 11-43184
      Chapter 11 Petition filed October 20, 2011
         See http://bankrupt.com/misc/txeb11-43184.pdf
         represented by: Mark A. Weisbart, Esq.
                         The Law Offices of Mark A. Weisbart
                         E-mail: weisbartm@earthlink.net

In Re Uplift Learning Center LLC
   Bankr. N.D. Texas Case No. 11-45894
      Chapter 11 Petition filed October 20, 2011
         See http://bankrupt.com/misc/txnb11-45894.pdf
         represented by: Joyce W. Lindauer, Esq.
                         Joyce W. Lindauer, Attorney at Law
                         E-mail: courts@joycelindauer.com

In Re Kamal's Investment LLC
        dba Ferryman's Inn
   Bankr. W.D. Wash. Case No. 11-48239
      Chapter 11 Petition filed October 20, 2011
         See http://bankrupt.com/misc/wawb11-48239.pdf
         represented by: Matthew J. Cunanan, Esq.
                         DC Law Group PLLC
                         E-mail: matthew@dcgroupnw.com

In Re P-M Company Of Mequon, LLC
   Bankr. E.D. Wis. Case No. 11-35882
      Chapter 11 Petition filed October 20, 2011
         See http://bankrupt.com/misc/wieb11-35882.pdf
         represented by: John M. Gallo, Esq.
                         Houseman & Feind, LLP
                         E-mail: john.gallo@housemanlaw.com

In Re Mound Steel & Supply, Inc.
   Bankr. E.D. Mich. Case No. 11-67393
      Chapter 11 Petition filed October 21, 2011
         See http://bankrupt.com/misc/mieb11-67393p.pdf
         See http://bankrupt.com/misc/mieb11-67393c.pdf
         represented by: Gerald L. Decker, Esq.
                         E-mail: gldeckerlaw@aol.com

In Re Wayne Auto Body LLC
   Bankr. D. N.J. Case No. 11-40482
      Chapter 11 Petition filed October 21, 2011
         See http://bankrupt.com/misc/njb11-40482.pdf
         represented by: Robert J. Stack, Esq.
                         Robert J. Stack LLC
                         E-mail: robstackbankruptcy@yahoo.com

In Re Silva Legal Professionals PC
        dba Silva & Assoc., PC
   Bankr. E.D. Pa. Case No. 11-18203
      Chapter 11 Petition filed October 21, 2011
         filed pro se

In Re International U.S.A. Group, Inc.
   Bankr. E.D. Texas Case No. 11-43193
      Chapter 11 Petition filed October 21, 2011
         See http://bankrupt.com/misc/txeb11-43193.pdf
         represented by: Daniel C. Durand, III, Esq.
                         Durand & Associates, P.C.
                         E-mail: bankruptcy@durandlaw.com

In Re McDowell Family Trust
   Bankr. D. Ariz. Case No. 11-29791
      Chapter 11 Petition filed October 24, 2011
         filed pro se

In Re Legacy Dental, Inc.
   Bankr. E.D. Ark. Case No. 11-16819
      Chapter 11 Petition filed October 24, 2011
         See http://bankrupt.com/misc/areb11-16819.pdf
         represented by: O. C. Rusty Sparks, Esq.
                         Clark, Byarlay & Sparks
                         E-mail: rustysparkslaw@gmail.com

In Re Care One EMS, LLC
   Bankr. W.D. Ark. Case No. 11-74764
      Chapter 11 Petition filed October 24, 2011
         See http://bankrupt.com/misc/arwb11-74764.pdf
         represented by: Stanley V. Bond, Esq.
                         E-mail: attybond@me.com

In Re 26157 Atherton Drive Partners, LLC
   Bankr. N.D. Calif. Case No. 11-59838
      Chapter 11 Petition filed October 24, 2011
         filed pro se

In Re 40/30 Dental, Inc.
   Bankr. S.D. Calif. Case No. 11-17438
      Chapter 11 Petition filed October 24, 2011
         See http://bankrupt.com/misc/casb11-17438.pdf
         represented by: Martin A. Eliopulos, Esq.
                         Higgs, Fletcher & Mack LLP
                         E-mail: elio@higgslaw.com

In Re James MacMillan
   Bankr. M.D. Fla. Case No. 11-16077
      Chapter 11 Petition filed October 24, 2011

In Re James Spooner
   Bankr. M.D. Fla. Case No. 11-07753
      Chapter 11 Petition filed October 24, 2011

In Re Jr. Curtis
   Bankr. N.D. Fla. Case No. 11-10515
      Chapter 11 Petition filed October 24, 2011

In Re Mama Enterprises Inc.
   Bankr. N.D. Ga. Case No. 11-80497
      Chapter 11 Petition filed October 24, 2011
         filed pro se

In Re Dimitrios Varelas
   Bankr. D. Mass. Case No. 11-19989
      Chapter 11 Petition filed October 24, 2011

In Re Julian Fiatoa
   Bankr. D. Nev. Case No. 11-26673
      Chapter 11 Petition filed October 24, 2011

In Re Paul Rosenblit
   Bankr. E.D. N.Y. Case No. 11-77509
      Chapter 11 Petition filed October 24, 2011

In Re Thomas White
   Bankr. E.D. N.Y. Case No. 11-77538
      Chapter 11 Petition filed October 24, 2011

In Re Meta Company LLC
   Bankr. S.D.N.Y. Case No. 11-14919
      Chapter 11 Petition filed October 24, 2011
         See http://bankrupt.com/misc/nysb11-14919.pdf
         represented by: Lawrence F. Morrison, Esq.

                         E-mail: morrlaw@aol.com
In Re Stephen Salzano
      Cheryl Ridolfo-Salzano
   Bankr. S.D. Ohio Case No. 11-60719
      Chapter 11 Petition filed October 24, 2011

In Re Marel Corporation
        aka Marel Corp.
   Bankr. D. Puerto Rico Case No. 11-09131
        Chapter 11 Petition filed October 24, 2011
         See http://bankrupt.com/misc/prb11-09131.pdf
         represented by: Antonio I Hernandez Santiago, Esq.
                         Antonio I Hernandez Santiago Law of
                         E-mail: ahernandezlaw@yahoo.com

In Re Alfredo Diaz
   Bankr. D. Ariz. Case No. 11-29880
      Chapter 11 Petition filed October 25, 2011

In Re Duane Pitt
   Bankr. D. Ariz. Case No. 11-29891
      Chapter 11 Petition filed October 25, 2011

In Re John Scanlan
   Bankr. D. Ariz. Case No. 11-29848
      Chapter 11 Petition filed October 25, 2011


In Re Buellton Commercial Development, LLC
   Bankr. C.D. Calif. Case No. 11-14952
      Chapter 11 Petition filed October 25, 2011
         See http://bankrupt.com/misc/cacb11-14952.pdf
         represented by: John Saba, Esq.
                         E-mail: jsbklaw@gmail.com

In Re Kim Pham
   Bankr. C.D. Calif. Case No. 11-24815
      Chapter 11 Petition filed October 25, 2011

In Re Craig Thomas
   Bankr. M.D. Fla. Case No. 11-19785
      Chapter 11 Petition filed October 25, 2011

In Re Jennifer Johnston
   Bankr. M.D. Fla. Case No. 11-07799
      Chapter 11 Petition filed October 25, 2011

In Re Rolando Proenza
   Bankr. S.D. Fla. Case No. 11-239528
      Chapter 11 Petition filed October 25, 2011

In Re William Schroeder
   Bankr. S.D. Fla. Case No. 11-39500
      Chapter 11 Petition filed October 25, 2011

In Re Wentworth Construction, LLC
   Bankr. W.D. La. Case No. 11-51513
      Chapter 11 Petition filed October 25, 2011
         See http://bankrupt.com/misc/lawb11-51513.pdf
         represented by: David Patrick Keating, Esq.
                         E-mail: rick@thekeatingfirm.com

In Re Barbara FitzGerald
   Bankr. D. Mass. Case No. 11-20052
      Chapter 11 Petition filed October 25, 2011

In Re Coreen Carrington
   Bankr. D. Mass. Case No. 11-20061
      Chapter 11 Petition filed October 25, 2011

In Re Ferry House, Inc.
   Bankr. D. N.J. Case No. 11-40813
      Chapter 11 Petition filed October 25, 2011
         See http://bankrupt.com/misc/njb11-40813.pdf
         represented by: Laurence R. Sheller, Esq.
                         E-mail: laurence.sheller@verizon.net

In Re Gary Breen
   Bankr. D. N.J. Case No. 11-40881
      Chapter 11 Petition filed October 25, 2011

In Re Michael Albano
   Bankr. S.D.N.Y. Case No. 11-14948
      Chapter 11 Petition filed October 25, 2011

In Re Michael Flory
   Bankr. N.D. Ohio Case No. 11-35762
      Chapter 11 Petition filed October 25, 2011

In Re Bruce Burke
   Bankr. W.D. Pa. Case No. 11-26553
      Chapter 11 Petition filed October 25, 2011

In Re Ryan Moving & Storage, Inc.
   Bankr. W.D. Pa. Case No. 11-11714
        Chapter 11 Petition filed October 25, 2011
         See http://bankrupt.com/misc/pawb11-11714.pdf
         represented by: Gary V. Skiba, Esq.
                         E-mail: gskiba@yochim.com

In Re Nieve Manalo
   Bankr. E.D. Va. Case No. 11-17698
      Chapter 11 Petition filed October 25, 2011



                           *********

Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par.  Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable.  Those sources may not,
however, be complete or accurate.  The Monday Bond Pricing table
is compiled on the Friday prior to publication.  Prices reported
are not intended to reflect actual trades.  Prices for actual
trades are probably different.  Our objective is to share
information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy or
sell any security of any kind.  It is likely that some entity
affiliated with a TCR editor holds some position in the issuers"
public debt and equity securities about which we report.

Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets.  At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.
Don't be fooled.  Assets, for example, reported at historical cost
net of depreciation may understate the true value of a firm's
assets.  A company may establish reserves on its balance sheet for
liabilities that may never materialize.  The prices at which
equity securities trade in public market are determined by more
than a balance sheet solvency test.

A list of Meetings, Conferences and Seminars appears in each
Wednesday's edition of the TCR.  Submissions about insolvency-
related conferences are encouraged.  Send announcements to
conferences@bankrupt.com/

On Thursdays, the TCR delivers a list of recently filed
Chapter 11 cases involving less than $1,000,000 in assets and
liabilities delivered to nation's bankruptcy courts.  The list
includes links to freely downloadable images of these small-dollar
petitions in Acrobat PDF format.

Each Friday's edition of the TCR includes a review about a book of
interest to troubled company professionals.  All titles are
available at your local bookstore or through Amazon.com.  Go to
http://www.bankrupt.com/books/to order any title today.

Monthly Operating Reports are summarized in every Saturday edition
of the TCR.

The Sunday TCR delivers securitization rating news from the week
then-ending.

For copies of court documents filed in the District of Delaware,
please contact Vito at Parcels, Inc., at 302-658-9911.  For
bankruptcy documents filed in cases pending outside the District
of Delaware, contact Ken Troubh at Nationwide Research &
Consulting at 207/791-2852.

                           *********

S U B S C R I P T I O N   I N F O R M A T I O N

Troubled Company Reporter is a daily newsletter co-published
by Bankruptcy Creditors" Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Frederick, Maryland,
USA.  Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine
Tumanda, Howard C. Tolentino, Joseph Medel C. Martirez, Denise
Marie Varquez, Ronald C. Sy, Joel Anthony G. Lopez, Cecil R.
Villacampa, Sheryl Joy P. Olano, Carlo Fernandez, Christopher G.
Patalinghug, and Peter A. Chapman, Editors.

Copyright 2011.  All rights reserved.  ISSN: 1520-9474.

This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without prior
written permission of the publishers.  Information contained
herein is obtained from sources believed to be reliable, but is
not guaranteed.

The TCR subscription rate is $775 for 6 months delivered via e-
mail.  Additional e-mail subscriptions for members of the same
firm for the term of the initial subscription or balance thereof
are $25 each.  For subscription information, contact Christopher
Beard at 240/629-3300.


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