TCR_Public/111108.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

            Tuesday, November 8, 2011, Vol. 15, No. 310

                            Headlines

1200 ROSWELL: Case Summary & 12 Largest Unsecured Creditors
155 EAST TROPICANA: Employs Ernst & Young LLP as Auditor
2600 SOUTH: Case Summary & 20 Largest Unsecured Creditors
400 BLAIR: Wells Fargo Objects to Proposed DIP Financing from ULSR
ACCENTIA BIOPHARMA: Inks Agreement to Sell Analytica Assets

AIRPLAY DIRECT: Judge Paine Dismisses Involuntary Chapter 11 Case
AK STEEL: Moody's Lowers Corporate Family Rating to 'B1'
ALEXANDER PROPERTIES: To Appeal Denial of Disclosure Statement
ALL AMERICAN SEMICONDUCTOR: Trustee Can't Introduce New Evidence
ALL YOU: Court Confirms Secured Creditor's Chapter 11 Plan

ALLEN FAMILY: Committee Wants Appraisers to Analyze Fixed Assets
ALUMNE MANUFACTURING: Case Summary & Creditors List
AMARANTH II: Wants to Hire Bennett Weston as Attorney
AMERICAN DIAGNOSTIC: Wants Until Dec. 1 to File Plan
AMIDEE CAPITAL: Reorganization Case Converted to Ch. 7 Liquidation

ARRAY BIOPHARMA: Posts $3.6 Million Net Loss in Sept. 30 Quarter
AXESSTEL INC: Reports $1.3 Million Net Income in 3rd Quarter
BANK OF AMERICA: FDIC Resume Sparring Over Mortgage Losses
BAYVIEW HOLDINGS: Must File Operating Reports Prior to Dismissal
BEACON POWER: Meeting to Form Creditors Committee on Nov. 10

BIOFUEL ENERGY: Units Receive $4.3MM Funding from Farnam Street
BIONOL CLEARFIELD: Trustee Seeks to Probe Lukoil's Deals
BLUEGREEN CORP: 2011 Long Term Incentive Plan Approved
BLUEKNIGHT ENERGY: Rights Offering Over-Subscribed
BOCA BRIDGE: Wants Court to Approve Modified Deal With Lender

BONAVIA TIMBER: Case Summary & 6 Largest Unsecured Creditors
BOWE BELL: Retiree Committee Retains Thorp Reed as Co-Counsel
C3 MODERN: Voluntary Chapter 11 Case Summary
CABI SMA: Settlement with Class of Purchaser Claimants Okayed
CHEF SOLUTIONS: Court Sets Nov. 28, 2011, as Claims Bar Date

COMPOSITE TECH: Court Sets Nov. 10, 2011, as Claims Bar Date
CVR ENERGY: Moody's Reviews 'B1' Corp. Family Rating for Upgrade
DBSI INC: Sues Foley & Lardner of Fraud and Conspiracy
DEB SHOPS: Raises $15 Million Through Equity Offering
DENNY'S CORP: Reports $7.9 Million Net Income in Sept. 28 Quarter

DIPPIN' DOTS: Flash-Frozen Ice Cream Maker Files for Bankruptcy
DJS DEVELOPMENT: Case Summary & Largest Unsecured Creditor
DYNEGY INC: Affiliates File for Bankruptcy Protection
DYNEGY INC: Dynegy Holdings' Voluntary Chapter 11 Case Summary
EAST COAST: Hearing on Case Dismissal Plea Scheduled for Nov. 17

E-DEBIT GLOBAL: Develops Card-Not-Present Payment Process
EASTMAN KODAK: Sells Image Sensor Solutions Biz to Platinum Equity
ELEPHANT TALK: Charles Levine Joins Board of Directors
ENERGAS RESOURCES: Suspending Filing of Reports with SEC
ENERGY AND POWER: Court Approves Bid Protocol; Nov. 17 Auction Set

EQUINOX HOLDINGS: Moody's Affirms Corp. Family Rating at 'B3'
FILENE'S BASEMENT: Wins Approval to Use Lenders' Cash Collateral
FILENE'S BASEMENT: Shareholders Worry Debts Could Dent Recovery
FILENE'S BASEMENT: Meeting to Form Creditors Committee Today
FNB UNITED: Completes Effectiveness of Reverse Stock Split

FREEZE LLC: U.S. Trustee Unable to Form Committee
GARDENS OF GRAPEVINE: Employs Deloitte Financial as Expert
GATEWAY HOTEL: Disclosure Statement Hearing Set for Nov. 17
GATEWAY HOTEL: SFG Opposes Plan Exclusivity Extension
GRACE FELLOWSHIP: Case Summary & Unsecured Creditor

GREEN ENDEAVORS: Richard Clegg Resigns as PFO and Director
HAWKER BEECHCRAFT: Reports $518.8 Million Sales in 3rd Quarter
HCA HOLDINGS: Reports $146 Million Net Income in Third Quarter
HMC/CAH CONSOLIDATED: Official Says Bankruptcy Won't Affect I-70
HOMELAND SECURITY: Amends Forbearance Agreement with YA Global

IBIO INC: Gets Below Certain Continued Listing Standards Notice
INTERNATIONAL FUEL: Five Directors Elected at Annual Meeting
ITC LAS VEGAS: Case Summary & 20 Largest Unsecured Creditors
LEASE FINANCE: Fitch Affirms 'BB' Issuer Default Rating
LEVEL 3 FINANCING: Moody's Rates New Bank Facility at 'Ba3'

LINDER'S FURNITURE: Files for ABC Assignment
LOCATEPLUS HOLDINGS: Assets Sale to USA Protect Closed on Sept. 30
LOCKE PROPERTIES: Files for Chapter 11 Bankruptcy Protection
LOS ANGELES DODGERS: Adds Season Ticket Holders to Creditors Panel
MAGNETEK INC: Gets Final Approval of Pension Funding Waiver

MF GLOBAL: Corzine Resigns Days After Bankruptcy Filing
MF GLOBAL: Asia Liquidator Said to Be Close to Finding Buyer
MF GLOBAL: Missing Client Funds Said to Be at JPMorgan
MF GLOBAL: Dimond Kaplan Probes Senior Note Investment Losses
MF GLOBAL: Dimond Kaplan Probes Claims Against Principals

MF GLOBAL: Harwood Feffer Probes Firm After Admitting to Fraud
MF GLOBAL: CME Group Continues Customer Accounts Transfer
MF GLOBAL: Finkelstein Thompson Probes Shareholders Claims
MF GLOBAL: Howard G. Smith Probes Potential Claims Against Firm
MF GLOBAL: Hagens Berman Sets Lead Plaintiff Deadline on Jan. 2

MF GLOBAL: Rosen Law Firm Probes Potential Claims Against Firm
MF GLOBAL: Exchanges Shift Some Customer Business to Other Firms
MFJT LLC: Court Sets Dec. 30, 2011 as Claims Bar Date
MICHIGAN BIODIESEL: Court Appoints Examiner for Tax Credit Claims
MILESTONE TARANT: D.C. Court Rules on $1.1-Mil. Arbitration Award

MILK SPECIALTIES: Moody's Assigns 'B3' Corporate Family Rating
MONEYGRAM INT'L: Stockholders OK Reduction of Authorized Shares
MORGAN'S FOODS: Extends Remodel Pact with KFC Through Nov. 30
MOTORS LIQUIDATION: Files Sept. 30 GUC Quarterly Trust Reports
MOUNTAIN CITY: Court OKs Lindquist & Vennum as Committee's Counsel

NATIONAL HEALING: Moody's Assigns B2 CFR; Outlook Stable
NEBRASKA BOOK: Hires Alexi Wellsman as New Chief Financial Officer
NEBRASKA BOOK: Inks First Amendment to Support Agreement
NEVADA FIRST: Case Summary & 12 Largest Unsecured Creditors
NUTRITION 21: Sale Order Hearing Continued to Nov. 21

OCIMUM BIO: Meeting to Form Creditors Committee on Nov. 14
O.M.P. MANAGMENT: Case Summary & 3 Largest Unsecured Creditors
OPEN RANGE: To Auction Off Assets on Nov. 14
PARC AT ROGERS: Case Summary & 8 Largest Unsecured Creditors
PETRA FUND: Jack F. Williams Wants to be Discharged as Examiner

PHILLIPS RENTAL: Can Access Banks' Cash Collateral Until Dec. 16
PIONEER NATURAL: Fitch Affirms 'BB+' Issuer Default Rating
PITT PENN: Can Use Remaining Proceeds under Lender I/II Facilities
PIVOTAL EDUCATIONAL: Voluntary Chapter 11 Case Summary
PREMIER TRAILER: US Trustee and Fifth Street Oppose Plan Approval

PRESS PRINTING: Case Summary & 7 Largest Unsecured Creditors
PRIUM SPOKANE: Wants Case Dismissal, Conversion Plea Denied
PROFESSIONAL VETERINARY: Inks Stalking Horse Purchase Agreement
PUNTA GORDA: Case Summary & 9 Largest Unsecured Creditors
QIAO XING UNIVERSAL: Gets Nasdaq Notification of Non-Compliance

R.E. LOANS: Stutman Treister and Gardere Approved as Co-Counsel
REALOGY CORP: Incurs $27 Million Net Loss in Sept. 30 Quarter
REDDY ICE: Moody's Lowers CFR to Caa1; Outlook Negative
RISHI AND MOONI: Files for Chapter 11 Bankruptcy Protection
RIVER ROCK: Moody's Cuts Probability of Default Rating to 'D'

ROBERT COOK: May Lose 7% Stake in Sacramento Kings in Chapter 11
ROBERTS LAND: Plan Confirmation Hearing Continued Until Jan. 13
ROCKWOOD SPECIALTIES: Fitch Withdraws 'BB' Issuer Default Rating
SALLY HOLDINGS: Moody's Gives B1 Rating to $450MM Notes Offering
SM ENERGY: Moody's Assigns B1 Rating to $300MM Sr. Secured Notes

SOLYNDRA LLC: Legislator Seeks Probe on Aborted Navy Contract
SPAXON CORP: Case Summary & 6 Largest Unsecured Creditors
SPECTRUM BRANDS: Moody's Rates $200MM Note Offering at 'B1'
SPRINT NEXTEL: Fitch Assigns 'BB' Rating to Jr. Unsecured Notes
SSI GROUP: Committee Taps Protiviti Inc. as Financial Advisors

STELLAR GT: Court Extends Until Dec. 31 the Receiver of Project
STERLING CHEMICALS: Moody's Withdraws 'B3' Corp. Family Rating
SUN AMERICAN: Voluntary Chapter 11 Case Summary
TELETOUCH COMMUNICATIONS: Amends 32MM Common Shares Offering
TENET HEALTHCARE: Reports $15-Mil. Net Income in Sept. 30 Qtr.

UNIFRAX I: Moody's Assigns 'B2' Corporate Family Rating
UNI-PIXEL INC: To Hold Conference Call on Nov. 11
UNIVERSAL EQUIPMENT: Case Summary & 6 Largest Unsecured Creditors
U.S. BUILDING: Case Summary & 3 Largest Unsecured Creditors
U.S. CONCRETE: Enters Into First Amendment to Credit Agreement

WAVE HOUSE: U.S. Trustee Wants Employment of Jeanne Wanlass Ended
WAVERLY GARDENS: Can Sell Senior Living Facilities for $5.6MM
WEST CORP: Files Form 10-Q, Posts $37.3 Million Q3 Income
WOWJOINT HOLDINGS: Gets NASDAQ Delisting Notifications
ZEPHYR LAND: Court Denies Confirmation of Plan

* Getzler Henrich Named Outstanding Turnaround Firm
* Bankruptcy Filings Down in Fiscal Year 2011

* Large Companies With Insolvent Balance Sheets



                            *********



1200 ROSWELL: Case Summary & 12 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: 1200 Roswell, LLC
        1200 Roswell Road, SE, Suite 1
        Marietta, GA 30062

Bankruptcy Case No.: 11-81476

Chapter 11 Petition Date: October 31, 2011

Court: U.S. Bankruptcy Court
       Northern District of Georgia (Atlanta)

Judge: Robert Brizendine

Debtor's Counsel: Jimmy C. Luke, Esq.
                  Foltz Martin, LLC
                  5 Piedmont Center, Suite 750
                  Atlanta, GA 30305
                  Tel: (404) 231-9397
                  Fax: (404) 237-1659
                  E-mail: jluke@foltzmartin.com

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

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

The Company's list of its 12 largest unsecured creditors filed
with the petition is available for free at:
http://bankrupt.com/misc/ganb11-81476.pdf

The petition was signed by John L. Varner, manager.


155 EAST TROPICANA: Employs Ernst & Young LLP as Auditor
--------------------------------------------------------
155 East Tropicana LLC asks permission from the U.S. Bankruptcy
Court for the District of Nevada to employ Ernst & Young LLP as
auditor.

Upon retention, the firm will, among other things:

  -- audit and report on the consolidated financial statements of
     Company for the year ended Dec. 31, 2011; and

  -- agreed-upon procedures with respect to the Company's
     compliance with Regulation 6.090 and the Minimum Internal
     Control Standards dated Jan. 1, 2009, including: (i)
     Comparing detailed controls and procedures to determine
     whether certain required controls and procedures were
     included in the Company's submitted system of internal
     control; (ii) completing applicable observation checklists
     for Table Games Soft Drop, Table Games Soft Count, Slot
     Currency Acceptor Drop and Slot Currency Acceptor Count; and
     (iii) completing the "Internal Audit CPA MICS Compliance
     Checklist" as it relates to the Internal Audit Function for
     the Company for the period from Jan. 1, 2011 through Dec. 31,
     2011.

Mark R. Kercher, a partner of Ernst & Young LLP, attests that the
firm is a "disinterested person," as that term is defined in
Section 101(14) of the Bankruptcy Code.

Ernst & Young has agreed to provide the Services on the terms and
conditions set forth in the Engagement Agreements.

The hearing for the application is set on Nov. 29, 2011 at 10:00
a.m.

                     About 155 East Tropicana

155 East Tropicana LLC owns the world's first Hooters Casino
Hotel, a 696-room and 4-suite hotel located one block from the Las
Vegas Strip and across Tropicana Blvd. from MGM Grand.

155 East Tropicana, along with an affiliate, sought Chapter 11
protection (Bankr. D. Nev. Case No. 11-22216) on Aug. 1, 2011.
155 East sought bankruptcy protection to stop a scheduled Aug. 8
foreclosure of the second-lien debt.  The two secured credit
facilities were accelerated early this year.

Canpartners Realty Holding Co. IV LLC acquired 98.4% of the $130
million in 8.75% second-lien senior secured notes.  An additional
$32.2 million of interest is owing on the second-lien debt, with
US Bank NA as the indenture trustee.  Holders of the $14.5 million
in first-lien debt have Wells Fargo Capital Finance Inc. as their
agent.  The first-lien obligation is fully secured.  Interest has
been paid at the default rate.

Gerald M. Gordon, Esq., and Brigid M. Higgins, Esq., at Gordon
Silver, in Las Vegas, Nevada, serve as counsel to the Debtors.
Garden City Group, Inc., is the claims agent.  William G. Kimmel &
Associates has been hired to provide an appraisal of the Debtors'
casino hotel/property.  Alvarez & Marsal serves as financial and
restructuring advisor.  Innovation Capital LLC serves as financial
advisor for capital raising transactions and M&A transactions.


2600 SOUTH: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: 2600 South Loop, LLC, a Delaware limited liability company
        250 Fischer Avenue
        Costa Mesa, CA 92626

Bankruptcy Case No.: 11-25111

Chapter 11 Petition Date: October 31, 2011

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

Judge: Theodor Albert

Debtor's Counsel: Darvy M. Cohan, Esq.
                  DARVY MACK COHAN ATTORNEY AT LAW
                  7855 Ivanhoe Avenue, Suite 400
                  La Jolla, CA 92037
                  Tel: (858) 459-4432
                  Fax: (858) 454-3548
                  E-mail: dmc@cohanlaw.com

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

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

The Company's list of its 20 largest unsecured creditors is
available for free at http://bankrupt.com/misc/cacb11-25111.pdf

The petition was signed by Mubeen Aliniazee, restructuring
officer.


400 BLAIR: Wells Fargo Objects to Proposed DIP Financing from ULSR
------------------------------------------------------------------
400 Blair Realty Holdings, LLC, asks the U.S. Bankruptcy Court for
the District of New Jersey for authorization to obtain from ULSR
up to $500,000 in debtor-in-possession financing, secured by a
junior lien on the Debtor's property located at 400 Blair Road, in
Carteret, New Jersey, pursuant to 11 U.S.C. Section 364(b).

The hearing on the motion is currently scheduled for Nov. 14,
2011, at 10:00 a.m.

ULSR is an owner of 50% of the equity in the Debtor.

Wells Fargo Bank Minnesota, N.A., as Trustee for the Registered
Holders of Solomon Brothers Mortgage Securities VII, Inc.,
Commercial Mortgage Pass-Through Certificates, Series 2000-C2,
holds a first mortgage on the property, to secure a debt in excess
of $9 million as of the Petition Date.

Wells Fargo opposes the motion, citing:

A. The Motion fails to provide adequate information.  The Debtor
has failed to make any showing regarding its attempts to obtain
unsecured credit.  USLR should be willing to advance the funds to
the Debtor to pay the taxes and insurance on the mortgaged
property without interest and without obtaining a lien on the
mortgaged property.  The Debtor also fails to explain why its
needs a lien of credit "up to $500,000".  The upcoming tax payment
is for approximately $62,500.  The Debtor asserts that the
insurance will be approximately $25,000.  Should the Court grant
Debtor authority to obtain credit, the amount should be limited to
the payment of these two expenses.

B. The Debtor failed to satisfy the legal standards.  When seeking
to have the Court approve credit from a related person or entity
under Section 364(c) of the Code, the Debtor must do more than
state that it was not able to otherwise obtain credit.  Further,
Courts in this Circuit have held that "credit should not be
approved . . . when funds are readily available from insiders or
others without providing the lender with the benefits of any
priority."  In re Aqua Associates, 123 B.R. 192, 196 (Bankr. E.D.
Pa. 1991).  The Debtor has failed to prove that the proposed loan
terms are necessary to obtain the credit.

Counsel for Wells Fargo may be reached at:

         Joseph Aronauer, Esq.
         Kenneth S. Yudell, Esq.
         R. Christopher Owens, Esq.
         ARONAUER, RE & YUDELL, LLP
         9-10 Saddle River Road
         Fair Lawn, NJ 07410
         Tel: (201) 796-5900

                      About 400 Blair Realty

400 Blair Realty Holdings, LLC, in Morristown, New Jersey, was
formed in June 2000 to acquire real property improved with 181,000
sq. ft industrial building situated on 14.7 acres located at 400
Blair Road, Carteret, Middlesex County, New Jersey.  The Property
was acquired on Aug. 6, 1999.

United States Land Resources, L.P., holds a 50% equity interest in
400 Blair.  USLR's general partner is United States Realty
Resources, Inc., and Lawrence S. Berger is the president of USRR.
400 Blair's other member is Success Treuhand GmbH, which holds a
50% equity interest.  Success is a trust set up under German law.
Success operates much like a United States trust company.
Success' sole owner is Eckart Straub, a German national.

400 Blair filed for Chapter 11 bankruptcy (Bankr. D. N.J. Case No.
11-37887) on Sept. 23, 2011, after a court appointed a receiver
for its property and ordered a foreclosure sale.  Judge Michael B.
Kaplan presides over the case.  In its petition, the Debtor
estimated $10 million to $50 million in assets and $1 million to
$10 million in debts.  The petition was signed by Lawrence S.
Berger, manager.

The Debtor's bankruptcy counsel is Morris S. Bauer, Esq., at
Norris McLaughlin & Marcus, PA, in Bridgewater, New Jersey.


ACCENTIA BIOPHARMA: Inks Agreement to Sell Analytica Assets
-----------------------------------------------------------
Accentia Biopharmaceuticals, Inc., and its wholly-owned subsidiary
Analytica International, Inc., have entered into a series of
agreements to, subject to closing conditions, sell the assets of a
non-core business unit of the Company in order to strengthen the
Company's balance sheet by reducing and extending its senior
secured debt and potentially providing additional funding for the
Company's ongoing biotech activities.

                     Asset Purchase Agreement

On Oct. 31, 2011, the Company, Analytica, a Florida corporation,
LA-SER Alpha Group Sarl, and a wholly-owned subsidiary of LA-SER
entered into a definitive agreement relating to the sale of
substantially all of Analytica's assets to the Purchaser for a
maximum aggregate purchase price of up to $10 million, consisting
of fixed and contingent payments.  As part of the maximum
aggregate purchase price payable by the Purchaser to Analytica,
the Purchaser agreed to grant to Analytica, at no additional
consideration, up to $600,000 worth of research services as
requested by Accentia to support its ongoing biotech activities.

The closing of the Purchase Agreement will occur following the
satisfaction of the closing conditions set forth in the Purchase
Agreement, but in no case no later than Dec. 31, 2011.  The
Purchase Agreement provides that, as a condition to Closing,
Analytica and the Company seek and obtain an order of the U.S.
Bankruptcy Court for the Middle District of Florida, Tampa
Division, authorizing certain transactions related to the Purchase
Agreement and the sale and conveyance of Analytica's assets.  The
Purchase Agreement also requires the Company and Analytica to
obtain all third party consents required for the assignment of the
transferred contracts and the subleases of Analytica's office
space.  If the closing conditions are not satisfied by Dec. 31,
2011, either party may terminate the Purchase Agreement.

Analytica's assets are currently subject to liens held by Laurus
Master Fund, Ltd. (In Liquidation), PSource Structured Debt
Limited, Valens Offshore SPV I, Ltd., Valens Offshore SPV II,
Corp., Valens U.S. SPV I, LLC, and LV Administrative Services,
Inc. that were granted by the Company and Analytica.  As an
additional condition to the Closing, Analytica must have received
an agreement or UCC-3 termination statement from Laurus/Valens
releasing all claims and liens against Analytica's assets.

In consideration for the sale of the assets, the Purchaser will,
at the Closing, pay $4 million by wire transfer directly to an
agent of Laurus/Valens.  In addition to the Upfront Purchase
Price, the Purchaser will pay to Analytica additional earnout
consideration, up to $6 million, based on Newcorp's operations
following the Closing, to be paid as follows:

(1) On March 31, 2012, the Purchaser will pay an amount, up to
$1.5 million, to Analytica, based upon a formula involving the
aggregate gross revenue of Newcorp from the Closing through March
31, 2012, as well as the aggregate backlog of Newcorp's business
as of March 31, 2012.

(2) The Purchaser will pay up to $4.5 million to Analytica.  The
amount of the 2nd Earnout Payment will be calculated based upon a
multiple of Newcorp's EBITDA for specified periods, with certain
adjustments for payments made previously (including the Upfront
Purchase Price plus the 1st Earnout Payment plus the amount of
research services actually acquired by Analytica pursuant to the
Purchase Agreement (up to $600,000)).  If the 1st Earnout Payment
is less than $1.5 million, the maximum amount of the 2nd Earnout
Payment will be increased by an amount equal to the difference
between $1.5 million and the actual 1st Earnout Payment.

(3) The Purchaser may, on or before March 31, 2012, elect to
reduce the maximum amount of the 2nd Earnout Payment from
$4.5 million to $3 million by paying such amount in full on or
before June 30, 2012.  Upon such payment, the Purchaser will not
be obligated to make any further earnout payments, including the
2nd Earnout Payment.

Pursuant to the Purchase Agreement, the Company and Analytica
agreed that, for five years following the Closing, neither the
Company, Analytica nor their subsidiaries or affiliates will
engage, directly or indirectly, in the healthcare consulting
business, nor will they employ any of Anaytica's pre-Closing
employees or representatives.

                   Agreement with Laurus/Valens

In connection with the aforementioned Purchase Agreement, the
Company entered into an agreement with LV Administrative Services,
Inc., as agent for and on behalf of Laurus/Valen, whereby
Laurus/Valens, conditioned upon receipt of an upfront payment in
an amount of a minimum of $4 million, (1) consented to the
transactions contemplated by the Purchase Agreement and released
all liens and security interests on Analytica's assets to be sold
to the Purchaser, (2) waived any right to any of the Earnout
payable pursuant to the Purchase Agreement, (3) extended the
maturity date of the Company's outstanding term notes held by
Laurus/Valens from Nov. 17, 2012, to Nov. 17, 2013, and (4)
modified the obligation set forth in the Term Notes that
previously required the Company to pay 30 percent of any capital
raised by the Company to Laurus/Valens as a prepayment on the Term
Notes.  As a result of the Lender Agreement, if the Company
completes a capital raise prior to March 31, 2012, the Company
will not be required to use the proceeds from such capital raise
towards the prepayment of the Term Notes, unless such capital
raise exceeds $5 million of net proceeds.

The full text of the Purchase Agreement and the Lender Agreement
will be attached to the Company's Annual Report on Form 10-K for
the fiscal year ending Sept. 30, 2011.

                About Accentia Biopharmaceuticals

Headquartered in Tampa, Florida, Accentia Biopharmaceuticals, Inc.
(OTC QB: "ABPI") is committed to advancing the autoimmune disease
therapy, Revimmune(TM), as a comprehensive system of care and drug
regimen designed for the treatment of autoimmune diseases.
Revimmune therapy includes an ultra-high-dose regimen of Cytoxanr
(cyclophosphamide), exclusively supplied via a strategic agreement
with Baxter Healthcare Corporation.  Clinical trials for Revimmune
are being planned for the treatment of multiple autoimmune
indications.

Accentia holds a majority-ownership stake in Biovest
International, Inc. (OTC QB: "BVTI"), an emerging leader in the
field of active personalized immunotherapies.  In collaboration
with the National Cancer Institute, Biovest has developed a
patient-specific, cancer vaccine, BiovaxID(R), with three clinical
trials completed, including a Phase III study for the treatment of
follicular non-Hodgkin's lymphoma.

Additionally, Accentia's wholly-owned subsidiary, Analytica
International, Inc., based in New York City, is a global research
and strategy consulting firm that provides professional services
to the pharmaceutical and biotechnology industries.  Since 1997,
Analytica has expertly directed research studies and projects,
including traditional health economic modeling projects, database
studies, structured reviews, heath technology assessments,
reimbursement analyses, and value dossiers.

On Nov. 10, 2008, Accentia BioPharmaceuticals, along with its
subsidiaries filed for Chapter 11 protection (Bankr. M.D. Fla.
Lead Case No. 08-17795).  The Company emerged from Chapter 11
protection, and the Plan of Reorganization became effective, on
Nov. 17, 2010.

                          *     *     *

During the nine months ended June 30, 2011, the Company had a net
loss of $12.2 million.  On June 30, 2011, the Company had an
accumulated deficit of approximately $331.2 million and a working
capital deficit of approximately $19.3 million.

The Company's independent registered public accounting firm's
report included a "going concern" uncertainty on the financial
statements for the year ended Sept. 30, 2010, citing significant
losses and working capital deficits at that date, which raised
substantial doubt about the Company's ability to continue as a
going concern.


AIRPLAY DIRECT: Judge Paine Dismisses Involuntary Chapter 11 Case
-----------------------------------------------------------------
The Hon. George C. Paine of the U.S. Bankruptcy Court for the
Middle District of Tennessee dismissed the involuntary Chapter 11
case of AirPlay Direct LLC.

As reported in the Sept. 30, 2011 edition of the0 Troubled Company
Reporter, the Alleged Debtor sought the dismissal of the
involuntary Chapter 11 petition filed by Clif Doyal, Scott Welch,
Raleigh Squires and Sussman & Associates, P.C.

The Alleged Debtor explains that, among other things:

   -- Messrs. Doyal, Squires, and Welch are not entitled to
   the amount of compensation they list on the petition.  The
   Alleged Debtor denies that any rent is owed to Mr. Welch
   because the Alleged Debtor is not aware of any lease or other
   written agreement existing between the parties for any real
   property.  The Alleged Debtor, Robert Weingartz, the Alleged
   Debtor's founder and largest shareholder, Messrs. Welch and
   Doyal attempted to negotiate employment contracts to set forth
   potential salaries and compensation, but were unable to come to
   terms.

   -- it has not received an invoice that includes a detailed
   hourly billing with an itemized list of tasks accomplished for
   the $27,721 claim by Sussman.  Because the Alleged Debtor is
   unable to determine whether this claim is proper, it must deny
   that this amount is accurate.  The Alleged Debtor is willing to
   begin good faith payments in an effort to bring Sussman current
   once a satisfactory detailed accounting is provided.

The Alleged Debtor asserted that it has substantially reduced its
debts unrelated to the Petitioning Creditors over the past three
months.  The Alleged Debtor is paying all of its current expenses
as they become due, and has been addressing past due debts by
entering into payment plans with its creditors.

                           About AirPlay

Based in Old Hickory, Tenn., AirPlay Direct, LLC, owns and
operates a subscription music promotion service, run primarily
through a Web site.  Artists, radio programmers, and record labels
are all subscribers to the service, which works to connect
creative artists with potential outlets for distribution of their
music.  AirPlay's primary value is the subscriber list and the
software platform utilized in connecting subscribers.  AirPlay has
30,000 subscribers to the Web site, who pay a monthly fee to use
the services.  Its web platform is currently at or near its
capacity in light of the number of subscribers.

Clif Doyal, Scott Welch, Raleigh Squires, and Sussman &
Associates, P.C., claiming they are owed $218,476 in the
aggregate, filed an involuntary Chapter 11 petition against
AirPlay (Bankr. M.D. Tenn. Case No. 11-08916) on Sept. 6, 2011.

Mr. Welch served as president and member of advisory board.
Mr. Doyal served as executive vice president and editor of
AirPlay's promotional magazine, Direct Buzz.  Mr. Squires acted as
operations manager.  They resigned prepetition.  Sussman &
Associates provided accounting services.

Judge George C. Paine II presides over the case.  Robert J.
Welhoelter, Esq. -- rjwelho@gmail.com -- in Nashville, represents
the Petitioning Creditors.


AK STEEL: Moody's Lowers Corporate Family Rating to 'B1'
--------------------------------------------------------
Moody's Investors Service downgraded the Corporate Family and
Probability of Default Ratings of AK Steel Corporation to B1 from
Ba2, concluding the review for downgrade initiated on July 29,
2011. Moody's also downgraded the ratings on AK Steel's senior
unsecured debt to B2 from Ba3. The Speculative Grade Liquidity
Rating was affirmed at SGL-2. The rating outlook is stable.

RATINGS RATIONALE

The downgrade to a B1 corporate family rating reflects the weak
debt protection metrics and increased leverage as measured by the
EBIT/interest ratio of -1.4x and debt/EBITDA ratio of 6.7x for the
twelve month period to June 30, 2011, as well as weak to negative
operating cash flow generation. Given the headwinds facing the
steel industry, including slowing demand levels, overcapacity in
carbon steel reflective of the new capacity that is coming on line
from ThyssenKrupp's new plant, Severstal Columbus's expansion and
the restart of RG Steel (a subsidiary of The Renco Group)we do not
expect material improvement in 2012 and view the time line to
meaningful improvement in performance to be protracted.

The downgrade in the senior unsecured debt rating to B2 from Ba3
reflects the downgrade in the Corporate Family Rating to B1 under
Moody's Loss Given Default methodology and the junior position of
the unsecured debt instruments to the company's first lien debt,
specifically its $1.1 billion asset backed revolver, as well as
the priority accounts payables.

AK Steel's B1 Corporate Family Rating reflects the expectation
that the company will continue to operate with tight profit
margins and weak operating cash flow as operating pressures have
impeded improvements in credit metrics. As a result, Moody's
believes that EBIT margin will remain at low single digit levels
while EBIT/inrerest will remain below 2.5x and debt-to-EBITDA is
likely to be continue above 6 times in the next 12 to 18 months.
AK Steel's margins remain vulnerable to raw material cost
volatility, specifically for iron ore and coking coal, and limited
pricing flexibility for its end products given the uncertain
economic climate in its key U.S. market and the highly competitive
environment for steel producers.

Moody's recognizes that recently announced transactions which
include the acquisition of Solar Fuel, Inc. (to be renamed AK Coal
Resources, Inc.), which controls estimated reserves of low
volatile metallurgical coal of approximately 20 million tons, and
its entry into a joint venture with Magnetation, Inc. to form
Magnetation LLC, a processor of iron ore concentrate recovered
from legacy reserves of previously mined ore deposits, should
eventually help reduce AK Steel's exposure to high raw material
costs. At full production, these investments are expected to
provide approximately half of the company's annual iron ore and
coal requirements of around six million tons and 2.5 million tons,
respectively. However, it will take several years for the company
to complete required permits and develop the infrastructure to
reach production targets, estimates are for full production of the
coal operations at approximately 1 million short tons annually in
2014. Consequently, AK Steel's operating performance will likely
continue to be vulnerable to price trends for key raw materials.

AK Steel's liquidity is considered good, despite Moody's
anticipation of weak operating cash flow, considerable working
capital requirements and pension contributions, and diminished
cash balances over the next 12 months. Moody's expects that
availability under its $1.1 billion asset-based (ABL) revolver
expiring on April 2016 will remain ample and its 1.0 times minimum
fixed charge coverage covenant (if availability falls below $137.5
million) will not be tested over the same period. Furthermore, the
company has no scheduled maturities on its long term debt in the
near term.

AK Steel's B1 Corporate Family Rating considers its business mix,
its strong contract position, and its excellent reputation for
service and technological leadership. In addition, the company's
product mix benefits from a meaningful level of value-added
products, including coated, electrical and stainless products.
However, the rating also considers the cyclicality of the steel
industry, the expected slow recovery to volume levels that will
result in better fixed cost absorption, and the company's somewhat
higher, although much improved cost base relative to its peers.
The rating also incorporates AK Steel's high sensitivity to
downward price movements, exposure to raw material cost inflation,
particularly for iron ore, and meaningful, although improved,
other liabilities such as pension and OPEB.

The stable outlook reflects Moody's expectation that the company's
overall credit profile is appropriately-positioned for the B-
rating category, although metrics could face continued pressure
until broader economic and industry conditions improve. The
outlook also incorporates Moody's expectation that AK Steel will
likely have difficulty in materially improving credit metrics in
the near term given the time required before savings from recent
initiatives to improve raw material self sufficiency can be
realized.

AK Steel's rating could be downgraded if savings from the
company's recent initiatives do not sufficiently offset high raw
material costs and if economic weakness and increased competition
dampens sales growth, leading to further deterioration in
operating performance and credit metrics. Quantitatively, the
rating could be downgraded if debt-to-EBITDA does not show an
improvement towards at most 5.5 times, EBIT/interest does not
track around 2x or CFO minus dividends-to-debt is unlikely to
approach at least 10% over a sustained period.

The rating is unlikely to be upgraded in the near term, given the
structural challenges facing AK Steel's operations and the time
required before savings from its recent initiatives will be
realized. The rating could be upgraded should economic
fundamentals in the U.S. strengthen, and raw material prices
moderate for a prolonged period. Quantitatively, the rating could
be upgraded if debt-to-EBITDA is sustained below 5x and CFO minus
dividends-to-debt is sustained above 15%.

Downgrades:

   Issuer: AK Steel Corporation

   -- Probability of Default Rating, Downgraded to B1 from Ba2

   -- Corporate Family Rating, Downgraded to B1 from Ba2

   -- Senior Unsecured Regular Bond/Debenture, Downgraded to B2,
      LGD5, 70% from Ba3, LGD4, 64%

   -- Senior Unsecured Shelf, Downgraded to (P)B2 from (P)Ba3

Outlook Actions:

   Issuer: AK Steel Corporation

   -- Outlook, Changed To Stable From Rating Under Review

The principal methodology used in rating AK Steel was the Global
Steel 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.

Headquartered in West Chester, Ohio, AK Steel Corporation ranks as
a middle tier, high quality, integrated steel producer in the
United States, operating seven steelmaking and finishing plants in
Indiana, Kentucky, Ohio and Pennsylvania. The company produces
flat-rolled carbon steels, including coated, cold-rolled and hot-
rolled products, as well as specialty stainless and electrical
steels. Principal end markets include automotive, steel service
centers, appliance, industrial machinery, infrastructure,
construction and distributors and converters. Revenues for the
last twelve months ending September 30, 2011 were approximately
$6.3 billion and total shipments of steel were approximately 5.6
million tons.


ALEXANDER PROPERTIES: To Appeal Denial of Disclosure Statement
--------------------------------------------------------------
Bankruptcy Judge Nancy V. Alquist signed off on a second
stipulation providing The Patapsco Bank an extension of time
within which to respond to the motion of Alexander Properties,
L.L.C. for stay pending appeal of order denying approval of
disclosure statement.  The deadline within which Patapsco Bank may
file a response to Motion for Stay is extended further to Nov. 30,
2011.  A copy of the Stipulation dated Nov. 4, 2011, is available
at http://is.gd/n6p3u9from Leagle.com.

Based in Annapolis, Maryland, Alexander Properties, L.L.C., and
Soultana Efthimiadis filed for Chapter 11 bankruptcy (Bankr. D.
Md. Case Nos. 10-38095 and 10-38104) on Dec. 14, 2010.  James C.
Olson, Esq. -- jcolson@msn.com -- serves as bankruptcy counsel.
Alexander Properties estimated under $50,000 in assets and
$1 million to $10 million in debts.

Soultana Efthimiadis is represented by Aryeh E. Stein, Esq. --
aryehstein@gmail.com -- at Meridian Law LLC.  Efthimiadis
estimated $100,001 to $500,000 in assets and $1 million to
$10 million in debts.

The Patapsco Bank, Alexander Properties' lender, is represented by
Michael C. Bolesta, Esq. -- mbole@gebsmith.com -- at Gebhardt &
Smith LLP.


ALL AMERICAN SEMICONDUCTOR: Trustee Can't Introduce New Evidence
----------------------------------------------------------------
In the lawsuit, AASI CREDITOR LIQUIDATING TRUST, By and Through
Kenneth A. Welt, Liquidating Trustee, pursuant to the confirmed
Third Amended Plan of Liquidation of The Official Committee of
Unsecured Creditors, Plaintiff, v. SAMSUNG SEMICONDUCTOR, INC.,
Defendant, Adv. No. 09-01443 (Bankr. S.D. Fla.), Bankruptcy Judge
A. Jay Cristol denied the plaintiff's motion for leave to file
Amended Exhibit "A" to the amended complaint.  The Defendant
opposed the request.

The Plaintiff filed the suit 2-1/2 years ago to avoid 11 payments
made by check from All American Semiconductor, Inc., to Samsung as
preferential transfers.  The Plaintiff now seeks to amend the
Complaint to add an exhibit which includes multiple returns of
inventory as alleged preferential transfers.  The Plaintiff's
inclusion of the alleged returns of inventory as preferences
alters the type and increases the amount of alleged preferential
transfers against Defendant from $5,027,685 to $5,715,888, or an
additional $782,749.

The issue presented to the Court is whether the amended claims
relate back to the Complaint of record or not.  If the amended
claims do not "relate back", they are barred due to the expiration
of the statute of limitations, which expired in the case on or
about April 27, 2009, pursuant to 11 U.S.C. Sec. 546(a).

The Plaintiff asserts the amendment would cause no prejudice as
the claims were already known to exist because the Plaintiff's
Proof of Claim dated June 25, 2007, attached a spreadsheet
reflecting 29 instances of returns made during the preference
period.  However, the Court is not impressed by this argument.
The fact that Plaintiff had this information since 2007 but did
not move to include it in the Complaint until more than 2 years
later is too prejudicial to the Defendant to allow amendment at
this juncture.

A copy of Judge Cristol's Nov. 3, 2011 Memorandum Decision is
available at http://is.gd/AvDDuWfrom Leagle.com.

                  About All American Semiconductor

Based in Miami, Florida, All American Semiconductor Inc. (Pink
Sheets: SEMI.PK) -- http://www.allamerican.com/-- distributed
electronic components manufactured by other firms.  In total, the
company offered approximately 40,000 products produced by
approximately 60 manufacturers.  The company had 36 strategic
locations throughout North America and Mexico, as well as
operations in China and Western Europe.

The Company and its debtor-affiliates filed for Chapter 11
protection (Bankr. S.D. Fla. Lead Case No. 07-12963) on April 25,
2007.  Jason Z. Jones, Esq., Mindy A. Mora, Esq., at Bilzin
Sumberg; and Tina M. Talarchyk, Esq., at Squire Sanders,
represented the Debtors as counsel.  Adrian C. Delancy, Esq.,
Jerry M.  Markowitz, Esq., Rachel Lopate Rubio, Esq., Rilyn A.
Carnahan, Esq., Ross R. Hartog, Esq., at Markowitz, Davis, Ringel
& Trusty; and Stanley F. Orszula, Esq., at Loeb & Loeb,
represented the Official Committee of Unsecured Creditors as
counsel.  As of June 30, 2007, the company posted total assets of
$4,071,000, consisting solely of cash; total liabilities of
$18,348,000; and total stockholders' deficit of $14,277,000.

The Bankruptcy Court confirmed on April 8, 2009, the Third Amended
Plan of Liquidation proposed by the official committee of
unsecured creditors appointed in the bankruptcy cases of All
American Semiconductor.  The Plan contemplated the liquidation of
all assets of the consolidated estate for the benefit of the
holders of allowed claims and allowed interests.


ALL YOU: Court Confirms Secured Creditor's Chapter 11 Plan
----------------------------------------------------------
The Hon. Ben Barry of the U.S. Bankruptcy Court for the Western
District of Arkansas denied the Chapter 11 plan proposed by debtor
All You LLC and confirmed the plan proposed by secured creditor
First Security for the Debtor.

First Security's Chapter 11 Plan dated May 25, 2011, proposes to
liquidate the Debtor's real estate assets.  First Security
contends that because it is fully secured, the Debtor may not cram
down its debt to First Security and cannot retain the Tontitown
Property and College Avenue Property, free and clear of First
Security's lien unless it is able to pay its entire Debt to First
Security through the bankruptcy plan.

The Court also ordered that:

   -- the automatic stay is relaxed as to the real property;

   -- the claims bar date as described in First Security's Chapter
   11 Plan will be Nov. 25, 2011;

   -- the Debtor will be responsible for payment of all fees
   required by 28 USC section 1930(a)(6) and will continue to file
   monthly financial reports for each month that the case remains
   open;

   -- First Security's motion for contempt is granted.  The Court
   finds that the Debtor is in contempt of the Court's order on
   use of cash collateral and motion for relief from stay;
   however, the Court further finds that the Debtor's contempt was
   not willful or malicious and therefore declines to impose any
   sanctions;

   -- First Security's motion to convert Chapter 11 to Chapter 7
   is withdrawn as moot;

   -- the Debtor's motion to use insurance proceeds for repairs is
   denied in part.  The Court finds that $6,000 in insurance
   proceeds remains for disbursement; and

   -- the remaining $6,000 in insurance monies will be paid to
   First Security subject to claims for repair expenses.

In a separate filing, the U.S. Trustee for -- notified the Court
that it has reached an agreement whereby the U.S. Trustee's
objection would be withdrawn upon condition that the Debtor
immediately cure the deficiencies, and that any order confirming
either the Debtor's proposed plan or the plan proposed by First
Security Bank would contain language modifying the Debtor's
proposed plan to cure the deficiency by identifying any insider to
be employed or retained by the Debtor and setting forth the nature
of any compensation to be paid to the insider.

First Security Bank is represented by:

         Gary D. Jiles, Esq.
         MILLAR JILES CULLIPHER, LLP
         The Frauenthal Building
         904 Front Street
         Conway, Arkansas 72032
         Tel: (501) 329-1133
         E-mail: gjiles@jacknelsonjones.com

                      About All You, LLC

Fayetteville, Arkansas-based All You, LLC, owner of several
investment properties, filed for Chapter 11 bankruptcy protection
(Bankr. W.D. Ark. Case No. 10-74049) on Aug. 2, 2010.  Don Brady,
Esq., at Blair, Brady & Henson represents the Debtor in its
restructuring effort.  The Debtor disclosed $10.98 million in
assets and $5.51 million in liabilities as of the Petition Date.
The U.S. Trustee for Region 16 was unable to form an official
committee of unsecured creditors for the Chapter 11 case.

Both the Debtor; and First Security Bank, the largest creditor of
Debtor and holder of a mortgage lien on all of the Debtor's real
properties, have filed competing Chapter 11 plans in the
bankruptcy case.  The Court rejected both plans at a hearing on
April 20, 2011.

First Security Bank has asked the bankruptcy court to enter an
order converting the case to Chapter 7 liquidation.  A hearing on
the request is scheduled for June 29.


ALLEN FAMILY: Committee Wants Appraisers to Analyze Fixed Assets
----------------------------------------------------------------
The Official Committee of Unsecured Creditors in the Chapter 11
case of Allen Family Foods, Inc., et al., asks the U.S. Bankruptcy
Court for the District of Delaware to expand the scope of the
retention of Appraisal Economics Inc.

On Sept. 29, 2011, the Court authorized the retention of Appraisal
Economics, Inc., as appraisers for the Committee.

The Committee seeks to expand the scope of retention to analyze
the impact of economic obsolescence on its appraisal of the fixed
assets-- certain of the Debtors' assets upon which MidAtlantic
Farm Credit, ACA, for itself and as the agent/nominee for the
lenders who made senior prepetition secured loans to the Debtors,
does not have valid and perfected liens, which are located in
Delaware, Maryland, and North Carolina; to aid in determining what
portion of the sale proceeds should be allocated to the fixed
assets.

The expanded scope of services to be provided by Appraisal
Economics in these cases include, but are not limited to:

   a) analysis of historical and current economic conditions of
the domestic poultry industry including industry-wide capacity
utilization, feed prices, wholesale poultry prices, consumption,
and profitability;

   b) development of the amount of economic obsolescence inherent
in the industry that impacts the market value of certain assets
used in the industry;

   c) conclude the appropriate rate of economic obsolescence
present in the poultry industry and application of economic
obsolescence to certain personal property and real property of the
Debtors; and

   d) preparation of a fully documented valuation report, which
will describe the analysis, methodology, procedures employed, and
conclusions of value.

The Committee proposes to pay Appraisal Economics (a) $10,000 for
the economic obsolescence analysis that it will provide, which
includes reimbursement of actual and necessary out-of-pocket
expenses incurred by Appraisal Economics as a result of the
appraisal; plus (b) any additional fees.

To the best of the Committee's knowledge, Appraisal Economics is a
"disinterested person" as that term is defined in section 101(14)
of the Bankruptcy Code.s

The Committee set a Nov. 16 hearing at 2:00 p.m., on the requested
retention expansion of Appraisal Economics.  Objections, if any,
are due Nov. 9, at 4:00 p.m.

                     About Allen Family Foods

Allen Family Foods Inc. is a 92-year-old Seaford, Del., poultry
company.  Allen Family Foods and two affiliates, Allen's Hatchery
Inc. and JCR Enterprises Inc., filed for Chapter 11 bankruptcy
protection (Bankr. D. Del. Case No. 11-11764) on June 9, 2011.
Allen estimated assets and liabilities between $50 million and
$100 million in its petition.

Robert S. Brady, Esq., and Sean T. Greecher, Esq., at Young,
Conaway, Stargatt & Taylor, in Wilmington, Delaware, serve as
counsel to the Debtors.  FTI Consulting is the financial advisor.
BMO Capital Markets is the Debtors' investment banker.  Epiq
Bankruptcy Solutions LLC is the claims and notice agent.

Roberta DeAngelis, U.S. Trustee for Region 3, appointed seven
creditors to serve on an Official Committee of Unsecured Creditors
in the Debtors' cases.  Lowenstein Sandler PC and Womble Carlyle
Sandridge & Rice, PLLC, serve as counsel for the committee.  J.H.
Cohn LLP serves as the Committee's financial advisor.


ALUMNE MANUFACTURING: Case Summary & Creditors List
---------------------------------------------------
Debtor: Alumne Manufacturing, Inc
        801 Industrial Drive
        Wildwood, FL 34785

Bankruptcy Case No.: 11-16451

Chapter 11 Petition Date: October 31, 2011

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

Debtor's Counsel: David W. Norris, Esq.
                  DAVID W. NORRIS, ATTORNEY AT LAW
                  405 N. Sinclair Avenue
                  Tavares, FL 32778
                  Tel: (352) 343-0536
                  Fax: (866) 544-7582
                  E-mail: davidnorrislaw@live.com

Scheduled Assets: $104,858

Scheduled Debts: $1,025,839

The Company's list of its 13 largest unsecured creditors filed
with the petition is available for free at:
http://bankrupt.com/misc/flmb11-16451.pdf

The petition was signed by Lester David Yancey, president.


AMARANTH II: Wants to Hire Bennett Weston as Attorney
-----------------------------------------------------
Amaranth II LP asks the U.S. Bankruptcy Court for the Eastern
District of Texas for permission to employ Bennett, Weston, LaJone
& Turner P.C. as its attorney and paralegal.

The Debtor says professional fees and expenses will be at least
$30,000.

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

                       About Amaranth II LP

Carrollton, Texas-based Amaranth II LP filed for Chapter 11
bankruptcy (Bankr. E.D. Tex. Case No. 11-43068) on Oct. 4, 2011.
Chief Judge Brenda T. Rhoades presides over the case.  Bruce E.
Turner, Esq., at Bennett Weston Lajone & Turner, P.C., serves as
the Debtor's counsel.  The Debtor disclosed $15,641,623 in assets
and $20,244,491 in liabilities as of the Chapter 11 filing.
The petition was signed by Carmelita D. Dolores, president of
Stonebriar Investment, Inc., its general partner.  The Company
listed $15,641,623 in assets and$20,244,491 in liabilities.

No official committee of unsecured creditors has been appointed.


AMERICAN DIAGNOSTIC: Wants Until Dec. 1 to File Plan
----------------------------------------------------
American Diagnostic Medicine Inc. asks the U.S. Bankruptcy Court
for the Northern District of Illinois to extend the time in which
it has to file a plan and disclosure statement through and
including Dec. 1, 2011.  The additional time to file the Plan will
allow the Debtor to negotiate the terms of a consensual Plan with
its secured creditors and the Official Committee of Unsecured
Creditors.

This is the Debtor's fourth extension motion.  The Debtor's
secured creditor, Cardinal Health 414, LLC, supports the
extension.

                     About American Diagnostic

Batavia, Illinois-based American Diagnostic Medicine Inc. provides
imaging technologies to hospitals, clinics, cardiologists,
internal medicine groups and other health care providers
throughout the United States.  It filed for Chapter 11 bankruptcy
protection (Bankr. N.D. Ill. Case No. 11-03368) on Jan. 28, 2011.
Miriam R. Stein, Esq., and Kevin H. Morse, Esq., at Arnstein &
Lehr LLP, in Chicago, Illinois, serve as the Debtor's bankruptcy
counsel.  In its schedules, the Debtor disclosed $11,298,157 in
assets and  $11,116,962 in liabilities as of the Petition Date.

Matthew E. McClintock, Esq., at Goldstein & McClintock LLC, in
Chicago, Ill., represent the Official Committee of Unsecured
Creditors as counsel.


AMIDEE CAPITAL: Reorganization Case Converted to Ch. 7 Liquidation
------------------------------------------------------------------
The Hon. Richard S. Schmidt of the U.S. Bankruptcy Court for the
Southern District of Texas converted the Chapter 11 cases of
Amidee Capital Group, Inc., et al., to that under Chapter 7 of the
Bankruptcy Code.

The Debtors related that there is no feasible reorganization plan
and that converting the Chapter 11 cases is in the best interests
of the estates and their creditors.

The Debtors related that since the auction, they have marketed
their remaining properties to complete additional sales of
property.  In addition, the Debtors have tried since the auction
to formulate a viable plan of reorganization. Unfortunately, a
number of factors have prevented the Debtors from formulating a
viable reorganization plan.  Among those factors are: (1) the sale
prices of the assets subject to liens was in most cases
insufficient to pay all of the secured debt, leaving the estate
with deficiency claims; (2) prepetition, the assets and financial
affairs of the Debtors were substantially intertwined, leaving the
various Debtors with numerous competing claims against each other;
and (3) the Debtors' CRO has estimated that the cost of properly
and accurately documenting the intercompany transactions and
accounting for commingled funds would greatly exceed the current
resources of the estates.

                    About Allen Family Foods

Allen Family Foods Inc. is a 92-year-old Seaford, Del., poultry
company.  Allen Family Foods and two affiliates, Allen's Hatchery
Inc. and JCR Enterprises Inc., filed for Chapter 11 bankruptcy
protection (Bankr. D. Del. Case No. 11-11764) on June 9, 2011.
Allen estimated assets and liabilities between $50 million and
$100 million in its petition.

Robert S. Brady, Esq., and Sean T. Greecher, Esq., at Young,
Conaway, Stargatt & Taylor, in Wilmington, Delaware, serve as
counsel to the Debtors.  FTI Consulting is the financial advisor.
BMO Capital Markets is the Debtors' investment banker.  Epiq
Bankruptcy Solutions LLC is the claims and notice agent.

Roberta DeAngelis, U.S. Trustee for Region 3, appointed seven
creditors to serve on an Official Committee of Unsecured Creditors
in the Debtors' cases.  Lowenstein Sandler PC and Womble Carlyle
Sandridge & Rice, PLLC, serve as counsel for the committee.  J.H.
Cohn LLP serves as the Committee's financial advisor.

The TCR reported on July 29, 2011, the Debtor won the bankruptcy
judge's approval to sell its assets to a U.S. affiliate of Korean
poultry producer Harim Co. Ltd.  The sale was approved despite
creditors' questions about the administrative solvency of the
case.  The purchase price was $48 million.


ARRAY BIOPHARMA: Posts $3.6 Million Net Loss in Sept. 30 Quarter
----------------------------------------------------------------
Array BioPharma Inc. filed its quarterly report on Form 10-Q,
reporting a net loss of $3.6 million on $22.1 million of revenues
for the three months ended Sept. 30, 2011, compared with a net
loss of $10.6 million on $18.5 million of revenues for the same
period last year.

The Company's balance sheet at Sept. 30, 2011, showed
$99.8 million in total assets, $233.6 million in total
liabilities, and a stockholders' deficit of $133.8 million.

The Company has incurred significant operating and net losses and
negative cash flows from operations since its inception.  As of
Sept. 30, 2011, the Company had an accumulated deficit of
$550.7 million.

"We expect to incur additional losses and negative cash flows in
the future, and these losses may continue or increase in part due
to anticipated levels of expenses for research and development,
particularly clinical development, expansion of our clinical and
scientific capabilities, and acquisitions of complementary
technologies or in-licensed drug candidates.  As a result, we may
not be able to achieve or maintain profitability."

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

                       http://is.gd/4W8Vge

                      About Array BioPharma

Boulder, Colo.-based Array BioPharma Inc. (NASDAQ: ARRY)
-- http://www.arraybiopharma.com/-- is a biopharmaceutical
company focused on the discovery, development and
commercialization of targeted small-molecule drugs to treat
patients afflicted with cancer and inflammatory diseases.


AXESSTEL INC: Reports $1.3 Million Net Income in 3rd Quarter
------------------------------------------------------------
Axesstel, Inc., filed its quarterly report on Form 10-Q, reporting
net income of $1.3 million on $17.1 million of revenues for the
three months ended Sept. 30, 2011, compared with a net loss of
$1.1 million on $9.1 million of revenues for the same period last
year.

The Company had net income of $80,616 on $37.2 million of revenues
for the nine months ended Sept. 30, 2011, compared with a net loss
of $3.9 million on $35.8 million of revenues for the same period
of 2010.

The Company's balance sheet at Sept. 30, 2011, showed
$13.5 million in total assets, $26.2 million in total liabilities,
and a stockholders' deficit of $12.7 million.

As reported in the TCR on April 1, 2011, Gumbiner Savett Inc., in
Santa Monica, Calif., expressed substantial doubt about the
Axesstel's ability to continue as a going concern, following the
Company's 2010 financial results.  The independent auditors noted
that the Company has historically incurred substantial losses from
operations, and the Company may not have sufficient working
capital or outside financing available to meet its planned
operating activities over the next twelve months.  Additionally,
there is uncertainty as to the impact that the worldwide economic
downturn may have on the Company's operations.

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

                       http://is.gd/RlbziE

                       About Axesstel, Inc.

San Diego, Calif.-based Axesstel, Inc. (OTC QB: AXST)
-- http://www.axesstel.com/ -- is a provider of fixed wireless
voice and broadband access solutions for the worldwide
telecommunications market.


BANK OF AMERICA: FDIC Resume Sparring Over Mortgage Losses
----------------------------------------------------------
Dow Jones' Daily Bankruptcy Review reports that Bank of America
Corp. says the Federal Deposit Insurance Corp. is on the hook for
the $1.75 billion in losses investors suffered when Taylor Bean &
Whitaker Mortgage Corp. and Colonial Bank collapsed in a
multibillion-dollar bank fraud.

                      About Bank of America

Based in Charlotte, North Carolina, Bank of America --
http://www.bankofamerica.com/-- is one of the world's largest
financial institutions.  The Company serves more than 59 million
consumer and small business relationships with more than 6,100
retail banking offices, nearly 18,700 ATMs and online banking with
nearly 29 million active users.  Following the acquisition of
Merrill Lynch in January 2009, BofA is among the world's leading
wealth management companies and is a global leader in corporate
and investment banking and trading across a broad range of asset
classes serving corporations, governments, institutions and
individuals around the world.  Bank of America offers support to
more than 4 million small business owners.  The Company serves
clients in more than 150 countries.  Bank of America Corporation
stock is a component of the Dow Jones Industrial Average and is
listed on the New York Stock Exchange.

BofA sought government backing in completing its acquisition of
Merrill Lynch.  Merrill Lynch & Co. Inc. -- http://www.ml.com/--
is a wealth management, capital markets and advisory companies
with offices in 40 countries and territories.

During the economic collapse in 2008, BofA received a $45 billion
bailout from the U.S. government.

On June 17, 2011, 34 individuals sought to place Bank of America
N.A. in bankruptcy by filing an involuntary Chapter 11 petition
(Bankr. D. Colo. Case No. 11-24503).  The petitioners claimed to
be owed roughly $60 million in the aggregate.  The petitioners
identified themselves in the signature pages of the Chapter 11
petition as members of either the "Independent Rights Political
Party" or the "Independent Rights Party."  The petition was
dismissed later that month.

The New York Times reported in September 2011 that lawsuits
against Bank of America related to its acquisition of Merrill
Lynch are quietly advancing in the Federal District Court in
Manhattan.  The actions were commenced by the New York attorney
general's office and by some of the largest class-action law firms
seeking about $50 billion.


BAYVIEW HOLDINGS: Must File Operating Reports Prior to Dismissal
----------------------------------------------------------------
The U.S. Bankruptcy Court for the Western District of Virginia set
conditions, in consideration of Bayview Holdings, LLC's motion to
dismiss its Chapter 11 case, and the objection filed by the U.S.
Trustee.

As reported in the Troubled Company Reporter on July 18, 2011,
Bankruptcy Judge Ross W. Krumm denied confirmation of the Debtor's
Third Amended Plan and granted secured creditor Bank of Floyd's
motion for stay relief to foreclose on its collateral.

According to the Debtor, Bank of Floyd intended to sell the
property subject to its liens.

Citing the lack of assets available for distribution to creditors,
the Debtor has requested the Court to dismiss its Chapter 11 case.

The Court ordered that:

   -- the Debtor must file all monthly operating reports due;

   -- the Debtor must file an affidavit attesting to the fact that
   it has no means with which to pay the outstanding fees owed to
   the Office of the U.S. Trustee; and

   -- upon completion of the conditions, the case will be
   dismissed and the clerk of the Court will close the case.

                    About Bayview Holdings, LLC

Moneta, Virginia-based Bayview Holdings, LLC, is owned by Tom
Lovegrove, who is its sole member and managing member.  The Debtor
is in the business of acquiring and developing land on or near
Smith Mountain Lake in Virginia.

Bayview filed for chapter 11 bankruptcy protection (Bankr. W.D.
Va. Case No. 09-72799) on Nov. 2, 2009.  Kevin J. Funk, Esq., and
Bruce E. Arkema, Esq., at DurretteBradshaw, PLC, in Richmond,
Virginia, represent the Debtor.  In its schedules, the Debtor
disclosed $13,348,258 in assets and $10,675,663 in liabilities as
of the petition date.


BEACON POWER: Meeting to Form Creditors Committee on Nov. 10
------------------------------------------------------------
Roberta DeAngelis, United States Trustee for Region 3, will hold
an organizational meeting on Nov. 10, 2011, at 10:00 a.m. in the
bankruptcy cases of Beacon Power Corporation, Stephentown Holding
LLC, and Stephentown Regulation Services LLC.  The meeting will be
held at:

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

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

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

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

                        About Beacon Power

Tyngsboro, Mass.-based Beacon Power Corporation (Nasdaq: BCOND)
-- http://www.beaconpower.com/-- designs, manufactures and
operates flywheel-based energy storage systems that it has begun
to deploy in company-owned merchant plants that sell frequency
regulation services in open-bid markets.

Beacon Power filed for Chapter 11 protection on Oct. 30, 2011, in
Delaware (Bankr. D. Del. Case No. 11-13450) after borrowing $39.1
million guaranteed by the U.S. Energy Department.  Brown Rudnick
and Potter Anderson & Corroon serve as the Debtor's counsel.

Tyngsboro, Massachusetts-based Beacon listed assets of $72 million
and debt totaling $47 million, including $39.1 million owing on
the government-guaranteed loan.  Beacon built a $69 million
facility with 20 megawatts of balancing capacity in Stephentown,
New York, funded mostly by the Energy Department loan.

ENERGYBOOM notes that Beacon Power is the second cleantech company
which has been backed by the U.S. Department of Energy via loan
guarantees to fail this year.  The first was Solyndra, which
declared bankruptcy under the same Chapter 11 provision on
Sept. 6, 2011.


BIOFUEL ENERGY: Units Receive $4.3MM Funding from Farnam Street
---------------------------------------------------------------
Buffalo Lake Energy, LLC, and Pioneer Trail Energy, LLC, which own
and operate BioFuel Energy Corp.'s ethanol plants in Fairmont,
Minnesota and Wood River, Nebraska, respectively, and each a
wholly-owned indirect subsidiary of BioFuel Energy LLC, the
Company's direct operating subsidiary, received funding in an
aggregate amount of $4,296,857 under an operating lease each
Project Subsidiary has entered into with Farnam Street Financial,
Inc.  This funding will be used to pay for some of the costs of
corn oil extraction systems that each of the Project Subsidiaries
is installing in its respective ethanol plant.

Under the terms of the Operating Leases, the Project Subsidiaries
may draw up to an aggregate of $7,850,000 to fund installation of
the two COES.  The remaining expense of installation will be borne
by the Project Subsidiaries out of cash on hand.  Under the terms
of the Operating Leases, monthly payments will commence upon
completion of installation, which the Company expects to occur by
the end of the fourth quarter, and will continue for two years.
Upon expiration of the initial term, each of the Project
Subsidiaries will have the option to either renew for a subsequent
one year term or purchase the COES at its then fair market value.
Each of the Operating Leases is unconditionally guaranteed by BFE
Energy Corp.

                       About Biofuel Energy

Denver, Colo.-based BioFuel Energy Corp. (Nasdaq: BIOF) --
http://www.bfenergy.com/-- aims to become a leading ethanol
producer in the United States by acquiring, developing, owning and
operating ethanol production facilities.  It currently has two
115 million gallons per year ethanol plants in the Midwestern corn
belt.

The Company reported a net loss of $25.22 million on
$453.41 million of net sales for the year ended Dec. 31, 2010,
compared with a net loss of $19.70 million on $415.51 million of
net sales during the prior year.

The Company's balance sheet at June 30, 2011, showed $311.74
million in total assets, $219.59 million in total liabilities and
$92.14 million in total equity.

                      Going Concern Doubt;
                       Bankruptcy Warning

Grant Thornton LLP, in Denver, did not issue a going concern
qualification after auditing the Company's financial statements
for the year ended Dec. 31, 2010.

As reported in the Troubled Company Reporter on March 31, 2010,
Grant Thornton LLP, in Denver, expressed substantial doubt about
the Company's ability to continue as a going concern, following
its 2009 results.  The independent auditors noted that the Company
has experienced declining liquidity and has $16.5 million of
outstanding working capital loans that mature in September 2010.

In the Form 10-K for the year ended Dec. 31, 2010, the Company
noted that its ability to make payments on and refinance its $230
million senior debt facility -- of which $189.4 million was
outstanding as of Dec. 31, 2010 -- depends on its ability to
generate cash from operations.  The Company noted that during its
first two full years' of operations, it has been unable to
consistently generate positive cash flow.  In addition, it
continues to have, severely limited liquidity, with $7.4 million
of cash on hand as of Dec. 31, 2010.

"If we do not have sufficient cash flow to service our debt, we
would need to refinance all or part of our existing debt, sell
assets, borrow more money or raise additional capital, any or all
of which we may not be able to do on commercially reasonable terms
or at all.  If we are unable to do so, we may be required to
curtail operations or cease operating altogether, and could be
forced to seek relief from creditors through a filing under the
U.S. Bankruptcy Code.  Because the debt under our Senior Debt
Facility subjects substantially all of our assets to liens, there
may be no assets left for stockholders in the event of a
liquidation.  In the event of a foreclosure on all or
substantially all of our assets, we may not be able to continue to
operate as a going concern."


BIONOL CLEARFIELD: Trustee Seeks to Probe Lukoil's Deals
--------------------------------------------------------
Dow Jones' DBR Small Cap reports that the trustee chasing a
$230 million arbitration award for creditors of Bionol Clearfield
LLC says he wants to probe Lukoil Holdings' corporate dealings for
evidence the Russian company improperly maneuvered out of reach of
the judgment.

Bionol Clearfield filed for Chapter 7 liquidation (Bankr. D. Del.
Case No. 11-_____) in July 2011.  The Company estimated assets
between $50 million and $100 million and liabilities between $100
million and $500 million.  The Company owns a plant that produces
bio-based chemicals and fuels from renewable feedstock.


BLUEGREEN CORP: 2011 Long Term Incentive Plan Approved
------------------------------------------------------
The Compensation Committee of the Board of Directors of Bluegreen
Corporation approved and adopted the 2011 Long Term Incentive
Plan.  The Plan is designed to provide certain members of senior
management of the Company incentives that are based on the
achievement of certain financial targets and available free cash
relating to the Company's business and operations.  The Plan,
which will be administered by the Committee, is based on a point
system, pursuant to which individuals selected by the Committee to
participate in the Plan  for each calendar year during the term of
the Plan will be allocated points representing fractional
interests in award amounts payable under the Plan.  The aggregate
award amount payable under the Plan for each Performance Period
will be based on the Company's actual EBITDA as compared to its
target EBITDA, but is earned and payable only to the extent of
available free cash and other terms and conditions, all as further
defined in the Plan.

Under the terms of the Plan, Participants are also entitled to
awards upon the occurrence of certain liquidity events, including
but not limited to the sale of the Company or its businesses, with
the amount of those awards to be primarily based on the
consideration received by the Company or its shareholders, as
applicable, in connection with the Liquidity Event and the EBITDA
ratio.  The Plan also includes a clawback requirement, pursuant to
which the Company will be entitled to recover certain overpayments
to Participants, and provisions prohibiting or requiring certain
actions following a change-in-control of the Company.  Subject to
earlier expiration upon the occurrence of a Liquidity Event, the
last annual Performance Period under the Plan will be the year
ending on Dec. 31, 2015.  The terms and conditions of a
Participant's award under the Plan during each Performance Period
will be evidenced by an award agreement.

It is expected that each of the Company's "named executive
officers," John M. Maloney, Jr., the Company's President and Chief
Executive Officer; David L. Pontius, the Company's Executive Vice
President, Chief Strategy Officer and President of Bluegreen
Services; and David A. Bidgood, the Company's Senior Vice
President and President of Bluegreen Resorts Field Sales &
Marketing, as well as certain other executives of the Company will
be selected by the Committee as Participants for the Performance
Period ending on Dec. 31, 2011, with Mr. Maloney to be allocated
40 points and each of Messrs. Pontius and Bidgood to be allocated
13.3 points, out of 100 points total.  The amount of the bonuses,
if any, to be paid to the Participants, including the "named
executive officers," for the Performance Period ending on Dec. 31,
2011, is not currently determinable and will be based on the
results of the Company under the performance measures.

                       About Bluegreen Corp.

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

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

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

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

                           *     *     *

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


BLUEKNIGHT ENERGY: Rights Offering Over-Subscribed
--------------------------------------------------
Blueknight Energy Partners, L.P., announced that its rights
offering expired in accordance with its terms at 5:00 p.m., New
York City time, on Oct. 31, 2011.

Results indicate that the rights offering was over-subscribed with
total basic and over-subscription rights being exercised for over
20 million Series A Preferred Units.  Basic subscription rights
that were not subscribed by 5:00 p.m., New York City time, on
Oct. 31, 2011, have expired.

Approximately 96% of basic subscription rights were exercised,
leaving approximately 470,000 Series A Preferred Units available
to fulfill over-subscriptions.  The Partnership expects to issue a
total of 11,846,990 Series A Preferred Units to unitholders that
exercised their rights.  Because over-subscription requests
exceeded the number of rights available for over-subscription, the
subscription agent will allocate the Series A Preferred Units
available pursuant to over-subscription rights in accordance with
the procedures described in the prospectus supplement dated
Sept. 27, 2011.

The Partnership expects that Series A Preferred Units subscribed
for will be mailed to participants or credited through DTC on or
about Wednesday, Nov. 9, 2011.  Any excess payment to be refunded
by the Partnership to a participating rights holder will be mailed
by the subscription agent as promptly as practicable following
such distribution.  In addition, the Partnership expects that the
Series A Preferred Units will begin trading on the NASDAQ Global
Market on or about Thursday, Nov. 10, 2011, under the symbol
"BKEPP."

The Partnership estimates it will receive proceeds of
approximately $77 million from the rights offering.  The net
proceeds from the rights offering, after deducting expenses, will
be used as follows:

   (a) first, to redeem convertible debentures in the aggregate
       principal amount of up to $50 million plus accrued interest
       thereon that the Partnership issued to affiliates of Vitol
       Holding B.V. and Charlesbank Capital Partners, LLC;

   (b) second, to repurchase, on a pro rata basis, up to a maximum
       of $22 million of Series A Preferred Units from affiliates
       of Vitol and Charlesbank at a purchase price of $6.50 per
       unit plus any pro rata distribution for the quarter in
       which those units are repurchased; and

   (c) thereafter, for general partnership purposes.

The Partnership filed a registration statement on Form S-3 with
the Securities and Exchange Commission that registers the Series A
Preferred Units underlying the subscription rights and the common
units issuable upon conversion of the Series A Preferred Units,
and the registration statement was declared effective July 26,
2011.

                      About Blueknight Energy

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

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

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


BOCA BRIDGE: Wants Court to Approve Modified Deal With Lender
-------------------------------------------------------------
Brian Bandell, senior reporter at South Florida Business Journal,
reports that Boca Bridge LLC, the owner of the Boca Raton Bridge
Hotel, has asked a U.S. Bankruptcy Court to approve a loan
modification deal it reached with its secured lender JMP Boca
Bridge.

The report says Boca Bridge owes $9.3 million in principal, plus
interest and fees, to JMP Boca Bridge Lender.

According to the report, under the proposed deal, the lender
would recast the loan at $10 million and provide Boca Bridge with
$500,000 to help it fund operations.  This deal would close before
Dec. 31, pending court approval.  The loan would mature in two
years and carry a 5.5% interest rate.  The loan would have a one-
year extension option with a 6% interest rate that the borrower
could trigger.

The report notes the hotel operator must create an account with at
least $150,000 for cash management of the property.  The borrower
would pay the lender $250,000 to cover its expenses.

                      About Boca Bridge LLC

In August 2010, 10 creditors owed $69,400 filed an involuntary
Chapter 11 petition (Bankr. S.D. Fla. Case No. 10-34538) against
Boca Bridge LLC, the owner of the Boca Raton Bridge Hotel.  In
November, the bankruptcy judge entered ruling placing the Boca
Bridge into Chapter 11.  The Debtor disclosed $10,286,336 in
assets and $11,850,060 in liabilities as of the Chapter 11 filing.
Bernice C. Lee, Esq., and Bradley Shraiberg, Esq., at Shraiberg,
Ferrara & Landau, P.A., in Boca Raton, Florida, represent the
Debtor as counsel.


BONAVIA TIMBER: Case Summary & 6 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Bonavia Timber Company, LLC, an Oregon limited liability
        company
          fdba Pacific Northwest Tree Farms, LLC
        P.O. Box 490
        Winnemucca, NV 89445

Bankruptcy Case No.: 11-39459

Chapter 11 Petition Date: November 1, 2011

Court: U.S. Bankruptcy Court
       District of Oregon

Judge: Randall L. Dunn

Debtor's Counsel: Albert N. Kennedy, Esq.
                  TONKON TORP LLP
                  888 SW 5th Avenue, #1600
                  Portland, OR 97204
                  Tel: (503) 802-2013
                  E-mail: al.kennedy@tonkon.com

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

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

The petition was signed by Gary L. Bengochea, manager.

Affiliate that filed separate Chapter 11 petition:

        Entity                        Case No.       Petition Date
        ------                        --------       -------------
Nevada First Corporation              11-39460            11/01/11

Bonavia Timber Company's List of Its Six Largest Unsecured
Creditors:

        Entity                     Nature of Claim    Claim Amount
        ------                     ---------------    ------------
Morrow County Grain Growers Inc.   Feed, Fuel, Supplies     $3,056
P.O. Box 367
Lexington, OR 97839

Country Mutual Insurance Co        Insurance Premium        $1,547
P.O. Box 14180
Salem, OR 97309

Bank of Eastern Oregon             Visa Credit Card         $1,203
250 NW Gale
P.O. Box 39
Heppner, OR 97836

Pacific Pride                      Fuel                       $197

City of Heppner                    Water                       $81

Columbia Power Co-op               Power                       $56


BOWE BELL: Retiree Committee Retains Thorp Reed as Co-Counsel
-------------------------------------------------------------
The retiree committee of Mail Systems Liquidation, Inc., formerly
known as Bowe Systec, Inc., et al., asks the U.S. Bankruptcy Court
for the District of Delaware for permission to employ Thorp Reed &
Armstrong, LLP, as co-counsel.

Upon retention, the firm will, among other things:

   -- counsel the Retiree Committee with respect to understanding
      the bankruptcy estate, advise the Retiree Committee members
      with respect to their fiduciary duties, communications with
      the retiree constituency and the like;

   -- investigate the financial conditions of the Estate (post-
      sale), evaluating any contingent assets of the Estate,
      review of pertinent documents to accurately identify all
      affected retirees (including those who might be affected by
      virtue of the loss or any life insurance benefits), and
      review and consider necessary equitable considerations
      arising under Sec. 114 of the bankruptcy Code, and any other
      germane matters relevant to the protection of the Retirees
      Committee; and

   -- analyze any proposal made by the Debtors pursuant to Sec.
      1114 of the Bankruptcy Code and assistance in any counter
      offers to such proposals.

Jeffrey M. Carbino, attorney at Thorp Reed & Armstrong, attests
that the firm is a "disinterested person," as that term is defined
in section 101(14) of the Bankruptcy Code.

Current customary hourly rates of Thorp Reed attorneys range from
$175 to $485.

                          About Bowe Bell

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

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

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

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

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

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

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


C3 MODERN: Voluntary Chapter 11 Case Summary
--------------------------------------------
Debtor: C3 Modern Storage-Watermark, LLC
        4650 E. Cotton Center Boulevard, Suite 200
        Phoenix, AZ 8504

Bankruptcy Case No.: 11-30804

Chapter 11 Petition Date: November 2, 2011

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

Judge: Charles G. Case, II

Debtor's Counsel: Mark W. Roth, Esq.
                  POLSINELLI SHUGHART P.C.
                  One East Washington Street
                  CityScape Building, Suite 1200
                  Phoenix, AZ 85004
                  Tel: (602) 650-2012
                  Fax: (602) 926-8562
                  E-mail: mroth@polsinelli.com

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

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

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

The petition was signed by Devan Wastchak, manager of Vivo DP-DRW,
LLC, manager.


CABI SMA: Settlement with Class of Purchaser Claimants Okayed
-------------------------------------------------------------
The Hon. A. Jay Cristol U.S. Bankruptcy Court for the Southern
District of Florida entered a final order:

   1. approving the settlement agreement entered among CABI SMA
Tower I, LLLP, and Mark Weisberg and John Hagiag as representative
plaintiffs;

   2. certifying a class of purchaser claimants for settlement
agreement purposes only; and

   3. appointing The Law Offices of Robert Ader, P.A. as counsel
for the settlement agreement class and Weisberg and Hagiag as
class representatives.

The settlement agreement's benefits to class members include the
Debtor's agreement to:

   i) release all applicable deposits from escrow, together with
accrued interest on the deposits;

  ii) recognize priority status of the class members' unsecured
claims in the amount of $2,600 to each claimant that is a natural
person; and

iii) pay 20% (less the amount of priority claims paid) of each
Class Member's allowed general unsecured claim, upon confirmation
of a plan of reorganization.

The Court also overruled the objections of Brickell Central, LLC
which was based on the Debtor failing to provide appropriate
disclosure regarding the reasonableness of the Class Settlement
and the Debtor failing to establish any benefit to the Debtor's
estate.

The Court ruled that Palm Coast Title, Inc., will be resolved
by its agreement to accept the sum of $6000 in respect of its
outstanding invoices for services as escrow agent, plus an
additional $500 for the services to be performed in connection
with the disbursements under the settlement agreement.

Previously, Palm Coast objected to the extent that the settlement
agreement failed to provide for reimbursement to Palm Coast for
reasonable expenses incurred in carrying out its duties as
escrow agent.

The outstanding invoices will be paid by the Debtor, from the
Debtor's funds in the escrow account.  The class settlement
services will be paid by class counsel and will be reimbursable
expenses to be reimbursed to class counsel from the common fund.

The Debtor related that no class members elected to opt out of the
class action and no class members objected to the settlement
agreement.

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

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

                      About Cabi SMA Tower I

Based in Miami, Florida Cabi SMA Tower I, LLLP -- fka Cabi SMA
Retail 1, LLC; Cabi SMA, LLLP; Cabi SMA Tower 2, LLC; Cabi SMA
Tower 2, LLLP; Capital at Brickell; Cabi SMA Retail 2, LLLP; Cabi
SMA Retail 2, LLC; Cabi SMA Tower 1, LLC; and Cabi SMA Retail I,
LLLP -- owns multiple vacant parcels around South Miami Avenue and
S.W. 14th Street in Miami, Florida.  It acquired the parcels to
develop residential, hotel, and retail space, including a
condominium development.  The parcels are being managed by Cabi
Developers, LLC pursuant to a management agreement.

Cabi SMA Tower I filed for Chapter 11 bankruptcy protection
(Bankr. S.D. Fla. Case No. 10-49009) on Dec. 28, 2010.  Mindy A.
Mora, Esq., at Bilzin Sumberg Baena Price & Axelrod, LLP, serves
as the Debtor's bankruptcy counsel.  The Debtor estimated its
assets and debts at $10 million to $50 million.

Affiliates Cabi Downtown, LLC (Bankr. S.D. Fla. Case No. 09-27168)
and Cabi New River, LLC (Bankr. S.D. Fla. Case No. 10-49013) filed
separate Chapter 11 petitions.

No creditor's committee has been appointed in Cabi SMA Tower I,
LLLP's Chapter 11 case.

On April 27, 2011, Cabi SMA Tower I, LLLP filed its First Amended
Plan of Reorganization and an accompanying disclosure statement.


CHEF SOLUTIONS: Court Sets Nov. 28, 2011, as Claims Bar Date
------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware set
Nov. 28, 2011, at 4:00 p.m., as the deadline for creditors of Chef
Solutions Holdings LLC and its debtor-affiliates to file proofs of
claim.

All governmental units have until April 2, 2011, at 4:00 p.m., to
file their claims.

All proofs of claim must be file at:

   a) regular U.S. mail

      Donlin, Recano & Company, Inc.
      Chef Solutions Holdings, LLC, et al.
      P.O. Box 2095, Murray Hill Station
      New York, NY 10156,

   b) hand delivery or overnight mail

      Donlin, Recano & Company, Inc.
      Chef Solutions Holdings, LLC, et al.
      419 Park Avenue South, Suite 1206
      New York, NY 10016

                       About Chef Solutions

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

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

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

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

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

Lowenstein Sandler PC represents the creditors' committee
appointed in the case.


COMPOSITE TECH: Court Sets Nov. 10, 2011, as Claims Bar Date
------------------------------------------------------------
The U.S. Bankruptcy Court for the Central District of California
set Nov. 10, 2011 as the deadline for creditors of Composite
Technology Corporation to file proofs of claim.

                   About Composite Technology

Headquartered in Irvine, California, Composite Technology
Corporation - http://www.compositetechcorp.com/-- develops,
produces, markets and sells energy efficient and renewable energy
products for the electrical utility industry.  As of March 31,
2011, the Company has one business segment: CTC Cable Corporation.

CTC Cable produces and sells ACCC(R) conductor products and
related ACCC(R) hardware products.  ACCC(R) conductor has been
sold commercially since 2005 and is currently marketed worldwide
to electrical utilities, transmission companies and transmission
design/engineering firms.

Composite Technology filed for Chapter 11 bankruptcy (Bankr. C.D.
Calif. Case No. 11-15058) on April 10, 2011, with Judge Mark S.
Wallace presiding over the case.  The Debtor's bankruptcy case was
reassigned to Judge Scott C. Clarkson on April 13, 2011.  BCC
Advisory Services LLC, BCC Ho1dco LLC's FINRA registered
Broker/Dealer, serves as investment banker to provide exclusive
equity financing services and debt financing services.  Composite
Technology disclosed $5,855,670 in assets and $12,395,916 in
liabilities as of the Chapter 11 filing.

CTC Cable Corporation (Bankr. C.D. Calif. Case No. 11-15059) and
Stribog, Inc. (Bankr. C.D. Calif. Case No. 11-15065) also filed
for Chapter 11 protection.

The cases are jointly administered, with Composite Technology as
the lead case.  Paul J. Couchot, Esq., at Winthrop Couchot PC,
serves as the Debtors' bankruptcy counsel.  The Debtors also
tapped Marsch Fischmann & Breyfogle LLP as special intellectual
property approval counsel; Knobbe, Martens, Olson & Bear, LLP as
special patent litigation counsel; McIntosh Group as special
intellectual property counsel.

Peter C. Anderson, the U.S. Trustee for Region 16, appointed five
members to the official committee of unsecured creditors in the
Debtor's cases.  Steptoe & Johnson LLP represents the Committee.


CVR ENERGY: Moody's Reviews 'B1' Corp. Family Rating for Upgrade
----------------------------------------------------------------
Moody's Investors Service placed under review for upgrade the
ratings of CVR Energy, Inc. (CVR) and Wynnewood Refining Company
(WRC) in response to CVR's announcement of a definitive agreement
to acquire Gary-Williams Energy Corporation (the parent company of
WRC). The ratings under review are CVR's B1 Corporate Family
Rating (CFR) and Probability of Default Rating (PDR), the Ba3
rating of CVR's first lien secured notes, the B3 rating of CVR's
second lien secured notes, WRC's B2 CFR and PDR, and the B2 rating
of WRC's term loan.

RATINGS RATIONALE

The review for upgrade reflects the benefits to both CVR and WRC
of the acquisition, including an increase in refining capacity,
enhanced operational diversification, and the potential for modest
synergies. The review also reflects the conservative leverage of
the combined entity with September 30, 2011 pro forma debt /
complexity barrels of $372 (excluding the debt of CVR Partners, LP
which is the non-refining MLP subsidiary of CVR). Funding for the
acquisition includes significant equity in the form of CVR's cash,
with $250 million of new debt versus an acquisition price of $625
million (including CVR's estimate of working capital). Partially
offsetting these benefits is the high price paid for the
acquisition, with a cost per complexity barrel and cost per crude
distillation capacity that is significantly higher than any US
refinery acquisitions to date in 2011.

Moody's review will focus on the strategic benefits of the
acquisition and the ability of CVR's post-merger credit quality to
be able to withstand cyclical troughs in refining margins. Despite
strong cash flows from the current deep discount of WTI crude
relative to Brent crude in the Mid-Continent region, Moody's
expects differentials to narrow over the longer term and Moody's
believes margins will continue to be volatile and cyclical over
the longer term. Moody's review will also include an assessment of
management's future growth strategy, discretionary and non-
discretionary capital spending requirements, liquidity, and
management's financial policies.

Assuming the acquisition is completed as planned, any potential
upgrade of CVR's CFR would likely be limited to a single notch.
However, the ratings on CVR's and WRC's individual debt
instruments will be subject to the combined entity's final capital
structure, parent and subsidiary guarantees, and the level of
financial disclosure available in order to maintain ratings. The
acquisition is subject to various conditions, including regulatory
approvals, and is expected to close by the end of 2011.

The principal methodology used in rating CVR Energy and Wynnewood
was the Global Refining and Marketing Industry Methodology
published in December 2009.

CVR Energy, Inc. is an refining and marketing company
headquartered in Sugar Land, Texas.

Wynnewood Refining Company, a wholly owned subsidiary of Gary-
Williams Energy Corporation, is a private independent refining and
marketing company headquartered in Denver, Colorado.


DBSI INC: Sues Foley & Lardner of Fraud and Conspiracy
------------------------------------------------------
Leigh Jones at Thomson Reuters News & Insight reports that James
Zazzali, the bankruptcy trustee for DBSI Inc., sued on Oct. 31,
2011, Foley & Lardner, claiming that the law firm helped
orchestrate a Ponzi scheme that cheated investors out of hundreds
of millions of dollars.

The lawsuit, the report relates, claims the firm assisted company
"insiders" in luring investors into schemes that were incapable of
providing the promised returns.  The 53-page complaint accuses the
firm of professional malpractice, conspiracy, fraud, and breach of
fiduciary duties.

According to the report, Mr. Zazzali's complaint alleges that
Foley & Lardner helped devise a flawed investment structure that
enabled company insiders to perpetrate fraud and that the law firm
provided tax opinion letters to support the deceit.  The complaint
identifies former Foley & Lardner attorney Stephen Burr, Esq. --
sburr@eckertseamans.com -- as one of the lawyers who advised DBSI.
Mr. Burr, who is not named as a defendant, is now chairman of the
real-estate group at Eckert Seamans Cherin & Mellott.  He did not
return a phone call seeking comment.

                          About DBSI Inc.

Headquartered in Meridian, Idaho, DBSI Inc. and its affiliates
were engaged in numerous commercial real estate and non-real
estate projects and businesses.  On Nov. 10, 2008, and other
subsequent dates, DBSI and 180 of its affiliates filed for
Chapter 11 protection (Bankr. D. Del. Lead Case No. 08-12687).
DBSI estimated assets and debts between $100 million and
$500 million as of the Chapter 11 filing.

Lawyers at Young Conaway Stargatt & Taylor LLP represent the
Debtors as counsel.  The Official Committee of Unsecured Creditors
tapped Greenberg Traurig, LLP, as its bankruptcy counsel.
Kurtzman Carson Consultants LLC is the Debtors' notice claims and
balloting agent.

Joshua Hochberg, a former head of the Justice Department fraud
unit, served as an Examiner and called the seller and servicer of
fractional interests in commercial real estate an "elaborate shell
game" that "consistently operated at a loss" in his report
released in October 2009.  McKenna Long & Aldridge LLP was counsel
to the Examiner.

On Sept. 11, 2009, the Honorable Peter J. Walsh entered an Order
appointing James R. Zazzali as Chapter 11 trustee for the Debtors'
estates.  On Oct. 26, 2010, the trustee of DBSI Inc. won court
confirmation of its Chapter 11 plan of liquidation, paving the way
for it to pay creditors and avoid years of expensive litigation
over its complex web of affiliates.  The plan, which was declared
effective Oct. 29, 2010, was jointly proposed by DBSI's unsecured
creditors and the bankruptcy trustee in charge of DBSI and its
170-plus affiliates.

Pursuant to DBSI Inc.'s confirmed Chapter 11 plan, the DBSI Real
Estate Liquidating Trust was established as of the effective date
and certain of the Debtors' assets, including the Debtors'
ownership interest in Florissant Market Place was transferred to
the RE Trust.  Mr. Zazzali and Conrad Myers were appointed as the
post-confirmation trustees.  Messrs. Zazzali and Myers are
represented by lawyers at Blank Rime LLP and Gibbons P.C.


DEB SHOPS: Raises $15 Million Through Equity Offering
-----------------------------------------------------
Richard Rabicoff at citybizlist reports that Deb Stores Holding
LLC has raised $15 million from 16 investors in an equity
offering.

According to the report, the offering was sponsored by Ableco
Finance L.L.C., a unit of Cerberus Capital Management, which is
overseeing the financing of the company's reorganization.

The report notes that named in the related SEC filing were Ableco
Vice Chairman Kevin Genda, President Daniel Wolf, SVP Joseph
Naccarato, and VP Peter Eschmann, along with Matthew Bloom.

citybizlist, citing report from Philly.com, says Deb Shops' senior
lenders, guided by Ableco, planned to buy the company out of
bankruptcy by September 2011, issuing a preliminary credit bid of
$75 million.  Ableco and other financiers committed to keep Deb
Stores operating during bankruptcy.

A full-text copy of the Notice of Exempt Offering of Securities is
available for free at http://tinyurl.com/66mfunp

As reported by the Troubled Company Reporter, Deb Shops was given
authority from the bankruptcy judge Sept. 13 to sell the business
to secured lenders in exchange for $75 million in secured debt.
There were no competing bids, so an auction was canceled.  Lenders
led by Ableco Finance are taking the stores in 44 states.

The Debtors canceled the auction for substantially all of their
assets that they had scheduled for Aug. 31 after they failed to
receive any qualified competing bids by the court's deadline of
Aug. 24.

Abelco is the administrative and collateral agent for the holders
of DSI Holdings' first lien debt -- and also holds the largest
amount of the debt.  Pursuant to the proposed asset purchase
agreement, Abelco committed to, among other things, credit bidding
$75 million of the debtors' first lien debt to acquire the
companies' assets.  Abelco also provided the companies with DIP
financing following their bankruptcy filings.

                          About Deb Shops

Deb Shops Inc., is a closely held women's-clothing retailer based
in Philadelphia.  Deb Shops sells junior and large-size clothing
for girls and women ages 13 to 25 through more than 320 U.S.
stores and through debshops.com.  It was bought out by the New
York investment firm Lee Equity Partners in October 2007.

DSI Holdings Inc. and 54 affiliates, including Deb Shops, sought
bankruptcy protection (Bankr. D. Del. Lead Case No. 11-11941), on
June 26, 2011, to sell all assets under 11 U.S.C. Sec. 363.  As of
April 30, 2011, the Debtors' unaudited financial statements
reflected assets totaling $124.4 million and liabilities totaling
$270.1 million.

Lawyers at Weil Gotshal & Manges LLP and Richards, Layton & Finger
P.A. serve as bankruptcy counsel.  Rothschild Inc. serves as the
Debtors' investment banker and financial advisors.  Kurtzman
Carson Consultants, LLC, serves as claims agent.  Sitrick &
Company serves as public relations consultants.

Ableco, the DIP Agent is represented by Michael L. Tuchin, Esq.,
and David A. Fidler, Esq., at Klee Tuchin Bogdanoff & Stern LLP.
Conway Del Genio serves as financial advisors to the First Lien
Lenders.  Schulte Roth serves as corporate and tax advisors to the
First Lien Lenders.  Another lender, Lee DSI Holdings, is
represented by Jennifer Rodburg, Esq., at Fried Frank Harris
Shriver & Jacobson LLP.

Roberta A. DeAngelis, U.S. Trustee for Region 3, appointed five
unsecured creditors to serve on the Official Committee of
Unsecured Creditors.  Otterbourg Steindler Houston & Rosen serves
as lead counsel to the Committee.


DENNY'S CORP: Reports $7.9 Million Net Income in Sept. 28 Quarter
-----------------------------------------------------------------
Denny's Corporation reported net income of $7.98 million on
$136.68 million of total operating revenue for the quarter ended
Sept. 28, 2011, compared with net income of $9.93 million on
$139.93 million of total operating revenue for the quarter ended
Sept. 29, 2010.

The Company also reported net income of $20.24 million on
$408.34 million of total operating revenue for the three quarters
ended Sept. 28, 2011, compared with net income of $19.98 million
on $412.58 million of total operating revenue for the three
quarters ended Sept. 29, 2010.

The Company's balance sheet at Sept. 28, 2011, showed
$280.63 million in total assets, $376.11 million in total
liabilities, and a $95.48 million total shareholders' deficit.

John Miller, president and chief executive officer, stated,
"Denny's generated positive same-store sales and positive two-year
same-store guest counts in the face of a very challenging consumer
and inflationary economic environment.  This is a testament to the
success of our positioning as America's favorite diner,
emphasizing everyday affordability with attractive Limited Time
Only products.  We also achieved an increase in profitability
despite the headwinds coming from inflationary pressures.  We are
working closely with our franchisees to continue building on our
success in growing units, sales and profitability which has
enabled Denny's to grow free cash flow, pay down debt and
repurchase shares in its efforts to increase long-term shareholder
value."

A full-text copy of the press release announcing the financial
results is available for free at http://is.gd/Ztq9Ni

                     About Denny's Corporation

Based in Spartanburg, South Carolina, Denny's Corporation (NASDAQ:
DENN) -- http://www.dennys.com/-- Denny's is one of America's
largest full-service family restaurant chains, consisting of 1,348
franchised and licensed units and 232 company-owned units, with
operations in the United States, Canada, Costa Rica, Guam, Mexico,
New Zealand and Puerto Rico.

Denny's carries 'B2' corporate family and probability of default
ratings from Moody's Investors Service and a 'B+' corporate credit
rating from Standard & Poor's.


DIPPIN' DOTS: Flash-Frozen Ice Cream Maker Files for Bankruptcy
---------------------------------------------------------------
Dippin' Dots Inc., a maker of ice cream using liquid nitrogen,
filed for bankruptcy protection from its creditors (Bankr. W.D.
Ky. Case No. 11-51077).  The company disclosed assets $20.2
million and debt of $12 million in Chapter 11 documents in U.S.
Bankruptcy Court in Paducah, Kentucky, where it?s based.  Revenue
fell from $33.9 million in 2009 to $26.7 million last year, the
company said.

Bloomberg News reports that the Company is asking U.S. Bankruptcy
Judge Thomas H. Fulton to let it use cash held as collateral for
an $11 million loan from Regions Bank of St. Louis.  Without using
the collateral, Dippin? Dots ?will have no ability to operate,?
the company said in court papers.

                        About Dippin' Dots

Founded in 1988 by microbiologist Curt Jones, Dippin' Dots
manufactures quirky and colorful ice cream beads, which are flash
frozen using liquid nitrogen.  It owns a 120,000-square-foot plant
in Kentucky that can produce more than 25,000 gallons of frozen
dots a day.  It has about 140 Dippin' Dots retail locations, which
are mostly controlled by franchisees, and agreements with 9,952
small vendors who sell the ice cream at fairs, festivals and
sports games.  Dippin' Dots isn't sold in grocery stores because
of its extreme cooling requirements.


DJS DEVELOPMENT: Case Summary & Largest Unsecured Creditor
----------------------------------------------------------
Debtor: DJS Development, LLC
        6735 Sunbriar Drive
        Cumming, GA 30040

Bankruptcy Case No.: 11-24540

Chapter 11 Petition Date: October 31, 2011

Court: U.S. Bankruptcy Court
       Northern District of Georgia (Gainesville)

Debtor's Counsel: Bob J. Phillips, Esq.
                  B. PHILLIPS & ASSOCIATES PC
                  410 Peachtree Parkway, Suite 4227
                  Cumming, GA 30041
                  Tel: (770) 205-1922
                  Fax: (770) 205-0887
                  E-mail: bphill60@msn.com

Scheduled Assets: $2,340,040

Scheduled Debts: $1,791,422

The petition was signed by John C. Shim, managing member.

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

        Entity                     Nature of Claim    Claim Amount
        ------                     ---------------    ------------
Suntrust Bank                      --                       $2,000
503 Lakeland Plaza Drive
Cumming, GA 30040


DYNEGY INC: Affiliates File for Bankruptcy Protection
-----------------------------------------------------
Dynegy Holdings LLC and four other affiliates of Dynegy Inc.
sought Chapter 11 bankruptcy protection (Bankr. S.D.N.Y. Lead Case
No. 11-38111) Monday evening to implement an agreement with a
group of investors holding more than $1.4 billion of senior notes
issued by Dynegy's direct wholly-owned subsidiary, Dynegy
Holdings, regarding a framework for the consensual restructuring
of more than $4.0 billion of obligations owed by DH.  If this
restructuring support agreement is successfully implemented, it
will significantly reduce the amount of debt on the Company's
consolidated balance sheet.

The Chapter 11 filing also aims to address the burdensome lease
obligations at Roseton and Danskammer facilities.

Dynegy Inc. and other subsidiaries, including those that own and
operate the Company's coal-fired and gas-fired businesses that
were separately financed earlier this year and those that provide
ancillary services have not filed for Chapter 11.  All such
entities continue to operate their businesses in the ordinary
course without any impact from the limited Chapter 11 filings of
DH and its subsidiaries that are involved with the Roseton and
Danskammer facilities.

Dynegy Holdings disclosed assets of $13.77 billion and debt of
$6.18 billion, while Roseton LLC and Dynegy Danskammer LLC each
listed $100 million to $500 million in assets and debt.

                        Missed Payments

Dynegy posted losses in the past two years after a slump in the
U.S. economy drove down electricity prices.

Dynegy missed a $43.8 million interest payment Nov. 1 and said it
was discussing options for managing its debt load with certain
bondholders.  On Thursday, Dynegy terminated a distressed-debt
exchange announced in September.  The company had sought to swap
as much as $1.25 billion of its outstanding notes for cash and new
securities valued at less than face value.  Dynegy extended the
deadline in October after bondholders tendered $90.9 million, or
just 7.3% of the amount the company sought to exchange.

In August, Dynegy implemented an internal restructuring that
created two units, one owning eight primarily natural gas-fired
power generation facilities and another owning six coal-fired
plants.

Bondholders include Avenue Investments and Oaktree Capital
Management, challenged the restructuring.  On July 21, 2011,
certain holders of obligations with potential recourse rights
to DH initiated legal proceedings seeking to enjoin the
restructuring.  The lawsuits, Libertyview Credit Opportunities
Fund, L.P. et al v. Dynegy Holdings, Inc., (Index No. 651998/11)
in the Supreme Court of the State of New York and Roseton OL, LLC
and Danskammer OL, LLC v. Dynegy Holdings, Inc., (C.A. No. 6689-
VCP) in the Court of Chancery of the State of Delaware, seek to
enjoin the proposed reorganization based on purported breaches of
guarantees issued by DH in connection with two sale-lease back
transactions in which DH's subsidiaries, Dynegy Roseton L.L.C. and
Dynegy Danskammer, L.L.C., leased certain power-generating
facilities located in Newburgh, New York.  The bondholders said
the move was intended to benefit the parent's equity owners.  The
bondholders also called the proposed debt exchange "coercive."

Shortly after filing, the New York Action was stayed pending
resolution of the Delaware Action.  The plaintiffs in the Delaware
Action filed a motion for a temporary restraining order to enjoin
the Reorganization.  DH opposed the motion by arguing, among other
things, that the unambiguous language of the Guaranties expressly
permits the reorganization.  Dynegy asked a judge to dismiss the
lawsuit.

On July 29, 2011, the Delaware court denied the TRO in the
Delaware Action, finding that plaintiffs had failed to show a
likelihood of success on the merits, irreparable harm or that the
balancing of the equities weighed in their favor.  Thereafter, the
plaintiffs sought certification of an interlocutory appeal, which
was denied by the Delaware Chancery Court on Aug. 4, 2011, and
subsequently denied by the Delaware Supreme Court on Aug. 5, 2011.
Absent any injunction, the Company closed its restructuring and
refinancing on Aug. 5, 2011.

Dynegy shareholders in February rejected a $665 million buyout bid
by billionaire investor Carl Icahn.  Investors previously spurned
a 2010 takeover offer by New York-based private-equity firm
Blackstone Group LP.  Dynegy urged shareholders to accept Icahn's
offer, saying there were risks to continuing as an independent
company.  Lower power prices will "likely be long-lasting enough
to significantly impair Dynegy's ability to successfully navigate
its cash flow challenges and high level of indebtedness," the
company said.

                      Chapter 11 Restructuring

Robert C. Flexon, President and Chief Executive Officer of both
Dynegy and DH, said in a press release announcing the Chapter 11
filing, "This marks an important next step in the Company's
ongoing effort to restructure its consolidated balance sheet and
to position its assets in a fashion that will maximize our
operational flexibility. We look forward to working with our
stakeholders to complete and implement this restructuring support
agreement as quickly and efficiently as possible."

Under the restructuring support agreement entered into between
Dynegy, DH and holders of more than $1.4 billion of DH's senior
notes, all unsecured obligations of DH, including $3.4 billion of
senior notes, $200 million of subordinated notes, roughly $130
million of accrued interest, and the payments associated with the
Roseton and Danskammer leases, will be exchanged for:

  * a $400 million cash payment;

  * $1.0 billion of new 7-year 11% secured notes to be issued
    by Dynegy and secured by the equity in the Company's separate
    coal and gas-fueled generating businesses (or an additional
    cash payment of $1.0 billion, if the Company determines it can
    obtain the financing elsewhere on more favorable terms); and

  * $2.1 billion of Dynegy's new convertible PIK notes maturing
    on Dec. 31, 2015.  Dynegy will have the right to redeem the
    notes at varying discounts through the end of 2013, and can
    make open market purchases of the notes with excess cash
    from operations. At maturity, the notes would mandatorily
    convert into 97% of the common equity of Dynegy to the extent
    not previously redeemed or retired.

The equity in the Company's separate coal and gas-fueled
generating businesses will remain direct or indirect subsidiaries
of Dynegy.

The holders of DH's Series B 8.316% Subordinated Capital Income
Securities due 2027 would participate in the restructuring as an
unsecured note holder, but their recovery would be subject to
enforcement of their contractual subordination to the senior
unsecured notes.  Alternatively, the subordinated note holders
will be offered the opportunity to elect a cash payment of $0.25
per dollar of subordinated notes.

The restructuring support agreement contemplates the negotiation
of definitive documents by Dec. 7, 2011, and that the transaction
will be implemented pursuant to a Chapter 11 plan for DH that must
become effective by Aug. 1, 2012.  Interest will accrue under the
new 11% secured notes and the new convertible PIK notes from the
Chapter 11 petition date through the effective date.  The parties
may terminate the restructuring support agreement if the
definitive documents are not agreed-to or if certain other
milestones to consummation are not achieved.

The Debtor Entities' only operations consist of those at the
Roseton and Danskammer facilities, which are the subject of leases
that the Debtor Entities are seeking to immediately reject
pursuant to a motion filed in the Bankruptcy Court.  The agreement
is also conditioned on the claims against DH arising from the
Roseton and Danskammer leases being fixed by the Bankruptcy Court
at an amount not to exceed $300 million.  The Debtor Entities are
prepared to surrender the Roseton and Danskammer facilities upon
entry of an order authorizing the rejection of the leases.

However, applicable federal and state regulatory requirements may
prevent the Debtors from doing so immediately. Therefore, the
Debtor Entities intend to operate the facilities in accordance
with prudent operating standards and to the extent necessary to
comply with applicable federal and state regulatory requirements
until the owners of the leased facilities, which are affiliates of
Public Service Enterprise Group, Inc., are authorized to take
operational control.

The Debtor Entities have also sought customary first-day relief
designed to ensure their smooth transition into Chapter 11
administration.  Among other things, this relief, if granted by
the Bankruptcy Court, will ensure that the Debtor Entities have
sufficient cash and liquidity to fund their continuing operations
and all administrative obligations incurred during the Chapter 11
process.

Mike Spector, writing for The Wall Street Journal, notes Dynegy's
plan to eliminate billions of dollars owed to bondholders while
sparing parent company shareholders flips usual bankruptcy rules
on their head.  Creditors are usually paid first during bankruptcy
proceedings and shareholders often are left with nothing.

The Journal also says Dynegy has an about $83 million lease
payment due Tuesday tied to certain plants, which it will likely
avoid making by putting its holding company in bankruptcy court.

                         About Dynegy Inc.

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

Dynegy Holdings and its affiliated debtor-entities are represented
in the Chapter 11 proceedings by Sidley Austin LLP as their
reorganization counsel.  Dynegy and its other subsidiaries are
represented by White & Case LLP, who is also special counsel to
the Debtor Entities with respect to the Roseton and Danskammer
lease rejection issues.

Dynegy was advised by Lazard Freres & Co. LLC and the Debtor
Entities' financial advisor is FTI Consulting.


DYNEGY INC: Dynegy Holdings' Voluntary Chapter 11 Case Summary
--------------------------------------------------------------
Debtor: Dynegy Holdings, LLC
        1000 Louisiana Street
        Suite 5800
        Houston, Texas

Bankruptcy Case No.: 11-38111

Debtor-affiliates that filed separate Chapter 11 petitions:

        Debtor                          Case No.
        ------                          --------
Dynegy Roseton, L.L.C.                  11-38107
Dynegy Danskammer, L.L.C.               11-38108
Hudson Power, L.L.C.                    11-38109
Dynegy Northeast Generation, Inc.       11-38110

Type of Business: Dynegy Inc. produces and sells electric
                  energy, capacity and ancillary services
                  in key U.S. markets.  The power generation
                  portfolio consists of approximately
                  12,200 megawatts of baseload, intermediate
                  and peaking power plants fueled by a mix of
                  natural gas, coal and fuel oil.

                  Web site: http://www.dynegy.com/

Chapter 11 Petition Date: Nov. 7, 2011

Court: U.S. Bankruptcy Court
       Southern District of New York

Debtors'
Counsel:      Matthew A. Clemente, Esq.
              Paul S. Caruso, Esq.
              Brian J. Lohan, Esq.
              SIDLEY AUSTIN LLP
              One South Dearborn Street
              Chicago, IL 60603
              Tel: (312) 853-7000
              Fax: (312) 853-7036
              E-mail: mclemente@sidley.com
                      pcaruso@sidley.com
                      blohan@sidley.com

Debtors'
Special
Litigation
Counsel:      WHITE & CASE LLP

Debtors'
Financial
Advisor:      FTI CONSULTING

Debtors'
Claims and
Noticing
Agent:        EPIQ BANKRUPTCY SOLUTIONS


Dynegy
Inc.'s
Counsel:      WHITE & CASE LLP

Total Assets: $13.765 billion as of Sept. 30, 2011

Total Debts : $6.181 billion as of Sept. 30, 2011

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

The petition was signed by Catherine B. Callaway, executive vice
president and general counsel.


EAST COAST: Hearing on Case Dismissal Plea Scheduled for Nov. 17
----------------------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of North
Carolina will convene a hearing on Nov. 17, 2011, at 2:00 p.m., to
consider Ciena Capital, LLC's motion to dismiss the Chapter 11
case of East Coast Development II, LLC.

Bank of New Mellon Trust Company, N.A., Mellon holds a promissory
note executed by the Debtor on Sept. 15, 2005, in the original
principal amount of $2,200,000.  The note is secured by first
priority deed of trust on certain commercial real property owned
by the Debtor and more commonly known as 118-122 Princess Street
(rental building housing two restaurants and one office) and 125
Market Street (vacant building), Wilmington, North Carolina
(commercial property). Ciena is servicing the note on behalf of
Mellon.  The balance due to Mellon under the note as of Aug. 1,
2011, was $2,549,815 with interest accruing at the per diem rate
of $476 plus fees and costs.

According to Ciena, the Debtor's Plan is not feasible because it
does not identify the source of the funding for the payments to be
made by the Effective Date, does not provide sufficient
information for the funding and cash flow for payment of the
monthly payments and the current cash flow is insufficient to make
the proposed payments.

Further, Ciena and Mellon were not informed of any attempt by the
Debtor to lease or sale the property to mitigate any loss or
diminution of value to any of the Mellon collateral.

                 About East Coast Development II

Wilmington, North Carolina-based East Coast Development II, LLC,
dba 100 Block of Market Street, LLC, is in the business of renting
real property located in Onslow County, New Hanover County,
Guilford County, Wake County, Brunswick County, North Carolina,
and Greenville County, Charleston County, and Richland County,
South Carolina.

East Coast filed for Chapter 11 bankruptcy protection (Bankr. E.D.
N.C. Case No. 11-02792) on April 8, 2011.  Trawick H. Stubbs, Jr.,
Esq., at Stubbs & Perdue, P.A., serves as bankruptcy counsel.
Laurie R. Brown, CPA, serves as accountant.

The Debtor disclosed $24.8 million in assets and $12.2 million in
liabilities as of the Chapter 11 filing.

The U.S. Trustee has not appointed a creditors committee in the
Debtor's case.


E-DEBIT GLOBAL: Develops Card-Not-Present Payment Process
---------------------------------------------------------
E-Debit Global Corporation announces the development of E-Debit
International Inc.'s "Smart Grid" secured Card-Not-Present payment
process.

"With our previously announced EMV SCD Code certifications (the
payment and security standard for interoperation used for
authenticating credit and debit card payments at chip enabled
terminals developed for payment systems by Europay, MasterCard and
Visa and introduced by the Interac Network) we are now moving our
focus to expanding our business development to the "Card-Not-
Present" wireless and Internet market place utilizing our EMV
experience, stated Doug Mac Donald, E-Debit's President and CEO.

"Although technically challenging, we are using our successful
transition to the EMV standard to establish the E-Debit
International Inc. "Smart-Grid" Card-Not Present  payment process.
With the number of payment cards in circulation in Canada
currently at 112 million, and expansion of the Canadian card
marketplace predicted to reach 124.5 million by 2016, (according
to "Companiesandmarkets.com" a report and research aggregator).
Our focus will be to allow fully secured and network accessible
payment processing for the "Card-Not-Present" marketplace."

"E-Debit has established an unparalleled "end-to-end" payment
delivery and processing solution built on the foundation of its
ATM and POS networks experience.  Our footprint within our ATM and
POS and our investments into securing state of the art
technological expertise and security will allowed  us to utilize
our E-Debit economies of scale allowing for cost effective
technical development and speed in facilitating the
standardization of our payment platforms and consolidation of
hardware components and human resources.

"We have worked very hard at building a supporting infrastructure
to underpin our payment platform development at a significant cost
to the Company.  I am excited about the potential that is
presently in front of us not only in our historic business lines,
but in the "Card-Not-Present" payment processing and prepaid,
debit and credit business space originating in North America and
expanding worldwide.  Our expectations reflect our historic
residual revenue experience with the ATM/POS replacement and
anticipate similar returns on our efforts of the past several
years," added Mr. Mac Donald.

                  About E-Debit Global Corporation

E-Debit Global Corporation (WSHE) is a financial holding company
in Canada at the forefront of debit, credit and online computer
banking.  Currently, the Company has established a strong presence
in the privately owned Canadian banking sector including Automated
Banking Machines (ABM), Point of Sale Machines (POS), Online
Computer Banking (OCB) and E-Commerce Transaction security and
payment.  E-Debit maintains and services a national ABM network
across Canada and is a full participating member of the Canadian
INTERAC Banking System.

The Company reported a net loss of $1.15 million on $3.97 million
of total revenue for the year ended Dec. 31, 2010, compared with a
net loss of $1.28 million on $3.64 million of revenue during the
prior year.

The Company's balance sheet at June 30, 2011, showed $1.91 million
in total assets, $2.59 million in total liabilities, and a
$681,160 total stockholders' deficit.

As reported by the TCR on April 15, 2011, Cordovano and Honeck
LLP, in Englewood, Colorado, expressed substantial doubt about the
Company's ability to continue as a going concern, following the
2010 financial results.  The independent auditors noted that the
Company has suffered recurring losses, has a working capital
deficit at Dec. 31, 2010, and has an accumulated deficit of
$4,457,079 as of Dec. 31, 2010.


EASTMAN KODAK: Sells Image Sensor Solutions Biz to Platinum Equity
------------------------------------------------------------------
Eastman Kodak Company said Monday it completed the sale of its
Image Sensor Solutions business to Platinum Equity in a move that
will sharpen Kodak?s operational focus and strengthen its
financial position.

While the financial details were not disclosed, Kodak will have
continuing access to the image sensor technology involved in this
transaction for use in its own products.  Kodak has previously
communicated that it would sell assets that are not central to its
transformation to a profitable, sustainable digital company.  This
sale is aligned with that strategy to generate cash to complete
the transformation.

Included in the sale is a 263,000 square foot facility in Eastman
Business Park in Rochester, N.Y., that houses manufacturing and
research facilities.

The ISS business develops, manufactures, and markets the world?s
highest performance solid state image sensor devices. Over the
past 30 years, Kodak?s image sensors have delivered unrivaled
image quality and innovative features for use in a broad range of
demanding imaging applications. From precision manufacturing
inspection to digital radiography, from earth imaging satellites
to traffic monitoring, from the world?s highest performing studio
photography cameras to DNA sequencing systems, customers around
the world rely on high-performance products from ISS in the most
mission-critical applications.

Platinum Equity is a global M&A&O(R) firm specializing in the
merger, acquisition and operation of companies that provide
services and solutions to customers in a broad range of business
markets.

"Image Sensor Solutions is a business that is well-positioned in
the high-performance imaging markets in which it participates,?
said Pradeep Jotwani, President, Consumer Digital Imaging Group,
and Senior Vice President, Eastman Kodak Company. "This sale
maximizes shareholder value by obtaining a full and fair valuation
for this business, and allows Kodak to increase its financial
flexibility."

Mr. Jotwani noted that Platinum Equity brings significant
financial and operational resources to the ISS business and a
comprehensive plan to ensure its continued success.

"Platinum Equity is an ideal acquirer of Kodak?s ISS business
because they are committed to the success of the business for the
benefit of customers and employees," Mr. Jotwani said. "I?m very
pleased that we have such a favorable outcome for all of our
constituents."

Platinum Equity focuses on acquiring businesses that can benefit
from the firm?s extensive in-house capability and expertise in
transition, integration and operations.

"This is a great opportunity to acquire a business with an
impressive record for delivering innovative solutions to customers
around the world," said Brian Wall, the partner at Platinum Equity
who led the team pursuing the acquisition. "The ISS business has a
strong management team with the right vision for leading the
company into the future.  We share their commitment to product
development and customer service and are committed to helping the
business realize its full potential."

Mr. Wall said Platinum Equity's experience managing complex
transitions from corporate parent companies will benefit
employees, customers and other partners.

"Our operations group will work hand-in-hand with the management
team to ensure a seamless transition while allowing the
organization to stay focused on delivering world class imaging
products and solutions," said Mr. Wall. "We are proud to have
forged a unique divestiture solution in partnership with Kodak
that serves the best interests of everyone involved."

Kodak may be reached through Christopher Veronda --
christopher.veronda@kodak.com

Platinum Equity may be reached through Daniel Whelan --
dwhelan@platinumequity.com

                        About Eastman Kodak

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

Kodak's balance sheet at Sept. 30, 2011, showed $5.10 billion
in total assets, $6.75 billion in total liabilities and a
$1.65 billion total deficit.

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

In July 2011, the Company announced that it is exploring strategic
alternatives, including a potential sale, related to its digital
imaging patent portfolios.

                           *    *     *

As reported by the TCR on Nov. 3, 2011, Fitch Ratings affirmed and
then withdrew the 'CC' long-term Issuer Default Rating and issue
ratings of Eastman Kodak Company.  Fitch decided to discontinue
the rating, which is uncompensated.


ELEPHANT TALK: Charles Levine Joins Board of Directors
------------------------------------------------------
Elephant Talk Communications, Corp., appointed Charles E. Levine
to the Company's Board of Directors.  He succeeds Roderick de
Greef.

In a career spanning more than 30 years, Mr. Levine has held
leadership positions at several companies in the
telecommunications industry.  As Chief Sales and Marketing Officer
at Sprint PCS, he led the fastest growing business in U.S.
history.  Mr. Levine took the company from $0 revenue in 1996 to
$13 billion in less than six years with an employee base of more
than 40,000.

"Charles Levine is a highly valuable addition to Elephant Talk's
Board of Directors," said Steven van der Velden, CEO of the
company.  "As we expand our services and grow, we look forward to
Mr. Levine's insights and advice based on his career, and
especially, his experience as President of Sprint PCS and at other
major communications brands."

At AT&T, between 1986 and 1993, Mr. Levine helped turn around a
money-losing consumer products business.  He led the company's
product management organization, with profit and loss
responsibility, and later, in a similar role, initiated a turn-
around in the small business products market, including key
systems, small PBXs and fax.  He was responsible at AT&T for the
company's telecom equipment focused on small business customers,
generating $2 billion in profitable revenue.

Later, at AT&T, at CadForms Technology and at Octel, he
successfully introduced new products and businesses.  At Octel
Communications Corp., he was responsible for Octel's service
business, the fastest growing and most profitable segment of
Octel's business.

At General Electric Company, beginning in 1983, Mr. Levine served
in product management and marketing, from which he was recruited
to join AT&T.  He also introduced and managed an innovative, whole
home control system.

Mr. Levine began his career as a brand assistant with Procter &
Gamble in 1977.  He rose through their renowned brand management
system to manage their largest business, Pampers.

Since his retirement as President of Sprint PCS in 2002, Mr.
Levine has been an independent Corporate Director for both public
and private companies.  He serves as Chairman of the Board of
Sierra Wireless and is a Director of Openwave and of MobiWire.

Mr. Levine holds an MBA in marketing, management strategy and
finance from the Kellogg School of Management ? Northwestern
University.  He was chosen CEO of the Year 2001 by Frost &
Sullivan.  Mr. Levine resides in Glen Ellen, CA.

                        About Elephant Talk

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

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

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

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


ENERGAS RESOURCES: Suspending Filing of Reports with SEC
--------------------------------------------------------
Energas Resources, Inc., filed a Form 15 notifying of its
suspension of its duty under Section 15(d) to file reports
required by Section 13(a) of the Securities Exchange Act of 1934
with respect to its common stock.  Pursuant to Rule 12h-3, the
Company is suspending reporting because there are currently less
than 300 holders of record of the common shares and Senior Notes.
As of Oct. 28, 2011, there were only 167 holders of record of the
common shares.

                      About Energas Resources

Based in Oklahoma City, Oklahoma, Energas Resources Inc. (OTC BB:
EGSR) -- http://www.energasresources.com/-- is primarily engaged
in the operation, development, production, exploration and
acquisition of petroleum and natural gas properties in the
United States through its wholly-owned subsidiary, A.T. Gas
Gathering Systems Inc.  In addition, the company owns and operates
natural gas gathering systems located in Oklahoma, which serve
wells operated by the company for delivery to a mainline
transmission system.  The majority of the company's operations are
maintained and occur through A.T. Gas.

Smith, Carney & Co. P.C. has expressed substantial doubt against
Energas Resources Inc.'s ability as a going concern after auditing
the Company's results for the fiscal year ended January 31, 2010.

In its Form 10-K filed with the U.S. Securities and Exchange
Commission, the Company reported a net loss of $1.9 million on
$165,794 of total revenue for the year ended Jan. 21, 2010,
compared with a net loss of $2.4 million on $284,297 total revenue
during the same period a year ago.


ENERGY AND POWER: Court Approves Bid Protocol; Nov. 17 Auction Set
------------------------------------------------------------------
The U.S. Bankruptcy Court for the Central District of California
approved bidding procedures in connection with the proposed sale
of substantially all assets of the estate of Energy And Power
Solutions, Inc., to ISPE Services, LLC, subject to higher and
better offers at an auction.

Qualified Competing Bids are due by Nov. 15, 2011, at 1:30 p.m.

If EPS receives one or more qualified competing bids in addition
to the Purchase Agreement, EPS will conduct an auction on Nov. 17,
2011, at 10:00 a.m. in Courtroom 5C at the U.S. Bankruptcy Court,
Central District of California, Santa Ana Division, located at 411
West Fourth Street, in Santa Ana, Calif.

A hearing to approve the sale of the Acquired Assets to the Buyer
or other Successful Bidder will be held immediately after the
Auction on Nov. 17, 2011.

In the event the Buyer is not the Successful Bidder, EPS will pay
to the Buyer a break-up fee equal to $100,000 and an Expense
Reimbursement up to $500,000.

Objections, if any, to the relief requested in the Sale Motion
must be received no later than 12:00 p.m. on Nov. 9, 2011.
Replies to any objections to the Sale Motion must be filed on
Nov. 15, 2011.

A copy of the Bid Procedures Order is available for free at:

        http://bankrupt.com/misc/energyandpower.dkt67.pdf

As reported in the TCR on Oct. 26, 2011, EPS asked the Bankruptcy
Court for authorization to sell substantially all assets of EPS'
estate in an auction led by ISPE Services, LLC, a Delaware limited
liability company.

EPS relates that it is facing liquidity constraints and does not
have the financial wherewithal to continue to operate its business
throughout the prolonged Chapter 11 process.  EPS has determined
that the value of its estate would be preserved and maximized
through a going concern sale of its business and assets used
therein.

EPS, in conjunction with an investment banking firm, Greentech
Capital Advisors, marketed its assets for sale.  Based on its
marketing efforts, EPS has received an offer from the buyer to
purchase the acquired assets or a gross price of $4,500,000, less
cure costs for contacts assumed by the buyer, which the Debtor
expects to be fixed at $1,390,000.

The Official Committee of Unsecured Creditors had objected to the
bidding procedures, citing: (1) The break-up fee, expense
reimbursement, and overbid increment requests are unwarranted and
chill bidding; (2) the Asset Purchase Agreement that potential
overbidders must enter into under the terms of the Motion
contains provisions that are not in the best interest of the
estate; (3) ISPE Services has not proven that it has the financial
wherewithal to close the proposed transaction; and (4) the
Debtor's assets have not been sufficiently marketed.

A copy of the Committee's objection is available for free at:

        http://bankrupt.com/misc/energyandpower.dkt62.pdf

                 About Energy and Power Solutions

Based in Costa Mesa, California, Energy and Power Solutions Inc.
aka EPS Corp. filed for Chapter 11 protection (Bankr. C.D. Calif.
Case No.11-23362) on Sept. 23, 2011.  Judge Erithe A. Smith
presides over the case.  In its schedules, EPS disclosed
$7,497,854 in assets and $11,414,534 in liabilities.

Marc J. Winthrop, Esq., Garrick A. Hollander, Esq., and Jeannie
Kim, Esq., at Winthrop Couchot Professional Corporation, represent
the Debtor as counsel.

Scott E. Blakeley, Esq., and Ronald A. Clifford, Esq., at
Blakeley & Blakeley LLP, in Irvine, Calif., is the proposed
general insolvency counsel for the Official Committee of Unsecured
Creditors.


EQUINOX HOLDINGS: Moody's Affirms Corp. Family Rating at 'B3'
-------------------------------------------------------------
Moody's Investors Service affirmed Equinox Holdings, Inc.'s
("Equinox") B3 corporate family and probability of default
ratings. The rating action was prompted by the company's recent
announcement that it acquired certain assets of The Sports Club
Company ("Sports Club") for an undisclosed amount. As part of this
action, Moody's changed the rating on the $425 million senior
secured notes due 2016 to B1 from B2. The ratings outlook remains
stable.

Ratings affirmed:

Corporate family rating at B3;

Probability of default rating at B3.

Rating changed:

$425 million of senior secured notes due 2016 to B1 (LGD3, 32%)
from B2 (LGD3, 35%).

RATING RATIONALE

As part of the transaction, Equinox's parent company ("Related
Equinox Holdings II, LLC) issued $75 million payment-in-kind notes
due 2017 with terms similar to its existing notes (both are
unrated). Combined with an incremental common equity contribution
from the sponsor and its affiliates, proceeds were used to fund
the Sports Club acquisition and for general corporate purposes.

The rating considers that the acquisition increases Equinox's
leverage with pro forma debt to EBITDA climbing to approximately
7.3 times from 6.7 times through the twelve months ended June 30,
2011(based on Moody's standard analytical adjustments; adjusting
for the acquisition financing and the pro forma EBITDA
contribution from Sports Club with no assumed synergies). The
increase in leverage is credit negative, but is mitigated by
Moody's expectation that Equinox will sustain favorable operating
trends, despite the soft macro environment, such that debt to
EBITDA will decline below 7.0 times over the next twelve months.
The rating also incorporates Moody's view that Equinox will
maintain a good liquidity profile over the next twelve months due
to a large pro forma cash balance, available revolving credit
facility capacity, and good cushion under covenants, factors that
offset expectations for negative free cash flow as the company
pursues its growth strategy.

The B3 corporate family rating is principally constrained by high
pro forma leverage (adjusted for the new holding company notes),
increased debt levels as a result of recent acquisitions, weak
interest coverage, and negative free cash flow due to significant
discretionary capital spending. The rating also reflects high
geographic concentration with over 50% of fitness clubs located in
the New York market. However, the rating is supported by the
company's good operating performance in recent periods, favorable
long-term growth fundamentals for the fitness industry, upside
from the maturation of clubs, and Moody's expectation that revenue
and profitability will continue to improve despite soft economic
conditions.

The change of the $425 million senior secured notes rating due
2016 to B1 from B2 reflects additional cushion in the form of the
new $75 million payment-in-kind notes due 2017, which are
contractually and structurally subordinated to the rated notes (as
per Moody's Loss Given Default Methodology).

The stable rating outlook reflects Moody's expectations that
Equinox will demonstrate solid comparable club sales that
translate into earnings growth, and that it will not encounter any
unforeseen challenges as it integrates Sports Club.

The ratings could be upgraded if Equinox is able to sustain
positive comparable-club revenues, continue to execute on its
expansion strategy, and improve profitability such that debt to
EBITDA is sustained below 6.0 times and EBITDA less maintenance
capex to interest is at least 1.0 times.

Equinox's ratings could be pressured if its revenue and earnings
growth are weaker than expected such that financial leverage is
sustained above 7.0 times and EBITDA less maintenance capex to
interest is below 1.0 times. A material weakening of the company's
liquidity profile could also pressure the ratings.

Additional information can be found in the Equinox Credit Opinion
published on Moodys.com.

The principal methodology used in rating Equinox Holdings, Inc.
was the Global Business & Consumer Services Industry 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 New York, Equinox Holdings, Inc. is an operator
of high-end full-service fitness clubs that offer an integrated
selection of Equinox-branded programs, services and products.
Revenues were $400 million for the twelve month period ended
June 30, 2011.


FILENE'S BASEMENT: Wins Approval to Use Lenders' Cash Collateral
----------------------------------------------------------------
Carla Main at Bloomberg News reports that discount retailers Syms
Corp. and its Filene's Basement LLC unit won bankruptcy court
approval to use cash representing lenders' collateral to help fund
operations as they prepare to liquidate their assets.

                      About Filene's Basement

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.

Syms Corp., and its Filene's Basement affiliate, filed for Chapter
11 bankruptcy protection (Bankr. D. Del. Case No. 11-13511) on
Nov. 2, 2011, in Wilmington, to wind down operations.  Syms will
sell inventory and real estate and shut down. It is the third time
Filene's, the century-old clothing chain, has sought protection
from creditors.

The liquidation of stores is expected to run through January 2012.
The Debtors 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.


FILENE'S BASEMENT: Shareholders Worry Debts Could Dent Recovery
---------------------------------------------------------------
Dow Jones' DBR Small Cap reports that Syms Corp. and its Filene's
Basement LLC subsidiary filed for bankruptcy protection together,
but shareholders are pushing for separate treatment for the two
discount retailers and their piles of financial troubles.

                      About Filene's Basement

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.

Syms Corp., and its Filene's Basement affiliate, filed for Chapter
11 bankruptcy protection (Bankr. D. Del. Case No. 11-13511) on
Nov. 2, 2011, in Wilmington, to wind down operations.  Syms will
sell inventory and real estate and shut down. It is the third time
Filene's, the century-old clothing chain, has sought protection
from creditors.

The liquidation of stores is expected to run through January 2012.
The Debtors 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.


FILENE'S BASEMENT: Meeting to Form Creditors Committee Today
------------------------------------------------------------
Roberta DeAngelis, United States Trustee for Region 3, will hold
an organizational meeting on Nov. 8, 2011, at 11:30 a.m. in the
bankruptcy cases of Filene?s Basement LLC, SYMS Corp., SYMS
Clothing Inc., and SYMS Advertising.  The meeting will be held at:

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

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

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

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

                      About Filene's Basement

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.

Syms Corp., and its Filene's Basement affiliate, filed for Chapter
11 bankruptcy protection (Bankr. D. Del. Case No. 11-13511) on
Nov. 2, 2011, in Wilmington, to wind down operations.  Syms will
sell inventory and real estate and shut down. It is the third time
Filene's, the century-old clothing chain, has sought protection
from creditors.

The liquidation of stores is expected to run through January 2012.
The Debtors 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.


FNB UNITED: Completes Effectiveness of Reverse Stock Split
----------------------------------------------------------
FNB United Corp. completed the effectiveness of a one-for-one
hundred reverse stock split of its common stock.  The reverse
stock split was adopted by the Company's board of directors and
approved by the Company's shareholders at the 2011 Annual Meeting
of Shareholders held on Oct. 19, 2011.

A purpose of reverse stock split is to increase the per share
trading price of the Company's common stock to satisfy the $1.00
minimum bid price requirement for continued listing on The Nasdaq
Capital Market.  As a result of the reverse stock split, every 100
shares of the Company's common stock issued and outstanding prior
to the opening of trading on Nov. 1, 2011, will be consolidated
into one issued and outstanding share.  No fractional shares will
be issued as a result of the reverse stock split.  Instead, any
fractional share resulting from the reverse stock split will be
rounded up to the next largest whole share.

Trading of the Company's common stock on The Nasdaq Capital Market
will continue, on a split-adjusted basis, with the opening of the
markets on Tuesday, Nov. 1, 2011, under new CUSIP number 302519
202.  Shares of the Company's common stock will trade under the
symbol "FNBND" for a period of 20 trading days, to designate that
it is trading on a post-reverse split basis.  The common shares
will resume trading under the symbol "FNBN" after that 20-day
period.  Immediately subsequent to the reverse stock split, there
will be approximately 21,096,390 of the Company's common shares
issued and outstanding.

The Company has retained its transfer agent, Registrar & Transfer
Company (R&T), to act as its exchange agent for the reverse split.
R&T will provide shareholders of record as of the effective date a
letter of transmittal providing instructions for the exchange of
their certificates.  Shareholders owning shares via a broker or
other nominee will have their positions automatically adjusted to
reflect the reverse stock split, subject to brokers' particular
processes, and will not be required to take any action in
connection with the reverse stock split.  Shareholders should not
destroy any stock certificates and should not submit any
certificates for exchange until requested to do so in accordance
with the materials to be distributed by R&T.

Former Bank of Granite Corporation stockholders that have the
right to receive shares of the Company's common stock as merger
consideration in connection with the Company's acquisition of Bank
of Granite on Oct. 21, 2011, will receive their shares on a
split-adjusted basis.

                         About FNB United

Asheboro, N.C.-based FNB United Corp. (Nasdaq:FNBN) is the bank
holding company for CommunityOne Bank, N.A., and the bank's
subsidiary, Dover Mortgage Company.  Opened in 1907, CommunityOne
Bank -- http://www.MyYesBank.com/-- operates 45 offices in 38
communities throughout central, southern and western North
Carolina.  Through these subsidiaries, FNB United offers a
complete line of consumer, mortgage and business banking services,
including loan, deposit, cash management, wealth management and
internet banking services.

The Company incurred significant net losses in 2009, which
continued in 2010 and 2011, primarily from the higher provisions
for loan losses due to the significant level of nonperforming
assets and the write-off of goodwill.

Dixon Hughes PLLC, in Charlotte, North Carolina, in its
independent auditors' report dated March 14, 2011 and attached to
the financial statements, noted that the Company continued to
incur significant net losses in 2010, primarily from the higher
provisions for loan losses due to the significant level of non-
performing assets.  According to Dixon Hughes, the Company is
significantly undercapitalized per regulatory guidelines and has
failed to reach capital levels required in the Consent Order
issued by the Office of the Comptroller of the Currency in 2010.
These matters, the accounting firm maintains, raise substantial
doubt about the Company's ability to continue as a going concern.

Dixon Hughes also said that FNB United Corp. and Subsidiary has
not maintained effective internal control over financial reporting
as of Dec. 31, 2010, based on criteria established in Internal
Control-Integrated Framework issued by the Committee of Sponsoring
Organizations of the Treadway Commission.

The Company's balance sheet at June 30, 2011, showed $1.72 billion
in total assets, $1.83 billion in total liabilities, and a
$113.71 million total shareholders' deficit.

                       Bankruptcy Warning

On April 26, 2011, FNB United entered into investment agreements
with The Carlyle Group and Oak Hill Capital Partners to
recapitalize the Company, as well as a merger agreement with Bank
of Granite Corporation.  On June 16 and Aug. 4, 2011, the Company
entered into subscription agreements with various accredited
investors for the purchase and sale of its common stock.
Together, the investment agreements with Carlyle and Oak Hill
Capital and the subscription agreements contemplate the issuance
of $310 million of common stock of the Company at $0.16 per share.

Completion of the recapitalization, including the sale of common
stock to The Carlyle Group and Oak Hill Capital Partners and the
other investors, is subject to various conditions, certain of
which are outside of the Company's control and may not be
satisfied.  The closing conditions to the recapitalization include
receipt of requisite regulatory approvals and other customary
closing conditions.  No assurance can be given that all conditions
will be satisfied timely or at all.  The Company said if it fails
to consummate the recapitalization, it is expected it will not be
able to continue as a going concern, it may file for bankruptcy
and the Bank may be placed into FDIC receivership.  The equity
financing transaction, if completed, will result in substantial
dilution to the Company's current shareholders and could adversely
affect the market price of the Company's common stock.


FREEZE LLC: U.S. Trustee Unable to Form Committee
-------------------------------------------------
The United States Trustee said that an official committee under 11
U.S.C. Sec. 1102 has not been appointed in the bankruptcy case of
Freeze, LLC dba Sun Freeze, LLC because the Debtors'
petitions/schedules reflect less than three unsecured creditors,
(excluding insiders and governmental agencies).

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

                         About Freeze LLC

Freeze, LLC dba Sun Freeze, LLC nad its affilaites -- Freeze
Holdings, LP, Freeze Group Holding Corp., Freeze Operations
Holding Corp. -- filed for Chapter 11 bankruptcy (Bankr. D.
Del. Case Nos. 11-13304 to 11-13306) on Oct. 14, 2011, in
Delaware, Laura Davis Jones, Esq. at Pachulski Stang Ziehl & Jones
LLP in Wilmington, Delaware serves as counsel to the Debtors.

Freeze, LLCC posted assets of $100,000,000 and liabilities of
$50,000,000.  The petitions were signed by Steven C. Sanchioni,
authorized officer.


GARDENS OF GRAPEVINE: Employs Deloitte Financial as Expert
----------------------------------------------------------
The Gardens of Grapevine Development, L.P., asks the U.S.
Bankruptcy Court for the Northern District of Texas permission to
employ Deloitte Financial Advisory Services LLP as expert.

Upon retention, the firm will, among other things:

   -- gain an overall understanding of the Client's assets,
      business plan, and proposed Joint Plan of Reorganization;

   -- gain an understanding of the current debt markets,
      underwriting parameters and loan terms for loans to urban,
      mixed-use development projects; and

   -- develop and expert opinion of the Expert Witness as to the
      appropriate "cram down" rate of interest applicable for
      holders of secured claims in the Client's bankruptcy case
      based upon the standards in applicable case law.

Louis E. Robichaux, IV, a Principal at Deloitte Financial, attests
that the firm is a "disinterested person," as that term is defined
in section 101(14) of the Bankruptcy Code.

The firm's hourly rates are:

   Personnel                                Rates
   ---------                                -----
   Partners/Principals/Directors          $495-$595
   Senior Managers                          $465
   Managers                                 $365
   Senior Associates/Associates             $260
   Paraprofessionals                        $125

                   About Gardens of Grapevine

The Gardens of Grapevine Development, L.P., filed a Chapter 11
petition (Bankr. N.D. Tex. Case No. 11-43260) in Fort Worth,
Texas, on June 6, 2011.  Frank Jennings Wright, Esq., at Wright
Ginsberg Brusilow P.C., in Dallas, Texas, serves as counsel to the
Debtor.  The Debtor listed $57,276,000 in assets, and $37,954,633
in liabilities.

Parkway Realtors, Inc., is the company's real estate broker.
Wright Ginsberg Brusilow P.C. acts as the company's counsel.

The Gardens of Grapevine Development, L.P., and The Gardens of
Grapevine Development GP, LLC, filed a Chapter 11 plan of
reorganization.  The company plans to pay unsecured creditors in 5
years.


GATEWAY HOTEL: Disclosure Statement Hearing Set for Nov. 17
-----------------------------------------------------------
The U.S. Bankruptcy Court for the District of Arizona will convene
a hearing on Nov. 17, 2011, at 9:00 a.m. to consider adequacy of
the Disclosure Statement explaining Gateway Hotel, LLC's Chapter
11 Plan.

According to the minutes of hearing held on Sept. 22, 2011:

   -- at the hearing, the Court will also consider the motion to
   assume Hilton Garden Inn franchise license agreement; and

   -- preliminary hearing on motion for relief from stay filed by
   2010-1 SFG Venture LLC.

As reported in the Troubled Company Reporter on June 14, 2011,
under the plan, the Debtor seeks to pay all claims in full, either
on the effective date or over time.  In connection with
successfully accomplishing the foregoing, the Debtor proposes to
restructure the terms of its subsidiaries owed to lender, the
largest single creditor of the estate, so that the Debtor is
afforded the necessary breathing room to pay lender's claim in
full, with interest, over time.

The Debtor will make plan distributions from revenues generated by
the Debtor's business operations or such other sources as the
Debtor deems appropriate in its reasonable business judgment.

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

A full-text copy of the Chapter 11 plan is available for free
at http://bankrupt.com/misc/GATEWAY_Plan.pdf

                        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 HOTEL: SFG Opposes Plan Exclusivity Extension
-----------------------------------------------------
2010-1 SFG Venture LLC, as successor in interest to Specialty
Finance Group LLC and senior secured lender, asks the U.S.
Bankruptcy Court for the District of Arizona to deny Gateway Hotel
LLC's request to extend its exclusive period to propose a Chapter
11 plan.

According to SFG, the Debtor elected to wait until Sept. 20, 2011
?- six days before the deadline to file the exclusivity extension
motion.  SFG adds that the Debtor attempted to censure SFG for the
Debtor's delay in filing the exclusivity extension motion
complaining that SFG's disclosure of its appraisal in connection
with SFG's motion for relief from stay was "untimely" and
"creat[ed] a material issue of fact less than 30 days before the
hearing [on confirmation of the Plan]" because it did not file its
appraisal until Aug. 24, 2011.

As reported in the Troubled Company Reporter on Sept. 29, 2011,
Gateway Hotel and SFG Venture disagree over the value of the
assets securing SFG Venture's $25.8 million claim.  The assets
include a 192-room hotel in Phoenix, Arizona, and the revenue
generated from hotel operations.

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

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

SFG notes the Debtor's case is not complex.  It is a two-party
dispute between the Debtor and SFG over the fate of the Debtor's
hotel.

SFG is represented by:

         David D. Cleary, Esq.
         Peter W. Sorensen, Esq.
         GREENBERG TRAURIG, LLP
         2375 East Camelback Road, Suite 700
         Phoenix, AZ 85016
         Tel: (602) 445-8000
         Fax: (602) 445-8100
         E-mail: clearyd@gtlaw.com
                 sorensenp@gtlaw.com

                   - and -

         Adam M. Starr, Esq.
         Kevin P. Garland, Esq.
         2450 Colorado Avenue, Suite 400 East
         Santa Monica, CA 90404
         Tel: (310) 586-7700
         Fax: (310) 586-7800
         E-mail: starra@gtlaw.com
                 garlandk@gtlaw.com

                        About Gateway Hotel

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

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


GRACE FELLOWSHIP: Case Summary & Unsecured Creditor
---------------------------------------------------
Debtor: Grace Fellowship Baptist Church of Houston, Inc.
        P.O. Box 740653
        Houston, TX 77274

Bankruptcy Case No.: 11-39429

Chapter 11 Petition Date: October 31, 2011

Court: U.S. Bankruptcy Court
       Southern District of Texas (Houston)

Judge: Jeff Bohm

Debtor's Counsel: Thomas Baker Greene, III, Esq.
                  LAW OFFICE OF THOMAS B. GREENE III
                  2311 Steel Street
                  Houston, TX 77098
                  Tel: (713) 882-2312
                  E-mail: tbgreeneiii@msn.com


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

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

Affiliate that simultaneously sought Chapter 11 protection:

        Debtor                             Case No.
        ------                             --------
Grace Fellowship Christian Center, Inc.    11-39430

Grace Fellowship Baptist Church of Houston's list of its largest
unsecured creditors filed with the petition contains only one
entry:

        Entity                     Nature of Claim    Claim Amount
        ------                     ---------------    ------------
Foundation Capital Resources       --                      $10,561
P.O. Box 1867
Springfield, MO 65801


GREEN ENDEAVORS: Richard Clegg Resigns as PFO and Director
----------------------------------------------------------
Green Endeavors, Inc., on Oct. 27, 2011, received the resignation
of Richard Clegg as the Principal Financial Officer and as a
director of the Company.  Mr. Clegg's resignation did not result
from any disagreement or concern regarding accounting or financial
matters.  He has agreed to continue to provide accounting services
to the Company going forward and through a transitory period.  He
has resigned in order to accept a position with another employer.

                       About Green Endeavors

Salt Lake City, Utah-based Green Endeavors, Inc., runs two hair
care salons that feature Aveda(TM) products for retail sale.

As reported by the TCR on April 1, 2011, Madsen & Associates CPA',
Inc., in Salt Lake City, Utah, expressed substantial doubt about
the Company's ability to continue as a going concern.  The
accountants noted that the Company will need additional working
capital for its planned activity and to service its debt.

The Company's balance sheet at June 30, 2011, showed $1.04 million
in total assets, $4.40 million in total liabilities, and a
$3.35 million total stockholders' deficit.


HAWKER BEECHCRAFT: Reports $518.8 Million Sales in 3rd Quarter
--------------------------------------------------------------
Hawker Beechcraft Acquisition Company, LLC, reported a decrease in
revenues during the third quarter of 2011 as compared to the same
period of 2010.  However, the Company realized an improvement to
gross margin, operating loss, and net loss for the third quarter
of 2011 as compared to the same period of 2010.

"We continue to improve our operating cost structure primarily by
the investments we are making to drive costs out of the business,"
said Bill Boisture, Hawker Beechcraft Chairman and CEO.  "However,
we continue to feel the effects of the depressed light-jet market,
which is evidenced by fewer deliveries in our Business and General
Aviation (B&GA) segment this quarter."

The Company reported net sales for the three months ended
Sept. 30, 2011, of $518.8 million, a decrease of $75.9 million as
compared to net sales of $594.7 million in the same period of
2010.

During the three months ended Sept. 30, 2011, the Company recorded
an operating loss of $42.2 million, an improvement of
$39.2 million as compared to an operating loss of $81.4 million
during the same period of 2010.

On Sept. 30, 2011, available liquidity was $336.0 million as
compared to $382.4 million on June 30, 2011.  The decrease was due
to a variety of factors, including temporary supply disruptions in
addition to seasonal inventory increases in preparation for
deliveries during the fourth quarter of 2011.

During the third quarter, the Company drew a total of
$75.0 million on its revolving credit facility in order to keep a
prudent amount of cash on hand as it worked through supply issues
and accumulated inventory.  The Company paid back $25.0 million in
the quarter, leaving $50.0 million outstanding at quarter-end.
The Company may make additional draws on the revolver, which
currently has approximately $189.3 million of availability, in
order to maintain an appropriate supply of cash for day-to-day
operations.

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

                        http://is.gd/D6kCAh

                      About Hawker Beechcraft

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

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

Hawker Beechcraft reported a net loss of $304.3 million on $2.80
billion of total sales for 12 months ended Dec. 31, 2010.  Net
loss in 2009 and 2008 was $451.3 million and $157.2 million,
respectively.

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

                         *     *     *

As reported by the TCR on Sep. 16, 2011, Moody's Investors Service
has lowered all the credit ratings, including the corporate family
rating to Caa3 from Caa2, of Hawker Beechcraft Acquisition Company
LLC.  The rating outlook is negative.

The downgrades reflect Hawker Beechcraft's mounting retained
deficit and Moody's view that the soft economy dims chances for
profitability anytime soon. Although limited near-term debt
maturities exist, with the prospect of further losses Moody's
views the capital structure to be unsustainable.  Pronounced risk
that some form of restructuring of the company's debt obligations
may occur underscores the negative rating outlook. Softness in
most developed economies should constrain demand for the smaller
and mid-sized cabin aircraft that comprise the company's Business
and General Aviation product portfolio. While management has
aggressively lowered overhead and cut production costs, the
revenue outlook seems weak. As of June 30, 2011, the debt to book
capital ratio was 114% and the trailing 12-month EBITDA to
interest ratio was 0.2x (Moody's adjusted basis).


HCA HOLDINGS: Reports $146 Million Net Income in Third Quarter
--------------------------------------------------------------
HCA Holdings, Inc., reported net income of $146 million on
$7.31 billion of revenue for the quarter ended Sept. 30, 2011,
compared with net income of $325 million on $6.92 million of
revenue for the same period a year ago.

The Company also reported net income of $800 million on
$22 billion of revenue for the nine months ended Sept. 30, 2011,
compared with net income of $1.17 billion on $20.87 billion of
revenue for the same period during the prior year.

The Company's balance sheet at Sept. 30, 2011, showed
$23.75 billion in total assets, $32.81 billion in total
liabilities, and a $9.06 billion total deficit.

HCA Chairman and Chief Executive Officer, Richard M. Bracken,
said, "We are pleased to report 3rd quarter results, which were
achieved with strong volumes and effective cost management,
despite a challenging economic environment and pressure on payment
rates.  In addition, we successfully completed several refinancing
transactions and repurchased nearly 16 percent of the Company's
outstanding shares."

A full-text copy of the press release announcing the financial
results is available for free at http://is.gd/19KhaN

                          About HCA Inc.

Headquartered in Nashville, Tennessee, HCA is the nation's largest
acute care hospital company with 162 hospitals and 104
freestanding surgery centers (including eight hospitals and eight
freestanding surgery centers that are accounted for using the
equity method) as of Sept. 30, 2010.  For the 12 months ended
Sept. 30, 2010, the company recognized revenue in excess of
$30 billion.

The Company's balance sheet at June 30, 2011, showed
$23.87 billion in total assets, $31.41 billion in total
liabilities, and a $7.53 billion stockholders' deficit.

                          *     *     *

In May 2011, Moody's Investors Service upgraded the Corporate
Family and Probability of Default Ratings of HCA Inc. (HCA) to B1
from B2.  "The upgrade of HCA's rating reflects the considerable
progress the company has made in improving financial metrics and
managing the company's maturity profile since the November 2006
LBO," said Dean Diaz, a Moody's Senior Credit Officer. "While the
funding of distributions to shareholders at the end of 2010
increased debt levels, the growth in EBITDA and debt repayment
since the LBO have improved leverage metrics considerably from the
high levels seen just after the company went private," continued
Diaz.

As reported by the Troubled Company Reporter on March 14, 2011,
Moody's Investors Service commented that the completion of the IPO
by HCA Holdings, Inc., has no immediate impact on the company's B2
Corporate Family Rating.  The outlook for the ratings remains
positive.  While Moody's believes that the completion of the IPO
is a credit positive since proceeds are expected to be used to
repay outstanding debt, the estimated $2.6 billion of proceeds to
the company won't meaningfully reduce HCA's $28.2 billion debt
load.

In the March 16, 2011, edition of the TCR, Fitch Ratings has
upgraded its ratings for HCA Inc. and HCA Holdings Inc., including
the companies' Issuer Default Ratings which were upgraded to 'B+'
from 'B'.  The Rating Outlook is revised to Stable from Positive.
The ratings apply to approximately $28.2 billion in debt
outstanding at Dec. 31, 2010.  Fitch noted that HCA has made
significant progress in reducing debt leverage since it was taken
private in 2006 in a LBO which added $17 billion to the company's
debt balance; at Dec. 31, 2006, immediately post the LBO, debt-to-
EBITDA was 6.7x.  Most of the reduction in debt leverage over the
past four years was accomplished through growth in EBITDA, which
Fitch calculates has expanded by $1.7 billion or 40% to $5.9
billion for 2010 versus $4.2 billion in 2006.  Although the
company did not undertake a significant organizational
restructuring post the LBO, management has nevertheless been
successful in growing EBITDA and significantly expanding
discretionary free cash flow (FCF).  Fitch believes this was
accomplished through various operational initiatives, including
expansion of profitable service lines and the divestiture of some
under performing hospitals, as well as the generally resilient
operating trend of the for-profit hospital industry during the
recent economic recession despite the pressure of increased levels
of uncompensated care and generally weak organic patient volume
trends.


HMC/CAH CONSOLIDATED: Official Says Bankruptcy Won't Affect I-70
----------------------------------------------------------------
Sarah Reed, staff writer at the Marshall Democrats-News, reports
that officials at I-70 Community Hospital said services would not
change for its patients.  HMC/CAH Consolidated Inc. is the parent
company of I-70 Community.

"The hospital will continue to operate as usual with no loss or
diminishment in services," the report quotes James Noble, director
of lab, marketing, technology and telemedicine, as saying.

According to the report, Dennis Davis, the company's Chief Legal
Officer, says the Saline County medical center is one of 12
hospitals owned by HMC/CAH, which plans to financially reorganize
and be out of bankruptcy in the next nine to 12 months.

                     About HMC/CAH Consolidated

Kansas City, Missouri-based HMC/CAH Consolidated, Inc., is in the
business of acquiring and operating a system of acute care
hospitals located in rural communities that are certified by The
Centers for Medicare and Medicaid Services as Critical Access
Hospitals or CAHs.  The core focus of HMC/CAH's business plan is
to replace the technologically out of date and operationally
inefficient medical facilities of its CAHs with newly constructed
state-of-the art facilities.  Since its incorporation, HMC/CAH has
purchased 12 rural hospitals certified as Critical Access
Hospitals.  These CAH Hospitals are located in Kansas (3),
Oklahoma (5), Missouri (1), Tennessee (1) and North Carolina (2).
The CAH Hospitals are the lifeline of the communities that they
serve.  The CAH Hospitals provide critical health services to
rural residents, including emergency medical services.

HMC/CAH and 12 affiliates filed for Chapter 11 bankruptcy (Bankr.
W.D. Mo. Case Nos. 11-44738 to 11-44750) on Oct. 10, 2011.  Judge
Dennis R. Dow presides over the case.  Mark T. Benedict, Esq., at
Husch Blackwell Sanders LLP, represents the Debtors as counsel.
In its petition, the Debtors estimated $10 million to $50 million
in assets and debts.  The petition was signed by Dennis Davis,
chief legal officer.

Nancy J. Gargula, the United States Trustee for Region 13,
appointed five unsecured creditors to serve on the Official
Committee of Unsecured Creditors.


HOMELAND SECURITY: Amends Forbearance Agreement with YA Global
--------------------------------------------------------------
Homeland Security Capital Corporation, on Oct. 26, 2011, entered
into an Amended and Restated Forbearance Agreement by and among YA
Global Investments, L.P., as lender, Fiducia Holdings LLC, and NTG
Management Corp., formerly known as Nexus Technology Group, Inc.,
pursuant to which the Lender agreed to forbear from exercising its
rights and remedies under the Financing Documents and applicable
law with respect to one or more Events of Default that have
occurred and are continuing as a consequence of the Company having
failed to pay, when due at maturity, all outstanding principal and
accrued and unpaid interest under the Company's outstanding debt
with the Lender.

The forbearance period ends on the earlier of (i) April 30, 2012,
and (ii) the occurrence of a "Termination Event," defined in the
Agreement as:

   (a) the failure of the Company or any Guarantor to perform or
       comply with any term or condition of the Agreement;

   (b) the determination by the Lender that any warranty or
       representation made by the Company or any Guarantor in
       connection with the Agreement was false or misleading;

   (c) the occurrence of a materially adverse change in or to the
       collateral granted to the Lender under the Financing
       Documents or pursuant to the Forbearance Agreement, as
       determined by the Lender in its sole and exclusive
       discretion; and

   (d) the occurrence of any default and Event of Default under
       the Financing Documents.

As a condition to the entry to the Agreement, the Company has
undertaken to cause its subsidiaries, Polimatrix, Inc., and CSS
Management Corp. to guarantee the Company's obligations to the
Lender and grant a security interest in their assets.

A full-text copy of the Amended Forbearance Agreement is available
for free at http://is.gd/gDvf80

                       About Homeland Security

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

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

The Company reported a net loss of $3.98 million on $0 of revenue
for the year ended June 30, 2011, compared with net income of
$2.04 million on $0 of revenue during the prior year.

The Company's balance sheet at June 30, 2011, showed $33.73
million in total assets, $40.35 million in total liabilities,
$169,768 in warrants payable, and a $6.79 million total
stockholders' deficit.

Coulter & Justus, P.C., in Knoxville, Tennessee, noted that
related party senior notes payable totaling $19,725,040 are due
and payable, the Company has incurred a loss from operations for
year ended June 30, 2011, and has a net capital deficiency in
addition to a working capital deficiency, which raises substantial
doubt about its ability to continue as a going concern.

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

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

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

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

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


IBIO INC: Gets Below Certain Continued Listing Standards Notice
---------------------------------------------------------------
iBio, Inc. received notice from NYSE Amex Staff that the Company
currently is below certain of the Exchange's continued listing
standards.  The Exchange Staff indicated that its review of the
Company's Form 10-K for the year ended June 30, 2011, indicates
that the Company is not in compliance with Section 1003(a)(iv)
which applies if a listed company has sustained losses that are so
substantial in relation to its overall operations or its existing
financial resources, or its financial condition has become so
impaired that it appears questionable, in the opinion of the
Exchange, as to whether the company will be able to continue
operations and/or meet its obligations as they mature.

The Company is afforded the opportunity to submit a plan of
compliance to the Exchange by Nov. 28, 2011, that demonstrates the
Company's ability to regain compliance with Section 1003(a)(iv) of
the Company Guide by Jan. 25, 2012.  If the Company does not
submit a plan of compliance, or if the plan is not accepted by the
Exchange, the Company will be subject to delisting procedures as
set forth in Section 1010 and Part 12 of the Company Guide.

The Company believes it can provide the Exchange with a
satisfactory plan by Nov. 28, 2011, to show that it will be able
to return to compliance with Section 1003(a)(iv) of the Company
Guide by Jan. 25, 2012.

                         About iBio, Inc.

iBio -- http://www.ibioinc.com/-- develops and offers product
applications of its iBioLaunch(TM) platform, providing
collaborators full support for turn-key implementation of its
technology for both proprietary and biosimilar products.  The
iBioLaunch platform is a proprietary, transformative technology
for development and production of biologics using transient gene
expression in unmodified green plants.


INTERNATIONAL FUEL: Five Directors Elected at Annual Meeting
------------------------------------------------------------
International Fuel Technology, Inc., held its annual meeting of
stockholders on Oct. 28, 2011.  At this meeting, the following
directors were elected to the Company's Board of Directors:
Jonathan R. Burst, Rex Carr, Fer Eren, M.D., Gary Kirk and David
B. Norris.  All directors will serve until the Company's next
annual meeting and until their successors will have been duly
qualified and elected.  The ratification of the appointment of the
Company's independent registered public accounting firm, BDO USA,
LLP, for the fiscal year ending Dec. 31, 2011, was approved.
Stockholders approved of an amendment to the Company's amended
articles of incorporation to increase the number of shares of
capital stock authorized for issuance from 150,000,000 shares to
250,000,000 shares.

                      About International Fuel

St. Louis, Mo.-based International Fuel Technology, Inc., is a
technology company that has developed a range of liquid fuel
additive formulations that enhance the performance of petroleum-
based fuels and renewable liquid fuels.

The Company's balance sheet at June 30, 2011, showed $2.38 million
in total assets, $4.15 million in total liabilities, and a
$1.77 million total stockholders' deficit.

As reported in the TCR on April 6, 2011, BDO USA, LLP, in Chicago,
expressed substantial doubt about International Fuel's ability to
continue as a going concern, following the Company's 2010 results.
The independent auditors noted that the Company has suffered
recurring losses from operations, has a working capital deficit at
Dec. 31, 2010, and has cash obligations and outflows from
operating activities.


ITC LAS VEGAS: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: ITC Las Vegas, LLC
        5975 Topaz Street
        Las Vegas, NV 89120

Bankruptcy Case No.: 11-27150

Chapter 11 Petition Date: October 31, 2011

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

Judge: Bruce A. Markell

Debtor's Counsel: Ryan D. Stibor, Esq.
                  STIBOR GROUP, LLC
                  900 S. 4th Street, #219
                  LAS VEGAS, NV 89101
                  Tel: (702) 449-5851
                  E-mail: ryan@cherrylv.com

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

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

The petition was signed by James J. Ahearn, operating manager.

Debtor's List of Its 20 Largest Unsecured Creditors:

        Entity                     Nature of Claim    Claim Amount
        ------                     ---------------    ------------
Clark County Treasurer             Property Taxes         $168,548
500 S. Grand Central Parkway
P.O. Box 551220
Las Vegas, NV 89155-1220

Spalla Family Trust                5975 Topaz Street      $100,000
5625 Junior Court
Las Vegas, NV 89120

NV Energy                          Power Bills             $54,608
P.O. Box 30086
Reno, NV 89520-3086

Law Office of Timothy P. Thomas,   Legal Fees              $23,285
LLC

Wells Fargo Bank                   Credit Card             $20,689

Timothy S. Cory & Associates       Attorney Fees           $19,000

William A. Leonard                 Trustee Fees            $10,000

American Express                   Credit Card              $8,007

The Honig Company                  Public Relations         $5,000

Clark County Water Reclamation     Sewer Service            $2,921
District

Betro and Company PC               Accounting Work          $1,912

Thyssen Group                      Elevator Service         $1,726

Colorado Casualty                  Insurance Premiums       $1,709

Republic Services                  Trash Service            $1,087

State of Nevada                    State Unemployment         $802

Dept. of Employment, Training &    Taxes                      $776
Rehab Employment Security Division

Cox Communication                  Telephone and Internet     $493

Fire Pro                           Fire Extinguisher          $272
                                   Service

Next Gen                           Fire Alarm Monitoring      $382

Lewco Electric                     Electrical Maintenance     $300


LEASE FINANCE: Fitch Affirms 'BB' Issuer Default Rating
-------------------------------------------------------
Fitch Ratings has affirmed International Lease Finance Corp.'s
(ILFC) Issuer Default Rating (IDR) at 'BB'.  The Rating Outlook is
Stable.

Approximately $22 billion of debt is affected by the rating
actions.

The ILFC reported a $1.3 billion quarterly loss, which was mainly
driven by a $1.5 billion impairment charge on its legacy aircraft
fleet.  The impairment represents the largest such quarterly
charge the company has taken in its history, representing
approximately 4% of book value.  The impairment has resulted in a
$1.3 billion pre-tax loss for third quarter 2011 and will cause
another annual loss for FY 2011.

The affirmation and Stable Outlook reflects Fitch's view that the
company remains committed to its long-term strategy of reducing
the overall age of its fleet and creating a strong stand-alone
funding and liquidity profile.  The non-cash impairment charge has
no impact on liquidity and results in a modest increase in
leverage.

ILFC's ratings continue to be constrained at the current level by
inconsistent operating results and a lack of clarity regarding
ownership.  While the large quarterly loss does not impact the IDR
rating at its current 'BB' level, it does further delay any
potential upward momentum.

Given the size and diversity of ILFC's fleet, a certain amount of
impairments is normal each year.  However, changes in the aircraft
market and ILFC's strategy have resulted in outsized charges over
the past two years.  Fitch believes that ILFC has now reassessed
the book values for a majority of its legacy aircraft and does not
anticipate any additional large impairment charges in the coming
quarters.

The third-quarter impairment charge is primarily related to older
out-of-production aircraft, which have experienced significant
pressure in resale values.  This has resulted from higher fuel
prices, newer technologies and a shrinking operator base for mid-
generation aircraft, which are less fuel efficient than newer
models.

ILFC's recent acquisition of AeroTurbine has made it more cost
effective for the company to part out its older aircraft earlier
in their lifecycle.  This shortens the holding period from the
typical 25 years and results in a reduction of book value.  While
the immediate impact on book values is clearly negative, having
this additional capability should allow ILFC to maximize the value
of its legacy assets in the long run.

Negative rating momentum could result from inability to access
capital markets to fund debt maturities or purchase commitments,
deterioration in operating cash flow or a meaningful increase in
leverage. Potential positive drivers are consistent profitability,
clarity regarding ownership structure, demonstrated funding
flexibility and commitment to reduced leverage levels.

ILFC is a market leader in the leasing and remarketing of
commercial jet aircraft to airlines around the world.  As of June
30, 2011, ILFC owned an aircraft portfolio with a net book value
of approximately $38 billion, consisting of 933 jet aircraft.

Fitch has affirmed the following ratings with a Stable Outlook:
International Lease Finance Corp.

  -- Long-term IDR at 'BB';
  -- $3.9 billion senior secured notes at 'BBB-';
  -- $750 million senior secured term loan at 'BBB-';
  -- Senior unsecured debt at 'BB';
  -- $1 billion senior unsecured notes due in 2016 at 'BB';
  -- $1.25 billion senior unsecured notes due in 2019 at 'BB';
  -- Preferred stock at 'B'.

Delos Aircraft Inc.

  -- Senior secured debt at 'BB'.

ILFC E-Capital Trust I

  -- Preferred stock at 'B'.

ILFC E-Capital Trust II

  -- Preferred stock at 'B'.


LEVEL 3 FINANCING: Moody's Rates New Bank Facility at 'Ba3'
-----------------------------------------------------------
Moody's Investors Service (Moody's) rated Level 3 Financing,
Inc.'s (Financing) new $550 million senior secured term loan Ba3.
Financing is a wholly-owned subsidiary of Level 3 Communications,
Inc. (Level 3). Level 3's B3 corporate family rating (CFR), and B3
probability of default rating (PDR) were affirmed. The company has
an SGL-1 speculative grade liquidity rating (indicating very good
liquidity), and a stable ratings outlook.

The transaction is positive as it extends Level 3's consolidated
weighted average term to maturity. However, as the proceeds
(together with cash on hand) will be used to redeem all of Level 3
Communications $294 million 3.5% Convertible Sr. Unsecured Notes
due 2012 and to refinance an existing senior secured term loan,
the transaction leaves Level 3's overall debt balance unchanged
and is, therefore, credit neutral. The transaction has negative
ratings implications for senior secured and senior unsecured debt
holders as the amount of loss absorption capacity provided by
junior-ranking debt has been decreased to the edge of an
inflection point. Senior secured debt is set to comprise
approximately 29% of Level 3's waterfall of liabilities while
senior unsecured debt will represent 47% and junior-ranking debt
will be only 17%. The asymmetry of debt book-ending the core
senior unsecured tranche stresses senior unsecured instrument
ratings at the B3 CFR. Further erosion of loss absorption capacity
will likely result in ratings downgrades for the B3-rated senior
unsecured tranche.

This summarizes the rating actions and Level 3's ratings:

Level 3 Financing

   -- Senior Secured Bank Credit Facility, assigned Ba3 (LGD2,
      11%)

   -- Senior Secured Bank Credit Facility, unchanged at Ba3 with
      the LGD assessment revised to (LGD2, 11%) from (LGD1, 9%)

   -- Senior Unsecured Regular Bond/Debenture (including debts
      issued by Level 3 Escrow, Inc. that have been assumed by
      Level 3 Financing, Inc.), unchanged at B3 (LGD4, 58%)

   Issuer: Level 3 Communications, Inc.

   --  Corporate Family Rating, unchanged at B3

   --  Probability of Default Rating, unchanged at B3

   Outlook unchanged at Stable

   -- Senior Unsecured Bond/Debenture, unchanged at Caa2 with the
      LGD assessment revised to (LGD6, 92%) from Caa2 (LGD6, 91%)

RATINGS RATIONALE

Level 3 has a reasonable business proposition but margins are
relatively poor because of over-supply and with the interest carry
on the company's sizeable debt burden, there has been little
capacity to amortize debt. The company's B3 CFR/PDR are based on
expectations that net synergies from the just-closed acquisition
of Global Crossing Ltd. (GCL) will change this dynamic and allow
Level 3 to become modestly cash flow positive on a sustained basis
within two years, and that there is sufficient liquidity at
closing to fund both investments in synergy-related initiatives
and near term debt maturities. The rating also presumes that the
company's improving credit profile will facilitate repayment
and/or roll-over of 2013 and 2014 debt maturities.

Rating Outlook

The stable ratings outlook is premised on net synergies from the
just-closed acquisition of GCL allowing Level 3 to become modestly
cash flow positive on a sustained basis within two years.

What Could Change the Rating - Up

As the existing B3 CFR/PDR anticipates the benefit of future
performance, it is unlikely that the rating would be upgraded over
the near term. Once execution risks are substantially addressed
and presuming solid industry conditions and solid liquidity
arrangements, in the event that Debt/EBITDA declines towards 5.0x
and (RCF-CapEx)/Debt advances beyond 5%, positive ratings actions
may be warranted.

What Could Change the Rating - Down

Whether the result of execution mis-steps or adverse industry
conditions, should it appear that the company is not cash flow
self-sufficient, or in the event of adverse liquidity developments
or significant debt-financed acquisition activity, negative
ratings activity may be considered.

The principal methodology used in rating Level 3 Communications
was the Global Communications Infrastructure Rating Methodology,
published June 2011.

Corporate Profile

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


LINDER'S FURNITURE: Files for ABC Assignment
--------------------------------------------
Linder's Furniture has entered into an assignment for the benefit
of creditors (ABC), an alternative to bankruptcy.  Linder's
Furniture President Eric Foucrier stated, "We will make a formal
statement within the next two weeks regarding the company's future
plans."

Founded in 1980 by Phil Linder, Linder's Furniture is a premier
furniture and design showcase in Southern California.  With 10
conveniently located showrooms, Linder's consistently offers the
best selection of high-quality home furnishings, mattresses and
home theater products at the guaranteed lowest prices.


LOCATEPLUS HOLDINGS: Assets Sale to USA Protect Closed on Sept. 30
------------------------------------------------------------------
In a regulatory filing dated Oct. 31, 2011, LocatePlus Holdings
Corporation discloses that the Company and certain of its
subsidiaries conducted a Section 363 auction for the sale of
certain of the Debtors' assets on Sept. 21, 2011, and continued on
Sept. 22, 2011.  As a result of the auction, the Company,
LocatePLUS Corporation and Certifion Corporation, as sellers, and
USA Protect, LLC, as purchaser, entered into an Asset Purchase
Agreement, dated as of Sept. 30, 2011, pursuant to which the
Company agreed to sell substantially all of the assets of the USA
Protect Sellers to USA Protect pursuant to Sections 105, 363 and
365 of the U.S. Bankruptcy Code.

On Sept. 30, 2011, the Bankruptcy Court for the District of
Massachusetts issued an order approving the proposed sale of the
USA Protect Sellers' assets, among other things, and the Company
subsequently closed the transactions contemplated by the USA
Protect Asset Purchase Agreement.

Pursuant to the terms of the USA Protect Asset Purchase Agreement,
the aggregate consideration received by the Company was comprised
of cash in the amount of $3,462,401 and the assumption of certain
liabilities.

             Entry into LPHC Asset Purchase Agreement

Also as a result of the auction, the Company, Employment Screening
Profiles, Inc., and Worldwide Information, Inc., as sellers (other
than the Company, the "LPHC Sellers"), and LPHC Acquisition
Partners LLC, as purchaser ("LPHC") entered into an Asset Purchase
Agreement, dated as of Sept. 30, 2011.  Pursuant to the LPHC Asset
Purchase Agreement, the LPHC Sellers agreed to sell substantially
all of their assets and the Company agreed to sell certain of its
assets not sold under the USA Protect Asset Purchase Agreement to
LPHC pursuant to Sections 105, 363 and 365 of the Bankruptcy Code.

LPHC agreed to purchase the assets for a purchase price comprised
of cash in the amount of $400,000, the assumption of certain
liabilities and the satisfaction of certain claims in connection
with the Chapter 11 Case.

The Company intends to consummate the transactions contemplated by
the LPHC Asset Purchase Agreement if the Company does not enter
into a proposed Plan of Reorganization to be co-sponsored by LPHC
and the Debtors by Jan. 31, 2012.  Such date is extendable at the
election of LPHC to Feb. 29, 2012, upon payment to the Company of
an amount equal to $15,000.

Consummation of the sale to LPHC is subject to a number of
customary conditions, including, among others, accuracy of the
representations and warranties of the parties; material compliance
by the parties with their obligations under the LPHC Asset
Purchase Agreement; material consents having been obtained; and no
changes having occurred prior to Sept. 30, 2011, that would have a
material adverse effect on the assets being acquired by LPHC.

            Entry into LPHC Operating Lease Agreement

In connection with its entry into the LPHC Asset Purchase
Agreement, the LPHC Sellers entered into an Operating Lease
Agreement with LPHC.  Pursuant to the LPHC Operating Lease
Agreement, the LPHC Sellers granted complete control over and
authority to operate and direct all aspects of the LPHC Sellers'
business to LPHC prior to the consummation of the transactions
contemplated by the LPHC Asset Purchase Agreement, until such time
that the Bankruptcy Court confirms a Plan of Reorganization or
Jan. 31, 2011, unless such date is extended pursuant to the terms
of the LPHC Asset Purchase Agreement.  During the term of the LPHC
Operating Lease Agreement, the LPHC Sellers will retain title to
the assets to be sold pursuant to the LPHC Asset Purchase
Agreement (the "Assets") and LPHC will assume the expense and risk
of loss and injury related to the operation by LPHC of the Assets.
The LPHC Operating Lease Agreement further provides that the LPHC
Sellers will provide certain services to LPHC during the term of
the agreement as specified therein.

A copy of the USA Protect Asset Purchase Agreement, dated
Sept. 30, 2011, is available for free at http://is.gd/Dx5SG7

A copy of the LPHC Asset Purchase Agreement, dated Sept. 30, 2011,
is available for free at http://is.gd/1dio3F

A copy of the LPHC Operating Lease Agreement, dated Sept. 30,
2011, is available for free at http://is.gd/MX2a4G

                   About LocatePLUS Holdings

Beverly, Mass.-based LocatePLUS Holdings Corporation, through
itself and its wholly-owned subsidiaries LocatePLUS Corporation,
Worldwide Information, Inc., Entersect Corporation, Dataphant,
Inc., and Employment Screening Profiles, Inc. are business-to-
business, business-to-government and business-to-consumer
providers of public information via its proprietary data
integration solutions.

On June 16, 2011, LocatePLUS Holdings Corporation and its
subsidiaries filed petitions under the Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Mass. Case No. 11-15791).  Harold B.
Murphy, Esq., at Murphy & King, P.C., in Boston, represents the
Debtor as counsel.  LocatePLUS Holdings estimated assets of $0 to
$50,000 and debts of $1,000,001 to $10 million.

The Company's balance sheet at March 31, 2011, showed
$2.08 million in total assets, $12.25 million in total liabilities
and a $10.17 million total stockholders' deficit.


LOCKE PROPERTIES: Files for Chapter 11 Bankruptcy Protection
------------------------------------------------------------
Locke Properties LLC, doing business as Towne Athletic Club, filed
for Chapter 11 protection (Bankr. S.D. Ohio Case No. 11-35914) on
Nov. 2, 2011.

Ben Sutherly, staff writer at Middletown Journal, reports that
Locke Properties valued its assets at $661,142 and liabilities at
$950,696.  It reported total rental income of $35,000 in 2010, but
only $5,000 so far in 2011.

The report relates that Wesbanco Bank Inc. received a judgment
entry against Locke Properties in June in Warren County Common
Pleas Court.

The report notes Edward B. Schaefer represents Locke Properties as
its bankruptcy attorney.

Locke Properties LLC dba Towne Athletic Club --
https://www.towneathleticclub.com/ -- operates a health and
fitness facility.

The Debtor is represented by:

         Edward B Schaefer, Esq.
         Combs & Schaefer Law Offices
         1081 N. University Blvd., Suite B
         Middletown, OH 45042
         Tel: (513) 424-1660
         Fax : (513) 424-7467
         E-mail: middletownlaw@middletownlaw.com


LOS ANGELES DODGERS: Adds Season Ticket Holders to Creditors Panel
------------------------------------------------------------------
T. Patrick Tinker, Assistant U.S. Trustee for Region 3, amended
the Official Committee of Unsecured Creditors in the Chapter 11
cases of Los Angeles Dodgers LLC, et al.

In a separate filing, the Ad Hoc Committee of the Los Angeles
Dodgers Season Ticket Holders and the Office of the U.S. Trustee
have reached an agreement which provides for, among other things,
the U.S. Trustee appointing two season ticket holders to the
Creditors Committee.

The Committee now consists of:

         1. AVM Systems Limited Partnership
            Attn: Jack Armbruster
            1163 Flanders Court
            Aurora, IL 60504
            Tel: (630) 820-9638
            Fax: (630) 820-9635

         2. Elizabeth Ann Stow and/or David Edward Stow,
              as Conservators to Bryan Stow
            Attn: Christopher T. Aumais, Esq.
            GIRARDI & KEESE
            1126 Wilshire Blvd.
            Los Angeles, CA 90017
            Tel: (213) 977-0211
            Fax: (213) 481-1554

         3. KABC Radio LLC
            Attn: Patricia Stratford
            3321 South La Cienega Blvd.
            Los Angeles, CA 90016
            Tel: (212) 297-5867
            Fax: (212) 735-1791

         4. Major League Baseball Players Association
            Attn: Timothy Slavin
            Director of Business Affairs and Licensing/Senior
              Counsel Business
            12 East 49th Street
            New York, NY 10017
            Tel: (212) 826-0809
            Fax: (212) 752-4378

         5. Pyro Events, Inc.
            Attn: Gary E. Brown, Esq.
            P.O. Box 2329, Rialto, CA 92377
            Tel: (909) 355-8120
            Fax: (909) 355-9813

         6. Jeffrey Berkowitz, Esq.
            JEFFER MANGELS BUTLER & MITCHELL LLP
            1900 Avenue of the Stars, 7th Floor
            Los Angeles, CA 90067
            Tel: (310) 203-8080
            Fax: (310) 712-8575

         7. Susan Simons
            David Shapira & Associates, Inc.
            193 North Robertson Boulevard
            Beverly Hills, CA 90211
            Tel: (310) 967-0480, Fax: (310) 659-4177

In accordance with the stipulation, the Ad Hoc Committee notified
the Court that it has withdrawn the motion for appointment of an
Official Committee of Season Ticket Holders.

Ad Hoc Committee of LA Dodgers Season Ticket Holders is
represented by:

         Robbin L. Itkin, Esq.
         STEPTOE & JOHNSON, LLP
         Katherine C. Piper, Esq.
         2121 Avenue of the Stars, Suite 2800
         Los Angeles, CA 90067
         Tel: (310) 734-3200
         Fax: (310) 734-3300
         E-mail: ritlin@steptoe.com
                 kpiper@steptoe.com

         Bonnie Glantz Fatell, Esq.
         BLANK ROME LLP
         1201 Market Street, Suite 800
         Wilmington, DE 19801
         Tel: (302) 425-6400
         Fax: (302) 425-6464
         E-mail: Fatell@BlankRome.com

                   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: Gets Final Approval of Pension Funding Waiver
-----------------------------------------------------------
Magnetek, Inc. received final approval of its request for a waiver
of the minimum funding requirements of the Company's defined
benefit pension plan for the 2011 plan year.  The amount of the
funding waiver requested was approximately $17 million, scheduled
to be funded in quarterly installments from April 2011 through
January 2012, with a final installment due in September 2012.

The Internal Revenue Service informed the Company on Nov. 2, 2011,
that the waiver request was granted subsequent to the Company's
agreement with, among others, the following conditions:

-- The Company agrees to resume its required quarterly
   contributions in a timely manner beginning April 15, 2012.

-- The Company makes contributions to the Plan sufficient to meet
   the minimum funding requirements for the Plan years 2012
   through 2016.

-- The Company provides collateral acceptable to the Pension
   Benefit Guarantee Corporation for the full amount of the 2011
   Plan year waiver.

As a result, the Company currently expects that the 2011 Plan year
scheduled contributions of $17 million will be deferred and
amortized with interest over Plan years 2012 through 2016.

The waiver application was filed in February 2011 and, in
accordance with the funding rules, the Company did not make its
scheduled contributions in April, July, and October 2011 in an
aggregate amount of more than $10 million.  Based upon receipt of
the waiver, the Company can now also defer contributions scheduled
for January and September 2012 in an aggregate amount of nearly $7
million.

The Company's next contribution is scheduled for April 15, 2012,
in an amount of $3.9 million, and its total contributions for
fiscal year 2012 are currently estimated at $11.7 million, based
on current actuarial projections.

                      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.


MF GLOBAL: Corzine Resigns Days After Bankruptcy Filing
-------------------------------------------------------
Jon Corzine stepped down as chairman and chief executive officer
of MF Global Holdings Ltd., the broker-dealer that filed the
eighth-largest bankruptcy in U.S. history last week and is being
probed by regulators.

Carla Main at Bloomberg News reports that bonds of MF Global fell
after the resignation, according to Trace, the bond-price
reporting system of the Financial Industry Regulatory Authority,
the report relates.

Mr. Corzine's departure from MF Global won't affect the "orderly
liquidation" of the Company's brokerage, trustee James Giddens
said in a statement through Kent Jarrell, a spokesman.

Mr. Corzine, 64, the former New Jersey governor and co-CEO of
Goldman Sachs Group Inc., quit all of his posts, New York-based MF
Global said Nov. 4 in an e-mailed statement. He won't seek
severance pay, the company said.

Mr. Corzine said in a separate statement that he offered his
resignation voluntarily.

Mr. Corzine's resignation came four days after the bankruptcy
filing as the company's bets on European sovereign debt rattled
investors.  U.S. regulators are investigating about $633 million
missing from MF Global customer accounts, a person briefed on the
matter said Nov. 3, according to Bloomberg News.  The Commodity
Futures Trading Commission sent a subpoena seeking information
about the money to MF Global's auditor, PricewaterhouseCoopers
LLP, the person said, asking not to be named because the matter
isn't public, Bloomberg relates.

While Mr. Corzine decided to resign, board members had indicated
to him in discussions last week that he should consider stepping
down, according to a person with direct knowledge of the talks who
declined to be identified because they weren't authorized to speak
publicly, Bloomberg News says.  The board's support for Mr.
Corzine eroded once talks to sell the company collapsed, the
person said, according to Bloomberg.

Mr. Corzine sought to transform MF Global into a mid-size
investment bank after arriving there in March 2010.  He increased
the firm's risk and used its own money to trade, including
investments in European sovereign debt.

As of Oct. 25, MF Global owned $6.3 billion of Italian, Spanish,
Belgian, Portuguese and Irish debt, the company said at the time
in a presentation.  Concerns that it might lose money on the
holdings amid Europe's debt crisis led to credit downgrades,
margin calls and demands from regulators to boost capital before
the bankruptcy filing.

Bloomberg said in a separate report that Mr. Corzine has retained
a defense lawyer, according to another person familiar with the
matter.  Mr. Corzine retained Andrew Levander, Esq. --
andrew.levander@dechert.com -- a partner at the law firm Dechert
LLP, to represent him in the fallout from MF's collapse into
bankruptcy, according to the person, who declined to be identified
because the matter isn't public.

                          About MF Global

New York-based MF Global (NYSE: MF) -- http://www.mfglobal.com/--
is one of the world's leading brokers of commodities and listed
derivatives.  MF Global provides access to more than 70 exchanges
around the world.  The firm is also one of 22 primary dealers
authorized to trade U.S. government securities with the Federal
Reserve Bank of New York.  MF Global's roots go back nearly 230
years to a sugar brokerage on the banks of the Thames River in
London.

MF Global Holdings Ltd. and MF Global Finance USA Inc. filed
voluntary Chapter 11 petitions (Bankr. S.D.N.Y. Case Nos. 11-15059
and 11-5058) on Oct. 31, 2011, after a planned sale to Interactive
Brokers Group collapsed.  As of Sept. 30, 2011, MF Global had
$41,046,594,000 in total assets and $39,683,915,000 in total
liabilities.  It is easily the largest bankruptcy filing so far
this year.

Judge Honorable Martin Glenn presides over the Chapter 11 case.
J. Gregory Milmoe, Esq., Kenneth S. Ziman, Esq., and J. Eric
Ivester, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP, serve
as bankruptcy counsel.  The Garden City Group, Inc., serves as
claims and noticing agent.  The petition was signed by Bradley I.
Abelow, Executive Vice President and Chief Executive Officer of MF
Global Finance USA Inc.

The Securities Investor Protection Corporation commenced
liquidation proceedings against MF Global Inc. to protect
customers.  James W. Giddens was appointed as trustee pursuant to
the Securities Investor Protection Act.  He is a partner at Hughes
Hubbard & Reed LLP in New York.

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


MF GLOBAL: Asia Liquidator Said to Be Close to Finding Buyer
------------------------------------------------------------
Carla Main at Bloomberg News reports that MF Global Holdings
Ltd.'s Hong Kong units' liquidators received as many as 40 offers
for the firm's operations in the Asia Pacific and a buyer could be
identified over the weekend, KPMG International's China affiliate
said.  A KPMG spokeswoman who declined to be identified, said
three KPMG partners appointed as provisional liquidators for the
New York-based broker-dealer received more than 30 and as many as
40 bids from MF Global's former competitors and regional financial
institutions.  KPMG is trying to sell the firm's Asian assets as a
single unit, the spokeswoman said.  A sale could be completed in
two weeks, the spokeswoman said, if a buyer is identified this
weekend.  The offers were previously reported by Reuters.

                          About MF Global

New York-based MF Global (NYSE: MF) -- http://www.mfglobal.com/--
is one of the world's leading brokers of commodities and listed
derivatives.  MF Global provides access to more than 70 exchanges
around the world.  The firm is also one of 22 primary dealers
authorized to trade U.S. government securities with the Federal
Reserve Bank of New York.  MF Global's roots go back nearly 230
years to a sugar brokerage on the banks of the Thames River in
London.

MF Global Holdings Ltd. and MF Global Finance USA Inc. filed
voluntary Chapter 11 petitions (Bankr. S.D.N.Y. Case Nos. 11-15059
and 11-5058) on Oct. 31, 2011, after a planned sale to Interactive
Brokers Group collapsed.  As of Sept. 30, 2011, MF Global had
$41,046,594,000 in total assets and $39,683,915,000 in total
liabilities.  It is easily the largest bankruptcy filing so far
this year.

Judge Honorable Martin Glenn presides over the Chapter 11 case.
J. Gregory Milmoe, Esq., Kenneth S. Ziman, Esq., and J. Eric
Ivester, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP, serve
as bankruptcy counsel.  The Garden City Group, Inc., serves as
claims and noticing agent.  The petition was signed by Bradley I.
Abelow, Executive Vice President and Chief Executive Officer of MF
Global Finance USA Inc.

The Securities Investor Protection Corporation commenced
liquidation proceedings against MF Global Inc. to protect
customers.  James W. Giddens was appointed as trustee pursuant to
the Securities Investor Protection Act.  He is a partner at Hughes
Hubbard & Reed LLP in New York.

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


MF GLOBAL: Missing Client Funds Said to Be at JPMorgan
------------------------------------------------------
Customer funds missing from bankrupt brokerage MF Global Inc. have
been located in a custodial account at JPMorgan Chase & Co., Carla
Main at Bloomberg News reports, citing two people with knowledge
of the matter.  The account contained a total of $2.2 billion as
of Oct. 31, which includes both the firm's own money and customer
funds, according to one of the people, who declined to be
identified because the information is private.  MF Global's
customer funds had a shortfall of $633 million, or more than 11%,
out of a segregated fund requirement of about $5.4 billion,
regulators said Nov. 6.

                        FBI Investigation

Meanwhile, MF Global is the subject of a formal FBI investigation
opened late in the past week, Bloomberg News reports, citing a
person familiar with the matter said.  The inquiry, in which
Federal Bureau of Investigation agents are working with U.S.
prosecutors, is in its preliminary stage, and no information
requests had been issued as of the afternoon of Nov. 4, said the
person, who declined to be identified because the matter isn't
public. The decision to begin the probe was made that day or late
Nov. 3, the person said, adding that reports of an earlier
investigation were wrong.

                          About MF Global

New York-based MF Global (NYSE: MF) -- http://www.mfglobal.com/--
is one of the world's leading brokers of commodities and listed
derivatives.  MF Global provides access to more than 70 exchanges
around the world.  The firm is also one of 22 primary dealers
authorized to trade U.S. government securities with the Federal
Reserve Bank of New York.  MF Global's roots go back nearly 230
years to a sugar brokerage on the banks of the Thames River in
London.

MF Global Holdings Ltd. and MF Global Finance USA Inc. filed
voluntary Chapter 11 petitions (Bankr. S.D.N.Y. Case Nos. 11-15059
and 11-5058) on Oct. 31, 2011, after a planned sale to Interactive
Brokers Group collapsed.  As of Sept. 30, 2011, MF Global had
$41,046,594,000 in total assets and $39,683,915,000 in total
liabilities.  It is easily the largest bankruptcy filing so far
this year.

Judge Honorable Martin Glenn presides over the Chapter 11 case.
J. Gregory Milmoe, Esq., Kenneth S. Ziman, Esq., and J. Eric
Ivester, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP, serve
as bankruptcy counsel.  The Garden City Group, Inc., serves as
claims and noticing agent.  The petition was signed by Bradley I.
Abelow, Executive Vice President and Chief Executive Officer of MF
Global Finance USA Inc.

The Securities Investor Protection Corporation commenced
liquidation proceedings against MF Global Inc. to protect
customers.  James W. Giddens was appointed as trustee pursuant to
the Securities Investor Protection Act.  He is a partner at Hughes
Hubbard & Reed LLP in New York.

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


MF GLOBAL: Dimond Kaplan Probes Senior Note Investment Losses
-------------------------------------------------------------
The national securities law firm of Dimond Kaplan & Rothstein,
P.A. is investigating claims on behalf of investors in:

MF Global 6.250% Senior Notes due 2016,

MF Global 3.375% Convertible Senior Notes due 2018, and

MF Global 1.875% Convertible Senior Notes due 2016.

MF Global was run by Jon Corzine, the former Chairman and CEO of
Goldman Sachs and former U.S. Senator and then Governor of New
Jersey.  Mr. Corzine has just resigned from the firm.  MF Global
recently filed for bankruptcy protection after making $6 billion
in bad bets on European sovereign debt.

In August 2011, FINRA instructed MF Global to increase its capital
as a result of enormous exposure that MF Global had to risky
European sovereign debt.  In Sept. of 2011, only one month after
the offering of the 6.250% Notes, regulators reported that MF
Global was overvaluing some of its European debt holdings.  MF
Global has admitted using clients' money as its financial troubles
mounted. Using clients' money for its own business needs, however,
would have been in violation of various regulatory rules and legal
obligations owed to the clients.

The investment bank Jefferies was the sole book-running manager
for the 6.250% notes offering.  BofA Merrill Lynch, BMO Capital
Markets, Lebenthal & Co., Commerzbank, Sandler O'Neill + Partners,
Natixis and US Bancorp served as co-managers of the 6.250%
offering.  Investors may be able to recover their MF Global Senior
Note investment losses.

The underwriters of a securities offerings are obligated to
conduct adequate due diligence of the issuer during the
underwriting process.  "We believe that underwriters either knew
or should have known of the financial problems with the now-
bankrupt MF Global.  Investors are entitled to rely on
underwriters, which should review the business and financials of a
corporation issuing the securities and ensure the accuracy of
securities registration statements and prospectuses.  One of the
roles of the underwriter is to ensure that the investing public is
provided with full and fair disclosure of material information
about the securities and the company issuing the securities.  The
failure to do so can subject an underwriter to liability."

Further, brokerage firms selling the securities are required to
perform due diligence on securities and their issuers before
selling the securities to the public.  The failure to perform
adequate due diligence can subject the selling brokerage firms to
liability as well.

                          About MF Global

New York-based MF Global (NYSE: MF) -- http://www.mfglobal.com/--
is one of the world's leading brokers of commodities and listed
derivatives.  MF Global provides access to more than 70 exchanges
around the world.  The firm is also one of 22 primary dealers
authorized to trade U.S. government securities with the Federal
Reserve Bank of New York.  MF Global's roots go back nearly 230
years to a sugar brokerage on the banks of the Thames River in
London.

MF Global Holdings Ltd. and MF Global Finance USA Inc. filed
voluntary Chapter 11 petitions (Bankr. S.D.N.Y. Case Nos. 11-15059
and 11-5058) on Oct. 31, 2011, after a planned sale to Interactive
Brokers Group collapsed.  As of Sept. 30, 2011, MF Global had
$41,046,594,000 in total assets and $39,683,915,000 in total
liabilities.  It is easily the largest bankruptcy filing so far
this year.

Judge Honorable Martin Glenn presides over the Chapter 11 case.
J. Gregory Milmoe, Esq., Kenneth S. Ziman, Esq., and J. Eric
Ivester, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP, serve
as bankruptcy counsel.  The Garden City Group, Inc., serves as
claims and noticing agent.  The petition was signed by Bradley I.
Abelow, Executive Vice President and Chief Executive Officer of MF
Global Finance USA Inc.

The Securities Investor Protection Corporation commenced
liquidation proceedings against MF Global Inc. to protect
customers.  James W. Giddens was appointed as trustee pursuant to
the Securities Investor Protection Act.  He is a partner at Hughes
Hubbard & Reed LLP in New York.

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


MF GLOBAL: Dimond Kaplan Probes Claims Against Principals
---------------------------------------------------------
The national securities law firm of Dimond Kaplan & Rothstein,
P.A. is investigating claims against MF Global and MF Global's
principals to recover money missing from MF Global client
accounts.  MF Global has admitted to regulators that it used
clients' money in an attempt to shore up its finances.  The firm
believes such a misuse of client funds violated regulatory rules
and legal duties owed to the clients.  There appears to be more
than $600 million of missing client funds.  Government rules
require securities firms to keep clients' money and company money
in separate accounts. MF Global clients whose money is missing may
be able to recover that money through FINRA arbitration claims or
court cases.

MF Global was run by Jon Corzine, the former Chairman and CEO of
Goldman Sachs and former U.S. Senator and then Governor of New
Jersey.  Mr. Corzine has just resigned from the firm. MF Global
recently filed for bankruptcy protection after making $6 billion
in bets on European sovereign debt.  In August 2011, the Financial
Industry Regulatory Authority (FINRA) instructed MF Global to
increase its required net capital because of its exposure to
European debt.  It has been reported by news organizations that MF
Global may have improperly used hundreds of millions of dollars of
client's money in an attempt to comply with its regulatory
obligations.

The company's main exchange regulator, CME, said that MF Global
did not separate its customers' accounts from the firm's funds as
required by law. "CME has determined MF Global is not in
compliance with Commodity Futures Trading Commission and CME
customer segregation requirements," CME Group Inc.  Chief
Executive Craig Donohue said.  The U.S. Securities and Exchange
Commission, the Commodities Futures Trading Commission, and the
FBI all are investigating the matter.

Dimond Kaplan & Rothstein, P.A. represents MF Global clients and
is exploring the various options available to recover money
missing from MF Global client accounts.

                          About MF Global

New York-based MF Global (NYSE: MF) -- http://www.mfglobal.com/--
is one of the world's leading brokers of commodities and listed
derivatives.  MF Global provides access to more than 70 exchanges
around the world.  The firm is also one of 22 primary dealers
authorized to trade U.S. government securities with the Federal
Reserve Bank of New York.  MF Global's roots go back nearly 230
years to a sugar brokerage on the banks of the Thames River in
London.

MF Global Holdings Ltd. and MF Global Finance USA Inc. filed
voluntary Chapter 11 petitions (Bankr. S.D.N.Y. Case Nos. 11-15059
and 11-5058) on Oct. 31, 2011, after a planned sale to Interactive
Brokers Group collapsed.  As of Sept. 30, 2011, MF Global had
$41,046,594,000 in total assets and $39,683,915,000 in total
liabilities.  It is easily the largest bankruptcy filing so far
this year.

Judge Honorable Martin Glenn presides over the Chapter 11 case.
J. Gregory Milmoe, Esq., Kenneth S. Ziman, Esq., and J. Eric
Ivester, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP, serve
as bankruptcy counsel.  The Garden City Group, Inc., serves as
claims and noticing agent.  The petition was signed by Bradley I.
Abelow, Executive Vice President and Chief Executive Officer of MF
Global Finance USA Inc.

The Securities Investor Protection Corporation commenced
liquidation proceedings against MF Global Inc. to protect
customers.  James W. Giddens was appointed as trustee pursuant to
the Securities Investor Protection Act.  He is a partner at Hughes
Hubbard & Reed LLP in New York.

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


MF GLOBAL: Harwood Feffer Probes Firm After Admitting to Fraud
--------------------------------------------------------------
Harwood Feffer is investigating brokerage firm MF Global Holdings
following reports that the Company admitted to regulators that it
diverted customers' funds.

Any investor who purchased MF common stock or 6.25 percent bonds
as part of a $325 million offering in Aug., 2011 is encouraged to
contact the firm.  Partner Robert I. Harwood is leading the firm's
investigation and can be reached at (877) 935-7400       or via
email at rharwood@hfesq.com.

MF filed for bankruptcy protection 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 had reported
"possible deficiencies" in customer accounts.

On Nov. 1, 2011, 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.

On Nov. 4, 2011, its chief executive officer, Jon Corzine,
resigned his Company office. Harwood Feffer is investigating
whether the Company misappropriated customers' funds, using their
money to offset losses the Company incurred in failed investments.

Harwood Feffer LLP -- http://www.hfesq.com/-- has been
representing individual and institutional investors for many
years, serving as lead counsel in numerous cases in federal and
state courts.

                          About MF Global

New York-based MF Global (NYSE: MF) -- http://www.mfglobal.com/--
is one of the world's leading brokers of commodities and listed
derivatives.  MF Global provides access to more than 70 exchanges
around the world.  The firm is also one of 22 primary dealers
authorized to trade U.S. government securities with the Federal
Reserve Bank of New York.  MF Global's roots go back nearly 230
years to a sugar brokerage on the banks of the Thames River in
London.

MF Global Holdings Ltd. and MF Global Finance USA Inc. filed
voluntary Chapter 11 petitions (Bankr. S.D.N.Y. Case Nos. 11-15059
and 11-5058) on Oct. 31, 2011, after a planned sale to Interactive
Brokers Group collapsed.  As of Sept. 30, 2011, MF Global had
$41,046,594,000 in total assets and $39,683,915,000 in total
liabilities.  It is easily the largest bankruptcy filing so far
this year.

Judge Honorable Martin Glenn presides over the Chapter 11 case.
J. Gregory Milmoe, Esq., Kenneth S. Ziman, Esq., and J. Eric
Ivester, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP, serve
as bankruptcy counsel.  The Garden City Group, Inc., serves as
claims and noticing agent.  The petition was signed by Bradley I.
Abelow, Executive Vice President and Chief Executive Officer of MF
Global Finance USA Inc.

The Securities Investor Protection Corporation commenced
liquidation proceedings against MF Global Inc. to protect
customers.  James W. Giddens was appointed as trustee pursuant to
the Securities Investor Protection Act.  He is a partner at Hughes
Hubbard & Reed LLP in New York.

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


MF GLOBAL: CME Group Continues Customer Accounts Transfer
---------------------------------------------------------
CME Group continued to successfully transfer additional MF Global
U.S. customer positions and CME Clearing-held collateral to other
qualified clearing firms.  The remaining customer segregated
positions are expected to be transferred by the end of the day,
completing the total transfer of customer positions at CME Group
exchanges in approximately 15,000 MF Global accounts and
approximately $1.45 billion in associated clearing collateral, as
approved by the Trustee and bankruptcy court.

Receiving commodity brokers for these transfers are responsible
for notifying customers as to the new commodity broker for their
accounts.

These transfers do not include any warehouse receipts,
certificates or warrants, which remain part of the assets under
administration by the Trustee.  Receipts/certificates and warrants
not available for delivery as of Nov. 4, 2011 due to the MF Global
bankruptcy are summarized by issuing facility in the Deliverable
Commodities Under Registration Report and the Warehouse and
Depository Stocks reports.

                          About MF Global

New York-based MF Global (NYSE: MF) -- http://www.mfglobal.com/--
is one of the world's leading brokers of commodities and listed
derivatives.  MF Global provides access to more than 70 exchanges
around the world.  The firm is also one of 22 primary dealers
authorized to trade U.S. government securities with the Federal
Reserve Bank of New York.  MF Global's roots go back nearly 230
years to a sugar brokerage on the banks of the Thames River in
London.

MF Global Holdings Ltd. and MF Global Finance USA Inc. filed
voluntary Chapter 11 petitions (Bankr. S.D.N.Y. Case Nos. 11-15059
and 11-5058) on Oct. 31, 2011, after a planned sale to Interactive
Brokers Group collapsed.  As of Sept. 30, 2011, MF Global had
$41,046,594,000 in total assets and $39,683,915,000 in total
liabilities.  It is easily the largest bankruptcy filing so far
this year.

Judge Honorable Martin Glenn presides over the Chapter 11 case.
J. Gregory Milmoe, Esq., Kenneth S. Ziman, Esq., and J. Eric
Ivester, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP, serve
as bankruptcy counsel.  The Garden City Group, Inc., serves as
claims and noticing agent.  The petition was signed by Bradley I.
Abelow, Executive Vice President and Chief Executive Officer of MF
Global Finance USA Inc.

The Securities Investor Protection Corporation commenced
liquidation proceedings against MF Global Inc. to protect
customers.  James W. Giddens was appointed as trustee pursuant to
the Securities Investor Protection Act.  He is a partner at Hughes
Hubbard & Reed LLP in New York.

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


MF GLOBAL: Finkelstein Thompson Probes Shareholders Claims
----------------------------------------------------------
The Washington, D.C. law firm of Finkelstein Thompson LLP
announces its investigation of potential claims on behalf of
shareholders of MF Global Holdings, Ltd.

The investigation focuses on allegations that the Company made
false and misleading statements in connection with its issuance of
3.375% Convertible Senior Notes and 6.250% Senior Notes.
On Oct. 31, 2011, MF Global disclosed that it was declaring
bankruptcy.  Recently, the Company disclosed that it held $6.3
billion in sovereign debt of countries involved in the European
financial crises.  These holdings were nearly five times the
Company's equity of approximately $1.3 billion.  The Company's
announcements resulted in trading of its shares being halted, and
a default on its bonds.

Finkelstein Thompson welcomes inquiries concerning the rights of
current or former owner of MF Global Shares' rights and interests.
Contact Finkelstein Thompson's Washington, DC offices at (877)
337-1050 or by email at contact@finkelsteinthompson.com/

Finkelstein Thompson LLP has spent over three decades delivering
outstanding representation to institutional and individual clients
in financial litigation, and has been appointed as lead or co-lead
counsel in dozens of shareholder class actions. Indeed, the firm
has served in leadership roles in cases that have recovered over
$1 billion for investors and consumers.  Attorney advertising.
Prior outcomes do not guarantee similar results.

                          About MF Global

New York-based MF Global (NYSE: MF) -- http://www.mfglobal.com/--
is one of the world's leading brokers of commodities and listed
derivatives.  MF Global provides access to more than 70 exchanges
around the world.  The firm is also one of 22 primary dealers
authorized to trade U.S. government securities with the Federal
Reserve Bank of New York.  MF Global's roots go back nearly 230
years to a sugar brokerage on the banks of the Thames River in
London.

MF Global Holdings Ltd. and MF Global Finance USA Inc. filed
voluntary Chapter 11 petitions (Bankr. S.D.N.Y. Case Nos. 11-15059
and 11-5058) on Oct. 31, 2011, after a planned sale to Interactive
Brokers Group collapsed.  As of Sept. 30, 2011, MF Global had
$41,046,594,000 in total assets and $39,683,915,000 in total
liabilities.  It is easily the largest bankruptcy filing so far
this year.

Judge Honorable Martin Glenn presides over the Chapter 11 case.
J. Gregory Milmoe, Esq., Kenneth S. Ziman, Esq., and J. Eric
Ivester, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP, serve
as bankruptcy counsel.  The Garden City Group, Inc., serves as
claims and noticing agent.  The petition was signed by Bradley I.
Abelow, Executive Vice President and Chief Executive Officer of MF
Global Finance USA Inc.

The Securities Investor Protection Corporation commenced
liquidation proceedings against MF Global Inc. to protect
customers.  James W. Giddens was appointed as trustee pursuant to
the Securities Investor Protection Act.  He is a partner at Hughes
Hubbard & Reed LLP in New York.

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


MF GLOBAL: Howard G. Smith Probes Potential Claims Against Firm
---------------------------------------------------------------
Law Offices of Howard G. Smith is investigating potential claims
against MF Global Holdings Ltd. concerning possible violations of
federal securities laws.  The investigation focuses on allegations
that certain statements issued by the Company were false and
misleading, in connection with its issuance of 3.375% Convertible
Senior Notes and 6.250% Senior Notes.

The investigation is related to MF Global's Oct. 31, 2011
disclosure that it was declaring bankruptcy.  Recently, the
Company revealed that it had $6.3 billion of sovereign debt in
troubled countries such as Italy and Spain, which was nearly five
times MF Global's equity of more than $1 billion.  On the news of
MF Global's impending bankruptcy, trading of MF Global shares was
halted on the New York Stock Exchange and the Company defaulted on
its bonds.  MF Global was the first company in more than three
years to default on its bonds while rated investment grade by
Standard & Poor's, and joined the very thin ranks of companies to
default on debt before the first interest-rate payment came due.

MF Global 3.375% Convertible Senior Notes or 6.250% Senior Notes
owners' if you have information or would like to learn more about
these claims, or if you wish to discuss these matters or have any
questions concerning this announcement or your rights or interests
with respect to these matters, please contact Howard G. Smith,
Esquire, of Law Offices of Howard G. Smith, 3070 Bristol Pike,
Suite 112, Bensalem, Pennsylvania 19020 by telephone at
(215) 638-4847, Toll Free at (888) 638-4847, or by email to
howardsmith@howardsmithlaw.com, or visit our website at
http://www.howardsmithlaw.com/

Individuals with knowledge that may help the investigation are
encouraged to contact the firm.  Section 922 of the Dodd-Frank
Wall Street Reform and Consumer Protection Act authorizes the SEC
to pay monetary rewards to whistleblowers who provide the SEC with
original information relating to a possible violation of
securities laws that has occurred, is ongoing, or is about to
occur.  Dodd-Frank prohibits employer retaliation against
whistleblowers and, if the information leads to successful SEC
enforcement actions or certain related actions, provides for
awards of up to 30% of the monetary sanctions collected.

                          About MF Global

New York-based MF Global (NYSE: MF) -- http://www.mfglobal.com/--
is one of the world's leading brokers of commodities and listed
derivatives.  MF Global provides access to more than 70 exchanges
around the world.  The firm is also one of 22 primary dealers
authorized to trade U.S. government securities with the Federal
Reserve Bank of New York.  MF Global's roots go back nearly 230
years to a sugar brokerage on the banks of the Thames River in
London.

MF Global Holdings Ltd. and MF Global Finance USA Inc. filed
voluntary Chapter 11 petitions (Bankr. S.D.N.Y. Case Nos. 11-15059
and 11-5058) on Oct. 31, 2011, after a planned sale to Interactive
Brokers Group collapsed.  As of Sept. 30, 2011, MF Global had
$41,046,594,000 in total assets and $39,683,915,000 in total
liabilities.  It is easily the largest bankruptcy filing so far
this year.

Judge Honorable Martin Glenn presides over the Chapter 11 case.
J. Gregory Milmoe, Esq., Kenneth S. Ziman, Esq., and J. Eric
Ivester, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP, serve
as bankruptcy counsel.  The Garden City Group, Inc., serves as
claims and noticing agent.  The petition was signed by Bradley I.
Abelow, Executive Vice President and Chief Executive Officer of MF
Global Finance USA Inc.

The Securities Investor Protection Corporation commenced
liquidation proceedings against MF Global Inc. to protect
customers.  James W. Giddens was appointed as trustee pursuant to
the Securities Investor Protection Act.  He is a partner at Hughes
Hubbard & Reed LLP in New York.

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


MF GLOBAL: Hagens Berman Sets Lead Plaintiff Deadline on Jan. 2
---------------------------------------------------------------
Hagens Berman Sobol Shapiro LLP today announced that it is
continuing its investigation of MF Global MFGLQ following Jon
Corzine's resignation as chairman and chief executive of the
company.

A class-action lawsuit has been filed on behalf of investors, and
the deadline to apply for lead plaintiff status is Jan. 2, 2012.

Hagens Berman encourages investors who purchased MF Common stock
between May 20, 2011, and Oct. 28, 2011, or who purchased 6.25
percent bonds as part of an Aug. 2011 $325 million offering to
contact the firm.

Hagens Berman 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/

The filed lawsuit alleges that MF Global made false and misleading
statements to investors, including failing to disclose the
company's reported internal control problems in segregating
clients' funds.  Hagens Berman is investigating whether the
company used clients' money to offset losses the company had
incurred in failed investments.

MF Global filed for bankruptcy on Oct. 31, 2011, and on the same
day, the Securities and Exchange Commission (SEC) and the
Commodity Futures Trading Commission (CFTC) 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 pointed
out that MF Global had reported "possible deficiencies" in
customer accounts.

The following day, 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.

Jon Corzine, the company's chairman and chief executive, announced
his resignation four days later on Nov. 4, 2011.

"Corzine's departure from the company is not an encouraging sign,"
said Mr. Kathrein. "As we continue our investigation, we hope to
uncover whether the company mixed investors' and company money,
and if Corzine himself played a part in that decision."

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 percent 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.

                          About MF Global

New York-based MF Global (NYSE: MF) -- http://www.mfglobal.com/--
is one of the world's leading brokers of commodities and listed
derivatives.  MF Global provides access to more than 70 exchanges
around the world.  The firm is also one of 22 primary dealers
authorized to trade U.S. government securities with the Federal
Reserve Bank of New York.  MF Global's roots go back nearly 230
years to a sugar brokerage on the banks of the Thames River in
London.

MF Global Holdings Ltd. and MF Global Finance USA Inc. filed
voluntary Chapter 11 petitions (Bankr. S.D.N.Y. Case Nos. 11-15059
and 11-5058) on Oct. 31, 2011, after a planned sale to Interactive
Brokers Group collapsed.  As of Sept. 30, 2011, MF Global had
$41,046,594,000 in total assets and $39,683,915,000 in total
liabilities.  It is easily the largest bankruptcy filing so far
this year.

Judge Honorable Martin Glenn presides over the Chapter 11 case.
J. Gregory Milmoe, Esq., Kenneth S. Ziman, Esq., and J. Eric
Ivester, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP, serve
as bankruptcy counsel.  The Garden City Group, Inc., serves as
claims and noticing agent.  The petition was signed by Bradley I.
Abelow, Executive Vice President and Chief Executive Officer of MF
Global Finance USA Inc.

The Securities Investor Protection Corporation commenced
liquidation proceedings against MF Global Inc. to protect
customers.  James W. Giddens was appointed as trustee pursuant to
the Securities Investor Protection Act.  He is a partner at Hughes
Hubbard & Reed LLP in New York.

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


MF GLOBAL: Rosen Law Firm Probes Potential Claims Against Firm
--------------------------------------------------------------
The Rosen Law Firm, P.A. is investigating potential securities
claims against MF Global Holding Ltd.  The investigation concerns
allegations that certain statements issued by the Company were
false and misleading, in connection with its issuance of 3.375%
Convertible Senior Notes and 6.250% Senior Notes.

The investigation relates to MF Global's Oct. 31, 2011 disclosure
that it was declaring bankruptcy.  MF Global disclosed that it had
$6.3 billion of sovereign debt in troubled countries such as Italy
and Spain, which was nearly five times MF's equity of more than $1
billion.  On the news of MF Global's impending bankruptcy, trading
of MF Global shares was halted on the New York Stock Exchange and
the Company defaulted on its bonds.

MF Global was the first company in more than three years to
default on its bonds while rated investment grade by Standard &
Poor's, and joined the very thin ranks of companies to default on
debt before the first interest-rate payment came due.

If you purchased MF Global 3.375% Convertible Senior Notes or
6.250% Senior Notes, if you have information or would like to
learn more about these claims, or if you wish to discuss these
matters or have any questions concerning this announcement or your
rights or interests with respect to these matters, please contact
Phillip Kim, Esq. or Laurence Rosen, Esq. of The Rosen Law Firm,
P.A. toll free at 866-767-3653 or via e-mail at
pkim@rosenlegal.com or lrosen@rosenlegal.com.

The Rosen Law Firm represents investors throughout the globe,
concentrating its practice in securities class actions and
shareholder derivative litigation.

                          About MF Global

New York-based MF Global (NYSE: MF) -- http://www.mfglobal.com/--
is one of the world's leading brokers of commodities and listed
derivatives.  MF Global provides access to more than 70 exchanges
around the world.  The firm is also one of 22 primary dealers
authorized to trade U.S. government securities with the Federal
Reserve Bank of New York.  MF Global's roots go back nearly 230
years to a sugar brokerage on the banks of the Thames River in
London.

MF Global Holdings Ltd. and MF Global Finance USA Inc. filed
voluntary Chapter 11 petitions (Bankr. S.D.N.Y. Case Nos. 11-15059
and 11-5058) on Oct. 31, 2011, after a planned sale to Interactive
Brokers Group collapsed.  As of Sept. 30, 2011, MF Global had
$41,046,594,000 in total assets and $39,683,915,000 in total
liabilities.  It is easily the largest bankruptcy filing so far
this year.

Judge Honorable Martin Glenn presides over the Chapter 11 case.
J. Gregory Milmoe, Esq., Kenneth S. Ziman, Esq., and J. Eric
Ivester, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP, serve
as bankruptcy counsel.  The Garden City Group, Inc., serves as
claims and noticing agent.  The petition was signed by Bradley I.
Abelow, Executive Vice President and Chief Executive Officer of MF
Global Finance USA Inc.

The Securities Investor Protection Corporation commenced
liquidation proceedings against MF Global Inc. to protect
customers.  James W. Giddens was appointed as trustee pursuant to
the Securities Investor Protection Act.  He is a partner at Hughes
Hubbard & Reed LLP in New York.

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


MF GLOBAL: Exchanges Shift Some Customer Business to Other Firms
----------------------------------------------------------------
Dow Jones' Daily Bankruptcy Review reports that exchanges shifted
customer accounts and trading collateral previously overseen by MF
Global Holdings Ltd. to other clearing firms, part of a worldwide
effort to mop up a mess left by the firm's slide into bankruptcy
this week.

                          About MF Global

New York-based MF Global (NYSE: MF) -- http://www.mfglobal.com/--
is one of the world's leading brokers of commodities and listed
derivatives.  MF Global provides access to more than 70 exchanges
around the world.  The firm is also one of 22 primary dealers
authorized to trade U.S. government securities with the Federal
Reserve Bank of New York.  MF Global's roots go back nearly 230
years to a sugar brokerage on the banks of the Thames River in
London.

MF Global Holdings Ltd. and MF Global Finance USA Inc. filed
voluntary Chapter 11 petitions (Bankr. S.D.N.Y. Case Nos. 11-15059
and 11-5058) on Oct. 31, 2011, after a planned sale to Interactive
Brokers Group collapsed.  As of Sept. 30, 2011, MF Global had
$41,046,594,000 in total assets and $39,683,915,000 in total
liabilities.  It is easily the largest bankruptcy filing so far
this year.

Judge Honorable Martin Glenn presides over the Chapter 11 case.
J. Gregory Milmoe, Esq., Kenneth S. Ziman, Esq., and J. Eric
Ivester, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP, serve
as bankruptcy counsel.  The Garden City Group, Inc., serves as
claims and noticing agent.  The petition was signed by Bradley I.
Abelow, Executive Vice President and Chief Executive Officer of MF
Global Finance USA Inc.

The Securities Investor Protection Corporation commenced
liquidation proceedings against MF Global Inc. to protect
customers.  James W. Giddens was appointed as trustee pursuant to
the Securities Investor Protection Act.  He is a partner at Hughes
Hubbard & Reed LLP in New York.

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


MFJT LLC: Court Sets Dec. 30, 2011 as Claims Bar Date
-----------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Illinois
set Dec. 30, 2011, as deadline for creditors of MFJT LLC dba
Somerset Park Apartments and Somerset II to file proofs of claim.

All governmental units have until March 30, 2012, to file their
claims.

                          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.


MICHIGAN BIODIESEL: Court Appoints Examiner for Tax Credit Claims
-----------------------------------------------------------------
Bankruptcy Judge Scott W. Dales directed the United States Trustee
to appoint an examiner to conduct an examination and promptly
prepare a report that includes (1) an opinion regarding the
propriety of Michigan BioDiesel LLC's tax credit claims, past,
pending, and anticipated; (2) a recommendation of the steps, if
any are necessary, to mitigate the effects of those claims made or
paid; and (3) a report concerning whether the Debtor or its
management participated in actual fraud, dishonesty, or criminal
conduct within the meaning of 11 U.S.C. Sec. 1104(e).

The Court had entered an Order to Show Cause on Sept. 27, 2011,
because it doubted the propriety of substantial excise tax refunds
that the Debtor and non-debtor Tall Pine Trading LLC were claiming
from the United States Treasury.  The Show Cause Order directed
the Debtor to explain why the Court should not appoint a Chapter
11 trustee or examiner under 11 U.S.C. Sec. 1104(a).

A copy of the Court's Oct. 31, 2011 Opinion and Order is available
at http://is.gd/a3zRzpfrom Leagle.com.

Michigan BioDiesel operates a facility in Bangor, Michigan, which
initially manufactured biodiesel from raw materials (including
waste products), but eventually became involved in refining crude
glycerin that it purchased from a variety of sources.

Michigan BioDiesel filed for Chapter 11 bankruptcy (Bankr. W.D.
Mich. Case No. 10-05786) on May 2, 2010.  Judge Scott W. Dales
presides over the case.  Jerome D. Frank, Esq. --
frankandfrank@comcast.net -- at Frank & Frank PC, serves as
the Debtor's counsel.  In its petition, the Debtor estimated
$1 million to $10 million in assets and debts.  The petition was
signed by John Oakley, manager.


MILESTONE TARANT: D.C. Court Rules on $1.1-Mil. Arbitration Award
-----------------------------------------------------------------
An arbitration panel found Manhattan Construction Company liable
for roughly $1.1 million in unpaid services and attorney's fees on
a subcontract to renovate the Capitol Visitor Center in
Washington, DC.  Fearing exposure to multiple or inconsistent
obligations on this award, Manhattan deposited the sum with the
Court and moved for interpleader relief.  A variety of interested
parties then asserted claims against the resulting Interpleaded
Fund.  Because the creation of the Fund extinguishes Manhattan's
liability under the arbitration award and there is no genuine
dispute as to the proper distribution of the Fund, Chief District
Judge Royce C. Lamberth entered a declaratory judgment regarding
the distribution of the Fund and dismissed the case with
prejudice.

In 2003, Manhattan awarded Milestone Tarant, LLC/Highland
Ornamental Iron Works, Inc., a Joint Venture, a subcontract to
fabricate and install ornamental metals and custom bronze doors
and windows in the Capitol Visitor Center.  A payment bond issued
earlier that year obligated Federal Insurance Company, Manhattan's
surety under the Miller Act, 40 U.S.C. Sec. 3131 et seq., to
compensate any subcontractor for labor and materials furnished
pursuant to the subcontract in the event Manhattan was unable to
pay.  The project was hampered by delays and cost overruns.  The
renovations took about three years longer than expected and
allegedly cost the Joint Venture nearly twice the original
subcontract price of $8.3 million to complete.  After the
Government opened the Capitol Visitor Center to the public in late
2008, the Joint Venture filed sued Federal Insurance under the
Miller Act to recover the reasonable value of its services for
which Manhattan had not yet paid.  Manhattan intervened to enforce
its rights under the subcontract's arbitration clause.

The bankruptcy court lifted the automatic stay to allow Columbia
Bank to immediately exercise its rights and remedies as a secured
creditor under its loan agreement with Milestone Tarant.
Accordingly, by order of the bankruptcy court, Milestone is
obligated to pay Columbia Bank its portion of the arbitration
award.

The case is UNITED STATES OF AMERICA FOR THE USE AND BENEFIT OF
MILESTONE TARANT, LLC/HIGHLAND ORNAMENTAL IRON WORKS, INC., A
JOINT VENTURE, Plaintiffs, v. FEDERAL INSURANCE COMPANY,
Defendants; MANHATTAN CONSTRUCTION COMPANY, ET AL., Interpleader
Plaintiffs, v. MILESTONE TARANT, LLC/HIGHLAND ORNAMENTAL IRON
WORKS, INC., A JOINT VENTURE, ET AL., Interpleader Defendants,
Civil Action No. 08-2186 (D. D.C.).  A copy of the District
Court's Nov. 4, 2011 Memorandum Opinion is available at
http://is.gd/T6FIrPfrom Leagle.com.

Capitol Heights, Maryland-based Milestone Tarant LLC filed a
Chapter 11 bankruptcy petition (Bankr. D. Md. Case No. 11-10038)
on Jan. 3, 2011.  Judge Paul Mannes presides over the case.
Stephen W. Nichols, Esq. -- efiling@cootermangold.com -- at
Cooter, Mangold, Deckelbaum & Karas, LLP, serves as the Debtor's
counsel.  In its petition, the Debtor estimated $1 million to $10
million in assets and debts.  The petition was signed by Richard
Ross, managing member.


MILK SPECIALTIES: Moody's Assigns 'B3' Corporate Family Rating
--------------------------------------------------------------
Moody's Investors Service has assigned a B3 corporate family
rating (CFR) to Milk Specialties Company. Concurrently, Moody's
assigned a B2 rating to the company's proposed $180 million first
lien credit facility. The rating outlook is stable.

The following ratings have been assigned subject to the review of
final documentation:

B3 Corporate Family Rating;

B3 Probability of Default Rating;

B2 (LGD3, 37%) to the proposed $145 million first lien term loan
due 2017; and

B2 (LGD3, 37%) to the proposed $35 million first lien revolving
credit facility due 2016.

RATINGS RATIONALE

The B3 corporate family rating reflects Milk Specialties' high
leverage, adequate liquidity, small scale, limited product and
geographic diversification, and competition from other, in some
cases larger, whey protein manufacturers. The rating benefits from
strong anticipated end product demand growth in the sports and
wellness nutrition segments and steady growth in animal nutrition
and packaged foods. Moody's anticipates that the company will be
able to pass through price increases associated with agricultural
commodity price fluctuations with a minimal lag in the near and
medium term. The rating also incorporates the company's position
as the largest independent US whey protein manufacturer, as well
as past success in securing whey supply from independent cheese
manufacturers.

The rating incorporates the company's historical cash consumption
to fund growth, as well as Moody's expectation that high growth
rates will require continued investment in working capital and
capital expenditures. Moody's believes that these high growth
rates coupled with an increased interest burden will result in
free cash flow remaining negative throughout fiscal year 2012.
However, Moody's expects cash flow to improve as the company
realizes earnings growth from its recent capacity expansion
projects, while capital expenditures moderate in fiscal year 2013.

The B2 ratings on the proposed $145 million term loan and the
proposed $35 million revolving credit facility reflect their first
priority lien on substantially all assets of the company and each
guarantor. The ratings also benefit from the loss absorption
provided by the $60 million second lien term loan due June 2018
(unrated).

The stable outlook reflects Moody's expectation that financial
leverage will moderately decrease over the next 12 to 18 months,
and liquidity will improve but remain constrained in fiscal year
2012. Moody's anticipates that as capacity utilization increases,
Milk Specialties will be able to deliver strong organic revenue
growth, slight improvement in operating margins and reductions in
growth capital expenditures.

The ratings could be downgraded if profitability materially
declines, free cash flow generation is weaker than anticipated or
the liquidity profile deteriorates. Failure to utilize new plant
capacity, margin pressure from large commodity price movements, or
greater than expected capital expenditures are potential sources
of rating pressure.

The ratings could be upgraded if Milk Specialties improves its
operating performance and liquidity profile such that the company
generates consistent positive free cash flow coupled with debt-to-
EBITDA sustained below 5x.

The principal methodology used in rating Milk Specialties Company
was the Global Food - Protein and Agriculture Industry Methodology
published in September 2009. Other methodologies used include Loss
Given Default for Speculative-Grade Non-Financial Companies in the
U.S., Canada and EMEA published in June 2009.

Milk Specialties Company is a leading independent manufacturer of
whey and specialty dairy protein ingredients for the sports
nutrition, health and wellness, food manufacturing and animal
nutrition end markets. Revenues for the twelve months ending
September 30, 2011 were approximately $392 million.


MONEYGRAM INT'L: Stockholders OK Reduction of Authorized Shares
---------------------------------------------------------------
MoneyGram International, Inc., held a special meeting of
stockholders on Oct. 31, 2011.  Stockholders approved an amendment
to the Company's Amended and Restated Certificate of Incorporation
which will effect a reverse stock split of the issued and
outstanding common stock of the Company at a ratio that will be
determined by the Company's board of directors and that will be
within a range of one-for-five (1:5) to one-for-ten (1:10) if the
Company's board of directors determines, in its sole discretion,
at any time prior to the first anniversary of the Special Meeting
that the Reverse Stock Split is in the best interests of the
Company and its stockholders.  Stockholders also approved an
amendment to the Company's Amended and Restated Certificate of
Incorporation which will reduce the number of authorized shares of
common stock of the Company by the reverse stock split ratio
determined by the Company's board of directors.

                   About MoneyGram International

MoneyGram International, Inc. (NYSE: MGI) --
http://www.moneygram.com/-- is a global payment services company.
The Company's major products and services include global money
transfers, money orders and payment processing solutions for
financial institutions and retail customers.  MoneyGram is a New
York Stock Exchange-listed company with 203,000 global money
transfer agent locations in 191 countries and territories.

The Company reported net income of $43.80 million on $1.17 billion
of total revenue for the year ended Dec. 31, 2010, compared with a
net loss of $1.91 million on $1.16 billion of total revenue during
the prior year.

The Company's balance sheet at Sept. 30, 2011, showed $5 billion
in total assets, $5.10 billion in total liabilities, and a $108.16
million total stockholders' deficit.

                           *     *     *

According to the Troubled Company Reporter on July 1, 2010, Fitch
Ratings has affirmed the Issuer Default Ratings for MoneyGram
International Inc. and MoneyGram Payment Systems Worldwide, Inc.,
at 'B+'.  Outlook is stable.  Fitch noted that the ratings could
be negatively impacted by further declines in remittance volumes
driven by macro economic factors or decreases in migrant labor
populations worldwide.


MORGAN'S FOODS: Extends Remodel Pact with KFC Through Nov. 30
-------------------------------------------------------------
Morgan's Foods, Inc., previously disclosed that it had entered
into a Pre-negotiation Agreement with KFC Corporation for the
purpose of finalizing plans to raise capital to fund a remodeling
schedule for certain of the Company's KFC restaurants.  The
original deadline for completion of the process was Aug. 31, 2011,
and, as disclosed in a Form 8-K filed on Sept. 1, 2011, that
deadline was extended to Sept. 30, 2011, in order to continue the
process.  Negotiations have yielded an understanding on the timing
of required image enhancements but because the formal remodel
agreement could not be completed by the Sept. 30, 2011, deadline
the Company entered into an agreement with KFC, as disclosed in a
Form 8-K filed on Sept. 30, 2011, to further extend the deadline
to Oct. 31, 2011.  Because the preparation of the formal remodel
agreement is still in progress, on Oct. 27, 2011, the Company
entered into an agreement with KFC to extend further the deadline
for completion to Nov. 30, 2011.

Also, on October 28, 2011, the Company entered into an agreement
with one of its primary lenders to extend its forbearance period
for deferral of principal payments on its debt from October 31,
2011 to December 30, 2011.  The agreement provides for the payment
of certain fees by the Company and anticipates that its debt will
be paid off through a refinancing with another lender before the
end of the forbearance period.

While management continues to believe that its remodel agreement
and recapitalization plans will be completed successfully, there
can be no assurance that the Company will be able to finalize an
agreement with KFC regarding image enhancements, that the Company
will complete the financial restructuring, or that the
restructuring will create the ability for the Company to complete
a satisfactory number of image enhancements.

                       About Morgan's Foods

Cleveland, Ohio-based Morgan's Foods, Inc., which was formed in
1925, operates through wholly-owned subsidiaries KFC restaurants
under franchises from KFC Corporation, Taco Bell restaurants under
franchises from Taco Bell Corporation, Pizza Hut Express
restaurants under licenses from Pizza Hut Corporation and an A&W
restaurant under a license from A&W Restaurants, Inc.

As of May 20, 2011, the Company operates 56 KFC restaurants,
5 Taco Bell restaurants, 10 KFC/Taco Bell "2n1's" under franchises
from KFC Corporation and franchises from Taco Bell Corporation,
3 Taco Bell/Pizza Hut Express "2n1's" under franchises from Taco
Bell Corporation and licenses from Pizza Hut Corporation,
1 KFC/Pizza Hut Express "2n1" under a franchise from KFC
Corporation and a license from Pizza Hut Corporation and 1 KFC/A&W
"2n1" operated under a franchise from KFC Corporation and a
license from A&W Restaurants, Inc.

The Company reported a net loss of $988,000 on $89.9 million of
revenues for the fiscal year ended Feb. 27, 2011, compared with
net income of $396,000 on $90.5 million of revenues for the fiscal
year ended Feb. 28, 2010.

The Company's balance sheet at Aug. 14, 2011, showed $42.91
million in total assets, $42.75 million in total liabilities and
$161,000 in total shareholders' equity.

Grant Thornton LLP, in Cleveland, Ohio, expressed substantial
doubt about Morgan's Foods' ability to continue as a going
concern.  The independent auditors noted that as of Feb. 27, 2011,
the Company was in default and cross default of certain provisions
of its most significant credit agreements and in default of the
image enhancement requirements under franchise agreements for
certain of its restaurants.


MOTORS LIQUIDATION: Files Sept. 30 GUC Quarterly Trust Reports
--------------------------------------------------------------
On Oct. 28, 2011, Wilmington Trust Company, solely in its capacity
as trust administrator and trustee of the Motors Liquidation
Company GUC Trust, acting pursuant to Section 6.2 of the Motors
Liquidation Company GUC Trust Agreement dated as of March 30,
2011, and between the parties thereto, filed the GUC Trust Reports
as of Sept. 30, 2011 (as such term is defined in the GUC Trust
Agreement) with the Bankruptcy Court for the Southern District of
New York.

As of Sept. 30, 2011, the Motors Liquidation Company GUC Trust had
$1.325 billion in total assets, $150.9 million in total
liabilities, and $1.174 billion in net assets in
liquidation.

The GUC Trust ended September 2011 with $75,000 in cash and cash
equivalents.

The Motors Liquidation Company GUC Trust is a successor to Motors
Liquidation Company (formerly known as General Motors Corp.)
within the meaning of Section 1145 of the United States
Bankruptcy Code.  The GUC Trust holds, administers and directs the
distribution of certain assets pursuant to the terms and
conditions of the Motors Liquidation Company GUC Trust Agreement,
dated as of March 30, 2011, and pursuant to the Second Amended
Joint Chapter 11 Plan, dated March 18, 2011, of MLC and its
debtor affiliates, for the benefit of holders of allowed general
unsecured claims against the Debtors.

A copy of the September 30 GUC Trust Reports is available for free
at http://is.gd/aNhRn5

                     About Motors Liquidation

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

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

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


MOUNTAIN CITY: Court OKs Lindquist & Vennum as Committee's Counsel
------------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Colorado authorized
the Official Committee of Unsecured Creditors of Mountain City
Meat Co. Inc. to retain Lindquist & Vennum PLLP as its counsel to
assist the Committee in property discharging its fiduciary duties
to its constituency and complying with the Bankruptcy Code and
Rules.

The firm's professionals and their compensation rates:

   Attorney                    Hourly Rates
   --------                    ------------
   J. Smiley                   $490
   Harold G. Morris, Jr.       $440
   Harrie F. Lewis             $410
   Theodore J. Hartl           $350
   Ethan J. Birnberg           $240

   Legal Assistant             Hourly Rate
   ---------------             -----------
   Sue Tomes                   $180

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

                     About Mountain City Meat

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

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

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

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

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

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

Attorneys for the Petitioning Creditors are John B. Wasserman,
Esq., at Sender & Wasserman, P.C., and Howard S. Sher, Esq., and
Michele L. Walton, Esq., at Jacob & Weingarten, P.C.

Fifth Third is represented in the case by James T. Markus, Esq.,
and John F. Young, Esq., at Markus Williams Young & Zimmermann
LLC.

An official committee of unsecured creditors has been appointed in
the case.


NATIONAL HEALING: Moody's Assigns B2 CFR; Outlook Stable
--------------------------------------------------------
Moody's Investors Service assigned B2 Corporate Family and
Probability of Default Ratings to National Healing Corporation's
("NHC"). At the same time, Moody also assigned a B1 rating to
NHC's proposed $250 million senior secured 1st lien term loan
facility and $30 million revolving credit facility, and a Caa1
rating to NHC's proposed $75 million senior secured 2nd lien term
loan. The proceeds will be used to fund the acquisition of Wound
Care Holdings, refinance existing debt and pay transaction
expenses. The outlook is stable.

The following ratings and LGD assessments have been assigned:

National Healing Corporation:

Corporate Family Rating at B2;

Probability of Default Rating at B2;

$30 million senior secured revolving credit facility expiring 2016
at B1 (LGD 3, 35%)

$250 million senior secured 1st lien term loan due 2017 at B1 (LGD
3, 35%)

$75 million senior secured 2nd lien term loan due 2018 at Caa1
(LGD 5, 86%)

The outlook is stable

National Healing's B2 Corporate Family Rating reflects the
company's high pro forma leverage following the acquisition at 5.4
times (Moody's standard adjustments), its narrow product focus on
wound care management, and small revenue base at under $250
million. It also reflects the risk of integrating Wound Care
Holdings which is more than double the size of National Healing's
base business. The rating benefits from good customer and
geographic diversification and no government pay reimbursement
risk.

The stable rating outlook reflects Moody's expectation that the
company will continue to see stable non-acquired growth in the low
double-digit range. The stable outlook also encompasses Moody's
expectation that the company will delever below 5 times within the
next 18 months, primarily through EBITDA growth.

Given the small revenue size and product concentration, Moody's
does not anticipate upgrading the rating in the near-term.
However, it could consider upgrading should the company materially
increase its size, while also reducing leverage such that it
approaches 4 times. In addition, Moody's would also be looking for
the company to improve its liquidity profile.

The rating could be lowered should the company become free cash
flow negative, take on additional debt for acquisitions or if
revenues and profitability weaken over the medium term such that
leverage reaches about 5.5 times on a sustainable basis.

Headquartered in Boca Raton, Fl., National Healing Corporation
("NHC") provides management services and the latest technology and
expertise in wound healing to its client hospitals. On a combined
basis, NHC will have more than 464 partner hospitals nationwide
and managed wound centers having received nearly 600,000 wound
care visits. NHC is owned by private equity sponsor Metalmark
Capital. Following the acquisition of Wound Care Holdings, pro
forma revenue will be about $250 million.

The principal methodologies used in rating National Healing
Corporation were Global Business & Consumer Service Industry
published in October 2010, and Loss Given Default for Speculative-
Grade Non-Financial Companies in the U.S., Canada and EMEA
published in June 2009. Other methodologies and factors that may
have been considered in the process of rating this issuer can also
be found on Moody's website.


NEBRASKA BOOK: Hires Alexi Wellsman as New Chief Financial Officer
------------------------------------------------------------------
The Nebraska Book Company announced Thursday that it has hired
Alexi Wellman, an audit partner at KPMG LLP, as the Company's
chief financial officer.  In December, Ms. Wellman will assume
responsibility for directing the organization's financial planning
and accounting practices as well as its relationships with lending
institutions, shareholders and the financial community.  She will
be based in Lincoln, Nebraska.

"Alexi Wellman has over 17 years of experience providing auditing
and advisory services to both large multinational corporations and
private companies" said Barry Major, president and chief operating
officer of the Nebraska Book Company.  "We are delighted to have
her join Nebraska Book Company as our new CFO, and we believe her
accounting expertise and business acumen will be immediate assets
for our company."

Ms. Wellman joins the Nebraska Book Company after 17 years with
KPMG LLP, a multinational audit, tax and advisory services firm
operating 87 offices with more than 23,000 employees and partners
throughout the U.S.  Her most recent position was as Audit
Partner, where she was responsible for providing professional
audit and advisory services to both multinational SEC registrants
and private companies.  Throughout her time there, she worked with
several Fortune 200 companies, including Burlington Northern Santa
Fe, ConAgra Foods, Emerson Electric, and Union Pacific Railroad,
Inc.

"The Nebraska Book Company has a strong business model as a
differentiated provider of textbooks and other college gear," said
Ms. Wellman.  "I am excited to join the company as it continues to
strengthen its balance sheet through competitive positioning and
offerings that meet the needs of today's college gear consumers."

                       About Nebraska Book

Lincoln, Nebraska-based Nebraska Book Company, Inc., is one of the
leading providers of new and used textbooks for college students
in the United States.  Nebraska Book and seven affiliates filed
separate Chapter 11 petitions (Bankr. D. Del. Case Nos. 11-12002
to 11-12009) on June 27, 2011.  Hon. Peter J. Walsh presides over
the case.  Lawyers at Kirkland & Ellis LLP and Pachulski Stang
Ziehl & Jones LLP, serve as the Debtors' bankruptcy counsel.  The
Debtors; restructuring advisors are AlixPartners LLC; the
investment bankers are Rothschild, Inc.; the auditors are Deloitte
& Touche LLP; and the claims agent is Kurtzman Carson Consultants
LLC.  As of the Petition Date, the Debtors had consolidated assets
of $657,215,757 and debts of $563,973,688.

JPMorgan Chase Bank N.A., as administrative agent for the DIP
lenders, is represented by lawyers at Richards, Layton & Finger,
P.A., and Simpson Thacher & Bartlett LLP.  J.P. Morgan Investment
Management Inc., the DIP arranger, is represented by lawyers at
Bayard, P.A., and Willkie Farr & Gallagher LLP.

An ad hoc committee of holders of more than 50% of the Debtors'
Second Lien Notes is represented by lawyers at Brown Rudnick.  An
ad hoc committee of holders of the Debtors' 8.625% unsecured
notes are represented by Milbank, Tweed, Hadley & McCloy LLP.

The Official Committee of Unsecured Creditors selected Lowenstein
Sandler LLP and Stevens & Lee, P.C., as lawyers and Mesirow
Financial Inc. as financial advisers.

Nebraska Book prepared a pre-packaged Chapter 11 plan that would
swap some of the existing debt for new debt, cash and the new
stock.  However, Nebraska Book has been unable to secure a $250
million loan required for confirming and implementing the plan.
The plan called for new financing to pay off first- and second-
lien debt in full, while giving most of the new equity to
subordinated noteholders of the operating company and holders of
notes issued by the holding company.


NEBRASKA BOOK: Inks First Amendment to Support Agreement
--------------------------------------------------------
As reported in the TCR on June 29, 2011, NBC Acquisition Corp.
Nebraska Book Company, Inc., a wholly-owned subsidiary of the
Company, NBC Holdings Corp., the Company's parent company, and the
subsidiaries of Nebraska Book entered into a Restructuring and
Support Agreement with (a) holders of more than 95% in principal
amount of Nebraska Book's 8.625% Senior Subordinated Notes due
2012 and (b) holders of more than 75% in principal amount of the
Company's 11% Senior Discount Notes due 2013.

Pursuant to the Support Agreement, the participating holders have
agreed, among other things, to support the restructuring to be
effected pursuant to the bankruptcy proceeding, which would
restructure approximately $450 million of outstanding loans and
bonds of the Company and its subsidiaries, including the
elimination of up to $77 million of debt at the Company level.

On Nov. 1, 2011, the Company, NBC Holdings, Nebraska Book, the
subsidiaries of Nebraska Book and requisite participating holders
entered into a First Amendment and Written Consent to
Restructuring and Support Agreement, which, among other things,
extended certain dates and deadlines, including the date upon
which the Support Agreement would automatically terminate, in
connection with the obligation of the participating holders to
support the Restructuring.

A copy of the First Amendment is available for free at:

                       http://is.gd/WedTck

                       About Nebraska Book

Lincoln, Nebraska-based Nebraska Book Company, Inc., is one of the
leading providers of new and used textbooks for college students
in the United States.  Nebraska Book and seven affiliates filed
separate Chapter 11 petitions (Bankr. D. Del. Case Nos. 11-12002
to 11-12009) on June 27, 2011.  Hon. Peter J. Walsh presides over
the case.  Lawyers at Kirkland & Ellis LLP and Pachulski Stang
Ziehl & Jones LLP, serve as the Debtors' bankruptcy counsel.  The
Debtors; restructuring advisors are AlixPartners LLC; the
investment bankers are Rothschild, Inc.; the auditors are Deloitte
& Touche LLP; and the claims agent is Kurtzman Carson Consultants
LLC.  As of the Petition Date, the Debtors had consolidated assets
of $657,215,757 and debts of $563,973,688.

JPMorgan Chase Bank N.A., as administrative agent for the DIP
lenders, is represented by lawyers at Richards, Layton & Finger,
P.A., and Simpson Thacher & Bartlett LLP.  J.P. Morgan Investment
Management Inc., the DIP arranger, is represented by lawyers at
Bayard, P.A., and Willkie Farr & Gallagher LLP.

An ad hoc committee of holders of more than 50% of the Debtors'
Second Lien Notes is represented by lawyers at Brown Rudnick.  An
ad hoc committee of holders of the Debtors' 8.625% unsecured
notes are represented by Milbank, Tweed, Hadley & McCloy LLP.

The Official Committee of Unsecured Creditors selected Lowenstein
Sandler LLP and Stevens & Lee, P.C., as lawyers and Mesirow
Financial Inc. as financial advisers.

Nebraska Book prepared a pre-packaged Chapter 11 plan that would
swap some of the existing debt for new debt, cash and the new
stock.  However, Nebraska Book has been unable to secure a
$250 million loan required for confirming and implementing the
plan.  The plan called for new financing to pay off first- and
second-lien debt in full, while giving most of the new equity to
subordinated noteholders of the operating company and holders of
notes issued by the holding company.


NEVADA FIRST: Case Summary & 12 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: Nevada First Corporation
        P.O. Box 490
        Winnemucca, NV 89445

Bankruptcy Case No.: 11-39460

Chapter 11 Petition Date: November 1, 2011

Court: U.S. Bankruptcy Court
       District of Oregon

Judge: Randall L. Dunn

Debtor's Counsel: Albert N. Kennedy, Esq.
                  TONKON TORP LLP
                  888 SW 5th Avenue, #1600
                  Portland, OR 97204
                  Tel: (503) 802-2013
                  E-mail: al.kennedy@tonkon.com

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

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

The petition was signed by Gary L. Bengochea, president.

Affiliate that filed separate Chapter 11 petition:

        Entity                        Case No.       Petition Date
        ------                        --------       -------------
Bonavia Timber Company, LLC           11-39459            11/01/11

Nevada First's List of Its 12 Largest Unsecured Creditors:

        Entity                     Nature of Claim    Claim Amount
        ------                     ---------------    ------------
Grant Thornton LLP                 Accounting Services     $23,523
33911 Treasury Center
Chicago, IL 60694

Harrington Health                  Employee Health         $14,324
75 Remittance Drive, #1854
Chicago, IL 60675

Bank of America (Business Card)    Business Visa Card       $3,712
P.O. Box 15796
Wilmington, DE 19886

Black Helterline LLP               Legal Services           $3,043

Bank of America (Business Card)    Business Visa Card         $998

Quality Tri-Co Janitorial          Janitorial Services        $326

Wells Fargo Ins Svcs               401K Bond                  $248

AT&T                               Utility                    $111

Verizon Wireless                   Cellular Telephone         $105
                                   Service

AT&T                               Utility ? Fax Service       $81

PC Internet                        Internet Service            $48

Office Products, Inc.              Copy Machine Copies         $25


NUTRITION 21: Sale Order Hearing Continued to Nov. 21
-----------------------------------------------------
The sale order hearing in connection with the sale of all or
substantially all of the assets of Nutrition 21, Inc., and
Nutrition 21, LLC, to N21 Acquisition Holdings, LLC, has been
continued to Nov. 21, 2011, at 2:00 p.m.

As reported in the TCR on Nov. 2, 2011, the U.S. Bankruptcy Court
for the Southern District of New York approved on Sept. 22, 2011,
the bidding procedures for the potential sale of all or
substantially all of the assets of Nutrition 21, Inc., and
Nutrition 21, LLC.

The Debtors are authorized to grant a stalking horse bidder a
break-up fee and expense reimbursement in an amount not to
exceed 3.0% of the of the cash purchase price of the Purchased
Assets and reimbursement for direct out of pocket expenses of up
to $100,000.

The Sale Hearing was scheduled for Nov. 3, 2011.

                          About Nutrition 21

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

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

The Company entered into a Plan Support Agreement, dated as of
Aug. 26, 2011, with holders of approximately 90% of the Company's
outstanding Series J Preferred Stock.  The holders of Series J
Preferred Stock that are parties to the Plan Support Agreement
have agreed, subject to certain conditions, to vote in favor of a
plan of reorganization to be proposed by the Company in respect of
the Bankruptcy Case, so long as that plan is consistent with the
term sheet attached to the Plan Support Agreement setting forth
material terms of a potential plan of reorganization.  The Plan
Term Sheet generally contemplates that the Debtors' assets will be
sold or liquidated and distributed to holders of claims and equity
interests in accordance with the statutory distribution and
priority scheme established by the Bankruptcy Code.  The Plan Term
Sheet further contemplates that holders of the Company's common
stock will receive interests in a liquidating trust entitling such
holders to distributions only after holders of the Series J
Preferred Stock have been paid in full.  The Company believes that
cash distributions on account of the Company's common stock are
unlikely.


OCIMUM BIO: Meeting to Form Creditors Committee on Nov. 14
----------------------------------------------------------
Roberta DeAngelis, United States Trustee for Region 3, will hold
an organizational meeting on Nov. 14, 2011, at 1:00 p.m. in the
bankruptcy case of Ocimum Biosolutions, Inc..  The meeting will be
held at:

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

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

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

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

Ocimum Biosolutions, Inc., filed a Chapter 11 petition (Bankr. D.
Del. Case No. 11-13310) on Oct. 17, 2011 in Delaware.  Jeffrey M.
Carbino, Esq. at Thorp Reed & Armstrong in Philadelphia, serves as
counsel to the Debtor.  The Debtor estimated up to $10 million in
assets and debts.  The petition was signed by Anuradha Acharya,
chief executive officer.


O.M.P. MANAGMENT: Case Summary & 3 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: O.M.P. Managment, LLC
        460 Woodland Street
        Manchester, CT 06040

Bankruptcy Case No.: 11-23204

Chapter 11 Petition Date: November 2, 2011

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

Judge: Albert S. Dabrowski

Debtor's Counsel: Patrick W. Boatman, Esq.
                  LAW OFFICES OF PATRICK W. BOATMAN, LLC
                  111 Founders Plaza, Suite 1000
                  East Hartford, CT 06108
                  Tel: (860) 291-9061
                  Fax: (860) 291-9073
                  E-mail: pboatman@boatmanlaw.com

Scheduled Assets: $492,321

Scheduled Debts: $1,170,613

The Company's list of its three largest unsecured creditors filed
with the petition is available for free at:
http://bankrupt.com/misc/ctb11-23204.pdf

The petition was signed by Murat Feratovic, member.


OPEN RANGE: To Auction Off Assets on Nov. 14
--------------------------------------------
Andy Vuong at the Denver Post reports that the assets of Open
Range Communications will be auctioned off Nov. 14, 2011, under
procedures approved on Nov. 2, 2011, by U.S. Bankruptcy Court
Judge Kevin Carey.

According to the report, Open Range said it has secured a
"stalking horse" agreement in which Minnesota-based Internet
service provider totheHome.com will submit the opening bid of
$2 million.  The deal calls for Open Range to pay a break-up fee
of $80,000 and reimburse expenses of up to $170,000 if it selects
an offer from another company.

The report adds that additional bids are due Nov. 11, 2011, and
the hearing to finalize the sale is scheduled for Nov. 15, 2011.

The report notes the creditors committee had objected to the fees,
but Judge Carey ruled that they are "reasonable and appropriate."

                        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.


PARC AT ROGERS: Case Summary & 8 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Parc at Rogers, Limited Partnership
        2010 Valley View Lane, Suite 250
        Dallas, TX 75234

Bankruptcy Case No.: 11-37025

Chapter 11 Petition Date: October 31, 2011

Court: U.S. Bankruptcy Court
       Northern District of Texas (Dallas)

Judge: Barbara J. Houser

Debtor's Counsel: John Paul Stanford, Esq.
                  QUILLING, SELANDER, CUMMISKEY AND LOWNDS
                  2001 Bryan Street, Suite 1800
                  Dallas, TX 75201-4240
                  Tel: (214) 871-2100
                  Fax: (214) 871-2111
                  E-mail: jstanford@qsclpc.com

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

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

The petition was signed by Steven A. Shelley, vice president of T.
Whitman, LLC, general partner.

Debtor's List of Its eight Largest Unsecured Creditors:

        Entity                     Nature of Claim    Claim Amount
        ------                     ---------------    ------------
U.S. Lawns of NW Arkansas          Goods and/or             $3,188
5766 N. Thompson, Suite D          Services
Bethel Heights, AR 72764

Carroll Electric                   Goods and/or             $2,760
707 Southeast Walton Boulevard     Services
Bentonville, AR 72712

Waste Management                   Goods and/or               $908
2900 W. 68th Street                Services
Little Rock, AR 72209

HD Supply                          Goods and/or               $736
                                   Services

Team Becker Design                 Goods and/or               $570
                                   Services

Pro Clean                          Goods and/or               $452
                                   Services

Command Pest                       Goods and/or               $318
                                   Services

Otis Spunkmeyer                    Goods and/or               $209
                                   Services


PETRA FUND: Jack F. Williams Wants to be Discharged as Examiner
---------------------------------------------------------------
Jack F. Williams, the duly-appointed examiner in the Chapter 11
cases of Petra Fund REIT Corporation, et al., asks the U.S.
Bankruptcy Court for the Southern District of New York to enter an
order:

   1) discharging the examiner;

   2) authorizing the disposition of documents obtained by the
   examiner in connection with the investigation and additional
   examination;

   3) granting the examiner and his professionals relief from
   third-party discovery; and

   4) exculpating the examiner and his professionals in connection
   with the investigation, additional examination, and
   reports.

The Court approved the appointment of examiner on April 12, 2011,
to investigate, among other things: (i) any and all transfers from
the Debtors to affiliate entities, insiders, and third-parties
(exclusive of JP Morgan Chase and Royal Bank of Scotland from
Sept. 1, 2008, to Oct. 20, 2010; (ii) any and all transfers from
the Debtors to the Warehouse Lenders in the 90 days prior to the
Petition Date; and (iii) the circumstances relating to the payoff
of the loan to the Debtors by Millennium Partners, including the
sources of funds to make the payoff.

Mesirow Financial Consulting, LLC, as financial advisor, and
McKenna Long and Aldridge LLP, as counsel assisted the examiner in
his invetigation.

On June 14, 2011, the Court directed that the examiner conduct an
additional examination with respect to three areas.  First, the
Court asked the examiner to analyze whether the payments of
approximately $9.8 million by Petra REIT to PCM during the
Two Year Period may be avoidable.  Second, the Court asked the
examiner to further inquire into the circumstances surrounding the
repayment of the Millennium Loan.  Third, the Court asked the
examiner to further inquire into the CDO Transfers.

With the filing of the second report, the examiner respectfully
submits to the Court that he has fully completed his duties with
respect to the investigation and additional examination.

The examiner is represented by:

         Christopher F. Graham, Esq.
         MCKENNA LONG&ALDRIDGE LLP
         230 Park Avenue
         New York, NY 10169
         Tel: (212) 905-8300
         Fax: (212) 922-1819

                 - and -

         Henry F. Sewell, Jr., Esq.
         David E. Gordon, Esq.
         MCKENNA LONG&ALDRIDGE LLP
         303 Peachtree Street, Suite 5300
         Atlanta, GA 30308
         Tel: (404) 527-4000
         Fax: (404) 527-4198

                         About Petra Fund

Petra Fund REIT Corp. and its affiliates are in the business of
originating, investing in, structuring and trading loans secured
by commercial real-estate.  Petra Offshore Fund LP is the parent.

Petra Fund and Petra Offshore sought Chapter 11 protection (Bankr.
S.D.N.Y. Lead Case No. 10-15500) on Oct. 20, 2010, and are
represented by Shaya M. Berger, Esq., and Brian E. Goldberg, Esq.,
at Dickstein Shapiro, LLP.  At the time of the filing, each of the
Debtor estimated its assets at less than $10 million and its debts
at more than $100 million.

Petra Fund blamed its Chapter 11 filing on the extraordinary and
unprecedented collapse of the credit and commercial real estate
markets, which caused a mark-to-market value of its assets to
plummet.


PHILLIPS RENTAL: Can Access Banks' Cash Collateral Until Dec. 16
----------------------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of Tennessee
has authorized Phillips Rental Properties, LLC, to use cash
collateral through 5:00 p.m. on Dec. 16, 2011, pursuant to a
budget.

Any variance in the expense figures in the interim budget in
excess of 10% will require approval by the Court.

Debtor is authorized to use cash collateral based on a pro-rata
distribution of the rents and sale proceeds from each property in
which the Banks have an interest.

As adequate protection, Bank of Tennessee, Carter County Bank,
Citizens Bank, Eastman Credit Union, First Tennessee Bank, Regions
Bank and TriSummit Bank are granted interim replacement liens
in and to all assets of the estate that are within the collateral
descriptions of the Banks' loan and security documents.  In
addition, the Debtor is authorized and agrees to pay the amounts
as set forth in the budget to the Banks within the time periods
specified in the budget.

The Debtor will maintain insurance coverage on all property of the
estate, Workmen's Compensation Insurance and General Commercial
Liability Insurance in a form and amount acceptable to the Bank
and the United States Trustee.

An adjourned hearing on the Debtor's continued use of cash
collateral will be held on Dec. 13, 2011, at 9:00 a.m.

As reported in the TCR on Dec. 28, 2010, the Debtor, along with
Gary and Karla Phillips, is a co-maker and guarantor on notes
with:

                              Approximate Amount of Claim
                              ---------------------------
  a. Bank of Tennessee                  $514,748
  b. Carter County Bank                 $204,419
  c. Citizens Bank                      $565,947
  d. Eastman Credit Union             $2,383,489
  e. First Tennessee Bank               $791,808
  f. Regions Bank                     $3,770,512
  g. TriSummit Bank                   $1,036,460

                 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.


PIONEER NATURAL: Fitch Affirms 'BB+' Issuer Default Rating
----------------------------------------------------------
Fitch Ratings has affirmed and simultaneously withdrawn the
ratings for Pioneer Natural Resources (Pioneer), as follows:

  -- Issuer Default Rating (IDR) at 'BB+';
  -- Senior Unsecured Notes and Credit Facility at 'BB+'.

Fitch will no longer provide rating coverage of Pioneer.  Fitch
has withdrawn the aforementioned ratings for business reasons.


PITT PENN: Can Use Remaining Proceeds under Lender I/II Facilities
------------------------------------------------------------------
On Oct. 3, 2011, the U.S. Bankruptcy Court for the District of
Delaware authorized Pitt Penn Holding Co., Inc., et al., to use
the remaining loan proceeds under the Lender I (Omtammot, LLC)
Facility and the Lender II (Omtammot II, LP) Facility (i) to pay
outstanding administrative and professional claims, and (ii) to
pay for operational expenses, in conformity with a budget.

The Debtors may exceed items budgeted for any category by 10% and
may deviate from any other budget line item by any amount provided
that Debtors do not exceed the total amount budgeted for
expenditures, taking into account the above referenced budgetary
10% cushion.  Any funds budgeted but not expended by Debtors may
by Debtors may be carried forward and expended during future
budgeted periods.

Any loan expense provided for will be subject to review by the
Office of the U.S. Trustee.

A copy of the budget is available for free at:

       http://bankrupt.com/misc/pittpenn.dkt881.budget.pdf

                   About Industrial Enterprises

Pittsburgh, Pennsylvania-based Industrial Enterprises of America,
Inc., f/k/a Advanced Bio/Chem, Inc., filed for Chapter 11
protection (Bankr. D. Del. Case No. 09-11508) on May 1, 2009.
Pitt Penn Holding Co., Inc., and Pitt Penn Oil Co., LLC, each
filed voluntary petitions for Chapter 11 relief (Bankr. D. Del.
Case Nos. 09-11475 and 09-11476) on April 30, 2009.  EMC
Packaging, Inc., filed a voluntary petition for Chapter 11 relief
(Bankr. D. Del. Case No. 09-11524) on May 4, 2009.  Unifide
Industries, LLC, and Today's Way Manufacturing LLC, each filed a
voluntary petition for Chapter 11 relief (Bankr. D. Del. Case Nos.
09-11587 and 09-11586) on May 6, 2009.

PPH, PPO, EMC, Unifide, and Today's Way are each subsidiaries of
IEAM.  The cases are jointly administered under Case No. 09-11475.

Christopher D. Loizides, Esq., at Loizides, P.A., in Wilmington,
Del., represents the Debtors as counsel.  In its petition,
Industrial Enterprises disclosed total assets of $50,476,697 and
total debts of $17,853,997.

Industrial Enterprises originally operated as a holding company
with four wholly owned subsidiaries, PPH, EMC, Unifide, and
Today's Way.  PPH, through its wholly owned subsidiary, PPO, was a
leading manufacturer, marketer and seller of automotive chemicals
and additives.

EMC's original business consisted of converting hydrofluorocarbon
gases R134a and R152a into branded private label refrigerant and
propellant products.  Unifide was a leading marketer and seller of
automotive chemicals and additives.  Today's Way manufactured and
packaged the products which were sold by Unifide.


PIVOTAL EDUCATIONAL: Voluntary Chapter 11 Case Summary
------------------------------------------------------
Debtor: Pivotal Educational Enrichment Centers, PEEC, INC.
        P.O. Box 711185
        San Diego, CA 92171

Bankruptcy Case No.: 11-18146

Chapter 11 Petition Date: November 2, 2011

Court: U.S. Bankruptcy Court
       Southern District of California (San Diego)

Debtor's Counsel: Michael A. Feldman, Esq.
                  LAW OFFICES OF MICHAEL FELDMAN
                  2398 San Diego Avenue, Suite B
                  San Diego, CA 92110
                  Tel: (619) 297-5811
                  Fax: (619) 297-5915
                  Email: brfcase1@aol.com
                         Affordablebankruptcy@gmail.com
                         Anthony@bklawyernow.com

Scheduled Assets: $4,200

Scheduled Debts: $1,051,576

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

The petition was signed by Kim P. Huynh, president.


PREMIER TRAILER: US Trustee and Fifth Street Oppose Plan Approval
-----------------------------------------------------------------
Roberta A. DeAngelis, the United States Trustee for Region 3, and
Fifth Street Finance Corp. object to the Prepackaged Joint Plan of
Reorganization of PTL Holdings LLC, et al.

The Plan, according to the U.S. Trustee, is not confirmable
because it contains an exculpatory provision that is contrary to
applicable law in this District.

Section XI.C. of the Plan, Exculpation, states that:

As of and subject to the occurrence of the Effective Date, each of
the Debtors, the Prepetition Agent, Holders of First Lien Credit
Agreement Claims, Coda Capital Partners L.L.C. and its affiliates,
Angelo, Gordon & Co. LP and its affiliates, and each of their
respective Agents, shall neither have nor incur any liability to
any Person or Entity for any act taken or omitted to be taken, in
connection with, or related to, the formulation, preparation,
dissemination, implementation, administration, Confirmation
or consummation of the Plan or any contract, instrument, waiver,
release or other agreement or document created or entered into, in
connection with the Plan, or any other act taken or omitted to be
taken in connection with the Cases; provided, however, that the
foregoing provisions of this subsection shall have no effect on
the liability of any Person or Entity that results from any such
act or omission that is determined in a Final Order to have
constituted gross negligence or willful misconduct.

Roberta A. DeAngelis says the list of exculpated parties is too
broad and should be limited to those parties who served in the
capacity of estate fiduciaries, i.e., estate professionals and the
Debtors' directors and officers.

Fifth Street Finance Corp. (successor by merger to Fifth Street
Mezzanine Partners III, L.P.), as administrative agent and lender
under the credit agreement dated as of Oct. 23, 2007 (as amended,
the "Second Lien Credit Agreement"), says the Plan fails to
satisfy the fair and equitable and good faith requirements of the
Bankruptcy Code.

The Plan, according to Fifth Street, is premised upon an
artificially depressed valuation of the Company, which, as a
consequence, grossly overcompensates the Debtors' first lien
lender -- Garrison Investment Group and its affiliates -- to the
detriment of Fifth Street, the second lien lender, by distributing
to Garrison stock in the reorganized Company and other
consideration with a value far greater than the amount of its
claims while providing zero recovery to Fifth Street and general
unsecured creditors.

Fifth Street claims that the Debtors' sole justification for the
proposed plan treatment is the estimate of value set forth in the
report of the Debtors' valuation expert, Lazard Middle Market,
which shows a range of value from $74 million to $99 million, with
a midpoint value of $86.5 million.

Fifth Street is confident that it will demonstrate at the
confirmation hearing and through the rebuttal report of its
expert, Goldin Associates, LLC, that simply by correcting clear
errors in the LMM Report the total enterprise value of the Company
increases from a midpoint valuation of  $86.5 million to $135
million, providing distributable equity value for Fifth Street of
approximately $25 million on account of its approximately $27
million claim after satisfaction of Garrison's claim.  The Plan,
as proposed, however, provides 100% of the Company's distributable
value on emergence to Garrison, which, based on the Goldin Report,
provides Garrison with a 130% recovery on account of its first
lien claims, while providing no recovery for Fifth Street.

Fifth Street points out that the Goldin Report does not even take
into account the need to make substantial positive modifications
to management's low-ball financial projections.  A comparison of
the Company's actual performance as of July 31, 2011 year-to-date
(the latest financial results provided to Fifth Street) to
management's prior projections, makes it abundantly clear that
management's projections are premised on unduly pessimistic and
faulty assumptions about the Company and the trailer leasing
industry.  Indeed, although management projected EBITDA of $8.6
million through July 31, 2011, the Company's actual EBITDA was
approximately $11.3 million for that period -- 31.6% higher than
what management projected.

It is these same unduly low projections on which both the Goldin
and LMM valuation reports are based.

Further, while Fifth Street gets nothing under the Plan,
management stands to gain a substantial windfall -- in the form of
equity and in-the-money stock options for 15% of the reorganized
Company, which management believes will have an equity value of
approximately $150 million within the next 30 months.

Based on the facts at hand, it does not appear that the Debtors
are seeking confirmation of the Plan in good faith, as required by
the Bankruptcy Code.  Thus, the Court must deny confirmation of
the Plan.

                  About Premier Trailer Leasing

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

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

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

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

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


PRESS PRINTING: Case Summary & 7 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Press Printing Enterprises, Inc.
        P.O. Box 220
        Fort Myers, FL 33902

Bankruptcy Case No.: 11-20564

Chapter 11 Petition Date: November 2, 2011

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

Debtor's Counsel: Charles PT Phoenix, Esq.
                  PHOENIX LAW, PA
                  12800 University Drive, Suite 260
                  Fort Myers, FL 33907
                  Tel: (239) 461-0101
                  Fax: (239) 461-0083
                  E-mail: ch11@phxpa.com

Scheduled Assets: $1,094,569

Scheduled Debts: $2,862,206

The Company's list of its seven largest unsecured creditors filed
with the petition is available for free at:
http://bankrupt.com/misc/flmb11-20564.pdf

The petition was signed by Larry Luettich, president.


PRIUM SPOKANE: Wants Case Dismissal, Conversion Plea Denied
-----------------------------------------------------------
Prium Spokane Buildings, L.L.C., asks the U.S. Bankruptcy Court
for the Eastern District of Washington to deny the motion to
dismiss or convert the Debtor's Chapter 11 case to one under
Chapter 7 of the Bankruptcy Code.

Robert D. Miller Jr., the U.S. Trustee for Region 18 explained
that the Debtor has not filed either a plan or a disclosure
statement even though it has been nine months since the case was
filed and four months since the date set for the filing of a plan
and disclosure statement in the agreed scheduling order in the
case.

The Debtor asserts that dismissal or conversion would not be in
the best interests of creditors.  Further, the time that has
elapsed without filing a plan and disclosure statement is due to
the size and complexity of the case, and the associated issues
that Prium Spokane is attempting to resolve prior to submitting a
plan.

The Debtor notes that the unusual circumstances exist as:

   1) the case is intertwined with In re: Michael R. Mastro, a
Chapter 7 bankruptcy proceeding filed in the U.S. Bankruptcy Court
for the Western District of Washington in 2009, that is also large
and complex; and

   2) the claims of Sterling Savings Bank in the case are
intertwined with claims held by that lender against the former
members and managers of Prium Spokane, and with alleged equity
membership interests in Prium Spokane.

Prium Spokane tells the Court that it is working to draft a plan
of reorganization with terms that would be acceptable to Sterling
Savings Bank, and would recognize the competing interests of all
parties.  Prium Spokane believes that a plan of reorganization,
preferably on a consensual basis, can be finalized and filed
within 30 days.  Prium Spokane is also confident that the plan
would be confirmed within a reasonable period of time thereafter.

The U.S. Trustee is represented by:

         James D. Perkins, Esq.
         United States Dept. of Justice
         920 West Riverside, Room 593
         Spokane, WA 99201
         Tel: (509) 353-2999
         Fax: (509) 353-3124

               About Prium Spokane Buildings, L.L.C.

Bellevue, Washington-based Prium Spokane Buildings, L.L.C., filed
for Chapter 11 bankruptcy protection (Bankr. E.D. Wash. Case No.
10-06952) on Dec. 16, 2010.  Davidson Backman Medeiros PLLC,
represents the Debtor.  The Debtor disclosed $17,042,743 in assets
and $34,723,584 in liabilities as of the Chapter 11 filing.
There was no creditors committee appointed in the case.


PROFESSIONAL VETERINARY: Inks Stalking Horse Purchase Agreement
---------------------------------------------------------------
In a regulatory filing Friday, Professional Veterinary Products,
Ltd., discloses that the Company and Sergeant's Pet Care Products,
Inc., a Nevada corporation, entered into a Real Estate Purchase
and Sale Agreement on Oct. 31, 2011, pursuant to which the Company
agreed to sell the corporate headquarters and warehouse facility
of the Company located in Omaha, Nebraska and related assets for
$4.9 million, subject to adjustment in accordance with the terms
of the Real Estate Sale Agreement.

The Real Estate Sale Agreement serves as a stalking horse bid in
an auction pursuant to Section 363 of the Bankruptcy Code.  The
auction process permits competing bids to be submitted no later
than Nov. 15, 2011, and requires payment of a $150,000 break-up
fee to Purchaser if any party other than Purchaser becomes
entitled to purchase the property subject to the Real Estate Sale
Agreement as a result of the auction process.

The Company and the Purchaser made customary representations,
warranties and covenants in the Real Estate Sale Agreement, and
the sale contemplated by the Real Estate Sale Agreement is subject
to customary closing conditions, including approval by the
Bankruptcy Court.

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

                       http://is.gd/YBWo8X

              About Professional Veterinary Products

Professional Veterinary Products Ltd. -- http://www.pvpl.com/--
operates a veterinary supply company owned and managed by
veterinarians.

Professional Veterinary sought Chapter 11 protection from
creditors on August 20, 2010, in Omaha, Nebraska (Bankr. D. Neb.
Case No. 10-82436).  Affiliates ProConn and Exact Logistics also
filed for Chapter 11.

The Company reported $89.79 million in total assets,
$78.23 million in total liabilities, and $11.56 million in
stockholders' equity at April 30, 2010.

The Company hired McGrath North Mullin & Kratz PC LLC, as
bankruptcy counsel and Alliance Management as financial and
restructuring advisors.


PUNTA GORDA: Case Summary & 9 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: Punta Gorda Lodging, LLC
        1250 Tamiami Trail North, Suite 211
        Naples, FL 34102

Bankruptcy Case No.: 11-20534

Chapter 11 Petition Date: November 2, 2011

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

Judge: Jeffery P. Hopkins

Debtor's Counsel: Leon A. Williamson, Jr., Esq.
                  LEON A. WILLIAMSON, JR., P.A.
                  306 S. Plant Avenue, Suite B
                  Tampa, FL 33606
                  Tel: (813) 253-3109
                  Fax: (813) 253-3215
                  E-mail: leon@lwilliamsonlaw.com

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

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

The Company's list of its nine largest unsecured creditors filed
with the petition is available for free at:
http://bankrupt.com/misc/flmb11-20534.pdf

The petition was signed by James W. Field, managing member.


QIAO XING UNIVERSAL: Gets Nasdaq Notification of Non-Compliance
---------------------------------------------------------------
Qiao Xing Universal Resources, Inc. received a letter from The
Nasdaq Global Market on Oct. 31, 2011 stating that for the
previous 30 consecutive business days, the bid price of the
Company's common stock closed below the minimum $1.00 per share
requirement for continued inclusion on the Nasdaq Global Market
pursuant to Nasdaq Marketplace Rule 5450(a)(1).  The Nasdaq letter
has no immediate effect on the listing of the Company's common
stock.

In accordance with Nasdaq Marketplace Rule 5810(c)(3)(A), XING has
180 calendar days from the date of the Nasdaq letter, or until
April 30, 2012, to regain compliance by maintaining a closing bid
price of at least $1.00 per share for a minimum of ten consecutive
business days.  If at any time before April 30, 2012, the bid
price of the Company's common stock closes at $1.00 per share or
more for a minimum of ten consecutive business days, Nasdaq will
notify the Company that it has achieved compliance with the
Minimum Bid Price Rule.

If the Company does not regain compliance by April 30, 2012,
Nasdaq will provide written notification to the Company that the
Company's common stock is subject to delisting.  If the Company
receives notice that its common stock is being delisted from The
Nasdaq Global Market, Nasdaq rules permit the Company to appeal
any delisting determination by the Nasdaq staff to a Nasdaq
Hearings Panel.  Alternatively, Nasdaq may permit the Company to
transfer its common stock to The Nasdaq Capital Market if it
satisfies the requirements for initial inclusion set forth in
Marketplace Rule 5505, except for the bid price requirement. If
its application for transfer is approved, the Company would have
an additional 180 calendar days to comply with the Minimum Bid
Price Rule in order to remain on The Nasdaq Capital Market.

The Company intends to actively monitor the closing bid price of
its common stock between now and April 30, 2012 and will evaluate
available options to resolve the deficiency and regain compliance
with the Minimum Bid Price Rule.

                          About Qiao Xing

Qiao Xing Universal Resources, Inc. is a leading player in the
molybdenum mining industry with substantial assets in the
resources industry.  XING focuses on mining and processing rare
metal ores and several strategically important base-metal ores,
including molybdenum, copper lead and zinc.  XING currently owns a
100% equity interest in Balinzuo Banner Xinyuan Mining Co., Ltd.
and a 34.53% equity interest in Chifeng Aolunhua Mining Co., Ltd,
as well as the right to receive 100% of the expected economic
residual returns from Chifeng Haozhou Mining Co., Ltd.


R.E. LOANS: Stutman Treister and Gardere Approved as Co-Counsel
---------------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Texas
authorized R.E. LOANS, LLC, et al., to employ Stutman, Treister &
Glatt, P.C. as reorganization counsel, and Gardere Wynne Sewell
LLP as co-counsel.

The Court ordered that these additional procedures will be
followed by Gardere and ST&G:

   a. prior to commencing work on any motion, adversary or similar
proceeding, one partner from either Gardere or ST&G will be
assigned primary responsibility;

   b. if ST&G has primary responsibility for the matter, Gardere
attorneys may discuss or review that motion to address local
rules, Fifth Circuit and Texas precedents and how such matters
have previously been handled by the Court;

   c. if Gardere has primary responsibility for the matter, ST&G's
partner's roles will be limited to providing information and
ensuring the matter is handled consistently with the Debtors'
actions on a broader basis, attorneys at ST&G who are not partners
may prepare drafts of the pleadings for review by Gardere;

   d. as a general rule, ST&G will be lead counsel; however
Gardere will maintain a more active role than pure local counsel;

   e. Gardere will be primarily responsible for administrative
pleadings (as extensions of schedules, utilities, bank accounts,
preparing agendas, preparing exhibits) and ST&G will be primarily
responsible for more operational oriented matters and adversarial
matters (such as financing, sale of assets).  With regard to such
matters, there may be times where the two firms agree to switch
primary responsibility based on one firm having specialized
expertise or there being other considerations that dictate that
firm to handle the matter in a more economically efficient manner.
Under these circumstances, the non-primary firm will provide only
a limited role;

   f. ST&G will be primarily responsible for communicating and
otherwise interfacing with the Official Committee of Noteholders
and Wells Fargo Capital Finance, LLC (and other related entities);

To the best of the Debtors' knowledge, ST&G is a "disinterested
person" as that term is defined in section 101(14) of the
Bankruptcy Code.

                         About R.E. Loans

R.E. Loans LLC was, for many years, in the business of providing
financing to home builders and developers of real property.  R.E.
Future LLC and Capital Salvage own the real property obtained
following foreclosure proceedings initiated by R.E. Loans against
its borrowers.  R.E. Loans is the sole shareholder of Capital
Salvage and the sole member of R.E. Future.  B-4 Partners LLC is
the sole member of R.E. Loans.  As a result of the multiple
defaults by R.E. Loans' borrowers, R.E. Loans has transitioned
from being a lender to becoming a property management company.

Lafayette, California-based R.E. Loans, R.E. Future and Capital
Salvage filed for Chapter 11 bankruptcy (Bankr. N.D. Tex. Case
Nos. 11-35865, 11-35868 and 11-35869) on Sept. 13, 2011.  Judge
Barbara J. Houser presides over the case.  Stutman, Treister &
Glatt and Gardere, Wynne and Sewell, represent the Debtors as
counsel.  James A. Weissenborn at Mackinac serves as R.E. Loans'
chief restructuring officer.  The Debtors tapped Hines Smith
Carder as their litigation and outside general counsel.  R.E.
Loans disclosed $713,622,015 in assets and $886,002,786 in
liabilities as of the Chapter 11 filing.

William T. Neary, the U.S. Trustee for Region 6, appointed 12
members to the Official Committee of Noteholders of R.E. Loans
LLC.


REALOGY CORP: Incurs $27 Million Net Loss in Sept. 30 Quarter
-------------------------------------------------------------
Realogy Corporation filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q, reporting a net loss
of $27 million on $1.15 billion of net revenues for the three
months ended Sept. 30, 2011, compared with a net loss of
$33 million on $1.05 billion of net revenues for the same period
during the prior year.

The Company also reported a net loss of $285 million on
$3.16 billion of net revenues for the nine months ended Sept. 30,
2011, compared with a net loss of $7 million on $3.12 billion of
net revenues for the same period a year ago.

The Company's balance sheet at Sept. 30, 2011, showed $7.89
billion in total assets, $9.24 billion in total liabilities and a
$1.34 billion total deficit.

"Despite difficult macro-economic issues, our third quarter
produced 10% revenue growth and 8% growth in our EBITDA before
restructuring and other items," said Richard A. Smith, Realogy's
president and chief executive officer.  "Given the macroeconomic
headwinds facing the housing market, our operating performance has
shown resilience.  We believe we are substantially advantaged with
our leaner, highly variable cost model, a capital structure that
includes $2.1 billion of convertible debt and the continued
support of our largest investors.  We are fortunate to have
market-leading brands, a talented workforce and a stable and
results-oriented management team committed to the long-term
success and growth of our business."

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

                        http://is.gd/lFl7BJ

                         About Realogy Corp.

Realogy Corp. -- http://www.realogy.com/-- a global provider of
real estate and relocation services with a diversified business
model that includes real estate franchising, brokerage, relocation
and title services.  Realogy's world-renowned brands and business
units include Better Homes and Gardens Real Estate, CENTURY 21,
Coldwell Banker, Coldwell Banker Commercial, The Corcoran Group,
ERA, Sotheby's International Realty, NRT LLC, Cartus and Title
Resource Group.  Collectively, Realogy's franchise systems have
around 15,000 offices and 270,000 sales associates doing business
in 92 countries around the world.

Headquartered in Parsippany, N.J., Realogy is owned by affiliates
of Apollo Management, L.P., a leading private equity and capital
markets investor.  Realogy fully supports the principles of the
Fair Housing Act.

Realogy has 'Caa2' corporate family rating and 'Caa3' probability
of default rating, with positive outlook, from Moody's.  The
rating outlook is positive.  Moody's said in January 2011 that the
'Caa2' CFR and 'Caa3' PDR reflects very high leverage, negative
free cash flow and uncertainty regarding the timing and strength
of a recovery of the residential housing market in the U.S.
Moody's expects Debt to EBITDA of about 14 times for the 2010
calendar year.  Despite the recently completed and proposed
improvements to the debt maturity profile, the Caa2 CFR continues
to reflect Moody's view that current debt levels are unsustainable
and that a substantial reduction in debt levels will be required
to stabilize the capital structure.

In February, Standard & Poor's Ratings Services raised its
corporate credit rating on Realogy Corp. to 'CCC' from 'CC'.  The
rating outlook is positive.


REDDY ICE: Moody's Lowers CFR to Caa1; Outlook Negative
-------------------------------------------------------
Moody's Investors Service lowered Reddy Ice Holdings, Inc.'s
corporate family and probability-of-default ratings to Caa1 from
B3, and its $12 million senior discount notes due 2012 to Caa3
from Caa2. Moody's also lowered the rating on Reddy Ice
Corporation's $300 million first lien senior secured notes due
2015 to B3 from B2 and the $139 million second lien notes due 2015
to Caa3 from Caa2. The ratings outlook remains negative. The
speculative grade liquidity rating was affirmed at SGL-3.

Ratings downgraded:

Reddy Ice Holdings, Inc.

Corporate family rating to Caa1 from B3;

Probability of default rating to Caa1 from B3;

$12 million 10.5% senior discount notes due 2012 to Caa3 (LGD6,
96%) from Caa2 (LGD6, 96%).

Reddy Ice Corporation

$300 million first lien senior secured notes due 2015 to B3 (LGD3,
38%) from B2 (LGD3, 37%);

$139 million second lien senior secured notes due 2015 to Caa3
(LGD5, 84%) from Caa2 (LGD5, 84%).

Rating affirmed:

Reddy Ice Holdings, Inc.

Speculative grade liquidity rating at SGL-3.

RATINGS RATIONALE

The ratings downgrade reflects Moody's expectation that Reddy
Ice's operating performance is unlikely to materially improve over
the foreseeable future given the uncertain macro environment and
the competitive nature of the U.S. packaged ice industry.

Credit metrics have weakened and are more reflective of a Caa1
rating with debt to EBITDA in excess of 8.0 times, EBITA to
interest of 0.4 times, and negative free cash flow through the
twelve months ended June 30, 2011. According to Moody's Analyst
Daniel Marx, "In Moody's view, EBITDA is unlikely to improve
sufficiently in the near to medium term to justify a B3 rating."
The rating agency forecasts debt to EBITDA in the range of 7.0 to
7.5 times and EBITA to interest of 0.5 to 0.7 times over the next
12-18 months, along with continued negative free cash flow.

The Caa1 rating derives some support from Reddy Ice's large-scale
in the packaged ice industry, favorable geographic footprint, and
the benefits associated with its strategic growth and operational
initiatives.

The affirmation of the SGL-3 speculative grade liquidity rating
reflects Moody's view that the company will maintain an adequate
liquidity profile over the next twelve months due to available
capacity under its revolving credit facility and very good cushion
under financial covenants, though offset by expectations for
negative free cash flow.

The negative outlook continues to reflect Moody's concern over the
company's high financial leverage and weak interest coverage,
particularly within the context of the continued uncertain macro
environment.

The ratings could be downgraded if Reddy Ice's operating
performance deteriorates or there is a weakening of its liquidity
profile, including increased usage of the revolving credit
facility beyond typical seasonal needs.

Upwards rating pressure would require that Reddy Ice expand its
earnings organically and/or through acquisitions such that debt to
EBITDA is sustained below 6.0 times, EBITA coverage of interest
expense reaches 1.0 times, and free cash flow is positive on a
sustained basis.

The principal methodology used in rating Reddy Ice Holdings, Inc.
was the Global Packaged Goods 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.

Reddy Ice Holdings, Inc. through its wholly-owned subsidiary,
Reddy Ice Corporation, manufactures and distributes packaged ice
products. Revenues were approximately $320 million for the twelve
months ended June 30, 2011.


RISHI AND MOONI: Files for Chapter 11 Bankruptcy Protection
-----------------------------------------------------------
Michael Shaw, staff writer at Sacramento Business Journal, reports
that Rishi and Mooni LP filed for Chapter 11 bankruptcy protection
on Oct. 31, 2011, listing debts of $10 million to $50 million, and
assets of less than $10 million.  .

The report notes the bankruptcy filing comes just a month after
more than 80 tenants filed suit against the former owners,
alleging the apartments were in deplorable condition including
inset infestations, broken doors, inoperable heating and cooling
units, and toxic mold.

The report relates that the complex received more than 100
violations from the city of Rancho Cordova.  The company lost the
holdings through a foreclosure last year.

Rishi and Mooni LP is the former owner of a Rancho Cordova
apartment complex.  The Company owned the Carriage House
apartments at 2830 Mills Park Drive and 10531 Mills Tower Road.


RIVER ROCK: Moody's Cuts Probability of Default Rating to 'D'
-------------------------------------------------------------
Moody's Investors Service lowered River Rock Entertainment
Authority's ("RREA" or "Authority") Probability of Default Rating
("PDR") to D from Caa2 and its Corporate Family Rating ("CFR") to
Ca from Caa2. The rating outlook is stable. Concurrently, Moody's
withdrew the B3 ratings on the proposed $110 million senior
secured series A notes and $95 million senior secured series B
notes.

The rating action is as follows:

Corporate Family Rating to Ca from Caa2

Probability of Default Rating to D from Caa2

$200 million senior notes due November 2011 to Ca (LGD4, 50%) from
Caa2 (LGD 4, 50%)

Rating withdrawn:

$110 million senior secured series A notes due 2018 at B3 (LGD 3,
46%)

$95 million senior secured series B notes due 2018 at B3 (LGD 3,
46%)

RATINGS RATIONALE

Moody's rating action was prompted by the Authority's inability to
complete the proposed refinancing transaction on time, resulting
in non-payment of the principal amount due on its existing debt of
$200 million senior secured notes on their maturity date of
November 1, 2011, which Moody's views as a default. The downgrade
of the CFR to Ca reflects Moody's view that the current debt
holders could incur a possible material impairment in the debt
restructuring process. The company is in discussion with lenders
and has entered into a forbearance and support agreement dated
November 2, 2011 with approximately 60% of note holders that
contemplates an exchange offer.

The principal methodology used in rating River Rock 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.

River Rock is an unincorporated governmental instrumentality of
the Dry Creek Rancheria Band of Pomo Indians, a federally
recognized Indian tribe with 947 enrolled members and an
approximately 75-acre reservation in Sonoma County, California.
River Rock was formed in 2003 to own and operate the River Rock
Casino, which reported approximately $122 million in net revenues
for the last twelve-month period ended June 30, 2011.


ROBERT COOK: May Lose 7% Stake in Sacramento Kings in Chapter 11
----------------------------------------------------------------
Dale Kasler at the Sacramento Bee reports that Robert Cook, who's
been a part owner of the Sacramento Kings since the 1980s, is
buried under millions of dollars of debt and could surrender his
7% share of the team.

According to the report, Mr. Cook's financial troubles stem from
the construction of Le Rivage, the upscale hotel he opened on the
Sacramento River in 2008.  The hotel defaulted on its debt last
year, and Mr. Cook filed for Chapter 11 personal bankruptcy
protection in August.

The report says Martin Boone, managing member of a Capitola firm
called Omni Financial, one of Mr. Cook's creditors, said he is
trying to drag into Bankruptcy Court the partnership through which
Mr. Cook holds his Kings ownership stake.  "We're just trying to
get repaid," said Mr. Boone says.

The report relates tat it's unclear what will happen to Mr. Cook's
7% stake in the team.  In court papers, Mr. Cook says his Kings
ownership stake is exempt from the bankruptcy proceedings.  He
said the same is true for his 100% ownership of the Sacramento
Capitals tennis team.

When Mr. Cook filed for bankruptcy, he listed assets of $858,000
and debts of $48.3 million.

On Oct. 20, 2011, Cura Financial LLC of Capitola, California,
filed an involuntary chapter 11 petition in the Eastern District
of California bankruptcy court in Sacramento against an entity
named Kings Professional Basketball Club, asserting its interest
as that of a general partner.


ROBERTS LAND: Plan Confirmation Hearing Continued Until Jan. 13
---------------------------------------------------------------
The U.S. Bankruptcy Court for the Middle District of Florida has
continued until Jan. 13, 2012, at 9:00 a.m., the hearing to
consider confirmation of Roberts Land & Timber Investment Corp.'s
Chapter 11 Plan.

As reported in the Troubled Company Reporter on Oct. 4, 2011, the
Amended Plan provides that at the sole and exclusive option of
the Debtors, which will be exercised prior to the conclusion of
the confirmation hearing, the Debtors will inform the Court of
their determination to invoke and implement either Plan Treatment
I or Plan Treatment II of Class 4 Secured Claim of Farm Credit of
Florida, ACA, as successor by merger to Farm Credit of North
Florida, ACA.  Farm Credit holds a first priority mortgage lien in
various tracts of real property to secure an indebtedness of
$11,300,819.

Regardless which alternative Plan Treatment is selected by the
Debtors, the Debtor, Roberts Land & Timber Investment Corp., and
its president, Avery C. Roberts, will within reason continue to
provide active management and consulting services as may be
requested by Farm Credit with respect to the continued
development, marketing, leasing and sale of the Woodstock
Industrial Site being conveyed to Farm Credit under the Amended
Plan.

A copy of the Third Amended Plan is available for free at:

    http://bankrupt.com/misc/ROBERTSLAND_3rd_Amended_Plan.pdf

The Court will also consider Farm Credit of Florida, ACA's motion
for relief from the automatic stay or, alternatively, to dismiss
cases.

The TCR reported on Aug. 3, 2011, Farm Credit asked the Court to
lift the automatic stay, or alternatively, to dismiss the Debtors'
cases, citing:

  i) the Debtors' cases have not been filed in good faith.  Rather
     than litigating a foreclosure action with Farm Credit in
     state court, the Debtors chose to file for Chapter 11 to
     invoke the automatic stay;

ii) the Debtors' Plan cannot be confirmed because the Plan
     provides Farm Credit with only a portion of its collateral
     in full satisfaction of its claims.

iii) in addition to the "occasional and infrequent"sale of the
     Real Property, the Debtors' only income is approximately
     $8,000 per year from a hunting lease.  The remainder of the
     Debtors' income consists of mortgage receivables pledged
     to Community State Bank and used to service its debt.

iv) the Debtors lack sufficient income to adequately protect Farm
     Credit's interest in the Real Property.

  v) Debtors has no equity in the Real Property and the Real
     Property is not necessary for an effective reorganization.

           About Roberts Land & Timber Investment Corp.

Roberts Land & Timber Investment Corp. filed a Chapter 11 petition
(Bankr. M.D. Fla. Case No. 11-03851) in Jacksonville, Florida, on
May 25, 2011.  Andrew J. Decker, III, Esq., at The Decker Law
Firm, P.A., in Live Oak, Florida, serves as counsel to the Debtor.
Affiliate Union Land & TimberCorp. also sought Chapter 11
protection (Case No. 11-03853).

The Debtors are real estate holding and development companies as
well as holder of private mortgages.  The Debtors receive income
from the sale and development of real estate, management of real
estate developments, mortgage receivables, cattle grazing leases
and hunting leases.

In its schedules, Roberts Land disclosed assets of $26.7 million
with debt totaling $12.2 million, all secured.  The principal
properties are 1,500 acres in Baker County, Florida and 3,300
acres in Union County, Florida.

In its schedules, Union Land disclosed $2,376,170 in assets and
$11,945,819 in liabilities as of the petition date.


ROCKWOOD SPECIALTIES: Fitch Withdraws 'BB' Issuer Default Rating
----------------------------------------------------------------
Fitch Ratings has affirmed and withdrawn the Issuer Default Rating
(IDR) and issue ratings for Rockwood Specialties Group, Inc.
Fitch has withdrawn the aforementioned rating for business
reasons.  The rating is no longer relevant to the agency's
coverage.

Fitch affirms and withdraws the following ratings:

  -- IDR at 'BB';
  -- Senior secured revolving credit facility at 'BB+';
  -- Senior secured term loans at 'BB+';
  -- Senior subordinated notes at 'BB-'.


SALLY HOLDINGS: Moody's Gives B1 Rating to $450MM Notes Offering
----------------------------------------------------------------
Moody's Investors Service assigned a B1 rating to Sally Holdings
LLC's proposed $450 million senior unsecured note offering to be
issued under rule 144A. The assigned rating is subject to the
receipt and review of final documentation and closing of a
proposed refinancing transaction. Concurrently, Moody's upgraded
Sally's existing ratings, including its Corporate Family Rating to
Ba3 from B1, and affirmed the company's SGL-1 Speculative Grade
Liquidity Rating. The ratings outlook is stable.

Proceeds from the proposed note offering will be used to refinance
the company's existing senior unsecured notes due 2014 and pay
related fees and expenses related to the transaction.

Ratings assigned:

-- $450 million senior unsecured notes due 2019 at B1 (LGD5, 71%)

Ratings upgraded:

-- Corporate Family Rating to Ba3 from B1;

-- Probability of Default Rating to Ba3 from B1;

-- Senior secured term loan-B to Ba2 (LGD3, 30%) from Ba3 (LGD3,
   35%);

-- Senior subordinated notes to B2 (LGD6, 92%) from B3 (LGD6, 92%)

Ratings upgraded, to be withdrawn at the completion of the
refinancing transaction:

-- Senior unsecured notes due 2014 to B1 (LGD5, 71%) from B2
   (LGD5, 74%)

Rating affirmed:

-- Speculative Grade Liquidity rating at SGL-1

RATINGS RATIONALE

"The upgrade reflects the continued improvement in Sally's
operating performance and credit metrics," said Moody's analyst,
Mike Zuccaro. For the latest twelve month period ended June 30,
2011, lease-adjusted debt/EBITDA declined below 4.4 times, down
from over 5.2 times at the end of fiscal 2010. The company
continues to apply free cash flow towards debt reduction while
also investing in growth, both through new store openings and
tuck-in acquisitions. Profitability continues to improve due to
increased mix of exclusive label products, customer mix shift
toward higher margin retail customers, as well as sourcing and
other cost cutting initiatives.

The stable outlook reflects the expectation for continued
profitable growth and leverage improvement over the intermediate
term, along with conservative financial policies and maintenance
of strong liquidity.

An upgrade would require further improvement in operating
performance and leverage reduction, as well as comfort on Moody's
part that Sally's financial policies will remain conservative. An
upgrade will also require the company to maintain solid liquidity,
including the refinancing of its term loan that matures in
November 2013. Quantitatively, reducing debt/EBITDA to less than
3.75 times while EBITA/Interest remains above 3.25 times on a
sustained basis could result in a ratings upgrade.

A ratings downgrade could occur if operating performance were to
show signs of deterioration, financial policies were to become
more aggressive, or the company were unable to maintain adequate
liquidity by refinancing its term loan well ahead of its maturity.
Quantitatively, the rating could be downgraded if debt/EBITDA
increased above 4.5 times, or if EBITA/interest fell below 2.5
times on a sustained basis.

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

Sally Holdings LLC, based in Denton, Texas, is a leading retailer
and distributor of beauty products with over 4,000 stores in 10
countries. Revenues approached $3.2 billion for the latest twelve
month period ended June 30, 2011.


SM ENERGY: Moody's Assigns B1 Rating to $300MM Sr. Secured Notes
----------------------------------------------------------------
Moody's Investors Service assigned a B1 rating to SM Energy
Company's (SM Energy) offering of $300 million senior unsecured
notes due 2021. The proceeds of the offering will be used to repay
revolver borrowings and for general corporate purposes. The rating
outlook is stable.

RATINGS RATIONALE

"This bond offering provides SM Energy with ample funding for its
2012 capital spending plan and the anticipated redemption of its
convertible notes next year," commented Pete Speer, Moody's Vice
President. "While SM Energy's debt levels are rising rapidly,
Moody's expects the company's production and reserve volume growth
to keep pace and maintain the company's relatively low financial
leverage metrics over the course of 2012."

SM Energy's Ba3 Corporate Family Rating (CFR) is supported by its
sizable production and proved reserve scale, significant and
growing exposure to oil and natural gas liquids production, and
leverage metrics that are among the lowest of its peer group. The
company is pursuing rapid production growth in the Eagle Ford
shale, where it holds sizable operated and non-operated acreage
positions. SM Energy also has positions in the Bakken and Granite
Wash where it is increasing capital spending, while it expects to
reduce its drilling activities in the Haynesville shale in 2012 as
it winds down its drilling requirements in that dry natural gas
play.

The company's current guidance for 2012 capital spending is
roughly flat with 2011 levels, resulting in a smaller but still
significant $300 to $350 million funding gap in excess of
operating cash flows at current commodity price levels and hedging
in place. The high rate of production growth that the company is
pursuing entails execution risks that could result in higher costs
and leverage metrics than planned. Moody's stable outlook is based
on the expectation that SM Energy's production and proved reserve
growth over the remainder of 2011 and 2012 will be sufficient to
keep leverage on production and proved developed (PD) reserves at
levels consistent with its Ba3 CFR.

Pro forma for the senior notes offering, debt/average daily
production at September 30, 2011 was approximately $12,500/boe. If
SM Energy increases its reserve and production scale at
competitive F&D costs while returning its leverage metrics to
historical ranges the ratings could be upgraded. Leverage on
production and PD reserves around $10,000/boe and $5/boe with PD
reserves approaching 175 million boe would be supportive of a Ba2
rating. On the contrary, if the production and proved reserve
response from the large capital investments is weaker than
expected, then leverage could increase further and pressure the
ratings. Debt/average daily production sustained above $17,500/boe
or Debt/PD above $8/boe could result in a negative outlook or
ratings downgrade.

The B1 rating on the proposed $300 million senior notes reflects
both the overall probability of default of SM Energy, to which
Moody's assigns a PDR of Ba3, and a loss given default of LGD 5
(70%). The company has a committed $1 billion senior secured
revolving credit facility, $350 million of senior notes due 2019
and $287.5 million senior convertible notes. Both the new and
existing senior notes and senior convertible notes are unsecured
and have no subsidiary guarantees. Therefore all the notes are
subordinate to the senior secured credit facility's potential
priority claim to the company's assets. The size of the potential
senior secured claims relative to the unsecured notes outstanding
results in the senior notes being notched one rating beneath the
Ba3 CFR under Moody's Loss Given Default Methodology.

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

SM Energy Company is an independent exploration and production
company based in Denver, Colorado.


SOLYNDRA LLC: Legislator Seeks Probe on Aborted Navy Contract
-------------------------------------------------------------
Deborah Solomon, writing for The Wall Street Journal, reports that
Missouri Rep. Todd Akin, chairman of a House Armed Services
subcommittee, sent a letter to Defense Secretary Leon Panetta
requesting information about a $400,000 contract Solyndra LLC
stood to get with the U.S. Navy before filing for bankruptcy in
September.  The Wall Street Journal reported last month that a
major investor in Solyndra helped the firm compete for a contract
to provide solar panels at military facilities.

In an Oct. 26 letter, WSJ relates, Mr. Akin asked the Defense
Department whether there were "any political appointees involved
in the decision making process."  He requested information about
how Solyndra was picked as a finalist for the contract, who made
the decision and whether there was any contact between White
House, the Department of Energy and the decision makers.

WSJ notes Solyndra was promoted to the Navy by RockPort Capital,
one of the firm's largest investors and board members, which has a
seat on a Pentagon panel that helps the government find emerging
technologies.  RockPort recommended Solyndra along with four other
companies to the Pentagon's Defense Venture Catalyst Initiative
panel, or DeVenCi.  In the end, the negotiations for Solyndra's
inclusion in a $1 million pilot program fell apart when the Navy
learned about the company's pending bankruptcy filing.

The Journal says Solyndra was among 161 companies recommended to
DeVenCi and one of about 30 tapped to meet with a top Navy
official.

                       About Solyndra LLC

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

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

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

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

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

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

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


SPAXON CORP: Case Summary & 6 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: Spaxon Corp II
        3200 N. Ocean Boulevard, #909
        Fort Lauderdale, FL 33308

Bankruptcy Case No.: 11-40613

Chapter 11 Petition Date: November 1, 2011

Court: U.S. Bankruptcy Court
       Southern District of Florida (Fort Lauderdale)

Judge: John K. Olson

Debtor's Counsel: Lynn H. Gelman, Esq.
                  LYNN H. GELMAN, P.A.
                  1450 Madruga Avenue, #302
                  Coral Gables, FL 33146
                  Tel: (305) 668-6681
                  Fax: (305) 668-6682
                  E-mail: lynngelman@bellsouth.net

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

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

The Company's list of its six largest unsecured creditors filed
with the petition is available for free at:
http://bankrupt.com/misc/flsb11-40613.pdf

The petition was signed by Philip L. Spages, president.


SPECTRUM BRANDS: Moody's Rates $200MM Note Offering at 'B1'
-----------------------------------------------------------
Moody's Investors Service rated a $200 million add on senior
secured note offering of Spectrum Brands ("Spectrum or Spectrum
Brands") B1. At the same time, the following ratings were
affirmed: B1 Corporate Family Rating, B1 probability of default
rating, B1 term loan rating, B1 secured note rating, B3
subordinated note rating and SGL-2 speculative grade liquidity
rating. The rating outlook remains stable.

The proceeds from the notes are intended to be used for general
corporate purposes, which may include, among other things, working
capital needs, the refinancing of existing indebtedness, the
expansion of the business, and possible future acquisitions. "We
think the most likely use of the proceeds will be to fund small
acquisitions such as the recently announced asset acquisition of
the Black Flag(R) and TAT(R) brands from The Homax Group," said
Kevin Cassidy, Senior Credit Officer at Moody's Investors Service.
Absent acquisitions, Moody's thinks the proceeds would be used to
repay its term loan. "Spectrum's commitment to paying down debt is
evident by its actions so far this year, where they have repaid
over $200 million of debt," added Cassidy.

The B1 Corporate Family Rating reflects Spectrum's high, albeit
decreasing, financial leverage at over 4.5x and its modest size
with revenues around $3 billion. The highly competitive industry
that Spectrum operates in competing against bigger and better
capitalized companies also constrains the rating. Spectrum's
history of being financially aggressive, culminating with the
February 2009 bankruptcy is a constraint, although this factor is
becoming less important as time goes on. Spectrum's ratings
benefit from its good product diversification with products
ranging from personal care items, to pet food and small
appliances. The B1 Corporate Family Rating also reflects the
general stability in performance during the recession and Moody's
expectation that credit metrics will continue improving in the
near to mid-term. Spectrum's good liquidity profile is also
reflected in the rating as is its increasing international
penetration.

The stable outlook incorporates Moody's expectation of modest
revenue and earnings growth with a continued focus of reducing
debt. Moody's expectation that Spectrum will maintain a strong
liquidity profile and will not engage in any material shareholder
friendly moves in the near to mid-term is also reflected in the
stable outlook.

There is no near term pressure for the rating to be upgraded. Over
the longer term, the rating could be upgraded if the company were
to meaningfully improve profitability in the face of high raw
material prices and continues to pay down debt. Key credit metrics
necessary for an upgrade would be debt/EBITDA well below 4x
(currently over 4.5x) and EBITA margins in the mid teens.

There is also no near term pressure for the rating to be
downgraded. The two biggest risks that could result in a downgrade
over the longer term are aggressive capital structure moves by
Harbinger and excessively high raw material costs that cannot be
passed through to retailers. Key credit metrics driving a
downgrade are debt/EBITDA over 5.5x on a sustained basis and mid
single digit operating margins (currently in the low teens).

The following rating was assigned:

$200 million tack-on senior secured notes at B1 (LGD3, 48%);

The following ratings were affirmed:

Corporate Family Rating at B1:

Probability of default rating at B1:

$750 million senior secured notes at B1 (LGD3, 48% - no change to
LGD assessment);

$750 million senior secured term loan ($550 million outstanding)
at B1 (LGD3, 48% - no change to LGD assessment);

$231 senior subordinated notes due 2013 to B3 (LGD 6, 91% from
90%);

Speculative grade liquidity rating at SGL 2

Moody's subscribers can find further details in the Spectrum
Brands Credit Opinion published on Moodys.com.

For additional information, please refer to Moody's Credit Opinion
of Spectrum Brands published on Moodys.com.

The principal methodology used in rating Spectrum Brands was
Moody's Global Packaged Goods 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.

Headquartered in Madison, Wisconsin, Spectrum Brands, Inc. is a
global consumer products company with a diverse product portfolio
including consumer batteries, lawn and garden, electric shaving
and grooming, and household insect control. Sales for the twelve
months ended July 3, 2011 approximated $3.1 billion.


SPRINT NEXTEL: Fitch Assigns 'BB' Rating to Jr. Unsecured Notes
---------------------------------------------------------------
Fitch Ratings has assigned ratings to Sprint Nextel Corporation's
benchmark-sized offering.  This includes a 'BB/RR2' rating to the
junior guaranteed unsecured notes due 2018 and a 'B+/RR4' rating
to the unsecured senior notes due 2021.  The company intends to
use the net proceeds from the offering of the notes for general
corporate purposes, which may include redemptions or service
requirements of outstanding debt, network expansion and
modernization and potential funding of Clearwire Corporation.
Fitch has also affirmed the following ratings at Sprint Nextel and
its subsidiaries:

Sprint Nextel Corporation (Sprint Nextel);

  -- Issuer default rating (IDR) at 'B+';
  -- Senior Unsecured Credit Facility at 'BB/RR2';
  -- Senior Unsecured Notes at 'B+/RR4';

Sprint Capital Corporation;

  -- Issuer default rating (IDR) at 'B+';
  -- Senior Unsecured Notes at 'B+/RR4';

Nextel Communications Inc. (Nextel);

  -- Issuer default rating (IDR) at 'B+';
  -- Senior Unsecured Notes at 'B+/RR4'.

The Rating Outlook on Sprint Nextel and its subsidiaries is
Negative.

The benchmarked-sized debt issuance takes a material step toward
reducing the refinancing risk and improving Sprint Nextel's
constrained liquidity position.  Sprint Nextel has indicated
requirements to raise $5 billion to $7 billion of external funding
through 2013, of which $4 billion is related to refinancings of
existing debt maturities in the next two years.  The company's
liquidity at the end of the third quarter 2011 was approximately
$5 billion, including $4.0 billion in cash.

The junior guaranteed unsecured notes benefit from an upstream
guarantee from all material operating subsidiaries.  This
guarantee is subordinated in right of the subsidiary guarantees
under the credit agreement.  Fitch has assigned a 'BB/RR2' rating
to the junior unsecured guaranteed notes, the same as the credit
facility.  This reflects expectations for superior recovery
prospects under a bankruptcy scenario due to the relative size of
the loss cushion in the waterfall analysis behind the junior
unsecured guaranteed notes.

The Sprint Nextel credit agreement allows sizeable carve-outs for
additional senior indebtedness.  The carve-outs include unsecured
junior guaranteed indebtedness that is subordinated in right of
subsidiary guarantees to the credit facilities not to exceed $4
billion.  The unsecured junior guaranteed debt is senior to the
unsecured notes at Sprint Nextel, Sprint Capital Corporation and
Nextel Communications Inc.  The unsecured senior notes at these
entities are not supported by an upstream guarantee from the
operating subsidiaries.

The credit agreement additionally allows capacity for unsecured
senior guaranteed indebtedness of $2 billion.  This debt would
benefit from the same guarantee and rank equally in right of
payment to the unsecured credit facilities.  Vendor financing
could also be used, secured by network related infrastructure.
Sprint Nextel indicated the potential for $1 billion to $3 billion
of vendor financing.

Consequently Fitch expects Sprint Nextel could pursue options for
further debt financing that will place additional indebtedness
ahead of the senior unsecured notes (no upstream guarantees)
thereby diminishing recovery prospects.  Under this scenario, the
senior unsecured notes could then be downgraded an additional
notch as the capital structure further evolves.

Sprint Nextel recently amended and added an incremental $150
million to its $2.24 billion unsecured revolving credit facility
that expires in October 2013.  Sprint negotiated an amendment to
the credit facility to give it cushion relief during the next six
quarters, as iPhone-related losses would cause the company to
breech the covenant at some point in 2012.  The leverage ratio
will reduce to 4.25 times (x) beginning in April 2012 and again to
4.00x in January 2013.  Fitch expects Sprint would likely need to
consider parameters for a new facility by the end of 2012 given
the 2013 maturity.

The ratings have limited flexibility for execution missteps,
weakened core operational results, significantly higher cash
requirements, or lack of expected benefits from the network
modernization project.  Fitch expects leverage for Sprint Nextel
to peak at approximately 5.0x during 2012. Current leverage was
approximately 3.3x at the end of the third quarter 2011.
Clearwire also presents event risk to Sprint Nextel ratings under
several circumstances.  This could include Clearwire filing for
bankruptcy, Sprint Nextel acquiring Clearwire, or Sprint Nextel
making a material capital contribution to Clearwire.

The lack of a longer term agreement with Clearwire leaves a
significant strategic void in Sprint Nextel's current fourth-
generation (4G) spectrum strategy.  In particular, Sprint Nextel
has indicated its current spectrum position is sufficient only
through 2014.  Fitch expects a growing sense of urgency exists
between Clearwire and Sprint Nextel to find common ground on a
longer-term spectrum agreement.  The memorandum of understanding
for the companies to collaborate on the technical specifications
for their respective LTE deployments appears to be the first step.

Clearwire's weak and uncertain liquidity position including
funding for its LTE network remains a significant concern given
Sprint Nextel's strategic ties with Clearwire. Sprint Nextel's
current ratings do not consider any material capital contributions
to Clearwire.  Any future agreement with Clearwire for 4G spectrum
and capacity that would require material cash contributions by
Sprint Nextel for a joint LTE network build outside of current
capital spending expectations would likely result in a ratings
downgrade.


SSI GROUP: Committee Taps Protiviti Inc. as Financial Advisors
--------------------------------------------------------------
The Official Committee of Unsecured Creditors in the Chapter 11
cases of SSI Group Holding Corp., et al., asks the U.S. Bankruptcy
Court for the District of Delaware for permission to retain
Protiviti, Inc. as its financial advisors.

Protiviti Inc. will, among other things:

   a) assist in the review of the Debtors' business plan and
associated restructuring initiatives and advise the Committee
regarding the Debtors' business plans, cash flow forecasts,
financial projections, cash flow reporting, claims, and plan
alternatives;

   b) advise the Committee with respect to available capital
restructuring relating to the current DIP facility and sale and
financing alternatives, including providing options regarding
potential courses of action and assisting with the design,
structuring and negotiation of alternative restructuring or
transaction structures; and

   c) assist the Committee in identifying and valuing undisclosed
assets, if any and consult with the Debtors and their advisors on
the progress of asset sales, locations, identification, and value.

Michael Atkinson, a managing director of Protiviti, tells the
Court that he agreed to serve as project managing director.  Other
senior and staff consultants will be used as necessary to complete
the work.  Protiviti reserves the right to staff the project as it
sees fit and according to the personnel available to it.

Protiviti will be compensated, subject to Court approval, with a
monthly fee equal to $20,000 per month.  The first monthly fee
will be adjusted on a pro rata basis from the date of employment
through month-end equal to eight days out of 30 days for the month
of September.  The first Monthly Fee will be equal to $5,333.
Subject to prior approval from the Committee, Protiviti reserves
the right to request alternate or additional compensation in the
future depending on the nature and outcome of the case and as
circumstances may dictate.

Mr. Atkinson assures the Court that Protiviti is a "disinterested
person" as that term is defined in section 101(14) of the
Bankruptcy Code.

The Committee set a Nov. 28, hearing at 9:30 a.m. (prevailing
Eastern time) for the requested retention of Protiviti.
Objections, if any, are due Nov. 21, at 4:00 p.m.

                         About SSI Group

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

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

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

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

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


STELLAR GT: Court Extends Until Dec. 31 the Receiver of Project
---------------------------------------------------------------
The Hon. Paul Mannes of the U.S. Bankruptcy Court for the District
Of Maryland approved a stipulation extending until Dec. 31, 2011,
the receivership of Stellar GT TIC LLC, et al.'s property.

On Dec. 30, 2009, the Circuit Court for Montgomery County,
appointed Greystar Management Services, LP as receiver for a
certain 891-unit multi-family high rise property (consisting of
two 14-story apartment buildings) located at 8750 Georgia Avenue
in Silver Spring, Maryland, commonly known as "The Georgian", and
owned by the Debtors.  The previous receivership order expired
Oct. 31.

The stipulation was entered among Stellar GT TIC LLC and VFF TIC
LLC, and Wells Fargo Bank, N.A., as trustee for the registered
holders of Deutsche Mortgage & Asset Receiving Corporation, CD
2007-CD5 Commercial Mortgage Pass-Through Certificates, and FCP
Georgian Towers, LLC, acting by and through Helios AMC, LLC, in
its capacity as special servicer.

The lender holds certain notes evidencing a mortgage loan
guarantied by the Debtors in the aggregate original principal
amount of $185,000,000, secured by a certain indemnity deed of
trust, security agreement, financing statement, fixture filing and
assignment of leases, rents and security deposits dated Feb. 28,
2007.

The Court also ordered that the receiver will continue to operate
and manage the project through Dec. 31, as directed and permitted
by the receivership Order and the lift stay order.

The lender is represented by:

         Mark Taylor, Esq.
         KILPATRICK TOWNSEND & STOCKTON LLP
         607 14th Street, NW, Suite 900
         Washington, DC 20005-2018
         Tel: (202) 508-5867
         Fax: (202) 585-0073
         E-mail: mdtaylor@kilpatricktownsend.com

         Jantra Van Roy, Esq.
         ZEICHNER ELLMAN & KRAUSE LLP
         575 Lexington Avenue
         New York, NY 10022
         Tel: (212) 826-5353
         Fax: (212) 753-0396
         E-mail: jvanroy@zeklaw.com

                 About Stellar GT TIC and VFF TIC

Stellar GT TIC LLC and VFF TIC LLC, owners of the Georgian
apartments located at 8750 Georgia Avenue in Silver Spring,
Maryland, filed for Chapter 11 bankruptcy protection (Bankr. D.
Md. Case Nos. 11-22977 and 11-22980) on June 22, 2011.  Judge
Wendelin I. Lipp oversees the case.  Michelle Maloney-Raymond is
the case administrator.  Matthew G. Summers, Esq., at Ballard
Spahr LLP, serves as the Debtors' counsel.

The Debtors negotiated a plan of reorganization before filing for
Chapter 11.  The proposed plan is premised on either (1) a sale of
the project pursuant to an auction process or (2) a consensual
restructuring of the secured debt.  Broker CB Richard Ellis Inc.
has been hired to conduct the sale.

The auction rules provide that a first-round sealed bid would be
required to be submitted by Aug. 24, 2011.  The broker would then
have until Sept. 5 to negotiate with the first-round bidders.
Second- round sealed bids would be due Sept. 5.  The highest
second-round bid would be identified by Sept. 12.  The highest bid
would be submitted for approval at the confirmation hearing in
October.

Wells Fargo, the holder of a $207.6 million secured debt, can bid
at the auction.  The Lender is represented by Mark Taylor, Esq.,
at Kilpatrick Townsend & Stockton LLP, and Jantra Van Roy, Esq.,
at Zeichner Ellman & Krause LLP.

The U.S. Trustee for Region 4 notified the Court that he has not
appointed an unsecured creditors' committee in the Chapter 11
cases of Stellar GT TIC LLC and VFF TIC LLC.


STERLING CHEMICALS: Moody's Withdraws 'B3' Corp. Family Rating
--------------------------------------------------------------
Moody's Investors Service has withdrawn all the ratings for
Sterling Chemicals, Inc.'s (Sterling) following its acquisition by
Eastman Chemical Company (Eastman -- Baa2 senior unsecured) and
the full repayment of Sterling's rated debt. The ratings withdrawn
are the B3 Corporate Family Rating, B3 Probability of Default
rating, and the B3 senior secured notes rating due 2015. Moody's
indicated in Moody's June 23, 2011 press release that if the notes
were redeemed Sterling's ratings would be withdrawn.

RATINGS RATIONALE

The principal methodology used in rating Sterling Chemicals was
the Global Chemical Industry Methodology, published December 2009.

Headquartered in Houston Texas, Sterling is a producer of selected
petrochemicals used to manufacture a wide array of consumer goods
and industrial products throughout the world. The company's
primary products are currently acetic acid and plasticizers.


SUN AMERICAN: Voluntary Chapter 11 Case Summary
-----------------------------------------------
Debtor: Sun American Group-Griffiths II, LLC
        10619 N. Hayden Road, No. A-105
        Scottsdale, AZ 85260

Bankruptcy Case No.: 11-30726

Chapter 11 Petition Date: November 1, 2011

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

Judge: Sarah Sharer Curley

Debtor's Counsel: Richard William Hundley, Esq.
                  BERENS, KOZUB & KLOBERDANZ, PLC
                  7047 E. Greenway Parkway, #140
                  Scottsdale, AZ 85254
                  Tel: (480) 624-2777
                  Fax: (480) 607-2215
                  E-mail: rhundley@bkl-az.com

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

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

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

The petition was signed by Michael Zipprich, president of HBCI,
Inc., manager.


TELETOUCH COMMUNICATIONS: Amends 32MM Common Shares Offering
------------------------------------------------------------
Teletouch Communications, Inc., filed with the U.S. Securities and
Exchange Commission a Pre-Effective Amendment No.1 to Form S-1
registration statement relating to the Company's plan to resell up
to 32,000,999 shares of its common stock by Stratford Capital
Partners, L.P., Retail & Restaurant Growth Capital, L.P., and TLL
Partners, LLC.

The selling shareholders may sell common stock from time to time
at the prevailing market price or in negotiated transactions.  The
Company does not know when or in what amounts selling shareholders
may offer the shares for sale.  The Company will not receive
proceeds from the sale of the Company's shares by selling
shareholders.

The Company's common stock is presently listed on the OTC Bulletin
Board under the symbol "TLLE."  On Oct. 26, 2011, the last sales
price of the common stock, as reported on the OTC Bulletin Board
was $0.59 per share.

A full-text copy of the amended prospectus is available for free
at http://is.gd/LgII8J

                          About Teletouch

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

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

The Company's balance sheet at Aug. 31, 2011, showed $17.90
million in total assets, $29.18 million in total liabilities and a
$11.28 million total shareholders' deficit.

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


TENET HEALTHCARE: Reports $15-Mil. Net Income in Sept. 30 Qtr.
--------------------------------------------------------------
Tenet Healthcare Corporation filed with the U.S. Securities and
Exchange Commission its Quarterly Report on Form 10-Q reporting
net income of $15 million on $2.34 billion of net operating
revenues for the three months ended Sept. 30, 2011, compared with
net income of $940 million on $2.26 billion of net operating
revenues for the same period a year ago.

The Company also reported net income of $160 million on $7.22
billion of net operating revenues for the nine months ended
Sept. 30, 2011, compared with net income of $1.07 billion on $6.90
billion of net operating revenues for the same period during the
prior year.

The Company's balance sheet at Sept. 30, 2011, showed $8.29
billion in total assets, $6.51 billion in total liabilities, $16
million in redeemable noncontrolling interests in equity of
consolidated subsidiaries, and $1.76 billion in total equity.

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

                        http://is.gd/hi10QL

                       About Tenet Healthcare

Dallas, Texas-based Tenet Healthcare Corporation (NYSE: THC) --
http://www.tenethealth.com/-- is a health care services company
whose subsidiaries and affiliates own and operate acute care
hospitals, ambulatory surgery centers and diagnostic imaging
centers.

"Volume growth was very strong in our third quarter," said Trevor
Fetter, president and chief executive officer.  "Adjusted
admissions growth of 2.3 percent and surgery growth of 3.2 percent
drove a 3.5 percent increase in net operating revenues.  This top
line growth was further leveraged by excellent cost control and
attractive pricing increases in our new contracts with commercial
managed care payers.  Given this progress across our key
performance metrics, we are pleased to reconfirm our 2011 EBITDA
Outlook in a range of $1.175 billion to $1.275 billion."

                          *     *     *

As reported by the TCR on Aug. 5, 2010, Moody's Investors Service
affirmed its 'B2' corporate family rating for Tenet.  The rating
reflects Moody's expectation that the Company will likely see
positive free cash flow for the full year ending Dec. 31,
2010, as operating results continue to improve and litigation
settlement payments end in the third quarter.  However, the
ratings also consider the significant headwinds facing the
company, and the sector as a whole, with respect to increasing bad
debt expense, weak volume trends and changes in mix as commercial
volumes decline.

S&P's corporate credit rating on Tenet is 'B' and remains
unchanged.  The ratings agency noted that while the Company has
experience recent successes to date of a multiyear turnaround
effort, the Company has a still-weak business risk profile and
high financial leverage.

Fitch Ratings has issued its Recovery Rating review of the U.S.
Healthcare sector.  This review includes an analysis of valuation
multiples, EBITDA discounts applied, and detailed recovery
worksheets for issuers with a Fitch Issuer Default Rating of 'B+'
or lower in this sector.

Fitch Ratings has placed Tenet Healthcare Corp.'s ratings on
Rating Watch Positive.  Tenet's existing ratings are Issuer
Default Rating 'B-'; Secured bank facility 'BB-/RR1'; Senior
secured notes 'BB-/RR1'; Senior unsecured notes 'B/RR3.  The
ratings apply to approximately $4.3 billion of debt outstanding as
of Sept. 30, 2010.


UNIFRAX I: Moody's Assigns 'B2' Corporate Family Rating
-------------------------------------------------------
Moody's Investors Service assigned a B2 rating to the proposed $50
million senior secured revolver and $490 million senior secured
Term Loan B of Unifrax I LLC-(New) ("Unifrax"). Proceeds from the
new senior secured credit facility will be used to fund the
acquisition of Unifrax by American Securities, a private equity
firm, and refinance existing debt. American Securities will
contribute equity totaling approximately 50% of the total
capitalization. Moody's also assigned a B2 Corporate Family Rating
("CFR") and B3 Probability of Default Rating to Unifrax. The
rating outlook is stable.

Assignments:

   Issuer: Unifrax I LLC-(New)

   -- Corporate Family Rating, Assigned B2

   -- Probability of Default Rating, Assigned B3

   -- Proposed $490 million Senior Secured Term Loan B due 2018,
      assigned B2 (LGD3, 33%);

   -- Proposed $50 million Senior Secured Revolver due 2016,
      assigned B2 (LGD3, 33%).

   -- Outlook, Stable

RATINGS RATIONALE

The assignment of Unifrax's B2 CFR is tempered by the company's
narrow product line of ceramic fiber-based products, modest size
with revenues of $446 million on a pro forma basis for the
acquisitions, high leverage with debt greater than revenues, and
exposure to cyclical industrial end markets including the
automotive segment. The ratings are supported by high margins,
strong market shares, a relatively large customer base, geographic
and operational diversity, attractive cost positions as a low cost
producer and barriers to entry.

The B2 CFR recognizes that the buyout of Unifrax does not add
significant debt levels from those anticipated in August 2011
following the proposed acquisition of Saffil. The acquisition of
Saffil, as well as the three recently acquired businesses
(Refractory Specialties, Inc., Specialty Ceramics, Inc., and
Vacuform, Inc.), support Unifrax's strategy of expanding its
product line, geographic presence and growing its customer base.
The rating actions also reflect the strong operating results since
recovering from the 2008-2009 recession and the automotive
production trough, and Moody's positive view of the strategic
rationale for the recent acquisitions.

Unifrax's liquidity profile is good, benefiting from its cash
balances (approximately $25 million pro-forma for the acquisition
of Saffil and acquisition of the company by American Securities),
a $50 million undrawn revolver, and expectations for positive free
cash flow over the next twelve month period. At the close of the
transaction, Unifrax will have no material near term debt
maturities, with its proposed $50 million revolver to mature in 5
year and proposed $490 million term loan B to mature in 7 years.
Unifrax is expected to remain in compliance with its proposed
financial covenants, which are expected to include a minimum
interest coverage ratio, maximum leverage coverage ratio and
maximum capital expenditure level.

The stable outlook reflects the improved operating environment,
Moody's expectations for continued growth in Unifrax's markets and
the maintenance of a good liquidity. The company's ratings could
be upgraded should it successfully integrate its recent
acquisitions, if end markets and sales volumes continue to grow,
Debt / EBITDA fall below 4x on a sustainable basis and Retained
Cash Flow / Debt remained above 10% on a sustained basis.
Unifrax's modest size, significant debt (Debt to Sales of >1x),
limited operational diversity and unique risks will likely
restrict its CFR to the "B" category despite the potential for
stronger financial metrics. The ratings could be lowered if the
company's operating performance deteriorates, or if its recent
acquisitions did not integrate as well as anticipated and leverage
were to increase to above 5x on a sustained basis. Additionally,
further debt-financed acquisitions (without a commensurate
increase in EBITDA) or dividend payments could pressure the
rating.

The principal methodology used in rating Unifrax I LLC was the
Global Chemical 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.

Unifrax I LLC, based in Niagara Falls, New York, is a leading
producer of heat resistant ceramic fiber products, primarily for
automotive, fire protection, and industrial furnace-related
applications. Pro forma for the recent acquisiitons, revenues were
$446 million for the twelve months ended September 30, 2011.


UNI-PIXEL INC: To Hold Conference Call on Nov. 11
-------------------------------------------------
UniPixel, Inc., will hold a conference call on Friday, Nov. 11,
2011, at 11:00 a.m. Eastern time to discuss the third quarter
ended Sept. 30, 2011.

UniPixel's President and CEO Reed Killion and CFO Jeff Tomz will
host the presentation, followed by a question and answer period.

The conference call will be broadcast simultaneously and available
for replay via the Investors section of the Company's Web site at
www.unipixel.com

A replay of the call will be available after 2:00 p.m. Eastern
time on the same day and until Dec. 11, 2011:

Toll-free replay number: 1-877-870-5176
International replay number: 1-858-384-5517
Replay pin number: 4485446

                         About Uni-Pixel Inc.

The Woodlands, Tex.-based Uni-Pixel, Inc. (OTC BB: UNXL)
-- http://www.unipixel.com/-- is a production stage company
delivering its Clearly Superior(TM) Performance Engineered Films
to the Lighting & Display, Solar and Flexible Electronics market
segments.

The Company reported a net loss of $3.81 million on $243,519 of
thin film revenue for the year ended Dec. 31, 2010, compared with
a net loss of $5.37 million on $0 of thin film revenue during the
prior year.

The Company's balance sheet at June 30, 2011, showed $10.93
million in total assets, $64,742 in total liabilities and $10.86
million total shareholders' equity.

PMB Helin Donovan, LLP, in Houston, expressed substantial doubt
about the Company's ability to continue as a going concern,
following the Company's 2009 results.  The independent auditors
noted that the Company has sustained losses and negative cash
flows from operations since inception.


UNIVERSAL EQUIPMENT: Case Summary & 6 Largest Unsecured Creditors
-----------------------------------------------------------------
Debtor: Universal Equipment Distributors, Inc.
        4830 Gordon Road
        Senoia, GA 30276

Bankruptcy Case No.: 11-13660

Chapter 11 Petition Date: November 2, 2011

Court: U.S. Bankruptcy Court
       Northern District of Georgia (Newnan)

Debtor's Counsel: H. Matthew Horne, Esq.
                  ROSENZWEIG, JONES, HORNE & GRIFFIS, P.C.
                  32 South Court Square
                  P.O. Box 220
                  Newnan, GA 30264
                  Tel: (770) 253-3282
                  E-mail: matt@newnanlaw.com

Scheduled Assets: $2,676,709

Scheduled Debts: $1,085,920

The Company's list of its six largest unsecured creditors filed
with the petition is available for free at:
http://bankrupt.com/misc/ganb11-13660.pdf

The petition was signed by Richard Stacy, CEO and secretary.


U.S. BUILDING: Case Summary & 3 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: U.S. Building Corp.
        16449 S.W. 95 Street
        Miami, FL 33196

Bankruptcy Case No.: 11-40708

Chapter 11 Petition Date: November 2, 2011

Court: U.S. Bankruptcy Court
       Southern District of Florida (Miami)

Judge: Laurel M. Isicoff

Debtor's Counsel: Richard Siegmeister, Esq.
                  RICHARD SIEGMEISTER PA
                  1800 SW 1 Avenue, #304
                  Miami, FL 33129
                  Tel: (305) 859-7376
                  E-mail: rspa111@att.net

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

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

The Company's list of its three largest unsecured creditors is
available for free at:
http://bankrupt.com/misc/flsb11-40708.pdf

The petition was signed by Noel Tarak, president.


U.S. CONCRETE: Enters Into First Amendment to Credit Agreement
--------------------------------------------------------------
U.S. Concrete, Inc. entered into a First Amendment to the Credit
Agreement, dated as of Aug. 31, 2010.  The First Amendment, among
other things, (a) decreased the availability block under the
Credit Agreement by $5.0 million to $10.0 million from the
previous amount of $15.0 million, (b) deleted the fixed charge
coverage test requirement that could increase the availability
block by $1.0 million for each month until the Company satisfied
the test, (c) deleted the conditions under which the availability
block could be eliminated if the Company satisfied the fixed
charge coverage ratio test and (d) modified the fixed charge
coverage ratio covenant so that, beginning on April 1, 2012, at
any time that Availability (as defined in the Credit Agreement) is
less than $15.0 million, the Company must maintain a fixed charge
coverage ratio of at least 1.0:1.0 for the trailing twelve month
period until Availability is greater than or equal to $15.0
million for a period of 30 consecutive days.

A full text copy of the third quarter 2011 results is available
free at http://ResearchArchives.com/t/s?7742

                        About U.S. Concrete

Houston, Texas-based U.S. Concrete, Inc. --
http://www.us-concrete.com/-- is a major producer of ready-mixed
concrete, precast concrete products and concrete-related products
in select markets in the United States.  The Company has 125 fixed
and 11 portable ready-mixed concrete plants, seven precast
concrete plants and seven producing aggregates facilities.

The Company filed for Chapter 11 bankruptcy protection on
April 29, 2010 (Bankr. D. Del. Case No. 10-11407).  Patrick J.
Nash Jr., Esq., and Ross M. Kwasteniet, Esq., at Kirkland & Ellis
LLP, assist the Company in its restructuring effort as bankruptcy
counsel.  James E. O'Neill, Esq., Laura Davis Jones, Esq., and
Mark M. Billion, Esq., at Pachulski Stang Ziehl & Jones LLP, is
the Company's co-counsel.  Epiq Bankruptcy Solutions is the
Company's claims agent.

The Company scheduled assets of $389,160,000 and debts of
$399,351,000 as of the Petition Date.

The Debtor's affiliates, Alberta Investments, Inc., et al., filed
separate Chapter 11 petitions on April 29, 2010.

The Company's balance sheet as of June 30, 2010, showed
$403.2 million in total assets, $451.7 million in total
liabilities, and a stockholders' deficit of $48.5 million.

As reported in the Troubled Company Reporter on August 2, 2010,
the Bankruptcy Court has confirmed the Company's Plan of
Reorganization.  As previously announced, the Company's Plan
provides for the conversion of approximately $285 million of
principal amount of 8.375% Senior Subordinated Notes due 2014 into
equity of the reorganized company.  Trade creditors are currently
being paid in full in the ordinary course and are unaffected by
the restructuring.

On August 31, 2010, the Debtors consummated their reorganization
under the Bankruptcy Code and the Plan became effective.


WAVE HOUSE: U.S. Trustee Wants Employment of Jeanne Wanlass Ended
-----------------------------------------------------------------
Tiffany L. Carroll on behalf of the U.S. Trustee for Region 15
asks the U.S. Bankruptcy Court for the Southern District of
California to remove Jeanne C. Wanlass as counsel for Wave House
Belmont Park, LLC.

Ms. Carroll notified the Court that Ms. Wanlass' involvement in
the Debtor's case was terminated.

                About Wave House Belmont Park, LLC

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.  The
Debtor disclosed $28,327,703 in assets and $17,611,057 in
liabilities.

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.


WAVERLY GARDENS: Can Sell Senior Living Facilities for $5.6MM
-------------------------------------------------------------
The Hon. Paulette J. Delk of the U.S. Bankruptcy Court for the
Western District of Tennessee authorized Waverly Gardens of
Memphis, LLC, and Kirby Oaks Integra, LLC, to:

   a. sell certain assets to Greenfield Senior Living,
      Inc. its successors and assigns;

   b) assume and assign executory contracts; and

   c) approve certain settlements.

Greenfield will purchase the facilities -- two senior living
facilities consisting of a total of 248 units -- for $5,600,000.
The facility known as "Waverly Gardens" consists of 196 rental
units and is located at 6539 Knight Arnold Road, Memphis,
Tennessee 38115.  The facility known as "Waverly Glen" consists of
52 rental units and is located 6551 Knight Arnold Road, Memphis,
Tennessee 38115.  Waverly owns Waverly Gardens.  Kirby Oaks owns
Waverly Glen.

The Debtor related that no competing bids were received.

Greenfield will pay a lump sum amount of $1,400,000 at closing,
and secured creditor First Tennessee Bank National Association has
agreed to finance the balance of the purchase price over a five
year time period as outlined Asset Purchase Agreement dated
Aug. 30, 2011.

First Tennessee holds a first priority lien secured by all of the
Debtors' assets and collateral.  Excluding multiple postpetition
extensions of credit by First Tennessee since the Petition Date,
First Tennessee is owed no less than $8,800,000.

Greenfield is authorized to pay directly to First Tennessee or the
Debtors by wire transfer a portion of the sale proceeds in the
amount of $1,400,000 in order to partially satisfy the principal
indebtedness owed to First Tennessee by the Debtors as of the
Closing Date.

                 About Waverly Gardens of Memphis

Memphis, Tennessee-based Waverly Gardens of Memphis, LLC and Kirby
Oaks Integra, LLC -- http://www.waverlygardens.com/-- operate two
senior living facilities consisting of a total of 248 units.
Waverly Gardens consists of 196 rental units and is located at
6539 Knight Arnold Road, Memphis, Tennessee 38115.  Kirby Oaks
consists of 52 rental units and is located at 6551 Knight Arnold
Road, Memphis, Tennessee 38115.  The Debtors filed separate
petitions for Chapter 11 relief on Oct. 2, 2008 (Bankr. W.D.
Tenn. Lead Case No. 08-30218).  Michael P. Coury, Esq., and Robert
Campbell Hillyer, Esq., at Butler, Snow, O'Mara, Stevens &
Cannada, represent the Debtors as counsel.

Waverly Gardens estimated assets at $10 million to $50 million,
and debts at $1 million to $10 million.  Kirby Oaks estimated
assets and debts at $1 million and $10 million.


WEST CORP: Files Form 10-Q, Posts $37.3 Million Q3 Income
---------------------------------------------------------
West Corporation filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q, reporting net income
of $37.34 million on $632.80 million of revenue for the three
months ended Sept. 30, 2011, compared with a net loss of $8.43
million on $592.41 million of revenue for the same period during
the prior year.

The Company also reported net income of $106.30 million on $1.86
billion of revenue for the nine months ended Sept. 30, 2011,
compared with net income of $63.86 million on $1.78 billion of
revenue for the same period a year ago.

The Company's balance sheet at Sept. 30, 2011, showed $3.22
billion in total assets, $4.14 billion in total liabilities, $1.64
billion in Class L common stock, and a $2.56 billion total
stockholders' deficit.

Deloitte & Touche LLP, in Omaha, Nebraska, expressed an
unqualified opinion on the Company's Annual Report for the year
ended Dec. 31, 2010.  In the auditor's opinion, the information
set forth in the accompanying condensed consolidated balance sheet
as of Dec. 31, 2010, is fairly stated, in all material respects,
in relation to the consolidated balance sheet from which it has
been derived.

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

                        http://is.gd/qkh9vN

                       About West Corporation

Founded in 1986 and headquartered in Omaha, Nebraska, West
Corporation -- http://www.west.com/-- provides outsourced
communication solutions to many of the world's largest companies,
organizations and government agencies.  West Corporation has a
team of 41,000 employees based in North America, Europe and Asia.

                          *     *     *

West Corp. carries a 'B2' corporate rating from Moody's and 'B+'
corporate rating from Standard & Poor's.

Moody's Investors Service upgraded the ratings on West
Corporation's existing senior secured term loan to Ba3 from B1 and
the rating on $650 million of existing senior notes due 2014 to B3
from Caa1 upon the closing of its recent refinancing transactions.
Concurrently, Moody's affirmed all other credit ratings including
the B2 Corporate Family Rating and B2 Probability of Default
Rating.  The rating outlook is stable.

Standard & Poor's Ratings Services assigned Omaha, Neb.-based
business process outsourcer West Corp.'s proposed $650 million
senior unsecured notes due 2019 its 'B' issue-level rating (one
notch lower than the 'B+' corporate credit rating on the company).
The recovery rating on this debt is '5', indicating S&P's
expectation of modest (10% to 30%) recovery in the event of a
payment default.  The company will use proceeds from the proposed
transaction and some cash on the balance sheet to redeem its
$650 million 9.5% senior notes due 2014.


WOWJOINT HOLDINGS: Gets NASDAQ Delisting Notifications
------------------------------------------------------
Wowjoint Holdings Limited received two letters from the Listing
Qualification Staff of the NASDAQ Stock Market LLC, one on October
31, 2011 indicating that the Company is not in compliance with the
Minimum Market Value of Publicly Held Shares (MVPHS) of
$5,000,000, and one on Nov. 4, 2011 indicating that the Company is
not in compliance with the $1.00 Minimum Closing Bid Price
Requirement.

The Listing Rules (the "Rules") require listed securities to
maintain a MVPHS of $5,000,000.  MVPHS is calculated by
multiplying the publicly held shares, which is the total
outstanding shares less the shares held by officers, directors and
beneficial owners of 10% or more of the outstanding shares, by the
closing bid price.  If a NASDAQ-listed company trades below the
applicable MVPHS requirement for 30 consecutive business days, it
will be notified of the deficiency.  Also, the Rules require that
if a company trades for 30 consecutive business days below the
$1.00 minimum closing bid price requirement, NASDAQ will send a
deficiency notice to the company.  Based upon the Staff's review
of both of these items, the Company no longer meets these
requirements.  However, the Rules provide the Company with a
compliance period of 180 calendar days in which to regain
compliance with each of these requirements.

To regain compliance with the MVPHS requirement, the Company's
MVPHS must close at $5,000,000 or more for a minimum of ten
consecutive business days during this compliance period.

To regain compliance with the Minimum Bid Price requirement, the
Company must have a closing bid price of $1.00 or more for 10
consecutive business days during this compliance period.

If compliance is not demonstrated for each of these requirements
within the applicable 180 day compliance period, the Staff will
notify the Company that its securities will be delisted from the
NASDAQ Global Market.  However, the Company may appeal the Staff's
determination to delist its securities to a Hearing Panel.  During
any appeal process, shares of the Company's common stock would
continue to trade on the NASDAQ Global Market.  In the alternative
the Company may be able to transfer to the NASDAQ Capital Market.

                      About Wowjoint Holdings

Wowjoint Holdings Limited -- http://www.wowjoint.com/-- is a
leading provider of customized heavy duty lifting and carrying
machinery used in large scale infrastructure projects such as
railway, highway and bridge construction.  Wowjoint's main product
lines include launching gantries, tyre trolleys, special carriers
and marine hoists.  The Company's innovative design capabilities
have resulted in patent grants and proprietary products.


ZEPHYR LAND: Court Denies Confirmation of Plan
----------------------------------------------
Bankruptcy Judge Stephani W. Humrickhouse denied confirmation of
the plan of reorganization filed by Zephyr Land Holdings LLC on
April 21, 2010 and as orally modified at hearing.

Zephyr Land Holdings LLC owns and develops 6.3 acres of land
located at 111 Cowan Street in Wilmington, North Carolina.  It has
two members: M&M Family Partnership LLP with an 80% interest, and
Riverfront Holdings LLC with a 20% interest.  The Property is part
of a development plan involving adjacent tracts owned by several
other entities.

Zephyr and Charles J. Schoninger, the member/manager of M&M,
borrowed $3,000,000 from Paragon Financial Investors LLC, a
Colorado limited liability company, on Nov. 21, 2007, and secured
that loan with a first priority deed of trust on the Property.

David A. Spetrino, Jr., George Laney and Peter Fensel are the
holders of a second priority deed of trust on the Property
securing an indebtedness in the amount of $1,750,000.  Messrs.
Spetrino, Laney and Fensel are also members of Riverfront Holdings
LLC.  Mr. Spetrino is the member/manager and registered agent of
Riverfront Holdings LLC.

The Debtor defaulted on the Paragon indebtedness and Paragon
commenced foreclosure proceedings.  The Debtor initiated the
Chapter 11 case prior to the expiration of the foreclosure upset
period and filed a plan of reorganization on April 21, 2010, which
provided, inter alia, for the surrender of a portion of Paragon's
collateral in full satisfaction of its indebtedness.  Paragon
objected to both the plan and disclosure statement on several
bases, including the failure of the debtor to specifically
identify what portion of the collateral was to be surrendered.

Prior to the conclusion of confirmation hearing -- which spanned
nine months -- the Debtor did modify its plan treatment of the
Paragon claim to provide for the surrender of Lots 1 and 2.  The
Debtor filed a summary of ballots which indicates that Classes 1,
5, 6 and 7 accepted the plan and that Classes 2 and 4 rejected the
plan.  There were no ballots cast in Class 3.  The Debtor
maintains that it has at least one impaired accepting class and
can proceed to cram down Paragon's Class 4 claim pursuant to 11
U.S.C. Sec. 1129(b)(2)(A)(iii) by providing it with the
indubitable equivalent of its claim through the surrender of Lots
1 and 2 of the Property.

Paragon has objected to confirmation on two main grounds: 1) the
Debtor does not have a qualifying accepting impaired class to
proceed to cram down, and 2) if the Debtor is able to proceed to
cram down, the surrender of Lot 1 and Lot 2 will not provide
Paragon with the indubitable equivalent of its claim.

In a Nov. 3, 2011 Order, available at http://is.gd/UJRUnKfrom
Leagle.com, Judge Humrickhouse held that there being no accepting
impaired class, the Court is not authorized to consider the
Debtor's proposed cram down of Paragon under Sec. 1129(b) and
confirmation must be denied.

Wilmington, North Carolina-based Zephyr Land Holdings LLC filed
for Chapter 11 bankruptcy (Bankr. E.D.N.C. Case No. 10-00437) on
Jan. 21, 2010.  George M. Oliver, Esq. --
efile@oliverandfriesen.com -- at Oliver & Friesen PLLC, serves as
the Debtor's counsel.  In its schedules, the Company listed assets
of $8,232,840, and debts of $7,293,116.  The petition was signed
by Charles Schoninger, its president.


* Getzler Henrich Named Outstanding Turnaround Firm
---------------------------------------------------
Turnaround & Workouts, the Beard Group industry publication, has
once again named Getzler Henrich & Associates to its elite list of
outstanding turnaround firms in the United States.

Getzler Henrich earned the prestigious designation in recognition
of outstanding achievements during 2011.  The firm is one of the
nation's oldest and most respected names in middle-market
corporate restructuring.  In a year marked by economic stagnation,
it remained a leader in operational and financial restructuring,
providing skillful stewardship in bankruptcy cases, and helping
companies strengthen cash flow and profitability through strategic
cost reduction, effective and swift implementation of
manufacturing process improvement, reshaped sales and marketing
strategies and maximizing creditor recoveries.

Significant cases during the year included:

American Federation of Musicians and Employers' Pension Fund
(Financial Advisor)
DVI Liquidating Trust (Expert Witness)
National Envelope Corporation (CRO)
Innovative Companies (Plan Administrator)
Moonlight Basin (CRO)
Quick Service Resturant Franchisee (Financial Advisor)
LDH Energy, LLC (Transaction Advisor)
Oil & Gas Retail Distribution Company (Financial Advisor, Sales &
Marketing Consulting)
Creditors' Rights Legal Services (Financial Advisor)
Long-Term Healthcare Services Provider (Financial Advisor)
Store Fittings Manufacturer (CRO)
Construction Company (Financial Advisor)

"We are grateful to Turnarounds & Workouts for this
acknowledgment, which reflects our ongoing commitment to helping
companies identify and implement effective solutions to their
problems.  Our experienced turnaround leadership combined with in-
depth functional expertise, creativity and an implementation focus
enable us to regularly effect positive change and maximize value
for our clients," notes co-chairman Joel Getzler.

Getzler Henrich professionals serve clients from offices in New
York, Boston, Chicago, Atlanta, Orlando and Charlotte.  The firm
is led by Bill Henrich and Joel Getzler.

Its managing directors are Peter Furman, George Gerstein, Lee
Goldberg, Barry Green, Tony Howard, Marjorie Kaufman, Fred Langer,
Frank Melazzo, Colleen Palmer, Stephan Pinsly, and Michael Roth.

To learn more about the firm's services, please visit
http://www.getzlerhenrich.comor contact any of the professionals
listed above.

          Getzler Henrich & Associates, LLC
          295 Madison Avenue, 20th Floor
          New York, NY 10017
          Telephone: (212) 697-2400

With offices in Atlanta, Boston, Charlotte, Chicago, Orlando and
New York.


* Bankruptcy Filings Down in Fiscal Year 2011
---------------------------------------------
Bankruptcy cases filed in federal courts for fiscal year 2011, the
12-month period ending Sept. 30, 2011, totaled 1,467,221, down 8
percent over the FY 2010 bankruptcy filings of 1,596,355,
according to statistics released by the Administrative Office of
the U.S. Courts.  Filings dropped during the fourth quarter of the
Judiciary's fiscal year, with 15% fewer filings than in the same
three-month period in 2010.

Additional statistics released include business and non-business
bankruptcy filings for the 12-month period ending Sept. 30, 2011
(Table F-2, 12-month); a comparison of September 2010 and 2011
filings (Table F), 4th quarter filings (Table F-2, 3-month); and
monthly filings for the 12-month period ending September 30, 2011
(Table F-2, Monthly).

Business Bankruptcy Filings Fall

For the 12-month period ending Sept. 30, 2011, business bankruptcy
filings?those cases in which the debtor is a corporation or
partnership, or the debt is predominantly related to the operation
of a business?totaled 49,895, down 14% from the 58,322 business
filings reported in the 12-month period ending Sept. 30, 2010.

Non-business bankruptcy filings totaled 1,417,326, down 8% from
the 1,538,033 non-business bankruptcy filings in September 2010.

Filings Under All Chapters

In FY 2011, filings fell for all bankruptcy chapters:

Chapter 7 filings in FY 2011 totaled 1,036,950, down 10% from the
1,146,511 chapter 7 filings in FY 2010.
Chapter 13 filings fell 4%, from 434,839 in FY 2010 to 417,503 in
FY 2011.
Chapter 11 filings fell to 11,979, down 16% from the 14,191
Chapter 11 filings reported in FY 2010.
Chapter 12 filings fell to 676, down 4% from the 707 Chapter 12
filings in FY 2010.

Fourth Quarter Filings

The 3-month period ending Sept. 30, 2011, was the Judiciary's
final quarter of fiscal year 2011.  Total bankruptcy filings in
the fourth quarter totaled 348,635, down 15% from the 412,380
bankruptcy cases filed in the final quarter of FY 2010.


* Large Companies With Insolvent Balance Sheets
-----------------------------------------------

                                           Total
                                          Share-      Total
                                Total   Holders'    Working
                               Assets     Equity    Capital
   Company        Ticker        ($MM)      ($MM)      ($MM)
   -------        ------       ------   --------    -------
ABSOLUTE SOFTWRE  ABT CN        116.7      (13.2)      (2.9)
ACCO BRANDS CORP  ABD US      1,050.3      (32.6)     298.7
ALASKA COMM SYS   ALSK US       615.6      (37.7)      20.4
AMC NETWORKS-A    AMCX US     2,110.5   (1,099.4)     514.7
AMER AXLE & MFG   AXL US      2,232.8     (373.3)     125.6
AMERISTAR CASINO  ASCA US     2,067.1     (121.9)     (40.8)
ANOORAQ RESOURCE  ARQ SJ      1,016.8     (119.1)      20.8
AUTOZONE INC      AZO US      5,869.6   (1,254.2)    (638.5)
BLUEKNIGHT ENERG  BKEP US       327.4      (45.5)     (90.0)
BOSTON PIZZA R-U  BPF-U CN      146.9     (105.3)      (2.0)
CABLEVISION SY-A  CVC US      6,740.1   (5,525.9)    (886.1)
CANADIAN SATEL-A  XSR CN        174.4      (29.8)     (55.9)
CAPMARK FINANCIA  CPMK US    20,085.1     (933.1)       -
CARBONITE INC     CARB US        42.4      (15.7)     (25.4)
CC MEDIA-A        CCMO US    16,508.9   (7,456.0)   1,531.3
CENTENNIAL COMM   CYCL US     1,480.9     (925.9)     (52.1)
CENVEO INC        CVO US      1,410.8     (330.1)     223.4
CHENIERE ENERGY   CQP US      1,726.6     (559.0)      22.7
CHENIERE ENERGY   LNG US      2,651.4     (446.9)    (282.7)
CHOICE HOTELS     CHH US        467.9      (14.4)      28.0
CINCINNATI BELL   CBB US      2,683.8     (626.1)      22.7
CLOROX CO         CLX US      4,077.0      (76.0)     (30.0)
DENNY'S CORP      DENN US       280.6      (95.5)     (40.1)
DIRECTV-A         DTV US     18,232.0   (2,471.0)     103.0
DOMINO'S PIZZA    DPZ US        438.2   (1,221.0)     118.2
DUN & BRADSTREET  DNB US      1,767.1     (567.8)    (483.7)
ECOSYNTHETIX INC  ECO CN         45.2     (346.7)      32.2
FNB UNITED CORP   FNBND US    1,722.2     (113.7)       -
FRANCESCAS HOLDI  FRAN US        69.7       (0.1)      22.8
FREESCALE SEMICO  FSL US      3,596.0   (4,488.0)   1,386.0
GENCORP INC       GY US         994.2     (143.4)     102.2
GLG PARTNERS INC  GLG US        400.0     (285.6)     156.9
GLG PARTNERS-UTS  GLG/U US      400.0     (285.6)     156.9
GOLDEN QUEEN MNG  GQM CN          6.9       (2.0)       5.3
GOLDEN QUEEN MNG  GQMNF US        6.9       (2.0)       5.3
GRAHAM PACKAGING  GRM US      2,947.5     (520.8)     298.5
GRAMERCY CAPITAL  GKK US      5,278.7     (548.4)       -
GROUPON INC       GRPN US       795.6      (15.6)    (301.0)
HANDY & HARMAN L  HNH US        391.4       (6.5)      18.5
HCA HOLDINGS INC  HCA US     23,756.0   (9,062.0)   2,422.0
HUGHES TELEMATIC  HUTCU US      100.6      (94.9)     (28.3)
HUGHES TELEMATIC  HUTC US       100.6      (94.9)     (28.3)
IDENIX PHARM      IDIX US        88.8       (2.3)      54.6
INCYTE CORP       INCY US       371.2     (181.0)     225.5
IPCS INC          IPCS US       559.2      (33.0)      72.1
ISTA PHARMACEUTI  ISTA US       137.5      (34.8)      (7.5)
JUST ENERGY GROU  JE CN       1,471.5     (208.2)    (299.7)
JUST ENERGY GROU  JSTEF US    1,471.5     (208.2)    (299.7)
LEVEL 3 COMM INC  LVLT US     9,254.0     (523.0)   1,058.0
LIN TV CORP-CL A  TVL US        797.5     (119.9)      47.4
LIZ CLAIBORNE     LIZ US      1,247.3     (211.1)     (52.7)
LORILLARD INC     LO US       3,152.0   (1,174.0)   1,299.0
MAINSTREET EQUIT  MEQ CN        475.2      (10.5)       -
MANNKIND CORP     MNKD US       224.0     (280.8)       9.7
MEAD JOHNSON      MJN US      2,580.0     (144.8)     678.3
MERITOR INC       MTOR US     2,838.0     (963.0)     226.0
MOODY'S CORP      MCO US      2,521.3     (174.2)     525.1
MORGANS HOTEL GR  MHGC US       604.4      (51.3)     112.0
NATIONAL CINEMED  NCMI US       807.9     (346.2)    (156.0)
NEXSTAR BROADC-A  NXST US       558.0     (183.4)      35.4
NPS PHARM INC     NPSP US       237.4      (38.6)     183.5
NYMOX PHARMACEUT  NYMX US         7.6       (5.1)       4.3
OILTANKING PARTN  OILT US         0.2       (0.1)       -
OTELCO INC-IDS    OTT-U CN      316.1      (10.1)      22.9
OTELCO INC-IDS    OTT US        316.1      (10.1)      22.9
PALM INC          PALM US     1,007.2       (6.2)     141.7
PDL BIOPHARMA IN  PDLI US       284.3     (293.5)      (4.6)
PETROALGAE INC    PALG US         5.8      (70.4)     (72.0)
PLAYBOY ENTERP-A  PLA/A US      165.8      (54.4)     (16.9)
PLAYBOY ENTERP-B  PLA US        165.8      (54.4)     (16.9)
PRIMEDIA INC      PRM US        208.0      (91.7)       3.6
PROTECTION ONE    PONE US       562.9      (61.8)      (7.6)
QUALITY DISTRIBU  QLTY US       304.3     (105.9)      44.1
QWEST COMMUNICAT  Q US       16,849.0   (1,560.0)  (2,828.0)
RAPTOR PHARMACEU  RPTP US        20.5      (14.6)     (21.4)
REGAL ENTERTAI-A  RGC US      2,367.9     (538.3)     (72.9)
RENAISSANCE LEA   RLRN US        57.0      (28.2)     (31.4)
RENTECH NITROGEN  RNF US        111.3      (79.5)     (16.0)
REVLON INC-A      REV US      1,081.7     (685.1)     148.6
RSC HOLDINGS INC  RRR US      3,075.9      (50.7)    (199.1)
RURAL/METRO CORP  RURL US       303.7      (92.1)      72.4
SALLY BEAUTY HOL  SBH US      1,725.5     (260.7)     429.3
SINCLAIR BROAD-A  SBGI US     1,563.8     (125.4)      45.7
SINCLAIR BROAD-A  SBTA GR     1,563.8     (125.4)      45.7
SMART TECHNOL-A   SMA CN        514.9       (9.4)     171.8
SMART TECHNOL-A   SMT US        514.9       (9.4)     171.8
SUN COMMUNITIES   SUI US      1,328.6      (72.4)       -
TAUBMAN CENTERS   TCO US      2,518.2     (467.9)       -
THERAVANCE        THRX US       283.3      (59.2)     229.4
TOWN SPORTS INTE  CLUB US       445.1       (3.2)     (30.8)
UNISYS CORP       UIS US      2,566.9     (594.5)     464.7
VECTOR GROUP LTD  VGR US        931.0      (66.7)     252.6
VERISIGN INC      VRSN US     1,657.7     (166.7)     724.5
VERISK ANALYTI-A  VRSK US     1,379.9     (158.9)    (234.2)
VIRGIN MOBILE-A   VM US         307.4     (244.2)    (138.3)
WARNER MUSIC GRO  WMG US      3,583.0     (289.0)    (630.0)
WEIGHT WATCHERS   WTW US      1,104.5     (542.4)    (274.4)
WESTMORELAND COA  WLB US        772.4     (180.2)      (8.6)



                           *********

Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par.  Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable.  Those sources may not,
however, be complete or accurate.  The Monday Bond Pricing table
is compiled on the Friday prior to publication.  Prices reported
are not intended to reflect actual trades.  Prices for actual
trades are probably different.  Our objective is to share
information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy or
sell any security of any kind.  It is likely that some entity
affiliated with a TCR editor holds some position in the issuers"
public debt and equity securities about which we report.

Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets.  At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.
Don't be fooled.  Assets, for example, reported at historical cost
net of depreciation may understate the true value of a firm's
assets.  A company may establish reserves on its balance sheet for
liabilities that may never materialize.  The prices at which
equity securities trade in public market are determined by more
than a balance sheet solvency test.

A list of Meetings, Conferences and Seminars appears in each
Wednesday's edition of the TCR.  Submissions about insolvency-
related conferences are encouraged.  Send announcements to
conferences@bankrupt.com/

On Thursdays, the TCR delivers a list of recently filed
Chapter 11 cases involving less than $1,000,000 in assets and
liabilities delivered to nation's bankruptcy courts.  The list
includes links to freely downloadable images of these small-dollar
petitions in Acrobat PDF format.

Each Friday's edition of the TCR includes a review about a book of
interest to troubled company professionals.  All titles are
available at your local bookstore or through Amazon.com.  Go to
http://www.bankrupt.com/books/to order any title today.

Monthly Operating Reports are summarized in every Saturday edition
of the TCR.

The Sunday TCR delivers securitization rating news from the week
then-ending.

For copies of court documents filed in the District of Delaware,
please contact Vito at Parcels, Inc., at 302-658-9911.  For
bankruptcy documents filed in cases pending outside the District
of Delaware, contact Ken Troubh at Nationwide Research &
Consulting at 207/791-2852.

                           *********

S U B S C R I P T I O N   I N F O R M A T I O N

Troubled Company Reporter is a daily newsletter co-published
by Bankruptcy Creditors" Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Frederick, Maryland,
USA.  Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine
Tumanda, Howard C. Tolentino, Joseph Medel C. Martirez, Denise
Marie Varquez, Ronald C. Sy, Joel Anthony G. Lopez, Cecil R.
Villacampa, Sheryl Joy P. Olano, Carlo Fernandez, Christopher G.
Patalinghug, and Peter A. Chapman, Editors.

Copyright 2011.  All rights reserved.  ISSN: 1520-9474.

This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without prior
written permission of the publishers.  Information contained
herein is obtained from sources believed to be reliable, but is
not guaranteed.

The TCR subscription rate is $775 for 6 months delivered via e-
mail.  Additional e-mail subscriptions for members of the same
firm for the term of the initial subscription or balance thereof
are $25 each.  For subscription information, contact Christopher
Beard at 240/629-3300.


                  *** End of Transmission ***