TCR_Public/111203.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

           Saturday, December 3, 2011, Vol. 15, No. 335

                            Headlines

4KIDS ENTERTAINMENT: Ends October With $31,243 Cash
4KIDS ENTERTAINMENT: 4Kids Productions Ends Oct. With $74,798 Cash
4KIDS ENTERTAINMENT: 4Sight Licensing Ends Oct. With $33,279 Cash
4KIDS ENTERTAINMENT: Ad Sales Ends October 2011 With $75,392 Cash
4KIDS ENTERTAINMENT: Licensing Inc. Ends Oct. With $290,867 Cash

4KIDS ENTERTAINMENT: Music Inc. Ends October 2011 With $0 Cash
ALLEN FAMILY: Earns $4.2 Million in Fiscal Month Ended October 1
AMBAC FINANCIAL: Has $36,324,106 Profit in September
CB HOLDING: Posts $13 Million Net Loss From August 22 to October 2
HUDSON HEALTHCARE: Ends September 2011 With $192,710 Cash

MERIT GROUP: Ends October 2011 With $4.68 Million Cash
MSR RESORT: Reports $13.5 Million October Net Loss
NATIONAL ENVELOPE: Posts $315,100 Net Loss in September 2011
QUALTEQ INC: Reports $28,405 Net Income in Aug. 14 - 31 Period
SAINT VINCENTS: Reports $194.5 Million Net Income in September
SSI GROUP: Files Operating Reports for Fiscal Month Ended Oct. 30

TERRESTAR CORP: Ends September 2011 With $12.2 Million Cash
TERRESTAR NETWORKS: Ends September 2011 With $290.1 Million Cash
TOUSA INC: Ends October 2011 With Cash in Bank of $498.17 Million
TRIBUNE CO: Has $33.4 Million Profit for September




                            *********


4KIDS ENTERTAINMENT: Ends October With $31,243 Cash
---------------------------------------------------
4Kids Entertainment, Inc., filed its monthly operating report for
October 2011 on Nov. 15, 2011.

4Kids Entertainment, Inc., ended October 2011 with $31,243 cash:

     Cash, Beginning             $389,479
     Receipts                    $753,287
     Disbursements             $1,111,523
     Net Cash Flow              ($358,236)
     Cash, End                    $31,243

A copy of the October 2011 operating report is available for
free at http://bankrupt.com/misc/4kidsentertaiinmentinc.dkt366.pdf

                    About 4Kids Entertainment

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

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

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

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


4KIDS ENTERTAINMENT: 4Kids Productions Ends Oct. With $74,798 Cash
------------------------------------------------------------------
4Kids Productions, Inc., filed its monthly operating report for
October 2011 on Nov. 15, 2011.

4Kids Productions, Inc., ended October 2011 with $74,798 cash:

     Cash, Beginning               $189,892
     Receipts                       $63,421
     Disbursements                 $178,515
     Net Cash Flow                ($115,094)
     Cash, End                      $74,798

A copy of the October 2011 operating report is available for
free at http://bankrupt.com/misc/4kidsproductions.dkt372.pdf

                    About 4Kids Entertainment

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

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

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

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


4KIDS ENTERTAINMENT: 4Sight Licensing Ends Oct. With $33,279 Cash
-----------------------------------------------------------------
4Sight Licensing Solutions, Inc., filed its monthly operating
reports for October 2011 on Nov. 15, 2011.

4Sight Licensing Solutions, Inc., ended October 2011 with
$33,279 cash:

     Cash, Beginning               $182,559
     Receipts                       $33,279
     Disbursements                ($182,559)
     Net Cash Flow                ($149,280)
     Cash, End                      $33,279

A copy of the October 2011 operating report is available for
free at http://bankrupt.com/misc/4sightlicensing.dkt375

                    About 4Kids Entertainment

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

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

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

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


4KIDS ENTERTAINMENT: Ad Sales Ends October 2011 With $75,392 Cash
-----------------------------------------------------------------
4Kids Ad Sales, Inc., filed its monthly operating reports for
October 2011 on Nov. 15, 2011.

4Kids Ad Sales, Inc., ended October 2011 with $75,392 cash:

     Cash, Beginning                $65,238
     Receipts                       $85,970
     Disbursements                  $75,816
     Net Cash Flow                  $10,154
     Cash, End                      $75,392

A copy of the October 2011 operating report is available for
free at http://bankrupt.com/misc/4kdisadsales.dkt367.pdf

                    About 4Kids Entertainment

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

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

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

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


4KIDS ENTERTAINMENT: Licensing Inc. Ends Oct. With $290,867 Cash
----------------------------------------------------------------
4Kids Entertainment Licensing, Inc., filed its monthly operating
report for October 2011 on Nov. 15, 2011.

4Kids Entertainment Licensing ended October 2011 with $290,867
cash:

     Cash, Beginning               $239,653
     Receipts                      $571,004
     Disbursements                 $519,790
     Net Cash Flow                  $51,214
     Cash, End                     $290,867

A copy of the October 2011 monthly operating report is available
for free at:

http://bankrupt.com/misc/4kidsentertainmentlicensing.dkt371.pdf

                    About 4Kids Entertainment

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

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

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

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


4KIDS ENTERTAINMENT: Music Inc. Ends October 2011 With $0 Cash
--------------------------------------------------------------
4Kids Entertainment Music, Inc., filed its monthly operating
report for October 2011 on Nov. 15, 2011.

4Kids Entertainment Music, Inc., ended October 2011 with $0 cash:

     Cash, Beginning               $313,748
     Receipts                            $0
     Disbursements                 $313,748
     Net Cash Flow                ($313,748)
     Cash, End                           $0

A copy of the October 2011 operating report is available for
free at:

   http://bankrupt.com/misc/4kidsentertainmentmusic.dkt370.pdf

                    About 4Kids Entertainment

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

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

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

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


ALLEN FAMILY: Earns $4.2 Million in Fiscal Month Ended October 1
----------------------------------------------------------------
Allen's Family Foods, Inc., et al., reported net income of
$4.2 million on $128,733 of net sales for the reporting period
Aug. 28, 2011, to Oct. 1, 2011.

The Debtor's balance sheet at Oct. 1, 2011, showed $4.6 million
in total assets, $3.6 million in total liabilities, and
stockholders' equity of $995,651.

A copy of the operating report is available for free at:

         http://bankrupt.com/misc/allenfamily.oct1mor.pdf

Allen's Hatchery, Inc., et al., reported a net loss of
$40.6 million on $579,650 of net sales for the reporting period
Aug. 28, 2011, to Oct. 1, 2011.

The Debtor's balance sheet at Oct. 1, 2011, showed $56.6 million
in total assets, $88.8 million in total liabilities, and a
stockholders' deficit of $32.2 million.

A copy of the operating report is available for free at:

       http://bankrupt.com/misc/allen'shatchery.oct1mor.pdf

JCR Enterprises, Inc., et al., reported a net loss of $5.4 million
on $469,980 of net sales for the reporting period Aug. 28, 2011,
to Oct. 1, 2011.

The Debtor's balance sheet at Oct. 1, 2011, showed $666,344 in
total assets, $518,810 in total liabilities, and stockholders'
equity of $147,534.

A copy of the operating report is available at

       http://bankrupt.com/misc/jcrenterprises.oct1mor.pdf

                    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.


AMBAC FINANCIAL: Has $36,324,106 Profit in September
----------------------------------------------------

                   Ambac Financial Group, Inc.
                          Balance Sheet
                     As of September 30, 2011

ASSETS:

Current Assets:
Unrestricted Cash and Equivalents                   $36,311,742
Restricted Cash and Cash Equivalents                  2,500,000
Accounts Receivable                                           -
Notes Receivable                                        862,112
Inventories                                                   -
Prepaid Expenses                                        727,854
Professional Retainers                                3,965,637
Other Current Assets                                 10,024,137
                                              -----------------
Total Current Assets                                 54,391,482

Property & Equipment:
Real Property and Improvements                                -
Machinery & Equipment                                         -
Furniture, Fixtures, and Office Equipment                     -
Leasehold Improvements                                        -
Vehicles                                                      -
Less: Accumulated Depreciation                                -
                                              -----------------
Total Property & Equipment                                    -

Other Assets:
Amounts Due From Insiders                               159,768
Other Assets                                     (1,158,797,453)
                                              -----------------
Total Other Assets                               (1,158,637,685)
                                              -----------------
Total Assets                                    ($1,104,246,203)
                                              =================

LIABILITIES AND OWNERS' EQUITY:

Liabilities Not Subject to Compromise (Postpetition)
Accounts Payable                                              -
Taxes Payable                                        $3,900,000
Wages Payable                                                 -
Notes Payable                                                 -
Rent/Leases - Building/Equipment                              -
Secured Debt/Adequate Protection Payments                     -
Professional Fees                                    18,153,882
Amounts Due to Insiders                                 101,042
Other Postpetition Liabilities                                -
                                              -----------------
Total Postpetition Liabilities                       22,154,924

Liabilities Subject to Compromise (Prepetition):
Secured Debt                                                  -
Priority Debt                                                 -
Unsecured Debt                                    1,708,403,614
                                              -----------------
Total Prepetition Liabilities                     1,708,403,614

Total Liabilities                                 1,730,558,538

Owners' Equity:
Capital Stock                                         3,080,168
Additional Paid-in Capital                        2,172,026,548

Partners' Capital Account                                     -
Owners' Equity Account                                        -
Retained earnings - prepetition                  (3,860,118,936)
Retained earnings - postpetition                 (1,216,590,805)
Adjustments to Owner Equity                          66,798,284
Postpetition Contributions                                    -
                                              -----------------
Net Owners' Equity                              ($2,834,804,741)
                                              -----------------
Total Liabilities & Owners' Equity              ($1,104,246,203)
                                              =================

                   Ambac Financial Group, Inc.
                     Statement of Operations
              For the month ended September 30, 2011

Gross Revenues                                                -
Less: Returns & Allowances                                    -
                                              -----------------
Net Revenue                                                   -

Cost of Goods Sold:
Beginning Inventory                                           -
Add: Purchases                                                -
    Cost of labor                                             -
    Other costs                                               -
Less: Ending Inventory                                        -
                                              -----------------
Cost of Goods Sold                                            -

Gross Profit                                                  -

Operating Expenses:
Advertising                                                   -
Auto and Truck Expense                                        -
Bad Debts                                                     -
Contributions                                                 -
Employee Benefits Programs                                    -
Officer/Insider Compensation                           $227,825
Insurance                                                72,786
Management Fees/Bonuses                                       -
Office Expense                                                -
Pension & profit sharing plans                                -
Repairs & Maintenance                                         -
Rent and Lease Expense                                     (571)
Salaries/Commissions/Fees                                     -
Supplies                                                      -
Taxes - Payroll                                               -
Taxes - Real Estate                                           -
Taxes - Other                                                 -
Travel & Entertainment                                        -
Utilities                                                     -
Other                                                   617,197
                                              -----------------
Total Operating Expenses Before                         917,237
  Depreciation

Depreciation/Depletion/Amortization                           -
                                              -----------------
Net profit(loss) Before Other Income &
  Expenses                                            (917,237)

Other Income and Expenses:
Other income                                            905,975
Interest Expense                                              -
Other Expense                                       (47,920,413)
                                              -----------------
Net profit (loss) Before Reorganization Items        47,909,151

Reorganization Items:
Professional Fees                                     7,685,045
U.S. Trustee Quarterly Fees                                   -
Interest on Cash from Chapter 11                              -
Gain from Sale of Equipment                                   -
Other Reorganization Expenses                                 -
                                              -----------------
Total Reorganization Expenses                         7,685,045
                                              -----------------
Income Taxes                                          3,900,000
                                              -----------------
Net Profit (Loss)                                   $36,324,106
                                              =================

                   Ambac Financial Group, Inc.
           Schedule of Cash Receipts and Disbursements
              For the month ended September 30, 2011

Cash Beginning of Month                             $49,995,844

Receipts:
Cash Sales                                                    -
Accounts Receivable - Prepetition                             -
Accounts Receivable - Postpetition                            -
Loans and Advances                                            -
Sale of Assets                                                -
Other                                                   944,121
Transfers                                            22,427,436
                                              -----------------
Total Receipts                                       23,371,557

Disbursements:
Gross Payroll                                                 -
Sales, Use, & Other Taxes                                     -
Inventory Purchases                                           -
Secured/Rental/Leases                                         -
Insurance                                                     -
Administrative                                                -
Selling                                                       -
Other                                                13,487,668
Owner Draw                                                    -
Transfers (to DIP Accts.)                            22,427,436
Professional Fees                                     1,140,555
U.S. Trustee Quarterly Fees                                   -
Court Costs                                                   -
                                              -----------------
Total Disbursements                                  37,055,659
                                              -----------------
Net Cash Flow                                       (13,684,102)
                                              -----------------
Cash - End of Month                                 $36,311,742
                                              =================

                     About Ambac Financial

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

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

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

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

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

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

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

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

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


CB HOLDING: Posts $13 Million Net Loss From August 22 to October 2
------------------------------------------------------------------
CB Holding Corp. reported a net loss of $13.0 million on $nil
sales for the the filing period Aug. 22, 2011, through Oct. 2,
2011.

Interest expense was $1.4 million.  Reorganization costs totaled
$23.4 million.  Non-recurring expenses were ($11.9 million).

At Oct. 2, 2011, the Debtor had $7.5 in total assets,
$147.2 million in total liabilities, and a stockholders' deficit
of $139.7 million.

A copy of the monthly operating report is available for free at:

     http://bankrupt.com/misc/cbholding.dkt1088.pdf

                         About CB Holding

New York-based CB Holding Corp. operated 20 Charlie Brown's
Steakhouse, 12 Bugaboo Creek Steak House, and seven The Office
Beer Bar and Grill restaurants when it filed for bankruptcy
protection.  The Company closed 47 locations before filing for
Chapter 11.

CB Holding and its affiliates filed for Chapter 11 bankruptcy
protection (Bankr. D. Del. Case No. 10-13683) on Nov. 17, 2010.

After filing for Chapter 11, CB Holding sold 20 Charlie Brown's
locations for $9.5 million.  The 12 remaining Bugaboo Creek stores
realized $10.05 million while the seven The Office Restaurants
produced $4.675 million.

Joel H. Leviton, Esq., Stephen J. Gordon, Esq., Richard A.
Stieglitz Jr., Esq., and Maya Peleg, Esq., at Cahill Gordon &
Reindel LLP, in New York; and Mark D. Collins, Esq., Christopher
M. Samis, Esq., and Tyler D. Semmelman, Esq., at Richards, Layton
& Finger, P.A., in Wilmington, Delaware, assist the Debtors in
their restructuring effort.  The Garden City Group, Inc., is the
Debtors' notice, claims and solicitation agent.

Jeffrey N. Pomerantz, Esq., at Pachulski Stang Ziehl & Jones LLP,
in Los Angeles; and Bradford J. Sandler, Esq., at Pachulski Stang
Ziehl & Jones LLP, in Wilmington, Delaware, represent the
Official Committee of Unsecured Creditors.

CB Holding estimated its assets at $100 million to $500 million
and debts at $50 million to $100 million.  At the outset of the
Chapter 11 case, the lenders were owed $70.2 million.


HUDSON HEALTHCARE: Ends September 2011 With $192,710 Cash
---------------------------------------------------------
Hudson Healthcare Inc. filed with the U.S. Bankruptcy Court for
the District of New Jersey its monthly operating report for the
month ended Sept. 30, 2011.

The Debtor reported a net loss of $7,108 on $10.8 million of
revenue for the month.  The Debtor incurred a total of $448,563 in
professional fees in the month.

At Sept. 30, 2011, the Debtor had $37.5 million in total assets,
$37.9 in total liabilities, and a stockholders' deficit of
$416,384.

The Debtor ended the period with $192,710 cash.

A copy of the monthly operating report is available for free at:

       http://bankrupt.com/misc/hudsonhealthcare.dkt396.pdf

                    About Hudson Healthcare

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

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

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


MERIT GROUP: Ends October 2011 With $4.68 Million Cash
------------------------------------------------------
TMG Liquidation Company, et al. (f/k/a The Merit Group, Inc., et
al.) filed with the U.S. Bankruptcy Court for the District of
Southern Carolina on Oct. 24, 2011, their monthly operating
report for the period Oct. 1, 2011, through Oct. 31, 2011.

The Debtors ended the period with $4,678,788 cash:

     Beginning Balance          $5,223,951
     Receipts                     $161,319
     Disbursements                $706,482
     Change in Cash              ($545,163)
     Ending Balance             $4,678,788

Payments to professionals totaled $666,024 in the month.

Income statement and balance sheet information were not provided.

A copy of the October 2011 operating report is available for free
at http://bankrupt.com/misc/tmgliquidation.dkt601.pdf

                      About Merit Group

Based in Spartanburg, South Carolina, The Merit Group Inc.,
formerly Lancaster Distributing Company, serves as one of the
leading paint sundries distributors in the United States.  Its
markets also include Mexico, the Caribbean Islands, Central
America and South America.

Merit Group filed for Chapter 11 bankruptcy protection (Bankr. D.
S.C. Lead Case No. 11-03216) on May 17, 2011.  Judge Helen E.
Burris presides over the case.  Michael M. Beal, Esq., McNair Law
Firm PA, represents the Debtors.  The Debtors selected Kurtzman
Carson Consultants LLC as their claims agent; and Morgan Joseph
TriArtisan LLC, investment banker, and Alvarez & Marsal North
America, LLC, as financial advisors.  Merit Group disclosed
7,004,048 in assets and $66,609,946 in liabilities as of the
Chapter 11 filing.

DIP Lender Regions Bank is represented by lawyers at Nexsen Pruet
Jacobs & Pollard and Parker, Hudson, Rainer & Dobbs, LLP.

The U.S. Trustee has named seven members to the Official Committee
of Unsecured Creditors.  The Committee is represented by Cole,
Schotz, Meisel, Forman & Leonard, P.A.  The Committee tapped
McCarthy Law Firm LLC as co-counsel, J.H. Cohn LLP as its
financial advisor.

On July 29, 2011, the Debtors consummated the sale of
substantially all of their assets to MG Distribution, LLC.  The
Merit Group changed its name to TMG Liquidation Company following
the sale.  MG Distribution LLC bought the business for
$44 million.


MSR RESORT: Reports $13.5 Million October Net Loss
--------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that the five resorts foreclosed in January by Paulson &
Co. and Winthrop Realty Trust reported a $13.5 million net loss in
October on total revenue of $36.5 million.  The operating report
listed $6.3 million in interest expense, $6.2 million of
depreciation and amortization, and $3 million of "reorganization
items" as contributing to the loss.

                         About MSR Resort

MSR Hotels & Resorts, formerly known as CNL Hotels & Resorts Inc.,
owns a portfolio of eight luxury hotels with over 5,500 guest
rooms, including the Arizona Biltmore Resort & Spa in Phoenix, the
Ritz-Carlton in Orlando, Fla., and Hawaii's Grand Wailea Resort
Hotel & Spa in Maui.

On Jan. 28, 2011, CNL-AB LLC acquired the equity interests in the
portfolio through a foreclosure proceeding.  CNL-AB LLC is a joint
venture consisting of affiliates of Paulson & Co. Inc., a joint
venture affiliated with Winthrop Realty Trust, and affiliates of
Capital Trust, Inc.

Morgan Stanley's CNL Hotels & Resorts Inc. owned the resorts
before the Jan. 28 foreclosure.

Following the acquisition, five of the resorts with mortgage debt
scheduled to mature on Feb. 1, 2011, were sent to Chapter 11
bankruptcy by the Paulson and Winthrop joint venture affiliates.
MSR Resort Golf Course LLC and its affiliates filed for Chapter 11
protection (Bankr. S.D.N.Y. Lead Case No. 11-10372) in Manhattan
on Feb. 1, 2011.  The resorts subject to the filings are Grand
Wailea Resort and Spa, Arizona Biltmore Resort and Spa, La Quinta
Resort and Club and PGA West, Doral Golf Resort and Spa, and
Claremont Resort and Spa.

James H.M. Sprayregen, P.C., Esq., Paul M. Basta, Esq., Edward O.
Sassower, Esq., and Chad J. Husnick, Esq., at Kirkland & Ellis,
LLP, serve as the Debtors' bankruptcy counsel.  Houlihan Lokey
Capital, Inc., is the Debtors' financial advisor.  Kurtzman Carson
Consultants LLC is the Debtors' claims agent.

The five resorts had $2.2 billion in assets and $1.9 billion in
debt as of Nov. 30, 2010, according to court filings.  In its
schedules, debtor MSR Resort disclosed $59,399,666 in total assets
and $1,013,213,968 in total liabilities.

The resorts have agreement with lenders allowing the companies to
remain in Chapter 11 at least until September 2012.  Donald Trump
has a contract to buy the Doral Golf Resort and Spa in Miami for
$170 million. There will be an auction to learn if there is a
better bid. The resorts have said that Trump's offer price implies
a value for all the properties "significantly" exceeding the $1.5
billion in debt.


NATIONAL ENVELOPE: Posts $315,100 Net Loss in September 2011
------------------------------------------------------------
NEC Holdings Corp., et al., reported a net loss of $315,100 on
$2,400 of sales for the month of September 2011.

At Sept. 30, 2011, the Debtors had $8.4 million in total assets,
$89.8 million in total liabilities, and a stockholders' deficit
of $81.4 million.

A copy of the monthly operating report is available for free at:

     http://bankrupt.com/misc/nationalevelope.sept2011mor.pdf

                         About NEC Holdings

Uniondale, New York-based National Envelope Corporation was
the largest manufacturer of envelopes in the world with
14 manufacturing facilities and 2 distribution centers and
approximately 3,500 employees in the U.S. and Canada.

NEC Holdings Corp., together with affiliates, including National
Envelope Inc., filed for Chapter 11 (Bankr. D. Del. Lead Case No.
10-11890) on June 10, 2010.  Kara Hammond Coyle, Esq., at Young
Conaway Stargatt & Taylor LLP, serves as bankruptcy counsel to the
Debtors.  David S. Heller, Esq., at Josef S. Athanas, Esq., and
Stephen R. Tetro II, Esq., at Latham & Watkins LLP, serve as
co-counsel.  The Garden City Group is the claims and notice agent.
Bradford J. Sandler, Esq., and Robert J. Feinstein, Esq., at
Pachuiski Stang Ziehl & Jones LLP, represent the Official
Committee of Unsecured Creditors.  Morgan Joseph & Co., Inc., is
the financial advisor to the Committee.  NEC Holdings estimated
assets and debts of $100 million to $500 million in its Chapter 11
petition.


QUALTEQ INC: Reports $28,405 Net Income in Aug. 14 - 31 Period
--------------------------------------------------------------
QualTeq, Inc., et al., filed their monthly operating reports for
the reporting period Aug. 14, 2011, through Aug. 31, 2011.

QualTeq, Inc., reported net income of $28,405 on $1.0 million of
net revenue for the month.  Net profit before other income &
expenses was $20,072.  Royalty income amounted to $19,160.
Interest expense was $10,827.

QualTeq's balance sheet at Aug. 31, 2011, showed $11.6 million in
total assets, $6.0 million in total liabilities, and stockholders'
equity of $5.6 million.

A copy of the operating report is available for free at:

           http://bankrupt.com/misc/qualteq.aug15-31mor.pdf

1400 Centre Circle, LLC, reported a net loss of $16,589 on $nil
revenue for the period.

1400 Centre's balance sheet at Aug. 31, 2011, showed $3.2 million
in total assets, $2.5 million in total liabilities, and
stockholders' equity of $698,718.

A copy of the operating report is available for free at:

       http://bankrupt.com/misc/1400centre.aug14-31mor.pdf

5200 Thatcher LLC reported a net loss of $18,529 on $nil revenue
for the period.

5200 Thatcher's balance sheet at Aug. 31, 2011, showed
$3.7 million in total assets, $2.6 million in total liabilities,
and stockholders' equity of $1.1 million.

A copy of the operating report is available for free at:

      http://bankrupt.com/misc/5200thatcher.aug14-31mor.pdf

5300 Katrine LLC reported a net loss of $20,527 on $nil revenue
for the period.

5300 Katrine's balance sheet at Aug. 31, 2011, showed $4.0 million
in total assets, $3.0 million in total liabilities, and
stockholders' equity of $1.0 million.

A copy of the operating report is available for free at:

       http://bankrupt.com/misc/5300katrine.aug14-31mor.pdf

Automated Presort, Inc., reported net profit of $93,586 on
$700,489 of net revenue for the period.

Automated Presort's balance sheet at Aug. 31, 2011, showed
$7.4 million in total assets, $12.5 million in total liabilities,
and a stockholders' deficit of $5.1 million.

A copy of the operating report is available for free at:

    http://bankrupt.com/misc/automatedpresort.aug14-31mor.pdf

Avadamma LLC reported net income of $72,159 on $216,850 of net
revenue for the period.

Avadamma LLC's balance sheet at Aug. 31, 2011, showed $9.5 million
million in total assets, $36.7 million in total liabilities, and a
stockholders' deficit of $27.2 million.

A copy of the operating report is available for free at:

       http://bankrupt.com/misc/avadammallc.aug14-31mor.pdf

Creative Automation Company reported net income of $1.4 million on
$3.4 million of net revenue for the period.

Creative Automation's balance sheet at Aug. 31, 2011, showed
$14.8 million in total assets, $10.2 million in total liabilities,
and stockholders' equity of $4.6 million.

A copy of the operating report is available for free at:

   http://bankrupt.com/misc/creativeautomation.aug14-31mor.pdf

Creative Investments, a General Partnership, reported net income
of $1,011 on $23,250 of net revenue for the period.

Creative Investments' balance sheet at Aug. 31, 2011, showed
$3.1 million in total assets, $4.4 million in total liabilities,
and an equity deficit of $1.3 million.

A copy of the operating report is available for free at:

   http://bankrupt.com/misc/creativeinvestments.aug14-31mor.pdf

Fulfillment Excellence, Inc., reported net income of $86,123 on
$1.3 million of revenue for the period.

Fulfillment Excellence's balance sheet at Aug. 31, 2011, showed
$10.3 million in total assets, $8.6 million in total liabilities,
and stockholders' equity of $1.7 million.

A copy of the operating report is available for free at:

  http://bankrupt.com/misc/fulfillmentexcellence.aug14-31mor.pdf

Global Card Services, Inc., reported net income of $227,958 on
$803,796 of net revenue for the period.

Global Card's balance sheet at Aug. 31, 2011, showed $6.7 million
million in total assets, $5.6 million in total liabilities, and
stockholders' equity of $1.1 million.

A copy of the operating report is available for free at:

       http://bankrupt.com/misc/globalcard.aug14-31mor.pdf

Unique Data Services, Inc., reported net income of $206,197 on
$479,097 of net revenue for the period.

Unique Data's balance sheet at Aug. 31, 2011, showed $2.6 million
in total assets, $1.3 million in total liabilities, and
stockholders' equity of $1.3 million.

A copy of the operating report is available for free at:

       http://bankrupt.com/misc/uniquedata.aug14-31mor.pdf

Unique Embossing Services reported net income of $30,706 on
$105,419 of net revenue for the period.

Unique Embossing's balance sheet at Aug. 31, 2011, showed $495,691
in total assets, $2.4 million in total liabilities, and an equity
deficit of $1.9 million.

A copy of the operating report is available for free at:

     http://bankrupt.com/misc/uniqueembossing.aug14-31mor.pdf

Unique Mailing Services, Inc., reported net income of $429,274 on
$748,267 of net revenue for the period.

Unique Mailing's balance sheet at Aug. 31, 2011, showed
$5.4 million in total assets, $4.2 million in total liabilities,
and stockholders' equity of $1.2 million.

A copy of the operating report is available for free at:

      http://bankrupt.com/misc/uniquemailing.aug14-31mor.pdf

University Subscription Service, Inc., reported net income of
$14,762 on $55,077 of net revenue for the period.

University Subscription's balance sheet at Aug. 31, 2011, showed
$1.1 million in total assets, $742,759 million in total
liabilities, and stockholders' equity of $329,600.

A copy of the operating report is available for free at:

http://bankrupt.com/misc/universitysubscription.aug14-31mor.pdf

Versatile Card Technology, Inc., reported a net loss of $266,996
on $1.6 million of net revenue for the period.

Versatile Card's balance sheet at Aug. 31, 2011, showed
$28.8 million in total assets, $17.7 million in total liabilities,
and stockholders' equity of $11.1 million.

A copy of the operating report is available for free at:

      http://bankrupt.com/misc/versatilecard.aug14-31mor.pdf

Veluchamy, LLC, reported a net loss of $10,825 on $nil revenue for
the period.

Veluchamy's balance sheet at Aug. 31, 2011, showed $2.4 million in
total assets, $2.9 million in total liabilities, and a
stockholders' deficit of $529,026 million.

A copy of the operating report is available for free at:

        http://bankrupt.com/misc/veluchamy.aug14-31mor.pdf

Vmark, Inc., had no income or expense transactions during the
period.

Vmark's balance sheet at Aug. 31, 2011, showed $4.8 million in
in total assets, $1.0 million in total liabilities, and
stockholders' equity of $3.8 million.

A copy of the operating report is available for free at:

        http://bankrupt.com/misc/vmarkinc.aug14-31mor.pdf

                        About QualTeq Inc.

South Plainfield, New Jersey-based QualTeq, Inc., engages in the
design, manufacture, and personalization of plastic cards in the
United States.  The company manufactures magnetic, contact, and
dual interface smart cards.

Qualteq Inc. and 17 affiliated companies filed for Chapter 11
bankruptcy protection (Bankr. D. Del. Lead Case No. 11-12572) on
Aug. 14, 2011.  Eric Michael Sutty, Esq., and Jeffrey M. Schlerf,
Esq., at Fox Rothschild LLP, serve as local counsel to the
Debtors.  K&L Gates LLP is the general bankruptcy counsel.
Scouler & Company is the restructuring advisors.  QualTeq
estimated assets of up to $50 million and debts of up to
$100 million as of the Chapter 11 filing.

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


SAINT VINCENTS: Reports $194.5 Million Net Income in September
--------------------------------------------------------------
Saint Vincents Catholic Medical Centers of New York, et al.,
reported an increase in net assets of $194.5 million on
$15.5 million of operating revenue for September 2011.

At Sept. 30, 2011, the Debtors' balance sheet showed
$129.7 million in total assets, $654.2 million in total
liabilities, and a net asset deficit of $524.5 million.

A copy of the consolidated monthly operating report for September
2011 is available for free at:

        http://bankrupt.com/misc/saintvincents.dkt2172.pdf

                       About Saint Vincents

Saint Vincents Catholic Medical Centers of New York, doing
business as St. Vincent Catholic Medical Centers --
http://www.svcmc.org/-- was anchored by St. Vincent's Hospital
Manhattan, an academic medical center located in Greenwich Village
and the only emergency room on the Westside of Manhattan from
Midtown to Tribeca, St. Vincent's Westchester, a behavioral health
hospital in Westchester County, and continuing care services that
include two skilled nursing facilities in Brooklyn, another on
Staten Island, a hospice, and a home health agency serving the
Metropolitan New York area.

Saint Vincent Catholic Medical Centers of New York and six of its
affiliates first filed for Chapter 11 protection on July 5, 2005
(Bankr. S.D.N.Y. Case Nos. 05-14945 through 05-14951).

St. Vincents Catholic Medical Centers returned to bankruptcy court
by filing another Chapter 11 petition (Bankr. S.D.N.Y. Case No.
10-11963) on April 14, 2010.  The Debtor estimated assets of
$348 million against debts totaling $1.09 billion in the new
petition.

Although the hospitals emerged from the prior reorganization in
July 2007 with a Chapter 11 plan said to have "a realistic chance"
of paying all creditors in full, the bankruptcy left the medical
center with more than $1 billion in debt.  The new filing occurred
after a $64 million operating loss in 2009 and the last potential
buyer terminated discussions for taking over the flagship
hospital.

Adam C. Rogoff, Esq., and Kenneth H. Eckstein, Esq., at Kramer
Levin Naftalis & Frankel LLP, represent the Debtor in its
Chapter 11 effort.

On April 11, 2011, the Bankruptcy Court approved the sale of the
Manhattan Campus to RSV, LLC, and North Shore-Long Island Jewish
Health Care System, for $260 million.


SSI GROUP: Files Operating Reports for Fiscal Month Ended Oct. 30
-----------------------------------------------------------------
SSI Group Holding Corp., Souper Salad, Inc., Souper Brands, Inc.,
and SSI-Grandys LLC filed their monthly operating reports
for the period Oct. 3, 2011, to Oct. 30, 2011.

SSI Group Holding Corp. had no activity in the month.  The balance
sheet at Oct. 30, 2011, was not presented.

A copy of SSI Group Holding's October operating report is
available for free at http://bankrupt.com/misc/ssigroup.dkt225.pdf

Souper Salad, Inc., reported a net loss of $426,016 on
$2.6 million of food sales in the month.

Souper Salad's balance sheet at Oct. 30, 2011, showed
$16.7 million in total assets, $44.8 million in total liabilities,
and a stockholders' deficit of $28.1 million.

Professional fees totaled $88,174 in the month.

A copy of Souper Salad's October operating report is available for
free at http://bankrupt.com/misc/soupersalad.dkt257.pdf

Souper Brands, Inc., reported net income of $36,679 on $50,215 of
total revenue in the month.

At Oct. 30, 2011, Souper Brands' balance sheet showed $551,739 in
total assets, $92,501 in total liabilities, and stockholders'
equity of $459,239.  Souper Brands ended the period with ($9,454)
in cash, compared to beginning cash of ($3,680).

A copy of Souper Brands' October operating report is available for
free at http://bankrupt.com/misc/souperbrands.dkt227.pdf

SSI-Grandy's LLC reported net income of $114,100 on $297,903 of
revenues in the month.

SSI-Grandy's LLC's balance sheet at Oct. 30, 2011, showed
$7.3 million in total assets, $4.6 million in total liabilities,
and stockholders' equity of $2.7 million.

A copy of SSI-Grandy's October operating report is available for
free at http://bankrupt.com/misc/ssi-grandy's.dkt226.pdf

                         About SSI Group

On Sept. 14, 2011, SSI Group Holding Corp. sought bankruptcy
protection (Bankr. D. Del. Case No. 11-12917) 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.  Judge Mary F.
Walrath presides over the case.  SSI reported $23.9 million in
assets as of Aug. 28, 2011.  The Debtor is represented by
Proskauer Rose LLP and Cozen O'Connor as counsel and Morgan Joseph
TriArtisan LLC as financial advisors.

SSI is behind two southern restaurant chains -- the healthy Souper
Salad chain and "comfort food"-serving Grandy's restaurants.

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).

U.S. Trustee appointed an Official Committee of Unsecured
Creditors in the chapter 11 cases of SSI Group Holding Corp. and
its affiliates.


TERRESTAR CORP: Ends September 2011 With $12.2 Million Cash
-----------------------------------------------------------
TerreStar Corporation, et al., reported a net loss of $47,016 on
$2.0 million of revenues for the filing period ended Sept. 30,
2011.

The TSC Debtors are: TerreStar Corporation, TerreStar Holdings
Inc., TerreStar New York Inc., Motient Communications Inc.,
Motient Holdings Inc., Motient License Inc., Motient Services
Inc., Motient Ventures Holding Inc., and MVH Holdings Inc.

The TSC Debtors' balance sheet at Sept. 30, 2011, showed
$650.9 million in total assets, $513.6 million in total
liabilities, and stockholders' equity of $137.3 million.

The TSC Debtors ended the period with $12.2 million in cash and
cash equivalents, compared to $10.9 million at the beginning of
the period.

A copy of the TSC Debtors' monthly operating report is available
for free at http://bankrupt.com/misc/tsc.september2011mor.pdf

           About TerreStar Corp. and TerreStar Networks

TerreStar Corporation and TerreStar Holdings, Inc., filed
voluntary Chapter 11 petitions with the U.S. Bankruptcy Court for
the Southern District of New York on Feb. 16, 2011.

TSC's Chapter 11 filing joins the bankruptcy proceedings of
TerreStar Networks Inc. and 12 other affiliates, which filed on
Oct. 19, 2010.  The October Chapter 11 cases are procedurally
consolidated under TSN's Case No. 10-15446 under Judge Sean H.
Lane.

TSC is the parent company of each of the October Debtors.  TSC has
four wholly owned direct subsidiaries: TerreStar Holdings, Inc.,
TerreStar New York Inc., Motient Holdings Inc., and MVH Holdings
Inc.

TSC's case is jointly administered with the cases of seven of the
October Debtors under the caption In re TerreStar Corporation, et
al., Case No. 11-10612 (SHL).  The seven Debtor entities who
sought joint administration with TSC are TerreStar New York Inc.,
Motient Communications Inc., Motient Holdings Inc., Motient
License Inc., Motient Services Inc., Motient Ventures Holdings
Inc., and MVH Holdings Inc.

TSC is a Delaware corporation whose main asset is the equity in
non-Debtor TerreStar 1.4 Holdings LLC, which has the right to use
a "1.4 GHz terrestrial spectrum" pursuant to 64 licenses issued by
the Federal Communication Commission.  TSC also has an indirect
89.3% ownership interest in TerreStar Network, Inc., which
operates a separate and distinct mobile communications business.
TerreStar Holdings is a Delaware corporation that directly holds
100% of the interests in 1.4 Holdings LLC.

TerreStar Networks -- TSN -- the principal operating entity of
TSC, developed an innovative wireless communications system to
provide mobile coverage throughout the United States and Canada
using satellite-terrestrial smartphones.  The system, however,
required an enormous amount of capital expenditures and initially
produced very little in the way of revenue.  TSN's available cash
and borrowing capacity were insufficient to cover its funding;
thus, forcing TSN to seek bankruptcy protection in October 2010.

TSC estimated assets and debts of $100 million to $500million in
its Chapter 11 petition.

Ira S. Dizengoff, Esq., at Akin, Gump, Strauss, Hauer & Feld, LLP,
in New York, serves as counsel for the TSC and TSN Debtors.
Garden City Group is the claims and notice agent.  Blackstone
Advisory Partners LP is the financial advisor.  The Garden City
Group, Inc., is the claims and noticing agent in the Chapter 11
cases.

Otterbourg Steindler Houston & Rosen P.C. is the counsel to the
Official Committee of Unsecured Creditors formed in TSN's Chapter
11 cases.  FTI Consulting, Inc., is the Committee's financial
advisor.

TerreStar has signed a contract to sell its business to Dish
Network Corp. for $1.38 billion.  TerreStar cancelled a June 30
auction because there were no competing bids submitted by the
deadline.

As reported in the TCR on Nov. 23, 2011, TerreStar Networks Inc.
sold the business to Dish Network Corp. for $1.38 billion,
negotiated a settlement with creditors, and filed a liquidating
Chapter 11 plan.  Bill Rochelle, the bankruptcy columnist for
Bloomberg News, reports the hearing to approve the explanatory
disclosure statement is set for Dec. 16.  If the plan stays on
track, the confirmation hearing for approval
of the plan would take place Feb. 13.


TERRESTAR NETWORKS: Ends September 2011 With $290.1 Million Cash
----------------------------------------------------------------
TerreStar Networks Inc., et al., reported a net loss of
$15.7 million on $196,828 of revenues in September 2011.

The TSN Debtors are: TerreStar Networks Inc., TerreStar License
Inc., TerreStar National Services Inc., TerreStar Networks
Holdings (Canada) Inc., TerreStar Networks (Canada) Inc., and
0887729 B.C. Ltd.

The TSN Debtors' balance sheet at June 30, 2011, showed
$1.4 billion in total assets, $2.0 billion in total
liabilities, and a stockholders' deficit of $578.0 million.

The Debtors ended the period with $290.1 million in cash and cash
equivalents, compared to $291.0 million at the beginning of the
period.

A copy of the September 2011 monthly operating report is available
at http://bankrupt.com/misc/tsc.september2011mor.pdf

TerreStar Networks Inc., et al., reported a net loss of
$24.4 million on $232,724 of revenues in August 2011.

The TSN Debtors' balance sheet at Aug. 31, 2011, showed
$1.4 billion in total assets, $2.0 billion in total
liabilities, and a stockholders' deficit of $561.1 million.

The Debtors ended the period with $291.0 million in cash and cash
equivalents, compared to $7.1 million at the beginning of the
period.

A copy of the August 2011 monthly operating report is available
at http://bankrupt.com/misc/tsn.august2011mor.pdf

TerreStar Networks Inc., et al., reported a net loss of
$26.7 million on $98,137 of revenues in July 2011.

The TSN Debtors' balance sheet at July 31, 2011, showed
$1.1 billion in total assets, $1.6 billion in total liabilities,
and a stockholders' deficit of $534.1 million.

The Debtors ended the period with $7.1 million in cash and cash
equivalents, compared to $3.0 million at the beginning of the
period.

A copy of the August 2011 monthly operating report is available
at http://bankrupt.com/misc/tsn.july2011mor.pdf

           About TerreStar Corp. and TerreStar Networks

TerreStar Corporation and TerreStar Holdings, Inc., filed
voluntary Chapter 11 petitions with the U.S. Bankruptcy Court for
the Southern District of New York on Feb. 16, 2011.

TSC's Chapter 11 filing joins the bankruptcy proceedings of
TerreStar Networks Inc. and 12 other affiliates, which filed on
Oct. 19, 2010.  The October Chapter 11 cases are procedurally
consolidated under TSN's Case No. 10-15446 under Judge Sean H.
Lane.

TSC is the parent company of each of the October Debtors.  TSC has
four wholly owned direct subsidiaries: TerreStar Holdings, Inc.,
TerreStar New York Inc., Motient Holdings Inc., and MVH Holdings
Inc.

TSC's case is jointly administered with the cases of seven of the
October Debtors under the caption In re TerreStar Corporation, et
al., Case No. 11-10612 (SHL).  The seven Debtor entities who
sought joint administration with TSC are TerreStar New York Inc.,
Motient Communications Inc., Motient Holdings Inc., Motient
License Inc., Motient Services Inc., Motient Ventures Holdings
Inc., and MVH Holdings Inc.

TSC is a Delaware corporation whose main asset is the equity in
non-Debtor TerreStar 1.4 Holdings LLC, which has the right to use
a "1.4 GHz terrestrial spectrum" pursuant to 64 licenses issued by
the Federal Communication Commission.  TSC also has an indirect
89.3% ownership interest in TerreStar Network, Inc., which
operates a separate and distinct mobile communications business.
TerreStar Holdings is a Delaware corporation that directly holds
100% of the interests in 1.4 Holdings LLC.

TerreStar Networks -- TSN -- the principal operating entity of
TSC, developed an innovative wireless communications system to
provide mobile coverage throughout the United States and Canada
using satellite-terrestrial smartphones.  The system, however,
required an enormous amount of capital expenditures and initially
produced very little in the way of revenue.  TSN's available cash
and borrowing capacity were insufficient to cover its funding;
thus, forcing TSN to seek bankruptcy protection in October 2010.

TSC estimated assets and debts of $100 million to $500million in
its Chapter 11 petition.

Ira S. Dizengoff, Esq., at Akin, Gump, Strauss, Hauer & Feld, LLP,
in New York, serves as counsel for the TSC and TSN Debtors.
Garden City Group is the claims and notice agent.  Blackstone
Advisory Partners LP is the financial advisor.  The Garden City
Group, Inc., is the claims and noticing agent in the Chapter 11
cases.

Otterbourg Steindler Houston & Rosen P.C. is the counsel to the
Official Committee of Unsecured Creditors formed in TSN's Chapter
11 cases.  FTI Consulting, Inc., is the Committee's financial
advisor.

TerreStar has signed a contract to sell its business to Dish
Network Corp. for $1.38 billion.  TerreStar canceled a June 30
auction because there were no competing bids submitted by the
deadline.

As reported in the TCR on Nov. 23, 2011, TerreStar Networks Inc.
sold the business to Dish Network Corp. for $1.38 billion,
negotiated a settlement with creditors, and filed a liquidating
Chapter 11 plan.  Bill Rochelle, the bankruptcy columnist for
Bloomberg News, reports the hearing to approve the explanatory
disclosure statement is set for Dec. 16.  If the plan stays on
track, the confirmation hearing for approval
of the plan would take place Feb. 13.


TOUSA INC: Ends October 2011 With Cash in Bank of $498.17 Million
-----------------------------------------------------------------
TOUSA, Inc., et al., reported a net loss of $3.2 million on
$45,000 of land sales for the for the month of October 2011.

At Oct. 31, 2011, TOUSA, Inc., and subsidiaries had $534.1 million
in total assets, $2.091 billion in total liabilities, and a
stockholders' deficit of $1.557 billion.

The Debtors ended the period with cash in bank of $498,171,556.
The Debtors paid a total of $622,394 in professional fees during
the month.

A copy of the monthly operating report is available for free at:

          http://bankrupt.com/misc/tousainc.dkt8383.pdf

                         About Tousa Inc.

Headquartered in Hollywood, Florida, TOUSA, Inc. (Pink Sheets:
TOUS) -- http://www.tousa.com/-- fka Technical Olympic U.S.A.
Inc., dba Technical U.S.A., Inc., Engle Homes, Newmark Homes L.P.,
TOUSA Homes Inc. and Newmark Homes Corp. is a leading homebuilder
in the United States, operating in various metropolitan markets in
10 states located in four major geographic regions: Florida, the
Mid-Atlantic, Texas, and the West.

The Debtor and its debtor-affiliates filed for separate
Chapter 11 protection on Jan. 29, 2008 (Bankr. S.D. Fla. Case
No. 08-10928).  Richard M. Cieri, Esq., M. Natasha Labovitz,
Esq., and Joshua A. Sussberg, Esq., at Kirkland & Ellis LLP, in
New York, N.Y.; and Paul S. Singerman, Esq., at Berger Singerman,
in Miami, Fla., represent the Debtors in their restructuring
efforts.  Lazard Freres & Co. LLC is the Debtors' investment
banker.  Ernst & Young LLP is the Debtors' independent auditor and
tax services provider.  Kurtzman Carson Consultants LLC acts as
the Debtors' Notice, Claims & Balloting Agent.

TOUSA's direct subsidiary, Beacon Hill at Mountain's Edge LLC dba
Eagle Homes, filed for Chapter 11 Protection on July 30, 2008
(Bankr. S.D. Fla. Case No. 08-20746).  It estimated assets and
debts of $1 million to $10 million in its Chapter 11 petition.

The official committee of unsecured creditors has filed a proposed
chapter 11 liquidating plan for Tousa.  However, the committee
said that it no longer intends to pursue approval of its
liquidation plan because of the pending appeal of its fraudulent
transfer case in the U.S. Court of Appeals for the Eleventh
Circuit.  A district court in February 2011 held that the
bankruptcy judge was wrong in ruling that lenders who were paid
off received fraudulent transfers when Tousa gave liens on
subsidiaries' properties to bail out and refinance a joint
venture.  Daniel H. Golden, Esq., and Philip C. Dublin, Esq., at
Akin Gump Strauss Hauer & Feld LLP, in New York, N.Y., represent
the creditors committee.


TRIBUNE CO: Has $33.4 Million Profit for September
--------------------------------------------------

                       Tribune Company, et al.
                  Condensed Combined Balance Sheet
                     As of September 25, 2011

ASSETS
Current Assets:
  Cash and cash equivalents                     $1,251,987,000
  Accounts receivable, net                         487,644,000
  Inventories                                       23,969,000
  Broadcast rights                                 208,671,000
  Prepaid expenses and other                       215,715,000
                                            ------------------
Total current assets                             2,187,986,000

Property, plant and equipment, net                 924,450,000

Other Assets:
  Broadcast rights                                 165,765,000
  Goodwill & other intangible assets, net          778,069,000
  Prepaid pension costs                              2,421,000
  Investments in non-debtor units                1,525,681,000
  Other investments                                 42,347,000
  Intercompany receivables from non-debtors      3,071,198,000
  Restricted cash                                  727,439,000
  Other                                             73,470,000
                                            ------------------
Total Assets                                    $9,495,826,000
                                            ==================

LIABILITIES & SHAREHOLDERS' EQUITY (DEFICIT)

Current Liabilities:
  Current portion of broadcast rights             $190,735,000
  Current portion of long-term debt                  2,304,000
  Accounts payable, accrued expenses, and other    431,168,000
                                            ------------------
Total current liabilities                          624,207,000

Pension obligations                                212,781,000
Long-term broadcast rights                          85,265,000
Long-term debt                                       4,841,000
Other obligations                                  168,811,000
                                            ------------------
Total Liabilities                                1,095,905,000

Liabilities Subject to Compromise:
  Intercompany payables to non-debtors           3,459,117,000
  Obligations to third parties                  13,069,484,000
                                            ------------------
Total Liabilities Subject to Compromise         16,528,601,000

Shareholders' Equity (Deficit)                  (8,128,680,000)
                                            ------------------
Total Liabilities & Shareholders' Equity
(Deficit)                                      $9,495,826,000
                                            ==================

                    Tribune Company, et al.
           Condensed Combined Statement of Operations
  For the Period From August 29, 2011 to September 25, 2011

Total Revenue                                     $240,105,000

Operating Expenses:
  Cost of sales                                    125,951,000
  Selling, general and administrative               75,761,000
  Depreciation                                      10,257,000
  Amortization of intangible assets                  1,297,000
                                            ------------------
Total operating expenses                           213,266,000
                                            ------------------
Operating Profit (Loss)                             26,839,000
                                            ------------------
Income on equity investments, net                    1,366,000
Interest expense, net                               (3,268,000)
Management fee                                      (1,406,000)
Non-operating income (loss), net                       283,000
                                            ------------------
Income (loss) before income taxes & Reorg. Costs    23,814,000
Reorganization costs                                (4,286,000)
                                            ------------------
Income (loss) before income taxes                   19,528,000
Income taxes                                        13,916,000
                                            ------------------
Income (loss) from continuing operations            33,444,000
Income from discontinued operations, net of tax              0
                                            ------------------
Net Income (Loss)                                  $33,444,000
                                            ==================

                   Tribune Company, et al.
            Combined Schedule of Operating Cash Flow
   For the Period From August 29, 2011 to September 25, 2011

Beginning Cash Balance                          $1,952,794,000

Cash Receipts:
  Operating receipts                               202,894,000
  Other                                                      -
                                            ------------------
Total Cash Receipts                                202,894,000

Cash Disbursements
  Compensation and benefits                         73,703,000
  General disbursements                            107,946,000
  Reorganization related disbursements              10,090,000
                                            ------------------
Total Disbursements                                191,739,000
                                            ------------------
Debtors' Net Cash Flow                              11,156,000
                                            ------------------
From/(To) Non-Debtors                                6,249,000
                                            ------------------
Net Cash Flow                                       17,405,000
Other                                                 (520,000)
                                            ------------------
Ending Available Cash Balance                   $1,969,680,000
                                            ==================


                           *********

Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par.  Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable.  Those sources may not,
however, be complete or accurate.  The Monday Bond Pricing table
is compiled on the Friday prior to publication.  Prices reported
are not intended to reflect actual trades.  Prices for actual
trades are probably different.  Our objective is to share
information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy or
sell any security of any kind.  It is likely that some entity
affiliated with a TCR editor holds some position in the issuers"
public debt and equity securities about which we report.

Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets.  At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.
Don't be fooled.  Assets, for example, reported at historical cost
net of depreciation may understate the true value of a firm's
assets.  A company may establish reserves on its balance sheet for
liabilities that may never materialize.  The prices at which
equity securities trade in public market are determined by more
than a balance sheet solvency test.

A list of Meetings, Conferences and Seminars appears in each
Wednesday's edition of the TCR.  Submissions about insolvency-
related conferences are encouraged.  Send announcements to
conferences@bankrupt.com/

On Thursdays, the TCR delivers a list of recently filed
Chapter 11 cases involving less than $1,000,000 in assets and
liabilities delivered to nation's bankruptcy courts.  The list
includes links to freely downloadable images of these small-dollar
petitions in Acrobat PDF format.

Each Friday's edition of the TCR includes a review about a book of
interest to troubled company professionals.  All titles are
available at your local bookstore or through Amazon.com.  Go to
http://www.bankrupt.com/books/to order any title today.

Monthly Operating Reports are summarized in every Saturday edition
of the TCR.

The Sunday TCR delivers securitization rating news from the week
then-ending.

For copies of court documents filed in the District of Delaware,
please contact Vito at Parcels, Inc., at 302-658-9911.  For
bankruptcy documents filed in cases pending outside the District
of Delaware, contact Ken Troubh at Nationwide Research &
Consulting at 207/791-2852.

                           *********

S U B S C R I P T I O N   I N F O R M A T I O N

Troubled Company Reporter is a daily newsletter co-published
by Bankruptcy Creditors" Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Frederick, Maryland,
USA.  Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine
Tumanda, Howard C. Tolentino, Joseph Medel C. Martirez, Denise
Marie Varquez, Ronald C. Sy, Joel Anthony G. Lopez, Cecil R.
Villacampa, Sheryl Joy P. Olano, Carlo Fernandez, Christopher G.
Patalinghug, and Peter A. Chapman, Editors.

Copyright 2011.  All rights reserved.  ISSN: 1520-9474.

This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without prior
written permission of the publishers.  Information contained
herein is obtained from sources believed to be reliable, but is
not guaranteed.

The TCR subscription rate is $775 for 6 months delivered via e-
mail.  Additional e-mail subscriptions for members of the same
firm for the term of the initial subscription or balance thereof
are $25 each.  For subscription information, contact Christopher
Beard at 240/629-3300.


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