TCR_Public/111214.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

          Wednesday, December 14, 2011, Vol. 15, No. 346

                            Headlines

5TH AVENUE: Seeks to Employ Crowe Horwath as Financial Advisor
ALLEN CAPITAL: Dec. 28 Hearing for RSAI, et al.'s Plan Scheduled
ALLEN CAPITAL: Court Confirms DLH Masters' 7th Reorganization Plan
ALPHA NATURAL: Moody's Says 'Ba2' CFR Unaffected by Settlement
AMERICAN LASER: Aims to Close Asset Sale to Versa by Jan. 30

AMERICAN REPROGRAPHICS: Moody's Affirms 'B1' Corp. Family Rating
AMERICAS ENERGY: Files for Chapter 11; Creditors Meeting on Jan. 4
AMERICAS ENERGY: Case Summary & 20 Largest Unsecured Creditors
ANCHOR CAPITAL: Case Summary & 19 Largest Unsecured Creditors
BLUE RIVER: Case Summary & 3 Largest Unsecured Creditors

ANDRONICO'S MARKETS: Renwood Faces Suit Over Lien in AMI Assets
ATLANTIC & PACIFIC: Court Approves CBA Amendments
ATLANTIS HOLDINGS: Bankruptcy Puts Cinema Project on Hold
BARE FEET: Voluntary Chapter 11 Case Summary
BEAR ISLAND: Brant Industries Sued Over Payment of Mgt. Services

BLACK ELK: Moody's Affirms 'Caa2' Corporate Family Rating
CARL'S FURNITURE: To File Joint Chapter 11 Plan
CATASYS INC: David Smith Discloses 46.1% Equity Stake
CEDAR LAKE: Voluntary Chapter 11 Case Summary
CENTRAL FALLS: Asks Court to Approve New Labor Agreements

CHECKOUT HOLDING: Moody's Affirms 'B1'; Outlook Now Negative
CHEF SOLUTIONS: Gets Final Approval to Access Reser DIP Facility
CHEF SOLUTIONS: Gets Final Approval to Access Wells DIP Facility
CHINA CGAME: Posts $2.9 Million Net Loss in Third Quarter
CLARE AT WATER: Section 341(a) Meeting Scheduled for Dec. 20

CLUB VENTURES: Completes Financial Reorganization
COWTOWN BUS: Voluntary Chapter 11 Case Summary
CROSS COUNTY: No Longer Needs Chapter 11; Case Dismissed
CUMMINGS CONSTRUCTION: Case Summary & Largest Unsecured Creditor
CVR ENERGY: Moody's Raises Corporate Family Rating to 'Ba2'

CYBERDEFENDER CORP: Amends Securities Agreement with Sean Downes
DAVID SYRE: Files for Chapter 11 Bankruptcy Protection
DETROIT, MI: State's Financial Review a Prelude to Takeover
DIAMOND FOODS: Unable to File Form 10-Q for Fiscal 1st Qtr.
DTF CORP: Files Schedules of Assets and Liabilities

EAST PROVIDENCE: Moody's Cuts Gen. Obligation Bond Rating to Ba1
ENERGY CONVERSION: Enters Into Settlement Pact with Former CEO
ESTATE FINANCIAL: Intelligent Discovery Approved as Consultant
FARMVIEW MHP: Case Summary & 18 Largest Unsecured Creditors
FENTON SUB: Court to Consider Wells Fargo Cash Access Today

FILENE'S BASEMENT: Taps Rothschild Inc. as Financial Advisor
FILENE'S BASEMENT: Committee Taps LM+Co as Financial Advisor
FILENE'S BASEMENT: CRO Announces Third Distribution of Dividends
FILENE'S BASEMENT: To Deposit $444,500 as Adequate Assurance Pay
FILENES BASEMENT: Gets Final Order to Use BofA's Cash Collateral

FNB UNITED: Complies with Nasdaq's Listing Requirements
FRIENDLY ICE CREAM: PBGC Alleges Sun Capital of Fraud
FUEL 4 LESS: Case Summary & 20 Largest Unsecured Creditors
GAMETECH INT'L: Board Approves Amendment to Bylaws
GENERAL MARITIME: Creditors Balk at Oaktree Restructuring Pact

GENERAL MARITIME: U.S. Trustee Appoints 5-Member Creditors' Panel
GENERAL MARITIME: Seeks to Employ Curtis as Conflicts Counsel
GENERAL MARITIME: Seeks to Employ Kramer Levin as Counsel
GENERAL MARITIME: Seeks to Employ Moelis as Financial Advisor
GENERAL MOTORS: Former CEO Rick Wagoner Breaks His Silence

GENMED HOLDING: Posts $463,000 Net Loss in Third Quarter
GRAND RIVER: Wins OK to Hire Lambert Leser as Bankruptcy Counsel
GSW HOLDINGS: Hearing on Plea to Prohibit Cash Use Set for Dec. 22
HARBINGER GROUP: Moody's Reviews 'B3' Corporate Family Rating
HARRISBURG, PA: Council Appeals Rejection of Chapter 9 Petition

HEARTLAND PROPERTY: Case Summary & 20 Largest Unsecured Creditors
HOFFMASTER GROUP: S&P Affirms 'B' Corporate Credit Rating
HOTEL REAL ESTATE: Case Summary & 2 Largest Unsecured Creditors
KISKA METALS: Posts C$9.7 Million Net Loss in Third Quarter
K-V PHARMACEUTICAL: Posts $22.9MM Net Income in June Form 10-Q/A

K-V PHARMACEUTICAL: Sees No Wrong in "False Claims" Settlement
L.A. DODGERS: Fox Sports Set Schedule for Broadcast Rights Talks
LA VERGNE: Case Summary & 11 Largest Unsecured Creditors
LOW COUNTRY: Case Summary & 8 Largest Unsecured Creditors
M. SLAVIN & SONS: Wins Plan Approval, Exits Bankruptcy

M&M STONE: Wants to Hire Walfish & Noonan as Bankruptcy Counsel
MAGUIRE GROUP: OK'd to Incur $150,000 DIP Loan from Carlos Duart
MAGUIRE GROUP: Gets 2nd Interim Access to Regions Cash Collateral
MAGUIRE GROUP: Files Schedules of Assets and Liabilities
MAQ MANAGEMENT: BB&T Wants Cash Collateral Access Prohibited

MARPECH INVESTMENT: Files for Chapter 11 Bankruptcy Protection
MEMC ELECTRONIC: S&P Puts 'BB' Corp. Credit Rating on Watch Neg.
MF GLOBAL: JPMorgan, Hedge Fund Acquire Italian Bonds
MF GLOBAL: CFO and COO Don't Know Whereabouts of Missing Funds
MINE RECLAMATION: Files Schedules of Assets and Liabilities

MOONLIGHT BASIN: Court OKs Browning Kaleczyc as Special Counsel
MOONLIGHT BASIN: Court OKs NAI Landmark as Realtors
MOONLIGHT BASIN: Can Hire Holmes & Turner as Accountants
MOSAID TECHNOLOGIES: Moody's Assigns 'B2' Corp. Family Rating
MOUNTAIN PARADISE: Case Summary & 5 Largest Unsecured Creditors

MOUNTAIN PROVINCE: 1st Formal Session of Gahcho Kue EIR a Success
NATIONAL HERITAGE: 4th Cir. Nixes Release Approvals
NEW YORK METS: Said to Have Secured $40MM Bridge Loan From BofA
NEXICORE SERVICES: Files for Chapter 11; Avnet Inc. to Buy Assets
NSS RV: Case Summary & 12 Largest Unsecured Creditors

NORTHERN BERKSHIRE: Fitch Drops Rating on MHEFA Bonds
OMEGA HEALTHCARE: S&P Raises Corporate Credit Rating to 'BB+'
PACIFIC AVENUE: Ch. 11 Trustee Sues Epic Wings for Unpaid Rent
PALISADES 6300: Court OKs B&RE as Property Manager & Leasing Agent
PALISADES 6300: Hires Valuation Consultants as Appraiser

PARAMETRIC SOUND: Recurring Net Losses Cue Going Concern Doubt
PATCO INVESTMENTS: Case Summary & 10 Largest Unsecured Creditors
PEGASUS RURAL: Wins Second DIP Loan From Parent
PELICAN ISLES: Court OKs Lowenhaupt & Sawyers as Special Counsel
PENINSULA HOSPITAL: Americorp Seeks Order to Return Equipment

PILGRIM'S PRIDE: Moody's Says Credit Profile May Deteriorate
POTLATCH CORP: Moody's Affirms 'Ba1' Corporate Family Rating
PYRAMIDS ALLEN: Case Summary & 8 Largest Unsecured Creditors
RAINBOW MOVERS: Case Summary & 20 Largest Unsecured Creditors
RAPTOR TECHNOLOGY: Posts $141,080 in Third Quarter

RC AGRI-GENETICS: Case Summary & 20 Largest Unsecured Creditors
RKMI, INC.: Voluntary Chapter 11 Case Summary
ROUND TABLE: To Pay $37.4 Million in Loan to GE Capital
ROOMSTORE INC: Files Chapter 11 Petition; In Talks for DIP Loan
SOLYNDRA LLC: RB Capital Has Auctions for Solar Assets

SOLYNDRA LLC: Court Extends DIP Financing Access Until Jan. 15
SOLYNDRA LLC: Branford OK'd to Auction Core Assets on Jan. 23
SOLYNDRA LLC: Heritage Global OK's to Auction Non-Core Assets
SSK PARTNERS: Case Summary & 18 Largest Unsecured Creditors
SURFLIGHT THEATRE: Emerges From Chapter 11 Bankruptcy Protection

TBS INTERNATIONAL: Artis Capital Owns 11.9% of Class A Shares
TEKNI-PLEX INC: S&P Affirms 'B-' Corporate Credit Rating
TELLICO LANDING: Can Obtain DIP Financing from Wind River
TENET HEALTHCARE: Senior Notes Delisted from NYSE
TENNECO INC: Moody's Raises Corporate Family Rating to 'Ba3'

TRAILER BRIDGE: Section 341(a) Meeting Scheduled for Jan. 18
UM FINANCIAL: Insolvency May Slow Sharia-Compliant Finance Growth
VERDE FRONT: Voluntary Chapter 11 Case Summary
VITRO SAB: US Judge Says Mexican Court Must Decide on $1.35BB Debt
WASHINGTON MUTUAL: Ex-CEO, 2 Other Execs Settle With FDIC

WASHINGTON MUTUAL: Files New Plan of Reorganization
WATSON PRODUCTIONS: Case Summary & 20 Largest Unsecured Creditors
WILLIAM L. BERRY: Voluntary Chapter 11 Case Summary

* Supreme Court to Weigh in on Credit-Bidding in Bankruptcy

* Derivatives Dealers Transfer Credit Risk to Shadow Banks
* U.S. Airlines October On-Time Performance Up, Cancellations Down

* DebtX to Sell $334 Million Loan Portfolio

* Alston & Bird's Matt Levin Joins Kilpatrick Townsend
* Berger Singerman Attorneys Named DBR "Most Effective Lawyers"
* Duff & Phelps Acquires RSM Restructuring Group
* KCC Adds Former Litigators to Class Action Team

* Upcoming Meetings, Conferences and Seminars



                            *********

5TH AVENUE: Seeks to Employ Crowe Horwath as Financial Advisor
--------------------------------------------------------------
5th Avenue Partners, LLC, asks the U.S. Bankruptcy Court for the
Central District of California for permission to employ Crowe
Horwath LLP as its financial advisor.  The Debtor requires the
services of Crowe Horwath to:

   (a) investigate avoidance and voidable transactions including,
       but not limited to, potential preferences, insider
       transactions, postpetition transactions, and fraudulent
       transfers;

   (b) provide litigation support as requested and required; and

   (c) provide any other accounting or consulting services
       requested by the Debtor and its Chief Restructuring
       Officer, Richard M. Kipperman.

Crowe Horwath's customary hourly rates are:

             Howard Grobstein, CPA             $450
             Other Partners                 $275 - $595
             Senior Managers and Managers   $175 - $275
             Staff Consultants              $100 - $175
             Paraprofessionals               $75 - $100

The Debtor agrees to reimburse the firm for reasonable and
necessary out-of-pocket expenses.

Howard Grobstein, CPA, of Crowe Horwath LLP, assures the Court
that his firm does not hold or represent any interest adverse to
the Debtor or its Chapter 11 case.

                     About 5th Avenue Partners

Newport Beach, California-based 5th Avenue Partners owns and
operates the Se San Diego hotel located in San Diego, California's
financial district.  The hotel has 184 guestrooms, a 5,500-square-
foot spa, a restaurant, rooftop bar and lounge, 20,000 square feet
of banquet space and meeting rooms, an outdoor rooftop pool,
fitness center and 23 unsold condominium units.  5th Avenue also
owns next to the Se San Diego hotel building a 31,000-square-foot
building, which it leases to the House of Blues music club.

5th Avenue Partners, LLC, filed for Chapter 11 protection (Bankr.
C.D. Calif. Case No. 10-18667) on June 25, 2010.  Marc J.
Winthrop, Esq., at Winthrop Couchot PC, in Newport Beach,
California, serves as counsel to the Debtor.  Blitz Lee & Company
serves as its accountant.  The Company estimated assets at
$10 million to $50 million and debts at $50 million to
$100 million.  The Official Committee of Unsecured Creditors
tapped Baker & McKenzie LLP as counsel.


ALLEN CAPITAL: Dec. 28 Hearing for RSAI, et al.'s Plan Scheduled
----------------------------------------------------------------
The Hon. Harlin D. Hale of the U.S. Bankruptcy Court for the
Northern District of Texas will convene a hearing on Dec. 28,
2011, at 9:00 a.m. Central Time, to consider the confirmation of
the Second Amended Joint Plan of Reorganization of debtors Richard
S. Allen and Richard S. Allen, Inc. dated Nov. 16, 2011.

On Nov. 18, 2011, the Court approved the Disclosure Statement.

Any objections to confirmation of the Plan, and ballots accepting
or rejecting the Plan are due 5:00 p.m., on Dec. 21.  Ballots must
be received by:

         Kathy Gradick
         NELIGAN FOLEY LLP
         325 N. St. Paul, Suite 3600
         Dallas, TX 75201
         E-mail: gradick@neliganlaw.com

According to the Amended Disclosure Statement, the Debtors project
to pay all Holders of Claims against Allen and RSAI in full over
time, with interest to the extent required by the Bankruptcy Code
or other applicable law.  The cash flow projections of Allen and
RSAI reflect the payment in full of all creditors of Allen and
RSAI within an eight-year period following the Effective Date of
the Plan.  Creditors of Allen and RSAI that are also creditors of
ACP and/or DLH are projected to be repaid through a combination of
distributions from Allen, RSAI, DLH and/or ACP, as applicable.  In
other words, the cash flow projections for Allen and RSAI account
for the distributions the creditors are projected to receive
pursuant to the DLH and/or ACP Plan, as applicable, pursuant to
the cash flow projections attached to the Disclosure Statement of
DLH and ACP.

Allen's Plan provides for all Secured Creditors to be paid in full
over a reasonable time period.  Allen expects to reach an
agreement with City National Bank, the holder of a first lien
on Allen's homestead referred to in the Plan as the Rancho Santa
Fe Residence, for an agreed upon short sale on or before Jan. 1,
2012, whereby the bank will be paid the net sales proceeds from
the sale of the house, Allen will lease back the house from the
buyer at a substantially reduced monthly amount (approximately
$8,000 per month), and City National Bank will waive any
deficiency claim on the Guaranty it holds against Allen.

A full-text copy of the Amended Disclosure Statement is available
for free at
http://bankrupt.com/misc/DLH_MASTER_2ndamendedplan_richardallen_ds.pdf

                      About Allen Capital

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

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

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

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

An Official Committee of Unsecured Creditors has been appointed.

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


ALLEN CAPITAL: Court Confirms DLH Masters' 7th Reorganization Plan
------------------------------------------------------------------
The Bankruptcy Court for the Northern District of Texas, on
Nov. 23, 2011, confirmed DLH Master Land Holding's Amended and
Restated Seventh Plan of Reorganization dated Nov. 22, 2011.

As reported on the Troubled Company Reporter on Oct. 17, 2011,
Bankruptcy Judge Harlin D. Hale confirmed the amended Fifth Joint
Plan of Reorganization only as to Allen Capital Partners LLC.

DLH Master's proposed Reorganization Plan contemplates that the
Debtor will obtain sufficient Exit Financing to enable the Debtor
to pay all Administrative and non-tax Priority Claims in full on
the Effective Date and to provide a standby line of credit for
future operating cash flow needs for Debtor.

DLH, with the agreement of the DIP Lenders, will convert the
Debtor In Possession Financing into a Post-Confirmation Term Loan.
The current projected balance of the facility is approximately
$2.72 Million.  The Debtor has obtained additional Exit Financing
approved by the Court.  Certain Secured Claims will be satisfied
on or shortly after the Effective Date by the surrender of the
land securing such Secured Claims.  Reorganized DLH will finance
distributions to the other creditors from other sales of land,
refinancing, Exit Financing and or joint ventures.  The proceeds
from any sale would be used first to pay necessary costs of
closing, second, in payment of the Release Price necessary to
satisfy in full the Secured Claim secured by such parcel, third,
in payment of a Release Price on the Term Loan from the DIP
Lenders, and fourth, payment of sufficient funds to allow the
Debtor's owners to pay actual state and federal income taxes
incurred as a result of the taxable gains realized on such a sale,
if any resulting in the Net Sales Proceeds subject to Reorganized
DLH being in compliance with all other terms of the Plan.  The Net
Sales Proceeds from any such sale will be allocated generally
between Reorganized DLH and Creditors holding Allowed Claims
against DLH: (a) to fund the operating expenses of Reorganized
DLH, including the costs of managing and marketing the DLH Land
and to repay the Term Loan and Other Exit Financing, and (b)
to fund distributions to Creditors.

A full-text copy of the Amended and Restated Plan is available for
free at http://bankrupt.com/misc/DLH_MASTER_7thplan.pdf

                       About Allen Capital

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

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

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

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

An Official Committee of Unsecured Creditors has been appointed.

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


ALPHA NATURAL: Moody's Says 'Ba2' CFR Unaffected by Settlement
--------------------------------------------------------------
Moody's Investors Service stated that the ratings of Alpha Natural
Resources (Alpha), including its Ba2 corporate family rating, its
senior unsecured rating of Ba3, and stable outlook, are unaffected
by the company's announcement that it had entered into non-
prosecution and settlement agreements for $209 million to resolve
a criminal investigation and regulatory civil proceedings related
to the explosion that occurred at Upper Big Branch (UBB) mine in
April 2010, which killed 29 West Virginia coal miners. At the time
of the explosion, UBB was owned by an affiliate of Massey Energy
Company, which Alpha acquired on June 1, 2011.


AMERICAN LASER: Aims to Close Asset Sale to Versa by Jan. 30
------------------------------------------------------------
Philadelphia-based private equity firm Versa Capital Management
LLC has agreed to acquire American Laser Centers LLC.  The sale is
subject to higher and better bids and court approval.

Versa will pay $30 million plus $18 million of new-money financing
to support the bankruptcy, unless outbid at auction.  A hearing to
approve the sale is intended to be held by Jan. 26.  Bankruptcy
was blamed on over-expansion, the effects of the recession and an
"overleveraged balance sheet."

Sherri Welch at Crain's Detroit Business reports that American
Laser hopes to complete the sale by Jan. 30, 2012.  The company
expects most of its existing locations to remain open, with
assistance from $18 million in financing that Versa is providing
to support the company during the sale.

Versa is providing $58 million in financing for the Chapter 11
case, including $18 million of fresh cash.  The remainder will pay
off the existing first-lien loan.

                   About American Laser Centers

ALC Holdings, along with its affiliates, filed a Chapter 11
bankruptcy petition (Bankr. D. Del. Lead Case No. 11-13853) on
Dec. 8, 2011.

ALC Holdings LLC dba American Laser Centers operates 156 laser
hair-removal clinics in 27 states. At the peak, the Farmington
Hills, Michigan-based company had 222 stores generating $130.6
million in annual revenue.

Assets are $80.4 million.  Liabilities include $40.3 million owing
on a first-lien debt and $51 million in subordinated notes.  Some
$17.9 million is owing to trade suppliers.

The Company selected Zolfo Cooper LLC as its adviser; Landis Rath
& Cobb LLP as legal counsel; Traverse LLC as restructuring
adviser; and SSG Capital Advisors LLC as investment bankers.


AMERICAN REPROGRAPHICS: Moody's Affirms 'B1' Corp. Family Rating
----------------------------------------------------------------
Moody's Investors Service changed American Reprographics Company's
ratings outlook to negative from stable. Concurrently, Moody's
affirmed the company's B1 corporate family and probability of
default ratings, and the B1 rating on the $200 million senior
unsecured notes due 2016. Moody's also assigned an SGL-3
speculative grade liquidity rating.

Ratings affirmed:

Corporate family rating at B1;

Probability of default rating at B1;

$200 million 10.5% senior unsecured notes due 2016 at B1 (LGD4,
59%). Point estimate revised from (LGD4, 55%).

Rating assigned:

Speculative grade liquidity rating at SGL-3.

RATINGS RATIONALE

The outlook revision reflects that ARC's operating performance has
been weaker than Moody's expectation since the corporate family
rating was lowered to B1 from Ba3 in November 2010. The outlook
revision also reflects Moody's concern over the company's ability
to improve its revenue/earnings, and thus credit metrics, given
ongoing weakness in the commercial construction market. Debt to
EBITDA climbed to 4.6 times (including Moody's standard analytical
adjustments) for the twelve months ended September 30, 2011 from
4.2 times as of 2010 year-end. EBITDA less capex to interest
declined to 1.4 times from 2.1 times over the same period. While
there are signs of stabilization in performance, revenue and
EBITDA declines continue.

ARC's B1 corporate family rating reflects its high leverage,
modest interest coverage, exposure to commercial and residential
construction end-markets that are both in a downturn, the
generally cyclical nature of these industries, and significant
regional concentration in California. However, the rating is also
supported by the company's leading position as a provider of
document management services, significant scale relative to its
competitors, and the diversity of its customer base. The rating
also derives support from growth in facilities management revenues
(particularly managed print services) that has partially offset
declines in reprographics services revenues, and expectations for
continued positive free cash flow generation.

The SGL-3 speculative rating reflects Moody's expectation that ARC
will maintain an adequate liquidity profile over the next twelve
months, supported by positive free cash flow and available
capacity under its $50 million secured revolving credit facility,
though offset by limited cushion under the financial covenants
governing the credit agreement.

ARC's ratings could be downgraded if its revenue and earnings
continue to deteriorate such that debt to EBITDA exceeds 5.0 times
and/or EBITDA less capex to interest expense weakens from current
levels of 1.4 times. A material weakening of the company's
liquidity profile, including increased revolving credit facility
usage can also pressure the ratings.

Moody's could revise the ratings outlook to stable if an expansion
in residential and commercial construction activity translates
into sustained improvements in ARC's operating performance such
that debt to EBITDA is reduced and sustained below 4.5 times and
EBITDA less capex to interest is above 1.5 times.

The principal methodology used in rating American Reprographics
Company 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 Walnut Creek, California, American Reprographics
Company is a leading reprographics service company in the U.S. The
company reported revenues of approximately $426 million for the
twelve-months ended September 30, 2011.


AMERICAS ENERGY: Files for Chapter 11; Creditors Meeting on Jan. 4
------------------------------------------------------------------
Americas Energy Co. filed on Dec. 7, 2011, for Chapter 11
protection in the U.S. Bankruptcy Court for the Eastern District
of Tennessee (Case No. 11-35466), listing assets less than $1
million and liabilities of as much as $10 million.

A meeting of creditors is scheduled for Jan. 4, 2012.

Americas Energy, fdba Trend Technology Corporation, is represented
by Jesse Blanco of The Law Office of Jim Terry.

                       About Americas Energy

Knoxville, Tenn.-based Americas Energy Company-AECo operates
surface mines in southeastern Kentucky.  In March 2010, the
Company acquired Evans Coal Corp. for $7,000,000 in cash, a
$25,000,000 promissory note and a 2% overriding royalty on all
coal sales generated from the properties acquired from Evans.
Evans owns or controls by lease mineral rights and currently
operates by use of contractors, two surface mines in Bell County
and one in Knox County, Kentucky.  In addition, the Company has
rights to oil properties located in Cumberland County, Kentucky
that are intended for future development.


AMERICAS ENERGY: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Americas Energy Company
          fdba Trend Technology Corporation
        243 N. Peters Road
        Knoxville, TN 37923

Bankruptcy Case No.: 11-35466

Chapter 11 Petition Date: December 7, 2011

Court: U.S. Bankruptcy Court
       Eastern District of Tennessee (Knoxville)

Judge: Richard Stair, Jr.

Debtor's Counsel: Jimmy Terry, Esq.
                  THE LAW OFFICES OF JIM TERRY
                  P.O. Box 1079
                  Clinton, TN 37717
                  Tel: (865) 463-7015
                  Fax: (865) 463-7017
                  E-mail: jterrylaw@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 20 largest unsecured creditors is
available for free at:
http://bankrupt.com/misc/tneb11-35466.pdf

The petition was signed by Christopher Headrick, president.


ANCHOR CAPITAL: Case Summary & 19 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Anchor Capital Services,Inc.
        114 School Ground Road
        Branford, CT 06405

Bankruptcy Case No.: 11-33051

Chapter 11 Petition Date: December 6, 2011

Court: United States Bankruptcy Court
       District of Connecticut (New Haven)

Judge: Lorraine Murphy Weil

Debtor's Counsel: Peter L. Ressler, Esq.
                  GROOB RESSLER & MULQUEEN
                  123 York Street, Ste 1B
                  New Haven, CT 06511-0001
                  Tel: (203) 777-5741
                  Fax: (203) 777-4206
                  E-mail: ressmul@yahoo.com

Estimated Assets: $0 to $50,000

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

A list of the Company's 19 largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/ctb11-33051.pdf

The petition was signed by William Leckey Jr., president.


BLUE RIVER: Case Summary & 3 Largest Unsecured Creditors
--------------------------------------------------------
Debtor: Blue River Marina, LLC
        8001 Old Tybee Road
        Savannah, GA 31410

Bankruptcy Case No.: 11-42541

Chapter 11 Petition Date: December 6, 2011

Court: United States Bankruptcy Court
       Southern District of Georgia (Savannah)

Debtor's Counsel: Steven Ryan Webster, Esq.
                  THE WEBSTER FIRM PC
                  1770 Indian Trail Road Suite 200
                  Norcross, GA 30093
                  Tel: (678) 436-0082
                  Fax: (678) 436-0088
                  E-mail: swebster@twflaw.com

Estimated Assets: $0 to $50,000

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

A list of the Company's three largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/gasb11-42541.pdf

The petition was signed by John Frederick Tanner, member.


ANDRONICO'S MARKETS: Renwood Faces Suit Over Lien in AMI Assets
----------------------------------------------------------------
The Official Committee of Unsecured Creditors has filed a lawsuit
against Renwood Andronico Lending 1 LLC to determine the validity
of its lien in Andronico's Markets Inc.'s assets.

Renwood reportedly holds a lien in the assets on account of the
pre-bankruptcy loans Andronico's availed from Bank of the West and
Special Situations Investing, Inc.

The defendant asserts a claim in the sum of more than $29.9
million under the loan agreements as of August 22, 2011, according
to a complaint filed with the U.S. Bankruptcy Court for the
Northern District of California.

Andronico's previously agreed to allowance of Renwood's claim as
secured claim, which was approved by the bankruptcy court on
September 8, 2011.

                     About Andronico's Markets

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

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

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


ATLANTIC & PACIFIC: Court Approves CBA Amendments
-------------------------------------------------
BankruptcyData.com reports that the U.S. Bankruptcy Court approved
Great Atlantic & Pacific Tea Company's motion for authority to
enter into amendments to certain collective bargaining agreements
with the United Food & Commercial Workers, International and 13
Local UFCW Affiliate.  Thirteen UFCW-affiliated Local Unions have
agreed to modifications to 34 collective bargaining agreements
that materially reduce the Debtors' labor-related expenses and
grant the Debtors labor cost stability.

                  About Great Atlantic & Pacific

Founded in 1859, Montvale, New Jersey-based Great Atlantic &
Pacific is a supermarket retailer, operating under a variety of
well-known trade names, or "banners" across the mid-Atlantic and
Northeastern United States.  Before filing for bankruptcy in 2010,
A&P operated 429 stores in 8 states and the District of Columbia
under the following trade names: A&P, Waldbaum's, Pathmark,
Pathmark Sav-a-Center, Best Cellars, The Food Emporium, Super
Foodmart, Super Fresh and Food Basics.  A&P had 41,000 employees
prior to the bankruptcy filing.

A&P and its affiliates filed Chapter 11 petitions (Bankr. S.D.N.Y.
Case No. 10-24549) on Dec. 12, 2010, in White Plains, New York.
In its petition, A&P reported total assets of $2.5 billion and
liabilities of $3.2 billion as of Sept. 11, 2010.

Paul M. Basta, Esq., James H.M. Sprayregen, Esq., and Ray C.
Schrock, Esq., at Kirkland & Ellis, LLP, in New York, and James J.
Mazza, Jr., Esq., at Kirkland & Ellis LLP, in Chicago, Illinois,
serve as counsel to the Debtors.  Kurtzman Carson Consultants LLC
is the claims and notice agent.  Lazard Freres & Co. LLC is the
financial advisor.  Huron Consulting Group is the management
consultant.  Dennis F. Dunne, Esq., Matthew S. Barr, Esq., and
Abhilash M. Raval, Esq., at Milbank, Tweed, Hadley & McCloy LLP,
represent the Official Committee of Unsecured Creditors.

A&P obtained court approval for a new contract with C&S Wholesale
Grocers Inc., its principal supplier.  The contract is designed to
save A&P $50 million a year when the supermarket operator emerges
from Chapter 11 reorganization.

A&P sold 12 Super-Fresh stores in the Baltimore-Washington area
for $37.83 million, plus the value of inventory.  Thirteen other
locations didn't attract buyers at auction and were closed mid-
July 2011.

A&P filed a proposed Chapter 11 plan founded upon a $490 million
debt and equity financing announced this month.  The proposed
financing, tentatively approved by the bankruptcy judge, allows
A&P to accept a better offer if one appears.  New investors
sponsoring the plan include Yucaipa Cos., Goldman Sachs Group Inc.
and Mount Kellett Capital Management LP.


ATLANTIS HOLDINGS: Bankruptcy Puts Cinema Project on Hold
---------------------------------------------------------
Wayne Faulkner at StarNews Online reports that plans for a multi-
screen cinema and other commercial and residential projects along
Carolina Beach Road in North Carolina are on hold as Atlantis
Holdings LLC goes through a Chapter 11 bankruptcy reorganization.

The report relates that Atlantis' efforts to build a movie theater
started in 2004.  But in December 2008, the county commissioners
approved its request to build a 14-screen facility along Carolina
Beach Road near St. Andrews Drive, north of Monkey Junction.

The report notes the bankruptcy does not include the Belle Meade
Plantation single-family home development.

Based in Wilmington, North Carolina, Atlantis Holdings LLC filed
for Chapter 11 protection on June 13, 2011 (Bankr. E.D. N.C. Case
No. 11-04533).  Judge J. Rich Leonard presides over the case.
Trawick H. Stubbs, Jr., Esq., at Stubbs & Perdue, P.A., serves as
the Debtor's counsel.  The Debtor estimated both assets and debts
of between $1 million and $10 million.


BARE FEET: Voluntary Chapter 11 Case Summary
--------------------------------------------
Debtor: Bare Feet Shoes of PA, Inc.
        Cedar Brook Plaza
        1000 Easton Road, Suite 105
        Wyncote, PA 19095
        Tel: (215) 576-8689

Bankruptcy Case No.: 11-19292

Chapter 11 Petition Date: December 6, 2011

Court: U.S. Bankruptcy Court
       Eastern District of Pennsylvania (Philadelphia)

Judge: Eric L. Frank

Debtor's Counsel: Allen B. Dubroff, Esq.
                  ALLEN B. DUBROFF, ESQ. & ASSOCIATES, LLC
                  1500 JFK Boulevard, Suite 1030
                  Philadelphia, PA 19102
                  Tel: (215) 635-7200
                  Fax: (215) 689-3777
                  E-mail: allen@dubrofflawllc.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 Uri Jacobson, president.

Affiliates that simultaneously sought Chapter 11 protection:

        Debtor                         Case No.
        ------                         --------
Bare Feet Shoes and Accessories, LLC   11-19293
Shore Bare Feet Shoes, Inc.            11-19294
BFSD, Inc.                             11-19295


BEAR ISLAND: Brant Industries Sued Over Payment of Mgt. Services
----------------------------------------------------------------
The Official Committee of Unsecured Creditors in Bear Island Paper
Co. LLC's cases has filed a lawsuit against Brant Industries Inc.
over the payment it received from Bear Island.

Brant Industries allegedly received more than $9.3 million as
payment for the management and administrative services it provided
to White Birch Paper Holding Company and its subsidiaries.

In a court filing, the Committee's lawyer, Jason Harbour, Esq., at
Hunton & Williams LLP, in Richmond, Virginia, said Bear Islands is
not obliged to pay those services under the terms of a management
agreement between Brant Industries and White Birch Paper Company.

Mr. Harbour said the payment "constitutes a fraudulent conveyance"
because Bear Island was insolvent when it made the payment and
that the company did not receive "reasonably equivalent value" in
exchange for the payment.

                  About White Birch & Bear Island

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

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

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

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

Bear Island was authorized by the bankruptcy judge in November
2010 to sell the business to a group consisting of Black Diamond
Capital Management LLC, Credit Suisse Group AG and Caspian Capital
Advisors LLC.

Bear Island's Chapter 11 plan is currently scheduled for approval
at a Dec. 20 confirmation hearing.  Under the plan proposed by the
subsidiary of Canada's White Birch Paper Co., first- and second-
lien creditors with $424.9 million and $105 million in claims,
respectively, are expected to recover between 0.5 percent and 4
percent. Unsecured creditors with $1.4 million in claims are to
receive the same dividend.


BLACK ELK: Moody's Affirms 'Caa2' Corporate Family Rating
---------------------------------------------------------
Moody's Investors Service changed the rating outlook of Black Elk
Energy Offshore Operations, LLC (BEE) to positive from stable and
affirmed the company's Caa2 Corporate Family Rating (CFR). At the
same time Moody's downgraded the senior secured notes rating to
Caa3 from Caa2 and assigned a first time SGL-4 Speculative Grade
Liquidity rating reflecting weak liquidity.

RATINGS RATIONALE

"Through a series of sizeable acquisitions, BEE has dramatically
enhanced its production and reserves profile since the second
quarter of 2010 lifting average daily production by 340% and
proved reserves by 560%," noted Sajjad Alam, Moody's Analyst.
"While the company has also acquired substantial amount of
plugging and abandonment (P&A) obligations from the acquisitions
and has to contend with the rapid declines of its mature wells and
concentration in the Gulf of Mexico, we believe BEE's expanded
asset base and cash flow generation power as well as improving
liquidity will provide better credit support in 2012."

The positive outlook reflects Moody's expectation that the company
will continue to grow its production and reserves in 2012 and
unwind sufficient hedges to comply with the credit facility
covenant requirement.

The rating could be upgraded to Caa1 if BEE can sustain production
above 17,000 per boe and maintain the debt to PD reserves ratio
below $11 per boe. The upgrade would also be contingent on BEE
obtaining a larger revolving credit facility and having sufficient
liquidity.

The 13.75% senior secured notes have second lien on substantially
all of BEE's assets (excluding the W&T acquisition related escrow
accounts) and are junior and subordinate to the first liens
securing the credit facility and the derivative contract
obligations. Given the relatively large size of the prior claim
credit facility, the notes are notched down from the Caa2 CFR and
are rated Caa3, under Moody's Loss Given Default methodology.

The assigned SGL-4 rating reflects weak liquidity. Based on
Moody's estimate of approximately 17,000 boe/d of production and
$40 million of capex in 2012, the company should produce break-
even to slightly positive free cash flow next year. A significant
portion of the required $32 million P&A related escrow obligations
will likely be funded through revolver drawings. At September 30,
2011, the company had $16 million of cash and $61 million in
available borrowing capacity under a $75 million borrowing base
revolving credit facility. We note that BEE was not in compliance
with a hedging covenant in its credit agreement at September 30,
2011. However the company received a waiver in November 2011 and
has stated its intention to unwind certain natural gas and crude
oil swaps agreements by December 31,2011 and limit notional volume
hedged to 60% of expected production from PDP properties to remain
in compliance. There is sufficient headroom under the remaining
financial covenants and we don't anticipate any compliance issues
with those in 2012.

Weak liquidity will likely be the catalyst for any rating
downgrade. Any leveraging transaction leading to a debt to PD
reserves above $13 per boe could also trigger a downgrade.

BEE's Caa2 Corporate Family Rating (CFR) reflects the company's
small production and reserves base, its substantial plugging and
abandonment (P&A) liabilities associated with the mature offshore
wells, and the company's relatively low proportion of proved
developed producing (PDP) reserves and the attendant high future
development (F&D) costs. The rating also reflects BEE's
acquisitive nature and its concentration in the Gulf of Mexico
basin, which is prone to periodic weather related disruptions and
characterized by reservoirs with flush production and steep
declines. The CFR is supported by the company's positive
production and cash flow trends, relatively low-risk drilling
inventory, favorable finding and development (F&D) costs, low
leverage for the rating category and significant oil exposure.

The principal methodologies used in rating BEE was the Moody's
Global Independent Exploration and Production Industry rating
methodology published in December 2008. Other Methodologies
include the Loss Given Default for Speculative-Grade Non-Financial
Companies in the U.S., Canada and EMEA published in June 2009.

Black Elk Energy Offshore Operations, LLC (BEE) is a Houston,
Texas based privately held limited liability company engaged in
the acquisition, exploitation, development and production of oil
and natural gas properties primarily in the shallow waters of the
Gulf of Mexico (GOM) near the coast of Louisiana and Texas.


CARL'S FURNITURE: To File Joint Chapter 11 Plan
-----------------------------------------------
Susan R. Miller, senior reporter at South Florida Business
Journal, reports that Robert Furr, attorney of Carl's Furniture,
said the Company has reached an agreement with the creditors
committee, and he expects to file a joint plan and come out of
Chapter 11 shortly.  "Carls will survive as a family-owned
business," Mr. Furr said.  "It's closed a number of locations
and will be left with three."

Carl's Furniture, Inc., filed a Chapter 11 petition (Bankr. S.D.
Fla. Case No. 11-24203) on May 24, 2011.  Robert C. Furr, Esq., at
Furr & Cohen, in Boca Raton, Florida, serves as counsel to the
Debtor.  Carl's disclosed $6,145,947 in assets and $9,147,163 in
liabilities.  Four affiliates also sought Chapter 11 protection.
The Debtors have $1 million of debtor-in-possession financing from
the existing owners.


CATASYS INC: David Smith Discloses 46.1% Equity Stake
-----------------------------------------------------
In an amended Schedule 13D filing with the U.S. Securities and
Exchange Commission, David E. Smith disclosed that, as of Dec. 8,
2011, he beneficially owns 13,813,954 shares of common stock of
Catasys, Inc., representing 46.1% of the shares outstanding.  The
percentage is based on 21,385,467 shares of Common Stock of the
Company issued and outstanding as of Nov. 9, 2011, as reported in
the Company's 10-Q, as filed with the SEC on Nov. 14, 2011.

As previously reported by the TCR on Nov. 30, 2011, Mr. Smith
disclosed beneficial ownership of 11,852,417 shares of common
stock of the Company or 41.9% equity stake.

A full-text copy of the amended Schedule 13D is available for free
at http://is.gd/MXCmH1

                         About Hythiam, Inc.

Based in Los Angeles, California, Hythiam, Inc., n/k/a Catasys,
Inc., is a healthcare services management company, providing
through its Catasys(R) subsidiary specialized behavioral health
management services for substance abuse to health plans.

The Company reported a net loss of $19.99 million on $448,000 of
total revenues for the twelve months ended Dec. 31, 2010, compared
with a net loss of $9.15 million on $1.53 million of total
revenues during the prior year.

The Company also reported a net loss of $1.32 million on $207,000
of total revenues for the nine months ended Sept. 30, 2011,
compared with a net loss of $7.53 million on $338,000 of total
revenues for the same period a year ago.

The Company's balance sheet at Sept. 30, 2011, showed $3.04
million in total assets, $5 million in total liabilities and a
$1.95 million total stockholders' deficit.

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

                         Bankruptcy Warning

As of Nov. 9, the Company had a balance of approximately $243,000
cash on hand.  The Company had working capital deficit of
approximately $3.5 million at Sept. 30, 2011, and has continued to
deplete its cash position subsequent to Sept. 30, 2011.  The
Company has incurred significant net losses and negative operating
cash flows since its inception.  The Company could continue to
incur negative cash flows and net losses for the next twelve
months.  The Company's current cash burn rate is approximately
$450,000 per month, excluding non-current accrued liability
payments.  The Company expects its current cash resources to cover
expenses through November 2011, however delays in cash
collections, revenue, or unforeseen expenditures could impact this
estimate.  The Company will need to immediately obtain additional
capital and there is no assurance that additional capital can be
raised in an amount which is sufficient for the Company or on
terms favorable to its stockholders, if at all.  If the Company
does not immediately obtain additional capital, there is a
significant doubt as to whether the Company can continue to
operate as a going concern and the Company will need to curtail or
cease operations or seek bankruptcy relief.  If the Company
discontinues operations, the Company may not have sufficient funds
to pay any amounts to stockholders.


CEDAR LAKE: Voluntary Chapter 11 Case Summary
---------------------------------------------
Debtor: Cedar Lake Oncology Center, LLC
        1732 Medical Park Drive
        Biloxi, MS 39532

Bankruptcy Case No.: 11-52820

Chapter 11 Petition Date: December 8, 2011

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

Judge: Katharine M. Samson

Debtor's Counsel: Patrick A. Sheehan, Esq.
                  SHEEHAN & JOHNSON, PLLC
                  Post Office Drawer 8299
                  Biloxi, MS 39535
                  Tel: (228) 875-0572
                  Fax: (228) 875-0895
                  E-mail: pat@sheehanlawfirm.com

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

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 Laurence G. Lines, M.D., managing
member.

Affiliate that filed separate Chapter 11 petition:

        Entity                        Case No.       Petition Date
        ------                        --------       -------------
Biloxi Radiation Oncology, LLC        11-52727            11/22/11


CENTRAL FALLS: Asks Court to Approve New Labor Agreements
---------------------------------------------------------
Dow Jones' DBR Small Cap reports that the receiver running Central
Falls, R.I., is seeking bankruptcy-court approval of new labor
agreements struck with unions representing city workers, police
and firefighters, an essential step in the city's restructuring.

                        About Central Falls

Central Falls is a city in Providence County, Rhode Island.  The
population was 18,928 at the 2000 census.  Central Falls is the
smallest and most densely populated city in Rhode Island.

Central Falls sought bankruptcy protection under Chapter 9 of the
U.S. Bankruptcy Code (Bankr. D. R.I. Case No. 11-13105) on Aug. 1,
2011.  The Chapter 9 filing was made after former Rhode Island
Supreme Court Judge Robert Flanders, who serves as state-appointed
receiver for the city, was unable to negotiate significant
concessions from unions representing police officers, firefighters
and other city workers.  The city grappled with an $80 million
unfunded pension and retiree health benefit liability that is
nearly quadruple its annual budget of $17 million.  Judge Robert
Flanders succeeded the role from retired Superior Court Associate
Justice Mark A. Pfeiffer, who was appointed in July 2010.  The
Central Falls receivership, the state's first, has left the mayor
and council without any power to govern.

Judge Frank Bailey presides over the Chapter 9 case.  Theodore
Orson, Esq., at Orson and Brusini Ltd., serves as bankruptcy
counsel to the receiver.

The receiver is negotiating new contracts with unions representing
city workers.  The receiver filed a proposed debt adjustment plan
for the city in September.  It won't affect bondholders.


CHECKOUT HOLDING: Moody's Affirms 'B1'; Outlook Now Negative
------------------------------------------------------------
Moody's Investors Service changed the outlook for Checkout Holding
Corp. to negative from stable. Moody's also affirmed the B1
corporate family rating (CFR) and B1 probability of default rating
and instrument ratings as shown.

Checkout Holding Corp.

   -- Outlook, Changed To Negative From Stable

   -- Corporate Family Rating, Affirmed B1

   -- Probability of Default Rating, Affirmed B1

   -- 10.125% Sr. Disc Notes due 2015, Affirmed B3, LGD adjusted
      to LGD6, 91% from LGD6, 92%

Catalina Marketing Corporation

   -- Outlook, Changed To Negative From Stable

   -- Senior Secured Bank Credit Facility, Affirmed Ba2, LGD2, 20%

   -- 10.5% (11.25% if PIK) Senior Unsecured Toggle Notes due
      2015, Affirmed B2, LGD adjusted to LGD4, 61% from LGD4, 62%

   -- 11.625% Sr Subordinate Bonds due 2017, Affirmed B3, LGD
      adjusted to LGD5, 80% from LGD5, 82%

RATINGS RATIONALE

The outlook change incorporates weaker than anticipated
performance, which, combined with the higher debt level (related
to PIK accretion on the notes issued to fund the dividend in
November 2010), is pressuring credit metrics. The outlook change
also reflects lack of visibility regarding the timing and degree
of improvement in the Catalina Marketing Services (CMS) business.
CMS revenue and EBITDA fell on a year over year basis each quarter
so far in 2011, and leverage (calculated on a gross basis and
including debt at Checkout) climbed to 5.8 times debt-to-EBITDA as
of September 2011 from 5.2 times at year end 2010 (which included
debt related to the November 2010 dividend). Moody's had expected
a decline in leverage driven primarily by EBITDA growth, as well
as some debt repayment. Checkout nevertheless continues to benefit
from very good liquidity, supported by consistent positive free
cash flow (expected to continue), $131 million of balance sheet
cash as of September 30, 2011, and an undrawn $100 million
revolver, as well as the absence of financial maintenance
covenants in its credit agreement. This liquidity profile affords
the company flexibility and time for improvement, but an inability
to demonstrate better operational trends could create challenge as
the company seeks to refinance the capital structure in 2013. The
revolver matures in October 2013 and the term loan (approximately
$600 million outstanding) in October 2014.

Checkout's weakly positioned B1 CFR incorporates the aggressive
capital structure resulting from the 2007 LBO and November 2010
dividend, with leverage of approximately 5.8 times debt-to-EBITDA
on a gross basis. Net leverage is currently 5.2 times and we
anticipate it will remain in the low to mid 5 times range.
Continued event risk related to the private equity ownership also
constrains the rating. Checkout's leading position in Point of
Sale (POS) marketing services supports strong EBITDA margins and
good free cash flow generation, which, combined with very good
liquidity, enables the company to better manage this high
leverage. However, its sizeable debt maturities in 2013 and 2014
create some refinancing risk, and the PIK accretion on its senior
discount notes (approximately $30 million annually) raises the
hurdle for growth or debt repayment merely to maintain leverage.
Notwithstanding its strong position within its niche, Checkout's
lack of scale limits its ability to invest in technology to expand
its digital presence and to weather the negative impact of
economic conditions and evolving advertising spending patterns.
The company derives the majority of its revenue from cyclical
client advertising / marketing spending, exposing it to volatility
related to economic conditions and shifts in marketing budgets,
but the extension of its retail base both in the United States and
internationally provides growth opportunities over the long term.

The negative outlook reflects the potential for a downgrade absent
improving operational trends or a change in fiscal policy that
leads to a decline in gross leverage to below 5.75 times debt-to-
EBITDA.

Absent expectations for an improvement in operations or
application of free cash flow to debt repayment that results in
gross leverage below 5.75 times debt-to-EBITDA, Moody's would
likely lower the rating. Deterioration of the liquidity profile
could also warrant a downgrade.

Moody's will consider stabilizing the outlook with evidence of
progress toward lower leverage and expectations for continued
positive free cash flow and maintenance of the strong liquidity
profile. An upgrade is highly unlikely given event risk related to
the sponsor ownership and the need to refinance the capital
structure.

Checkout Holding's ratings were assigned by evaluating factors
that Moody's considers relevant to the credit profile of the
issuer, such as the company's (i) business risk and competitive
position compared with others within the industry; (ii) capital
structure and financial risk; (iii) projected performance over the
near to intermediate term; and (iv) management's track record and
tolerance for risk. Moody's compared these attributes against
other issuers both within and outside Checkout Holding's core
industry and believes Checkout Holding's ratings are comparable to
those of other issuers with similar credit risk. Other
methodologies used include Loss Given Default for Speculative-
Grade Non-Financial Companies in the U.S., Canada and EMEA
published in June 2009 (and/or) the Government-Related Issuers
methodology published in July 2010.

Catalina, headquartered in St. Petersburg, FL, is the leader in
point-of-sale (POS) promotional marketing services. Hellman &
Friedman acquired Catalina in a 2007 leveraged buyout.


CHEF SOLUTIONS: Gets Final Approval to Access Reser DIP Facility
----------------------------------------------------------------
Chef Solutions Inc. and its affiliates obtained final approval
from the U.S. Bankruptcy Court for the District of Delaware to
access postpetition financing from Reser's Fine Foods, Inc., of up
to $10 million.

The Debtors previously obtained interim approval to borrow up to
$5 million from Reser's Fine.

The Material provisions of the DIP Facility Agreements are:

     A. Lender: Reser's Fine Foods, Inc., is the lender under the
        Reser's DIP Facility Agreement.  An affiliate RFF, LLC,
        and Mistral Chef are partners in a joint venture, RMJV,
        L.P., which is the proposed stalking horse purchaser of
        substantially all of the Debtors' assets.

     B. Amount: Reser's agrees to make available multiple advances
        in an aggregate amount not exceeding $10,000,000.  The
        first advance of $5,000,000 will be disbursed on the
        effective date of the Reser's Interim DIP Order and an
        additional $2,500,000 will be disbursed on the effective
        date of the Reser's Final DIP Order.  Following entry of
        the Reser's Final DIP Order, Reser's will make two
        additional disbursements of $1,250,000, the first seven
        days after entry of the Reser's Final DIP Order and the
        second ten days after the Reser's First Interim Advance.

     C. Use of Proceeds:  The proceeds of the Reser's DIP Facility
        will be used in accordance with, and solely for the
        purposes set forth in the Budget.

     D. Partial Roll-Up:  On an interim basis, the DIP Facilities
        effect a "partial roll-up"of the Senior Prepetition Loan.
        The Debtors are required to apply one hundred percent of
        all collections on, and proceeds of, the DIP Collateral to
        repay the Senior Prepetition Loan except with respect to
        priority repayment of Agent Advances.

     E. Interest Rate: The outstanding principal balance of the
        Reser's DIP Facility will bear interest at a floating per
        annum rate of LIBOR plus 5.00%.

     F. Liens:  The Reser's Interim DIP Order provides for the
        benefit of Reser's valid, enforceable and fully perfected,
        first priority priming liens and senior security interests
        in the DIP Collateral, subject only to the Permitted
        Priority Liens, and the Carve-Out.  The Reser's Liens
        further include a security interest in the Reser's DIP
        Account.

     G. Superpriority Claims:  The Interim Orders provide that the
        Wells Lenders and Reser's will be granted allowed
        superpriority administrative expenses claims in each of
        the Debtor's Chapter 11 Cases and in any successor cases
        under the Bankruptcy Code for all DIP Obligations, having
        priority over any and all other claims against the
        Debtors, except that the Reser's DIP Superpriority Claim
        will be subordinate to the Wells DIP Superpriority Claim.
        Further, the Wells DIP Superpriority Claim and the Reser's
        DIP Superpriority Claim will be subject and subordinate in
        priority of payment only to payment of the Carve-Out.

     H. Fees: On the effective date of the Reser's Interim DIP
        Order, Reser's will fully earn, and be entitled to receive
        from the Borrowers, a loan commitment fee in the amount of
        $50,000.  The Commitment Fee will be paid by the Reser's
        Borrowers on the Maturity Date.

                       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.  Debtor Orval Kent Food
Company disclosed $82,902,336 in assets and $126,085,311 in
liabilities in its schedules.

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.

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 and Polsinelli Shughart serve as counsel to
the creditors' committee appointed in the case.  Mesirow Financial
Consulting, LLC, is the financial advisor.


CHEF SOLUTIONS: Gets Final Approval to Access Wells DIP Facility
----------------------------------------------------------------
Judge Kevin Gross of the U.S. Bankruptcy Court for the District of
Delaware issued a final order authorizing Chef Solutions and its
affiliates to access postpetition financing of up to $28 million
from Wells Fargo Capital Finance Inc.

The Debtors previously obtained interim approval to borrow up to
$4 million from Wells Fargo.

The Wells Fargo lenders were granted first priority security
interests in and liens on, all of the DIP Collateral to secure the
Wells DIP Facility and all of the obligations owed under the loan
documents under the Wells DIP Facility.

The material provisions of the DIP Facility Agreement with Wells
Fargo are:

     A. Lender:  Wells Fargo Capital Finance, Inc., and other
        lenders are the lenders under the Wells DIP Facility
        Agreement.  Additionally, the Wells Fargo and Mistral Chef
        Holdings, LLC, have entered into a Junior Participation
        Agreement, pursuant to which each Wells lender has agreed
        to sell, and Mistral Chef has agreed to purchase, a junior
        participation interest in all of the rights and
        obligations of each Wells lender under the Wells DIP
        Facility Agreement in an aggregate amount for all Wells
        lenders equal to $3,300,000.

     B. Amount:  The Wells Lenders agree to make available up to
        exceeding $28,000,000 but does not consist entirely of new
        money advances.  Rather, the amounts represent a "roll-up"
        of the Senior Prepetition Loan in exchange for the ability
        to continue to use the revolver, the improvement of
        certain terms and an increase in the availability.

     C. Use of Proceeds:  The proceeds of the Wells DIP Facility
        will be used to (a) pay transactional fees, costs and
        expenses incurred in connection with the Wells DIP
        Facility Agreement, and (b) consistent with the terms and
        conditions of the Wells DIP Facility Agreement and in
        accordance with the Budget, for general corporate purposes
        including the funding of capital expenditures and working
        capital and the repayment of the Senior Prepetition Loan.

     D. Partial Roll-Up:  On an interim basis, the DIP Facilities
        effect a "partial roll-up"of the Senior Prepetition Loan.
        The Debtors are required to apply one hundred percent of
        all collections on, and proceeds of, the DIP Collateral to
        repay the Senior Prepetition Loan except with respect to
        priority repayment of Agent Advances.

     E. Interest Rate:  If the relevant advance under the Wells
        DIP Facility Agreement bears interest at a rate determined
        by reference to the LIBOR Rate, the interest rate is at a
        per annum rate equal to the LIBOR Rate plus 5.00%.  If the
        relevant advance under the Wells DIP Facility Agreement
        bears interest at a rate determined by reference to the
        Base Rate, the interest rate is at a per annum rate equal
        to the Base Rate plus 1.75%.  The Borrowers may elect for
        an advance to be a LIBOR Rate Loan.  If the Borrowers do
        not make this election or are not entitled to make this
        election due to the nature of the borrowing, each Advance
        will be a Base Rate Loan.

     F. Liens: To secure the DIP Obligations, the Wells Interim
        DIP Order provides for the benefit of the Agent and the
        Wells Lenders, valid, enforceable and fully perfected,
        first priority liens on and senior security interests in
        all of the DIP Collateral.

     G. Superpriority Claims:  The Interim Orders provide that the
        Wells Lenders and Reser's will be granted allowed
        superpriority administrative expenses claims in each of
        the Debtor's Chapter 11 Cases and in any successor cases
        under the Bankruptcy Code for all DIP Obligations, having
        priority over any and all other claims against the
        Debtors, except that the Reser's DIP Superpriority Claim
        will be subordinate to the Wells DIP Superpriority Claim.
        The Wells DIP Superpriority Claim and the Reser's DIP
        Superpriority Claim will be subject and subordinate in
        priority of payment only to payment of the Carve-Out.

     H. Fees:  The Wells Borrower will pay Agent a Letter of
        Credit Fee which will accrue at a rate equal to 2.75% per
        annum times the Daily Balance of the undrawn amount of all
        outstanding Letters of Credit.

     I. Carve-out: The Wells Fargo lenders' liens are subject to a
        $400,000 carve-out.

                       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.  Debtor Orval Kent Food
Company disclosed $82,902,336 in assets and $126,085,311 in
liabilities in its schedules.

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.

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 and Polsinelli Shughart serve as counsel to
the creditors' committee appointed in the case.  Mesirow Financial
Consulting, LLC, is the financial advisor.


CHINA CGAME: Posts $2.9 Million Net Loss in Third Quarter
---------------------------------------------------------
China CGame, Inc., filed its quarterly report on Form 10-Q,
reporting a net loss of $2.9 million on $0 contract revenues
earned for the three months ended Sept. 30, 2011, compared with a
net loss of $8.7 million on $161,340 of contract revenues earned
for the same period of 2010.

For the nine months ended Sept. 30, 2011, the Company has reported
a net loss of $11.0 million on $0 contract revenues earned,
compared with a net loss of $15.6 million on $5.8 million of
contract revenues earned for the same period last year.

The Company's balance sheet at Sept. 30, 2011, showed
$143.4 million in total assets, $115.3 million in total
liabilities, and stockholders' equity of $28.1 million.

As reported in the TCR on April 26, 2011, Samuel H. Wong & Co.,
LLP, in San Mateo, Calif., expressed substantial doubt about China
CGame's ability to continue as a going concern, following the
Company's 2010 results.  The independent auditors noted that the
Company incurred a net loss of $23.2 million in the current year.
"As of Dec. 31, 2010, the Company has an accumulated deficit of
$11.2 million due to the fact that the Company continued to incur
losses over the past few years.  The Company also has difficulty
to maintain sufficient working capital for operation activities."

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

                       http://is.gd/Pf9JWi

Changzhou, China-based China CGame, Inc. (Nasdaq: CCGM) is a self-
developer of online games and provider of high-end building
envelope architectural systems.  Through its subsidiaries,
Changzhou ConnGame Network Ltd. and Shanghai ConnGame Network
Ltd., the Company leverages its game engines, development
platforms, and production teams to develop and operate Massively
Multiplayer Online Role Playing Games.

The Company has two games under development.  The first game,
"Revolution," will allow game players to travel between Western
and Eastern cultures, including adventures at historic locations
and turf wars.  The second game, "The Warring States," is a
historic military adventure game based on the well-known period in
ancient Chinese history of the same name.

The Company also provides design, engineering, fabrication and
installation services for high-end curtain wall systems, roofing
systems, steel construction systems, and eco-energy systems.


CLARE AT WATER: Section 341(a) Meeting Scheduled for Dec. 20
------------------------------------------------------------
The U.S. Trustee for Region 11 will convene a meeting of creditors
of The Clare at Water Tower on Dec. 20, 2011, at 1:30 p.m.  The
meeting will be held at the United States Trustee, 219 South
Dearborn Street, 8th Floor, Room 802, Chicago, Illinois.

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

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

                  About The Clare at Water Tower

The Clare at Water Tower is an upscale 334-unit high-rise
continuing-care retirement community in Chicago, Illinois.  The
project is only 42% occupied because the target population either
hasn't been able to sell homes or lacks sufficient cash to make
required deposits as the result declining investments following
the recession.  The facility is a 53-story building on land rented
from Loyola University of Chicago.  The facility is managed and
developed by a unit of the Franciscan Sisters of Chicago, who
invested more than $14 million.  The project opened in December
2008.  Residents must make partially refundable deposits ranging
from $263,000 to $1.2 million.  Monthly fees are an additional
$2,700 to $5,500.

The Clare filed for Chapter 11 protection (Bankr. N.D. Ill. Case
No. 11-46151) on Nov. 14, 2011, after defaulting on $229 million
in tax-exempt bond financing used to build the project.

Judge Susan Pierson Sonderby presides over the case.  Matthew M.
Murphy, Esq., at DLA Piper LLP, serves as the Debtor's counsel.
Epiq Bankruptcy Solutions serves as claims and noticing agent.  In
its petition, the Debtor estimated $100 million to $500 million in
assets and debts.  The petition was signed by Judy Amiano,
president.

Counsel to Redwood Capital Investments LLC as DIP Lender are Mark
A. Berkoff, Esq., and Nicholas M. Miller, Esq., at Neal Gerber &
Eisenberg LLP.  Bond Trustee, The Bank of New York Mellon Trust
Company, is represented by Clifton R. Jessup, Jr., Esq., at
Greenberg Traurig.  Counsel to Bank of America, N.A., the Debtor's
prepetition lender, is Brian I. Swett, Esq., at Winston & Strawn
LLP.  Counsel for the majority fixed rate bonds is Nathan F. Coco,
Esq., at McDermott Will & Emery LLP.  Loyola, the Debtor's
landlord, is represented by Timothy R. Casey, Esq., at Drinker
Biddle & Reath LLP.


CLUB VENTURES: Completes Financial Reorganization
-------------------------------------------------
Club Ventures Investments, LLC, which owns DavidBartonGym, an
operator of upscale health clubs in four cities, on Dec. 13
disclosed that the company has completed a successful financial
reorganization and emerged from Chapter 11 protection.  Under its
confirmed Plan of Reorganization, Club Ventures maintains all of
its clubs while reducing its debt by approximately two-thirds and
implementing plans for future growth.

"During the past 10 months, we have been able to do precisely what
we promised at the outset of this case: restructure our debt as we
continue to serve our members," stated David Barton, founder and
president.  "Our revenues are not only on track but slightly ahead
of last year, and we are positioned to do well in the busy holiday
and post-holiday season.

"On behalf of the entire management team, I want to thank our
employees and staff throughout the DavidBartonGym network for
their unswerving dedication to our members.  I am proud of the
role we play to provide an alternative fitness experience
unparalleled in our industry."

Management in the new company continues with Barton and Chuck
Grieve, chief executive officer, at the helm.  Mr. Grieve
continues to run Meridian Sports Clubs/Bodies in Motion, which
maintains a strategic alliance with Club Ventures.  Ownership in
the newly reorganized company includes previous investors and
lenders, LBN Holdings, Inc. and Praesidian Capital Investors LP,
both of whom will continue to be lenders to the company.

"We accomplished a tremendous amount in a short period of time and
have succeeded on the sales end despite the continuing down
economy," Mr. Grieve pointed out.  "When we have the right real
estate at the right market rate, we can take the already-strong
brand of DavidBartonGym into many receptive markets, such as Los
Angeles and even San Francisco.  Any major metropolitan area whose
population appreciates the style, design and service that
differentiate DavidBartonGym from a traditional fitness club is
ripe for our clubs."

As disclosed last spring, the first new joint venture incorporates
Meridian's lease in the $750 million, Tivoli Village multi-use
development in Las Vegas, for the development of a gym under the
DavidBartonGym brand.  The Las Vegas gym and two locations in Los
Angeles are slated to open early 2012.

Club Ventures has been advised during the Chapter 11 process by
its bankruptcy counsel, Peitzman,Weg and Kempinsky LLP, co-counsel
Golenbock Eiseman Assor Bell & Peskoe LLP; and its financial
advisor, FocalPoint Securities, LLC.  The Official Creditors?
Committee was advised by Klestadt & Winters, LLP, counsel, and FTI
Consulting, Inc., financial advisor.

                       About DavidBartonGym

Founded in 1992 by David Barton, DavidBartonGym has grown to
operate health clubs in New York, Miami, Chicago, and Seattle
(Bellevue).  The company currently maintains six sites and employs
an average of 80 people at each site.

                       About Club Ventures

New York-based Club Ventures Investments LLC, aka DavidBartonGym,
is a boutique gym company.  Club Ventures owns DavidBartonGym, an
operator of upscale health clubs in four cities.  Founded in 1992
by David Barton, DavidBartonGym has grown to operate health clubs
in New York, Miami, Chicago, and Seattle (Bellevue).

Club Ventures and its affiliates filed for Chapter 11 bankruptcy
protection (Bankr. S.D.N.Y. Lead Case No. 11-10891) on March 2,
2011.  Club Ventures disclosed $327,921 and $71,037,100 in
liabilities as of the Chapter 11 filing.

David B. Shemano, Esq., at Peitzman, Weg & Kempinsky LLP, in Los
Angeles, serves as the Debtors' bankruptcy counsel.

Tracy L. Klestadt, Esq., at Klestadt & Winters LLP, in New York,
represents the Official Committee of Unsecured Creditors retained
as counsel.  The Creditors Committee also tapped FTI Consulting,
Inc., as its financial advisor.


COWTOWN BUS: Voluntary Chapter 11 Case Summary
----------------------------------------------
Debtor: Cowtown Bus Charters, Inc.
          dba Cowtown Bus Charters
              Cowtown Charters
              Cowtown Transportation Company, Inc.
        5504 Forest Hill Drive
        Fort Worth, TX 76119

Bankruptcy Case No.: 11-46871

Chapter 11 Petition Date: December 6, 2011

Court: U.S. Bankruptcy Court
       Northern District of Texas (Ft. Worth)

Judge: Russell F. Nelms

Debtor's Counsel: Mark Joseph Petrocchi, Esq.
                  GRIFFITH, JAY & MICHEL, LLP
                  2200 Forest Park Boulevard
                  Ft. Worth, TX 76110
                  Tel: (817)926-2500
                  Fax: (817)926-2505
                  E-mail: mpetrocchi@lawgjm.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 William Pippin, president.


CROSS COUNTY: No Longer Needs Chapter 11; Case Dismissed
--------------------------------------------------------
The Hon. Brenda T. Rhoades of the U.S. Bankruptcy Court for the
Eastern District of Texas dismissed the Chapter 11 case of Cross
County National Associates, LP.

As reported in the Troubled Company Reporter on Nov. 21, 2011, the
Debtor asked for the dismissal of its case because it has entered
into a settlement agreement with secured lender Cathay Bank
regarding the secured claims held by secured lender and the
creditor's collateral.  Consequently, the Debtor no longer needs
the protection of the U.S. Bankruptcy Code in order to reorganize
its financial affairs and to pay its creditors.

The Debtor owns and operates three parcels of real property: (a) a
commercial shopping center located in Matoon, Illinois, known as
"Cross County Mall"; (b) approximately 23.237 acres of unimproved
land located in Tarrant County, Texas, known as the "Cooks Lane"
property; and (c) approximately 82.203 acres of unimproved land
located in Denton County, Texas, known as the "Coonrod Land".

Substantially all of the Debtor's assets and properties, including
the real property, are encumbered by liens and security interests
held by Cathay Bank to secure claims in the approximate aggregate
amount of $10,090,208 as of the Petition Date.

The Debtor is directed to pay all fees due the United States
Trustee in conjunction with the dismissal of the Chapter 11 case
when the fees become due and payable.

                   About Cross County National

Plano, Texas-based Cross County National Associates, LP, dba Cross
County Mall, owns a retail shopping center known as "Cross County
Mall" located at 700 Broadway East, Mattoon, Illinois.  It filed
for Chapter 11 bankruptcy protection (Bankr. E.D. Tex. Case No.
11-40915) on March 28, 2011.  John P. Lewis, Jr., Esq., who has an
office in Dallas, Texas, serves as the Debtor's bankruptcy
counsel.  In its schedules, the Debtor disclosed $12.4 million in
assets and $13.0 million in liabilities.


CUMMINGS CONSTRUCTION: Case Summary & Largest Unsecured Creditor
----------------------------------------------------------------
Debtor: Cummings Construction, Inc.
        502 Bascom Hill Drive
        Baraboo, WI 53913-3203

Bankruptcy Case No.: 11-17329

Chapter 11 Petition Date: December 6, 2011

Court: U.S. Bankruptcy Court
       Western District of Wisconsin (Madison)

Judge: Robert D. Martin

Debtor's Counsel: Kristin J. Sederholm, Esq.
                  KREKELER STROTHER, S.C.
                  15 N. Pinckney Street
                  P.O. Box 828
                  Madison, WI 53701-0828
                  Tel: (608) 258-8555
                  E-mail: ksederho@ks-lawfirm.com

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

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

The petition was signed by Timothy R. Cummings, president.

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

        Entity                     Nature of Claim    Claim Amount
        ------                     ---------------    ------------
Menards                            Credit Card              $4,350
Retail Services                    Purchases
P.O. Box 15521
Wilmington, DE 19850-5521


CVR ENERGY: Moody's Raises Corporate Family Rating to 'Ba2'
-----------------------------------------------------------
Moody's Investors Service upgraded CVR Energy, Inc.'s (CVR)
Corporate Family Rating (CFR) to Ba3 from B1, upgraded Coffeyville
Resources, LLC's (Coffeyville) second lien notes to B1 from B3,
upgraded Coffeyville's existing first lien notes to Ba2 from Ba3,
and rated Coffeyville's new first lien notes Ba2. Moody's also
assigned a Speculative Grade Liquidity (SGL) rating of SGL-1 to
CVR. The outlook is stable. The ratings of Wynnewood Refining
Company (Wynnewood, B2, review for possible upgrade) will be
withdrawn once CVR's acquisition of the company closes since
Moody's expects the debt of Wynnewood to be repaid.

RATINGS RATIONALE

"The upgrade of the CFR to Ba3 reflects an increase in refining
capacity, enhanced operational diversification, and the
conservative leverage profile of the combined entity," commented
Jonathan Kalmanoff, Moody's Analyst. "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."

The Ba3 CFR reflects CVR's strong scale, asset and product line
diversification, complexity, leverage, returns, and margins
relative to most single B rated refining peers. The CFR is
restrained by the company's significantly smaller scale and lower
degree of asset diversification relative to Ba1 rated North
American refining peers such as HollyFrontier Corp. (Ba1, stable),
and Tesoro Corporation (Ba1, stable). CVR's mid-continent location
drives advantaged returns and margins, and its majority stake in
UAN (which also possesses advantaged returns and margins) provides
business line diversification by adding nitrogen fertilizer to the
product mix.

The SGL-1 reflects very good liquidity through 2012. At September
30, 2011 pro forma, CVR's liquidity consisted of $243 million of
cash and an undrawn ABL credit facility. Moody's expects CVR will
have free cash flow during 2012, and the company's cash balance
alone exceeds planned capital expenditures for the year. The
credit facility has a $400 million commitment (increased from $250
million concurrent with the notes issuance), with availability
subject to a borrowing base calculation. It has a fixed charge
ratio covenant of 1.0x, which applies only when availability under
the facility is below $40 million or 15% of either the commitment
or borrowing base (whichever is lower). Moody's expects CVR to be
in compliance with this covenant during 2012. There are no debt
maturities prior to 2015. Substantially all of CVR's assets are
pledged as security under the facility which limits the extent to
which asset sales could provide a source of additional liquidity
if needed.

The senior secured note ratings reflect CVR's overall probability
of default, to which Moody's assigns a PDR of Ba3, and a loss
given default of LGD3-33% for the Ba2 rated first lien notes and
LGD5-73% for the B1 rated second lien notes. Under Moody's Loss
Given Default Methodology, the first lien notes are not ranked
below the ABL facility due the adequate level of collateral
coverage for the first lien notes. The second lien notes are rated
two notches below the first lien notes due to their lower priority
in the capital structure.

We could upgrade the CFR if the company increases its scale and/or
diversification through an acquisition, provided that the
acquisition does not significantly increase leverage or decrease
returns, or if debt to complexity barrels decreases to below $200.
Moody's could downgrade the CFR if debt to complexity barrels
increases to $600 or higher due to a leveraging acquisition,
distribution, share repurchase, or a prolonged and severe
deterioration of regional refining conditions, or if liquidity
deteriorates due to a prolonged interruption of throughput.

Please see ratings tab on the issuer/entity page on Moodys.com for
the last credit rating action and the rating history.

The principal methodology used in rating CVR Energy was the Global
Refining and Marketing 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.

CVR Energy, Inc. is a refining and marketing company with an
approximately 70% ownership stake in CVR Partners (NYSE symbol --
UAN) headquartered in Sugar Land, Texas.


CYBERDEFENDER CORP: Amends Securities Agreement with Sean Downes
----------------------------------------------------------------
CyberDefender Corporation, on Oct. 4, 2011, reported the
completion of the first of three $1 million tranches of a private
sale of an aggregate of $3 million of 10.5% Subordinated
Convertible Promissory Notes to Mr. Sean P. Downes, an investor in
the Company, pursuant to a Securities Purchase Agreement dated and
effective as of Sept. 30, 2011.  The second tranche of the sale
was completed on Nov. 4, 2011.

On Dec. 6, 2011, the Company and Mr. Downes entered into a First
Amendment to Securities Purchase Agreement pursuant to which the
closing date for the completion of the third $1 million tranche of
the sale was extended from Nov. 30, 2011, to Dec. 15, 2011.  On
Dec. 8, 2011, subsequent to the execution of the First Amendment,
the Company received from Mr. Downes $500,000 of the third $1
million tranche.

                        About CyberDefender

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

The Company reported a net loss of $17.58 million on $39.88
million of total net revenue for the nine months ended Sept. 30,
2011, compared with a net loss of $31.21 million on $31.93 million
of total net revenue for the same period a year ago.

The Company's balance sheet at Sept. 30, 2011, showed
$7.96 million in total assets, $42.54 million in total
liabilities, and a $34.58 million total stockholders' deficit.

                        Bankruptcy Warning

During the third quarter, the Company closed two private offerings
of subordinated convertible promissory notes to accredited
investors, totaling $3.2 million with a commitment for another
$2.0 million.  The Company believes, but cannot insure, that the
$5.2 million will be sufficient to permit the Company to continue
to operate until it can secure the additional financing that it
requires to continue to operate as a going concern and to repay
the approximately $11.7 million of debt owed to GR Match, LLC, due
on March 31, 2012.  The accompanying financial statements have
been prepared assuming that the Company will continue as a going
concern; however, if additional financing is not secured, it would
raise substantial doubt about the Company's ability to continue as
a going concern.

The Company is presently engaged in active discussions with
existing and prospective investors to secure additional financing,
but there are no commitments at this time and the Company can give
no assurance that the additional financing can be secured on
favorable terms, or at all.  If the Company cannot obtain
additional financing, the Company may be forced to further curtail
its operations, or possibly be forced to evaluate a sale of the
Company or consider other alternatives, such as bankruptcy.


DAVID SYRE: Files for Chapter 11 Bankruptcy Protection
------------------------------------------------------
The News Tribune reports that David Syre, the Bellingham, Wash.
developer who created Bellis Fair mall and the Semiahmoo
development in Blaine, filed a Chapter 11 bankruptcy petition in
Seattle, Washington.  The filing is meant to give Mr. Syre
financial breathing room as he faces an $11 million lawsuit from
Polygon Financial.

According to the report, Polygon, a Bow-based development firm,
foreclosed on several Syre-controlled properties in June after Mr.
Syre failed to repay a $16 million loan secured by the properties.

The report says, in a lawsuit filed in July 2011, Polygon's
attorneys contended that the value of the foreclosed real estate
parcels fell $11 million short of what Mr. Syre owes Polygon.  Mr.
Syre's attorneys say the foreclosed parcels are worth far more
than the money owed.

David Syre filed for Chapter 11 protection on Dec. 8, 2011,
listing debts of about $70 million and assets of $170 million.




DETROIT, MI: State's Financial Review a Prelude to Takeover
-----------------------------------------------------------
The Economist reports that Michigan on Dec. 6 took the first legal
steps towards a state takeover of Detroit.  According to the
report, a 30-day preliminary financial review was commenced that
day, which may lead to the takeover.  If it happens, Detroit will
be the largest American city to be taken over by a state, the
report says.

The report notes Detroit's mayor, Dave Bing, says the city will
run out of cash in April 2012.  Failing to fix its financial
problem, Mr. Bing said, means losing "the ability to control our
own destiny".

The report notes legislation known as Public Act 4 (PA4) allows
the state to appoint an emergency manager for failing local
governments and school districts.  When an emergency manager is
appointed, the authority of elected officials is suspended and the
manager assumes control of public contracts, city assets, staff,
pay and benefits.

On Dec. 1, Michigan governor Rick Snyder appointed an emergency
manager to the city of Flint.

The report also relates John Conyers, a black congressman from
Michigan, has written to the federal attorney-general asking for a
review of PA4, expressing concern that it is being applied in a
discriminatory fashion.  Jurisdictions with high proportions of
blacks, such as Benton Harbour, Ecorse, Flint, Inkster and
Pontiac, have all been hit by it.

According to the Economist, Detroit can expect a lot more of this
in 2012 if, during an election year, Michigan's white Republican
governor appoints someone with the power to fire the elected,
black, Democrats of Detroit.  However, attempts are being made to
challenge PA4 and if enough signatures are gathered the law can be
held in abeyance until a referendum in November 2012.


DIAMOND FOODS: Unable to File Form 10-Q for Fiscal 1st Qtr.
-----------------------------------------------------------
Diamond Foods, Inc. provided an update on its ongoing Audit
Committee investigation into accounting for certain crop payments
to walnut growers.

The Audit Committee currently anticipates being able to conclude
its investigation by the middle of February, 2012.  As a result of
the ongoing investigation, Diamond will not file its Form 10-Q for
its fiscal first quarter prior to the Dec. 12, 2011 filing
deadline.  Diamond will take steps to file its Form 10-Q for the
first quarter as soon as practicable after conclusion of the
investigation.  The Audit Committee has dedicated significant
resources to its investigation, including the retention of
independent legal and accounting advisors, in order to conduct a
thorough and expeditious review.

In accordance with standard Nasdaq procedure, Diamond expects to
receive a notice of deficiency from the Nasdaq Listing
Qualifications Department, indicating that Diamond is not in
compliance with Nasdaq Listing Rule 5250(c)(1).  Diamond intends
to submit a plan to regain compliance as quickly as possible.
During this process, Diamond's common stock will continue to be
listed and traded on The NASDAQ Global Select Market.

                        About Diamond Foods

The Diamond Foods, Inc. -- http://www.diamondfoods.com/--
is an innovative packaged food company focused on building,
acquiring and energizing brands including Kettle(R) Chips,
Emerald(R) snack nuts, Pop Secret(R) popcorn, and Diamond of
California(R) nuts.  The Company's products are distributed in a
wide range of stores where snacks and culinary nuts are sold.


DTF CORP: Files Schedules of Assets and Liabilities
---------------------------------------------------
Bill Hethcock, staff writer at Dallas Business Journal, reports
that DTF Corp., fka International Hospital Corp., disclosed assets
of $28.7 million and liabilities of $38.9 million.  The
liabilities include $15 million to secured creditors and
$23.9 million to unsecured creditors.

DTF Corporation filed for Chapter 11 bankruptcy (Bankr. N.D. Tex.
Case No. 11-37362) on Nov. 21, 2011.  The petition was signed by
Gary B. Wood, CEO and director.  Judge Stacey G. Jernigan presides
over the case.  The Debtor is represented by:

          John P. Lewis, Jr., Esq.
          LAW OFFICE OF JOHN P. LEWIS, JR.
          1412 Main Street, Suite 210
          Dallas, TX 75202
          Tel: (214) 742-5925
          Fax: (214) 742-5928
          E-mail: jplewisjr@mindspring.com


EAST PROVIDENCE: Moody's Cuts Gen. Obligation Bond Rating to Ba1
----------------------------------------------------------------
Moody's Investors Service has downgraded to Ba1 from Baa1 the City
of East Providence's (RI) general obligation bond rating,
affecting approximately $22.4 million in outstanding debt. The
bonds are secured by a general obligation unlimited tax pledge.
Moody's has also downgraded the Rhode Island Health and Education
Building Corporation Bond Issue, Series 2007C to Baa2 from A2, of
which the city's portion represents 8.4%. Both ratings remain
under review for possible downgrade.

SUMMARY RATING RATIONALE

The downgrade reflects the city's ongoing financial strain,
compounded by the growing accumulated deficit in the school
unrestricted fund; a heavy reliance on cash flow borrowing; and
increasing fixed costs related to pension and OPEB liabilities.
The downgrade also incorporates the recent appointment of a fiscal
overseer by the state, which signals the severity of the city's
fiscal challenges.

The rating remains under review given Moody's expectation that the
city will remain challenged to stabilize its financial position in
the near-term. In addition to ongoing revenue weaknesses and
expenditure demands, it is not clear that the city will continue
to benefit from access to the capital markets necessary to provide
operating cash flow including the issuance of tax anticipation
notes and deficit reduction notes to finance government
operations.

During the review, which Moody's anticipates completing within the
next 90 days, Moody's will evaluate the city's fiscal 2012 cash
flow projections, its success in addressing its accumulated
deficit, and its ability to produce a structurally balanced fiscal
2012 budget.

STRENGTHS

-Sizeable tax base

-State intervention may help to stabilize financial position

CHALLENGES

-Significant deterioration in financial operations

-Heavy reliance on cash-flow borrowing, with uncertain market
access

-Structurally imbalanced budget for Fiscal 2012

-Severely underfunded pension funds

-Limited financial flexibility from growing accumulated deficit in
the School Unrestricted fund

-Increasing fixed costs, including pension obligations

-Limited ability to raise property tax revenue under city and
state property tax caps

Outlook

The rating remains under review given Moody's expectation that the
city will remain challenged to stabilize its financial position in
the near-term. During Moody's review, Moody's will evaluate the
city's fiscal 2012 cash flow projections, its success in
addressing its accumulated deficit, and its ability to produce a
structurally balanced fiscal 2012 budget.

What could change the rating - UP (remove from Watchlist)

-Successful issuance of fiscal 2012 TANS

-Return to, and maintenance of, structurally balanced operations
and improved liquidity levels

-Elimination of the accumulated deficit in the School Unrestricted
Fund

-Significant expenditure reductions

-Improved pension liability funding status with more conservative
actuarial assumptions and full funding of public safety pension
ARC

What could change the rating - DOWN

-Failure to obtain fiscal 2012 cash-flow borrowing

-Failure to close funding gap in 2012 budget

-Failure to achieve and maintain structural balance

-Weakening of General Fund and School fund balance positions

-Further weakening of public safety pension plan and an absence of
increased contribution levels

The principal methodology used in this rating was General
Obligation Bonds Issued by U.S. Local Governments published in
October 2009.


ENERGY CONVERSION: Enters Into Settlement Pact with Former CEO
--------------------------------------------------------------
Energy Conversion Devices, Inc., on Dec. 6, 2011, entered into a
Settlement Agreement with the Company's former Chief Executive
Officer, Mark Morelli, to modify the terms of the Employment
Separation Agreement between the Company and Mr. Morelli dated as
of May 6, 2011.  Pursuant to the Settlement Agreement, the Company
paid Mr. Morelli a lump sum of $703,800 in full satisfaction of
all remaining unpaid severance compensation obligations under the
Separation Agreement, including the Company's obligation to pay a
lump sum of $1,007,885 on Nov. 7, 2011, and to pay an additional
$386,730 in installments over 18 months commencing Nov. 11, 2011.
All other terms of the Separation Agreement remain in full force
and effect.  Mr. Morelli also released the Company from any and
all claims, demands, actions, and liabilities that Mr. Morelli
might otherwise have asserted arising out of his separation from
the Company or with respect to the period from May 6, 2011, until
the date of the Settlement Agreement, except for claims that may
arise under the surviving provisions of the Separation Agreement.

                      About Energy Conversion

Energy Conversion Devices, through its United Solar Ovonic (USO)
subsidiary, is engaged in building-integrated and rooftop
photovoltaics (PV).  The Company manufactures, sells and installs
thin-film solar laminates that convert sunlight to clean,
renewable energy using technology.

The balance sheet at Sept. 30, 2011, showed $318.4 million in
assets and $56.6 million in current liabilities and $292.5 million
in long term liabilities.  The long-term debt includes the $235.8
million owing under the $316.3 million of Convertible Senior Notes
issued in 2008 and due June 15, 2013.

In its Form 10-Q for the quarter ended Sept. 30, 2011, Energy
Conversion disclosed, "The Company may consider various financing
or refinancing options for the Notes before June 15, 2013. If
these options are not successful, there is no assurance that
sufficient cash will be generated from operations to enable the
Company to repay this debt when it comes due.  In connection with
the foregoing, we have begun discussions with representatives of
an informal group of noteholders regarding our repositioning
efforts and to explore the group's interest in restructuring our
obligations under the Notes. Our discussions are at a preliminary
stage.  If we are unable to reach an accord with the noteholders
or execute sufficiently on one or more of the strategies that we
are considering to attract required investment, results of
operations, financial condition and cash flows could be materially
adversely affected and we may choose to seek reorganization under
the U.S. Bankruptcy Code."


ESTATE FINANCIAL: Intelligent Discovery Approved as Consultant
--------------------------------------------------------------
The U.S. Bankruptcy Court for the Central District of California
authorized Estate Financial to employ Intelligent Discovery
Solutions, Inc., as consultant in connection with the collection,
processing and management of electronically stored information.

As reported in the Troubled Company Reporter on Oct. 31, 2011,
Thomas P. Jeremiassen, the duly qualified and acting chapter 11
trustee of Estate Financial, Inc., asked the Court for permission
to employ Intelligent Discovery Solutions, Inc.

IDS is expected to provide consultation services that include the
collection, processing, storage, and management of electronically-
stored information currently held, or which will be obtained in
the future, by the Trustee, his counsel, his accountants, and his
financial advisors, effective as of Oct. 1, 2011.  The services to
be provided by IDS were previously provided by LECG, LLC, which is
no longer employed by the Trustee.

As a result of the LECG electronic-data management staff leaving
LECG and joining IDS, the Trustee has terminated the services of
LECG.  The services include the following:

     a. Translating and analyzing the data obtained from any of
        the Debtor's computers and servers;

     b. Scanning, analyzing and storing data and/or documents and
        information on behalf of the Trustee and his
        professionals;

     c. Maintaining a database of the documents stored by the
        Trustee and his professionals;

     d. Assisting the Trustee and his professionals with regard to
        any other issues related to document scanning, storage,
        and analysis;

     e. Performing such other actions as may be necessary and
        appropriate as consultant for the Trustee.

To the best of the Trustee's knowledge, IDS is a disinterested
person as that term is defined in Section 101(14) of the
Bankruptcy Code.

                       About Estate Financial

Estate Financial, Inc. -- http://www.estatefinancial.com/-- was a
license real estate brokerage firm since the later 1980's.  EFI
solicited funding for, and arranged and made, loans secured by
various real property.  EFI also was the sole manager of Estate
Financial Mortgage Fund LLC, which was organized for the purpose
of investing in and funding loans originated by EFI which were
secured by first deeds of trust encumbering commercial and real
estate located primarily in California and has been funding such
mortgage loans since 2002.

Five creditors of EFI filed an involuntary Chapter 11 petition
against the real estate broker on June 25, 2008 (Bankr. C.D.
Calif. Case Number 08-11457).  Estate Financial Inc. consented to
the bankruptcy filing on July 16, 2008.

Robert B. Orgel, Esq., at Pachulski Stang Ziehl & Jones LLP, and
William C. Beall, Esq., at Beall and Burkhardt, represented the
Debtor as counsel.  A Chapter 11 trustee, Thomas P. Jeremiassen,
was appointed by the Court on July 23, 2008.  Robyn B. Sokol,
Esq., and Steven T. Gubner, Esq., at Ezra Brutzkus & Gubner,
represent the official committee of unsecured creditors as
counsel.  In its schedules, Estate Financial disclosed total
assets of $27,428,550, and total debts of $7,316,755.

On July 30, 2008, Thomas P. Jeremiassen accepted his appointment
as the chapter 11 trustee of EFI and has served as the duly
qualified and acting chapter 11 trustee of the Estate.


FARMVIEW MHP: Case Summary & 18 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: Farmview MHP, LLC
        c/o J.M. Cook, P.A.
        5886 Faringdon Place, Suite 100
        Raleigh, NC 27609

Bankruptcy Case No.: 11-09243

Chapter 11 Petition Date: December 6, 2011

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

Judge: Stephani W. Humrickhouse

Debtor's Counsel: J.M. Cook, Esq.
                  J.M. COOK, P.A.
                  5874 Faringdon Place, Suite 100
                  Raleigh, NC 27609
                  Tel: (919) 675-2411
                  E-mail: J.M.Cook@jmcookesq.com

Estimated Assets: $0 to $50,000

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

The Company's list of its 18 largest unsecured creditors filed
with the petition is available for free at:
http://bankrupt.com/misc/nceb11-09243.pdf

The petition was signed by Frank C. Bruno, member-manager.


FENTON SUB: Court to Consider Wells Fargo Cash Access Today
-----------------------------------------------------------
The U.S. Bankruptcy Court for the District of Minnesota will
convene a hearing today Dec. 14, 2011, at 9:00 a.m., to consider
request of Fenton Sub Parcel D, LLC, and Bowles Sub Parcel D, LLC
to access cash collateral.

The Debtor asks the Court to authorize the use of cash collateral
in which Wells Fargo Bank, N.A., as trustee for the registered
holders of J.P. Morgan Chase Commercial Mortgage Securities Corp.,
Commercial Mortgage Pass-Through Certificates, Series 2004-LN2,
asserts an interest.

The Debtors will use the cash collateral to pay expenses until
March 31, 2012.  The Debtors' authorization to use cash collateral
will expire on Dec. 31, 2011.

The Debtor relates that prepetition, it incurred financing for the
Pool D Properties -- six parcels of real property located in
Anoka, Dakota, and Hennepin Counties, Minnesota -- from Nomura
Credit and Capital, Inc., in the amount of $11,604,000.  Pursuant
to an Amended and Restated Promissory Note dated April 12, 2007,
the Debtors assumed the First Mortgage Debt.  The principal on the
First Mortgage Debt has been paid down by over $1 million to date.

On Aug. 20, 2004, Nomura endorsed the promissory note and assigned
the Mortgage and the Assignment of Leases to the lender.

The lender asserts that, as of the petition date, the total amount
owed by Debtors to lender was $10,341,107, including interest,
fees, and costs.  The lender states that, as of Oct. 31, 2011, the
total amount owed to lender was $10,899,994, while the Court's
determined value of the lender's collateral is only $10,668,000.

As adequate protection for any diminution in value of the lenders'
collateral, the Debtors will grant the lenders a replacement lien
on postpetition rents.  The Debtors relate that their use of the
cash collateral to maintain the value of the Pool D Properties is
sufficient to meet the adequate protection requirements of the
Bankruptcy Code.

A full-text copy of the budget is available foe free at
http://bankrupt.com/misc/FENTON_SUB_cashcoll.pdf

        About Fenton Sub Parcel D and Bowles Sub Parcel D

Fenton Sub Parcel D LLC and Bowles Sub Parcel D LLC jointly own
industrial multi-tenant properties located in the Twin Cities.
They are controlled by StoneArch II/WCSE Minneapolis Industrial
LLC.  StoneArch is the 100% member of Bowles Subsidiary, LLC and
of Fenton Subsidiary LLC.  Bowles Subsidiary LLC is then the 100%
member of Bowles Sub Parcel D LLC, and Fenton Subsidiary LLC is
the 100% member of Fenton Sub Parcel D, LLC.

In 2007, StoneArch acquired various LLCs, which in turn owned 27
industrial multi-tenant properties located in the Twin Cities.
The properties were divided into four separate pools: A, B, C, and
D.  Fenton Sub Parcel D and Bowles Sub Parcel D jointly own the
properties in pool D.  As tenants in common, Fenton Sub Parcel D
has an undivided 74.5394% interest and Bowles Sub Parcel D has an
undivided 25.4606% interest.  The Pool D Properties consist of six
parcels of real property located in Anoka, Dakota, and Hennepin
Counties, Minnesota.  The Debtors expect the Pool D Properties to
be worth $13,135,656 as of the Petition Date.

Although they are two separate legal entities, Fenton Sub Parcel D
and Bowles Sub Parcel D have consistently been treated as one
enterprise.  Hoyt Properties, Inc., acts as agent in managing the
Pool D Properties.

Fenton Sub Parcel D and Bowles Sub Parcel D filed for Chapter 11
bankruptcy (Bankr. D. Minn. Case Nos. 11-44430 and 11-44434) on
June 29, 2011.  The Debtors' petitions were signed by Steven Bruce
Hoyt, chief manager, who is a debtor in bankruptcy case number 11-
43816.  He is separately represented by Michael C. Meyer of the
firm Ravich Meyer.

The cases were originally assigned to Judge Dennis D. O'Brien and
reassigned to Judge Robert J. Kressel as the cases are related to
the Hoyt case, which was filed earlier and assigned to Judge
Kressel.

Cynthia A. Moyer, Esq., James L. Baillie, Esq., and Sarah M.
Gibbs, Esq., at Fredrikson & Byron, PA, represent the Debtors.


FILENE'S BASEMENT: Taps Rothschild Inc. as Financial Advisor
------------------------------------------------------------
Filene's Basement, LLC, et al., ask the U.S. Bankruptcy Court for
the District of Delaware for permission to employ Rothschild, Inc.
as financial advisor and investment banker.

Rothschild served as the financial advisor and investment banker
for the Debtors prior to the Petition Date.

Rothschild will, among other things:

   a. undertake, in consultation with members of management, a
      comprehensive study and analysis of the businesses,
      operations, financial condition and prospects of the
      Debtors;

   b. review with members of management the Debtors' financial
      plans and analyzing their strategic plans and business
      alternatives; and

   c. if the Debtors determine to pursue a Transaction, advising
      the Debtors with respect to any proposed Transaction,
      including assisting the Debtors in their assessment of the
      financial aspects of a proposed Transaction, assisting the
      Debtors in structuring a proposed Transaction and
      participating on the Debtors' behalf in negotiations
      concerning the financial aspects of a proposed Transaction.

Rothschild's fee structure and expense reimbursement provisions
include:

   1. Commencing as of Nov. 1, 2011, whether or not a Transaction
is proposed or consummated, an advisory fee of $150,000 per month,
payable on Nov. 1, 2011 and on the first day of each month
thereafter during the term of the Engagement Letter.

   2. Immediately upon the consummation of the first Transaction,
a cash fee equal to the greater of (i) 1.5% of the Consideration
involved in the First Transaction and (ii) $1,500,000.

   3. In addition to fees, the Debtors agreed to reimburse
Rothschild for reasonable expenses incurred in connection with its
performance under the Engagement Letter, including, without
limitation, reasonable and documented fees, disbursements, and
other charges by Rothschild's counsel.

Rothschild was paid an initial retainer of $150,000 on April 7,
2011, and an additional retainer of $150,000 on June 9, 2011.
Both the Initial Retainer and the Additional Retainer will be
credited against the First Transaction Fee if the First
Transaction Fee becomes payable before March 9, 2012.

To the best of the Debtors' knowledge, Rothschild is a
"disinterested person" as that term is defined in Section 101(14)
of the Bankruptcy Code.

The Debtors set a Dec. 28 hearing, at 3:00 p.m., to consider
approval of Rothschild's employment.

                     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.

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

Filene's Basement, Inc. and its affiliates filed for Chapter 22
(Bankr. D. Del. Case No. 09-11525) on May 4, 2009, represented by
lawyers at Pachulski Stang Ziehl & Jones LLP.  Epiq Bankruptcy
Solutions serves as claims and notice agent.  The Debtors
estimated $50 million to $100 million in assets and $100 million
to $500 million in debts.

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

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

On Nov. 2, 2011, Syms Corp. placed itself, Filene's Basement and
two other units in Chapter 11 bankruptcy (Bankr. D. Del. Case Nos.
11-13511 to 11-13514) after a failed bid to sell the business.
The two units are Syms Clothing Inc. and Syms Advertising Inc.

Judge Kevin J. Carey presides over the case.  Lawyers at Skadden
Arps Slate Meagher & Flom LLP serve as the Debtors' counsel.  The
Debtors tapped Rothschild Inc. as investment banker and Cushman
and Wakefield Securities, Inc., as real estate financial advisors.

Syms shuttered its namesake and Filene's Basement outlets upon the
bankruptcy filing and tapped a joint venture of Gordon Brothers
Retail Partners LLC and Hilco Merchant Resources LLC to run the
going-out-of-business sales.  The sale may continue until Jan. 31,
2012.

Filene's Basement estimated $1 million to $10 million in assets
and $50 million to $100 million in debts.  The petitions were
signed by Gary Binkoski, authorized representative of Filene's
Basement.

The official committee of unsecured creditors appointed in the
2011 case has retained Hahn & Hessen LLP as legal counsel.
Loughlin Management Partners & Company, Inc., serves as financial
advisor for the Committee.

Holders of equity in Syms Corp. pushed for an official
shareholders' committee and separation of the Syms and Filene's
Basement bankruptcy estates.

Gordon Brothers and Hilco are represented by Goulston & Storrs,
P.C. and Ashby & Geddes, P.A.


FILENE'S BASEMENT: Committee Taps LM+Co as Financial Advisor
------------------------------------------------------------
The Official Committee of Unsecured Creditors in the Chapter 11
cases of Filene's Basement, LLC, et al., asks the U.S. Bankruptcy
Court for the District of Delaware for permission to retain
Loughlin Management Partners & Company, Inc., as its financial
advisor.

LM+Co will, among other things:

   i) assist and advise the Committee in the analysis of the
current financial position of the Debtors;

  ii) assist and advise the Committee in its analysis of the
Debtors' business plans, cash flow projections, restructuring
programs, selling, general and administrative structure, and other
reports and analyses prepared by the Debtors or their
professionals, in order to assist the Committee in its assessment
of the business viability of the Debtors, the reasonableness of
projections and underlying assumptions, the impact of market
conditions on forecast results of the Debtors, and the viability
of any restructuring strategy pursued by the Debtors or other
parties-in-interest; and

iii) assist and advise the Committee in its analysis of proposed
transactions for which the Debtors seek Court approval including,
but not limited to, evaluation of competing bids in connection
with the divestiture of corporate assets, DIP financing or use of
cash collateral, assumption/rejection of leases and other
executory contracts, management compensation and retention and
severance plans.

The hourly rates of LM+Co's personnel are:

     Classification                  Standard Hourly Rates
     --------------                  ---------------------
   Principal/Managing Director          $695 - $795
   Director                             $550 - $650
   Vice President                          $475
   Senior Associate                        $425
   Associate                               $375
   Analyst                                 $300
   Paraprofessional                        $150

To the best of the Committee's knowledge, LM+Co is a
"disinterested person" as that term is defined in Section 101(14)
of the Bankruptcy Code.

                     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.

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

Filene's Basement, Inc. and its affiliates filed for Chapter 22
(Bankr. D. Del. Case No. 09-11525) on May 4, 2009, represented by
lawyers at Pachulski Stang Ziehl & Jones LLP.  Epiq Bankruptcy
Solutions serves as claims and notice agent.  The Debtors
estimated $50 million to $100 million in assets and $100 million
to $500 million in debts.

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

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

On Nov. 2, 2011, Syms Corp. placed itself, Filene's Basement and
two other units in Chapter 11 bankruptcy (Bankr. D. Del. Case Nos.
11-13511 to 11-13514) after a failed bid to sell the business.
The two units are Syms Clothing Inc. and Syms Advertising Inc.

Judge Kevin J. Carey presides over the case.  Lawyers at Skadden
Arps Slate Meagher & Flom LLP serve as the Debtors' counsel.  The
Debtors tapped Rothschild Inc. as investment banker and Cushman
and Wakefield Securities, Inc., as real estate financial advisors.

Syms shuttered its namesake and Filene's Basement outlets upon the
bankruptcy filing and tapped a joint venture of Gordon Brothers
Retail Partners LLC and Hilco Merchant Resources LLC to run the
going-out-of-business sales.  The sale may continue until Jan. 31,
2012.

Filene's Basement estimated $1 million to $10 million in assets
and $50 million to $100 million in debts.  The petitions were
signed by Gary Binkoski, authorized representative of Filene's
Basement.

The official committee of unsecured creditors appointed in the
2011 case has retained Hahn & Hessen LLP as legal counsel.
Loughlin Management Partners & Company, Inc., serves as financial
advisor for the Committee.

Holders of equity in Syms Corp. pushed for an official
shareholders' committee and separation of the Syms and Filene's
Basement bankruptcy estates.

Gordon Brothers and Hilco are represented by Goulston & Storrs,
P.C. and Ashby & Geddes, P.A.


FILENE'S BASEMENT: CRO Announces Third Distribution of Dividends
----------------------------------------------------------------
Alan Cohen, Chairman of Abacus Advisors LLC and Chief
Restructuring Officer for FB Liquidating Estate (formerly known as
Filene's Basement, Inc.), disclosed that the issuance of a third
distribution of dividend checks to Filene's unsecured creditors
amounting to 10% of approved claims.  This latest round increases
the cumulative distributions in the case to 72.5% of unsecured
claims.

"At this time, there are only a few unsecured claims that remain
to be resolved through litigation or otherwise," said Cohen.
"Although we cannot predict when these claims will be resolved,
the Debtor continues to expect that it will ultimately pay
dividends to unsecured creditors that total 75% or more of their
allowed claims."

As previously reported, secured creditors in the Chapter 11 case
have been paid in full, and holders of priority, administrative
and convenience class claims have received 100% of their allowed
claims.

Filene's Basement voluntarily filed for protection under Chapter
11 of the U.S. Bankruptcy Code on May 4, 2009.  An affiliate of
Syms Corp. acquired substantially all of the company's assets on
June 18, 2009, in a transaction executed under Section 363 of the
Bankruptcy Code, buying leases for 23 Filene's store locations and
a distribution center, along with inventory, fixed assets and
equipment at those locations, as well as certain Filene's
contracts, intellectual property, trade names and related assets.
Syms Corp. and its Filene's Basement affiliate recently filed for
Chapter 11 protection and disclosed that it will be liquidating
all assets of its namesake and Filene's Basement operations.
Cohen stressed that the Syms bankruptcy will have no impact on
final payments to unsecured creditors of the FB Liquidating
Estate.

                        About Abacus Advisors

Abacus Advisors -- http://www.abacusadvisors.com/-- is one of the
most experienced turnaround and restructuring firms in the United
States.  The firm assists companies of all sizes with
comprehensive operational turnarounds, Chapter 11 reorganizations,
business wind-downs, real estate dispositions, and out-of-court
restructurings.  Founded in 1999, the firm has offices in metro
New York, metro Chicago and Boca Raton, Fla.

                      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.

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

Filene's Basement, Inc. and its affiliates filed for Chapter 22
(Bankr. D. Del. Case No. 09-11525) on May 4, 2009, represented by
lawyers at Pachulski Stang Ziehl & Jones LLP.  Epiq Bankruptcy
Solutions serves as claims and notice agent.  The Debtors
estimated $50 million to $100 million in assets and $100 million
to $500 million in debts.

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

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

On Nov. 2, 2011, Syms Corp. placed itself, Filene's Basement and
two other units in Chapter 11 bankruptcy (Bankr. D. Del. Case Nos.
11-13511 to 11-13514) after a failed bid to sell the business.
The two units are Syms Clothing Inc. and Syms Advertising Inc.

Judge Kevin J. Carey presides over the case.  Lawyers at Skadden
Arps Slate Meagher & Flom LLP serve as the Debtors' counsel.  The
Debtors tapped Rothschild Inc. as investment banker and Cushman
and Wakefield Securities, Inc., as real estate financial advisors.

Syms shuttered its namesake and Filene's Basement outlets upon the
bankruptcy filing and tapped a joint venture of Gordon Brothers
Retail Partners LLC and Hilco Merchant Resources LLC to run the
going-out-of-business sales.  The sale may continue until Jan. 31,
2012.

Filene's Basement estimated $1 million to $10 million in assets
and $50 million to $100 million in debts.  The petitions were
signed by Gary Binkoski, authorized representative of Filene's
Basement.

The official committee of unsecured creditors appointed in the
2011 case has retained Hahn & Hessen LLP as legal counsel.

Holders of equity in Syms Corp. pushed for an official
shareholders' committee and separation of the Syms and Filene's
Basement bankruptcy estates.

Gordon Brothers and Hilco are represented by Goulston & Storrs,
P.C. and Ashby & Geddes, P.A.


FILENE'S BASEMENT: To Deposit $444,500 as Adequate Assurance Pay
----------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware, in a final
order dated Nov. 22, 2011:

   -- approved Filene's Basement, LLC, et al., proposed form of
adequate assurance of postpetition payment to the utility
companies;

   -- established procedures for resolving any objections by the
utility companies relating to the proposed adequate assurance;

   -- prohibiting the utility companies from altering, refusing or
discontinuing services to, or discriminating against, the Debtors
solely on the basis of the commencement of the cases.

The Court also ordered that except as the amount may be reduced by
application of the provisions of the interim order, the utility
deposit in the amount of $444,489 will be deposited in the utility
deposit account.

The Debtors may reduce the utility deposit to the extent that it
includes an amount (i) on account of a utility company that the
Debtors subsequently determine, in their sole discretion, must be
removed from the utility company list; or (ii) that is already
held by a utility company as a deposit or prepayment.

                      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.

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

Filene's Basement, Inc. and its affiliates filed for Chapter 22
(Bankr. D. Del. Case No. 09-11525) on May 4, 2009, represented by
lawyers at Pachulski Stang Ziehl & Jones LLP.  Epiq Bankruptcy
Solutions serves as claims and notice agent.  The Debtors
estimated $50 million to $100 million in assets and $100 million
to $500 million in debts.

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

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

On Nov. 2, 2011, Syms Corp. placed itself, Filene's Basement and
two other units in Chapter 11 bankruptcy (Bankr. D. Del. Case Nos.
11-13511 to 11-13514) after a failed bid to sell the business.
The two units are Syms Clothing Inc. and Syms Advertising Inc.

Judge Kevin J. Carey presides over the case.  Lawyers at Skadden
Arps Slate Meagher & Flom LLP serve as the Debtors' counsel.  The
Debtors tapped Rothschild Inc. as investment banker and Cushman
and Wakefield Securities, Inc., as real estate financial advisors.

Syms shuttered its namesake and Filene's Basement outlets upon the
bankruptcy filing and tapped a joint venture of Gordon Brothers
Retail Partners LLC and Hilco Merchant Resources LLC to run the
going-out-of-business sales.  The sale may continue until Jan. 31,
2012.

Filene's Basement estimated $1 million to $10 million in assets
and $50 million to $100 million in debts.  The petitions were
signed by Gary Binkoski, authorized representative of Filene's
Basement.

The official committee of unsecured creditors appointed in the
2011 case has retained Hahn & Hessen LLP as legal counsel.

Holders of equity in Syms Corp. pushed for an official
shareholders' committee and separation of the Syms and Filene's
Basement bankruptcy estates.

Gordon Brothers and Hilco are represented by Goulston & Storrs,
P.C. and Ashby & Geddes, P.A.


FILENES BASEMENT: Gets Final Order to Use BofA's Cash Collateral
----------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware, in a final
order dated Nov. 22, 2011, authorized Filene's Basement, LLC, et
al., to use the cash collateral of the prepetition agent and
prepetition secured parties.

As of the Petition Date, the Debtor owed Bank of America, N.A., as
administrative agent and collateral agent for the lenders party to
the prepetition credit agreement, and lenders, in an aggregate
principal amount outstanding of approximately $31,310,959.

The prepetition secured parties consented to the Debtors' use of
the cash collateral to finance their operations postpetition.

As adequate protection for any diminution in value of the lenders'
collateral, the Debtors will grant the prepetition lenders,
subject to carve out of certain fees:

   a) adequate protection liens;

   b) adequate protection superpriority claim; and

   c) adequate protection payments.

On Nov. 18, the Official Committee of Unsecured Creditors filed an
objection to the Debtors' motion for cash collateral access.

The Committee related that it has worked with the Debtors and the
secured creditor to revise the terms.  To the extent that the
parties are unable to reach a consensual resolution as to any
issues, the Committee reserved its right to further object to the
specific terms of the Proposed Final Order.

According to the Committee, among other things:

   i) the Debtors failed to provide any detail regarding the type
or amount of any such fees that they expect to pay in satisfaction
of the Prepetition Obligations;

  ii) the Adequate Protection Liens must be limited to the actual
amount of any diminution in value of the Prepetition Secured
Parties interest in the Prepetition Collateral;

iii) the Committee must be provided with notice of any drawings
under the letters of credit within two business days of the
drawing; and

  iv) in the overall context of the Debtors' use of estate funds,
the Debtors are in the process of liquidating their retail
operations and in a few months will essentially be a real estate
holding company with no operating business.  The Committee has
expressed to the Debtors its concerns about the current rate of
cash burn by the estates with over 2000 employees and officers
still on the payroll and the number of Debtors' prepetition
professional advisory firms still working on the case.  While the
Debtors have indicated that they are working on the Committee's
requests, they have not yet provided the information to the
Committee.

In a separate motion, the Official Committee of Syms Corp. Equity
Security Holders joined the Committee's objection.  The Equity
Committee continues to have concerns that the separateness of the
Debtors' estates be maintained to the fullest extent possible.

                      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.

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

Filene's Basement, Inc. and its affiliates filed for Chapter 22
(Bankr. D. Del. Case No. 09-11525) on May 4, 2009, represented by
lawyers at Pachulski Stang Ziehl & Jones LLP.  Epiq Bankruptcy
Solutions serves as claims and notice agent.  The Debtors
estimated $50 million to $100 million in assets and $100 million
to $500 million in debts.

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

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

On Nov. 2, 2011, Syms Corp. placed itself, Filene's Basement and
two other units in Chapter 11 bankruptcy (Bankr. D. Del. Case Nos.
11-13511 to 11-13514) after a failed bid to sell the business.
The two units are Syms Clothing Inc. and Syms Advertising Inc.

Judge Kevin J. Carey presides over the case.  Lawyers at Skadden
Arps Slate Meagher & Flom LLP serve as the Debtors' counsel.  The
Debtors tapped Rothschild Inc. as investment banker and Cushman
and Wakefield Securities, Inc., as real estate financial advisors.

Syms shuttered its namesake and Filene's Basement outlets upon the
bankruptcy filing and tapped a joint venture of Gordon Brothers
Retail Partners LLC and Hilco Merchant Resources LLC to run the
going-out-of-business sales.  The sale may continue until Jan. 31,
2012.

Filene's Basement estimated $1 million to $10 million in assets
and $50 million to $100 million in debts.  The petitions were
signed by Gary Binkoski, authorized representative of Filene's
Basement.

The official committee of unsecured creditors appointed in the
2011 case has retained Hahn & Hessen LLP as legal counsel.

Holders of equity in Syms Corp. pushed for an official
shareholders' committee and separation of the Syms and Filene's
Basement bankruptcy estates.

Gordon Brothers and Hilco are represented by Goulston & Storrs,
P.C. and Ashby & Geddes, P.A.


FNB UNITED: Complies with Nasdaq's Listing Requirements
-------------------------------------------------------
By letter, dated Nov. 30, 2011, The Nasdaq Stock Market notified
FNB United Corp. that the Company has met the requirements for
continued listing on The Nasdaq Stock Market, where it trades
under the symbol "FNBN."

As previously reported, the Company completed a one-for-one
hundred reverse stock split of its common stock as of Oct. 31,
2011.  A purpose of the reverse stock split was 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.  Trading of the Company's common stock
on The Nasdaq Capital Market continued, on a split-adjusted basis,
with the opening of the markets on Tuesday, Nov. 1, 2011, under
new CUSIP number 302519 202.  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.

                         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 also reported a net loss of $106.61 million on
$44.01 million of total interest income for the nine months ended
Sept. 30, 2011, compared with a net loss of $83.34 million on
$64.40 million of total interest income for the same period during
the prior year.

The Company's balance sheet at Sept. 30, 2011, showed
$1.64 billion in total assets, $1.77 billion in total liabilities,
and a $129.93 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.


FRIENDLY ICE CREAM: PBGC Alleges Sun Capital of Fraud
-----------------------------------------------------
The Boston Globe reports that Pension Benefit Guaranty Corp. has
accused Sun Capital Partners, the owner of Friendly Ice Cream
Corp., of fraudulently moving assets so that its affiliates could
retain control of the Wilbraham business and avoid paying
retirement benefits to nearly 6,000 workers and retirees.

According to the report, the PBGC argues that Sun Capital
Partners, a Florida private equity firm, illegally transferred
assets from the ice cream chain and its parent company responsible
for the pension plans to another Sun affiliate shortly before the
October bankruptcy filing.  These assets are now being used by
another Sun affiliate to bid on Friendly's as it reorganizes in
bankruptcy court.  Such a move could artificially inflate the
auction price and chill other potential bidders.

According to the report, the PBGC contends that, if Sun Capital
and its affiliates are successful, it will allow them to shed more
than $100 million in pension liabilities, yet retain control of
the ice cream business.

The report notes that the PBGC plans to challenge the transfer of
assets to these affiliates during a hearing on Dec. 15, 2011.  The
agency also intends to file claims for unfunded benefit
liabilities, employer contributions due to the pension plan, and
unpaid premiums.

The report adds that Friendly's has detailed its reorganization
plan in bankruptcy court.  Under the proposal, nearly all of
Friendly's assets would be sold to an affiliate of Sun Capital,
which would not assume the company's liabilities, including the
pension plan.  The pension liabilities would remain with the old
Friendly's, which would be left with few or no assets.

The report says an auction for Friendly's assets is scheduled for
Dec. 22, 2011.

                     About Friendly Ice Cream

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

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

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

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

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

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

On Oct. 12, 2011, the U.S. Trustee appointed the Committee.  The
Committee currently consists of seven members.  The Committee
selected Akin Gump Straus Hauer & Feld LLP and Blank Rome LLP to
serve as co-counsel to the Committee, and FTI Consulting to serve
as the Committee's financial advisor.


FUEL 4 LESS: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Fuel 4 Less, LLC
        14150 Highway 418 SW
        Deming, NM 88030-0000

Bankruptcy Case No.: 11-15240

Chapter 11 Petition Date: December 7, 2011

Court: U.S. Bankruptcy Court
       District of New Mexico (Albuquerque)

Judge: James S. Starzynski

Debtor's Counsel: Koo Im Sakayo Tong, Esq.
                  MOORE, BERKSON, & GANDARILLA, P.C.
                  P.O. Box 7459
                  Albuquerque, NM 87194
                  Tel: (505) 242-1218
                  Fax: (505) 242-2836
                  E-mail: kooimt@swcp.com

Estimated Assets: Not Stated

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/nmb11-15240.pdf

The petition was signed by Roy Strasburger, vice president of
Convenience Management Services, Inc., state court appointed.


GAMETECH INT'L: Board Approves Amendment to Bylaws
--------------------------------------------------
The Board of Directors of GameTech International, Inc., on Dec. 7,
2011, unanimously approved an amendment and restatement of the
Company's Bylaws effective Nov. 30, 2011.

The changes to the Bylaws as a result of the amendment and
restatement are the following:

   (1) Article II was amended to no longer require that, in order
       to serve as a director, an individual must (i) have the
       ability to be present, in person, at all meetings of the
       Board of Directors, and (ii) have at least five years of
       gaming industry experience, either as a member of the board
       of directors or as a senior executive officer of a company
       that operates within the gaming industry.

   (2) Article II was further amended to clarify that consent to
       any action of the Board of Directors, or of any committee
       thereof, taken without a meeting, may be done by electronic
       transmission.

   (3) Certain other immaterial changes were made to conform to
       the revised nomenclature, move provisions within the
       Bylaws, and to correct typographical errors.

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

                        http://is.gd/sjQJi0

                    About GameTech International

Based in Reno, Nevada, GameTech develops and manufactures gaming
entertainment products and systems.  GameTech holds a significant
position in the North American bingo market with its interactive
electronic bingo systems, portable and fixed-based gaming units,
and complete hall management modules.  It also holds a significant
position in select North American VLT markets, primarily Montana,
Louisiana, and South Dakota, where it offers video lottery
terminals and related gaming equipment and software.  It also
offers Class III slot machines and server-based gaming systems.

The Company reported a net loss of $20.4 million on $35.2 million
of revenue for the 52 weeks ended Oct. 31, 2010, compared with a
net loss of $10.5 million on $47.8 million of revenue for the
52 weeks ended Nov. 1, 2009.

Piercy Bowler Taylor & Kern, in Las Vegas, Nevada, expressed
substantial doubt about GameTech International, Inc.'s ability to
continue as a going concern.  The independent auditors noted that
the Company has suffered reoccurring losses from operations and
has been unable to extend the maturity of its debt, or raise
additional capital necessary to execute its business plan.

The Company's balance sheet at May 1, 2011, showed $40.19 million
in total assets, $32.33 million in total liabilities and $7.86
million in total stockholders' equity.


GENERAL MARITIME: Creditors Balk at Oaktree Restructuring Pact
--------------------------------------------------------------
Dow Jones' Daily Bankruptcy Review reports that General Maritime
Corp.'s unsecured creditors are balking at Oaktree Capital
Management's equity commitment to the oil-tanker company,
questioning everything from the proposed $12.5 million breakup fee
to a prior deal involving Oaktree and the company's chairman.

Hilary Russ at Bankruptcy Law360 reports that the newly formed
creditors committee questioned a prepetition loan from Oaktree
Capital and objected to provisions in a proposal that could leave
the private equity firm holding the reorganized company after
bankruptcy.

Law360 relates that Oaktree had advanced General Maritime $200
million in May so that it could pay down bank debt, and Oaktree is
now the proposed stalking horse bidder for any asset sale if the
company isn't able to file a consensual bankruptcy plan soon.

As reported in the Troubled Company Reporter on Nov. 18, 2011,
General Maritime Corporation has reached agreements with its key
senior lenders, including its bank group, led by Nordea Bank
Finland plc, New York Branch as administrative agent, as well as
affiliates of Oaktree Capital Management, L.P., on the terms of a
financial restructuring to strengthen the Company's balance sheet
and enhance its financial flexibility.

The restructuring agreement and related equity commitment letter
have the support of over two thirds of the Company's obligations
from its banks and Oaktree.  Among other things, under terms of
the agreements, Oaktree will provide a $175 million new equity
investment in General Maritime and convert its prepetition secured
debt to equity.  Under the terms of the agreement, General
Maritime expects to substantially reduce its funded indebtedness
and enhance its liquidity profile.  Operations are expected to
continue without interruption.  In order to implement the terms of
the restructuring agreement and equity commitment letter, General
Maritime Nov. 17 elected to file for relief under Chapter 11 of
the United States Bankruptcy Code in the U.S. Bankruptcy Court for
the Southern District of New York. Substantially all of the
Company's subsidiaries - with the exception of those in Portugal,
Russia and Singapore as well as certain inactive subsidiaries-
have also commenced Chapter 11 cases.  In conjunction with the
filing, General Maritime has received a commitment for up to $100
million in new debtor-in-possession (DIP) financing from a group
of lenders led by Nordea as administrative agent.

                      About General Maritime

New York-based General Maritime Corporation, through its
Subsidiaries, provides international transportation services of
seaborne crude oil and petroleum products.  The Company's fleet is
comprised of VLCC, Suezmax, Aframax, Panamax and product carrier
vessels.  The fleet consisted of 30 owned vessels and three
chartered vessels.  The company generates substantially all of its
revenues by chartering its fleet to third-party customers.  The
largest customers include major international oil companies, oil
producers, and oil traders such as BP, Chevron Corporation, CITGO
Petroleum Corp., ConocoPhillips, Exxon Mobil Corporation, Hess
Corporation, Lukoil Oil Company, Stena AB, and Trafigura.

General Maritime and 56 subsidiaries filed for Chapter 11
protection (Bankr. S.D.N.Y. Lead Case No. 11-15285) on Nov. 17,
2011.  Douglas Mannal, Esq., and Adam C. Rogoff, Esq., at Kramer
Levin Naftalis & Frankel LLP, in New York, serve as counsel to the
Debtors.  Moelis & Company is the financial advisor.  Garden City
Group Inc. is the claims and notice agent.

General Maritime disclosed $1,718,598,000 in assets and
$1,412,900,000 in liabilities as of Sept. 30, 2011.  General
Maritime's publicly held securities include 121.5 million common
shares and $300 million in unsecured 12% notes due 2017.

Prepetition, General Maritime reached agreements with its key
senior lenders, including its bank group, led by Nordea Bank
Finland plc, New York Branch as administrative agent, as well as
affiliates of Oaktree Capital Management, L.P., on the terms of a
restructuring.  Under terms of the agreements, Oaktree will
provide a $175 million new equity investment in General Maritime
and convert its prepetition secured debt to equity.

In conjunction with the filing, General Maritime has received a
commitment for up to $100 million in new DIP financing from a
group of lenders led by Nordea as administrative agent.

Counsel for Nordea, as the DIP Agent and the Senior Agent, are
Thomas E. Lauria, Esq., and Scott Greissman, Esq., at White & Case
LLP.  Counsel for Oaktree Capital Management, the Junior Agent,
are Edward Sassower, Esq., and Brian Schartz, Esq., at Kirkland &
Ellis, LLP.

An ad hoc group of holders of more than $185 million of the $300
million of 12% Senior Notes due 2017 issued by General Maritime
Corporation is represented by Paul D. Leake, Esq., and Pedro A.
Jimenez, Esq., at Jones Day.


GENERAL MARITIME: U.S. Trustee Appoints 5-Member Creditors' Panel
-----------------------------------------------------------------
Tracy Hope Davis, the United States Trustee for Region 2, pursuant
to 11 U.S.C. Sec. 1102(a) and (b), appointed five unsecured
creditors to serve on the Official Committee of Unsecured
Creditors of General Maritime Corporation.

The Creditors Committee members are:

      1. Bank of New York Mellon Corporate Trust
         101 Barclay Street - 8 West
         New York, New York 10286
         David M. Kerr
         Vice President
         Tel: (212) 815-5650
         Fax: (732) 667-9322

      2. Stone Harbor Investment Partners
         31 West 52nd Street - 16th Floor
         New York, New York 10019
         Attention: Teresa Fox
         Tel: (212) 548-1011
         Fax: (212) 548-1220

      3. Delos Investment Management
         2101 Cedar Springs Road, Suite 1525
         Dallas, Texas 75201
         Attention: Brian Ladin
                    Partner
         Tel: (214) 466-2030
         Fax: (214) 466-2035

      4. Fratelli Cosulich LDA Madeira
         1099 Wall Street West - Suite 138
         Lyndhurst, New Jersey 07071
         Attention: Fabrizio Forghieri
                    Manager
         Tel: (201) 372-1790
         Fax: (201) 372-1761

      5. Ultramar Agencia Maritima Ltda.
         P.O. Box 131-34 El Golf
         El Bosque Norte 500 - 17th Floor
         Las Condes - Santiago,
         Chile 755-0092
         Attention: Sebastian Moura
                    Controller

                  About General Maritime

New York-based General Maritime Corporation, through its
Subsidiaries, provides international transportation services of
seaborne crude oil and petroleum products.  The Company's fleet is
comprised of VLCC, Suezmax, Aframax, Panamax and product carrier
vessels.  The fleet consisted of 30 owned vessels and three
chartered vessels.  The company generates substantially all of its
revenues by chartering its fleet to third-party customers.  The
largest customers include major international oil companies, oil
producers, and oil traders such as BP, Chevron Corporation, CITGO
Petroleum Corp., ConocoPhillips, Exxon Mobil Corporation, Hess
Corporation, Lukoil Oil Company, Stena AB, and Trafigura.

General Maritime and 56 subsidiaries filed for Chapter 11
protection (Bankr. S.D.N.Y. Lead Case No. 11-15285) on Nov. 17,
2011.  Douglas Mannal, Esq., and Adam C. Rogoff, Esq., at Kramer
Levin Naftalis & Frankel LLP, in New York, serve as counsel to the
Debtors.  Moelis & Company is the financial advisor.  Garden City
Group Inc. is the claims and notice agent.

General Maritime disclosed $1,718,598,000 in assets and
$1,412,900,000 in liabilities as of Sept. 30, 2011.  General
Maritime's publicly held securities include 121.5 million common
shares and $300 million in unsecured 12% notes due 2017.

Prepetition, General Maritime reached agreements with its key
senior lenders, including its bank group, led by Nordea Bank
Finland plc, New York Branch as administrative agent, as well as
affiliates of Oaktree Capital Management, L.P., on the terms of a
restructuring.  Under terms of the agreements, Oaktree will
provide a $175 million new equity investment in General Maritime
and convert its prepetition secured debt to equity.

In conjunction with the filing, General Maritime has received a
commitment for up to $100 million in new DIP financing from a
group of lenders led by Nordea as administrative agent.

Counsel for Nordea, as the DIP Agent and the Senior Agent, are
Thomas E. Lauria, Esq., and Scott Greissman, Esq., at White & Case
LLP.  Counsel for Oaktree Capital Management, the Junior Agent,
are Edward Sassower, Esq., and Brian Schartz, Esq., at Kirkland &
Ellis, LLP.

An ad hoc group of holders of more than $185 million of the $300
million of 12% Senior Notes due 2017 issued by General Maritime
Corporation is represented by Paul D. Leake, Esq., and Pedro A.
Jimenez, Esq., at Jones Day.


GENERAL MARITIME: Seeks to Employ Curtis as Conflicts Counsel
-------------------------------------------------------------
General Maritime Corporation, et al., seek permission from the
U.S. Bankruptcy Court for the Southern District of New York to
employ Curtis, Mallet-Prevost, Colt & Mosle LLP as their conflicts
counsel.

Upon retention, Curtis will, among other things:

   (a) advise the Debtors with respect to their powers and duties
       as debtors-in-possession in the continued management and
       operation of their businesses and properties;

   (b) attend meetings and negotiate with representatives of
       creditors and other parties-in-interest;

   (c) take necessary action to protect and preserve the Debtors'
       estates, including prosecuting actions on the Debtors'
       behalf, defending any action commenced against the Debtors
       and representing the Debtors' interests in negotiations
       concerning litigation in which the Debtors are involved,
       including objections to claims filed against the estates;

   (d) prepare motions, applications, answers, orders, appeals,
       reports and papers necessary to the administration of the
       Debtors' estates; and

   (e) take any necessary action on behalf of the Debtors to
       obtain approval of a disclosure statement and confirmation
       of one or more Chapter 11 plans.

Curtis' current hourly rates are:

               Partners            $730 - $830
               Counsel             $510 - $625
               Associates          $300 - $590
               Paraprofessionals   $190 - $230
               Managing Clerks        $450
               Support Personnel    $55 - $325

The Debtors will reimburse Curtis for out-of-pocket expenses
including, among other things, telephone toll and other charges,
mail and express mail charges, document processing and travel
expenses.

In the one year period prior to the Petition Date, the Debtors
paid Curtis $50,000 in connection with its representation.

To the best of the Debtors' knowledge, Curtis is a "disinterested
person" as that term is defined in Section 101(14) of the
Bankruptcy Code.

                       About General Maritime

New York-based General Maritime Corporation, through its
Subsidiaries, provides international transportation services of
seaborne crude oil and petroleum products.  The Company's fleet is
comprised of VLCC, Suezmax, Aframax, Panamax and product carrier
vessels.  The fleet consisted of 30 owned vessels and three
chartered vessels.  The company generates substantially all of its
revenues by chartering its fleet to third-party customers.  The
largest customers include major international oil companies, oil
producers, and oil traders such as BP, Chevron Corporation, CITGO
Petroleum Corp., ConocoPhillips, Exxon Mobil Corporation, Hess
Corporation, Lukoil Oil Company, Stena AB, and Trafigura.

General Maritime and 56 subsidiaries filed for Chapter 11
protection (Bankr. S.D.N.Y. Lead Case No. 11-15285) on Nov. 17,
2011.  Douglas Mannal, Esq., and Adam C. Rogoff, Esq., at Kramer
Levin Naftalis & Frankel LLP, in New York, serve as counsel to the
Debtors.  Moelis & Company is the financial advisor.  Garden City
Group Inc. is the claims and notice agent.

General Maritime disclosed $1,718,598,000 in assets and
$1,412,900,000 in liabilities as of Sept. 30, 2011.  General
Maritime's publicly held securities include 121.5 million common
shares and $300 million in unsecured 12% notes due 2017.

Prepetition, General Maritime reached agreements with its key
senior lenders, including its bank group, led by Nordea Bank
Finland plc, New York Branch as administrative agent, as well as
affiliates of Oaktree Capital Management, L.P., on the terms of a
restructuring.  Under terms of the agreements, Oaktree will
provide a $175 million new equity investment in General Maritime
and convert its prepetition secured debt to equity.

In conjunction with the filing, General Maritime has received a
commitment for up to $100 million in new DIP financing from a
group of lenders led by Nordea as administrative agent.

Counsel for Nordea, as the DIP Agent and the Senior Agent, are
Thomas E. Lauria, Esq., and Scott Greissman, Esq., at White & Case
LLP.  Counsel for Oaktree Capital Management, the Junior Agent,
are Edward Sassower, Esq., and Brian Schartz, Esq., at Kirkland &
Ellis, LLP.

An ad hoc group of holders of more than $185 million of the $300
million of 12% Senior Notes due 2017 issued by General Maritime
Corporation is represented by Paul D. Leake, Esq., and Pedro A.
Jimenez, Esq., at Jones Day.


GENERAL MARITIME: Seeks to Employ Kramer Levin as Counsel
---------------------------------------------------------
General Maritime Corporation seeks permission from the U.S.
Bankruptcy Court for the Southern District of New York to employ
Kramer Levin Naftalis & Frankel LLP as counsel.

It is expected that Kramer Levin's services will include, without
limitation, assisting, advising and representing the Debtors with
respect to:

   (1) the administration of the Debtors' Chapter 11 cases and the
       exercise of oversight with respect to the Debtors' affairs,
       including all issues arising from or impacting the Debtors
       or the Chapter 11 Cases;

   (2) the preparation on behalf of the Debtors of necessary
       applications, motions, memoranda, orders, reports and other
       legal pleadings;

   (3) appearances in Court and at various meetings to represent
       the interests of the Debtors;

   (4) negotiations with the Debtors' secured lenders, as well as
       any creditors' committee appointed in these Chapter 11
       Cases, other creditors, and third parties, for the benefit
       of the Debtors' estates;

   (5) communications with creditors and others as the Debtors
       may consider desirable or necessary; and

   (6) the performance of all other legal services for the Debtors
       in connection with these Chapter 11 Cases, as required
       under the Bankruptcy Code and the Bankruptcy Rules, and the
       performance of those other services as are in the interests
       of Debtors, including, without limitation, any general
       corporate legal services.

At present, the hourly billing rates of Kramer Levin's
professionals are:

              Partners           $685 - $995
              Counsel            $715 - $1,050
              Special Counsel    $670 - $750
              Associates         $400 - $735
              Legal Assistants   $250 - $300

The Debtors agree to reimburse Kramer Levin for its expenses
including, but not limited to, telecommunications, photocopying,
court fees, travel expenses and computer-aided research.

Prior to the Petition Date, the Debtors provided Kramer Levin with
a retainer of $300,000 to pay for legal services in connection
with the Debtors' restructuring efforts, including preparation for
the Chapter 11 cases.

To the best of the Debtors' knowledge, Kramer Levin is a
"disinterested person" as that term is defined in Section 101(14)
of the Bankruptcy Code.

                      About General Maritime

New York-based General Maritime Corporation, through its
Subsidiaries, provides international transportation services of
seaborne crude oil and petroleum products.  The Company's fleet is
comprised of VLCC, Suezmax, Aframax, Panamax and product carrier
vessels.  The fleet consisted of 30 owned vessels and three
chartered vessels.  The company generates substantially all of its
revenues by chartering its fleet to third-party customers.  The
largest customers include major international oil companies, oil
producers, and oil traders such as BP, Chevron Corporation, CITGO
Petroleum Corp., ConocoPhillips, Exxon Mobil Corporation, Hess
Corporation, Lukoil Oil Company, Stena AB, and Trafigura.

General Maritime and 56 subsidiaries filed for Chapter 11
protection (Bankr. S.D.N.Y. Lead Case No. 11-15285) on Nov. 17,
2011.  Douglas Mannal, Esq., and Adam C. Rogoff, Esq., at Kramer
Levin Naftalis & Frankel LLP, in New York, serve as counsel to the
Debtors.  Moelis & Company is the financial advisor.  Garden City
Group Inc. is the claims and notice agent.

General Maritime disclosed $1,718,598,000 in assets and
$1,412,900,000 in liabilities as of Sept. 30, 2011.  General
Maritime's publicly held securities include 121.5 million common
shares and $300 million in unsecured 12% notes due 2017.

Prepetition, General Maritime reached agreements with its key
senior lenders, including its bank group, led by Nordea Bank
Finland plc, New York Branch as administrative agent, as well as
affiliates of Oaktree Capital Management, L.P., on the terms of a
restructuring.  Under terms of the agreements, Oaktree will
provide a $175 million new equity investment in General Maritime
and convert its prepetition secured debt to equity.

In conjunction with the filing, General Maritime has received a
commitment for up to $100 million in new DIP financing from a
group of lenders led by Nordea as administrative agent.

Counsel for Nordea, as the DIP Agent and the Senior Agent, are
Thomas E. Lauria, Esq., and Scott Greissman, Esq., at White & Case
LLP.  Counsel for Oaktree Capital Management, the Junior Agent,
are Edward Sassower, Esq., and Brian Schartz, Esq., at Kirkland &
Ellis, LLP.

An ad hoc group of holders of more than $185 million of the $300
million of 12% Senior Notes due 2017 issued by General Maritime
Corporation is represented by Paul D. Leake, Esq., and Pedro A.
Jimenez, Esq., at Jones Day.


GENERAL MARITIME: Seeks to Employ Moelis as Financial Advisor
-------------------------------------------------------------
General Maritime Corporation, et al., seek permission from the
U.S. Bankruptcy Court for the Southern District of New York to
employ Moelis & Company LLC as financial advisor and investment
banker.

Upon retention, Moelis & Company will:

   (a) conduct, in consultation with the Debtors, a customary
       business and financial analysis of the Debtors;

   (b) assist the Debtors in identifying, reviewing, negotiating,
       structuring, evaluating and developing a strategy to
       effectuate, a potential Sale Transaction, Restructuring,
       Capital Transaction or Debtor-in-Possession Financing
       Transaction;

   (c) advise the Debtors on the terms of securities it offers in
       any potential Capital Transaction;

   (d) meet with the Debtors' board of directors to discuss any
       proposed Restructuring, Sale Transaction, Capital
       Transaction, or Debtor-in-Possession Financing
       Transaction and its financial implications;

   (e) prepare for and participate in hearings before a
       bankruptcy court with respect to the matters upon which
       Moelis has provided advice and, as appropriate,
       coordinate with the Debtors and its advisors with respect
       to testimony in connection therewith;

   (f) assist the Debtors in identifying potential Acquirers
       or funding sources for a Capital Transaction, contact
       potential Acquirers and funding sources that Moelis and the
       Debtors have agreed may be appropriate, and meet with and
       provide them with such information about the Debtors as may
       be appropriate and acceptable to the Debtors, subject to
       customary business confidentiality;

   (g) prepare an analysis of the estimated range of going
       concern enterprise value of the reorganized Debtors and
       provide testimony with respect thereto, in accordance with
       Moelis' practices; the nature and scope of Moelis'
       investigation and analysis, as well as the scope, form and
       substance of any such Valuation Analysis will be such as
       Moelis deems appropriate; and

   (h) provide other financial advisory and investment banking
       services in connection with a Restructuring, Sale
       Transaction, Capital Transaction or Debtor-in-Possession
       Financing Transaction as Moelis and the Debtors may agree.

As payment for its services, Moelis & Company will receive:

   -- a monthly non-refundable cash of $150,000 for each of the
      first three monthly payments, and a monthly fee of $200,000
      for each of the next three monthly payments, and a monthly
      fee of $150,000 per month thereafter, payable in advance of
      every month during the term of the Engagement.  Fifty
      percent of the Monthly Fees after the first 9 Monthly Fees
      will offset, to the extent previously paid, to the
      Transaction Fee or the Debtor-in-Possession Fee.

   -- a non-refundable transaction fee of $5,500,000 payable upon
      consummation of the earlier of a Restructuring, the closing
      of a Sale Transaction, or the closing of a Capital
      Transaction.

   -- a debtor-in-possession fee in cash upon the closing of a
      Debtor-in-Possession Financing Transaction equal to 1.0%
      of the aggregate amount of any debtor-in-possession
      financing raised, provided, however, that "raised" will not
      apply to any refinanced or "rolled-up" amount of the
      Debtors' existing indebtedness.

In addition to the fees, the Debtors will reimburse Moelis &
Company for all reasonable out-of-pocket expenses including,
without limitation, document production costs, travel costs, and
meals.

To the best of the Debtors' knowledge, Moelis & Company is a
"disinterested person" as that term is defined in Section 101(14)
of the Bankruptcy Code.

                      About General Maritime

New York-based General Maritime Corporation, through its
Subsidiaries, provides international transportation services of
seaborne crude oil and petroleum products.  The Company's fleet is
comprised of VLCC, Suezmax, Aframax, Panamax and product carrier
vessels.  The fleet consisted of 30 owned vessels and three
chartered vessels.  The company generates substantially all of its
revenues by chartering its fleet to third-party customers.  The
largest customers include major international oil companies, oil
producers, and oil traders such as BP, Chevron Corporation, CITGO
Petroleum Corp., ConocoPhillips, Exxon Mobil Corporation, Hess
Corporation, Lukoil Oil Company, Stena AB, and Trafigura.

General Maritime and 56 subsidiaries filed for Chapter 11
protection (Bankr. S.D.N.Y. Lead Case No. 11-15285) on Nov. 17,
2011.  Douglas Mannal, Esq., and Adam C. Rogoff, Esq., at Kramer
Levin Naftalis & Frankel LLP, in New York, serve as counsel to the
Debtors.  Moelis & Company is the financial advisor.  Garden City
Group Inc. is the claims and notice agent.

General Maritime disclosed $1,718,598,000 in assets and
$1,412,900,000 in liabilities as of Sept. 30, 2011.  General
Maritime's publicly held securities include 121.5 million common
shares and $300 million in unsecured 12% notes due 2017.

Prepetition, General Maritime reached agreements with its key
senior lenders, including its bank group, led by Nordea Bank
Finland plc, New York Branch as administrative agent, as well as
affiliates of Oaktree Capital Management, L.P., on the terms of a
restructuring.  Under terms of the agreements, Oaktree will
provide a $175 million new equity investment in General Maritime
and convert its prepetition secured debt to equity.

In conjunction with the filing, General Maritime has received a
commitment for up to $100 million in new DIP financing from a
group of lenders led by Nordea as administrative agent.

Counsel for Nordea, as the DIP Agent and the Senior Agent, are
Thomas E. Lauria, Esq., and Scott Greissman, Esq., at White & Case
LLP.  Counsel for Oaktree Capital Management, the Junior Agent,
are Edward Sassower, Esq., and Brian Schartz, Esq., at Kirkland &
Ellis, LLP.

An ad hoc group of holders of more than $185 million of the $300
million of 12% Senior Notes due 2017 issued by General Maritime
Corporation is represented by Paul D. Leake, Esq., and Pedro A.
Jimenez, Esq., at Jones Day.


GENERAL MOTORS: Former CEO Rick Wagoner Breaks His Silence
----------------------------------------------------------
Dow Jones' Daily Bankruptcy Review reports that Rick Wagoner spent
nearly two decades atop the world's largest auto company. After
almost three years of silence, the former chief executive of
General Motors Co. emerged over the weekend.

                       About General Motors

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

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

On Nov. 1, 2011, Moody's Investors Service raised New GM's
Corporate Family Rating and Probability of Default Rating to Ba1
from Ba2, and its secured credit facility rating to Baa2 from
Baa3.  Moody's also raised the Corporate Family Rating of GM's
financial services subsidiary -- GM Financial -- to Ba3 from B1.

On Oct. 7, 2011, Fitch Ratings upgraded the Issuer Default
Ratings of New GM, General Motors Holdings LLC, and General
Motors Financial Company Inc., to 'BB' from 'BB-'.

On Oct. 3, 2011, Standard & Poor's Ratings Services raised its
corporate credit rating on New GM to 'BB+' from 'BB-'; and
revised the rating outlook to stable from positive. "We also
raised our issue-level rating on GM's debt to 'BBB' from 'BB+';
the recovery rating remains at '1'," S&P said.

                     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 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 served as bankruptcy counsel to the
Creditors Committee.  Attorneys at Butzel Long served as counsel
on supplier contract matters.  FTI Consulting Inc. served as
financial advisors to the Creditors Committee.  Elihu Inselbuch,
Esq., at Caplin & Drysdale, Chartered, represented the Asbestos
Committee.  Legal Analysis Systems, Inc., served as asbestos
valuation analyst.

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


GENMED HOLDING: Posts $463,000 Net Loss in Third Quarter
--------------------------------------------------------
Genmed Holding Corp. filed its quarterly report on Form 10-Q,
reporting a net loss of $463,080 on $0 revenue for the three
months ended Sept. 30, 2011, compared with a net loss of $443,471
on $0 revenue for the same period of 2010.

For the nine months ended Sept. 30, 2011, the Company has reported
a net loss of $2.37 million on $nil revenue, compared with a net
loss of $1.71 million on $nil revenue for the corresponding period
last year.

At Sept. 30, 2011, the Company's balance sheet showed
$1.29 million in total assets, $2.94 million in total liabilities,
and a stockholders' deficit of $1.65 million.

As reported in the TCR on April 27, 2011, Meyler & Company, LLC,
in Middletown, N.J., expressed substantial doubt about Genmed
Holding's ability to continue as a going concern, following the
Company's 2010 results.  The independent auditors noted that the
Company has incurred cumulative net losses of $69.99 million since
inception, and had net losses of $7.73 million and $8.59 million
for the years ended Dec. 31, 2010, and 2009.

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

                       http://is.gd/tpbqzc

Based in The Netherlands, Genmed Holding Corp. through its wholly
owned Dutch subsidiary Genmed B.V. is focusing on the delivery of
low cost generic medicines directly to distribution chains
throughout Europe.  Generic medicines, which become available when
the originator medicines patents has expired, are, due to
continuing governmental pressure and new insurance policies,
increasingly used as equally effective alternatives to higher-
priced originator pharmaceuticals by general practitioners,
specialists and hospitals.


GRAND RIVER: Wins OK to Hire Lambert Leser as Bankruptcy Counsel
----------------------------------------------------------------
Grand River Infrastructure, Inc., obtained the Bankruptcy Court's
permission to employ Lambert, Leser, Isackson, Cook & Giunta,
P.C., serve as its counsel.

The firm received $40,000 from the Debtor on Nov. 14.

David C. Marsh, the Debtor's vice president, said that, to the
best of the Debtor's knowledge, the members and associates of the
firm do not have any connection with the estate, its creditors or
any other party-in-interest, and represents no interest adverse to
the estate or the Debtor.

                  About Grand River Infrastructure

Grand River Infrastructure, Inc., based in Durand, Michigan,
manufactures and sells concrete bridges and sewer products.  Grand
River filed for Chapter 11 bankruptcy (Bankr. E.D. Mich. Case No.
11-35206) on Nov. 14, 2011.  Judge Daniel S. Opperman presides
over the case.  Lawyers at Lambert, Leser, Isackson, Cook &
Giunta, P.C., serve as the Debtor's counsel.  In its petition, the
Debtor estimated $10 million to $50 million in assets and $1
million to $10 million in debts.  The petition was signed by David
C. Marsh, vice president.


GSW HOLDINGS: Hearing on Plea to Prohibit Cash Use Set for Dec. 22
------------------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of Mississippi
will convene a hearing on Dec. 22, 2011, ay 2:30 p.m., to consider
creditor Hancock Bank's motion to prohibit cash collateral and
request adequate protection.  Objections, if any, are due Dec. 15.

Secured creditor Hancock has not consented to the use of its cash
collateral.  Hancock asserts it is not adequately protected.

To protect the interests of Hancock and the Debtor, Hancock
proposed that the Debtor be allowed to sell the collateral and use
the cash collateral of Hancock subject to certain terms and
conditions which will provide adequate protection to Hancock.  The
terms and conditions are, among other things:

   A) The Debtor is authorized to sell individual lots in Hunter
Chase Subdivision in the ordinary course of business without
obtaining additional authority from the Court.

   B) As each individual lot is sold, Hancock will be paid the
greater of 85% of the sales price or $27,200 for the release of
the lot being sold.  Upon said payment, Hancock is authorized to
cancel its lien on the lot being sold.  Any remaining funds will
be retained by the Debtor.

   C) Within five business days of entry of the order, the Debtor
will pay $1,500 to Hancock.

   D) On or before Jan. 15, 2012, the Debtor will pay $3,000 to
Hancock.

   E) On or before April 15, 2012, the Debtor will pay $3,000 to
Hancock.

   F) The Debtor is authorized to execute the appropriate
documentation that may be requested by Hancock to evidence and
support this agreement and an extension and renewal of the
original loan pursuant to the terms of this agreement.

   G) The Section 362 automatic stay is terminated to allow
Hancock to accept payments and have the appropriate documentation
executed pursuant to the terms of the agreement.

   H) The interim relief will expire April 30, 2012.

Hancock is represented by:

         Derek A. Henderson, Esq.
         1765 Lelia Drive
         Jackson, MS 39216
         Tel: (601) 948-3167
         E-mail: d_henderson@bellsouth.net

                      About GSW Holdings LLC

Gulfport, Mississippi-based GSW Holdings LLC filed for Chapter 11
bankruptcy (Bankr. S.D. Miss. Case No. 11-52338) on Oct. 11, 2011.
Judge Katharine M. Samson presides over the case.  Wheeler &
Wheeler serves as its local bankruptcy counsel.  The Debtor
disclosed $22,225,500 in assets and $8,851,228 in liabilities.


HARBINGER GROUP: Moody's Reviews 'B3' Corporate Family Rating
-------------------------------------------------------------
Moody's Investors Service placed all of the ratings of Harbinger
Group under review for possible downgrade following the receipt of
"Wells Notices" from the staff of the SEC Securities Exchange
Commission (SEC). The ratings placed under review include the
following of HRG Group: B3 Corporate Family Rating, B3 Probability
of Default Rating and Caa1 rating on the $500 million senior
secured notes. The SGL 3 speculative grade liquidity assessment is
not under review.

On December 8, 2011, Harbinger Capital Partners LLC ("HCP") and
certain of its affiliates, including Philip A. Falcone, Omar
Asali, and Robin Roger, received "Wells Notices" from the staff of
the SEC. Mr. Falcone is the Chief Executive Officer and Chairman
of HRG's Board of Directors. Mr. Asali is HRG's Acting President
and a member of its Board of Directors and Ms. Roger is a member
of HRG's Board of Directors.

The Wells Notices were not addressed to HRG or any of its
subsidiaries (including Spectrum Brands Holdings, Inc. -- rated
B1) and the matters described in the Wells Notices do not include
any conduct involving, by, or on behalf of the Company or any of
its subsidiaries (including Spectrum Brands Holdings, Inc.).

The Wells Notices state that the SEC staff intends to recommend or
is considering recommending that the Commission file civil
injunctive actions against HCP, some of its affiliates, Mr.
Falcone, Mr. Asali, and Ms. Roger alleging violations of the
federal securities laws' anti-fraud provisions. The SEC did not
explain in detail the nature of the possible violations.

HRG is a holding company that is majority owned by Harbinger
Capital and its related entities ("Harbinger Parties"). The
company's principal focus is to identify and evaluate business
combinations or acquisitions. HRG owns 54% of Spectrum's common
stock and 100% of UK insurance company Old Mutual's U.S. life
insurance holdings (now operating as Fidelity & Guaranty Life
Insurance Company).

"The review will focus on the possible legal ramifications
stemming from possible charges and HRG response to such changes
and its likely actions to address any charges," said Kevin
Cassidy, Senior Credit Officer at Moody's Investors Service.

These ratings of HRG were placed on review for possible downgrade:

Corporate Family Rating at B3;

Probability of Default Rating at B3;

$500 million senior secured notes rating at Caa1 (LGD4, 50%); LGD
assessment not under review

RATINGS RATIONALE

HRG's B3 Corporate Family Rating reflects the effective
subordination of HRG to the direct claims on the assets and cash
flows of Spectrum Brands and F&G, HRG's two current subsidiaries,
which are rated B1 and Ba1 respectively. HRG's nascent history and
only about $40 million of "committed" cash flow until 2012 is also
factored into the rating. Possible event risk associated with
Harbinger Capital constrains the rating. The likelihood of HRG
making additional acquisitions is considered highly probable as is
the potential diversification benefits of future acquisitions.

Spectrum Brands B1 Corporate Family Rating reflects its 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.

Moody's rates Fidelity & Guaranty Life Insurance Company (Fidelity
& Guaranty Life - formerly OM Financial Life Insurance Company)
Ba1 (stable outlook) for insurance financial strength (IFS).
Fidelity & Guaranty Life's IFS rating is constrained by the
considerably weaker financial flexibility expected under its new
ownership. The rating reflects the view that, Harbinger, in a
stress scenario, would be less able to extend the same level of
financial and strategic support that the company received from its
former parent. Moody's expects that under Harbinger's ownership,
Fidelity & Guaranty Life's capital management, including dividend
policy, use of reinsurance, and relative quality of capital, is
likely to be more aggressive than in the past.

Fidelity & Guaranty Life's rating incorporates the significant
progress the company has made in the last year in de-risking its
investment portfolio and clear improvements in its operations and
risk management. The company's strengths of flexible operating
costs and targeted distribution are partially offset by: hedging
challenges associated with its major presence in the fixed-indexed
annuities (FIA) sector; relatively small size in a consolidating
industry; and heavy reliance upon outsourcing vendors.

Moody's subscribers can find further details in the HRG Credit
Opinion published on Moodys.com.

Located in New York City, HRG is a holding company that is
majority owned by the Harbinger Group and its related entities.
The company's principal focus is to identify and evaluate business
combinations or acquisitions of businesses. The company has not
generated any revenue year-to-date.

The principal methodologies used in rating HRG were Moody's Global
Packaged Goods Industry methodology published in July 2009,
Moody's Rating Methodology for U.S. Health Insurance Companies
published in May 2011 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.


HARRISBURG, PA: Council Appeals Rejection of Chapter 9 Petition
---------------------------------------------------------------
Mark Shade, writing for Reuters, reports that Harrisburg's city
council has decided to appeal a bankruptcy judge's decision to
deny its entry into municipal bankruptcy court, according to the
lawyer representing the council.

Attorney Mark Schwartz said in an e-mail, "With all due respect, I
feel that the decision was in error.  Moreover, this is a case
that could very well end up in the U.S. Supreme Court."

Reuters relates Mr. Schwartz submitted a statement of election to
have the council's appeal heard by the U.S. District Court for the
Middle District of Pennsylvania.

According to Reuters, it was unclear if the appeal might affect
the state's takeover of the capital.  Soon after Bankruptcy Judge
Mary France's rejection of the bankruptcy court petition, the
state petitioned another court to approve a receiver for the city.
The Commonwealth Court approved David Unkovic's selection as
receiver on Dec. 2.  Reuters reports that Mr. Unkovic has already
met with stakeholders and city officials in an attempt to get a
better understanding of the city's debt burden.

                  About Harrisburg, Pennsylvania

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

Four members of the City Council of Harrisburg on Oct. 11, 2011,
authorized the filing of a Chapter 9 bankruptcy petition (Bankr.
M.D. Pa. Case No. 11-06938) by the City of Harrisburg.  Judge Mary
D. France presides over the case.  Mark D. Schwartz, Esq. --
markschwartz6814@gmail.com -- and David A. Gradwohl, Esq., serve
as counsel.  The petition estimated $100 million to $500 million
in assets and debts.  Susan Wilson, the city's chairperson on
Budget and Finance, signed the petition.

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

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

The Commonwealth of Pennsylvania, the County of Dauphin, and
Harrisburg city mayor Linda D. Thompson and other creditors and
interested parties objected to the petition.  The state later
adopted a new law allowing the governor to appoint a receiver.

Mayor Thompson is represented in the case by Kenneth W. Lee, Esq.,
Christopher E. Fisher, Esq., Beverly Weiss Manne, Esq., and
Michael A. Shiner, Esq., at Tucker Arensberg, P.C.  Counsel to the
Commonwealth of Pennsylvania are Neal D. Colton, Esq., Jeffrey G.
Weil, Esq., Eric L. Scherling, Esq., at Cozen O'Connor.

Late in November 2011, the Bankruptcy Judge dismissed the Chapter
9 case because (1) the City Council did not have the authority
under the Optional Third Class City Charter Law and the Third
Class City Code to commence a bankruptcy case on behalf of
Harrisburg and (2) the City was not specifically authorized under
state law to be a debtor under Chapter 9 as required by 11 U.S.C.
Sec. 109(c)(2).


HEARTLAND PROPERTY: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------------
Debtor: Heartland Property Holdings, LLC
        2072 Howard Avenue
        Waterloo, IA 50702

Bankruptcy Case No.: 11-02703

Chapter 11 Petition Date: December 7, 2011

Court: U.S. Bankruptcy Court
       Northern District of Iowa (Waterloo)

Judge: Paul J. Kilburg

Debtor's Counsel: John M. Titler, Esq.
                  HOWES LAW FIRM
                  3200 37th Avenue SW
                  Cedar Rapids, IA 52404
                  Tel: (319) 396-2410
                  E-mail: jtitler@howeslawfirmpc.com

Estimated Assets: $0 to $50,000

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

The Company's list of its 20 largest unsecured creditors filed
with the petition is available for free at:
http://bankrupt.com/misc/ianb11-02703.pdf

The petition was signed by Scott Jordan, manager.

Affiliates that filed separate Chapter 11 petitions:

        Entity                        Case No.       Petition Date
        ------                        --------       -------------
Scott E. Jordan                       11-02531            11/14/11
Scott's Electric Inc.                 11-02425            10/28/11


HOFFMASTER GROUP: S&P Affirms 'B' Corporate Credit Rating
---------------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'B' corporate
credit rating on Oshkosh, Wisc.-based Hoffmaster Group Inc. The
outlook is stable. "At the same time, we assigned our 'B' issue-
level rating and '3' recovery rating to the company's proposed
$270 million in first-lien credit facilities ($235 million term
loan due 2017 and a $35 million revolving credit facility due
2016). The '3' recovery rating reflects our expectation for a
meaningful (50% to 70%) recovery in the event of a payment
default. We also assigned our 'CCC+' issue-level rating and '6'
recovery rating to the firm's proposed $64 million second-lien
term loan due 2018. The '6' recovery rating reflects our
expectation for a negligible (0% to 10%) recovery in the event of
a payment default," S&P said.

"Following the completion of the transaction, we expect
Hofmaster's ratio of adjusted debt to EBITDA to be about 6x and
funds from operations (FFO) to total adjusted debt to be
approximately 8.3%. Although we would continue to view the
financial profile as 'highly leveraged' (as our criteria define
the term), we expect favorable operating trends and an improving
financial profile to support a stable outlook. Based on our
scenario forecasts, we expect leverage to improve toward the mid-
5x area and FFO to total adjusted debt to approach 10% in the next
few years through modest growth in both of its segments coupled
with synergies related to the Innoware integration, operational
improvements, and headcount reductions. The company has identified
$5.5 million in synergies from the Innoware acquisition: $2.3
million through headcount reductions and about $2.1 million from
improved distribution efficiencies. We expect Hoffmaster to be
able to realize a significant portion of the $9.9 million in total
cost savings within the next year," S&P said.

The proceeds from the first- and second-lien facilities, $37.5
million in payment-in-kind (PIK) notes and about $123 million in
equity from Metalmark Capital will fund the purchase of
outstanding equity and pay off existing debt of about $244
million, with the remainder applied toward the payment of
transaction fees and expenses.

"The ratings on Hoffmaster reflect a weak business profile that
incorporates the company's position as a niche player in
disposable tableware products with limited product and geographic
diversity and moderate customer concentration," said Standard &
Poor's credit analyst Henry Fukuchi. "We view the firm's financial
risk profile as highly leveraged and believe that its prospective
financial policy is likely to be very aggressive, particularly in
light of the dividend recapitalization in 2010 and the increased
leverage proposed with the current transaction. Some mitigating
factors include the company's long-standing customer
relationships, sizable positions with leading North American
foodservice providers, above-average profit margins and cash flow
generation, adequate liquidity, and a favorable debt maturity
profile."

"The competitive nature of the company's businesses and their
dependence on a few key customers limit pricing flexibility. The
three largest customers represent about 28% of total sales.
However, Hoffmaster mitigates some of this risk through direct
sales relationships with key accounts and the diversity it
achieves from its relationships with key distributors. Operating
profits demonstrated reasonable stability even during periods of
economic weakness, as recurring sales of party products for
holidays, birthdays, and special events supported revenues. Sales
exhibit a degree of seasonality, with demand higher in the latter
half of the year due to a concentration of holidays during this
period. The narrow scope of product offerings is a weakness, and
Hoffmaster's results could suffer from unexpected changes
resulting from increased price competition, imports, or
fundamental changes in the industry over time. We view
Hoffmaster's products as generally commodity-like, though raw
material price fluctuations appear manageable based on effective
pricing," S&P said.

"The stable outlook reflects our expectation of Hoffmaster's
fairly predictable business conditions and stable cash flow
generation over the next few years. Despite a highly leveraged
financial profile following the proposed transaction, we
anticipate that the company will be able to gradually improve
its credit metrics in the next few years. While we expect
reasonable business prospects and stability in earnings, we would
have to weigh any potential positive rating revisions against
financial policy decisions. We could raise the ratings modestly if
operating results are favorable over time and FFO to total
adjusted debt is consistently over 15% through a business cycle.
We currently expect FFO to total adjusted debt to improve toward
10% in the next few years and remain within the 10% to 15% range
over time. We expect this level will continue to provide adequate
cash flow to meet internal needs and scheduled amortizations in
the next few years," S&P said.

"However, the company could experience operational challenges if
volumes unexpectedly decline owing to a squeeze in consumer
spending, increased competition from imports, a significant
increase in raw material costs, or a significant decline in
business from a key customer," Mr. Fukuchi continued. "Based on
our downside scenario, we could lower the ratings if operating
margins weaken by 3% or more or volumes decline 10% or more from
current levels. In our downside scenario, we expect leverage to
increase to more than 7x and FFO to total adjusted debt to
decrease to the mid-single-digit percentage area. We may also
lower the ratings if unexpected cash outlays, financial policies,
or business challenges reduce the company's liquidity position, or
if covenant cushions tighten closer to the 10% area."


HOTEL REAL ESTATE: Case Summary & 2 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Hotel Real Estate Investments, LLC
        390 Lakeshore Cove
        Fort Oglethorpe, GA 30742

Bankruptcy Case No.: 11-16734

Chapter 11 Petition Date: December 6, 2011

Court: U.S. Bankruptcy Court
       Eastern District of Tennessee (Chattanooga)

Judge: Shelley D. Rucker

Debtor's Counsel: Brent James, Esq.
                  HARRISS & HARTMANN LAW FIRM, P.C.
                  P.O. Drawer 220
                  200 McFarland Building
                  Rossville, GA 30741
                  Tel: (706) 861-0203
                  Fax: (706) 861-6838
                  E-mail: bkcourts@harrisshartman.com

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

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

The Company's list of its two largest unsecured creditors is
available for free at:
http://bankrupt.com/misc/tneb11-16734.pdf

The petition was signed by Harshad Patel by Mike Patel, POA,
owner/member.


KISKA METALS: Posts C$9.7 Million Net Loss in Third Quarter
-----------------------------------------------------------
Kiska Metals Corporation reported a net loss of C$9.7 million on
C$291,167 of revenue for the three months ended Sept. 30, 2011,
compared with a net loss of C$6.8 million on C$35,810 of revenue
for the same period of 2010.

For the nine months ended Sept. 30, 2011, the Company has reported
a net loss of C$18.7 million on C$391,368 of revenue, compared
with a net loss of C$12.65 million on C$132,323 of revenue for the
same period last year.

The Company's balance sheet at Sept. 30, 2011, showed
C$13.7 million in total assets, C$2.2 million in total
liabilities, and stockholders' equity of C$11.5 million.

The Group currently has no significant sources of revenue and has
experienced recurring losses.  ?There is a risk that additional
financing will not be available on a timely basis or on terms
acceptable to the Group,? the Company said in the filing.

A copy of the consolidated condensed interim financial statements
as of and for the three months ended Sept. 30,2011, is available
for free at http://is.gd/F3Xkvv

The Company reported a net loss of C$11.9 million on C$634,101 of
revenue for 2010, compared with a net loss of C$18.7 million on
C$273,051 of revenue for 2009.

The Company's balance sheet at Dec. 31, 2010, showed C$9.2 million
in total assets, C$1.2 million in total liabilities, and
stockholders' equity of $8.1 million.

A copy of the annual report for the fiscal year ended Dec. 31,
2010, is available for free at http://is.gd/OiPHrd

Based in Vancouver, Canada, Kiska Metals Corporation is a mineral
exploration company focused on advancing the Whistler property,
Alaska, a district-scale project with excellent exploration
potential which includes the Whistler Deposit (a 2.25 M oz gold-
equivalent indicated resource of 79.2 million tonnes averaging
0.51 g/t gold, 1.97 g/t silver and 0.17% copper and a 3.35 M oz.
gold equivalent inferred resource of 145.8 million tonnes
averaging 0.40 g/t gold, 1.75 g/t silver and 0.15% copper).


K-V PHARMACEUTICAL: Posts $22.9MM Net Income in June Form 10-Q/A
----------------------------------------------------------------
K-V Pharmaceutical Company filed with the U.S. Securities and
Exchange Commission an amendment to its quarterly report for the
period ended June 30, 2011.

The Company issued warrants in November 2010 and March 2011.
The Company originally classified the Warrants as equity
instruments from their respective issuance dates until the
March 17, 2011, amendment of the Warrant provisions which added a
contingency feature and an escrow requirement.  At that date, the
Warrants were revalued and reclassified from equity to
liabilities.  The Company had also originally used a Black-Scholes
option valuation model to determine the value of the Warrants.
Upon a re-examination of the provisions of the Warrants, the
Company determined that the non-standard anti-dilution provisions
contained in the Warrants require that (a) the Warrants be treated
as liabilities from their respective issuance dates and (b) their
value should be calculated utilizing a valuation model which
considers the mandatory conversion features of the Warrants and
the possibility that the Company may issue additional common
shares or common share equivalents that, in turn, could result in
a change to the number of shares issuable upon exercise of the
Warrants and the related exercise price.  As a result, the Company
has revalued the Warrants from their respective dates of issuance
using a Monte Carlo simulation model and reclassified the Warrants
as a long-term liability.

As a result, on Nov. 7, 2011, the Audit Committee of the Company's
Board of Directors, upon recommendation from management,
determined that the previously issued consolidated financial
statements included in the Company's Original Form 10-K and in its
Quarterly Reports on Form 10-Q for the quarters ended Dec. 31,
2010, and June 30, 2011, should not be relied upon. The
restatements did not change the Company's reported cash and cash
equivalents, operating expenses, operating losses or cash flows
from operations for any period or date.

K-V Pharmaceuticals' restated statement of operations reflects net
income of $22.90 million on $6 million of net revenues for the
three months ended June 30, 2011, compared with a net loss of
$34.60 million on $4 million of net revenues for the same period a
year ago.  The Company originally reported net income of $23.50
million on $6 million of net revenues for the three months ended
June 30, 2011, compared with a net loss of $34.60 million on $4
million of net revenues for the same period during the prior year.

The Company's restated balance sheet at June 30, 2011, showed $474
million in total assets, $829.90 million in total liabilities and
a $355.90 million total shareholders' deficit.  The Company
originally reported $474 million in total assets, $825.50 million
in total liabilities and a $351.50 million total shareholders'
deficit.

A full-text copy of the amended Quarterly Report is available for
free at http://is.gd/gHcXGC

                  About KV Pharmaceutical Company

K-V Pharmaceutical Company (NYSE: KVa/KVb) --
http://www.kvpharmaceutical.com/-- is a fully integrated
specialty pharmaceutical company that develops, manufactures,
markets, and acquires technology-distinguished branded and
generic/non-branded prescription pharmaceutical products.  The
Company markets its technology distinguished products through
ETHEX Corporation, a subsidiary that competes with branded
products, and Ther-Rx Corporation, the company's branded drug
subsidiary.

KV Pharmaceutical has not timely filed its Form 10-K for the year
ended March 31, 2010 and its Form 10-Qs for the subsequent
quarterly periods.  The Company's independent accounting firm,
KPMG, resigned on June 25, 2010, and the Company has tapped BDO
USA, LLP, to audit the fiscal 2010 financial statements.  The Form
10-Q for the quarter ended June 30, 2010, was only filed March 10,
2011.

The Company was not able to complete its Form 10-Q for the three-
and six-month periods ended Sept. 30, 2011, by the filing deadline
of Nov. 9, 2011, without unreasonable effort and expense.  The
Company expects to file this Form 10-Q with the SEC as soon as
practicable after filing the amended filings, and, in any case,
within five days of those filings.

KPMG LLP, in St. Louis, Missouri, expressed substantial doubt
about K-V Pharmaceutical's ability to continue as a going concern.
The independent auditors noted that the Company has suspended the
shipment of all products manufactured by it and must comply with a
consent decree with the FDA before approved products can be
reintroduced to the market.  Significant negative impacts on
operating results and cash flows from these actions including the
potential inability of the Company to raise capital; suspension of
manufacturing; significant uncertainties related to litigation and
governmental inquiries; and debt covenant violations.


K-V PHARMACEUTICAL: Sees No Wrong in "False Claims" Settlement
--------------------------------------------------------------
K-V Pharmaceutical Company commented on the settlement of false
claims allegations with the U.S. Department of Justice associated
with the Company's former ETHEX generic pharmaceutical subsidiary.

In connection with a multi-defendant action captioned United
States ex rel. Constance Conrad v. ETHEX Corp., et al., No. 02-
11738-RWZ (D. Mass.), K-V has agreed to pay a total of $17 million
over five years to resolve False Claims Act allegations raised by
the government that ETHEX, the Company's former generic
pharmaceutical subsidiary, allegedly failed to advise the Centers
for Medicare and Medicaid Services (CMS) that two products -
Nitroglycerin Extended Release Capsules (Nitroglycerin ER) and
Hyoscyamine Sulfate Extended Release Capsules (Hyoscyamine ER) -
purportedly did not qualify for coverage under federal health care
programs.  K-V admitted no wrongdoing in settling the matter.  The
settlement includes a multi-year payment schedule with nominal
near-term capital requirements.

"We are satisfied with the settlement terms and the resolution of
a legacy issue associated with our former ETHEX subsidiary,"
stated Greg Divis, chief executive officer of K-V.  "The agreed
terms include a reasonable five-year payment schedule, with less
than $1 million to be paid within the first year.  We are also
pleased that the government deemed our current operations and
compliance function sufficiently robust as to not require a
corporate integrity agreement.  The closure of this matter is
another step forward as K-V moves ahead as a women's healthcare
focused branded specialty pharmaceutical company."

                   About KV Pharmaceutical Company

KV Pharmaceutical Company (NYSE: KVa/KVb) --
http://www.kvpharmaceutical.com/-- is a fully integrated
specialty pharmaceutical company that develops, manufactures,
markets, and acquires technology-distinguished branded and
generic/non-branded prescription pharmaceutical products.  The
Company markets its technology distinguished products through
ETHEX Corporation, a subsidiary that competes with branded
products, and Ther-Rx Corporation, the company's branded drug
subsidiary.

KV Pharmaceutical has not timely filed its Form 10-K for the year
ended March 31, 2010, and its Form 10-Qs for the subsequent
quarterly periods.  The Company's independent accounting firm,
KPMG, resigned on June 25, 2010, and the Company has tapped BDO
USA, LLP, to audit the fiscal 2010 financial statements.  The Form
10-Q for the quarter ended June 30, 2010, was only filed March 10,
2011.

The Company was not able to complete its Form 10-Q for the three-
and six-month periods ended Sept. 30, 2011, by the filing deadline
of Nov. 9, 2011, without unreasonable effort and expense.  The
Company expects to file this Form 10-Q with the SEC as soon as
practicable after filing the amended filings, and, in any case,
within five days of those filings.

KPMG LLP, in St. Louis, Missouri, expressed substantial doubt
about K-V Pharmaceutical's ability to continue as a going concern.
The independent auditors noted that the Company has suspended the
shipment of all products manufactured by it and must comply with a
consent decree with the FDA before approved products can be
reintroduced to the market.  Significant negative impacts on
operating results and cash flows from these actions including the
potential inability of the Company to raise capital; suspension of
manufacturing; significant uncertainties related to litigation and
governmental inquiries; and debt covenant violations.

The Company's restated balance sheet at June 30, 2011, showed $474
million in total assets, $829.90 million in total liabilities and
a $355.90 million total shareholders' deficit.


L.A. DODGERS: Fox Sports Set Schedule for Broadcast Rights Talks
----------------------------------------------------------------
Dow Jones' Daily Bankruptcy Review reports that the clock is
ticking on Fox Sports' bid to hold onto rights to broadcast Los
Angeles Dodgers baseball games once the current contract runs out.

As reported in the Troubled Company Reporter on Dec. 12, 2011
Bankruptcy Judge Kevin Gross on Thursday said he would allow the
Los Angeles Dodgers to market rights to broadcast their games from
2014 on, over the protest of Fox Sports, the current broadcaster,
which said the sale plan threatens to damage its business.
According to Law360, Judge Gross indicated at the end of a two-day
hearing that the marketing procedures proposed by the Dodgers did
not drastically alter back-end contract rights designed to give
Fox the inside track on negotiating a new deal.  Crying foul over
potential damages for breach of contract, Fox Sports Net Inc. --
the Los Angeles Dodgers LLC's current broadcast partner -- fought
to scuttle the team's plan to auction its future television rights
at a pivotal hearing in Delaware bankruptcy court.  Law360 relates
that the Fox affiliate that operates as FSN Prime Ticket contends
it has the exclusive right under its current contract -- which
expires after the 2013 season -- to negotiate a new deal with the
Dodgers until Nov. 30, 2012.

                     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
Journal.
sought bankruptcy protection, according to The Wall Street

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.


LA VERGNE: Case Summary & 11 Largest Unsecured Creditors
--------------------------------------------------------
Debtor: La Vergne Food Lion Partners, LLC
        2404 Wilshire Blvd., Suite 12A
        Los Angeles, CA 90057

Bankruptcy Case No.: 11-59810

Chapter 11 Petition Date: December 6, 2011

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

Judge: Sandra R. Klein

Debtor's Counsel: Gwendolen D. Long, Esq.
                  LEVENE NEALE BENDER YOO BRILL LLP
                  10250 Constellation Blvd #1700
                  Los Angeles, CA 90067
                  Tel: (310) 229-1234
                  Fax: (310) 229-1244
                  E-mail: gdl@lnbyb.com

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

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

A list of the Company's 11 largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/cacb11-59810.pdf

The petition was signed by David M. Frank, authorized
representative.

Debtor-affiliates that filed separate Chapter 11 petitions:

                                                 Petition
   Debtor                              Case No.     Date
   ------                              --------     ----
600 William Penn Partners, LLC         11-59441   12/02/11
Broadway/Workman LLC                   11-47977   09/06/11
Covina Palms Center, LLC               11-44863   08/15/11
Star News Building, L.P.               11-28697   04/29/11
York Square, LLC                       11-15554   02/09/11


LOW COUNTRY: Case Summary & 8 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: Low Country Land, LLC
        1520-C American Drive
        Florence, SC 29501

Bankruptcy Case No.: 11-07554

Chapter 11 Petition Date: December 7, 2011

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

Judge: David R. Duncan

Debtor's Counsel: Reid B. Smith, Esq.
                  PRICE BIRD SMITH & BOULWARE PA
                  1712 St. Julian Place, Suite 102
                  Columbia, SC 29204
                  Tel: (803) 779-2255
                  E-mail: reid@pricebirdlaw.com

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

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

The Company's list of its eight largest unsecured creditors filed
with the petition is available for free at:
http://bankrupt.com/misc/scb11-07554.pdf

The petition was signed by John W. Holt, III, managing member.


M. SLAVIN & SONS: Wins Plan Approval, Exits Bankruptcy
------------------------------------------------------
On Nov. 30, 2011 the United States Bankruptcy Court for the
Southern District of New York entered an order confirming M.
Slavin & Sons, Ltd. Plan of Reorganization and the Company closed
on its recapitalization and new senior lending agreement with
North Mill Capital.  The 100 year old seafood distributor filed
for bankruptcy protection on Feb. 14, 2011.

"We are pleased the Company was able to successfully turn around
its business and confirm a plan within ten months of the filing,"
said Gary Herwitz, Managing Partner of CoMetrics Partners the
turnaround management firm engaged by the Company and retained as
financial advisors during the bankruptcy.  "The turnaround was
complex with respect to closing non-performing business segments
and selling certain assets and real estate to effectuate the
recapitalization.  Ultimately we were able to attract new lenders
and obtain the consensus of the various constituents including the
existing secured lender, unsecured creditors and labor union to
confirm the plan."

"Both CoMetrics and our counsel Jerry Luckman of SilvermanAcampora
did a tremendous job getting us to the finish line," said Cindy
Slavin.  She continues, "We have a new business model which is
leaner, focused and as reported we are once again profitable.  We
never would have been able to reorganize without the advice and
determination of Gary and Jerry. I also would like to thank the
creditors and lenders who worked with us in making the
confirmation possible."

                     About CoMetrics Partners LLC

CoMetrics Partners was founded by Managing Partner Gary Herwitz.
The firm specializes in providing middle market companies with
strategic vision and leadership to integrate operations,
technology and finance.  The firm's services include consulting
and corporate finance, profit improvement and restructuring
services as well as a proprietary supply chain management solution
for middle market consumer product importers.

The CoMetrics Restructuring Group --
http://www.CoMetricspartners.com/-- is led by partners who
collectively have 50 years of hands-on experience as turnaround
advisors, crisis managers and interim line managers.  Their
experience emphasizes profitability improvement through overhead
reduction, supply chain optimization, divisional product line and
customer profitability along with working capital efficiency.
CoMetrics has applied restructuring and turnaround skills to
deliver dramatic improvements in clients cash flow, profitability
and returns on capital employed in the manufacturing, wholesale,
retail, apparel, consumer products and service industries.

                    About SilvermanAcampora LLP

SilvermanAcampora is a full service commercial law firm dedicated
to providing its individual, corporate, and institutional clients
with the highest quality legal services necessary to protect and
grow their businesses.

                       About M. Slavin & Sons

M. Slavin & Sons, Ltd., is a seafood vendor based in Bronx, New
York.  Founded in the early 1900s, the Company also operates a
processing facility in Point Judith, Rhode Island.  The Company
delivers seafood, including whole fish, fillets, live shellfish
and breaded, smoked, canned or frozen products, to more than 1,000
customers in the tri-state area.

M. Slavin & Sons filed for Chapter 11 protection (Bankr. S.D.N.Y.
Case No. 11-10589) on Feb. 14, 2011.  Gerard R. Luckman, Esq.
at Silvermanacampora, LLP, in Jericho, New York, represents the
Debtor.  The Debtor estimated assets of $1 million to $10 million
and debts of $10 million to $50 million as of the Chapter 11
filing.


M&M STONE: Wants to Hire Walfish & Noonan as Bankruptcy Counsel
----------------------------------------------------------------
M&M Stone Co. has filed an application with the U.S. Bankruptcy
Court for the Eastern District of Pennsylvania to employ Walfish &
Noonan LLC as its legal counsel.

As counsel, Walfish & Noonan will provide legal assistance to M&M
Stone including negotiating with creditors for its Chapter 11
plan, preparing court papers on behalf of the company, and giving
advice concerning the management of its properties.

The application drew flak from the Office of the U.S. Trustee, a
Justice Department agency overseeing bankruptcy cases.

In court papers, the U.S. Trustee said that Walfish & Noonan has a
"conflict of interest" since it is also representing Drum
Construction Company Inc., another company which is also in
bankruptcy protection.  The agency pointed out that M&M Stone has
$1.9 million of claim against Drum Construction.

                        About M&M Stone Co.

Telford, Pennsylvania-based M&M Stone Co. owns a quarry with a
recycling center.  The Company filed for Chapter 11 protection
(Bankr. E.D. Pa. Case No. 11-17266) on Sept. 18, 2011.  Judge Eric
L. Frank presides over the case.  The Company disclosed
$18,977,748 in assets and $8,987,589 in liabilities as of the
Chapter 11 filing.  The petition was signed by Brian L. Carpenter,
president.  As of Nov. 11, 2011, the Debtor has not yet obtained a
bankruptcy counsel.

Affiliate Drum Construction Company, Inc. (Bankr. E.D. Pa. Case
No. 11-14857) filed for Chapter 11 bankruptcy on June 17, 2011.

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


MAGUIRE GROUP: OK'd to Incur $150,000 DIP Loan from Carlos Duart
----------------------------------------------------------------
The Hon. Robert A. Mark of the U.S. Bankruptcy Court for the
Southern District of Florida authorized Maguire Group Holdings,
Inc., et al., to obtain senior secured postpetition financing from
Carlos Duart in an aggregate amount not to exceed $150,000 for the
period until further hearing.

The Court has set a Dec. 20 2011, hearing, at 2:30 p.m. (Eastern
Time) to consider the Debtors' further cash collateral use.
Objections, if any, are due 5:00 p.m. on Dec. 15.

The Debtor would use the fund to continue the orderly operation of
their business.

As adequate protection for any diminution in value of the lenders'
collateral, the Debtors will grant the lender replacement liens on
on all tangible and intangible real and personal property assets
of the Debtors and the Debtors' estates; and a superpriority
administrative expenses claim status, subject to the carve out on
certain fees.

A full-text copy of the order and the budget is available for free
at http://bankrupt.com/misc/MaguireGroup_dipfinancing_2ndorder_budget.pdf

                   About Maguire Group Holdings

Maguire Group Holdings, Inc., along with affiliates, sought
Chapter 11 protection (Bankr. S.D. Fla. Case No. 11-39347) on
Oct. 24, 2011.  Attorneys at Berger Singerman, P.A., serve as
Kurtzman Carson Consultants LLC is the claims and notice agent.
Berkowitz Dick Pollack & Brant serves as their financial advisors.
Rasky Baerlein Strategic Communications, Inc., is the
communications consultant.  Maguire Group Inc. disclosed
$6,526,196 in assets and $46,760,759 in liabilities.

The United States Trustee said until further notice, it will not
appoint an official committee under 11 U.S.C. Sec. 1102 in the
bankruptcy case of Maguire Group Holdings, Inc., along with
affiliates.

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


MAGUIRE GROUP: Gets 2nd Interim Access to Regions Cash Collateral
-----------------------------------------------------------------
The Hon. Robert A. Mark of the U.S. Bankruptcy Court for the
Southern District of Florida authorized, on a second interim
basis, Maguire Group Holdings, Inc., et al., to use the cash
collateral.

Regions Bank holds a security interest in the personal property of
Debtor Maguire Corp., including cash collateral.  The lender, as
of the Petition Date, was owed the principal amount of $950,000;
provided, however, that the representations are not binding on any
other party in interest.

As adequate protection for any diminution in value of the lenders'
collateral, the Debtors will grant the lender a replacement lien
on and in all property of the Debtors acquired or generated after
the Petition Date, subject to carve out on certain fees.

The Debtor set a Dec. 20, 2011, hearing at 2:30 p.m., for their
requested cash collateral use.

                   About Maguire Group Holdings

Maguire Group Holdings, Inc., along with affiliates, sought
Chapter 11 protection (Bankr. S.D. Fla. Case No. 11-39347) on
Oct. 24, 2011.  Attorneys at Berger Singerman, P.A., serve as
Kurtzman Carson Consultants LLC is the claims and notice agent.
Berkowitz Dick Pollack & Brant serves as their financial advisors.
Rasky Baerlein Strategic Communications, Inc., is the
communications consultant.  Maguire Group Inc. disclosed
$6,526,196 in assets and $46,760,759 in liabilities.

The United States Trustee said until further notice, it will not
appoint an official committee under 11 U.S.C. Sec. 1102 in the
bankruptcy case of Maguire Group Holdings, Inc., along with
affiliates.

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


MAGUIRE GROUP: Files Schedules of Assets and Liabilities
--------------------------------------------------------
Maguire Group Holdings, Inc., filed with the Bankruptcy Court for
the Southern District of Florida its schedules of assets and
liabilities, disclosing:

     Name of Schedule              Assets         Liabilities
     ----------------            -----------      -----------
  A. Real Property                        $0
  B. Personal Property            $6,526,196
  C. Property Claimed as
     Exempt
  D. Creditors Holding
     Secured Claims                                         $0
  E. Creditors Holding
     Unsecured Priority
     Claims                                           $489,926
  F. Creditors Holding
     Unsecured Non-priority
     Claims                                        $46,275,832
                                 -----------      ------------
        TOTAL                     $6,526,196       $46,760,759

Maguire Group Holdings, Inc., along with affiliates, sought
Chapter 11 proteoction (Bankr. S.D. Fla. Case No. 11-39347) on
Oct. 24, 2011.  Attorneys at Berger Singerman, P.A., serve as
Kurtzman Carson Consultants LLC is the claims and notice agent.
Rasky Baerlein Strategic Communications, Inc., is the
communications consultant.


MAQ MANAGEMENT: BB&T Wants Cash Collateral Access Prohibited
------------------------------------------------------------
Secured Creditor, Branch Banking and Trust Company, asks the U.S.
Bankruptcy Court for the Southern District of Florida to:

   1) prohibit MAQ Management, Inc., et al., from using cash
collateral;

   2) compel the Debtors to comply with the segregation order by
providing accurate information with respect to the DIP accounts;
and

   3) require the Debtors to provide BB&T with a monthly
accounting of all postpetition receipts and disbursements of cash
collateral for all leases associated with the property.

BB&T relates that the motion is in connection with creditor 1st
National Bank of South Florida's motion to prohibit use of cash
collateral and Wauchula Bank's Ore Tenus motion to segregate cash
collateral.

BB&T is the successor in interest to Colonial Bank by the
acquisition of assets from the Federal Deposit Insurance
Corporation as receiver for Colonial Bank, as successor of
Colonial Bank, N.A., the successor of Palm Beach National Bank
& Trust.  BB&T purchased the loan obligations from the FDIC.

According to BB&T, its cash collateral with respect to the MAQ
Hollywood Property is in jeopardy.  Similarly, BB&T's cash
collateral with respect to the remaining property in which BB&T
has a security interest may also be in jeopardy.

BB&T asserts that the Debtors' failure to collect rent owed by
Super Stop Express for its lease of the MAQ Hollywood Property is
troubling given the Debtors' close relationship with Super Stop
Express.  BB&T relates that the Debtors are intentionally not
pursuing the rent money owed by Super Stop Express because that
money is being used to pay the Debtors' attorney's fees.

Further, BB&T requests that the Court order MAQ to provide BB&T
with monthly reports showing the amount of rent collected from
each tenant for all of the property so that BB&T can track whether
its cash collateral in the MAQ Hollywood Property is protected.
Likewise, the Court must prohibit the use of Super Stop Express
funds to fund the Debtors' legal fees, rather than to pay rent.

BB&T is represented by:

         Kevin A. Reck, Esq.
         FOLEY & LARDNER LLP
         111 North Orange Avenue, Suite 1800
         Orlando, FL 32801-2386
         Tel: (407) 423-7656
         Fax: (407) 648-1743
         E-mail: kreck@foley.com

                        About MAQ Management

Based in Boca Raton, Florida, MAQ Management, Inc., and three
other affiliates serve as commercial landlords to convenience
stores and gas stations in primarily in South Florida.  They filed
for Chapter 11 bankruptcy (Bankr. S.D. Fla. Cases No. 11-26571 to
11-26574) on June 15, 2011.  Affiliates that sought Chapter 11
protection are Super Stop Petroleum, Inc., Super Stop Petroleum I,
Inc., and Super Stop Petroleum IV, Inc.  Judge Erik P. Kimball
presides over the case.  MAQ Management estimated assets and debts
of $1 million to $10 million.  Super Stop estimated assets and
debts of $10 million to $50 million.  The petitions were signed by
Mahammad A. Qureshi, CEO.

Richard J. McIntyre, Esq., and Chirstopher C. Todd, Esq., at
McIntyre, Panzarella, Thanasides, Hoffman, Bringgold & Todd, P.L.,
in Tampa, Florida, serve the Debtors as substitute counsel.

The U.S. Trustee announced that until further notice, it will not
appoint a committee of creditors for the Debtors' cases.
stores and gas stations in primarily in South Florida.

As reported in the TCR on Oct. 21, 2011, MAQ Management, Inc., et
al., filed their Consolidated Chapter 11 Plan of Reorganization,
with the U.S. Bankruptcy Court for the Southern District of
Florida, in compliance with the Court's Order.


MARPECH INVESTMENT: Files for Chapter 11 Bankruptcy Protection
--------------------------------------------------------------
Vanessa Small at The Washington Post reports that Marpech
Investment Group LLC at 3124 Colvin St., Alexandria, Virginia,
filed on Dec. 5, 2011, for Chapter 11 protection in the U.S.
Bankruptcy Court for the District of Eastern Virginia (Case No.
11-18670).  John W. Bevis represents the Company.  The Company
estimated assets of $1 million to $10 million, and liabilities of
$500,000 to $1 million.  The filing did not disclose the Company's
largest unsecured creditors.


MEMC ELECTRONIC: S&P Puts 'BB' Corp. Credit Rating on Watch Neg.
----------------------------------------------------------------
Standard & Poor's Rating Services placed its 'BB' corporate credit
and senior unsecured debt ratings on MEMC Electronic Materials
Inc. on CreditWatch with negative implications. "At the same time,
we revised the company's business risk profile to weak from fair.
The '4' recovery rating remains unchanged," S&P said.

The actions reflect the impacts of challenging business conditions
in the solar panel manufacturing industry, including regulatory
changes, panel oversupply, waning financing sources, and potential
political pushback.

MEMC is directly exposed to the solar panel market through its
solar materials business, which makes silicon wafers that are made
into solar panels. It is also exposed to the solar market broadly
through its SunEdison Segment, which builds and manages solar
energy installations.

In the third quarter of 2011, revenue in the solar materials
segment was down 10% year over year due to lower wafer prices that
are down 40% to 50%. While the company does not expect double-
digit declines, it does expect continued single-digit declines in
pricing in 2012, as the panel market remains oversupplied.

"Much of the company's restructuring announcement on Dec. 8, 2011,
concerned the weakness in the solar materials segment and
articulates a number of restructuring activities that will result
in the company's need to take a charge in the fourth quarter of
$700 million dollars, $520 million of which the company expects to
be noncash. The negative CreditWatch indicates that there is a
high possibility that we could lower the ratings in the near term.
In resolving the CreditWatch listing, we will assess the details
associated with the company's restructuring announcement. We will
also revisit the financial outlook for MEMC in light of the change
in the company's cost structure and business unit realignment.
Lastly, we will assess the continued downward trends in the solar
market and their impact. In conjunction with this review, we plan
to meet with company management regarding these matters. We expect
to resolve this CreditWatch by the end of first-quarter 2012," S&P
said.


MF GLOBAL: JPMorgan, Hedge Fund Acquire Italian Bonds
-----------------------------------------------------
The Wall Street Journal's Gregory Zuckerman and Dana Cimilluca
report that people familiar with the matter said JPMorgan Chase &
Co. and at least one large hedge fund bought Italian bonds that
until recently were owned by MF Global Holdings Ltd.

According to WSJ, in the aftermath of MF Global's bankruptcy
filing, $4.5 billion of Euro bonds -- mostly Italian short-term
debt -- was sold by MF Global's London clearing house, LCH
Clearnet, according to a spokeswoman for KPMG LLP, MF Global's
bankruptcy administrator in London.  The bonds were sold at a
discount to the market price at the time to entice investors to
take a chance on them, according to people familiar with the
matter.

WSJ notes JPMorgan and the hedge fund didn't buy nearly as much as
the $2 billion that George Soros spent to buy the bonds.  The
Journal says the purchases highlight the hefty profits that could
come from these bonds.

According to the Journal, the Soros Fund Management LLC currently
is up more than $130 million based on the marked-down prices paid
for the bonds, according to a trader who bought some of the same
bonds, though it is hard to put an exact value on the complicated
trade.

WSJ relates that according to the trader who bought the bonds, the
buyers paid about 89 cents on the dollar for the Italian bonds,
compared with a market price of about 94 cents at the time.
According to the trader and others familiar with the trade, there
are possible ways to protect against losses from the bonds,
another reason some were excited to bid for them.

The trader, however, added that the bonds are no sure thing: It
may be difficult to sell this particular batch of bonds before
they mature in December 2012.  Investors also remain on edge amid
the European debt crisis.

According to WSJ, even if a firm hedged its positions to limit
downside, they say, word that a firm took a new position in
Italian bonds -- especially the very debt that led to MF Global's
crumbling -- could set off market jitters about the investor.
That is why a number of investment firms passed on buying the
bonds, according to people familiar with the situation.  It also
explains why hedge funds, which don't have shareholders to worry
about, were more comfortable buying these bonds.

Today, WSJ relates, the bonds trade at more than 96 cents,
according to Tradeweb.  WSJ notes the bonds rose in price Dec. 12
even as investor worries over last week's measures to address the
European financial crisis drove the price of longer-term Italian
bonds lower.  Many believe that if Italy defaults on its debts, it
won't be until after next year; the European Central Bank has been
buying short-term Italian debt.

                         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.

Jon Corzine, the former New Jersey governor and co-CEO of
Goldman Sachs Group Inc., stepped down as chairman and chief
executive officer of MF Global just days after the bankruptcy
filing.

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.

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


MF GLOBAL: CFO and COO Don't Know Whereabouts of Missing Funds
--------------------------------------------------------------
The Wall Street Journal's Scott Patterson and Aaron Lucchetti
report that a pair of MF Global Holdings Ltd. executives planned
to tell a Senate committee Tuesday that they don't know what
became of an estimated $1.2 billion in the failed firm's customer
funds, according to drafts of their statements reviewed by The
Wall Street Journal:

     (1) Bradley Abelow, president and chief operating officer of
         MF Global, planned to tell the Senate Agriculture
         Committee he doesn't "know the answers" to questions
         about the missing customer cash.  "I am deeply troubled
         by the fact that customer funds are missing, and I can
         assure you that I share your interest, and the public's
         interest, in finding out exactly what happened,"
         Mr. Abelow planned to say.

     (2) MF Global Chief Financial Officer Henri Steenkamp planned
         to tell the committee that he also doesn't know what
         happened to the customer funds. "I unfortunately have
         limited knowledge of the specific movement of funds" at
         the U.S. operation that managed customer cash, he
         intended to say.

WSJ notes the claims would echo comments made last week by former
MF Global Chief Executive Jon S. Corzine, who told a House panel
he wasn't closely involved with decisions regarding customer
funds.  "I simply don't know where the money is," Mr. Corzine said
at the hearing.

Mr. Corzine also was scheduled to testify Tuesday before the
Senate committee and again on Thursday to the House Financial
Services subcommittee.

                         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.

Jon Corzine, the former New Jersey governor and co-CEO of
Goldman Sachs Group Inc., stepped down as chairman and chief
executive officer of MF Global just days after the bankruptcy
filing.

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.

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


MINE RECLAMATION: Files Schedules of Assets and Liabilities
-----------------------------------------------------------
Mine Reclamation, LLC filed with the Bankruptcy Court for the
Central District of California its schedules of assets and
liabilities, disclosing:

     Name of Schedule              Assets         Liabilities
     ----------------            -----------      -----------
  A. Real Property                        $0
  B. Personal Property              $692,508
  C. Property Claimed as
     Exempt
  D. Creditors Holding
     Secured Claims                                        $0
  E. Creditors Holding
     Unsecured Priority
     Claims                                                $0
  F. Creditors Holding
     Unsecured Non-priority
     Claims                                        $6,006,433
                                 -----------      -----------
        TOTAL                       $692,508       $6,006,433

Mine Reclamation, LLC, filed for Chapter 11 bankruptcy (Bankr.
C.D. Calif. Case No. 11-43596) on Oct. 30, 2011, estimating
$50 million to $100 million in assets.  Judge Scott C. Clarkson
presides over the case.  Natalie C Boyajian, Esq., and Sharon Z.
Weiss, Esq. -- natalie.boyajian@hro.com and sharon.weiss@hro.com
-- at Holme Roberts & Owen LLP, served as the Debtors' counsel.


MOONLIGHT BASIN: Court OKs Browning Kaleczyc as Special Counsel
---------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Montana authorized
Moonlight Basin Ranch, L.P., to employ Browning, Kaleczyc, Berry &
Hoven, P.C., as special legal counsel.

Browning Kaleczyc will, among other things, provide the Debtor
special counsel and represent before the Court in connection
with the claims brought by, and to be made against Lehman entities
and third parties.  Browning Kaleczyc will also provide the Debtor
general bankruptcy representation.

Browning Kaleczyc will be paid based on the hourly rates of its
professionals:

        Stanley T. Kaleczyc         $225
        Kimberly A. Beatty          $225
        Chad Vanisko                $150
        Christy McCann              $140
        Kati Kintli                 $140
        Jessie Luther               $130
        Genevieve Hanson            $100

                       About Moonlight Basin

Ennis, Montana-based Moonlight Basin Ranch LP is a golf and ski
resort in Montana.  The Company filed for Chapter 11 bankruptcy
protection (Bankr. D. Mont. Case No. 09-62327) on Nov. 18, 2009.
Craig D. Martinson, Esq., and James A. Patten, Esq., who have
offices in Billings, Montana, assist the Debtor in its
restructuring effort.  In its amended schedules, the Debtor
disclosed $45,519,089 in assets and $97,407,467 in liabilities as
of the petition date.

Debtor-affiliate Moonlight Lodge, LLC, also filed a separate
Chapter 11 petition (Bankr. D. Mont. Case No. 09-62329) on
Nov. 18, 2009.  The Company estimated $10 million to $50 million
in assets and $50 million to $100 million in debts in its Chapter
11 petition.


MOONLIGHT BASIN: Court OKs NAI Landmark as Realtors
---------------------------------------------------
The U.S. Bankruptcy Court for the District of Montana authorized
Moonlight Basin Ranch, LP, et al., to employ Chris Pope and Jason
Leep of NAI Landmark to find a buyer for real estate owned by the
Debtors in Madison County, Montana.

The Debtors agree to pay the realtors 6% of the selling price of
the Real Estate.

To the best of the Debtors' knowledge, Chris Pope and Jason Leep
are "disinterested persons" as that term is defined in Section
101(14) of the Bankruptcy Code.

                       About Moonlight Basin

Ennis, Montana-based Moonlight Basin Ranch LP is a golf and ski
resort in Montana.  The Company filed for Chapter 11 bankruptcy
protection (Bankr. D. Mont. Case No. 09-62327) on Nov. 18, 2009.
Craig D. Martinson, Esq., and James A. Patten, Esq., who have
offices in Billings, Montana, assist the Debtor in its
restructuring effort.  In its amended schedules, the Debtor
disclosed $45,519,089 in assets and $97,407,467 in liabilities as
of the petition date.

Debtor-affiliate Moonlight Lodge, LLC, also filed a separate
Chapter 11 petition (Bankr. D. Mont. Case No. 09-62329) on
Nov. 18, 2009.  The Company estimated $10 million to $50 million
in assets and $50 million to $100 million in debts in its Chapter
11 petition.


MOONLIGHT BASIN: Can Hire Holmes & Turner as Accountants
--------------------------------------------------------
Moonlight Basin Ranch, L.P., sought and obtained permission from
the U.S. Bankruptcy Court for the District of Montana to employ
Ernest Turner and the accounting firm of Holmes & Turner as
accountants.

The professional services that Ernest Turner and the accounting
firm of Holmes & Turner include, among other things, reviewing in-
house accounting procedures, providing monthly financial
statements, monthly operating reports, quarterly reports, income
tax returns as well as other similar accounting services during
the pendency of the Bankruptcy Case.

The professionals at Holmes and Turner and their current hourly
rates are:

              Ernest Turner    $250 per hour
              Bill Hebron      $220 per hour
              Duane Moulton    $150 per hour
              Laura Thomas     $150 per hour
              Britney Jones    $85 per hour
              Shannon Eckley   $45 per hour
              Maigen Makloski  $40 per hour

The Debtor will reimburse the firm for out-of-pocket expenses
which include telephone, photocopying, fax, postage and travel.

To the best of the Debtor's knowledge, Ernest Turner and the
accounting firm of Holmes & Turner are "disinterested persons" as
that term is defined in Section 101(14) of the Bankruptcy Code.

                       About Moonlight Basin

Ennis, Montana-based Moonlight Basin Ranch LP is a golf and ski
resort in Montana.  The Company filed for Chapter 11 bankruptcy
protection (Bankr. D. Mont. Case No. 09-62327) on Nov. 18, 2009.
Craig D. Martinson, Esq., and James A. Patten, Esq., who have
offices in Billings, Montana, assist the Debtor in its
restructuring effort.  In its amended schedules, the Debtor
disclosed $45,519,089 in assets and $97,407,467 in liabilities as
of the petition date.

Debtor-affiliate Moonlight Lodge, LLC, also filed a separate
Chapter 11 petition (Bankr. D. Mont. Case No. 09-62329) on
Nov. 18, 2009.  The Company estimated $10 million to $50 million
in assets and $50 million to $100 million in debts in its Chapter
11 petition.


MOSAID TECHNOLOGIES: Moody's Assigns 'B2' Corp. Family Rating
-------------------------------------------------------------
Moody's Investors Service (Moody's) assigned B2 corporate family
and probability of default ratings (CFR and PDR respectively) to
technology patent aggregator, Mosaid Technologies Inc. (Mosaid) in
connection with the company's pending $590 million acquisition by
affiliated funds of Sterling Partners (Sterling). Since senior
secured credit facilities (comprised of a 3-year, $5 million
revolving term loan, and a 5-year, $150 million amortizing term
loan) benefit from a security package and have preferential access
to realization proceeds in an event of default, their ratings are
notched above the B2 CFR to Ba3.

These summarizes the rating actions and Mosaid's ratings:

   Issuer: Mosaid Technologies Inc.

   -- Corporate Family Rating, Assigned B2

   -- Probability of Default Rating, Assigned B2

   -- Speculative Grade Liquidity Rating, Assigned SGL-3
      (adequate)

   -- Senior Secured Bank Credit Facility, Assigned Ba3 (LGD3,
      31%)

While we anticipate Mosaid to be cash flow positive, the financing
plan leaves a relatively small liquidity cushion at closing. Given
the cushion and as expect the company to be free cash flow
positive, liquidity is assessed as being adequate and,
accordingly, Mosaid has been assigned an SGL-3 speculative grade
liquidity rating. However, the fundamental ratings are somewhat
constrained by the lack of robust liquidity arrangements. Despite
this, given positive free cash flow and, as well, given that
Mosaid's revenue stream is backed by licenses that provide more
than a three year equivalent backlog, the outlook is stable.

As per usual practice, Moody's ratings presume that final form
documentation reflects the concepts outlined in the short form
preliminary documents that have been provided. Should this not be
the case, adjustments to the ratings may be required.

RATINGS RATIONALE

Mosaid's B2 ratings are driven primarily by the predictable cash
flow stream generated by the company's solid portfolio of licenses
for technology patents somewhat offset by the depleting nature of
the patents and uncertainties surrounding license renewals and
uncontracted patent values. Since the portfolio needs to be
continuously refreshed as license contracts and underlying patents
expire, and given the very specialized nature of the company's
business, retention contracts have been implemented to assure
continuity of key managers. This is an important consideration
given that while Mosaid has a good record of acquiring patent
properties and has supplemented acquisition with some in-house
development, as global competition amongst strategic investors to
build applicable patent portfolios accelerates, the company's
ability to continue to cost-effectively replenish its cash flow
stream will be challenged. The company's limited liquidity may
also constrain license/patent portfolio replenishment activities.

Rating Outlook

The stable ratings outlook is premised on the company's existing
cash flow stream and the reasonable potential that it will be
sustained over the rating horizon.

What Could Change the Rating - Up

In the event that leverage (measured inclusive of Moody's standard
adjustments and with secured debt, mezzanine notes, and PIK notes
all included in debt) is expected to decrease on a sustainable
basis below 5.0x and liquidity improves because of both free cash
generation and significant cash accumulation, then, presuming that
the patent portfolio is being strengthened at the same time,
positive outlook and rating actions would be considered.

What Could Change the Rating - Down

In the event that leverage is expected to be sustainable above
6.0x, or were free cash flow to be significantly limited or were
the value-to-loan ratio provided by the patent/license portfolio
to deteriorate significantly (the company's credit agreement
requires quarterly testing), adverse outlook and rating actions
would be considered.

The principal methodology used in rating Mosaid was the Global
Communications Equipment Rating Methodology, published June 2008.

Corporate Profile

Headquartered in Ottawa, Ontario, Canada. Mosaid Technologies Inc.
(Mosaid) is a leading technology patent aggregator and licensor.
Pending the company's $590 million acquisition by affiliate funds
of Sterling Partners and merger with a special purpose acquisition
finance company, Mosaid will be privately held.


MOUNTAIN PARADISE: Case Summary & 5 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Mountain Paradise Village, Inc.
        5800 Meikle Lane
        Las Vegas, NV 89156

Bankruptcy Case No.: 11-28738

Chapter 11 Petition Date: December 6, 2011

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

Judge: Bruce T. Beesley

Debtor's Counsel: David A. Riggi, Esq.
                  DAVID A. RIGGI, ATTORNEY AND COUNSELOR AT LAW
                  5550 Painted Mirage Road, #120
                  Las Vegas, NV 89149
                  Tel: (702) 808-0359
                  E-mail: darnvbk@gmail.com

Estimated Assets: $0 to $50,000

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

The Company's list of its five largest unsecured creditors filed
with the petition is available for free at:
http://bankrupt.com/misc/nvb11-28738.pdf

The petition was signed by Sam Zeer, president.


MOUNTAIN PROVINCE: 1st Formal Session of Gahcho Kue EIR a Success
-----------------------------------------------------------------
Mountain Province Diamonds Inc. announced that the first formal
session of the Gahcho Kue Environmental Impact Review (EIR) has
concluded successfully.  The Environmental Impact Statement (EIS)
analysis session took place over five days in Yellowknife, NWT,
and was attended by representatives of the Canadian federal
government, the Government of the Northwest Territories, as well
as representatives from Aboriginal communities who may be affected
by the proposed development of Gahcho Kue.

In his closing remarks, Mr. Alan Erlich, Manager of Environmental
Assessment for the Mackenzie Valley Environmental Impact Review
Board, commended the Gahcho Kue project operator, De Beers Canada,
for the quality of the presentations and level of engagement.
Following conclusion of the analysis session, the focus of the EIR
turns to the first information requests from participants, which
are due in January 2012.  Mountain Province shareholders are
reminded that they can follow the progress of the EIR on the
website of the Mackenzie Valley Review Board at
www.reviewboard.ca.

Mountain Province is also pleased to announce that final results
of the Falcon airborne gravity gradiometry survey over both the
49%-controlled Gahcho Kue Joint Venture property and the 100%-
controlled Kennady North Project have been received from the
contractor, Fugro Airborne Surveys.

Commenting, Mountain Province President and CEO Patrick Evans
said: "It is encouraging that the Falcon AGG data clearly
identifies the known kimberlites at both Gahcho Kue and Kennady
North.  This will aid the Company in analyzing the results of the
survey and understanding the potential of newly discovered
targets.  The final results will be released as soon as the
analysis is complete."

Finally, Mountain Province also announced that two of the planned
holes of the Tuzo Deep drill program have been completed and the
third drill hole is well underway.  It is expected that the
remaining drilling will be completed in Q1, 2012, when the results
will be announced.

                      About Mountain Province

Headquartered in Toronto, Canada, Mountain Province Diamonds Inc.
(TSX: MPV, NYSE AMEX: MDM) -- http://www.mountainprovince.com/--
is a Canadian resource company in the process of permitting and
developing a diamond deposit (the "Gahcho Kue Project" located in
the Northwest Territories of Canada.  The Company's primary asset
is its 49% interest in the Gahcho Kue Project.

The Company also reported a net loss of C$6.68 million on
C$244,115 of interest income for the nine months ended Sept. 30,
2011, compared with a net loss of C$7.39 million on C$65,001 of
interest income for the same period during the prior year.

The Company's balance sheet at Sept. 30, 2011, showed C$69.93
million in total assets, C$7.51 million in total liabilities and
C$62.42 million in total shareholders' equity.

                          *     *     *

In its Management's Discussion and Analysis of the Company's
interim consolidated financial statements for the three months
ended June 30, 2010, the Company said its ability to continue as a
going concern and to realize the carrying value of its assets and
discharge its liabilities is dependent on the discovery of
economically recoverable mineral reserves, the ability of the
Company to obtain necessary financing to fund its operations, and
the future production or proceeds from developed properties.
However, the Company adds that there is no certainty that the
Company will be able to obtain financing to fund its operations.
As a result, the Company says, there is substantial doubt as to
its ability to continue as a going concern.


NATIONAL HERITAGE: 4th Cir. Nixes Release Approvals
---------------------------------------------------
Roxanne Palmer at Bankruptcy Law360 reports that the Fourth
Circuit on Friday ruled that a Virginia federal court erred in
affirming National Heritage Foundation Inc.'s reorganization plan,
saying a bankruptcy court had not justified its approval of
provisions releasing certain third parties from liability.

The nondebtor release, injunction and exculpation provisions in
question prevented potential claimants from asserting claims
against the NHF and certain officers and directors, as well as the
official committee of unsecured creditors, according to Law360.

Falls Church, Virginia-based National Heritage Foundation, Inc. --
http://www.nhf.org/-- is a non-profit tax-exempt charitable
institution.  The Company filed for Chapter 11 bankruptcy
protection (Bankr. E.D. Va. Case No. 09-10525) on Jan. 24, 2009.
Alan Michael Noskow, Esq., at Patton Boggs LLP, assisted the
Company in its restructuring effort.  The Company estimated more
than $100 million in assets and $1 million to $100 million in
debts.


NEW YORK METS: Said to Have Secured $40MM Bridge Loan From BofA
---------------------------------------------------------------
The New York Times' Michael S. Schmidt and Richard Sandomir report
that the owners of the New York Mets baseball club received a $40
million loan from a major bank in the past six weeks.  According
to the NY Times, a person with knowledge of the deal said Bank of
America was the source of the loan.

The NY Times relates the team described the arrangement as a
bridge loan, meant to aid the team as it tries to raise money
through the sale of minority stakes in the club.

The NY Times notes the loan marks the second time in a year that
the Mets have received an infusion of cash.  A year ago, the
team's owners, Fred Wilpon and Saul Katz, received a $25 million
loan from Major League Baseball, but they have not been able to
repay it.  Meanwhile, Sandy Alderson, the club's general manager,
said last week that the organization had lost $70 million in 2011
alone.

Earlier this year, the Mets owners tried selling a roughly $200
million stake in the team to hedge fund tycoon David Einhorn.  But
after months of negotiations, the owners called off the deal in
September, in part because they did not want to give Mr. Einhorn a
path to becoming the team's majority owner.

The NY Times also reports that people familiar with the team's
situation have said the owners had firm commitments from at least
seven investors interested in buying a small share of the team for
$20 million apiece.  Still, until all are sold, none of the
investors have had to turn over cash.

According to The NY Times, Vince Gennaro, a consultant to several
major league teams, said the $40 million loan "says to me that
their finances continue to be tight, that there is a cash pinch."
He added: "The team underperformed, and this tides them over until
they get their money. They need cash flow."

The NY Times relates that Joseph Ravitch, a veteran sports banker
who is a partner in the Raine Group, said the ability of the
team's owners to secure another $40 million in loans established
that the team was still considered a valuable holding.  But, Mr.
Ravitch added, a bridge loan usually carries a high interest rate,
and he said that bridge loans were very clear "about their ability
to recover the loan against an asset."


NEXICORE SERVICES: Files for Chapter 11; Avnet Inc. to Buy Assets
-----------------------------------------------------------------
Avnet, Inc. has entered into an agreement to acquire substantially
all of the operating assets of Hartford Computer Group, Inc. and
its subsidiary Nexicore Services LLC.  Nexicore voluntarily
initiated Chapter 11 proceedings in the U.S. Bankruptcy Court in
Chicago and will seek Bankruptcy Court approval of the asset sale
to Avnet.  The sale will be conducted under Section 363 of the
U.S. Bankruptcy Code and is expected to be completed in 120 days
or less.

Nexicore is one of the leading providers of repair and
installation services in North America for consumer electronics
and computers, operating in three complementary business lines,
including depot repair, onsite repair and installation, and parts
distribution.  Nexicore operates across the U.S. and Canada,
providing these services for manufacturers, retailers, business,
government, and consumer clients.  The Nexicore acquisition will
be deployed in Avnet Integrated Resources, which provides reverse
logistics and after-market services to the global technology
industry.  Nexicore's approximately 500 employees will be offered
positions within Avnet Integrated Resources.

"With this acquisition, we will continue to build our capabilities
in the after-market services business as we deliver on our
strategy to expand into adjacent businesses.  Nexicore's breadth
of services and experienced employees complement our existing
lifecycle management operations.  We will be able to provide
services that benefit industrial customers as well as consumers,
while having a positive impact on the environment," said Steve
Church, President, Avnet Integrated Resources.

"Becoming part of a global enterprise like Avnet is the next step
in our company's evolution," said Brian Mittman, CEO of Nexicore.
"While Nexicore has experienced strong, profitable growth over the
last several years, our management team believes that being part
of Avnet will bring even greater capabilities and resources to our
customers and employees."

Avnet, Inc. -- http://www.avnet.com/-- is an electronic
component, computer products and embedded technology serving
customers in more than 70 countries worldwide. Avnet accelerates
its partners' success by connecting the world's leading technology
suppliers with a broad base of more than 100,000 customers by
providing cost-effective, value-added services and solutions.


NSS RV: Case Summary & 12 Largest Unsecured Creditors
-----------------------------------------------------
Debtor: NSS RV Central OG Limited Partnership
        6418 E Tanque Verde Rd #105
        Tucson, AZ 85715

Bankruptcy Case No.: 11-33246

Chapter 11 Petition Date: December 6, 2011

Court: United States Bankruptcy Court
       District of Arizona (Tucson)

Judge: James M. Marlar

Debtor's Counsel: Michael W. McGrath, Esq.
                  MESCH CLARK & ROTHSCHILD
                  259 North Meyer Avenue
                  Tucson, AZ 85701-1090
                  Tel: (520) 624-8886
                  Fax: (520) 798-1037
                  E-mail: ecfbk@mcrazlaw.com

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

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

A list of the Company's 12 largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/azb11-33246.pdf

The petition was signed by Ryan M. Schoff, president of NSS
Development Corp., general partner.


NORTHERN BERKSHIRE: Fitch Drops Rating on MHEFA Bonds
-----------------------------------------------------
Fitch Ratings withdraws the long-term rating on the series 2004A&B
revenue bonds issued by the Massachusetts Health and Educational
Facilities Authority on behalf of Northern Berkshire Health
Systems (NBHS).

The rating withdrawal is based on the NBHS' filing for Chapter 11
bankruptcy protection on Monday, June 13, 2011.  The 'D' rating
indicates that the borrower has initiated such proceedings.


OMEGA HEALTHCARE: S&P Raises Corporate Credit Rating to 'BB+'
-------------------------------------------------------------
Standard & Poor's Ratings Services raised its corporate credit
rating on Omega Healthcare Investors Inc. to 'BB+' from 'BB'. "At
the same time, we raised our issue rating on Omega's senior
unsecured notes to 'BBB-' from 'BB+'. We also affirmed our
recovery rating on the senior notes at '2', which indicates our
expectations for a substantial (70% to 90%) recovery for
noteholders in the event of a payment default. The outlook is
stable," S&P said.

"The upgrades reflect our current view that tenant rent coverage
will remain adequate post-Medicare reimbursement cuts and provide
some measure of cushion to withstand some degree of economic and
regulatory headwinds over the next few years," said credit analyst
Matthew Lynam. "Furthermore, the strength of Omega's debt coverage
metrics and extended debt maturity schedule provide sufficient
flexibility at the current rating level, in our opinion."

                             Outlook

"The stable outlook reflects our expectation for adequate rent
coverage post-Medicare reimbursement cuts. We believe the long-
term, triple-net nature of Omega's leases should provide some
cushion to cash flows in the event of additional tenant margin
pressure and continue to support current debt coverage measures.
We would consider a downgrade if tenant stress caused fixed
charge coverage to fall below 2.6x or if the company pursued
large, leveraged acquisitions such that debt to EBITDA increased
and remained above 5.0x. The reimbursement risk inherent to the
skilled nursing business precludes the likelihood of an upgrade in
the near term," S&P said.


PACIFIC AVENUE: Ch. 11 Trustee Sues Epic Wings for Unpaid Rent
--------------------------------------------------------------
Susan Stabley at the Charlotte Business Journal reports that
Elaine Rudasill, managing director of The Finley Group, the court-
appointed trustee for the Pacific Avenue companies, commenced on
Dec. 2 a legal action against Epic Wings and its officers for
unpaid rent on the Wild Wings Cafe lease.  Mr. Rudasill has the
authority to bring state court collection action against tenants.
U.S. Bankruptcy Court Judge George Hodges has ordered that her
role as trustee be with "no limits."  The report, citing court
filings, also notes that the 9,600-square-foot restaurant owes
EpiCentre management more than $201,958.

                       About Pacific Avenue

Pacific Avenue, LLC, is a North Carolina limited liability company
whose principal place of business is located in Charlotte, North
Carolina.  Together with Pacific Avenue II, LLC, the Company owns
and operates the EpiCentre, a mixed-use commercial development
consisting of approximately 302,000 rentable square feet of office
and retail/entertainment space, plus an underground parking deck,
located at 210 E. Trade St. in the city block surrounded by the
light rail line, Fourth Street, College Street, and Trade Street
in uptown Charlotte, North Carolina.  The companies were led by
Afshin Ghazi.

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

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

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


PALISADES 6300: Court OKs B&RE as Property Manager & Leasing Agent
------------------------------------------------------------------
Palisades 6300 West Lake Mead, LLC, sought and obtained permission
from the U.S. Bankruptcy Court for the District of Nevada for
authorization to employ B&RE Property Management as property
manager and leasing agent for real property belonging to the
estate, nunc pro tunc to the Petition Date.

The assets of the estate include real property located at 6300
West Lake Mead Blvd., in Las Vegas, Nevada.  The Property is an
apartment complex, known as Portofino Villas, consisting of
approximately 280 residential apartments.

B&R will, among others:

a) manage and maintain the Property in compliance with local,
county, state and federal laws;

b) manage all leases, subleases, licenses, concessions, tenancy
and other agreements affecting the use or occupancy of the
Property;

c) perform all necessary services, including without limitation
employing, supervising, discharging and paying employees;

d) oversee contractors who are making repairs;

e) maintain and operate all common areas and facilities;

f) use commercially reasonable efforts to obtain tenants and
perform all other services and acts necessary for the proper
management of the Property; and

g) provide any other services requested by the Debtor.

The Debtor believes that B&R is suitably disinterested in the case
and that B&R's proposal for management of the property is in the
best interest of the estate.

B&R will be compensated at 3% of the total monthly gross receipts
from the Property.

             About Palisades 6300 West Lake Mead LLC

Palisades 6300 West Lake Mead, LLC, filed for Chapter 11
bankruptcy (Bankr. D. Nev. Case No. 11-26180) on Oct. 13, 2011.
Judge Linda B. Riegle oversees the case.  Marjorie A. Guymon,
Esq., at Goldsmith & Guymon, P.C., serves as the Debtor's
bankruptcy counsel.  In its schedules, the Debtor disclosed
$17,452,917 in assets and $14,733,148 in liabilities.


PALISADES 6300: Hires Valuation Consultants as Appraiser
--------------------------------------------------------
Palisades 6300 West Lake Mead, LLC, asks permission from the U.S.
Bankruptcy Court for the District of Nevada to employ Valuation
Consultants as real estate appraiser.

Valuation Consultants will provide a narrative opinion of the "as
is" market value of the Debtor's real estate property commonly
known as Palisades Apartment, which consists of 280 residential
rental units.

Keith Harper, president of Valuation Consultants, attests that the
firm is a "disinterested person" as the term is defined in Section
101(14) of the Bankruptcy Code.

Valuation Consultants has agreed to provide its services for a
flat fee of $4,000.

             About Palisades 6300 West Lake Mead LLC

Palisades 6300 West Lake Mead, LLC, filed for Chapter 11
bankruptcy (Bankr. D. Nev. Case No. 11-26180) on Oct. 13, 2011.
Judge Linda B. Riegle oversees the case.  Marjorie A. Guymon,
Esq., at Goldsmith & Guymon, P.C., serves as the Debtor's
bankruptcy counsel.  In its schedules, the Debtor disclosed
$17,452,917 in assets and $14,733,148 in liabilities.


PARAMETRIC SOUND: Recurring Net Losses Cue Going Concern Doubt
--------------------------------------------------------------
Parametric Sound Corporations filed on Nov. 22, 2011, its annual
report on Form 10-K for the fiscal year ended Sept. 30, 2011.

Squar, Milner, Peterson, Miranda & Williamson, LLP, in San Diego,
Calif., expressed substantial doubt about Parametric Sound's
ability to continue as a going concern.  The independent auditors
noted that the Company has incurred recurring net losses through
Sept. 30, 2011, has limited working capital as of Sept. 30, 2011,
and is dependent on the success of a new product line to achieve
profitable operations.

The Company reported a net loss of $1.5 million on $79,167 of
revenues for the fiscal year ended Sept. 30, 2011, compared with a
net loss of $923,197 on $607,037 of revenues for the fiscal year
ended Sept. 30, 2010.

The Company's balance sheet at Sept. 30, 2011, showed $1.1 million
in total assets, $403,340 in total current liabilities, and
stockholders' equity of $720,455.

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

                       http://is.gd/yfj3DA

Henderson, Nev.-based Parametric Sound Corporation is a technology
company with a substantial body of intellectual property focused
on delivering novel directed audio solutions.


PATCO INVESTMENTS: Case Summary & 10 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: Patco Investments, Inc.
          dba Best Western Vancouver Mall Dr. Hotel & Suites
        9420 NE Vancouver Mall Drive
        Vancouver, WA 98662

Bankruptcy Case No.: 11-49514

Chapter 11 Petition Date: December 8, 2011

Court: U.S. Bankruptcy Court
       Western District of Washington (Tacoma)

Judge: Brian D. Lynch

Debtor's Counsel: Daniel L. Steinberg, Esq.
                  GREENE & MARKLEY, P.C.
                  1515 SW 5th Avenue, Suite 600
                  Portland, OR 97201
                  Tel: (503) 295-2668
                  E-mail: daniel.steinberg@greenemarkley.com

Scheduled Assets: $4,289,796

Scheduled Debts: $3,588,886

The Company's list of its 10 largest unsecured creditors filed
with the petition is available for free at:
http://bankrupt.com/misc/wawb11-49514.pdf

The petition was signed by Jay Kumar Patel, director.


PEGASUS RURAL: Wins Second DIP Loan From Parent
-----------------------------------------------
American Bankruptcy Institute reports that Pegasus Rural Broadband
LLC can continue using a debtor-in-possession loan from its parent
as it seeks to find new financing.

As reported in the Troubled Company Reporter on Nov. 25, 2011,
Bill Rochelle, the bankruptcy columnist for Bloomberg News, said
that the subsidiaries of Xanadoo Co., 4G wireless Internet
providers, sought approval to draw an additional $500,000 in
secured financing from the parent.  If approved by the bankruptcy
court at a Dec. 8 hearing, the loan would rise to $3 million and
allow continued operations into March.  Originally, Xanadoo was
providing a $1.6 million loan.  The loan was later increased to
$2.5 million.

                   About Pegasus Rural Broadband

Pegasus Rural Broadband, LLC, and its affiliates, including
Xanadoo Holdings Inc., sought Chapter 11 protection (Bankr. D.
Del. Lead Case No. 11-11772) on June 10, 2011.

The Debtors are subsidiaries of Xanadoo Company, a 4G wireless
Internet provider.  Xanadoo Co. was not among the Chapter 11
filers.

The subsidiaries sought Chapter 11 protection after they were
unable to restructure $52 million in 12.5% senior secured
promissory notes that matured in May.  The notes are owing to
Beach Point Capital Management LP.

Xanadoo Holdings, through Xanadoo LLC -- XLC -- offers wireless
high-speed broadband service, including digital phone services,
under the Xanadoo brand utilizing licensed frequencies in the 2.5
GHz frequency band.  As of May 31, 2011, XLC served 12,000
subscribers in Texas, Oklahoma and Illinois.  In the summer of
2010, the Debtors closed all of their retail stores and kiosks in
its six operating markets and severed all fulltime sales
personnel.  Since the closings, the Debtors relied one key
retailer in each market to serve as local point of presence to
market customer transactions.

Judge Peter J. Walsh presides over the case.  Rafael Xavier
Zahralddin-Aravena, Esq., Shelley A. Kinsella, Esq., and Jonathan
M. Stemerman, Esq., at Elliott Greenleaf, in Wilmington, Delaware,
serve as counsel to the Debtor.  NHB Advisors Inc. is their
financial advisors.  Epiq Systems, Inc., is the claims and notice
agent.

Xanadoo Holdings, Pegasus Guard Band and Xanadoo Spectrum each
estimated assets of $100 million to $500 million and debts of
$50 million to $100 million.

The Chapter 11 filing followed the maturity in May 2011 of almost
$60 million in secured notes owing to Beach Point Capital
Management LP.

After filing for bankruptcy, the Debtors faced an effort by the
agent for secured noteholders to appoint a trustee or dismiss the
case.   The agent contended that on the eve of bankruptcy, Xanadoo
created a new intermediate holding company to hinder and delay
creditors by taking over ownership of the operating companies.

The Debtors called the trustee motion a distraction that hindered
them from moving the case more quickly.

On Oct. 14, 2011, the Court denied the motion to dismiss the
Chapter 11 case of Xanadoo Spectrum, LLC, and to appoint a
Chapter 11 trustee for Xanadoo Holdings, Inc., Pegasus Rural
Broadband, LLC, Pegasus Guard Band, C, and Xanadoo LLC.


PELICAN ISLES: Court OKs Lowenhaupt & Sawyers as Special Counsel
----------------------------------------------------------------
Pelican Isles Limited Partnership dba Pelican Isles Apartments
Pelican Isles sought and obtained permission from the U.S.
Bankruptcy Court for the Southern District of Florida to employ
Lowenhaupt & Sawyers as Ordinary Course Special Counsel for
purposes of rent collection and evictions and for leave to pay
them according to their tenant eviction cost and fee structure.

Pelican Isles Limited Partnership dba Pelican Isles Apartments
Pelican Isles filed a Chapter 11 petition (Bankr. S.D. Fla. Case
No.11-38544) on Oct. 14, 2011 in West Palm Beach, Florida, Ronald
G. Neiwirth, Esq., at Boyd & Jenerette, Pa, in Miami, serves as
counsel to the Debtor {e}.  The Debtor estimated up to $50,000,000
in assets and up to $10 million in liabilities.


PENINSULA HOSPITAL: Americorp Seeks Order to Return Equipment
-------------------------------------------------------------
Americorp Financial LLC has asked the U.S. Bankruptcy Court for
the Eastern District of New York to order Peninsula Hospital
Center to return certain leased equipment.

The equipment includes 20 Esprit Ventilator Packages and 3 Vision
Ventilators, which Peninsula Hospital leased from the company
under a 2006 contract.  The contract requires Peninsula Hospital
to return the equipment in case it defaults under the contract.

Americorp also asked the bankruptcy court to order Peninsula
Hospital to pay for its "post-petition" use of the equipment, and
deeming the company to have an allowed administrative claim.

                      About Peninsula Hospital

Wayne S. Dodakian, Vinod Sinha, and Shannon Gerardi filed an
involuntary Chapter 11 bankruptcy protection against Peninsula
Hospital Center -- http://www.peninsulahospital.org/-- (Bankr.
E.D.N.Y. Case No. 11-47056) on Aug. 16, 2011.  Judge Elizabeth S.
Stong presides over the case.  Marilyn Cowhey Macron, Esq., Macron
& Cowhey, represents the petitioners.

Peninsula Hospital Center and Peninsula General Nursing Home
Corp., employed Alvarez & Marsal Healthcare Industry Group, LLC,
as financial advisors.  The Hospital employed Abrams Fensterman et
al. as their attorneys.  Judge Stong appointed Daniel T. McMurray
at Focus Management Group as patient care ombudsman.  The Debtor
also tapped Nixon Peabody as their special counsel, and BDO USA,
LLP as auditors.

Tracy Hope Davis, the United States Trustee for Region 2,
appointed five unsecured creditors to serve on the Official
Committee of Unsecured Creditors of Peninsula Hospital Center.
Arent Fox LLP serves as the Committee's counsel.


PILGRIM'S PRIDE: Moody's Says Credit Profile May Deteriorate
------------------------------------------------------------
Moody's commented that Pilgrim's Pride's plan to commence a $200
million rights offering to strengthen its capital structure would
alleviate some of the rating agency's concerns about the company's
liquidity profile that led to a recent outlook revision to
negative from stable. Moody's also noted that the major role that
JBS USA Holdings, Pilgrim's majority stockholder, intends to play
in the offering would affirm its willingness to provide financial
support to Pilgrim's when needed.

"The completion of the rights offering should provide Pilgrim's
with sufficient liquidity in the near term. However, given that we
are not expecting to see significant positive earnings recovery
before the second half of 2012, we caution that Pilgrim's credit
profile could deteriorate further before it recovers", said Brian
Weddington, Senior Credit Officer at Moody's.

Pilgrim's B2 Corporate Family Rating (CFR) reflects its
concentration in the highly competitive U.S. chicken industry that
is currently under severe stress due to domestic oversupply and
high feed costs. Pilgrim's credit profile is further weakened by
high leverage, negative free cash flow and eroding liquidity
cushion. The ratings are supported by the company's position as
one the world's largest producers of poultry and the implied and
formal support of JBS S.A., the parent company of JBS USA
Holdings, Pilgrim's majority stockholder and parent company of JBS
USA LLC (B1, Stable).

The principal methodology used in rating Pilgrim's Pride 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.

Headquartered in Greeley, Colorado, Pilgrim's Pride Corporation
(NYSE: PPC), is the second largest chicken producer in the world,
with operations in the United States, Mexico and Puerto Rico. The
company produces, processes, markets and distributes fresh, frozen
and value-added chicken products to food service, distributors and
retail operators worldwide. For the twelve months ended September
25, 2011 (LTM period), revenues for the company were approximately
$7.5 billion. Pilgrim's Pride is controlled with a 67% equity
stake by S?o Paulo, Brazil-based JBS, S.A., one of the largest
protein processors in the world.


POTLATCH CORP: Moody's Affirms 'Ba1' Corporate Family Rating
------------------------------------------------------------
Moody's Investors Service said that it has affirmed the corporate
family and senior unsecured debt ratings (both at Ba1) of Potlatch
Corporation and revised the rating outlook to stable, from
positive.

RATINGS RATIONALE

The outlook revision reflects the persistent weakness in sawlog
prices, which in part led to Potlatch's recent announcement of a
15% harvest level reduction to 3.5 million tons from 4.1 million
tons for 2012. Potlatch attributes low sawlog prices to the
continuing shortage of new housing starts relative to historical
levels. Specifically, the REIT noted that a recent closing by
Georgia Pacific of the Crossett mill in Arkansas had a
particularly negative impact on its resource segment. This
weakness in prices and closing of the Crossett mill will crimp the
REIT's cash flow and reduce its credit metrics in the medium term.
In line with its lowered harvest expectations, Potlatch also cut
back its dividend by 39% to $1.24 from $2.04 per share.

While Moody's views the dividend reduction as a credit positive
for Potlatch, it is not sufficient to offset expected weakened
credit metrics and reduced cash flows. In addition, we believe
that the single family housing market is likely to remain sluggish
for some time, and the new housing construction probably will not
rebound in the near term. Longer term, Moody's remains optimistic
regarding the demand for timber and lumber products both
domestically (due to prevailing demographic trends) and
internationally (due largely to the strong demand from China).

As stated previously by Moody's, a rating upgrade would depend on
Potlatch generating consistent operating cash flows sufficient to
cover its dividend burden fully and maintaining adequate
liquidity, while having more consistent operating margins.

Negative ratings pressure would result from net debt/EBITDA in
excess of 6.0x, fixed charge coverage below 2.5x, or any liquidity
concerns. In addition, Moody's would view consistent de-
capitalization of the REIT via significant asset sales as a
negative.

These ratings were affirmed with a stable outlook:

Potlatch Corporation -- corporate family rating at Ba1, senior
unsecured debt at Ba1

Moody's last rating action with respect to Potlatch was on July
22, 2011, when Moody's affirmed the ratings and revised the rating
outlook to positive from stable.

The principal methodology used in this rating was Global Rating
Methodology for REITs and Other Commercial Property Firms,
published in July 2010.

Potlatch Corporation [NYSE: PCH] is a timber REIT that owns 1.45
million acres of timberland in Arkansas, Idaho, and Minnesota. As
of September 30, 2011, its assets totaled $753 million and its
shareholders' equity was $190 million.


PYRAMIDS ALLEN: Case Summary & 8 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Pyramids Allen Hotel, L.P.
        407 Central Expressway South
        Allen, TX 75013

Bankruptcy Case No.: 11-43709

Chapter 11 Petition Date: December 8, 2011

Court: U.S. Bankruptcy Court
       Eastern District of Texas (Sherman)

Debtor's Counsel: Eric A. Liepins, Esq.
                  ERIC A. LIEPINS P.C.
                  12770 Coit Road, Suite 1100
                  Dallas, TX 75251
                  Tel: (972) 991-5591
                  E-mail: eric@ealpc.com

Scheduled Assets: $1,501,000

Scheduled Debts: $2,567,840

The Company's list of its eight largest unsecured creditors filed
with the petition is available for free at:
http://bankrupt.com/misc/txeb11-43709.pdf

The petition was signed by Mohamed Elmougy, president of general
partner.


RAINBOW MOVERS: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Rainbow Movers, Inc.
        19 National Drive
        Franklin, MA 02038

Bankruptcy Case No.: 11-21342

Chapter 11 Petition Date: December 6, 2011

Court: United States Bankruptcy Court
       District of Massachusetts (Boston)

Judge: William C. Hillman

Debtor's Counsel: Nina M. Parker, Esq.
                  PARKER & ASSOCIATES
                  10 Converse Place
                  Winchester, MA 01890
                  Tel: (781) 729-0005
                  Fax: (781) 729-0187
                  E-mail: nparker@ninaparker.com

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

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

A list of the Company's 20 largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/mab11-21342.pdf

The petition was signed by Norman F. McEnaney, duly authorized.


RAPTOR TECHNOLOGY: Posts $141,080 in Third Quarter
--------------------------------------------------
Raptor Technology Group, Inc., filed its quarterly report,
reporting a net loss of $141,080 on $196,837 of revenues for the
three months ended Sept. 30, 2011, compared with a net loss of
$123,493 on $17,158 of revenues for the same period of 2010.

For the nine months ended Sept. 30, 2011, the Company has reported
a net loss of $1.3 million on $552,411 of revenues, compared with
a net loss of $538,538 on $55,498 of revenues for the same period
last year.

The Company's balance sheet at Sept. 30, 2011, showed $3.2 million
in total assets, $3.4 million in total liabilities, and a
stockholders' deficit of $176,178.

?During the nine months ended Sept. 30, 2011, the Company incurred
a loss of $1,261,878 and as of Sept. 30, 2011, the Company had a
working capital deficit of $704,170.  These and other factors
raise doubt about the Company' ability to continue as a going
concern.?

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

                            http://is.gd/E2iwll

Raptor Technology Group, Inc., headquartered in Groveland,
Florida, currently manufactures multi-feedstock biodiesel
production facilities, specializing in modular system packages.


RC AGRI-GENETICS: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: RC Agri-Genetics, LLC
          dba Genetic Connection
        210 Maple Road
        Hurricane, WV 25526

Bankruptcy Case No.: 11-36509

Chapter 11 Petition Date: December 8, 2011

Court: U.S. Bankruptcy Court
       Southern District of Ohio (Dayton)

Judge: Guy R. Humphrey

Debtor's Counsel: Richard K. Stovall, Esq.
                  ALLEN KUEHNLE STOVALL & NEUMAN LLP
                  17 South High Street, Suite 1220
                  Columbus, OH 43215
                  Tel: (614) 221-8500
                  Fax: (614) 221-5988
                  E-mail: stovall@aksnlaw.com

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

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

The Company's list of its 20 largest unsecured creditors filed
with the petition is available for free at:
http://bankrupt.com/misc/ohsb11-36509.pdf

The petition was signed by Roger A. Clark, member.


RKMI, INC.: Voluntary Chapter 11 Case Summary
---------------------------------------------
Debtor: RKMI, Inc.
          dba Howard Johnson Hobby
        8600 Gulf Freeway
        Houston, TX 77017

Bankruptcy Case No.: 11-40443

Chapter 11 Petition Date: December 6, 2011

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

Judge: David R. Jones

Debtor's Counsel: Gregg K. Saxe, Esq.
                  THE LAW OFFICE OF GREGG SAXE, P.C.
                  6161 Savoy Drive, Suite 1132
                  Houston, TX 77036
                  Tel: (713) 995-5733
                  Fax: (713) 995-5122
                  E-mail: gsaxe@sbcglobal.net

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

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 Dhansukh Patel, president.


ROUND TABLE: To Pay $37.4 Million in Loan to GE Capital
-------------------------------------------------------
Rob Varnon at the Connecticut Post reports that Round Table Pizza
agreed to pay back all $37.4 million in loans at 9% interest it
owed to GE Capital and other secured creditors.

"The plan confirmation is a positive development, as it represents
a plan jointly agreed to by the company, its creditors and the
court that, after they emerge, will give them a stable foundation
from which to grow the business," the report quotes Ned Reynolds,
spokesman for Norwalk-based GE Capital, as saying.

The report says, in its plan of reorganization, Round Table told
the court it arranged for a buyer, but its creditors refused to
participate in the deal and lend the buyer any money as promised.
Creditors dispute the claim, but as part of the restructuring
settlement, Round Table agreed to drop its charges against the
lenders.

The report recounts that, in 2007, Round Table took out a $65
million loan at 2% to 3% above prime, but was unable to keep up
with payments during the recession.  The loan was amended four
times, before creditors refused to further changes in December of
2010, when Round Table defaulted and a penalty rate of 12.05% was
imposed.

                      About Round Table

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

Round Table is a major West Coast pizza chain.  There are
currently approximately 348 franchised stores, operated by
approximately 150 franchisees.  Prior to the petition date, Round
Table operated 128 company-owned stores.

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

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

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

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


ROOMSTORE INC: Files Chapter 11 Petition; In Talks for DIP Loan
---------------------------------------------------------------
RoomStore Inc. filed for Chapter 11 protection (Bankr. E.D. Va.
Case No. 11-37790) on Dec. 12.  The Company said it is in the
process of evaluating and securing debtor-in-possession financing.
The Company cautioned there are no assurances it will be
successful in securing satisfactory DIP financing, obtaining
Bankruptcy Court approval of an implementing a plan for
reorganization although the Company expects to sign a DIP
financing loan within the next several days and is in serious
discussions with multiple lenders.

The Company said in a regulatory fling that its working capital
position and the losses from operations have raised substantial
doubt about its ability to continue as a going concern.

The Company expects to close a significant number of stores and
reduce staffing and overhead expenses.

RoomStore offers a wide selection of professionally coordinated
home furnishings in complete room packages at value-oriented
prices.  RoomStore operates 65 stores located in Pennsylvania,
Maryland, Virginia, North Carolina, South Carolina and Texas.

Heilig-Meyers Company, then one of the biggest furniture retailers
in the U.S., bought RoomStore in 1997 and later converted another
regional furniture chain to RoomStore locations.  By August 2000,
RoomStore had 54 stores in Maryland, Oregon, Texas, Virginia and
Washington.  That same month, Heilig-Meyers and its subsidiaries,
including RoomStore, filed for Chapter 11 bankruptcy.  While the
Heilig-Meyers chain died in bankruptcy, RoomStore emerged from
Chapter 11 protection with 63 stores in June 2005.

RoomStore later purchased six leases to southern stores out of the
2006 bankruptcy of furniture retailer Rhodes Inc., and acquired 73
store leases out of the 2008 bankruptcy of bedding retailer
Mattress Discounters Corp.

RoomStore operates 63 furniture stores in Alabama, Florida,
Maryland, North Carolina, Pennsylvania, South Carolina, Texas and
Virginia.  Its Mattress Discounters unit, in which RoomStore is
the majority owner, operates 81 bedding stores in Delaware,
Maryland, Virginia and Washington, D.C.  The Mattress Discounters
unit is not under bankruptcy protection.

RoomStore hopes to exit bankruptcy in the first half of 2012.

The Company is represented by Troy Savenko of Kaplan & Frank.


SOLYNDRA LLC: RB Capital Has Auctions for Solar Assets
------------------------------------------------------
Counsel RB Capital Inc., a leader in distressed and surplus
capital asset transactions, disclosed two upcoming auctions of
remaining surplus capital and manufacturing assets of Solyndra, a
former leader in the solar panel manufacturing industry. These
auctions are scheduled for December 13-14, 2011 and January 25-26,
2012.

The December event will feature a two-day auction of non-core
assets and the January auction will include Solyndra's main
manufacturing assets, pending final order of the U.S. Bankruptcy
Court.  In November, a non-core asset auction sale was held and
managed by the Company on a commission basis in partnership with
auction house Heritage Global Partners, following Solyndra's
bankruptcy proceedings.

"We have achieved several key milestones in 2011, including the
expansion of our infrastructure and operations which provides a
platform for future growth and further progress against our
strategic plan to build a diversified and scalable full-service
organization for clients seeking capital asset solutions," stated
Counsel RB Capital Co-CEO Jonathan Reich.

"With our auction partners at Heritage Global, we successfully
sold a portion of Solyndra's surplus and non-core production
assets and inventory at an auction held last month.  We expect
online and in-person bidders at the mid-December auction to
purchase Solyndra's remaining non-core assets.  Pending final
order of the U.S. Bankruptcy Court, we will be holding a third
auction in late January, which will include state-of-the-art solar
energy manufacturing equipment," added Adam Reich, Co-CEO of
Counsel RB Capital.

Solyndra (Leading Solar Panel Manufacturer) Auction #2

Live On-Site and Webcast Global Auction details (all times PT):

-- Key assets: finished goods Solar Panels, personal computers,
   flat panel monitors parts inventory, manufacturing equipment,
   etc.; further details available at www.hgpauctions.com

-- Public inspection and preview: December 12, 9:00 a.m. to 4:00
   p.m.

-- Auction: Starting December 13 at 7:00 a.m. and ending
   December 14 at 8:00 a.m.

-- Location: 901 Page Avenue, Fremont, CA 94538

-- Contact: David Barkoff (HGP Auctions), dbarkoff@hgpauction.com
   or +1 (650) 649-0147

Solyndra (Leading Solar Panel Manufacturer) Auction #3

Live On-Site and Webcast Global Auction details (all times PT):

-- Key assets: Solar Panel manufacturing equipment, etc.; further
   details available at www.hgpauctions.com

-- Auction: Starting January 25 at 9:00 a.m. and ending January 26
   at 5:00 p.m.

-- Location: 47488 Kato Road, Fremont, CA 94538

-- Contact: David Barkoff (HGP Auctions), dbarkoff@hgpauction.com
   or +1 (650) 649-0147

                   About Counsel RB Capital

Counsel RB Capital Inc. (CRBN)  -- http://www.counselrb.com/--
is a value-driven, innovative leader in distressed and surplus
capital asset transactions.  The Company focuses on identifying,
acquiring and monetizing distressed and surplus capital assets. It
specializes in acquiring turnkey manufacturing facilities, surplus
industrial machinery and equipment, industrial inventories,
accounts receivable portfolios and related intellectual property.

                        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.  BDO Consulting,
a division of BDO USA, LLP, as financial advisor and BDO Capital
Advisors, LLC, serves as investment banker for the creditors'
panel.

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.  The Committee has tapped
Blank Rome LLP as counsel.

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.


SOLYNDRA LLC: Court Extends DIP Financing Access Until Jan. 15
--------------------------------------------------------------
The Hon. Mary F. Walrath of the U.S. Bankruptcy Court for the
District of Delaware approved a stipulation extending Solyndra
LLC, et al.'s access to the DIP financing until Jan. 15, 2012.

The stipulation was entered among the Debtors, AE DIP 2011, LLC,
as DIP lender, the Official Committee of Unsecured Creditors,
Argonaut Ventures I, L.L.C., as prepetition tranche A term loan
facility representative, the United States Department of Energy,
as prepetition tranche B/D agent, and Argonaut I, L.L.C., as
prepetition tranche E agent.

Absent the extension, the budget is set to expire on Nov. 19,
2011.

Pursuant to the order, beginning Jan. 15, the amount allowed for
the Committee professional fees will be fixed at $5,000 per week
for each week that the DIP financing remains outstanding, unless
the DIP lender, Argonaut Ventures, the U.S. Department of Energy
agree otherwise in writing.

A full-text copy of the order and the budget is available for free
at http://bankrupt.com/misc/SOLYNDRALC_budgetext_order.pdf

                         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.  BDO Consulting,
a division of BDO USA, LLP, as financial advisor and BDO Capital
Advisors, LLC, serves as investment banker for the creditors'
panel.

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.  The Committee has tapped
Blank Rome LLP as counsel.

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.


SOLYNDRA LLC: Branford OK'd to Auction Core Assets on Jan. 23
-------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware authorized
Solyndra LLC, et al., to employ Branford Group, Inc., to serve as
sales agents and auctioneers for the sale and auction of the Core
Assets.

The auction will commence during the week of Jan. 23, 2012, and
continue to the extent necessary to sell the Core Assets, at 47700
Kato Road, Fremont, California, as well as other locations where
the Core Assets are stored.

The auction will be conducted on an asset-by-asset basis or in
lots or combinations of lots as determined by Solyndra and
auctioneers in their discretion.  Solyndra, in consultation with
auctioneers, will set the initial bid on each Core Asset or lot of
Core Assets.

The terms of the Core Assets sale are:

   i)  assets are being sold "as is, where is, and with all faults
   and with no license;" and

  ii) none of the bids may contain any financing, due diligence
   or "material adverse change" contingencies and the bid of
   any Successful Bidder will be binding whether or not (a) the
   Successful Bidder has obtained financing or completed its due
   diligence investigation, or (b) a "material adverse change" has
   occurred.

The auctioneers will charge a buyer's premium of 15% of the
aggregate gross proceeds for the sale of a Core Asset or lot of
Core Assets, payable by the buyers of such assets, and which
buyer's premium will be split as: 7.5% to be remitted to the
Debtors and the remaining 7.5% to be remitted to the auctioneers.
No sales commission will be paid to any of the auctioneers
proceeds from the sale of any Core Assets.

The auctioneers guarantee that the Debtors will receive a
minimum of $4.25 million in net proceeds from the auction, after
payment of the auctioneers' portion of the buyer's premium and
auction expenses that are ultimately allowed by the Court and paid
to the auctioneers.

The Debtors and the auctioneers each agree and acknowledge that
the Debtors may continue to pursue a sale of the Debtors assets
pursuant to the Turnkey Sale up to and including the week of
Jan. 16, 2012.

To the extent the Core Assets are sold pursuant to the Turnkey
Sale, the auctioneers will be entitled to a breakup fee of
$250,000 plus reimbursement of the auction expenses.  The breakup
fee and auction expenses represent the auctioneer's sole
compensation to the extent the Turnkey Sale is approved by the
Court.

                        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.  BDO Consulting,
a division of BDO USA, LLP, as financial advisor and BDO Capital
Advisors, LLC, serves as investment banker for the creditors'
panel.

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.  The Committee has tapped
Blank Rome LLP as counsel.

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.


SOLYNDRA LLC: Heritage Global OK's to Auction Non-Core Assets
-------------------------------------------------------------
The Hon. Mary F. Walrath of the U.S. Bankruptcy Court for the
District of Delaware authorized Solyndra LLC, et al., to:

   -- conduct the supplemental auction for the additional non-core
assets;

   -- expand the employment of sales agent and auctioneer Heritage
Global Partners to conduct the supplemental auction.

The supplemental auction commenced on-line on Dec. 13, 2011.

The additional non-core assets are being sold " as is, where is,
and with all faults and with no license."

Upon the conclusion of the supplemental auction, the Debtor, with
the help of HGP, will determine the successful and back up bidder.

HGP will receive a 5% commission from the sale proceeds of the
additional non-core assets at supplemental auction, and will also
charge each succesful bidder a buyer's premium of 15% of the gross
sale proceeds to be paid by the successful bidder.

                         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.  BDO Consulting,
a division of BDO USA, LLP, as financial advisor and BDO Capital
Advisors, LLC, serves as investment banker for the creditors'
panel.

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.  The Committee has tapped
Blank Rome LLP as counsel.

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.


SSK PARTNERS: Case Summary & 18 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: SSK Partners LLC
        an Illinois limited liability company
        1033 West Van Buren Street
        Chicago, IL 60607

Bankruptcy Case No.: 11-49091

Chapter 11 Petition Date: December 6, 2011

Court: United States Bankruptcy Court
       Northern District of Illinois (Chicago)

Judge: Susan Pierson Sonderby

Debtor's Counsel: David K. Welch, Esq.
                  CRANE HEYMAN SIMON WELCH & CLAR
                  135 S Lasalle St., Suite 3705
                  Chicago, IL 60603
                  Tel: (312) 641-6777
                  Fax: (312) 641-7114
                  E-mail: dwelch@craneheyman.com

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

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

A list of the Company's 18 largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/ilnb11-49091.pdf

The petition was signed by Phil Stefani, manager and member.


SURFLIGHT THEATRE: Emerges From Chapter 11 Bankruptcy Protection
----------------------------------------------------------------
Donna Weaver at pressofAtlanticCity reports that Surflight Theatre
has emerged from Chapter 11 bankruptcy.

According to the repot, federal bankruptcy Judge Michael B. Kaplan
approved Surflight's reorganization plan on Dec. 8, 2011.  As part
of the reorganization plan, the theater will start making payments
to its pre-bankruptcy creditors as a result of 10 months of
negotiations.

The report says Surflight has raised over $400,000 in cash
donations.  The theater also received $100,000 in debt forgiveness
this fall on behalf of the late Art Barron, former theater
chairman.


TBS INTERNATIONAL: Artis Capital Owns 11.9% of Class A Shares
-------------------------------------------------------------
In a Schedule 13G filing with the U.S. Securities and Exchange
Commission, Artis Capital Management, L.P., disclosed that, as of
Dec. 9, 2011, it beneficially owns 2,111,147 shares of Class A
ordinary shares of TBS International representing 11.96% of the
shares outstanding.  The percentage is based on 17,654,969 Shares
of Class A Ordinary Shares outstanding as of Nov. 1, 2011, as
reported in the Company's quarterly report on Form 10-Q for the
period ended Sept. 30, 2011, filed with the SEC on Nov. 9, 2011.

A full-text copy of the Schedule 13G is available for free at:

                        http://is.gd/rlwtRN

                    About TBS International plc

Dublin, Ireland-based TBS International plc (NASDAQ: TBSI)
-- http://www.tbsship.com/-- provides worldwide shipping
solutions to a diverse client base of industrial shippers through
its Five Star Service: ocean transportation, projects,
operations, port services and strategic planning.  The TBS
shipping network operates liner, parcel and dry bulk services,
supported by a fleet of multipurpose tweendeckers and
handysize/handymax bulk carriers, including specialized heavy-
lift vessels and newbuild tonnage.  TBS has developed its
franchise around key trade routes between Latin America and
China, Japan and South Korea, as well as select ports in North
America, Africa, the Caribbean and the Middle East.

The Company reported a net loss of US$247.76 million on US$411.83
million of total revenue for the year ended Dec. 31, 2010,
compared with a net loss of US$67.04 million on US$302.51 million
of total revenue during the prior year.

The Company also reported a net loss of $55.16 million on $282.64
million of total revenue for the nine months ended Sept. 30, 2011,
compared with a net loss of $29.21 million on $311.06 million of
total revenue for the same period a year ago.

The Company's balance sheet at Sept. 30, 2011, showed $659.28
million in total assets, $409.77 million in total liabilities and
$249.51 million in total shareholders' equity.

PricewaterhouseCoopers LLP expressed substantial doubt about the
Company's ability to continue as a going concern.  PwC believes
that the Company will not be in compliance with the financial
covenants under its credit facilities during 2011, which under
the agreements would make the debt callable.  According to PwC,
this has created uncertainty regarding the Company's ability to
fulfill its financial commitments as they become due.

As reported in the TCR on Feb. 8, 2011, TBS International on
Jan. 31, 2011, announced that it had entered into amendments to
its credit facilities with all of its lenders, including AIG
Commercial Equipment, Commerzbank AG, Berenberg Bank and Credit
Suisse and syndicates led by Bank of America, N.A., The Royal
Bank of Scotland plc and DVB Group Merchant Bank (the "Credit
Facilities").  The amendments restructure the Company's debt
obligations by revising the principal repayment schedules under
the Credit Facilities, waiving any existing defaults, revising
the financial covenants, including covenants related to the
Company's consolidated leverage ratio, consolidated interest
coverage ratio and minimum cash balance, and modifying other
terms of the Credit Facilities.

The Company currently expects to be in compliance with all
financial covenants and other terms of the amended Credit
Facilities through maturity.

As a condition to the restructuring of the Company's credit
facilities, three significant shareholders who also are key
members of TBS' management agreed on Jan. 25, 2011, to provide up
to US$10 million of new equity in the form of Series B Preference
Shares and deposited funds in an escrow account to facilitate
satisfaction of this obligation.  In partial satisfaction of this
obligation, on Jan. 28, 2011, these significant shareholders
purchased an aggregate of 30,000 of the Company's Series B
Preference Shares at US$100 per share directly from TBS in a
private placement.


TEKNI-PLEX INC: S&P Affirms 'B-' Corporate Credit Rating
--------------------------------------------------------
Standard & Poor's Ratings Services revised its outlook on King of
Prussia, Pa.-based Tekni-Plex Inc. to negative from stable and
affirmed its ratings, including the 'B-' corporate credit rating,
on the company.

"The outlook revision reflects the negative impact of volatile
polymer-based raw material costs on Tekni-Plex's operating results
and our expectations of less-than-adequate liquidity and continued
tightness under financial covenants over the next several
quarters," said Standard & Poor's credit analyst Seamus Ryan.
"Although we expect the company will benefit somewhat from higher
selling prices and seasonal improvements in operating results over
the next two quarters, based on our scenario forecasts, we believe
Tekni-Plex could continue to face limited cushion once its
financial covenants tighten at the end of this fiscal year."

"The ratings on Tekni-Plex reflect its variable operating results
arising from exposure to the price fluctuations for its polymer-
based raw materials, its customer concentration, as well as our
expectations for a very high ratio of adjusted debt to EBITDA of
over 6.5x, weak cash flow generation, and less-than-adequate
liquidity. These risk factors are only partially offset by
moderate end-market and geographic diversity. We characterize
Tekni-Plex's business risk profile as 'weak' and its financial
risk profile as 'highly leveraged' (as our criteria define these
terms)," S&P said.

With more than $600 million in sales, Tekni-Plex is a manufacturer
of rigid and flexible packaging for health care, foods, consumer
products, and specialty markets. Following several years of weak
operating results, the company underwent a corporate
restructuring, through which it replaced executive management and
instituted a variety of cost-reduction efforts. These actions have
helped the company's EBITDA expand despite sales falling by more
than 20% since 2008, though the company lost a portion of those
gains in recent quarters. Trailing-12-month EBITDA margin was
about 13% as of Sept. 30, 2011, down from almost 18% in 2009, and
return on capital has weakened to less than 5%. Continued raw
material price volatility has hurt margins over the past several
quarters.

Tekni-Plex competes primarily in industries characterized by
steady demand growth rates in the low-single-digit percentage
area. For example, approximately 25% of sales are made through its
Dolco segment, which serves stable consumer end markets, including
the mature polystyrene egg carton market. The company also
maintains competitive positions in some higher-growth niche
markets such as closure liners, aerosol and dispensing pump
packaging, vinyl medical compounds, and medical device tubing. It
benefits from some geographic diversity; about 25% of sales come
from foreign markets and currently about 20% of its workforce is
located in Europe and China. Moderate entry barriers provide
protection in some segments, particularly in pharmaceutical
blister packaging. U.S. Food & Drug Administration standards
govern the testing, approval, manufacturing, and sale of the
company's products, and the type of blister packaging tends to be
specified during the initial phases of new drug development.

Despite its competitive position, Tekni-Plex has limited pricing
flexibility to pass through elevated raw material costs to its
retailer customer base. Roughly 30% of the company's contracts
contain raw material cost pass-through provisions which, in most
cases, carry a lag of approximately three months. The company is
attempting to increase the percentage of contracts subject to
such protection in the next three years and to enter into fixed-
price contracts with select vendors for future purchases of
polymers. Many of the company's products use polymer-based raw
materials such as polystyrene, polyvinyl chloride (PVC) resins,
and plasticizers, which have been subject to pricing volatility in
recent periods. In addition, garden hose product sales are highly
seasonal and vulnerable to weather conditions, and the company has
experienced periods of disappointing volume and earnings trends.

"Tekni-Plex's total adjusted debt to EBITDA was about 6.8x as of
Sept. 30, 2011. In our view, this level of debt leverage is very
aggressive, even among speculative-grade companies in the
packaging sector. Leverage has also been volatile, ranging from
over 9x at the end of 2008 to about 5x during 2009. We adjust our
debt balances to include amounts related to the capitalization of
operating leases, underfunded pension and other postretirement
benefit obligations, and tax-adjusted asset retirement
obligations, environmental liabilities, and self-insurance
accruals. The sum of the amounts of these debt-like obligations is
roughly $45 million," S&P said.

The company's ownership adds some uncertainty to its financial
policy. About two-thirds of its equity is held by affiliates of
Oaktree Capital Management L.P., with roughly another 15% held by
affiliates of Avenue Capital Group.

"We view Tekni-Plex's liquidity as 'less than adequate' under our
criteria. As of Sept. 30, 2011, liquidity included roughly $10
million in cash with approximately $40 million available (net of
letters of credit) under the $60 million asset-backed revolving
loan facility (ABL) due 2015. However, due to limitations under
financial covenants, we expect that effective availability
under the ABL could be limited at subsequent end-of-quarter test
periods. Because of the seasonality of the business, we expect
working capital usage to peak during the second and third fiscal
quarters, with peak borrowings of $10 million to $15 million. We
expect capital expenditures to average roughly 4% of sales, though
maintenance capital expenditures account for about one-third
of the total," S&P said.

Relevant aspects of S&P's assessment of the company's liquidity
profile are:

    "We expect the company's sources of liquidity will be roughly
    equal to its uses over the next 12 months," S&P said.

    "We believe that covenant tests could be breached if
    forecasted EBITDA were to decline by 10%," S&P related.

    "We do not believe that the company has the ability to absorb
    high-impact, low-probability shocks without the need for
    refinancing," S&P said.

"We note that Tekni-Plex's second-lien notes mature in 2013 and,
unless the second-lien notes are refinanced or the maturity is
extended, the outstanding debt under the ABL and first-lien term
loan would mature 90 days before the second-lien notes. Therefore,
we expect the company to take steps to refinance this debt over
the next 12 to 18 months," S&P said.

"The issue-level rating on the $285 million senior secured term
loan is 'B' (one notch above the corporate credit rating) with a
recovery rating of '2', indicating our expectation for a
substantial (70% to 90%) recovery in the event of a payment
default," S&P said.

"The outlook is negative. Tekni-Plex remains highly leveraged
following its 2008 restructuring, raising the potential for a
rating downgrade if operating results do not improve from recent
weak levels. At the current rating, we expect the company to
either refinance or extend the maturity date on its second-lien
notes due in 2013, and that its $60 million ABL and $285 million
first-lien term loan will not come due before their scheduled 2016
maturity. We also believe that the company will take steps to
continue to improve its cost structure and reduce working capital
usage," S&P said.

"We could lower the ratings if Tekni-Plex's polymer-based raw
material costs increase by close to 20% without offsetting selling
price increases, thereby further pressuring cash flow generation
and liquidity beyond current levels. Based on our scenario
forecasts, we estimate that if the company's revenues do not
increase in 2012 and gross margins deteriorate by about 100 basis
points from expected levels, then adjusted debt to EBITDA could
surpass 7x, possibly leading to a breach of financial covenants
that would likely portend a downgrade," S&P said.

"We could revise the outlook to stable if selling prices grow
modestly while raw material cost pressures ease, rising by less
than 10% in 2012, and the company's operating performance and
financial policies result in an adjusted total adjusted debt to
EBITDA ratio below 6x. We could also revise the outlook if
improved cash flow generation from better operating results and
working capital reductions allows the company to reduce debt and
improve headroom under financial covenants to about 10% on a
sustainable basis," S&P said.


TELLICO LANDING: Can Obtain DIP Financing from Wind River
---------------------------------------------------------
The Marcia Phillips Parcons of the U.S. Bankruptcy Court for the
Eastern District of Tennessee authorized Tellico Landing, LLC,
to obtain credit secured by a senior lien on property of the
estate that is subject to a lien.

As reported in the Troubled Company Reporter on Sept. 16, 2011,
the Debtor asked that the Court allow it to obtain credit by
deeming that it has a senior lien on a Tennessee resort property
that is subject to the lien of Wind River Investments, LLC.

The Debtor related that it needs $2.7 million in additional
funding, which will be used, among other things, to market lots in
the Rarity Pointe Resort located in Lenoir City, Tennessee, owned
by the Debtor.  The Resort has 184 residential lots, some vacant
tracts, and a golf course.  However, the Debtor's $6.7 million
debt to Wind River for the lots and tracts in the Resort Property
is secured by a first priority Deed of Trust on the real property.

The Debtor related that it has obtained a conditional commitment
from Heritage Solutions, LLC, to provide a secured $2.7 million
financing.  However, the financing is conditioned on the Court
approving that the Debtor has a senior lien on the Resort Property
that is subject to the lien of Wind River.

The Debtor maintained that Wind River's interest in the Resort is
adequately protected by the $30 million value of the real
property.  In addition, the Debtor is reserving $350,000 for
interest payments to be made to Wind River starting September
2011.

The Debtor noted that as lots are released for sale, it will pay
certain sums to the DIP Lender to obtain lot releases.  Upon the
DIP Lender being repaid, the release will be paid to Wind River.

                       About Tellico Landing

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

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


TENET HEALTHCARE: Senior Notes Delisted from NYSE
-------------------------------------------------
The New York Stock Exchange LLC filed a Form 25 with the U.S.
Securities and Exchange Commission regarding the removal from
listing or registration of Tenet Healthcare Corp's 6 3/8% Senior
Notes due Dec. 1, 2011.

                       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."

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.

                           *     *     *

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.


TENNECO INC: Moody's Raises Corporate Family Rating to 'Ba3'
------------------------------------------------------------
Moody's Investors Service raised the ratings of Tenneco Inc. --
Corporate Family and Probability of Default Ratings to Ba3 from
B1. In a related action Moody's raised the ratings on the
company's existing senior secured bank debt to Baa3 from Ba1, and
raised the ratings on the senior unsecured notes to B1 from B2.
The rating outlook is stable.

Ratings raised:

Corporate Family rating, to Ba3 from B1;

Probability of Default rating, to Ba3 from B1;

First lien senior secured revolving credit facility, to Baa3
(LGD1, 6%) from Ba1 (LGD2, 11%);

$130 million first lien senior secured letter of credit /
revolving loan facility, to Baa3 (LGD1, 6%) from Ba1 (LGD2, 11%);

$150 million first lien senior secured Term Loan B due 2016, to
Baa3 (LGD1, 6%) from Ba1 (LGD2, 11%);

6 7/8% senior unsecured notes due 2020, to B1 (LGD4, 60%) from B2
(LGD4, 66%);

7.75% senior unsecured notes due 2018, to B1 (LGD4, 60%) from B2
(LGD4, 66%);

8.125% senior unsecured notes due 2015, to B1 (LGD4, 60%) from B2
(LGD4, 66%);

The following rating was assigned:

Speculative Grade Liquidity Rating, SGL- 2

RATING RATIONALE

The upgrade of Tenneco's Corporate Family Rating to Ba3 reflects
the sustained improvement in company's profitability resulting
from the recovering global automotive industry and lower debt
service requirements following the company's debt refinancing in
late 2010. The resulting improvement in credit metrics is expected
to be sustained through 2012. Moody's anticipates the recovery in
the North American automotive industry to continue in 2012 with
unit sales in the U.S. growing about 16%. The North American
original equipment business represents about 37% of Tenneco's YTD
2011 revenues. Tenneco's revenues also are expected to benefit
from new customer growth through higher commercial vehicle
launches over the near-term. Moody's believes this new business
will mitigate Moody's expectations a lagging economic recovery in
Europe (approximately 33% of YTD 2011 revenues) where the impact
of sovereign debt risks and austerity programs remains uncertain.
For the LTM period ending September 30, 2011, Tenneco's
EBIT/Interest (including Moody's standard adjustments)
approximated 2.5x and Debt/EBITDA approximated 3.1x. These metrics
are expected to improve for the full year 2011, as prior quarters
fall off.

The stable outlook anticipates Moody's expectation that Tenneco
will benefit from greater penetration on OEM on and off-road
commercial vehicles and its stability from long-term positions on
key existing platforms which will sustain credit metrics
supportive of the assigned rating.

Tenneco is expected to have a good liquidity profile over the
near-term supported by the company's cash balances and revolving
credit availability. As of September 30, 2011, the company
maintained cash and cash equivalents of $163 million. Moody's
anticipates Tenneco will generate positive free cash flow on an
annual basis over the near-term inclusive of higher levels of
working capital requirements to support business growth. The $622
million revolving credit facility commitments will reduce to $556
million in March 2012 and matures in May 2014. The facility will
mature earlier on December 15, 2013, if the $130 million senior
secured tranche B letter of credit/revolving loan facility, which
matures in March 2014, is not refinanced by that date. As of
September 30, 2011 there were $97 million of funded borrowings and
$54 million of outstanding letters of credit under the combined
facilities. Moody's expects Tenneco's performance over the next
twelve months to provide ample cushion under the financial
covenants of the bank credit facilities, supporting access to the
commitments. Alternative sources of liquidity are guided by
additional indebtedness baskets under the bank credit facilities.

Future events that could drive Tenneco's outlook or ratings higher
include continued improvement in production levels in the
company's overall global automotive markets or growth driven by
regulatory emission control requirements leading to further
improvement in credit metrics and consistent free cash flow
generation. Consideration for a higher rating could arise if these
factors were to lead to EBIT/Interest sustained over 4.0x and
Debt/EBITDA approaching 2.5x.

Future events that could drive Tenneco's outlook or ratings lower
include declines in global OEM production without successful
implementation of offsetting restructuring actions; elevated
working capital levels resulting in negative free cash flow; or
deteriorating liquidity. Consideration for a lower rating could
arise if these factors were to lead to leverage approaching 4.0x
or EBIT/Interest coverage approaching 2.0x times.

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

Tenneco, headquartered in Lake Forest, Illinois, is a leading
manufacturer of automotive emissions control (approximately 63% of
sales) and ride control (approximately 37% of sales) products and
systems for both the worldwide original equipment market and
aftermarket. Leading brands include Monroe(R), Rancho(R),
Clevite(R), and Fric Rot ride control products and Walker(R),
Fonos, and Gillet emission control products. Net sales in 2010
were approximately $6 billion.


TRAILER BRIDGE: Section 341(a) Meeting Scheduled for Jan. 18
------------------------------------------------------------
The U.S. Trustee for Region 21 will convene a meeting of creditors
of Trailer Bridge, Inc. on Jan. 18, 2012, at 1:00 p.m.  The
meeting will be held at First Floor, 300 North Hogan St. Suite
1?200, Jacksonville, Florida.

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

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

Jacksonville, Fla.-based Trailer Bridge, Inc.
-- http://www.trailerbridge.com/-- provides integrated trucking
and marine freight service to and from all points in the lower 48
states and Puerto Rico and Dominican Republic.  This total
transportation system utilizes its own trucks, drivers, trailers,
containers and U.S. flag vessels to link the mainland with Puerto
Rico via marine facilities in Jacksonville, San Juan and Puerto
Plata.

Trailer Bridge filed a voluntary Chapter 11 petition (Bankr. M.D.
Fla. Case No. 11-08348) on Nov. 16, 2011, one day after its
$82.5 million 9.25% Senior Secured Notes became due.

Judge Jerry A. Funk presides over the case.  Gardner F. Davis,
Esq., at Foley & Lardner LLP, and DLA Piper LLP (US) serve as the
Debtor's counsel.  Global Hunter Securities LLC serves as the
Debtor's investment banker.  RAS Management Advisors LLC serves as
the Debtor's financial advisor.  In its petition, the Debtor
estimated $100 million to $500 million in assets and debts.  The
petition was signed by Mark A. Tanner, co-chief executive officer.


UM FINANCIAL: Insolvency May Slow Sharia-Compliant Finance Growth
-----------------------------------------------------------------
Reuters Canada reports that the insolvency of UM Financial Inc may
hinder the growth of sharia-compliant finance in North America,
where the industry has struggled to gain traction in the absence
of a supportive regulatory framework.

UM Financial Inc was ordered into receivership in October, leaving
about $32 million worth of mortgages in the hands of Toronto's
legal system, Reuters discloses.  Accounting and business advisory
firm Grant Thornton was appointed receiver by the Ontario Superior
Court of Justice.

According to the news agency, the case has exposed uncertainty
over the legal treatment of sharia-compliant mortgages in default,
and questions over the transparency and oversight of smaller
Islamic lenders.  Reuters relates that industry experts said this
could make investors in Canada and the United States more wary of
considering Islamic finance in future.

"The failure of an Islamic financial institution should not
immediately be construed as a failure of sharia-based financing,"
the report quotes Sheikh Muddassir Siddiqui, sharia scholar and
partner at SNR Denton in Dubai, as saying.

But he added that the insolvency could give Islamic finance a bad
name if the Canadian legal system determined that Islamic mortgage
holders were not the ultimate owners of property for which they
had been paying, says Reuters.

Reuters notes that since Islam forbids the use of interest,
sharia-compliant mortgages rely on a "diminishing musharaka"
contract to help Muslims finance homebuying.  A lender and a
homebuyer share the costs of purchasing a home; the homeowner then
pays rent to the lender while purchasing the lender's share of the
house in installments.  When the value of the house is eventually
paid off, full title is transferred to the homeowner.

But it is unclear who ultimately owns the home in the case of a
bankruptcy by the lender, if legal title remains with the lender.
This raises concern that mortgage holders could lose their homes
if creditors come after the lender's assets, the report states.

Headquartered in Toronto, Canada, UM Financial Inc. offered
sharia-compliant mortgages to Muslims.


VERDE FRONT: Voluntary Chapter 11 Case Summary
----------------------------------------------
Debtor: Verde Front, LLC
        P.O. Box 300
        Dupont, WA 98327-0300

Bankruptcy Case No.: 11-49499

Chapter 11 Petition Date: December 8, 2011

Court: U.S. Bankruptcy Court
       Western District of Washington (Tacoma)

Judge: Paul B. Snyder

Debtor's Counsel: Kelly M. Wittner, Esq.
                  KENT & WITTNER PS
                  4301 S. Pine, Suite 629
                  Tacoma, WA 98409
                  Tel: (253) 473-7200
                  E-mail: kellymwittner@kentwittnerlaw.com

Scheduled Assets: $2,500,024

Scheduled Debts: $936,235

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

The petition was signed by Ismail Arslangiray, member.

Affiliate that filed separate Chapter 11 petition:

        Entity                        Case No.       Petition Date
        ------                        --------       -------------
Ismail Arslangiray                    11-42290            03/24/11


VITRO SAB: US Judge Says Mexican Court Must Decide on $1.35BB Debt
------------------------------------------------------------------
Eric Hornbeck at Bankruptcy Law360 reports that a New York state
judge ruled Thursday that it was up to a Mexican court to decide
whether guaranties on $1.35 billion in Vitro SAB de CV debt can be
altered.  Vitro is being restructured in Mexican court and through
a Chapter 15 proceeding in Texas bankruptcy court.  The guarantors
on the $1.35 billion in Vitro notes, however, are nonbankrupt
affiliates of Vitro.

                         About Vitro SAB

Headquartered in Monterrey, Mexico, Vitro, S.A.B. de C.V. (BMV:
VITROA; NYSE: VTO), through its two subsidiaries, Vitro Envases
Norteamerica, SA de C.V. and Vimexico, S.A. de C.V., is a global
glass producer, serving the construction and automotive glass
markets and glass containers needs of the food, beverage, wine,
liquor, cosmetics and pharmaceutical industries.

Vitro is the largest manufacturer of glass containers and flat
glass in Mexico, with consolidated net sales in 2009 of MXN23,991
million (US$1.837 billion).

Vitro defaulted on its debt in 2009, and sought to restructure
around US$1.5 billion in debt, including US$1.2 billion in notes.
Vitro launched an offer to buy back or swap US$1.2 billion in debt
from bondholders.  The tender offer would be consummated with a
bankruptcy filing in Mexico and Chapter 15 filing in the United
States.  Vitro said noteholders would recover as much as 73% by
exchanging existing debt for cash, new debt or convertible bonds.

          Concurso Mercantil & Chapter 15 Proceedings

Vitro SAB on Dec. 13, 2010, filed its voluntary petition for a
pre-packaged Concurso Plan in the Federal District Court for
Civil and Labor Matters for the State of Nuevo Leon, commencing
its voluntary concurso mercantil proceedings -- the Mexican
equivalent of a prepackaged Chapter 11 reorganization.  Vitro SAB
also commenced parallel proceedings under Chapter 15 of the U.S.
Bankruptcy Code (Bankr. S.D.N.Y. Case No. 10-16619) in Manhattan
on Dec. 13, 2010, to seek U.S. recognition and deference to its
bankruptcy proceedings in Mexico.

Early in January 2011, the Mexican Court dismissed the Concurso
Mercantil proceedings.  The judge said Vitro couldn't push through
a plan to buy back or swap US$1.2 billion in debt from bondholders
based on the vote of US$1.9 billion of intercompany debt when
third-party creditors were opposed.  Vitro as a result dismissed
the first Chapter 15 petition following the ruling by the Mexican
court.

On April 12, 2011, an appellate court in Mexico reinstated the
reorganization.  Accordingly, Vitro SAB on April 14 re-filed a
petition for recognition of its Mexican reorganization in U.S.
Bankruptcy Court in Manhattan (Bankr. S.D.N.Y. Case No. 11-
11754).

The Vitro parent told the Mexico stock exchange that it received
sufficient acceptances of its reorganization pending in a court in
Monterrey.  The approval vote was evidently obtained using claims
of affiliates.  The bondholders are opposing the Mexican
reorganization plan because shareholders could retain ownership
while bondholders aren't being paid in full.  Bondholders
previously cited an "independent analyst" who estimated the
Mexican plan was worth 49% to 54% of creditors'
claims.

In the present Chapter 15 case, the Debtor seeks to block any
creditor suits in the U.S. pending the reorganization in Mexico.

                    Chapter 11 Proceedings

A group of noteholders opposed the exchange -- namely Knighthead
Master Fund, L.P., Lord Abbett Bond-Debenture Fund, Inc.,
Davidson Kempner Distressed Opportunities Fund LP, and Brookville
Horizons Fund, L.P.  Together, they held US$75 million, or
approximately 6% of the outstanding bond debt.  The Noteholder
group commenced involuntary bankruptcy cases under Chapter 11 of
the U.S. Bankruptcy Code against Vitro Asset Corp. (Bankr. N.D.
Tex. Case No. 10-47470) and 15 other affiliates on Nov. 17, 2010.

Vitro engaged Susman Godfrey, L.L.P. as U.S. special litigation
counsel to analyze the potential rights that Vitro may exercise in
the United States against the ad hoc group of dissident
bondholders and its advisors.

A larger group of noteholders, known as the Ad Hoc Group of Vitro
Noteholders -- comprised of holders, or investment advisors to
holders, which represent approximately US$650 million of the
Senior Notes due 2012, 2013 and 2017 issued by Vitro -- was not
among the Chapter 11 petitioners, although the group has expressed
concerns over the exchange offer.  The group says the exchange
offer exposes Noteholders who consent to potential adverse
consequences that have not been disclosed by Vitro.  The group is
represented by John Cunningham, Esq., and Richard Kebrdle, Esq. at
White & Case LLP.

The U.S. affiliates subject to the involuntary petitions are Vitro
Chemicals, Fibers & Mining, LLC (Bankr. N.D. Tex. Case No.10-
47472); Vitro America, LLC (Bankr. N.D. Tex. Case No. 10-47473);
Troper Services, Inc. (Bankr. N.D. Tex. Case No. 10-47474); Super
Sky Products, Inc. (Bankr. N.D. Tex. Case No. 10-47475); Super Sky
International, Inc. (Bankr. N.D. Tex. Case No. 10-47476); VVP
Holdings, LLC (Bankr. N.D. Tex. Case No. 0-47477); Amsilco
Holdings, Inc. (Bankr. N.D. Tex. Case No. 10-47478); B.B.O.
Holdings, Inc. (Bankr. N.D. Tex. Case No. 10-47479); Binswanger
Glass Company (Bankr. N.D. Tex. Case No. 10-47480); Crisa
Corporation (Bankr. N.D. Tex. Case No. 10-47481); VVP Finance
Corporation (Bankr. N.D. Tex. Case No. 10-47482); VVP Auto Glass,
Inc. (Bankr. N.D. Tex. Case No. 10-47483); V-MX Holdings, LLC
(Bankr. N.D. Tex. Case No. 10-47484); and Vitro Packaging, LLC
(Bankr. N.D. Tex. Case No. 10-47485).

A bankruptcy judge in Fort Worth, Texas, denied involuntary
Chapter 11 petitions filed against four U.S. subsidiaries.  On
April 6, 2011, Vitro SAB agreed to put Vitro units -- Vitro
America LLC and three other U.S. subsidiaries -- that were subject
to the involuntary petitions into voluntary Chapter 11. The Texas
Court on April 21 denied involuntary petitions against the eight
U.S. subsidiaries that didn't consent to being in Chapter 11.

Kurtzman Carson Consultants is the claims and notice agent to
Vitro America, et al.  Alvarez & Marsal North America LLC, is the
Debtors' operations and financial advisor.

The official committee of unsecured creditors appointed in the
Chapter 11 cases of Vitro America, et al., has selected Sarah
Link Schultz, Esq., at Akin Gump Strauss Hauer & Feld LLP, in
Dallas, Texas, and Michael S. Stamer, Esq., Abid Qureshi, Esq.,
and Alexis Freeman, Esq., at Akin Gump Strauss Hauer & Feld LLP,
in New York, as counsel.  Blackstone Advisory Partners L.P. serves
as financial advisor to the Committee.

The U.S. Vitro companies sold their assets to American Glass
Enterprises LLC, an affiliate of Sun Capital Partners Inc., for
US$55 million.


WASHINGTON MUTUAL: Ex-CEO, 2 Other Execs Settle With FDIC
---------------------------------------------------------
The Wall Street Journal's Victoria McGrane and Dan Fitzpatrick
report that people familiar with the matter said three former
Washington Mutual Inc. executives -- former Chief Executive Kerry
Killinger, ex-President Stephen Rotella and former home loans
President David Schneider -- will put up a total of about $400,000
and surrender $24 million in retirement and bonus claims as part
of a $64 million civil settlement with the Federal Deposit
Insurance Corp.  The rest of the $64 million will be paid by the
liability insurance from the failed bank.

WSJ notes the $64 million payout represents only a fraction of the
$900 million that originally was sought by the FDIC, but senior
agency officials said that is to be expected.  An official said
the FDIC believes the settlement is the maximum recovery the
agency could have gotten.  As with any settlement, the agency
considered the cost of further litigation, defendants' ability to
pay and risk of losing the case, officials said.

WSJ reports FDIC officials said the settlement could be finalized
as early as Wednesday, and still needs bankruptcy court approval.
WSJ relates the FDIC officials confirmed the $64 million figure
but didn't break out the components of the agreement.

The settlement comes on top of $125 million the FDIC said it has
secured as part of a separate settlement it reached with
Washington Mutual to release claims against other former outside
directors and officers.

The FDIC sued Messrs. Killinger, Rotella and Schneider in federal
court in Seattle in March for taking gambles that sparked the
thrift's collapse in 2008.  The FDIC accused the three, along with
the wives of Messrs. Killinger and Rotella, of seeking to shield
cash and their houses from legal claims.  The three former
executives received a total of $95 million in compensation from
2005 to 2008, the FDIC said in its lawsuit.

The report relates the settlement would end litigation against the
wives of Messrs. Killinger and Rotella.  Lawyers for the three men
declined to comment.

                        About Washington Mutual

Based in Seattle, Washington, Washington Mutual Inc. --
http://www.wamu.com/-- was the holding company for Washington
Mutual Bank as well as numerous non-bank subsidiaries.

Washington Mutual Bank was taken over on Sept. 25, 2008, by U.S.
government regulators. The next day, WaMu and its affiliate, WMI
Investment Corp., filed separate petitions for Chapter 11 relief
(Bankr. D. Del. 08-12229 and 08-12228, respectively). WaMu owns
100% of the equity in WMI Investment. When WaMu filed for
protection from its creditors, it disclosed assets of
$32,896,605,516 and debts of $8,167,022,695. WMI Investment
estimated assets of $500 million to $1 billion with zero debts.

WaMu is represented by Brian Rosen, Esq., at Weil, Gotshal &
Manges LLP in New York City; Mark D. Collins, Esq., at Richards,
Layton & Finger P.A. in Wilmington, Del.; and Peter Calamari,
Esq., and David Elsberg, Esq., at Quinn Emanuel Urquhart Oliver &
Hedges, LLP. The Debtor tapped Valuation Research Corporation as
valuation service provider for certain assets.

Fred S. Hodara, Esq., at Akin Gump Strauss Hauer & Fled LLP in New
York, and David B. Stratton, Esq., at Pepper Hamilton LLP in
Wilmington, Del., represent the Official Committee of Unsecured
Creditors. Stephen D. Susman, Esq., at Susman Godfrey LLP and
William P. Bowden, Esq., at Ashby & Geddes, P.A., represent the
Equity Committee. The official committee of equity security
holders also tapped BDO USA as its tax advisor. Stacey R.
Friedman, Esq., at Sullivan & Cromwell LLP and Adam G. Landis,
Esq., at Landis Rath & Cobb LLP in Wilmington, Del., represent
JPMorgan Chase, which acquired the WaMu bank unit's assets prior
to the Petition Date.

On Jan. 7, 2011, the Bankruptcy Court entered a 107-page opinion
determining that the global settlement agreement, among certain
parties including WMI, the Federal Deposit Insurance Corporation
and JPMorgan, upon which the Plan is premised, and the
transactions contemplated therein, are fair, reasonable, and in
the best interests of WMI. However, the Opinion and related order
denied confirmation, but suggested certain modifications to the
Company's Sixth Amended Joint Plan of Affiliated Debtors that, if
made, would facilitate confirmation.

WaMu filed a Modified Sixth Amended Joint Plan and a related
Supplemental Disclosure Statement, which it believes would address
the Bankruptcy Court's concerns.

On Sept. 13, 2011, Judge Walrath denied confirmation of WaMu's
Modified Sixth Amended Plan and granted equity committee standing
to prosecute claims for equitable disallowance but stayed the
ruling pending mediation.

WaMu said it would seek confirmation of a revised plan "as soon as
practicable."

The Plan proposes to pay more than $7 billion to creditors and
incorporates a global settlement agreement resolving issues among
the Debtors, JPMorgan Chase, the Federal Deposit Insurance Corp.
in its corporate capacity and as receiver for WaMu Bank, certain
large creditors, certain WMB senior noteholders, and the
creditors' committee. The Settlement Noteholders are Appaloosa
Management, L.P., Aurelius Capital Management LP, Centerbridge
Partners, LP, and Owl Creek Asset Management, L.P.


WASHINGTON MUTUAL: Files New Plan of Reorganization
---------------------------------------------------
Washington Mutual, Inc. disclosed that the Company and certain
significant parties in the Company's chapter 11 proceedings
(including the Official Committee of Equity Security Holders (the
"Equity Committee")) have reached a comprehensive settlement of
the disputes that the Company and the settling parties believe
facilitates the filing of, and confirmation of, the Company's Plan
(as defined below).

In connection with the foregoing, and in accordance with chapter
11 of the United States Bankruptcy Code, the Company and WMI
Investment Corp. (together, the "Debtors") filed the Seventh
Amended Joint Plan of Affiliated Debtors (as amended, modified or
supplemented from time to time, the "Plan") and a related
disclosure statement for the Plan (as amended, modified or
supplemented from time to time, the "Disclosure Statement").  The
Plan and Disclosure Statement were filed earlier today with the
United States Bankruptcy Court for the District of Delaware (the
"Bankruptcy Court").

"The comprehensive settlement announced today represents a fair
and reasonable recovery for the thousands of equity holders of the
Company who have been following this case closely for three years.
The Equity Committee and its advisors are pleased with the result
and look forward to and support the swift confirmation of the
Plan," said Michael Willingham, chairman of the Equity Committee
appointed in the Company's chapter 11 proceedings.

As more fully described in the Disclosure Statement, the Plan
largely mirrors the Company's Modified Sixth Amended Joint Plan of
Reorganization  and is premised upon and incorporates the terms of
the Second Amended and Restated Global Settlement Agreement (as
amended, modified or supplemented from time to time, the "GSA")
previously entered into by parties including the Company, JPMorgan
Chase Bank, N.A., the Federal Deposit Insurance Corporation (both
in its individual capacity and as receiver for Washington Mutual
Bank, the "FDIC").  The Bankruptcy Court previously determined
that the GSA, and the transactions contemplated therein, are fair,
reasonable and in the best interests of the Debtors' estates.

In addition, under the terms of the comprehensive settlement
announced today, which remains subject to approval by the
Bankruptcy Court, the parties have agreed to the following:

Upon the effective date of the Plan, reorganized WMI's assets will
consist of its equity interests in WMI Investment Corp. and WM
Mortgage Reinsurance Company, Inc.

The reorganized Company will be funded by a $75 million
contribution from certain creditors.

In addition, subject to execution of definitive documentation, the
parties generally referred to as the "Settlement Noteholders" have
committed to provide exit financing in the form of a $125 million
senior secured, multi-draw credit facility to fund working
capital, general corporate purposes and eligible originations and
acquisitions.

The majority of the common equity in the reorganized Company will
be distributed to the Company's current preferred and common
equity holders in accordance with the Plan and as described in the
Disclosure Statement.  The reorganized Company's board of
directors will, initially, be composed of four members selected by
the Equity Committee and one member selected by the lenders under
the credit agreement.

As in the Modified Sixth Plan, the Plan provides for the
establishment of a liquidating trust for the benefit of holders of
allowed claims against the Debtors.  The Plan contemplates that
the Liquidating Trust will be capitalized with an initial budget
of between $50 and $60 million, a significant portion of which
will be available to pursue litigation as described in the Plan.
Consistent with the opinion issued by the Bankruptcy Court in
relation to the Modified Sixth Plan, the Plan incorporates
modifications to resolve certain governance issues related to the
Liquidating Trust, including the management and prosecution of
certain claims and causes of action transferred to the Liquidating
Trust by the Debtors.

WMI issued this statement:

"The proposed settlement agreement represents a positive step
toward completing the Chapter 11 process.  WMI has worked closely
with all significant creditor groups and the Equity Committee to
achieve a plan that will result in the distribution of over $7
billion to the estate's parties-in-interest upon confirmation and
approval by the Bankruptcy Court.  WMI believes that the value of
the estate and recoveries for its creditors will be maximized by
the implementation of the Plan.

WMI has requested, and the Bankruptcy Court has agreed, to
schedule a hearing at 2:00 p.m. (EST) on January 11, 2012 to
consider approval of the Disclosure Statement.  Following approval
of the Disclosure Statement, WMI will ask the Bankruptcy Court to
schedule a hearing in mid-February to confirm the Plan.  The
Company hopes to emerge from chapter 11 by the end of February."

                     About Washington Mutual

Based in Seattle, Washington, Washington Mutual Inc. --
http://www.wamu.com/-- was the holding company for Washington
Mutual Bank as well as numerous non-bank subsidiaries.

Washington Mutual Bank was taken over on Sept. 25, 2008, by U.S.
government regulators. The next day, WaMu and its affiliate, WMI
Investment Corp., filed separate petitions for Chapter 11 relief
(Bankr. D. Del. 08-12229 and 08-12228, respectively). WaMu owns
100% of the equity in WMI Investment. When WaMu filed for
protection from its creditors, it disclosed assets of
$32,896,605,516 and debts of $8,167,022,695. WMI Investment
estimated assets of $500 million to $1 billion with zero debts.

WaMu is represented by Brian Rosen, Esq., at Weil, Gotshal &
Manges LLP in New York City; Mark D. Collins, Esq., at Richards,
Layton & Finger P.A. in Wilmington, Del.; and Peter Calamari,
Esq., and David Elsberg, Esq., at Quinn Emanuel Urquhart Oliver &
Hedges, LLP. The Debtor tapped Valuation Research Corporation as
valuation service provider for certain assets.

Fred S. Hodara, Esq., at Akin Gump Strauss Hauer & Fled LLP in New
York, and David B. Stratton, Esq., at Pepper Hamilton LLP in
Wilmington, Del., represent the Official Committee of Unsecured
Creditors. Stephen D. Susman, Esq., at Susman Godfrey LLP and
William P. Bowden, Esq., at Ashby & Geddes, P.A., represent the
Equity Committee. The official committee of equity security
holders also tapped BDO USA as its tax advisor. Stacey R.
Friedman, Esq., at Sullivan & Cromwell LLP and Adam G. Landis,
Esq., at Landis Rath & Cobb LLP in Wilmington, Del., represent
JPMorgan Chase, which acquired the WaMu bank unit's assets prior
to the Petition Date.

On Jan. 7, 2011, the Bankruptcy Court entered a 107-page opinion
determining that the global settlement agreement, among certain
parties including WMI, the Federal Deposit Insurance Corporation
and JPMorgan, upon which the Plan is premised, and the
transactions contemplated therein, are fair, reasonable, and in
the best interests of WMI. However, the Opinion and related order
denied confirmation, but suggested certain modifications to the
Company's Sixth Amended Joint Plan of Affiliated Debtors that, if
made, would facilitate confirmation.

WaMu filed a Modified Sixth Amended Joint Plan and a related
Supplemental Disclosure Statement, which it believes would address
the Bankruptcy Court's concerns.

On Sept. 13, 2011, Judge Walrath denied confirmation of WaMu's
Modified Sixth Amended Plan and granted equity committee standing
to prosecute claims for equitable disallowance but stayed the
ruling pending mediation.

WaMu said it would seek confirmation of a revised plan "as soon as
practicable."

The Plan proposes to pay more than $7 billion to creditors and
incorporates a global settlement agreement resolving issues among
the Debtors, JPMorgan Chase, the Federal Deposit Insurance Corp.
in its corporate capacity and as receiver for WaMu Bank, certain
large creditors, certain WMB senior noteholders, and the
creditors' committee. The Settlement Noteholders are Appaloosa
Management, L.P., Aurelius Capital Management LP, Centerbridge
Partners, LP, and Owl Creek Asset Management, L.P.


WATSON PRODUCTIONS: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------------
Debtor: Watson Productions LLC
          dba Skyline Displays New York
              Ala Gate Carte
        60 Plant Avenue, Suite 5
        Hauppauge, NY 11788

Bankruptcy Case No.: 11-78552

Chapter 11 Petition Date: December 7, 2011

Court: U.S. Bankruptcy Court
       Eastern District of New York (Central Islip)

Judge: Robert E. Grossman

Debtor's Counsel: Michael J. Macco, Esq.
                  MACCO & STERN LLP
                  135 Pinelawn Road, Suite 120 South
                  Melville, NY 11747
                  Tel: (631) 549-7900
                  Fax: (631) 549-7845
                  E-mail: lsimms@maccosternlaw.com

Scheduled Assets: $823,216

Scheduled Debts: $1,603,033

The Company's list of its 20 largest unsecured creditors filed
with the petition is available for free at:
http://bankrupt.com/misc/nyeb11-78552.pdf

The petition was signed by Robert T. Watson, managing member.


WILLIAM L. BERRY: Voluntary Chapter 11 Case Summary
---------------------------------------------------
Debtor: William L. Berry MD PA
        P.O. Box 969
        Danville, AR 72833

Bankruptcy Case No.: 11-17743

Chapter 11 Petition Date: December 6, 2011

Court: United States Bankruptcy Court
       Eastern District of Arkansas (Little Rock)

Judge: Audrey R. Evans

Debtor's Counsel: Frederick S. Wetzel, Esq.
                  FREDERICK S. WETZEL, P.A.
                  200 North State Street, Suite 200
                  Little Rock, AR 72201
                  Tel: (501) 663-0535
                  E-mail: frederickwetzel@sbcglobal.net

Estimated Assets: $0 to $50,000

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

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

The petition was signed by William L. Berry, M.D.,
owner/president.


* Supreme Court to Weigh in on Credit-Bidding in Bankruptcy
-----------------------------------------------------------
Dow Jones' Daily Bankruptcy Review reports that the U.S. Supreme
Court has opted to weigh in on one of the hottest topics in
bankruptcy: whether lenders have the right to use debt as currency
in bankruptcy auctions.


* Derivatives Dealers Transfer Credit Risk to Shadow Banks
----------------------------------------------------------
Dow Jones' Daily Bankruptcy Review reports that derivatives
dealers have transferred large amounts of credit risk to opaque
and largely unregulated parts of the financial system, often using
instruments that were themselves opaque, the Bank for
International Settlements said in its quarterly report.


* U.S. Airlines October On-Time Performance Up, Cancellations Down
------------------------------------------------------------------
Dow Jones' Daily Bankruptcy Review reports that U.S. airlines'
October on-time performance improved from a year earlier as
airlines also canceled fewer flights, according to the Department
of Transportation.


* DebtX to Sell $334 Million Loan Portfolio
-------------------------------------------
DebtX is the exclusive agent selling $334 million in loans on
behalf of a real estate fund that filed for Chapter 11 bankruptcy.

The portfolio consists primarily of Acquisition, Development and
Construction (ADC) loans collateralized by land in nine U.S.
states.  A total of 18 loans are being sold, including a $61
million non-performing loan in Wyoming and a $55 million non-
performing loan in California secured by land and water rights.

"DebtX is pleased to have been selected for this bankruptcy sale
and is looking forward to working on similar transactions as the
dislocation continues in the credit markets," said DebtX CEO
Kingsley Greenland.  "Given the unique nature of many of the
properties secured by these loans, we expect strong interest from
local, national and international investors."

Bids will be accepted on Thursday, January 19 by 2:00 p.m.
Eastern. Due diligence materials are currently available at
http://www.debtx.com/

                           About DebtX

DebtX - http://www.debtx.com/-- is the world's premier, full-
service loan sale advisor for commercial, consumer and specialty
finance debt.  DebtX operates the largest online marketplace for
loan sales, serving commercial banks, investment banks, insurance
companies, and government-sponsored enterprises.  DebtX's
innovative deal management platform and loan sale process maximize
proceeds and have been assessed and approved by many of the
world's most sophisticated financial institutions for
functionality, security and privacy. DebtX provides valuation and
analytics services, including objective mark-to-market loan
valuations using unique pricing models that incorporate data from
hundreds of thousands of loans. DebtX provides web-based deal
management platforms for syndication, agency, and loan sale
professionals.  DebtX is based in Boston, with U.S. offices in San
Francisco, Atlanta, McLean (VA), and New York and European offices
in the United Kingdom, Spain and Germany.


* Alston & Bird's Matt Levin Joins Kilpatrick Townsend
------------------------------------------------------
Kilpatrick Townsend & Stockton unveiled on Dec. 8, 2011, the
addition of partner Matthew Levin to its nationally recognized
Bankruptcy and Financial Restructuring Team.  Mr. Levin is joining
Kilpatrick Townsend's Atlanta office.

"Matthew is an outstanding lawyer, who I have known for over a
decade," said Todd Meyers, Chair of Kilpatrick Townsend's
Bankruptcy and Financial Restructuring Team. "He is someone who I
have worked closely with on a number of large cases over the years
and have always come away being impressed by his legal abilities,
commitment to his clients, and professionalism. Matthew will
further strengthen the firm's bankruptcy practice and he will be a
great resource to new and existing clients."

Mr. Levin focuses his practice on corporate restructurings and
bankruptcy litigation. He has extensive experience in the area of
debtor representation. Mr. Levin assists entities in a number of
different industries -- from leading manufacturers in the textile,
auto and synthetic turf industries to the healthcare arena --
navigate their way through the Chapter 11 process.

Mr. Levin is listed in Super Lawyers magazine and featured as one
of the leading Georgia lawyers for bankruptcy practice in Chambers
USA: America's Leading Lawyers for Business. He has been listed as
such for each year since 2004. Mr. Levin is a member of the
American Bankruptcy Institute, and the Bankruptcy Sections of both
the Atlanta Bar Association and the State Bar of Georgia. He has
also spoken and written on a variety of bankruptcy issues both in
Georgia and nationally.

Mr. Levin joins Kilpatrick Townsend from Alston & Bird. He
received his J.D. from the University of Virginia School of Law
where he was a member of the Virginia Law Review and Order of the
Coif. He also received his B.A. from the University of Virginia.


* Berger Singerman Attorneys Named DBR "Most Effective Lawyers"
---------------------------------------------------------------
The Florida business law firm Berger Singerman disclosed that
attorneys Howard Berlin and Kristopher Aungst have been named
"Most Effective Lawyers 2011" by the Daily Business Review.
"Most Effective Lawyers" recognizes South Florida attorneys that
achieved significant results for their clients and the finalists
were recognized at a luncheon held on Friday, December 9 at the
Four Seasons Hotel in Miami.

Messrs. Berlin and Aungst were recognized in the Bankruptcy
category for their work on the TOUSA bankruptcy, in which they
lead the team that mediated more than 1,700 claims filed by the
Hollywood, FL-based home builder which itself filed for bankruptcy
reorganization in 2008.  Mr. Berlin, Mr. Aungst and their fellow
team members at Berger Singerman were successful in achieving a
settlement in over 99% of the cases over a period of 9 months, a
huge undertaking that netted an extremely positive result for the
client.

"It is an honor and privilege to be recognized for our work with
TOUSA," said Mr. Berlin.  "This case has been extremely time-
intensive and difficult, but we are pleased to have obtained
positive results for our client and the creditors of this estate.
As the case continues through the reorganization process, we are
hopeful for a final result that will be embraced by all interested
parties.

Mr. Berlin brings more than 30 years of experience representing
corporate debtors, secured lenders, creditors' committees, and
individual creditors in complex restructuring and insolvency
proceedings.  While Chair of the Business Law Section, Mr. Berlin
advanced the development of the Complex Business Courts in the
Florida Circuit Courts, and today there are three such divisions
throughout the State, including in Miami Dade and Broward
Counties.

Kris Aungst concentrates his practice in complex in and out of
court business restructuring matters.  Mr. Aungst has also been
involved in numerous bankruptcy litigation matters representing
creditors, debtors and chapter 7 trustees.

Berger Singerman is a Florida business law firm with more than 60
attorneys working out of offices in Boca Raton, Fort Lauderdale,
Miami and Tallahassee.  Members of the firm have expertise in all
areas of commercial law, including banking, creditors' rights,
business reorganization, bankruptcy, corporate & securities,
dispute resolution and litigation, white collar crime, real
estate, environmental and land use, health care, tax, estate
planning, and probate.


* Duff & Phelps Acquires RSM Restructuring Group
------------------------------------------------
Duff & Phelps Corporation disclosed that RSM Richter's Financial
Restructuring Practice in Toronto has joined Duff & Phelps'
existing team in Canada.  RSM Richter's Financial Restructuring
Practice in Toronto consists of 17 professionals focused on
restructuring and insolvency.  The transaction, terms of which
were not disclosed, expands Duff & Phelps' presence in Canada and
enhances the firm's Global Restructuring Advisory practice.

The new team from RSM Richter will integrate with and complement
Duff & Phelps' existing Canadian group, which joined from Toronto-
based financial advisory firm Cole & Partners in 2010 and provides
dispute consulting, valuation and corporate finance advisory
services.  In addition, RSM Richter's Financial Restructuring
Practice in Toronto deepens the reach of Duff & Phelps' Global
Restructuring Advisory practice, which is well-established in the
US, continental Europe and the UK, where the firm recently added
150 employees focused on corporate restructuring and turnaround
services.

"The addition of these talented and highly respected colleagues
from RSM Richter -- combined with the existing team that we
successfully established in Toronto a year-and-a-half ago --
creates a critical mass for Duff & Phelps in Canada that will
enable us to pursue more opportunities in that region and around
the world," said Noah Gottdiener, chief executive officer at Duff
& Phelps.  "Gaining the technical prowess and professional
reputation that comes with RSM Richter's Financial Restructuring
Practice in Toronto is an important step in building out our
Global Restructuring Advisory expertise, as an increasing number
of organizations seek trusted advisors who truly understand the
stakes in distressed matters -- especially when facing complex,
cross-border situations."

For over 25 years, RSM Richter's Financial Restructuring team has
built a reputation as one of Canada's leading turnaround firms,
offering services to distressed businesses and their stakeholders,
including senior lenders and other constituents in all industries
across Canada.  In addition to playing roles in several of
Canada's largest restructuring matters, the team has been deeply
involved in US restructurings on behalf of US stakeholders.  RSM
Richter's services include assessing the viability of distressed
businesses, assisting clients with the identification and
divestiture of underperforming operations, leading sales processes
and assisting with recapitalizations.  In Canada, Richter performs
these mandates in both informal turnarounds and when acting under
the jurisdiction of the court, including as monitor and
information officer under the Companies' Creditors Arrangement
Act; as proposal trustee, trustee in bankruptcy, receiver,
receiver and manager and interim receiver under the Bankruptcy and
Insolvency Act; and under other relevant legislation.

All of the leaders of RSM Richter's Financial Restructuring
Practice in Toronto -- including managing directors Bobby Kofman,
David Sieradzki, Peter Farkas and Robert Harlang -- are joining
Duff & Phelps as part of the transaction.  This transaction
follows Ernst & Young's recent acquisition of RSM Richter's audit,
tax and transaction advisory practices in Toronto, as well as the
Calgary restructuring practice.

"All of us look forward to leveraging our experience, knowledge of
the restructuring landscape and network of key contacts as we help
grow the Duff & Phelps business in Canada and beyond," said
Kofman.  "By having access to Duff & Phelps' full suite of
services, depth of experience and broad geographic footprint, we
can further develop our relationships with Canadian banks, law
firms and other financial institutions while also forging exciting
new partnerships throughout the world."

                        About Duff & Phelps

As a leading global provider of financial advisory and investment
banking services, Duff & Phelps -- http://www.duffandphelps.com/-
- balances analytical skills, deep market insight and independence
to help clients make sound decisions.  The firm provides expertise
in the areas of valuation, transactions, financial restructuring,
alternative assets, disputes and taxation, with more than 1,000
employees serving clients from offices in North America, Europe
and Asia.  Investment banking services in the United States are
provided by Duff & Phelps Securities, LLC.  Member FINRA/SIPC. M&A
Advisory services in the United Kingdom and Germany are provided
by Duff & Phelps Securities Ltd. Duff & Phelps Securities Ltd. is
authorized and regulated by the Financial Services Authority.
Investment banking services in France are provided by Duff &
Phelps SAS.


* KCC Adds Former Litigators to Class Action Team
-------------------------------------------------
Kurtzman Carson Consultants LLC (KCC), a Computershare company and
premier provider of administrative-support services for the legal
and financial industries, disclosed that class action attorneys,
Matthew Bucher and Robert DeWitte have joined KCC's Class Action
Services Team.  The depth of their industry knowledge strengthens
the company's proficiency in anticipating and meeting client's
needs in class action settlement administration.

"Leveraging the experience and insights they gained while
practicing law, Matthew and Robert will work with clients to
identify the most effective administration support KCC can deliver
to meet their desired outcome," said James Le, KCC's Executive
Vice President of Class Action Services.

Matthew brings more than a decade of legal experience to KCC. He
spent nine years with Milberg LLP, where he focused on securities
and commercial fraud and played a significant role in the landmark
case, In re Initial Public Offering Securities Litigation.
Matthew began his legal career at Cauley Bowman Carney & Williams
PLLC.  He received his Juris Doctor from the University of
Arkansas School of Law and is licensed to practice law in both New
York and Arkansas.

As a class action attorney in Chicago, Robert successfully
represented plaintiffs in securities class actions, including the
In re DVI Securities Litigation.  He has in-depth experience in
10b-5 and 20(a) cases as well as large-scale merger-related
matters and consumer class action litigation.  Robert received a
joint Juris Doctor and Master of Public Administration degree from
Indiana University where he served as Notes and Comments Editor
for the Indiana Law Journal.  He is a member and active supporter
of the Chicago Bar Association's (CBA) Class Litigation Committee.

                              About KCC

Kurtzman Carson Consultants LLC -- http://www.kccllc.com/-- a
Computershare company, provides administrative-support services
that help legal professionals realize time and cost efficiencies.
With an integrated suite of corporate restructuring, class action
and legal document management solutions, KCC alleviates the
administrative challenges of today's legal processes and
procedures.  KCC has gained client and industry recognition for
its industry expertise, professional-level client service and
proprietary technologies.

                   About Computershare Limited (CPU)

Computershare (asx:CPU) is a global market leader in transfer
agency and share registration, employee equity plans, proxy
solicitation and stakeholder communications.


* Upcoming Meetings, Conferences and Seminars
---------------------------------------------

April 3-5, 2012
  TURNAROUND MANAGEMENT ASSOCIATION
     TMA Spring Conference
        Grand Hyatt Atlanta, Atlanta, Ga.
           Contact: http://www.turnaround.org/

Apr. 19-22, 2012
  AMERICAN BANKRUPTCY INSTITUTE
     Annual Spring Meeting
        Gaylord National Resort & Convention Center,
        National Harbor, Md.
           Contact: 1-703-739-0800; http://www.abiworld.org/

July 14-17, 2012
  AMERICAN BANKRUPTCY INSTITUTE
     Southeast Bankruptcy Workshop
        The Ritz-Carlton Amelia Island, Amelia Island, Fla.
           Contact: 1-703-739-0800; http://www.abiworld.org/

Aug. 2-4, 2012
  AMERICAN BANKRUPTCY INSTITUTE
     Mid-Atlantic Bankruptcy Workshop
        Hyatt Regency Chesapeake Bay, Cambridge, Md.
           Contact: 1-703-739-0800; http://www.abiworld.org/

November 1-3, 2012
  TURNAROUND MANAGEMENT ASSOCIATION
     TMA Annual Convention
        Westin Copley Place, Boston, Mass.
           Contact: http://www.turnaround.org/

Nov. 29 - Dec. 2, 2012
  AMERICAN BANKRUPTCY INSTITUTE
     Winter Leadership Conference
        JW Marriott Starr Pass Resort & Spa, Tucson, Ariz.
           Contact: 1-703-739-0800; http://www.abiworld.org/

April 10-12, 2013
  TURNAROUND MANAGEMENT ASSOCIATION
     TMA Spring Conference
        JW Marriott Chicago, Chicago, Ill.
           Contact: http://www.turnaround.org/

October 3-5, 2013
  TURNAROUND MANAGEMENT ASSOCIATION
     TMA Annual Convention
        Marriott Wardman Park, Washington, D.C.
           Contact: http://www.turnaround.org/



                           *********

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 ***