TCR_Public/111219.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

            Monday, December 19, 2011, Vol. 15, No. 351

                            Headlines

78 FIRST: Court OKs Macdonald & Associates as Attorneys
94TH AND SHEA: Directed to Release Experts' Work Product
108 WALNUT: Case Summary & 7 Largest Unsecured Creditors
785 PARTNERS: First Manhattan Wants Mechanic's Lien Disallowed
3 G PROPERTIES: Submits Modification to Amended Liquidation Plan

30DC INC: Marcum LLP Raises Going Concern Doubt
ABITIBIBOWATER INC: Commences Take-Over Bid for Fibrek Inc.
ADOBE TRUCKING: Bank's Foreclosure Sale Commercially Reasonable
AEROGROW INTERNATIONAL: Board Appoints Wayne Harding as Director
APOLLO MEDICAL: Adrian Vazquez Resigns as President & Chairman

ARCTIC GLACIER: Second Lien Lenders Acquire First Lien Position
ATI ACQUISITION: S&P Lowers Corporate Credit Rating to 'CCC-'
AVI BIOPHARMA: Gets NASDAQ Minimum Bid Price Non-Compliance Notice
B-NGAE3 LLC: Voluntary Chapter 11 Case Summary
BATAA/KIERLAND LLC: Can Use JPMCC Cash Collateral Until Dec. 31

BIG DRIVE CATTLE: Farm Credit Lawsuit Goes to District Court
BLACK RAVEN: Acquires Remaining 20% Interest in Adena Field
BLITZ USA: Gets Final Nod to Pay Critical Vendor's Claims
BRIGHAM EXPLORATION: Amends Certificate of Incorporation
BUTTERMILK TOWNE: Can Use BofA Cash Collateral Until Jan. 7

C&D TECHNOLOGIES: Incurs $3.9-Mil. Net Loss in Oct. 31 Quarter
CAPITOL CITY: Amends 5 Million Common Shares Offering
CATALYST PAPER: Defers $21MM Interest Payment on Senior Notes
CATASYS INC: Chairman & CEO Peizer Owns 53.9% of Shares
CATHAY FOREST: Receives TSX Venture Delisting Notice

CELL THERAPEUTICS: To Sell $20MM Preferred Shares & Warrants
CENTRAL FEDERAL: Extends Rights Offering Record Date to Dec. 21
CENTURY PLAZA: Can Use PrivateBank Cash Collateral Until Dec. 31
CHRYSLER LLC: Tenn. Sup. Ct. Rules in Products Liability Suit
CITY CAPITAL: Jeffery Smuda Resigns as CEO, Chairman & Director

COLLIER LAND: Has Until Jan. 17 to File Outline and Ch. 11 Plan
CONQUEST PETROLEUM: CEO Says Loss of Assets Critical to Existence
DAKOTA COUNTY: S&P Raises Rating on Revenue Bonds From 'B+'
DEMREX INDUSTRIAL: Voluntary Chapter 11 Case Summary
DIVERSIFIED MACHINE: S&P Assigns 'B' Rating to $175MM Term Loan

DRINKS AMERICAS: Darrin Ocasio Discloses 6.3% Equity Stake
DELTA PETROLEUM: File Voluntary Petitions for Chapter 11
DELTA PETROLEUM: Case Summary & 30 Largest Unsecured Creditors
DTF CORPORATION: Files Schedules of Assets and Liabilities
EAGLES CREST: Case Summary & 2 Largest Unsecured Creditors

EDIETS.COM INC: Board of Directors Increased to Eight Members
EMISPHERE TECHNOLOGIES: Novartis to Stop SMC021 Clinical Program
EMMIS COMMUNICATIONS: Hires Georgeson as Solicitation Agent
ENERGY CONVERSION: Defers Interest Payment Amid Creditor Talks
EVERGREEN INTERNATIONAL: S&P Lowers Corp. Credit Rating to 'CCC'

FABCO ENTERPRISES: Voluntary Chapter 11 Case Summary
FAIRFAX COUNTY: S&P Raises Rating on Revenue Bonds From 'BB+'
FILENE'S BASEMENT: Court Restricts Syms Stock or Options Trading
FIBERTOWER CORP: Receives Nasdaq Listing Compliance Notice
FRANCISCAN COMMUNITIES: Meeting of Creditors Set for Jan. 12

FRANCISCAN COMMUNITIES: U.S. Trustee Appoints Creditors' Panel
FRONTLINE LTD: Raises $285 Million for Restructuring Plan
GMI INVESTMENTS: Voluntary Chapter 11 Case Summary
GROW MORE: Case Summary & 20 Largest Unsecured Creditors
GULFSTREAM INT'L: Rebrands as Silver Airways

HAMPTON ROADS: Donna Richards Appointed as BHR President
HARBINGER GROUP: Fitch Retains 'B' LT Issuer Default Rating
HEARTLAND AUTOMOTIVE: New Owner Buys 18 More Locations
INOVA TECHNOLOGY: Delays Form 10-Q for Oct. 31 Quarter
INTCOMEX INC: S&P Affirms 'B' Corporate Credit Rating

J.C. EVANS: JCE Delaware Files Amended Schedules of Assets
JEFFERSON COUNTY: Judge Puts Off Ruling on Chapter 9 Eligibility
JEFFERIES GROUP: Fitch Affirms 'BB+' Subordinated Debt Rating
L.A. DODGERS: Issues Statement on Telecast Rights and Fox
LAM RESEARCH: S&P Puts 'BB+' Corporate on Watch Positive

LEHMAN BROTHERS: Plan Order Provides Mixed Messages, Says Firm
LOS ANGELES DODGERS: Judge Issues Opinion on TV Rights Sale
MACEDONIA MISSIONARY: Case Summary & 15 Largest Unsec. Creditors
MANISTIQUE PAPERS: Court OKs Sanabe as Investment Banker
MEDICAL CARD: S&P Lowers Counterparty Credit Rating to 'B-'

MIRAMAR REAL ESTATE: Deal for Cash Access Until Jan. 31 Okayed
MMRGLOBAL INC: Signs Non-Exclusive License Agreement with SCM
MORGAN'S FOODS: Sells 29 Restaurants to DBMFI for $22 Million
MSC SOFTWARE: S&P Withdraws Preliminary 'B+' Bank Loan Rating
NEOMEDIA TECHNOLOGIES: To Sell $325,000 Debenture to YA Global

NEXTAG INC: S&P Affirms 'BB-' Corporate Credit Rating
NCO GROUP: S&P Has 'CCC+' Issuer Credit Rating; Outlook Negative
NCO GROUP: Terminates $300 Million Notes Tender Offer
NEXTWAVE WIRELESS: Amends Extending Notes Maturity Dates
NORTHERN BERKSHIRE: Expands Carl Marks Scope of Employment

NORTHERN BERKSHIRE: Court OKs Murtha Cullina as Special Counsel
NORTHWEST GEORGIA: S&P Raises Rating on Revenue Bonds From 'BB+'
NORTHWOOD COMMUNITY: S&P Raises Series 2008 Bonds SPUR From 'BB'
ORAGENICS INC: Can Borrow up to $7.5 Million from Koski Family
OTERO COUNTY: Committee Retains James Morell as Consultant

PARADISE HOSPITALITY: Wants Access to RREF WB's Cash Collateral
PECAN SQUARE: Section 341(a) Meeting Scheduled for Jan. 12
PENINSULA HOSPITAL: Can Access 1199 Funds' Cash Until Dec. 31
PINEY-Z COMMUNITY: S&P Raises SPUR on Series 2008 Bonds From 'BB'
PMI GROUP: Court OKs Kurtzman Carson Consultants as Claims Agent

POLAROID CORP: BAP Affirms Ch. 7 Trustee's Right to Use Collateral
PRA INTERNATIONAL: S&P Raises Corporate Credit Rating to 'B+'
PREMIER COMMUNITY BANK: Closed; Summit Bank Assumes All Deposits
RCC NORTH: Wants Deal on Case Dismissal, Turnover of Funds OK'd
REAL MEX: Unsecured Creditors Seek to Pursue Lender Claims

REALOGY CORP: To Amend Apple Ridge Securitization Facility
REMINGTON COMMUNITY: S&P Upgrades SPUR on 2008-1 Bonds From 'BB'
RIVER ROCK: Amends 9 3/4% Senior Notes Due 2011
ROUND TABLE: Completes Chapter 11 Restructuring
RUDEN MCCLOSKY: U.S. Trustee Wants Concerns on APA Satisfied

SINO-FOREST CORP: Davis Advisors Joins Calls to Make Payment
SOVRAN SELF: Fitch Affirms 'BB' Rating on Indicative Pref. Stock
SP NEWSPRINT: Court Approves AP Services as Crisis Managers
SP NEWSPRINT: Court Okays Cahill Gordon as Bankruptcy Counsel
SP NEWSPRINT: Court Approves Richard Layton as Co-Counsel

STATE STREET: Case Summary & 14 Largest Unsecured Creditors
STRATEGIC AMERICAN: Board Approves Amendment to By-Laws
STRATEGIC AMERICAN: Delays Form 10-Q for October 31 Quarter
SWADENER INVESTMENT: Will Move to Approve Plan at Dec. 6 Hearing
T&M AVIATION: Court Confirms 2nd Amended Plan

US FIDELIS: Taps Gallop Johnson as Special Conflicts Counsel
VACANT LAND: Case Summary & 4 Largest Unsecured Creditors
WEISENBERG/INSPAR: In Default of Mediated Settlement Agreement
WESTERN NATIONAL: Closed; Washington Federal Assumes All Deposits
WESTERN SIZZLIN: Case Summary & 16 Largest Unsecured Creditors

WPCS INTERNATIONAL: Incurs $1.6MM Consolidated Loss in Q2 2012
YRC WORLDWIDE: Sells Truckload Assets, Continues to Streamline
ZELPHY'S CHRISTIAN: Voluntary Chapter 11 Case Summary
ZURVITA HOLDINGS: Incurs $661,000 Net Loss in Oct. 31 Quarter

* BOND PRICING -- For Week From Dec. 12 - 16, 2011

                            *********

78 FIRST: Court OKs Macdonald & Associates as Attorneys
-------------------------------------------------------
78 First Street, LLC, and various affiliates that filed for
Chapter 11 bankruptcy sought and obtained permission from the U.S.
Bankruptcy Court for the Northern District of California to employ
Macdonald & Associates as their attorneys.

                       About 78 First Street

Oakland, California-based 78 First Street, LLC, and various
affiliates filed for Chapter 11 bankruptcy (Bankr. N.D. Calif.
Case No. 11-70224) on Sept. 23, 2011.

Debtor-affiliates that simultaneously sought Chapter 11 protection
are 88 First Street LLC and 518 Mission LLC (Case Nos. 11-70228
and 11-70229) and First/Jessie LLC, JP Capital LLC, Peninsula
Towers LLC, and Sixty-Two First Street LLC (Case Nos. 11-70231 to
11-70234).

Judge Roger L. Efremsky oversees the case, taking over from Judge
Edward D. Jellen.  Iain A. Macdonald, Esq., at MacDonald and
Associates, serves as the Debtors' counsel.  78 First Street
estimated $10 million to $50 million in assets and debts.  The
petition was signed by Graham Seel, SVP of CMR Capital, LLC,
manager.


94TH AND SHEA: Directed to Release Experts' Work Product
--------------------------------------------------------
The Bankruptcy Court ruled on a discovery dispute that has arisen
between 94th and Shea L.L.C. and JPMCC 2007-CIBC19 Shea Boulevard
LLC, which is seeking dismissal or conversion to Chapter 7 of the
Debtor's case.  The dispute focuses on whether certain e-mails
exchanged between Steven Goodhue, Mary Lineback, various other
individuals and the Debtor's experts may be classified as work
product of an attorney.  JPMCC requests that the Court compel the
Debtor to disclose any and all communications between its
testifying experts, and any drafts of reports prepared by non-
specially trained experts.  The Debtor requests that the Court
affirm its decision to withhold the e-mails on the basis that the
e-mails are protected work-product of an attorney.  After
reviewing the relevant pleadings and applicable legal authority,
the Court held the Debtor must release certain documents pursuant
to a Dec. 15, 2011 Memorandum Decision available at
http://is.gd/WQTSyZfrom Leagle.com.

                       About 94th and Shea

Scottsdale, Arizona-based 94th and Shea, L.L.C., owns and operates
real property known as The Shops And Office at 9400 Shea, located
at 9325, 9343, 9375, and 9397 East Shea Boulevard in Scottsdale,
Arizona.  The Property consists of 37,037 square feet of retail
space and 35,238 square feet of office space.

94th and Shea filed for Chapter 11 bankruptcy protection (Bankr.
D. Ariz. Case No. 10-37387) on Nov. 19, 2010.  John J. Hebert,
Esq., Mark W. Roth, Esq., and Wesley D. Ray, Esq., at Polsinelli
Shughart, P.C., in Phoenix, Ariz., serve as counsel to the Debtor.
The Debtor disclosed $123,588 plus unknown amount in assets and
$22,870,408 in liabilities as of the Chapter 11 filing.

Secured creditor JPMCC 2007-CIBC19 Shea Boulevard, LLC, is
represented by Robert R. Kinas, Esq., Jonathan M. Saffer, Esq.,
and Nathan G. Kanute, Esq., at Snell & Wilmer L.L.P., in Tucson,
Arizona.


108 WALNUT: Case Summary & 7 Largest Unsecured Creditors
--------------------------------------------------------
Debtor: 108 Walnut, LLC
        dba Maple Crest Apartments, LLC
        P.O. Box 2153
        Wilmington, NC 28402

Bankruptcy Case No.: 11-09390

Chapter 11 Petition Date: December 12, 2011

Court: United States Bankruptcy Court
       Eastern District of North Carolina (Wilson)

Judge: Stephani W. Humrickhouse

Debtor's Counsel: George M. Oliver, Esq.
                  OLIVER FRIESEN CHEEK, PLLC
                  P.O. Box 1548
                  New Bern, NC 28563
                  Tel: (252) 633-1930
                  Fax: (252) 633-1950
                  E-mail: efile@ofc-law.com

Scheduled Assets: $2,316,140

Scheduled Debts: $2,127,548

A list of the Company's seven largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/nceb11-09390.pdf

The petition was signed by Todd Toconis, member/manager.

Affiliates that filed separate Chapter 11 petitions:

                                                 Petition
   Debtor                              Case No.     Date
   ------                              --------     ----
Bannerman Holdings, LLC                10-01053   02/12/10
Clarendon Holdings, LLC                11-02479   03/31/11


785 PARTNERS: First Manhattan Wants Mechanic's Lien Disallowed
--------------------------------------------------------------
First Manhattan Developments REIT filed with the U.S. Bankruptcy
Court for the Southern District of New York an adversary
proceeding against 785 Partners, LLC, seeking a ruling on breach
of fiduciary duty, equitable subordination, declaratory relief and
disallowance under Section 502 of the Bankruptcy Code.

First Manhattan, as successor in interest to PB Capital
Corporation and T.D. Bank, N.A., as successor to Commerce Bank,
alleges that the Debtor attempt to improve its position from a
prepetition, contestable unsecured claim to an avoidable secured
lien (with statutory priority ahead of unsecured and other
claimants) is a self-dealing attempt to use its petition and
schedules for its own benefit, to the detriment of the Debtor, its
estate and the creditors of the Debtor.

First Manhattan notes that on Oct. 20, 2010, Time Square
Construction Inc., an affiliate of the Debtor and an entity owned
by two insiders, namely, Kevin O'Sullivan and Donal O'Sullivan,
principals of the Debtor, 785 Partners, LLC, filed a purported
mechanic's lien for $14,229,106 against the Debtor's property,
more than eight months after the work was complete, less than 10
months before the Debtor filed its petition, and well within the
one-year preference period applicable to insiders.  In addition to
being a contractually and legally impermissible claim, instead of
disputing the Mechanic's Lien as an avoidable preferential
transfer, among other reasons, the Debtor, in its petition and
schedules, acknowledges, albeit improperly, the Mechanic's Lien as
a liquidated, non-contingent and non-disputed secured claim.

In a motion, First Manhattan, asks that the Court determine that
the $18,746,412 held in a deposit payment account unconditionally
pledged by the Debtor to First Manhattan as collateral and held in
escrow by Seiden & Schein P.C., as trustee, following defaults by
Fuerta Property Limited under its agreement with the Debtor for
the bulk purchase of residential condominium units located at 785
Eight Avenue, New York, constitutes property of the estate.

First Manhattan also asks the Court to declare that First
Manhattan has a first priority, duly perfected security interest
in the deposit payment account, and that First Manhattan may set
off and apply the deposit payment account against and in reduction
of the Debtor's outstanding indebtedness to First Manhattan.

Finally, First Manhattan asks the Court to disallow any claim by
the Debtor because the Debtor do not have a valid claim to the
funds in the deposit payment account, or any other claim against
the Debtor's estate.

The Court, in an order dated Nov. 28:

    -- denied, First Manhattan's motion requiring the Debtor to
commence adequate protection payments to First Manhattan pursuant
to Section 363(e) of the Bankruptcy Code; and

    -- ordered that the portion of the motion seeking to terminate
the Debtor's exclusive period to solicit acceptances of the Plan
is adjourned to Dec. 6.

First Manhattan is represented by:

         Thomas P. Battistoni, Esq.
         Louis T. DeLucia, Esq.
         Alyson M. Fiedler, Esq.
         SCHIFF HARDIN, LLP
         666 Fifth Avenue, 17th Floor
         New York, NY 10103
         Tel: (212) 753-5000

               - and -

         Gerard R. Luckman, Esq.
         Jay S. Hellman, Esq.
         SILVERMAN ACAMPORA LLP
         100 Jericho Quadrangle, Suite 300
         Jericho, NY 11573
         Tel: (516) 479-6300
         E-mail: GLuckman@SilvermanAcampora.com
                 JHellman@SilvermanAcampora.com

                      About 785 Partners LLC

785 Partners LLC owns a 42-story building on 785 Eighth Avenue,
New York.  The developer intended to sell 122 condominium units,
but it failed to obtain the requisite condominium approvals from
the New York State Attorney General.

785 Partners is owned 98.75% by 8 Avenue and 48th Street
Development LLC.  The remaining membership interests are held by
Esplanade Tower Corporation -- its managing member, the holder of
a 1% membership interest, and a wholly-owned subsidiary of 8
Avenue -- and Esplanade 8th Avenue LLC -- holder of a passive
0.25% membership interest.

The Company obtained $84 million of secured financing in January
2007 from PB Capital Corporation, and TD Bank, N.A.  First
Manhattan later bought the secured claim and says the claim has
risen to $101 million, which is higher than the market value of
the property.

785 Partners filed a Chapter 11 petition (Bankr. S.D.N.Y. Case No.
11-13702) on Aug. 3, 2011.  Sheldon I. Hirshon, Esq., Craig A.
Damast, Esq., and Lawrence S. Elbaum, Esq., at Proskauer Rose LLP,
in New York, represent the Debtor as counsel.  Weitzman Group Inc.
serves as real estate and financial consultant.

In its schedules, the Debtor disclosed $106,000,000 in assets and
$95,467,612 in liabilities, all secured.

785 Partners has filed a Chapter 11 plan.  Under the Plan, the
zDebtor will continue to exist as a separate entity, with 8 Avenue
as initial managing member.  The claims of First Manhattan are
impaired under the Plan.  Holders of allowed general unsecured
claims will be paid in full, in cash.  All OLD MEMBERSHIP
INTERESTS will be canceled and extinguished.  8 Avenue will
receive 63.75% of the new membership interests, Tower will receive
1.00%, and Esplanade will receive 0.25%.  A copy of the Disclosure
Statement is available for free at
http://bankrupt.com/misc/785partners.dkt71.pdf

Attorneys for First Manhattan Developments REIT are
SILVERMANACAMPORA LLP and SCHIFF HARDIN, LLP.


3 G PROPERTIES: Submits Modification to Amended Liquidation Plan
----------------------------------------------------------------
3 G Properties, LLC, filed with the U.S. Bankruptcy Court for the
Eastern District of North Carolina a modification to its Amended
and Restated Plan of Liquidation dated Nov. 3, 2011.

The modification includes:

   1. Paragraph 1.44 is deleted in its entirety and in its place
is substituted these:

      1.44 "Triangle North Park Participation Interest" will mean
      the percentage (35% to Capital Bank and 10% to The Goldston
      Family Limited Liability Limited Partnership No. 2 (with 5%
      of the percentage being deemed assigned, on a self-executing
      basis without the need for any additional documentation) to
      Southern Community Bank as provided in Paragraph 6.2) that
      Granville County will pay to such parties relating to the
      Triangle North Park Property after Granville County recoups
      its $14,150,000.00 investment (with such investment capped
      at such amount and subject to the provision of documents by
      Granville County confirming such investment) plus interest
      at the rate of 4.5% per annum (the "Granville County
      Investment") of the net sales proceeds (net of ordinary
      closing costs including but not limited to revenue stamps,
      pro-rated taxes, brokerage fees and attorney fees related to
      legal services necessary to convey title) for all property
      sold. If any of the Property is given away or sold for less
      than fair market value as an economic development incentive
      (collectively, the "County Economic Incentive"), then the
      gross sales price will be deemed to be the greater of the
      actual price realized from the sale or $40,000 per acre.
      Any such County Economic Incentive Amount will be credited
      as a reduction to the Granville County Investment until such
      time as the Granville County Investment is repaid in full.
      The rights to this participation interest will be
      appurtenant to and run with the Triangle North Park Property
      until any portion of the Triangle North Park Property is
      conveyed as an economic development incentive or sold and
      Granville County meets its obligations hereunder at which
      time the Triangle North participation Interest will be
      deemed satisfied in full with respect to the portion of the
      Triangle North Park Property so conveyed or sold.  The
      rights to this participation interest will not be assignable
      by any party without the written consent of Granville
      County.  Nothing herein will prevent Granville County from
      transferring the Triangle North Park Property to the Kerr-
      Tar Regional Economic Development Corporation or other not
      for profit entity provided, however, Granville County will
      remain responsible for meeting its obligations under this
      paragraph.

   2. Paragraph 6.2(e), relating to the Class 5 secured claim of
Southern Community (ASouthern Community- Residential Tract@), is
deleted in its entirety and in its place is substituted these:

     (e) The Southern Community- Residential Tract Aggregate
     Balance will be deemed paid and credited on the Effective
     Date (which payment and credit will inure to the benefit of
     the Debtor and any third party guarantors of any indebtedness
     of the Debtor to Southern Community Bank) in the amount of
     $1,200,000 relating to the abandonment of the Granville
     County Residential Tract;

                       About 3 G Properties

Wake Forest, North Carolina-based 3 G Properties, LLC, filed for
Chapter 11 bankruptcy (Bankr. E.D.N.C. Case No. 10-04763) on
June 14, 2010.  3 G Properties is a North Carolina limited
liability company formed as a result of the statutory merger of
three existing North Carolina limited liability companies: Lake
Glad Road Partners, LLC, Lake Glad Road Commercial, LLC, and
Granville Park Partners, LLC.  The Debtor principally operates two
real estate projects located primarily in Granville County, North
Carolina: Triangle North Development and Highland Trails
Development.

Gregory B. Crampton, Esq., and Kevin L. Sink, Esq., at Nicholls &
Crampton, P.A., in Raleigh, N.C., represent the Debtor in its
restructuring effort.  The Company estimated its assets and debts
at $10 million to $50 million as of the Petition Date.


30DC INC: Marcum LLP Raises Going Concern Doubt
-----------------------------------------------
30DC, Inc., formerly known as Infinity Capital Group, Inc., filed
on Dec. 13, 2011, its annual report on Form 10-K for the fiscal
year ended June 30, 2011.

Marcum LLP, in New York, expressed substantial doubt about 30DC's
ability to continue as a going concern.  The independent auditors
noted that the Company has had recurring losses, and has a working
capital and stockholders' deficiency as of June 30, 2011.

The Company reported a net loss of $1.44 million on $1.89 million
of revenues for the fiscal year ended June 30, 2011, compared with
a net loss of $1.06 million on $2.00 million of revenues for the
fiscal year ended June 30, 2010.

The Company's balance sheet at June 30, 2011, showed $1.76 million
in total assets, $1.82 million in total liabilities, all current,
and a stockholders' deficit of $56,358.

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

                       http://is.gd/P2T3bg

New York-based 30DC, Inc. (OTC: TDCH) -- http://www.30dcinc.com/
-- provides Internet marketing services and related training to
help Internet companies in operating their businesses worldwide.
It operates in two divisions, 30 Day Challenge and Immediate Edge.


ABITIBIBOWATER INC: Commences Take-Over Bid for Fibrek Inc.
-----------------------------------------------------------
AbitibiBowater Inc., doing business as Resolute Forest Products
has formally commenced its offer to purchase all the issued and
outstanding common shares of Fibrek Inc.  The Offer, which
Resolute is making together with RFP Acquisition Inc., a wholly-
owned subsidiary, is more fully described in the offer circular
and other ancillary documentation the Company is filing today on
the Canadian Securities Administrators' Web site.

As disclosed on Nov. 28, 2011, holders of common shares of Fibrek
will have the opportunity to elect to receive, for each share:

    (i) Cash and Share Option: C$0.55 in cash and 0.0284
        of a Resolute share; or

   (ii) Cash Only Option: C$1.00 in cash (subject to proration, as
        described in the Offer Documents); or

  (iii) Share Only Option: 0.0632 of a Resolute share (subject to
        proration, as described in the Offer Documents).

Based on Fibrek's most recent publicly disclosed number of
130,075,556 issued and outstanding Fibrek common shares, the
maximum amount of cash consideration available under the Offer is
C$71,541,556 and the maximum number of shares of Resolute common
stock available to be issued under the Offer is 3,694,146.

As of Nov. 28, 2011, the date on which Resolute announced its
intention to make the Offer, the Offer price represented a premium
of approximately 39% over the closing price of Fibrek's Shares on
that date, and a premium of approximately 31% over the volume
weighted average trading price of the shares on the Toronto Stock
Exchange for the 20 trading days ending on that date.  The
acquisition of Fibrek will allow Resolute to expand its market
pulp business and provide greater overall balance to its product
offering.  The Offer provides an opportunity for Fibrek
shareholders to elect immediate liquidity or choose to participate
in the future of Resolute, a financially strong company with a
diversified asset and product base.

The Offer will expire at 5:00 p.m. (Eastern Standard Time) on
Jan. 20, 2012, unless it is extended or withdrawn by Resolute.

The Offer is subject to certain conditions including, among
others, a 66% minimum tender condition, waiver or termination of
all rights under any shareholder rights plan(s), receipt of all
regulatory, governmental and third-party approvals, consents and
waivers, Fibrek not having implemented or approved any issuance of
shares or other securities or any other transaction, acquisition,
disposition, capital expenditure or distribution to its
shareholders outside the ordinary course of business, and the
absence of occurrence or existence of any material adverse effect
or material adverse change.  Subject to applicable laws, Resolute
reserves the right to withdraw or extend the Offer and to not take
up and pay for any Fibrek common shares deposited under the Offer
unless each of the conditions of the Offer is satisfied or waived
(at its sole discretion). The Offer is not subject to any
financing condition.

Resolute is also filing today with the U.S. Securities and
Exchange Commission a registration statement on Form S-4 to
register the Resolute shares that may be issued pursuant to the
Offer.  The registration statement has not yet become effective.
Resolute may not complete the Offer and issue the Resolute shares
until the registration statement is effective.

Resolute has requested Fibrek's shareholder lists in order to
distribute the Offer Documents to Fibrek's shareholders.  Once it
receives the lists, which, pursuant to applicable law, are due
within 10 days of the request, Resolute will mail the documents to
Fibrek shareholders and will furnish them to brokers, dealers,
banks, trust companies and similar persons whose names, or the
names of whose nominees, appear on the lists.

Resolute has retained BMO Capital Markets to act as dealer manager
for the Offer in Canada.  Resolute has also engaged Georgeson
Shareholder Communications Canada Inc. to act as information agent
for the Offer and Canadian Stock Transfer Company Inc. (acting as
administrative agent for CIBC Mellon Trust Company) to act as
depositary and exchange agent for the Offer. Norton Rose OR LLP
and Paul, Weiss, Rifkind, Wharton & Garrison LLP are advising
Resolute with respect to the Offer.

                       About AbitibiBowater Inc.

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

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

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

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

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

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

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


ADOBE TRUCKING: Bank's Foreclosure Sale Commercially Reasonable
---------------------------------------------------------------
Chief Bankruptcy Judge Ronald B. King held that PNC Bank N.A.'s
foreclosure sale of Adobe Trucking, Inc.'s personal property was
commercially reasonable because PNC's credit bid of $41 million
was roughly equal to the value of the collateral on the
foreclosure date.  At worst, Judge King said, the bid was 67% of
the value of the Collateral.  Judge King also held that the sale
was commercially reasonable because the standards set forth in the
parties' credit agreement were not manifestly unreasonable and PNC
fully complied with its terms.

The case is ADOBE OILFIELD SERVICES, LTD. AND ADOBE IRON WORKS,
LTD., ET AL., v. PNC BANKN.A., M&I BUSINESS CREDIT, LLC,
LANDHOLDING, LLC, AND PAUL FRANK, Adv. Proc. No. 11-7005 (Bankr.
W.D. Tex.).  A copy of Judge King's Dec. 15, 2011 Opinion is
available at http://is.gd/3IJVp2from Leagle.com.

                  About Adobe Trucking, Inc.

Odessa, Texas-based Adobe Trucking, Inc., filed for Chapter 11
bankruptcy protection (Bankr. W.D. Texas Case No. 10-70353) on
Nov. 23, 2010.  Wiley France James, III, Esq., at James &
Haugland, P.C., serves as the Debtor's bankruptcy counsel.  The
Debtor disclosed $10,339,616 in assets and $9,685,743 in
liabilities.

In June 2011, the Bankruptcy Court denied the request of PNC Bank
N.A., M&I Business Credit LLC, Land Holding LLC, and Paul Frank to
convert the case to one under Chapter 7 of the Bankruptcy Code.


AEROGROW INTERNATIONAL: Board Appoints Wayne Harding as Director
----------------------------------------------------------------
The Board of Directors of AeroGrow International, Inc., appointed
Wayne E. Harding III to serve as a Director of the Company,
effective immediately.  The Board also appointed Mr. Harding as
Chairman of the Audit Committee of the Board, effective
immediately.

Mr. Harding, age 57, has been the Chief Financial Officer and a
Director of Two Rivers Water Company, a publicly traded company
that acquires and develops high yield irrigated farmland and the
associated water rights in the western United States, since
September 2009, and previously served as the controller of Two
Rivers, beginning in July 2008.  Prior to joining Two Rivers, Mr.
Harding served as vice president business development of Rivet
Software since December 2004.  Mr. Harding was the principal of
Wayne Harding & Company P.C., a financial consulting organization,
from August 2002 to December 2004.  Mr. Harding was owner and
President of Wayne Harding & Company CPAs, and from 2000 until
August 2002, he was director-business development of CPA2Biz.  Mr.
Harding also served on the Board, and was chair of the Governance,
Compensation and Nominating Committee and the Audit Committee, for
AeroGrow from 2005 ? 2007.

Mr. Harding holds an active CPA license in Colorado and received
his BS and MBA degrees from the University of Denver, where he
currently serves on the School of Accountancy Advisory Board and
is head of the Academic Excellence Committee.  He previously
served on the American Institute of CPAs Council, is a past-
President of the Colorado Society of CPAs, and was the recipient
of the prestigious AICPA Special Recognition Award for his early
involvement in developing the AICPA XBRL project.  Mr. Harding
also teaches accounting in the University of Denver MBA program.

Mr. Harding will receive the standard compensation provided to the
Company's non-management directors.

The Company entered into an Indemnification Agreement with Mr.
Harding providing that the Company will indemnify Mr. Harding to
the fullest extent permitted by law.  The Indemnification
Agreement is in substantially the same form as the indemnification
agreements previously entered into with the Company's other
directors.

There are no arrangements or understandings between Mr. Harding
and any other persons pursuant to which Mr. Harding was selected
as a Director, and the Company has not entered into any
transactions with Mr. Harding that are reportable pursuant to Item
404(a) of Regulation S-K.

                          About AeroGrow

Boulder, Colo.-based AeroGrow International, Inc., is a developer,
marketer, direct-seller, and wholesaler of advanced indoor garden
systems designed for consumer use and priced to appeal to the
gardening, cooking, and healthy eating, and home and office decor
markets.

The Company reported a net loss of $2.6 million on $3.0 million of
product sales for the six months ended Sept. 30, 2011, compared
with a net loss of $3.9 million on $3.2 million for the six months
ended Sept. 30, 2010.

The Company's balance sheet at Sept. 30, 2011, showed $4.5 million
in total assets, $8.8 million in total liabilities, and a
stockholders' deficit of $4.3 million.

As reported in the TCR on Aug. 30, 2011, Eide Bailly LLP, in
Fargo, North Dakota, expressed substantial doubt about AeroGrow
International's ability to continue as a going concern, following
the Company's results for the fiscal year ended March 31, 2011.
The independent auditors said the Company does not currently have
sufficient liquidity to meet its anticipated working capital, debt
service and other liquidity needs in the near term.


APOLLO MEDICAL: Adrian Vazquez Resigns as President & Chairman
--------------------------------------------------------------
Adrian Vazquez, M.D., resigned his positions as Chairman of the
Board, President and a director of Apollo Medical Holdings, Inc.,
in each case effective Dec. 9, 2011.  The resignation is not a
result of any disagreement between Dr. Vazquez and the Company.
Warren Hosseinion, M.D., the Company's Chief Executive Officer,
will be performing the duties of Chairman of the Board and
President on an interim basis.

                        About Apollo Medical

Glendale, Calif.-based Apollo Medical Holdings, Inc., provides
hospitalist services in the Greater Los Angeles, California area.
Hospitalist medicine is organized around the admission and care of
patients in an inpatient facility such as a hospital or skilled
nursing facility and is focused on providing, managing and
coordinating the care of hospitalized patients.

The Company's balance sheet at July 31, 2011, showed $1.74 million
in total assets, $1.89 million in total liabilities and a $147,291
total stockholders' deficit.

The Company reported a net loss of $156,331 on $3.89 million of
revenue for the year ended Jan. 31, 2011, compared with a net loss
of $196,280 on $2.44 million of revenue during the prior year.

As reported in the Troubled Company Reporter on June 2, 2010,
Kabani & Company, Inc., in Los Angeles, expressed substantial
doubt about the Company's ability to continue as a going concern,
following the Company's results for the fiscal year ended
Jan. 31, 2010.  The independent auditors noted that the Company
has an accumulated deficit of $1.24 million as of Jan. 31, 2010,
working capital of $1.07 million and cash flows used in operating
activities of $338,141.


ARCTIC GLACIER: Second Lien Lenders Acquire First Lien Position
---------------------------------------------------------------
Arctic Glacier Income Fund's second lien secured lenders under the
Fund's senior credit facilities have acquired the position of the
first lien secured lenders under those credit facilities.

The Fund breached financial covenants governing maximum leverage
ratio, interest coverage ratio, fixed charge coverage ratio and
minimum EBITDA levels under its credit facilities as at June 30,
2011.  The Fund's secured lenders, including both the first lien
secured lenders and the second lien secured lenders, issued
notices of default under the Fund's senior credit facilities in
September but have not accelerated the obligations owing
thereunder.  The Fund is continuing active discussions with its
second lien lenders regarding a solution to resolve the
outstanding defaults.

The second lien lenders have advised the Fund that they purchased
the first lien debt with a view to consolidating the positions of
the Fund's secured lenders and thereby streamlining discussions
with the Fund regarding a resolution of the outstanding defaults.
However, there can be no assurance that an agreement will be
reached.

The Fund continues its efforts to develop a process to resolve its
outstanding defaults under its credit facilities through a sale or
refinancing.

                       About Arctic Glacier

Arctic Glacier Income Fund, through its operating company, Arctic
Glacier Inc., is a leading producer, marketer and distributor of
high-quality packaged ice in North America, primarily under the
brand name of Arctic Glacier(R) Premium Ice.  Arctic Glacier
operates 39 production plants and 48 distribution facilities
across Canada and the northeast, central and western United States
servicing more than 75,000 retail locations.

Arctic Glacier Income Fund trust units are listed on the Toronto
Stock Exchange under the trading symbol AG.UN.  There are
currently 39.0 million trust units outstanding.  Following the
issuance of units to the Debenture holders on August 2, 2011,
there will be 350.3 million trust units outstanding.

                            *     *     *

As reported in the Troubled Company Reporter on Nov. 14, 2011, As
at Sept. 30, 2011, Arctic Glacier Income Fund's net debt,
excluding convertible debentures, was $184.8 million compared to
$243.3 million at the same time last year, with the reduction
primarily due to the settlement of convertible debentures at
maturity through the issuance of Fund units.


ATI ACQUISITION: S&P Lowers Corporate Credit Rating to 'CCC-'
-------------------------------------------------------------
Standard & Poor's Ratings Services lowered its corporate credit
rating on ATI Acquisition Co. to 'CCC-' from 'CCC'. The rating
outlook is negative.

"At the same time, we revised our recovery rating on the company's
senior secured credit facilities to '6', indicating our
expectation of negligible (0% to 10%) recovery for lenders in the
event of a payment default, from '3' (50% to 70% recovery
expectation). We lowered our issue-level rating on this debt
to 'CC' -- one notch lower than the 'CCC-' corporate credit rating
on the company -- from 'CCC'," S&P said.

"We also affirmed our issue-level rating on the company's
subordinated debt at 'CC'. The recovery rating on this debt
remains unchanged at '6'," S&P said.

"The downgrade reflects the effect of increased regulation and
revised business practices on the company's operating performance,
and its limited liquidity," noted Standard & Poor's credit analyst
Chris Valentine.

"Under our base case scenario, we expect the company's operating
performance to deteriorate in the 2011 fourth quarter and in 2012
because of enrollment declines, notwithstanding tuition increases
that could exacerbate the decline in enrollments. We expect
revenues to decline at a greater than 20% rate in full-year 2011
and EBITDA to fall at a 40% rate. In our opinion, it could be
difficult for the company to absorb the potential increase in its
borrowing rate that could accompany an amendment, unless it can
secure additional equity funding," S&P said.

"We assess ATI's business risk profile as 'vulnerable' (based on
our criteria) as a result of the impact of new federal
regulations, which have required changes in the company's business
practices. The company is also heavily dependent on federal
financial aid. ATI has a 'highly leveraged' financial risk profile
because of its high debt-to-EBITDA ratio, tightening financial
covenants, and thin liquidity," S&P said.

ATI is a for-profit postsecondary education company focused on
vocational programs, operating 23 career training centers and
schools. ATI indirectly derives just under 90% of its revenues
from federal-government-sponsored financial aid and grants
received by its students. The campuses are geographically
concentrated in Texas and Florida, representing a vulnerability
to their regional economies. Recently, due to a Texas Workforce
Commission investigation and findings, the Department of Education
moved its disbursement of cash from Title IV funds to ATI to 45 to
60 days, from two to three days, pending the outcome of an
investigation. This change has had a significant negative impact
on operating performance and cash flow. Enrollment declines
have also been negatively affected by ATI's decision to
discontinue operations in the growing online education field.
Declines in enrollment are particularly problematic for ATI, as
the company must continually regenerate its student enrollment
because its programs are relatively short in duration.


AVI BIOPHARMA: Gets NASDAQ Minimum Bid Price Non-Compliance Notice
------------------------------------------------------------------
AVI BioPharma, Inc. it received a letter from the listing
qualifications department staff of The NASDAQ Stock Market LLC,
notifying AVI that for the last 30 consecutive business days the
bid price of its common stock had closed below $1.00 per share,
the minimum closing bid price required by the continued listing
requirements set forth in Listing Rule 5450(a)(1).  The notice has
no effect at this time on the listing of AVI's common stock, which
will continue to trade under the symbol "AVII."

Pursuant to Listing Rule 5810(c)(3)(A), AVI has 180 calendar days,
or until June 11, 2012, to regain compliance with the minimum bid
price requirement.  If at any time before this date AVI's common
stock has a closing bid price of $1.00 or more for a minimum of 10
consecutive business days, NASDAQ staff will notify AVI that it
has regained compliance.

If AVI cannot demonstrate compliance with Rule 5450(a)(1) by June
11, 2012, NASDAQ will provide notice to AVI that its securities
may be delisted. At that time, AVI may appeal NASDAQ's decision to
a Listing Qualifications Panel.  Alternatively, AVI may submit an
application to transfer its securities to The NASDAQ Capital
Market.  Following submission of the application, AVI may be
eligible for an additional 180-day period to regain compliance
with the minimum bid price requirement if it meets the continued
listing requirement for market value of publicly held shares and
all other initial listing standards, with the exception of the bid
price requirement, for The NASDAQ Capital Market.

                        About AVI BioPharma

AVI BioPharma -- http://www.avibio.com/-- is focused on the
discovery and development of novel RNA-based therapeutics for rare
and infectious diseases, as well as other select disease targets.
Applying pioneering technologies developed and optimized by AVI,
the Company is able to target a broad range of diseases and
disorders through distinct RNA-based mechanisms of action. Unlike
other RNA-based approaches, AVI's technologies can be used to
directly target both messenger RNA (mRNA) and precursor messenger
RNA (pre-mRNA) to either down-regulate (inhibit) or up-regulate
(promote) the expression of targeted genes or proteins.


B-NGAE3 LLC: Voluntary Chapter 11 Case Summary
----------------------------------------------
Debtor: B-NGAE3, LLC
        3455 Cliff Shadows Parkway, Suite 220
        Las Vegas, NV 89129

Bankruptcy Case No.: 11-29000

Chapter 11 Petition Date: December 12, 2011

Court: United States Bankruptcy Court
       District of Nevada (Las Vegas)

Judge: Linda B. Riegle

Debtor's Counsel: Michael R. Hogue, Esq.
                  BOGATZ & ASSOCIATES
                  3455 Cliff Shadows Pkwy, Suite 110
                  Las Vegas, NV 89129
                  Tel: (702) 776-7005
                  Fax: (702) 776-7900
                  E-mail: mhogue@isbnv.com

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

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 Thomas J. Devore, chief operating
officer of LEHM, LLC, manager.

Affiliates that filed separate Chapter 11 petitions:

                                                 Petition
   Debtor                              Case No.     Date
   ------                              --------     ----
B-SWDE3, LLC                           09-29051   10/09/09
B-PVL1, LLC                            09-29147   10/12/09
A-SWDE1, LLC                           09-34216   12/29/09
A-JVP1, LLC                            09-34236   12/29/09
B-SWDE2, LLC                           09-33470   12/15/09
B-NWI1, LLC                            10-15774   04/02/10
B-JVP1, LLC                            10-16641   04/16/10
B-VLP2, LLC                            10-16660   04/16/10
B-PVL2, LLC                            10-16648   04/16/10
B-VLP1, LLC                            10-16655   04/16/10
B-VV1, LLC                             10-18284   05/05/10
A-NGAE1, LLC                           10-18719   05/12/10
B-SWDE6, LLC                           10-30194   10/27/10
B-SWDE7, LLC                           10-30199   10/27/10
B-SCT2, LLC                            10-31307   11/10/10
B-SCT1, LLC                            11-11560   02/04/11
G-SWDE1, LLC                           11-11991   02/14/11
C-NW358, LLC                           11-13424   03/11/11
C-NW361, LLC                           11-13431   03/11/11
C-NW362, LLC                           11-13435   03/11/11
C-SWDE382, LLC                         11-13438   03/11/11
C-SWDE383, LLC                         11-13440   03/11/11
C-SWDE384, LLC                         11-13442   03/11/11
C-SWDE348, LLC                         11-13942   03/21/11
C-FSG425, LLC                          11-16560   04/29/11
C-FSG427, LLC                          11-16568   04/29/11
C-FSG428, LLC                          11-16571   04/29/11
B-NWI2, LLC                            11-16584   04/29/11
C-NGA312, LLC                          11-18976   06/08/11
C-NGA313, LLC                          11-18977   06/08/11
C-NGA317, LLC                          11-18982   06/08/11
C-NGA318, LLC                          11-18984   06/08/11
C-NW360, LLC                           11-18989   06/08/11
C-PV323, LLC                           11-21036   07/13/11
C-PV330, LLC                           11-21038   07/13/11
C-PV332, LLC                           11-21058   07/13/11
C-SWDE393, LLC                         11-21059   07/13/11
C-SWDE394, LLC                         11-21063   07/13/11


BATAA/KIERLAND LLC: Can Use JPMCC Cash Collateral Until Dec. 31
---------------------------------------------------------------
The Randolph J. Haines of the U.S. Bankruptcy Court for the
District of Arizona approved a stipulation authorizing
BATAA/KIERLAND, LLC, to use the cash collateral until Dec. 31,
2011.

Pursuant to the stipulation, secured creditor JPMCC 2007-CIBC 19
East Greenway, LLC, consented to the use of its claimed cash
collateral to fund only the necessary day-to-day operational
expenses and maintain the property, with a 10% variance per
category.

As adequate protection for the use of the secured creditor's cash
collateral, the secured creditor is granted, a replacement lien
upon all categories of property of the Debtor and its estate.

As further adequate protection, the Debtor will continue to
provide the secured creditor with weekly financial reports,
prepared on a cash basis, detailing income, accounts receivable
and accounts payable, in addition to month-end summaries for
actual expenditures versus budgeted expenditures which will be due
15 days after months end.

If there is any breach of the order or the budget, secured
creditor will have the right to seek an emergency hearing and
emergency relief before the Court.

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

                     About Bataa/Kierland

Bataa/Kierland, LLC, owns and operates a Class "A" office building
known as Kierland Corporate Center located at 7047 E. Greenway
Parkway, Scottsdale, Arizona.  It filed for Chapter 11 bankruptcy
protection (Bankr. D. Ariz. Case No. 11-05850) on March 9, 2011.
The Debtor estimated its assets and debts at $10 million to
$50 million.  Polsinelli Shughart PC serves as the Debtor's
bankruptcy counsel.

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


BIG DRIVE CATTLE: Farm Credit Lawsuit Goes to District Court
------------------------------------------------------------
Chief Judge Thomas L. Saladino recommended that reference of the
case, FARM CREDIT SERVICES OF AMERICA, PCA, and FARM CREDIT
SERVICES OF AMERICA, FLCA, v. BRAD HAUN; MICHELLE HAUN; CECIL
HAUN; CAROLE HAUN; JOSEPH PAGE; FRANCES K. PAGE; CAROL KNISLEY;
and SHIRLEY KNISLEY, Case Nos. A11-4225-TLS, 8:11CV320 (Bankr. D.
Neb.), be withdrawn to proceed in federal district court, and that
the defendants' motion to stay be denied.

The defendants are the owners and members of Big Drive Cattle,
LLC.  Big Drive Cattle borrowed money from the Farm Credit
entities and the defendants guaranteed that debt.  Farm Credit
seeks to collect on those guarantees.  Big Drive Cattle filed a
Chapter 11 bankruptcy case (Bankr. D. Neb. Case No. 11-42415) on
Sept. 9, 2011, which caused some of the defendants to remove the
lawsuit to the Bankruptcy Court.  Thereafter, the defendants filed
counterclaims against Farm Credit, alleging negligence, negligent
misrepresentation, and breach of the duty of good faith and fair
dealing.  Farm Credit has moved to dismiss those counterclaims for
lack of subject matter jurisdiction under 28 U.S.C. Sec. 1334(b).
The defendants have moved to stay progression of the adversary
proceeding while the Farm Credit loan is dealt with in the
bankruptcy case.

Judge Saladino said the counterclaims are simply matters of state
law that would have no effect whatsoever on the administration of
the bankruptcy case.  The case involves solely non-debtor parties.
The case is only tangentially connected to the bankruptcy case in
that the defendant guarantors, if found liable to Farm Credit,
would then have a claim against the Debtor in the bankruptcy case.

A copy of the Bankruptcy Court's Dec. 15, 2011 Report and
Recommendation is available at http://is.gd/UZILhwfrom
Leagle.com.

Big Drive Cattle LLC filed Chapter 11 bankruptcy (Bankr. D. Neb.
Case No. 11-42415) on Sept. 9, 2011.  The Cedar Rapids, Nebraska-
based company is represented in the bankruptcy case by Patrick
Raymond Turner, Esq. -- patrick.turner@huschblackwell.com -- at
Husch Blackwell Sanders LLP.  It estimated $1 million to $10
million in both assets and debts.  The petition was signed by
Cecil Don Haun, managing member.


BLACK RAVEN: Acquires Remaining 20% Interest in Adena Field
-----------------------------------------------------------
Black Raven Energy, Inc., on Dec. 8, 2011, purchased the remaining
20% working interest in 18,760 gross acres of oil and gas
properties in the Adena Field in Morgan County, Colorado, for a
purchase price of $1.7 million, subject to adjustments for
production after the July 1, 2011, effective date and other
matters.  The Company previously had purchased an 80% working
interest in the Adena Field in July 2011.

The Properties consist of an existing waterflood in the J Sand,
and a conventional oil field in the D Sand.  In addition, there is
a gas cap in the J Sand that may be produced in the future.  The
Company operates the Properties.  The Company has entered into an
agreement with a strategic partner that will provide geological,
engineering, and management services associated with this project
and will earn 30% of the Company's 100% working interest after
payout of all costs, including acquisition and financing costs.
In connection with its financing for the Properties, the Company
conveyed to its lenders overriding royalty interests equal to 3%
of 8/8ths in the Properties and agreed to convey overriding
royalty interests in certain additional oil and gas properties
acquired by the Company during the term of the agreement with its
lenders.

                         About Black Raven

Denver, Colo.-based Black Raven Energy, Inc., formerly known as
PRB Energy, Inc., currently operates as an independent energy
company engaged in the acquisition, exploitation, development and
production of natural gas and oil in the Rocky Mountain Region of
the United States.  On Feb. 2, 2009, in connection with its
emergence from bankruptcy, PRB Energy changed its corporate name
to Black Raven Energy, Inc.

On March 5, 2008, PRB Energy, Inc. and its subsidiaries filed
voluntary petitions for relief under Chapter 11 of the Bankruptcy
Code in the U.S. Bankruptcy Court for the District of Colorado.
On Jan. 16, 2009, the Bankruptcy Court entered an order confirming
PRB Energy reorganization plan.  The Plan became effective Feb. 2,
2009.

According to the Company, cash and cash equivalents on hand and
internally generated cash flows may not be sufficient to execute
its business plan.  Future bank financings, asset sales, or other
equity or debt financings will be required to fund the Company's
debt service, working capital requirements, planned drilling,
potential acquisitions and other capital expenditures.  These
conditions raise substantial doubt about the Company's ability to
continue as a going concern.

As reported by the TCR on April 21, 2011, Deloitte & Touche LLP,
in Denver, Colorado, noted that the Company's recurring losses
from operations and stockholders' deficit raise substantial doubt
about its ability to continue as a going concern.

The Company also reported a net loss of $1.49 million on
$1.68 million of total operating revenue for the nine months ended
Sept. 30, 2011, compared with a net loss of $2.07 million on
$344,000 of total operating revenue for the same period a year
ago.

The Company's balance sheet at Sept. 30, 2011, showed
$52.73 million in total assets, $62.49 million in total
liabilities, and a $9.76 million total stockholders' deficit.


BLITZ USA: Gets Final Nod to Pay Critical Vendor's Claims
---------------------------------------------------------
The Hon. Peter J. Walsh of the U.S. Bankruptcy Court for the
District of Delaware authorized, on a final basis, Blitz U.S.A.,
Inc., et al., to pay certain prepetition claims of:

    a) critical vendors in an aggregate amount not to exceed
       $2 million; and

   b) lien claims in an aggregate amount not to exceed $520,000,
      in the ordinary course of business as the claims are due.

The Court also authorized financial institutions to receive,
process, honor, and pay all checks presented for payment and
electronic payment requests related to the foregoing.

As reported in the Troubled Company Reporter on Nov. 22, 2011, in
its motion, the Debtors also request to authorize payment of the
critical vendors claim up to $2 million, and lien claimants up
to $520,000 on a final basis.

The Debtors related that they cannot afford any interruption in
the supply of raw materials and other products needed to
manufacture their gas cans.

                  About Blitz Acquisition Holdings

Miami, Oklahoma-based Blitz Acquisition Holdings, Inc., and its
affiliates filed for Chapter 11 protection (Bankr. D. Del. Case
Nos. 11-13602 to 11-13607) on Nov. 9, 2011.  The Hon. Peter J.
Walsh presides over the case.  Daniel J. DeFranceschi, Esq., at
Richards, Layton & Finger represents the Debtors in their
restructuring efforts.  The Debtors tapped Zolfo Cooper, LLC, as
restructuring advisor; Kurtzman Carson Consultants LLC serves as
notice and claims agent.  Debtor-affiliate Blitz Acquisition
estimated assets and debts at $50 million to $100 million.  The
petitions were signed by Rocky Flick, president and chief
executive officer.

Roberta A. DeAngelis, U.S. Trustee for Region 3, appointed seven
unsecured creditors to serve on the Official Committee of Blitz
Acquisition Holdings, Inc.  Lowenstein Sandler PC from Roseland,
New Jersey firm represents the Committee.


BRIGHAM EXPLORATION: Amends Certificate of Incorporation
--------------------------------------------------------
On Oct. 17, 2011, Brigham Exploration Company entered into an
Agreement and Plan of Merger with Statoil ASA, and Fargo
Acquisition Inc., an indirect wholly-owned subsidiary of Parent,
pursuant to which Merger Sub commenced an offer on Oct. 28, 2011,
to acquire all of the outstanding shares of the Company's common
stock, par value $0.01 per share, for $36.50 per Share, net to the
stockholders in cash, without interest thereon and less any
applicable withholding taxes.

In connection with the Merger and pursuant to the Merger
Agreement, the directors of Merger Sub immediately prior to the
effective time of the Merger, which consisted of Jason Nye, Kathy
Kanocz, and Andrew Byron Winkle, became the only directors of the
Company, each to hold office until their respective successors are
duly elected or appointed and qualified or until their earlier
respective deaths, resignations or removals from office.

Pursuant to the Merger Agreement, effective upon the effective
time of the Merger, the Company's Certificate of Incorporation, as
amended, was amended and restated, a full-text copy of which is
available for free at http://is.gd/iIaj99

Pursuant to the Merger Agreement, effective upon the effective
time of the Merger, the Company's Bylaws were amended and
restated, a full-text copy is available for free at:

                        http://is.gd/UHjzVJ

                     About Brigham Exploration

Austin, Texas-based Brigham Exploration Company (NASDAQ: BEXP)
-- http://www.bexp3d.com/-- is an independent exploration,
development and production company that utilizes advanced
exploration, drilling and completion technologies to
systematically explore for, develop and produce domestic onshore
oil and natural gas reserves.  In late 2007, the majority of the
Company's drilling capital expenditures shifted from its
historically active areas in the Onshore Gulf Coast, the Anadarko
Basin and West Texas to the Williston Basin in North Dakota and
Montana, where the Company is currently targeting the Bakken,
Three Forks and Red River objectives.

The Company's balance sheet at Sept. 30, 2011, showed
$1.74 billion in total assets, $973.68 million in total
liabilities, and $773.03 million in total stockholders' equity.

                          *     *     *

As reported by the TCR on Feb. 18, 2011, Moody's Investors Service
upgraded Brigham Exploration Company's Corporate Family Rating to
B3 from Caa1 and the Probability of Default Rating to B3 from
Caa1.  "The primary driver for the upgrade is Brigham's strong
reserve and production growth and significant financial
flexibility," said Francis J.  Messina, Moody's Vice President.
"The B3 Corporate Family Rating is prospective and it incorporates
Moody's expectation that the company will significantly increase
proved developed reserves and production rates over the next two
years."


BUTTERMILK TOWNE: Can Use BofA Cash Collateral Until Jan. 7
-----------------------------------------------------------
The Hon. Tracey N. Wise of the U.S. Bankruptcy Court for the
Eastern District of Kentucky authorized, in a seventh cash use
order, Buttermilk Towne Center, LLC, to use cash collateral in
which Bank of America, N.A. assets an interest.

As reported in the Troubled Company Reporter on Nov. 21, 2011,
BofA asserts that it is owed $36,384,256 in principal and interest
due as of March 29, 2010.

The Debtor would use the cash collateral to meet its postpetition
obligations and to pay its expenses, general and administrative
operating expenses, and other necessary costs and expenses,
including maintenance and insurance and other expenses until
Jan. 7, 2012, provided, however, that Debtor does not exceed any
line item amount on the budget by more than 15%.

As adequate protection for any diminution in value of the lender's
collateral, the Debtor will grant BofA a replacement lien on all
postpetition rents, including rents derived from new leases
entered into postpetition; and monthly interest-only payments at
the non-default rate.

As further adequate protection, the Debtor will: (1) continue to
account for all cash use; and (2) use cash collateral amounts
consistent with the Seventh Budget or subsequent budgets to be
filed with the Court.  In addition, the Debtor has waived its
right under Section 552(b) of the Bankruptcy Code to contest the
attachment of the BofA's lien to postpetition rents arising from
prepetition leases.

BofA is represented by:

         Timothy P. Palmer, Esq.
         BUCHANAN INGERSOLL & ROONEY
         301 Grant Street
         One Oxford Centre, 20th Floor
         Pittsburgh, PA 15219-1410
         Tel: (412) 562-8413
         Fax: (412) 562-1041
         E-mail: timothy.palmer@bipc.com

                About Buttermilk Towne Center LLC

Cincinnati, Ohio-based Buttermilk Towne Center, LLC, owns and
operates a commercial real estate development, known as Buttermilk
Towne Center, located in Crescent Springs, Kenton County,
Kentucky.

The Company filed for Chapter 11 bankruptcy protection (Bankr.
E.D. Ky. Case No. 10-21162) on April 28, 2010.  Timothy J. Hurley,
Esq., Paige Leigh Ellerman, Esq., and Beth A. Silvers, Esq., at
Taft Stettinius & Hollister LLP,  serve as the Debtor's counsel.
The Company disclosed $28,999,954 in assets and $41,085,856 in
liabilities as of the Petition Date.


C&D TECHNOLOGIES: Incurs $3.9-Mil. Net Loss in Oct. 31 Quarter
--------------------------------------------------------------
C&D Technologies, Inc., filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q, reporting a
net loss of $3.96 million on $93.42 million of net sales for the
three months ended Oct. 31, 2011, compared with a net loss of
$6.27 million on $87.62 million of net sales for the same period a
year ago.

The Company reported a net loss of $55.55 million on
$354.83 million of net sales for the fiscal year ended Jan. 31,
2011, compared with a net loss of $25.78 million on
$335.71 million of net sales during the prior fiscal year.

The Company reported a net loss of $5.42 million on
$276.33 million of net sales for the nine months ended Oct. 31,
2011, compared with a net loss of $62.60 million on
$256.16 million of net sales for the same period during the prior
year.

The Company's balance sheet at Oct. 31, 2011, showed
$255.70 million in total assets, $164.68 million in total
liabilities and $91.01 million in total equity.

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

                        http://is.gd/S9MZwQ

                       About C&D Technologies

C&D Technologies, Inc., is a manufacturer, marketer and
distributor of electrical power storage systems for the standby
power storage market.  The Company makes lead acid batteries and
standby power systems that integrate lead acid batteries with
other electronic components, which are used to provide backup or
standby power for electrical equipment in the event of power loss
from the primary power source.

C&D Technologies in December 2010 escaped a bankruptcy filing
after completing an out-of-court restructuring that reduced the
Company's total debt from approximately $175 million to
$50 million.  The Company in September had entered into a
restructuring support agreement with noteholders to a
restructuring that will be effected through (i) an offer to
exchange the Company's outstanding notes for up to 95% of the
Company's common stock, or (ii) a prepackaged plan of
reorganization under Chapter 11 of the U.S. Bankruptcy Code, if
the exchange offer fails to get the requisite support.  C&D
Technologies elected not to make a semi-annual interest
payment due on its 5.25% Convertible Senior Notes due 2025 on
Nov. 1, 2010.


CAPITOL CITY: Amends 5 Million Common Shares Offering
-----------------------------------------------------
Capitol City Bancshares, Inc., filed with the U.S. Securities and
Exchange Commission amendment no. 2 to Form S-1 registration
statement relating to the Company's offer to sell up to 5,000,000
shares of its common stock for $2.50 per share.  The minimum
purchase for any investor is 200 shares and the maximum purchase
for any investor is 900,000 shares.  The Company has the right, in
its discretion, to accept subscriptions for a lesser or greater
amount.  This offering will continue on an ongoing basis pursuant
to the applicable rules of the SEC, or until all 5,000,000 shares
of common stock are sold, or the Company, in its sole discretion,
decides to end the offering, whichever occurs first.

There is no underwriter involved in this offering.  The Company's
directors and officers will offer and sell the common stock on a
best-efforts basis without compensation.  The Company believes it
will not be deemed to be brokers or dealers due to Rule 3a4-1
under the Securities Exchange Act of 1934.  There is no minimum
number of shares the Company must sell in this offering.  The
proceeds from this offering will be immediately available to the
Company regardless of the number of shares we sell.

A full-text copy of the amended Form S-1 is available at:

                        http://is.gd/e29zvW

                         About Capitol City

Atlanta, Ga.-based Capitol City Bancshares, Inc., was incorporated
under the laws of the State of Georgia on April 14, 1998, for the
purpose of serving as a bank holding company for Capitol City Bank
and Trust Company.  The Bank operates a full-service banking
business and engages in a broad range of commercial banking
activities, including accepting customary types of demand and
timed deposits, making individual, consumer, commercial, and
installment loans, money transfers, safe deposit services, and
making investments in U.S. government and municipal securities.
The Bank serves the residents of the City of Atlanta and Fulton,
DeKalb, Chatham, Richmond and Dougherty Counties.

As reported in TCR on April 26, 2011, Nichols, Cauley &
Associates, LLC, in Atlanta, Georgia, expressed substantial doubt
about Capitol City Bancshares' ability to continue as a going
concern, following the Company's 2010 results.  The independent
auditors noted that the Company the Company is operating under
regulatory orders to, among other items, increase capital and
maintain certain levels of minimum capital.  "As of Dec. 31, 2010,
the Company was not in compliance with these capital requirements.
In addition to its deteriorating capital position, the Company has
suffered significant losses related to nonperforming assets, has
experienced declining levels of liquid assets, and has significant
maturities of liabilities within the next twelve months."

The Company's balance sheet at Sept. 30, 2011, showed $297.82
million in total assets, $288.90 million in total liabilities and
$8.91 million in total stockholders' equity.


CATALYST PAPER: Defers $21MM Interest Payment on Senior Notes
-------------------------------------------------------------
Catalyst Paper Corporation, together with its financial advisor
Perella Weinberg Partners, is continuing to review alternatives to
address its capital structure.  Debt reduction has been identified
as a priority given current business and economic conditions and
discussions are ongoing with certain holders of its 2016 Notes and
2014 Notes, and their representatives and advisors.  Catalyst
announced, in June, that it had begun the capital restructuring
review.

In light of these ongoing discussions and pending finalization of
a strategy to deal with its debt structure, Catalyst determined
that it would be appropriate to defer the approximate US$21
million interest payment on its outstanding 11.00% Senior Secured
Notes due 2016 and Class B 11.00% Senior Secured Notes due 2016
due on Dec. 15, 2011.

Operations of Catalyst and its subsidiaries are expected to
continue as usual with obligations to customers, suppliers and
employees being met in the ordinary course.

"We advised several months ago that we were actively pursuing a
restructuring of our balance sheet.  This is a very complex
process and while we cannot prejudge outcomes, we are firmly
committed to achieving a solution that puts Catalyst on stronger
financial footing for the future," said President and CEO Kevin J.
Clarke.

The company has 30 days within which to pay the interest under the
2016 Note indentures before triggering an event of default.
Failure to pay the interest within this time period would allow
2016 Note holders to declare the US$390 million principal amount
and all accrued interest on the 2016 Notes immediately due and
payable and to begin proceedings to realize upon the security held
in connection with the 2016 Notes.

If the principal and accrued interest under the 2016 Notes were to
be declared due and payable, failure to pay the amount due under
the 2016 Notes within 30 days would be an event of default under
the indenture relating to Catalyst's US$250 million outstanding
7.375% Senior Notes due 2014.  Failure to pay the interest on the
2016 Notes within the 30 day grace period would also be an event
of default under Catalyst's ABL facility with JP Morgan.
At Nov. 30, 2011, the company owed the principal amount of $16
million under the ABL facility.  In each case, such event of
default could result in the principal amount of such indebtedness
and all accrued interest becoming immediately due and payable.

                       About Catalyst Paper

Catalyst Paper -- http://www.catalystpaper.com/-- manufactures
diverse specialty mechanical printing papers, newsprint and pulp.
Its customers include retailers, publishers and commercial
printers in North America, Latin America, the Pacific Rim and
Europe.  With four mills, located in British Columbia and Arizona,
Catalyst has a combined annual production capacity of 1.9 million
tons.  The Company is headquartered in Richmond, British Columbia,
Canada and its common shares trade on the Toronto Stock Exchange
under the symbol CTL.

The Company also reported a net loss of C$266.30 million on
C$941.70 million of sales for the nine months ended Sept. 30,
2011, compared with a net loss of C$407.20 million on C$895
million of sales for the same period during the prior year.

The Company's balance sheet at Sept. 30, 2011, showed
C$1.45 billion in total assets, C$1.31 billion in total
liabilities, and C$135.60 million in shareholders' equity.

                           *     *     *

Catalyst Paper carried Moody's Investors Service's 'Caa1'
corporate family rating.  Outlook in Negative.  The Company also
carries Standard & Poor's CCC+ long-term corporate credit rating,
Outlook is Stable.


CATASYS INC: Chairman & CEO Peizer Owns 53.9% of Shares
-------------------------------------------------------
Catasys, Inc., on Dec. 8, 2011, completed a private placement of
notes and warrants with Socius Capital Group, LLC, an affiliate of
Terren Peizer, the Company's Chairman and CEO, and David E. Smith
a Company affiliate.  The current placement increases Socius's and
Smith's investment in the secured convertible promissory notes and
warrants to $1,250,000 since August 2011 and $1,035,000 since
October 2011, respectively.  In total, the Company has issued
$2,285,000 in secured convertible promissory notes and warrants to
Socius and Smith, since August 2011.  Socius's and Smith's
aggregate investments in the Company since November 2010 is
approximately $3.5 and $3.0 million, respectively.  After giving
effect to the latest investment, the Company's Chairman and CEO
beneficially owns 53.9% of the Company, including shares
underlying warrants, convertible notes, and options.  The Company
anticipates that the holders of the secured convertible promissory
notes will convert those notes into a Qualified Financing but
there can be no assurance that those holders will do so.

On Dec. 8, 2011, the Company issued a Third Amended and Restated
Secured Convertible Promissory Note to Smith and a Fourth Amended
and Restated Secured Convertible Promissory Note to Socius to
increase the outstanding principal amount under the Second Smith
Note and Third Socius Note by $45,000 and $155,000, respectively,
in exchange for a loan in such increased amount from Smith and
Socius, respectively.  The Company had previously issued a Third
Amended and Restated Secured Convertible Promissory Note dated
Nov. 30, 2011, to Socius in the principal amount of $1,025,000,
and a Second Amended and Restated Secured Convertible Promissory
Note dated Nov. 15, 2011, to Smith in the principal amount of
$880,000.  In connection with the Third Smith Note and Fourth
Socius Note, additional warrants were issued to Smith and Socius
to purchase an additional 173,077 and 596,154 shares of the
Company's common stock, par value $0.0001 per share, respectively,
at an exercise price of $0.32 per share, which amended and
restated the Second Amended and Restated Warrant dated Nov. 15,
2011, and Third Amended and Restated Warrant dated Nov. 30, 2011,
issued to Smith and Socius, respectively.  The exercise price of
or number of shares of Common Stock underlying the Third Smith
Warrant and the Fourth Socius Warrant are subject to adjustment
for stock splits, stock dividends, certain fundamental
transactions, and financings and share issuances below the initial
exercise price.

The Third Smith Note and Fourth Socius Note mature on Jan. 3,
2012, and bear interest at an annual rate of 12% payable in cash
at maturity, prepayment or conversion.  The Third Smith Note and
the Fourth Socius Note and any accrued interest are convertible at
the holder's option into Common Stock or the next financing the
Company enters into in an amount of at least $2,000,000.  The
conversion price for the Third Smith Note and the Fourth Socius
Note is equal to the lower of (i) $0.26 per share of Common Stock,
and (ii) the lowest price per share of Common Stock into which any
security is convertible in any Qualified Financing.

Effective Dec. 8, 2011, the Company entered into a Third Amendment
to the Consent Agreement with Smith and Socius to amend the
Consent Agreement dated Oct. 5, 2011, as amended on Nov. 2, 2011,
and Nov. 15, 2011, to adjust Smith's and Socius's respective
sharing percentages in recoveries against collateral securing the
Third Smith Note and Fourth Socius Note in order to reflect the
increased principal amounts thereunder.

                        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.


CATHAY FOREST: Receives TSX Venture Delisting Notice
----------------------------------------------------
Cathay Forest Products Corp. has received notice from the
Compliance & Disclosure department of the TSX Venture Exchange
indicating that, effective at close of market on Feb. 1, 2012, the
common shares of Cathay Forest will be de-listed unless: (i) the
outstanding cease trade orders issued against Cathy Forest have
been revoked; and (ii) all outstanding financial statements,
management's discussions and analysis and related documents have
been filed with the appropriate regulatory authorities.

There can be no assurance that Cathay Forest will be able to
achieve compliance within the required time frame.  Nevertheless
Cathay Forest is committed to diligently work closely with the
regulatory authorities, the TSX Venture Exchange and its
professional advisors to not only address the delisting deadline
above, but to address all outstanding TSX Venture Exchange
requirements in order to restore trading prior to February 1,
2012.  Cathay Forest's board of directors and management are also
in the process of evaluating the options available to Cathay
Forest, including requesting that the decision of the TSX Venture
Exchange be reviewed or appealed as well as alternative listing
options.

                    About Cathay Forest Products

Cathay Forest is a forest products company that manages
approximately 1,000,000 hectares of standing timber properties and
fast-growth, high-yield poplar plantations in China and Russia.
Cathay Forest is building a world-class forest products company
through a customer base that includes the domestic Chinese pulp
and paper industry and other wood products customers in the
Japanese market.


CELL THERAPEUTICS: To Sell $20MM Preferred Shares & Warrants
------------------------------------------------------------
Cell Therapeutics, Inc., entered into an agreement to sell,
subject to customary closing conditions, $20 million of shares of
its Series 14 Preferred Stock and warrants to purchase shares of
its common stock in a registered offering to two institutional
investors.  Each share of Series 14 Preferred Stock is convertible
at the option of the holder, at any time during its existence,
into approximately 870 shares of common stock at a conversion
price of $1.15 per share of common stock, for a total of
approximately 17,391,304 shares of common stock.

In connection with the offering, the investors received warrants
to purchase up to 6,956,522 shares of common stock.  The warrants
have an exercise price of $1.45 per warrant share, for total
potential additional proceeds to the Company of approximately
$10.1 million upon exercise of the warrants for cash.  The
warrants are exercisable beginning six months and one day after
the date of issuance and expire five years and one day after the
date of issuance.

The Company intends to use the net proceeds from the offering for
general corporate purposes, which may include, among other things,
paying interest on or retiring portions of its outstanding debt,
funding research and development, preclinical and clinical trials,
the preparation and filing of new drug applications and general
working capital.  The Company may also use a portion of the net
proceeds to fund possible investments in, or acquisitions of,
complementary businesses, technologies or products.  The Company
has recently engaged in limited discussions with third parties
regarding those investments or acquisitions, but has no current
agreements or commitments with respect to any investment or
acquisitions.

Shares of the Series 14 Preferred Stock will receive dividends in
the same amount as any dividends declared and paid on shares of
common stock and have no voting rights on general corporate
matters.

The closing of the offering is expected to occur on Dec. 13, 2011,
at which time the Company will receive the cash proceeds and
deliver the securities.

Rodman & Renshaw, LLC, a wholly-owned subsidiary of Rodman &
Renshaw Capital Group, Inc., (Nasdaq:RODM), acted as the exclusive
placement agent for the offering.  Trout Capital LLC provided
financial advisory services.

A shelf registration statement relating to the shares of Series 14
Preferred Stock and warrants issued in the offering has been filed
with the Securities and Exchange Commission.  A prospectus
supplement under Rule 424 of the Securities Act of 1933, as
amended, relating to the offering will be filed with the SEC.
Copies of the prospectus supplement and accompanying prospectus
may be obtained directly from the Company by contacting the
Company at the following address: Cell Therapeutics, Inc., 501
Elliott Avenue West, Suite 400, Seattle, Washington 98119. This
press release does not constitute an offer to sell or a
solicitation of an offer to buy the Series 14 Preferred Stock or
warrants.  No offer, solicitation or sale will be made in any
jurisdiction in which such offer, solicitation or sale is
unlawful.

On Dec. 12, 2011, the Company filed Articles of Amendment to its
Amended and Restated Articles of Incorporation with the Secretary
of State of the State of Washington, establishing the Series 14
Preferred Stock.  Each share of Series 14 Preferred Stock is
entitled to a liquidation preference equal to the initial stated
value of $1,000 per share of Series 14 Preferred Stock plus any
accrued and unpaid dividends before any distribution of assets may
be made to holders of capital stock ranking junior to the Series
14 Preferred Stock.  The Series 14 Preferred Stock is not entitled
to dividends except to share in any dividends actually paid on the
Common Stock or any pari passu or junior securities.  The Series
14 Preferred Stock is convertible into Common Stock, at the option
of the holder, at an initial conversion price of $1.15 per share,
subject to a 4.99% blocker provision.

                      About Cell Therapeutics

Headquartered in Seattle, Washington, Cell Therapeutics, Inc.
(NASDAQ and MTA: CTIC) -- http://www.CellTherapeutics.com/-- is a
bi4opharmaceutical company committed to developing an integrated
portfolio of oncology products aimed at making cancer more
treatable.

The Company reported a net loss of $82.64 million on $319,000 of
revenue for the 12 months ended Dec. 31, 2010, compared with a net
loss of $82.64 million on $80,000 of total revenue during the same
period in 2009.

The Company also reported a net loss attributable to CTI of
$53.39 million on $0 of revenue for the nine months ended
Sept. 30, 2011, compared with a net loss attributable to CTI of
$62.92 million on $319,000 of total revenues for the same period
during the prior year.

The Company's balance sheet at Sept. 30, 2011, showed
$62.85 million in total assets, $33.89 million in total
liabilities, $13.46 million in common stock purchase warrants, and
$15.49 million total shareholders' equity.

Marcum LLP, in San Francisco, Calif., expressed substantial doubt
about the Company's ability to continue as a going concern in its
audit reports for the financial statements for 2009 and 2010.  The
independent auditors noted that the Company has incurred losses
since its inception, and has a working capital deficiency of
approximately $14.2 million at Dec. 31, 2010.

                        Bankruptcy Warning

The Company has incurred losses since inception and expect to
generate losses for the next few years primarily due to research
and development costs for Pixuvri, OPAXIO, tosedostat,
brostallicin and bisplatinates.

If the Company receives approval of Pixuvri by the European
Medicines Agency or the Food and Drug Administration, the Company
would anticipate additional commercial expenses associated with
Pixuvri operations.  Accordingly, the Company will need to raise
additional funds and is currently exploring alternative sources of
equity or debt financing.  The Company may seek to raise such
capital through public or private equity financings, partnerships,
joint ventures, disposition of assets, debt financings or
restructurings, bank borrowings or other sources of financing.
However, additional funding may not be available on favorable
terms or at all.  If additional funds are raised by issuing equity
securities, substantial dilution to existing shareholders may
result.  If the Company fails to obtain additional capital when
needed, the Company may be required to delay, scale back, or
eliminate some or all of its research and development programs and
may be forced to cease operations, liquidate its assets and
possibly seek bankruptcy protection.


CENTRAL FEDERAL: Extends Rights Offering Record Date to Dec. 21
---------------------------------------------------------------
Central Federal Corporation has extended the record date to
Dec. 21, 2011, for its previously disclosed proposed rights
offering of common stock.  All record holders of the Company's
common stock will receive, at no charge, one subscription right
for each share of common stock held as of 5:00 p.m., Eastern time,
on the record date.  Each subscription right will entitle the
holder of the right to purchase 6.048 shares of Company common
stock at a subscription price of $1.00 per share.  In addition,
for each four shares purchased, purchasers will receive, at no
charge, one warrant to purchase one additional share of stock at a
purchase price of $1.00 per share.  The warrants will be
exercisable for three years.

A registration statement related to these securities has been
filed with the Securities and Exchange Commission but has not yet
become effective.  The securities may not be sold nor may offers
to buy be accepted prior to the time the registration statement
becomes effective.

                       About Central Federal

Fairlawn, Ohio-based Central Federal Corporation (Nasdaq: CFBK) is
the holding company for CFBank, a federally chartered savings
association formed in Ohio in 1892.  CFBank has four full-service
banking offices in Fairlawn, Calcutta, Wellsville and Worthington,
Ohio.

The Company's balance sheet at Sept. 30, 2011, showed
$265.4 million in total assets, $254.0 million in total
liabilities, and stockholders' equity of $11.4 million.

                        Regulatory Matters

On May 25, 2011, Central Federal Corporation and CFBank each
consented to the issuance of an Order to Cease and Desist (the
Holding Company Order and the CFBank Order, respectively, and
collectively, the Orders) by the Office of Thrift Supervision
(OTS), the primary regulator of the Holding Company and CFBank at
the time the Orders were issued.

The Holding Company Order requires it, among other things, to: (i)
submit by June 30, 2011, a capital plan to regulators that
establishes a minimum tangible capital ratio commensurate with the
Holding Company's consolidated risk profile, reduces the risk from
current debt levels and addresses the Holding Company's cash flow
needs; (ii) not pay cash dividends, redeem stock or make any other
capital distributions without prior regulatory approval; (iii) not
pay interest or principal on any debt or increase any Holding
Company debt or guarantee the debt of any entity without prior
regulatory approval; (iv) obtain prior regulatory approval for
changes in directors and senior executive officers; and (v) not
enter into any new contractual arrangement related to compensation
or benefits with any director or senior executive officer without
prior notification to regulators.

The CFBank Order required CFBank to have by Sept. 30, 2011, and
maintain thereafter, 8% Tier 1 (Core) Capital to adjusted total
assets and 12% Total Capital to risk weighted assets.  CFBank will
not be considered well-capitalized as long as it is subject to
individual minimum capital requirements.

CFBank did not comply with the higher capital ratio requirements
by the Sept. 30, 2011 required date.


CENTURY PLAZA: Can Use PrivateBank Cash Collateral Until Dec. 31
----------------------------------------------------------------
The Hon. J. Philip Klingeberger U.S. Bankruptcy Court for the
Northern District of Indiana Century Plaza LLC authorized, on an
interim basis, Century Plaza LLC, to use PrivateBank and Trust
Company's cash collateral until Dec. 31, 2011.

The Debtor would use the cash collateral to fund its business
operations postpetition.  The Debtor is authorized to make
expenditures plus more than 10% of the total proposed expenses,
unless otherwise agreed by the lender or upon further order of the
Court.

As adequate protection for any diminution in value of the lenders'
collateral, the Debtors will:

   -- grant the lender authorization to inspect, upon reasonable
notice, the Debtor's book and records;

   -- maintain and pay premiums for insurance to cover all of its
assets from fire, theft and water damage;

   -- maintain sufficient cash reserves for the payment of current
real estate taxes when the real estate taxes become due and
payable;

   -- upon reasonable request, make available to the lender
evidence of that which constitutes it collateral or proceeds, and

   -- maintain the property in good repair and properly manage the
property.

The Debtor set a Dec. 28, final hearing at 1:00 p.m. on the
requested access to the cash collateral.

                        About Century Plaza

Based in Merrillville, Indiana, Century Plaza LLC owns and
operates a commercial shopping center known as "Century Plaza".
Century Plaza filed for Chapter 11 bankruptcy (Bankr. N.D. Ind.
Case No. 11-24075) on Oct. 18, 2011.  The Debtor estimated assets
and debts of $10 million to $50 million.  The petition was signed
by Richard Dube, president of Tri-Land Properties, Inc., manager.

Judge J. Philip Klingeberger presides over the case.  The Debtor's
counsel are Crane, Heyman, Simon, Welch & Clar; and Anderson &
Anderson P.C.


CHRYSLER LLC: Tenn. Sup. Ct. Rules in Products Liability Suit
-------------------------------------------------------------
The Supreme Court of Tennessee, at Nashville, affirmed in part,
and reversed, in part, a trial court judgment in a products
liability suit involving Chrysler Group, and remanded the cause
for trial.

Michael Lind, who had purchased a truck from an automobile
dealership, filed a products liability suit in 2007 in the
Rutherford County Circuit Court against not only the manufacturer,
DaimlerChrysler Corporation, but also the dealership, Beaman
Dodge, Inc., d/b/a Beaman Dodge Chrysler Jeep, as seller.
According to the lawsuit, Mr. Lind was injured as he stepped out
of his 2004 Dodge Ram 2500 truck onto Fox Hollow Road in
Christiana, Tennessee, near its intersection with Manchester
Highway.  The Plaintiff alleged that when he stopped his truck on
a flat surface and placed it in park to get a closer look at what
appeared to be a snake in the roadway, the truck, with the engine
still engaged, "self-shifted" into reverse, running over his left
foot and arm, breaking his arm and wrist, tearing a rotator cuff,
and damaging muscles and ligaments in the arm.  The Plaintiff
alleged that his truck had "consistently experienced problems with
[its] parking system, and that he had taken the vehicle for
service on several occasions and the problem was not corrected."

Later, the plaintiff entered a voluntary nonsuit as to the seller
and proceeded only against the manufacturer.  Over one year after
the order granting nonsuit, the manufacturer declared bankruptcy,
and, in 2009, the plaintiff again sued the seller, alleging both
negligence and strict liability in tort.  The seller filed a
motion to dismiss, contending that the suit was barred by the
statute of limitations.  The trial court denied the motion but
granted an interlocutory appeal.  The Court of Appeals denied the
appeal.  The State Supreme Court granted the seller's application
for permission to appeal to consider the application of the saving
statute to these unique circumstances.  The State Supreme Court
holds that the plaintiff may proceed under the strict liability
claim because that cause of action did not accrue until the
manufacturer was judicially declared insolvent.  Because, however,
the second suit alleged acts of negligence on the part of the
seller, an exception to the statutory rule prohibiting products
liability suits against sellers, and could have been brought in
2007, the statute of limitations is a bar to recovery under that
theory.

The case is Michael Lind, v. Beaman Dodge, Inc., d/b/a Beaman
Dodge Chrysler Jeep et al., No. M2010-01680-SC-S09-CV (Tenn. Sup.
Ct.).  Justice Gary R. Wade delivered the opinion of the Court, in
which Justices Janice M. Holder and Sharon G. Lee joined.  Chief
Justice Cornelia A. Clark filed a separate opinion concurring in
the judgment, in which Justice William C. Koch, Jr., joined.  A
copy of Justice Gary R. Wade's Opinion is available at
http://is.gd/oAqqRafrom Leagle.com.

                          About Chrysler

Chrysler Group LLC, formed in 2009 from a global strategic
alliance with Fiat Group, produces Chrysler, Jeep(R), Dodge, Ram
Truck, Mopar(R) and Global Electric Motorcars (GEM) brand vehicles
and products.  Headquartered in Auburn Hills, Michigan, Chrysler
Group LLC's product lineup features some of the world's most
recognizable vehicles, including the Chrysler 300, Jeep Wrangler
and Ram Truck.  Fiat will contribute world-class technology,
platforms and powertrains for small- and medium-sized cars,
allowing Chrysler Group to offer an expanded product line
including environmentally friendly vehicles.

Chrysler LLC and 24 affiliates on April 30, 2009, sought Chapter
11 protection from creditors (Bankr. S.D.N.Y (Mega-case), Lead
Case No. 09-50002).  Chrysler hired Jones Day, as lead counsel;
Togut Segal & Segal LLP, as conflicts counsel; Capstone Advisory
Group LLC, and Greenhill & Co. LLC, for financial advisory
services; and Epiq Bankruptcy Solutions LLC, as its claims agent.
Chrysler has changed its corporate name to Old CarCo following its
sale to a Fiat-owned company.  As of December 31, 2008, Chrysler
had $39,336,000,000 in assets and $55,233,000,000 in debts.
Chrysler had $1.9 billion in cash at that time.

In connection with the bankruptcy filing, Chrysler reached an
agreement with Fiat SpA, the U.S. and Canadian governments and
other key constituents regarding a transaction under Section 363
of the Bankruptcy Code that would effect an alliance between
Chrysler and Italian automobile manufacturer Fiat.  Under the
terms approved by the Bankruptcy Court, the company formerly known
as Chrysler LLC on June 10, 2009, formally sold substantially all
of its assets, without certain debts and liabilities, to a new
company that will operate as Chrysler Group LLC.

Fiat has a 20% equity interest in Chrysler Group.

The U.S. and Canadian governments provided Chrysler with
$4.5 billion to finance its bankruptcy case.  Those loans are to
be repaid with the proceeds of the bankruptcy estate's
liquidation.

                           *     *     *

As reported in the Troubled Company Reporter on June 6, 2011,
Standard & Poor's Ratings Services assigned its 'B+' corporate
credit rating to Chrysler Group LLC. The rating outlook is stable.
"At the same time, we assigned our issue-level rating to
Chrysler's $4.3 billion senior bank facilities ('BB') and $3.2
billion second-lien notes ('B'). The recovery ratings are '1' and
'5'. The company recently completed this financing," S&P stated.


CITY CAPITAL: Jeffery Smuda Resigns as CEO, Chairman & Director
---------------------------------------------------------------
Jeffery M. Smuda tendered his resignation effective Oct. 25, 2011,
as a director, chief executive officer and Chairman.  Mr. Smuda's
resignation was not the result of nay disagreements with the
Company regarding its operations, policies, or practices.

On Oct. 25, 2011, Donald M. MacIntyre was elected as Chairman and
Chief Executive Officer of the Company.  Mr. MacIntyre is an
Engineer with thirty years of experience in manufacturing,
inventing and selling electrical products.  He has held Senior
management positions in various domestic and international
corporations.

On Oct. 25, 2011, Al Lipinski was appointed to the Board of
Directors and as Vice President of the corporation.  Mr. Lipinski
is an Electrical Engineer with thirty years of experience in
business with various large national corporations.  Mr. Lipinski
is well versed in sales and marketing as well as the needs of
electrical power use and generation.

On Oct. 25, 2011, Perry E. Barker was appointed to the board of
directors of the company.  Mr. Barker will serve as the outside
board member.  Mr. Barker is national sales manager for an
international organization and has over thirty years experience in
designing and selling products to the silicon chip industry.
Mr. Barker's expertise in sales and marketing should be a great
benefit for the company.

                        About City Capital

Franklin, Tenn.-based City Capital is a professional management
and diversified holding company engaged in leveraging investments,
holdings and other assets to build value for investors and
shareholders.

After auditing the Company's financial results in 2008 and 2009,
Spector & Associates LLP expressed substantial doubt about City
Capital Corporation's ability as a going concern.  The firm noted
that the Company has recurring losses, substantial accumulated
deficit and negative cash flows from operations.

The Company's balance sheet at Dec. 31, 2009, showed $2,997,088 in
total assets, $9,820,316 in total liabilities, and a stockholder's
deficit of $6,674,519.

City Capital Corp. said it could not timely file its quarterly
report on Form 10-Q for the period ended June 30, 2010, with the
Securities and Exchange Commission.


COLLIER LAND: Has Until Jan. 17 to File Outline and Ch. 11 Plan
---------------------------------------------------------------
The Hon. Judith K. Fitzgerald of the U.S. Bankruptcy Court for the
Western District of Pennsylvania directed Collier Land & Coal
Development LP to file a Disclosure Statement explaining the
proposed Chapter 11 Plan on Jan. 17, 2012.

The Court will then set a combined hearing date to consider
adequacy of the Disclosure Statement and confirmation of plan.

In this relation the Court has continued the hearing to consider
Parkvale Bank's motion to convert's Chapter 11 case to Chapter 7
liquidation until the Disclosure Statement hearing.

The Court has also continued the hearing to approve the second
amended partnership purchase and sale agreement until the
Disclosure Statement hearing, but if the case is converted, then
an order will be entered marking the motion as moot.

As reported in the Troubled Company Reporter on Sept. 9, 2011,
prior to the Petition Date, the Debtor executed and delivered to
the Parkvale three promissory notes in the aggregate amount of
$2,970,000.  The Debtor defaulted under the terms of Notes by
failing to make payments when due.  As of Feb. 1, 2011, the
indebtedness is $1,758,924 plus professional fees, expenses and
accruing interest.

According to Parkvale, the Debtor's attempt to reorganize under
Chapter 11 of the U.S. Bankruptcy Code has failed.  "The Debtor
operated a coal mining business that could not mine enough coal to
pay its ongoing operating expenses, let alone reorganize.  Since
late September 2010, the Debtor has tried to sell the coal mine.
The Debtor's principals, who have spearheaded this undertaking,
appear to be acting in their own interests in order to recoup
their investments or secure future employment, all to the
detriment of the Debtor's creditors," Parkvale said.

Parkvale said that conversion to Chapter 7 is clearly in the best
interest of the creditors as it will provide for prompt payment of
claims, instead of further delay that only benefits the Debtor's
limited partners fanciful plans to sell this failure of a coal
mine.

Parkvale is represented by Tucker Aresnberg, P.C.

                        About Collier Land

Clairton, Pennsylvania-based Collier Land & Coal Development, LP,
began its operations in 2007 with the intention of mining the coal
on the real estate and then subdividing the land and selling
approximately 59 buildable lots to developers.

The Company filed for Chapter 11 bankruptcy protection (Bankr.
W.D. Pa. Case No. 10-22059) on March 25, 2010.  Robert S.
Bernstein, Esq., and Scott E. Schuster, Esq., at Bernstein Law
Firm, P.C., serve as the Debtor's bankruptcy counsel.  The Debtor
estimated its assets at 10 million to $50 million and debts at
$1 million to $10 million, as of the petition date.


CONQUEST PETROLEUM: CEO Says Loss of Assets Critical to Existence
-----------------------------------------------------------------
Conquest Petroleum Incorporated has been in default of certain
covenants in its agreement with the financier of the Marion
property since May 2009.  At that time, the Company entered into a
Workout Agreement with the entity whereby all interests in the
Marion Field were assigned to the entity; but, not recorded.  The
Company continues to operate and administer these properties to
this date.  The Company has entered into multiple agreements with
the entity for fixed purchase prices; and, has attempted to raise
funds to monetize the agreements.  A combination of the Company's
Balance Sheet and outstanding liabilities has precluded success in
those fund raising efforts.  The last extension of the Company's
option to purchase expired on Oct. 31, 2011.  The Company has been
unable to negotiate another extension and the entity is attempting
to market the properties to recover their investment.

Further, the remainder of the Company's assets, the Delhi and
Kentucky properties, are mortgaged to an overseas lender.  That
lender has requested that the Company market those properties on
their behalf to retire what is owed in principal, interest, and
penalties.  To date, the Company has been unable to find a broker
to handle the marketing due to the many problems relating to the
Delhi property.

Robert D. Johnson, the CEO and Chairman of the Company stated,
"This erosion of the Company's assets is critical to the continued
existence of the Company.  Current management consists of two
individuals who are working for no pay or at reduced salaries.
These individuals continue to attempt to raise the necessary funds
to retire the debt and handle the outstanding liabilities.  The
current situation to include frozen funds caused by a Writ of
Garnishment by PKF appears to be reaching a conclusion of the
Company's business activity.  Management will evaluate all options
available."

                      About Conquest Petroleum

Spring, Tex.-based Conquest Petroleum Incorporated (OTC BB: CQPT)
-- http://www.conquestpetroleum.com/-- is an independent oil and
natural gas company engaged in the production, acquisition and
exploitation of oil and natural gas properties geographically
focused on the onshore United States.  The Company's operational
focus is the acquisition, through the most cost effective means
possible, of production or near production of oil and natural gas
field assets.  The Company's areas of operation include Louisiana
and Kentucky.

The Company reported a net loss of $14.49 million on $1.24 million
of total revenues for the year ended Dec. 31, 2010, compared with
a net loss of $23.26 million on $914,781 of total revenues during
the prior year.

The Company's balance sheet at June 30, 2011, showed $2 million in
total assets, $31.24 million in total liabilities, and a
$29.24 million total stockholders' deficit.

As reported by the TCR on April 21, 2011, M&K CPAS, PLLC, in
Houston, Texas, noted that Conquest Petroleum has insufficient
working capital and reoccurring losses from operations, all of
which raises substantial doubt about its ability to continue as a
going concern.


DAKOTA COUNTY: S&P Raises Rating on Revenue Bonds From 'B+'
-----------------------------------------------------------
Standard & Poor's Ratings Services raised its rating on Dakota
County Community Development Agency, Minn.'s (Southfork
Apartments) multifamily housing mortgage revenue refunding bonds
series 2000 to 'AA+' from 'B+'. The outlook is negative.

"The rating upgrade reflects our anticipation of full and timely
debt service payment on bonds until maturity based on sufficient
revenues from mortgage payments," said Standard & Poor's credit
analyst Renee J. Berson.

The rating reflects S&P's view of:

    The high credit quality of the Fannie Mae pass-thru
    certificate, which S&P considers to be 'AA+' eligible;

    Extremely strong debt service coverage;

    Investments held in First American Treasury Obligations Fund
    Class D money market fund (AAAm); and

    Asset/liability ratio is 100.69% as of Nov. 23, 2011.

The rating also reflects the sovereign rating on the U.S.
(AA+/Negative). Should the sovereign rating on the U.S. be
upgraded to 'AAA' and the bond program meet all criteria
commensurate with an 'AAA' rating, the rating on the
bonds will be upgraded.

"Standard & Poor's has analyzed updated financial information
assuming zero reinvestment earnings as set forth in the related
criteria articles. We believe the bonds are able to meet all costs
from transaction cash flow for the term of the bonds, assuming no
reinvestment earnings," S&P said.


DEMREX INDUSTRIAL: Voluntary Chapter 11 Case Summary
----------------------------------------------------
Debtor: Demrex Industrial Services, Inc.
        1300 Industrial Highway
        Unit Five
        Southampton, PA 18966

Bankruptcy Case No.: 11-19403

Chapter 11 Petition Date: December 9, 2011

Court: United States Bankruptcy Court
       Eastern District of Pennsylvania (Philadelphia)

Judge: Jean K. FitzSimon

Debtor's Counsel: Albert A. Ciardi, III, Esq.
                  CIARDI CIARDI & ASTIN, P.C.
                  One Commerce Square
                  2005 Market Street, Suite 1930
                  Philadelphia, PA 19103
                  Tel: (215) 557-3550
                  Fax: (215) 557-3551
                  E-mail: aciardi@ciardilaw.com

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

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 Barry C. Portnoy, chief executive
officer.


DIVERSIFIED MACHINE: S&P Assigns 'B' Rating to $175MM Term Loan
---------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'B' issue rating
(with a '4' recovery rating) to Diversified Machine Inc.'s (DMI)
$175 million senior secured term loan. The 'B' corporate credit
rating remains unchanged.

The 'B' corporate credit rating on DMI reflects Standard & Poor's
view of the company's "vulnerable" business risk profile and
"aggressive" financial risk profile (as defined in S&P's
criteria).

"The profiles reflect our opinion that the company's cash
generation could be volatile as vehicle production levels
fluctuate, given the uncertainty in the economy," said Standard &
Poor's credit analyst Nishit Madlani.

"The stable outlook reflects our expectation that DMI's leverage,
pro forma for the transaction, would be about 3.5x over the next
12 months, with minimal cash flow generation prospects for debt
reduction given somewhat elevated capital expenditure requirements
to support product launches," S&P said.

"We could raise the ratings if we believed that DMI could sustain
FOCF of about $10 million to $15 million to repay borrowings under
the bank revolving facility, and allow for sustainable liquidity
(cash and availability under its revolver) of about $40 million
with sustained leverage of about 3x or less," S&P said.

"We could lower the rating if free operating cash flow turned
negative for consecutive quarters, which would reduce liquidity.
For example, we estimate that if gross margins (excluding
depreciation and amortization) fall by more than 200 basis points
in 2012, while revenue growth and working capital performance are
less favorable than we expect, the company could begin to use
cash and need to borrow more under its asset-based lending
facility. We could also lower the ratings if the company's
leverage were to increase above 4x because of shareholder-driven
actions such as a debt-financed acquisition or a dividend to the
new sponsors," S&P said.


DRINKS AMERICAS: Darrin Ocasio Discloses 6.3% Equity Stake
----------------------------------------------------------
In a Schedule 13G filing with the U.S. Securities and Exchange
Commission, Darrin M. Ocasio disclosed that, as of Sept. 26, 2011,
he beneficially owns 33,333,333 shares of common stock of Drinks
Americas Holdings, Ltd., representing 6.33% of the shares
outstanding.  A full-text copy of the filing is available for free
at http://is.gd/TX5H8G

                       About Drinks Americas

Headquartered in Wilton, Conn., Drinks Americas Holdings, Ltd. --
http://www.drinksamericas.com/-- through its majority-owned
subsidiaries, Drinks Americas, Inc., Drinks Global, LLC, D.T.
Drinks, LLC, and Olifant U.S.A Inc., imports, distributes and
markets unique premium wine and spirits and alcoholic beverages
associated with icon entertainers, celebrities and destinations,
to beverage wholesalers throughout the United States.

The Company reported a net loss of $4.58 million on $497,453 of
net sales for the year ended April 30, 2011, compared with a net
loss of $5.61 million on $890,380 of net sales during the prior
year.

Bernstein & Pinchuk, in New York, expressed substantial doubt
about the Company's ability to continue as a going concern.  The
independent auditors noted that the Company has incurred
significant losses from operations since its inception and has a
working capital deficiency.

The Company's balance sheet at July 31, 2011, showed $1.09 million
in total assets, $5.10 million in total liabilities and a $4.01
million total stockholders' deficiency.


DELTA PETROLEUM: File Voluntary Petitions for Chapter 11
--------------------------------------------------------
Delta Petroleum Corporation and certain of its subsidiaries filed
voluntary petitions for relief under Chapter 11 of the Bankruptcy
Code in the U.S. Bankruptcy Court for the District of Delaware.

"After reviewing all of our alternatives, the Company's management
and Board of Directors, working in consultation with outside legal
and financial advisors, unanimously determined that the Chapter 11
process would provide the opportunity for the best result for our
creditors, shareholders, suppliers, employees and customers.  We
are committed to diligently working for all of our stakeholders to
achieve the best possible outcome from this process," said Carl E.
Lakey, Chief Executive Officer and President of Delta.

The Company anticipates that its current and future cash resources
will be sufficient to pay its court expenses and maintain its
business operations in the short-term.  Additionally, the Company
will seek Court approval of a debtor in possession (DIP) financing
facility of $57.5 million arranged by it to address longer term
liquidity needs as it works through the bankruptcy process.

The Company is also seeking, and expects to receive, approval from
the Bankruptcy Court for a variety of other motions it will file,
including, but not limited to, requests to pay employee wages,
salaries and employee benefits, royalty interest owners, and
vendors who are to the continued operation of the Company's
business.

                       About Delta Petroleum

Delta Petroleum Corporation is an oil and gas exploration and
development company based in Denver, Colorado.  The Company's core
area of operation is the Piceance Basin in the Rocky Mountain
region, which comprise the majority of its proved reserves,
production.  Its common stock is listed on the NASDAQ Global
Market System under the symbol "DPTR."


DELTA PETROLEUM: Case Summary & 30 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Delta Petroleum Corporation
        aka as Delta Exploration Company, Inc.
        370 17th Street, Suite 4300
        Denver, Colorado 80202

Bankruptcy Case No.: 11-14006

Debtor-affiliates that filed separate Chapter 11 petitions:

        Debtor                                Case No.
        ------                                --------
        DPCA LLC                              11-14007
        Delta Exploration Company, Inc.       11-14008
        Delta Pipeline, LLC                   11-14009
        DLC, Inc.                             11-14010
        CEC, Inc.                             11-14011
        Castle Texas Production LP            11-14012
        Amber Resources Company of Colorado   11-14013

Type of Business: Delta Petroleum Corporation is an oil and
                  gas exploration and development company
                  based in Denver, Colorado.  The Company's
                  core area of operation is in the Rocky
                  Mountain region, where the majority of its
                  proved reserves, production and long-term
                  growth prospects are located.  Its commo n
                  stock is listed on the NASDAQ Capital Market
                  System under the symbol "DPTR."

                  Web Site: http://www.deltapetro.com/

Chapter 11 Petition Date: Dec. 16, 2011

Court: U.S. Bankruptcy Court
       District of Delaware (Delaware)

Debtors'
Counsel:     W. Peter Beardsley, Esq.
             Christopher Gartman, Esq.
             Kathryn A. Coleman, Esq.
             Ashley J. Laurie, Esq.
             HUGHES HUBBARD & REED LLP
             One Battery Park Plaza
             New York, NY 10004-1482
             Tel: (212) 837-6000
             Fax: (212) 422-4726
             E-mail: beardsle@hugheshubbard.com
                     kcoleman@hugheshubbard.com
                     gartman@hugheshubbard.com


Debtors'
Co-Counsel:  Derek C. Abbott, Esq.
             Ann C. Cordo, Esq.
             Chad A. Fights, Esq.
             MORRIS, NICHOLS, ARSHT & TUNNELL LLP
             1201 North Market Street, 18th Floor
             P.O. Box 1347
             Wilmington, DE 19899-1347
             E-mail: dabbott@mnat.com
                     acordo@mnat.com
                     cfights@mnat.com


Debtors'
Restructuring
Advisor:     CONWAY MACKENZIE
             1301 McKinney, Suite 2025
             Houston, TX 77010
             Tel: (713) 650-0500
             Fax: (713) 650-0502

Debtors'
Claims and
Noticing
Agent:       EPIQ BANKRUPTCY SOLUTIONS, LLC

Total Assets: $375,498,248

Total Liabilities: $310,679,157

The petition was signed by Carl E. Lakey, chief executive officer
and president.

Debtor's List of its 30 Largest Unsecured Creditors:

        Entity                     Nature of Claim    Claim Amount
        ------                     ---------------    ------------
U.S. Bank (as indenture trustee    Unsecured Notes    $152,187,500
for 7.00% high yield notes)
Corporate Trust Services
950 17th Street, Suite 300
Denver, CO 80202

U.S. Bank (as indenture trustee    Unsecured Notes    $115,527,083
for 3.75% convertible notes)
Corporate Trust Services
950 17th Street, Suite 300
Denver, CO 80202

Mesa County Treasurer              Tax                  $4,108,340
P.O. Box 173678
Denver, CO 80217-3678

Mountain Region Corp               Trade Debt             $536,771
117 29 3/4 Road
Grand Junction, CO 81503

Mesa County Treasurer              Tax                    $462,905
P.O. Box 173678
Denver, CO 80217-3678

Colorado Department of             Tax                    $220,905
Revenue

Con-Sy, Inc.                       Trade Debt             $217,526

Monument Well Service              Trade Debt             $215,189
Company

Laramie Country Treasurer          Tax                    $171,350

Marsh Trucking, LLC                Trade Debt             $168,673

MRP Fluids, LLC                    Trade Debt             $157,126

RP Services, LLC                   Trade Debt             $119,170

RW Jones Trucking Company          Trade Debt             $119,000

Knight Oil Tools                   Trade Debt             $109,046
(Fishing Services0

Rain for Rent, Inc.                Trade Debt              $99,428

Central Powerwash & Steam          Trade Debt              $97,460
Cleaning, LLC

Champion Technologies, Inc.        Trade Debt              $95,273

Multi-Chem Group, LLC              Trade Debt              $84,870

Baker Corporation                  Trade Debt              $82,421

ECDC Environmental, LC             Trade Debt              $81,031

EMS Energy Services USA Inc.       Trade Debt              $80,021

Kahill, Inc.                       Trade Debt              $70,095

Pine Bluffs Gravel &               Trade Debt              $66,595
Exchange Inc.

Divide Oil & Gas Services          Trade Debt              $59,171

Dalbo, Inc.                        Trade Debt              $46,418

Rocky Mountain Foam & N2           Trade Debt              $45,155
Services

Master Petroleum Company           Trade Debt              $44,425

Dawn Trucking Co.                  Trade Debt              $41,921

Western Colorado AG                Trade Debt              $39,956
Service LLC

NRG Services LLC                   Trade Debt              $39,275


DTF CORPORATION: Files Schedules of Assets and Liabilities
----------------------------------------------------------
DTF Corporation filed with the Bankruptcy Court for the Southern
District of Texas its schedules of assets and liabilities,
disclosing:

    Name of Schedule              Assets         Liabilities
    ----------------            -----------      -----------
A. Real Property                        $0
B. Personal Property           $28,692,980
C. Property Claimed as
    Exempt
D. Creditors Holding
    Secured Claims                                $15,000,000
E. Creditors Holding
    Unsecured Priority
    Claims                                                 $0
F. Creditors Holding
    Unsecured Non-priority
    Claims                                        $23,947,695
                                -----------       -----------
       TOTAL                    $28,692,980       $38,947,695

                           About DTF Corp

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:


EAGLES CREST: Case Summary & 2 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Eagles Crest at Sharp Top, LLC
        930 Allegro Lane
        Apollo Beach, FL 33572

Bankruptcy Case No.: 11-11193

Chapter 11 Petition Date: December 9, 2011

Court: United States Bankruptcy Court
       Western District of North Carolina (Asheville)

Judge: George R. Hodges

Debtor's Counsel: Edward C. Hay, Jr., Esq.
                  PITTS, HAY & HUGENSCHMIDT, P.A.
                  137 Biltmore Avenue
                  Asheville, NC 28801
                  Tel: (828) 255-8085
                  Fax: (828) 251-2760
                  E-mail: ehay@phhlawfirm.com

Scheduled Assets: $1,650,000

Scheduled Debts: $670,792

A list of the Company's two largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/ncwb11-11193.pdf

The petition was signed by John Holdsworth, managing member.


EDIETS.COM INC: Board of Directors Increased to Eight Members
-------------------------------------------------------------
The board of directors of eDiets.com, Inc., increased the size of
the Board from seven to eight members and appointed Mr. Bakay to
serve as non-executive member of the Board for a term expiring at
the 2012 annual meeting of stockholders when his successor is
elected and qualified, or his earlier resignation or removal.  As
of Dec. 15, 2011, Mr. Bakay has not been appointed to any
committees of the Board.

In connection with Mr. Bakay's appointment to the Board and in
accordance with the Company's policy regarding compensation of
non-executive directors, the Board approved the grant of options
under the 2010 Amended and Restated Equity Incentive Plan to
purchase 228,724 shares of Company common stock at a per share
exercise price of $0.47, the closing price of the Company's common
stock on Nov. 29, 2011.  Pursuant to the grant, options to
purchase 15,958 shares will vest on Dec. 31, 2011.  Options to
purchase the remaining 212,766 shares will vest according to the
following schedule: 70,213 shares on Nov. 29, 2012; 70,213 shares
on Nov. 29, 2013; and 72,340 shares on Nov. 29, 2014.

                            About eDiets

eDiets.com, Inc. is a leading provider of personalized nutrition,
fitness and weight-loss programs. eDiets currently features its
award-winning, fresh-prepared diet meal delivery service as one of
the more than 20 popular diet plans sold directly to members on
its flagship site, http://www.eDiets.com.

eDiets.com reported a net loss of $43.3 million on $23.4 million
of revenues for 2010, compared with a net loss of $12.1 million on
$18.1 million of revenues for 2009.

The Company's balance sheet at June 30, 2011, showed $5.35 million
in total assets, $4.54 million in total liabilities and $812,000
in total stockholders' equity.

Ernst & Young LLP, in Boca Raton, Florida, expressed substantial
doubt about eDiets.com's ability to continue as a going concern.
The independent auditors noted that the Company has incurred
recurring operating losses and has a working capital deficiency.

The Company said that in light of the results of its operations,
management has and intends to continue to evaluate various
possibilities, including raising additional capital through the
issuance of common or preferred stock, securities convertible into
common stock, or secured or unsecured debt, selling one or more
lines of business, or all or a portion of the Company's assets,
entering into a business combination, reducing or eliminating
operations, liquidating assets, or seeking relief through a filing
under the U.S. Bankruptcy Code.


EMISPHERE TECHNOLOGIES: Novartis to Stop SMC021 Clinical Program
----------------------------------------------------------------
Emisphere Technologies, Inc., announced that Novartis Pharma AG
has informed the Company that it will not pursue further clinical
development of the investigational drug SMC021 (oral calcitonin)
being studied by Nordic Bioscience (the exclusive license partner
of Novartis) as a treatment option in two indications,
osteoarthritis (OA) and for post-menopausal osteoporosis (OP) and
that it will not seek regulatory submission for SMC021 in OA or OP
indications.

Novartis advised the Company that its decision to stop the
clinical program of SMC021 in both indications was based on
analysis and evaluation of data from three Phase III clinical
trials (two in OA and one in OP) that showed that while SMC021
displayed a favorable safety profile, it failed to meet key
efficacy endpoints in all three trials.

Emisphere will need to further analyze and evaluate the data from
the three studies in osteoporosis and osteoarthritis in order to
understand the results and determine next steps.

The Company's other development programs are continuing with Novo
Nordisk A/S using Emisphere's Eligen Technology to develop and
commercialize oral formulations of Novo Nordisk's insulins and
GLP-1 receptor agonists, with a potential GLP-1 drug currently in
a Phase I clinical trial; and with the Company's internally
developed oral formulation of Eligen B12 (1000 mcg.) for use by
B12 deficient individuals undergoing evaluation of regulatory and
commercial development options.

                   About Emisphere Technologies

Based in Cedar Knolls, New Jersey, Emisphere Technologies, Inc.
(OTC BB: EMIS) -- http://www.emisphere.com/-- is a
biopharmaceutical company that focuses on a unique and improved
delivery of pharmaceutical compounds and nutritional supplements
using its Eligen(R) Technology.  The Eligen(R) Technology can be
applied to the oral route of administration as well other delivery
pathways, such as buccal, rectal, inhalation, intra-vaginal or
transdermal.

Since its inception in 1986, Emisphere has generated significant
losses from operations.  Emisphere anticipates it will continue to
generate significant losses from operations for the foreseeable
future, and that its business will require substantial additional
investment that it has not yet secured.

As reported by the TCR on April 5, 2011, PricewaterhouseCoopers
LLP, in New York, noted that the Company has experienced recurring
operating losses, has limited capital resources and has
significant future commitments that raise substantial doubt about
its ability to continue as a going concern.

The Company reported a net loss of $56.91 million on $100,000 of
revenue for the year ended Dec. 31, 2010, compared with a net loss
of $16.82 million on $92,000 of revenue during the prior year.

The Company also reported a net loss of $4.76 million on $0 of
revenue for the nine months ended Sept. 30, 2011, compared with a
net loss of $38.75 million on $55,000 of net sales for the same
period a year ago.

The Company's balance sheet at Sept. 30, 2011, showed $6.47
million in total assets, $90.91 million in total liabilities, and
a $84.43 million total stockholders' deficit.


EMMIS COMMUNICATIONS: Hires Georgeson as Solicitation Agent
-----------------------------------------------------------
Emmis Communications Corporation has retained Georgeson Inc. to
act as Solicitation Agent and BNY Mellon Shareowner Services to
act as Information Agent and Depositary in connection with the
Company's offer to purchase, up to $6,000,000 in value of shares
of its 6.25% Series A Cumulative Convertible Preferred Stock,
$0.01 par value per share, at a price not greater than $15.56 nor
less than $14.00 per Preferred Share, to the seller in cash, less
any applicable withholding taxes and without interest.

All deliveries in connection with the Offer, including a Letter of
Transmittal and certificates for Preferred Shares, must be made to
the Depositary and not to the Solicitation Agent.  Any documents
delivered to the Solicitation Agent will not be forwarded to the
Depositary and will not be deemed to be properly tendered.  The
Solicitation Agent will not be obligated to give notice of any
defects or irregularities in tenders, nor will the Solicitation
Agent incur any liability for failure to give any such
notification.

In any jurisdiction where the securities, "blue sky" or other laws
require the Offer to be made by a licensed broker or dealer, the
Offer will be deemed to be made on the Company's behalf by the
Solicitation Agent or one or more registered brokers or dealers
licensed under the laws of the jurisdiction.

                     About Emmis Communications

Headquartered in Indianapolis, Indiana, Emmis Communications
Corporation -- http://www.emmis.com/-- owns and operates 22 radio
stations serving New York, Los Angeles, Chicago, St. Louis,
Austin, Indianapolis, and Terre Haute, as well as national radio
networks in Slovakia and Bulgaria.  The company also publishes six
regional and two specialty magazines.

The Company reported a consolidated net loss of $11.54 million on
$251.31 million of net revenues for the year ended Feb. 28, 2011,
compared with a consolidated net loss of $118.49 million on
$242.56 million of net revenues during the prior year.

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

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

                           *     *     *

In November 2010, Moody's Investors Service affirmed the 'Caa2'
Corporate Family Rating and 'Caa3' Probability of Default rating
for Emmis Communications Corporation, as well as its SGL-4
speculative grade liquidity rating.  Operating performance
improved with the economic recovery, but absent debt reduction
with proceeds from an asset sale or equity infusion Emmis will
likely breach its leverage covenant when the covenant suspension
period ends for the quarter ending November 30, 2011, in Moody's
opinion.

Emmis' CFR and PDR incorporate expectations for a covenant breach
in November 2011.  Moody's considers the Company's capital
structure unsustainable, and its operations in the cyclical
advertising business magnify this challenge.  Furthermore, Emmis
relies on two markets, Los Angeles and New York, for approximately
50% of its revenue, although its ownership of stations in top
markets including Chicago as well as NY and LA, support the
rating.

The negative outlook incorporates Moody's expectations that Emmis
will not comply with its maximum leverage covenant when effective
for the quarter ending Nov. 30, 2011.


ENERGY CONVERSION: Defers Interest Payment Amid Creditor Talks
--------------------------------------------------------------
Dow Jones' Daily Bankruptcy Review reports that Energy Conversion
Devices Inc. is deferring payment on some debt interest due
Thursday to give it more time to continue talks with creditors.

                      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."


EVERGREEN INTERNATIONAL: S&P Lowers Corp. Credit Rating to 'CCC'
----------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on
Evergreen International Aviation Inc. and removed the ratings from
CreditWatch, where they had been placed with negative implications
on Nov. 30, 2011.

Standard & Poor's lowered the corporate credit rating to 'CCC'
from 'B-'. The outlook is now negative.

"The downgrade reflects Evergreen's very tight liquidity and our
belief that the company has limited capacity to deal with
continued earnings and cash flow pressures," said Standard &
Poor's credit analyst Lisa Jenkins. "Evergreen's operating
performance has declined, and we believe the company will continue
to experience earnings pressures over the near term given the
recent deterioration in the air cargo market."

Evergreen derives the majority of its revenues and operating
profits from Evergreen International Airlines, its airfreight
transportation subsidiary. The company also provides ground
logistics services, helicopter and small aircraft services, and
aviation sales and leasing. Evergreen faces significant business
risk in its largest business segment due to the cyclical and
competitive nature of the industry and the challenges of managing
the timing and pricing of expiring contracts. These factors have
led to volatile swings in earnings in the past.

Evergreen is especially vulnerable to the downturn in demand
because of its older fleet. "Demand for these aircraft will
decline over the next few years as other industry participants
upgrade their fleets and industry capacity increases," Ms. Jenkins
said.

Given its current financial situation and private ownership, which
limits capital raising options, Evergreen has limited ability to
upgrade its fleet. Offsetting some of the pressures in the airline
business is Evergreen's helicopter business, which has become a
more stable earnings contributor over the past year as a result of
changes in its mix of contracts. However, this business represents
a significantly smaller percentage of company revenues and
earnings.


FABCO ENTERPRISES: Voluntary Chapter 11 Case Summary
----------------------------------------------------
Debtor: Fabco Enterprises, L.P.
        aka FABCO Enterprises, L.P.
        101 Mundis Race Road
        York, PA 17406

Bankruptcy Case No.: 11-08212

Chapter 11 Petition Date: December 12, 2011

Court: United States Bankruptcy Court
       Middle District of Pennsylvania (Harrisburg)

Judge: Robert N. Opel II

Debtor's Counsel: Lawrence V. Young, Esq.
                  CGA LAW FIRM
                  135 North George Street
                  York, PA 17401
                  Tel: (717) 848-4900
                  Fax: (717) 843-9039
                  E-mail: lyoung@cgalaw.com

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

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 Dennis Michael Fritz and Fern W.
Bressler, partner.


FAIRFAX COUNTY: S&P Raises Rating on Revenue Bonds From 'BB+'
-------------------------------------------------------------
Standard & Poor's Ratings Services raised its long-term rating on
Fairfax County Redevelopment & Housing Authority, Va.'s (Island
Walk Project) FHA-insured multifamily housing revenue bonds
series 2004 to 'AA+' from 'BB+'. The outlook is negative.

"The rating upgrade is based on our view of the project's reliance
on short-term market rate investments," said Standard & Poor's
credit analyst Renee J. Berson.

The rating reflects S&P's view of:

    The high credit quality of the FHA-insured mortgage loan
    collateral, which S&P considers to be 'AA+' eligible;

    Extremely strong debt service coverage;

    Investments held in Natixis Funding (A+/A-1), which is
    guaranteed by Caisse Des Depots (AAA/A-1+); and

    Asset/liability ratio is 103.00% as of Nov. 3, 2011.

"The project currently has guaranteed investment contracts with
Natixis Funding for its bond fund and debt service reserve fund.
Both of the guaranteed investment contracts expire on Dec. 30,
2016. We have received and analyzed updated financial information
assuming zero reinvestment earnings as set forth in the related
criteria articles. We believe the bonds are able to meet all costs
from transaction cash flows for the term of the bonds, assuming no
reinvestment earnings. All other funds are with providers whose
ratings are commensurate with the rating on the bonds," S&P said.


FILENE'S BASEMENT: Court Restricts Syms Stock or Options Trading
----------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware has entered
an Order that imposes substantial restrictions on trading in
equity interests in Syms Corp.  The Order grants on a final basis
the restrictions previously imposed by an interim order dated Nov.
22, 2011 and effective as of Nov. 21, 2011.  Questions regarding
the Order may be directed to representatives of the debtors at the
telephone number (877) 606-7515.

                     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.


FIBERTOWER CORP: Receives Nasdaq Listing Compliance Notice
----------------------------------------------------------
FiberTower Corporation received a notice from the Listing
Qualifications Department of the Nasdaq Stock Market notifying
FiberTower that it has failed to meet the minimum bid price
requirements for continued listing set forth in Nasdaq Marketplace
Rule 5450(a)(1), which requires listed companies to maintain a
minimum bid price of $1.00 per share.  The notice has no effect at
this time on the listing of FiberTower's common stock on the
Nasdaq Global Market, and FiberTower's common stock will continue
to trade on the Nasdaq Global Market under the symbol "FTWR."

In accordance with Marketplace Rule 5810(c)(3)(A), FiberTower has
180 calendar days to regain compliance with the Minimum Bid Price
Rule.  The Department will provide written notification to
FiberTower that it has achieved compliance with the Minimum Bid
Price Rule if, at any time before June 11, 2012, the minimum bid
price of FiberTower's common stock closes at $1.00 per share or
more for at least 10 consecutive trading days.  If FiberTower does
not regain compliance with the Minimum Bid Price Rule by the
required deadline, FiberTower's common stock will be subject to
delisting from the Nasdaq Global Market.

FiberTower previously announced that it had elected not to make
the $1.3 million semi-annual interest payment due on Nov. 15,
2011, with respect to its 9.00% Convertible Senior Secured Notes
Due 2012 (CUSIP Nos. 31567RAA8 and 31567RAC4).  The indenture
governing the 2012 Notes provides that the failure to make such
payment constitutes an event of default after a 30-day cure
period, which expired on Dec. 15, 2011.  As a result of
FiberTower's continuing nonpayment of this installment of interest
on the 2012 Notes, an event of default now exists under the
indenture governing the 2012 Notes.  The expiration of the cure
period for this installment of interest under the 2012 Notes also
constitutes an event of default on the Company's 9.00% Senior
Secured Notes Due 2016 (CUSIP Nos. 31567RAG5 and 31567RAF7) (the
"2016 Notes").  Recently, FiberTower commenced discussions with
certain holders of the 2016 Notes and continues to evaluate all
options available to manage its debt.

                           About FiberTower

FiberTower -- http://www.fibertower.com/-- is a backhaul and
access services provider focused primarily on the wireless carrier
market.  With its extensive spectrum footprint in 24 GHz and 39
GHz bands, carrier-class fiber and microwave networks in 13 major
markets and master service agreements with nine U.S. wireless
carriers, FiberTower is an alternative carrier for wireless
backhaul.  FiberTower also provides backhaul and access service to
government and enterprise markets.


FRANCISCAN COMMUNITIES: Meeting of Creditors Set for Jan. 12
------------------------------------------------------------
The U.S. Trustee for Region 9 will convene a meeting of creditors
in Franciscan Communities St. Mary of the Woods, Inc.'s Chapter 11
case on Jan. 12, 2012, at 2:00 p.m.  The meeting will be held at
the 341 Meeting, H.M.M. US Courthouse, 201 Superior Ave, 6th
Floor, Cleveland, Ohio.

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 Franciscan Communities

Illinois-based Franciscan Communities St. Mary of the Woods, Inc.,
is a not-for-profit corporation that is a charitable organization
under Section 501(c)(3) of the Internal Revenue Code and is exempt
from federal income taxation under Section 501(a) of the IRC.  The
Debtor owns and operates a senior living community in Avon, Ohio,
that, as of the Petition Date, had approximately 130 residents
comprised of (a) 35 assisted living residents, (b) 69 independent
living residents and (c) 26 skilled nursing facility residents.
For the year ended June 30, 2011, the Debtor recorded annual
revenue of approximately $7.27 million.  As of June 30, 2011, the
Debtor had assets of approximately $36 million and liabilities
totaling $48 million.  As of the Petition Date, the Debtor had
approximately 117 employees.

Franciscan Communities filed for Chapter 11 bankruptcy (Bankr.
N.D. Ohio Case No. 11-19865) on Nov. 21, 2011.  The petition was
signed by Judy Amiano, president & chief executive officer.  Judge
Jessica E. Price Smith presides over the case.  Heather Lennox,
Esq., and Daniel M. Syphard, Esq., at Jones Day, in Cleveland,
Ohio, serves as counsel to the Debtor.

The Debtor filed a Chapter 11 petition after being unable to
negotiate an out-of-court workout with holders of tax-free bonds.

The not-for-profit community is owned and managed by the
Franciscan Sisters of Chicago Service Corp.  It disclosed assets
of $36 million and debt totaling $48 million.

The facility has 81 independent living units, 47 assistedliving
units, and 30 skilled nursing beds.


FRANCISCAN COMMUNITIES: U.S. Trustee Appoints Creditors' Panel
--------------------------------------------------------------
Daniel M. McDermott, the United States Trustee for Region 9,
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 Franciscan Communities St. Mary of the
Woods, Inc.

The Creditors Committee members are:

      1. Margaret Mazza
         35755 Detroit Road #1308
         Avon, OH 44011
         Tel: (440) 937-2750
         Fax: (440) 937-2737
         (Temporary Chairperson)

      2. Jacquelyn E. Lamberton
         c/o Valerie Ann Lamberton Kreider (POA)
         186 Shamokin Drive
         Akron, OH 44319
         Tel: (330) 665-8231
         Fax: (330) 665-8087

      3. Donald A. Larsen
         Larsen Family Trust
         35755 Detroit Road #2401
         Avon, OH 44011
         Tel: (440) 937-2769
         Fax: (440) 937-2737

      4. Donald G. Rader
         35755 Detroit Road #1304
         Avon, OH 44011
         Tel: (440) 937-2747
         Fax: (440) 937-2737

      5. Sodexo, Inc.
         c/o Brian Tretiak
         6081 Hamilton Blvd.
         Allentown, PA 18106
         Tel: (484) 201-2530
         Fax: (610) 366-5465

                   About Franciscan Communities

Illinois-based Franciscan Communities St. Mary of the Woods, Inc.,
is a not-for-profit corporation that is a charitable organization
under Section 501(c)(3) of the Internal Revenue Code and is exempt
from federal income taxation under Section 501(a) of the IRC.  The
Debtor owns and operates a senior living community in Avon, Ohio,
that, as of the Petition Date, had approximately 130 residents
comprised of (a) 35 assisted living residents, (b) 69 independent
living residents and (c) 26 skilled nursing facility residents.
For the year ended June 30, 2011, the Debtor recorded annual
revenue of approximately $7.27 million.  As of June 30, 2011, the
Debtor had assets of approximately $36 million and liabilities
totaling $48 million.  As of the Petition Date, the Debtor had
approximately 117 employees.

Franciscan Communities filed for Chapter 11 bankruptcy (Bankr.
N.D. Ohio Case No. 11-19865) on Nov. 21, 2011.  The petition was
signed by Judy Amiano, president & chief executive officer.  Judge
Jessica E. Price Smith presides over the case.  Heather Lennox,
Esq., and Daniel M. Syphard, Esq., at Jones Day, in Cleveland,
Ohio, serves as counsel to the Debtor.

The Debtor filed a Chapter 11 petition after being unable to
negotiate an out-of-court workout with holders of tax-free bonds.

The not-for-profit community is owned and managed by the
Franciscan Sisters of Chicago Service Corp.  It disclosed assets
of $36 million and debt totaling $48 million.

The facility has 81 independent living units, 47 assistedliving
units, and 30 skilled nursing beds.


FRONTLINE LTD: Raises $285 Million for Restructuring Plan
---------------------------------------------------------
Dow Jones' Daily Bankruptcy Review reports that Frontline Ltd.
said it has raised $285 million in proceeds from the private
placement of 100 million new ordinary shares to a group of
institutional investors as part of its restructuring plan to
create a new company, Frontline 2012.

As reported in the Troubled Company Reporter on Dec. 9, 2011,
Frontline Ltd. disclosed that its restructuring has been approved
by the Company's Board and will in the next few days be put
forward to its creditors and counterparties for approval.  The
proposed solution has been made possible through a massive
commitment from the Company's major shareholder; Hemen Holding
Ltd.  The major part of the restructuring consists of the
following elements:  A new company, Frontline 2012, will be
established and registered on the NOTC list in Oslo.  Frontline
2012 will acquire five VLCC newbuilding contracts, six modern
VLCCs, and four modern Suezmax tankers from Frontline at fair
market value.  The value of these vessels, including the value of
one time charter agreement, is based on independent appraisals,
set at $1,121 million.  In addition, Frontline 2012 will assume a
total of $666 million in bank debt attached to the newbuilding
contracts and vessels and a further $325.5 million in remaining
newbuilding commitments.  Further Frontline will be paid for
working capital related to the assets acquired.  The transaction
will be supported by a fairness opinion.  Frontline 2012's
ambition is to grow and become the consolidator in the tanker
market when timing is right.

                       About Frontline Ltd.

Frontline Ltd. is a Hamilton, Bermuda-based operator of very large
crude carriers.

Frontline said in November 2011 that it will need new funding in
the first half of 2012 to cover cash obligations.  There are also
"significant uncertainties" about compliance with loan covenants
in the last quarter of 2011.  The Company said it "will seek
discussions" with creditors with the aim of reaching agreement on
a "restructuring solution" by the end of this year.

The company reported a US$44.7 million net loss in the third
quarter, compared with a US$35.2 million net loss in the prior
period.  During the first three quarters, the net loss is
US$64.5 million.


GMI INVESTMENTS: Voluntary Chapter 11 Case Summary
--------------------------------------------------
Debtor: GMI Investments, LLC
        801 Central Road
        Bloomsburg, PA 17815

Bankruptcy Case No.: 11-08204

Chapter 11 Petition Date: December 9, 2011

Court: United States Bankruptcy Court
       Middle District of Pennsylvania (Wilkes-Barre)

Judge: John J. Thomas

Debtor's Counsel: Demetrios H. Tsarouhis, Esq.
                  KEIFER & TSAROUHIS, LLP
                  21 S 9th Street
                  Allentown, PA 18102
                  Tel: (610) 439-1500
                  Fax: (610) 439-8760
                  E-mail: tsarouhis@hotmail.com

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

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

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

The petition was signed by Gregory A. Sarangoulis, GMI
Investments, LLC a Pa LLC.


GROW MORE: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------
Debtor: Grow More, Inc.
        a California corporation
        15600 New Century Drive
        Gardena, CA 90248

Bankruptcy Case No.: 11-60480

Chapter 11 Petition Date: December 12, 2011

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

Judge: Vincent P. Zurzolo

Debtor's Counsel: Dean G. Rallis Jr., Esq.
                  SULMEYERKUPETZ
                  333 S Hope St., 35th Floor
                  Los Angeles, CA 90071
                  Tel: (213) 626-2311
                  Fax: (213) 629-4520
                  E-mail: drallis@sulmeyerlaw.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 20 largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/cacb11-60480.pdf

The petition was signed by John F. Atwill, president.


GULFSTREAM INT'L: Rebrands as Silver Airways
--------------------------------------------
VPAA Co. dba/Gulfstream International Airlines disclosed its
adoption of a new name and brand: Silver Airways.  The name, along
with its crisp and distinctive logotype, exemplify the airline's
dynamic growth potential, as well as its unwavering commitment to
providing highly professional, safe and efficient operations.

VPAA Co. dba/Gulfstream International Airlines was founded in May
2011 when Victory Park Capital, a Chicago-based investment firm,
acquired select assets from the former Gulfstream International
Airlines, which filed for bankruptcy in November 2010.  Silver
Airways continues the evolution of the carrier under Victory Park.

"Starting in May, we hit the ground running with a mandate to
transform this airline from top to bottom," said Darrell
Richardson, CEO of Silver Airways. "Our goal: to create the dream
airline -- one that's financially sound, safe and professional,
but also fun to fly and a great place to work.  Adopting the
Silver Airways brand is the latest step."

The new Silver Airways logotype is derived from the spinning
propeller blades of a turboprop engine like those found on the
Saab 340Bplus and Beechcraft 1900D aircraft that comprise the
Silver Airways fleet.  The use of metallic silver and dark grey
evokes grace and professionalism, while the deep fuchsia speaks to
the brand's vibrancy and dynamic growth potential.

The new name and brand will officially become effective December
15, 2011 when Silver Airways welcomes the first of six recently
purchased Saab 340Bplus' to its fleet.  The aircraft, which will
be deployed along the carrier's Florida-Bahamas routes, will
feature the new Silver Airways logo and a completely re-designed
livery.

                         About Silver Airways

Silver Airways Corp. is a U.S. airline operating 100+ daily
scheduled flights to/from 29 gateways in Florida, The Bahamas,
Montana, Ohio, New York, Pennsylvania and West Virginia. The
company is owned by Victory Park Capital, a Chicago-based
investment firm that initially launched the airline as VPAA Co.
dba/Gulfstream International Airlines in May 2011 following the
acquisition of select assets from the former Gulfstream
International Airlines, which filed for bankruptcy in November
2010.
                    About Gulfstream International

Fort Lauderdale, Florida-based Gulfstream International Airlines
(NYSE Amex: GIA) operated a fleet of turboprop Beechcraft 19000
aircraft, and specialized in providing travelers with access to
niche locations not typically covered by major carriers.  GIA
operated more than 150 scheduled flights per day, serving nine
destinations in Florida, 10 destinations in the Bahamas, five
destinations from Continental Airline's hub under the Department
of Transportation's Essential Air Service Program and supports
charter service to Cuba through a services agreement with
Gulfstream Air Charter, Inc., an entity otherwise unrelated to the
Debtors.  GIA operated as a Continental Connection carrier, as
well as for United Airlines, Northwest Airlines and Copa Airlines,
through code share agreements.  GIA has 620 employees, including
530 working full-time.

Gulfstream International Group, Inc., and its units including
Gulfstream International Airline, Inc., filed for Chapter 11
bankruptcy protection (Bankr. S.D. Fla. Lead Case No. 10-44131) on
Nov. 4, 2010.  Brian K. Gart, Esq., at Berger Singerman, P.A.,
serves as the Debtors' bankruptcy counsel.  Jetstream Aviation
Capital, LLC and Jetstream Aviation Management, LLC, serve as
financial advisors to the Debtors.  Robert A. Schatzman, Esq.,
Steven J. Solomon, Esq., and Frank P. Terzo, Esq., at
GrayRobinson, P.A., in Miami, Florida, serve as counsel to the
Official Committee of Unsecured Creditors.

Gulfstream International Airlines disclosed US$15,967,096 in total
assets and US$25,243,099 in total liabilities.

Victory Park provided Gulfstream with up to US$5 million debtor-
in-possession financing to fund the Chapter 11 case.

As reported in the Troubled Company Reporter on May 18, 2011, Dow
Jones' DBR Small Cap said that Victory Park Capital is buckling
again into the airline sector, completing its purchase of
Gulfstream International Group Inc.  A prior bankruptcy court
order said there will be a "structured dismissal" of the Chapter
11 case within 30 days of the completion of the sale.


HAMPTON ROADS: Donna Richards Appointed as BHR President
--------------------------------------------------------
Hampton Roads Bankshares, Inc., the holding company for The Bank
of Hampton Roads and Shore Bank, announced that BHR has appointed
Donna W. Richards President - Virginia/North Carolina.  Thomas W.
Mears, currently President and CEO of Shore, will retain this
title and assume the additional title of President - Commercial
Banking for BHR.

In her new position, Richards will have responsibility for all of
BHR's branches, marketing, Gateway Investment Services, and the
newly-created Small Business Banking and Private Banking units.

BHR's Market Presidents and newly-created Real Estate Lending unit
will report to Mears in his new position.  Reporting relationships
in his position as President and CEO of Shore will not change.
Douglas J. Glenn, the Company's Interim President and Chief
Executive Officer, said, "Building on our strong community banking
franchise in attractive markets, sound capital base and improving
fundamentals, our focus in 2012 and beyond will be on leveraging
our team of strong banking professionals to serve the needs of our
customers and drive profitable growth.  Donna and Tom, with their
depth and breadth of banking experience, proven track records of
leadership and deep roots in our region, exemplify the strength of
our team."

Richards has been with BHR and its predecessor organizations,
Gateway Bank and The Bank of Richmond, since 2005.  At Gateway,
she served as Senior Vice President and Senior Banking Executive
and, prior to that, as Charlottesville Market President.  Prior to
joining The Bank of Richmond in May 2005, Richards served as Chief
Operating Officer on the management team that opened
Charlottesville-based Sonabank in 2005.  Prior to Sonabank, she
was Senior Vice President of Commercial Lending at Northern
Virginia-based Southern Financial Bank and also served nearly ten
years in various positions at Guaranty Bank, finally as Chief
Operating Officer.  Her career spans 25 years, with a broad range
of experience that includes retail banking, audit, mortgage
banking, and commercial lending.

Mears joined BHR in January 2011 from Wilmington Trust, where he
was Market Manager - Lower Delaware and Eastern Shore of Maryland.
Prior to Wilmington Trust, Mears served in positions of increasing
responsibility with Peninsula Bank, an affiliate of Mercantile
Bankshares Corp., from 1989 to 2006, then served as Regional
President/Market Executive for PNC after its acquisition of
Mercantile Bankshares Corp.  He has over 20 years of banking
experience in markets on the Eastern Shore of Maryland and
surrounding areas.

                  About Hampton Roads Bankshares

Hampton Roads Bankshares, Inc. (NASDAQ: HMPR) --
http://www.hamptonroadsbanksharesinc.com/-- is a bank holding
company that was formed in 2001 and is headquartered in Norfolk,
Virginia.  The Company's primary subsidiaries are Bank of Hampton
Roads, which opened for business in 1987, and Shore Bank, which
opened in 1961.  Currently, Bank of Hampton Roads operates twenty-
eight banking offices in the Hampton Roads region of southeastern
Virginia and twenty-four offices in Virginia and North Carolina
doing business as Gateway Bank & Trust Co.  Shore Bank serves the
Eastern Shore of Maryland and Virginia through eight banking
offices and fifteen ATMs.

Effective June 17, 2010, the Company and its banking subsidiary,
Bank of Hampton Roads ("BOHR"), entered into a written agreement
with the Federal Reserve Bank of Richmond and the Bureau of
Financial Institutions of the Virginia State Corporation
Commission.  The Company's other banking subsidiary, Shore Bank,
is not a party to the Written Agreement.

Under the terms of the Written Agreement, among other things, BOHR
agreed to develop and submit for approval plans to (a) strengthen
board oversight of management and BOHR's operations, (b)
strengthen credit risk management policies, (c) improve BOHR's
position with respect to loans, relationships, or other assets in
excess of $2.5 million which are now, or may in the future become,
past due more than 90 days, are on BOHR's problem loan list, or
adversely classified in any report of examination of BOHR, (d)
review and revise, as appropriate, current policy and maintain
sound processes for determining, documenting, and recording an
adequate allowance for loan and lease losses, (e) improve
management of BOHR's liquidity position and funds management
policies, (f) provide contingency planning that accounts for
adverse scenarios and identifies and quantifies available sources
of liquidity for each scenario, (g) reduce the Bank's reliance on
brokered deposits, and (h) improve BOHR's earnings and overall
condition.

The Company said in its Form 10-Q for the Sept. 30, 2010 quarter
that due to its financial results, the substantial uncertainty
throughout the U.S. banking industry, and the Written Agreement
the Company and BOHR have entered into, doubts existed regarding
the Company's ability to continue as a going concern through the
second quarter of 2010.  However, management believes this concern
has been mitigated by the initial closing of the Private Placement
that occurred on Sept. 30, 2010.

The 2010 results did not include a going concern qualification
from Yount Hyde.

The Company reported a net loss of $210.35 million on
$122.20 million of total interest income for the year ended
Dec. 31, 2010, compared with a net loss of $201.45 million on
$149.44 million of total interest income during the prior year.

The Company also reported a net loss of $76.82 million on
$77.91 million of total interest income for the nine months ended
Sept. 30, 2011, compared with a net loss of $176.07 million on
$93.61 million of total interest income for the same period a year
ago.

The Company's balance sheet at Sept. 30, 2011, showed
$2.43 billion in total assets, $2.30 billion in total liabilities,
and $135.67 million in total shareholders' equity.


HARBINGER GROUP: Fitch Retains 'B' LT Issuer Default Rating
-----------------------------------------------------------
The ratings of Harbinger Group Inc. (HRG) and its subsidiaries;
Fidelity & Guaranty Life Insurance Company and Fidelity & Guaranty
Life Insurance Company of New York (collectively referred to as
F&G Life), and Spectrum Brands Inc. (Spectrum), remain unchanged
after the announcement that HRG's affiliate, Harbinger Capital
Partners LLC (Harbinger), received a 'Wells Notice' from the U.S.
Securities and Exchange Commission (SEC).  The Stable Rating
Outlook for the entities remains unchanged.

HRG's controlling shareholders are investment funds managed by
Harbinger.  While HRG and Harbinger are affiliated, Fitch
recognizes a degree of financial independence of HRG from
Harbinger by rating HRG and its subsidiaries largely on a stand
alone basis.

Fitch positively views that the Wells Notice was delivered to
Harbinger, but not to any of the entities rated by Fitch.
However, some concern is raised in that the Wells Notice was also
delivered to three individuals, some of whom are common to the
board of directors or management of Harbinger, HRG, or Spectrum.

The SEC's investigation into the matters raised has previously
been disclosed by Harbinger with the exception of one additional
allegation.  In Fitch's view the Wells Notice announcement
confirms that the SEC's investigation is progressing to a more
formal stage beyond information gathering.  The Wells Notice
indicates that the staff of the SEC is considering recommending
the SEC bring a civil action against parties named in the Notice.

If the SEC investigation results in the filing of a civil suit,
penalty, or leads to a Department of Justice case against the
named parties then Fitch will assess the potential impact it may
have, if any, on HRG and its subsidiaries.  If the financial or
non-financial impact on the rated entities is material then a
negative rating action may follow.  Until this has been determined
Fitch will continue to monitor the situation.

F&G Life and Spectrum Brands are subsidiaries of HRG, a publicly
traded holding company that seeks to acquire significant interests
in businesses across a diverse range of industries.

The following ratings remain unchanged:

Harbinger Group Inc.

  -- Long-term Issuer Default Ratings (IDR) 'B';
  -- $500 million 10.625% senior secured revolving credit
     agreement 'B', RR4.

Fidelity & Guaranty Life Insurance Co.
Fidelity & Guaranty Life Insurance Co. of New York

  -- IFS rating 'BBB'.

Spectrum Brands, Inc.:

  -- Long-term Issuer Default Ratings (IDR) 'BB-':
  -- $300 million senior secured revolving credit agreement 'BB-';
  -- $525 million senior secured term loan 'BB-';
  -- $750 million 9.5% senior secured notes 'BB-';
  -- $245 million 12% senior subordinated toggle notes at 'B+'.


HEARTLAND AUTOMOTIVE: New Owner Buys 18 More Locations
------------------------------------------------------
Dow Jones' DBR Small Cap reports that Heartland Automotive
Services Inc., the GSO Capital-backed Jiffy Lube franchisor, said
it has purchased 18 locations in the Northwest U.S. through deals
with Tri-City Fast Lube and Tuber Luber.

                          About Heartland

Heartland is the largest franchisee of Jiffy Lube service center.
Quad-C bought the assets of Heartland out of bankruptcy in
February 2009.

Quad-C invests in buyouts, recapitalizations, and industry
consolidations of firms valued from $50 million to $500 million.
Its current portfolio includes interests Heartland Automotive (the
largest franchisee of Jiffy Lube service centers).

Heartland filed for Chapter 11 protection on Jan. 7, 2008 (Bank.
N.D. Tex. Lead Case No. 08-40057).  Thomas E. Lauria, Esq.,
Patrick Mohan, Esq., Gerard Uzzi, Esq., and Lisa Thompson, Esq.,
at White & Case LLP; and Jeff P. Prostok, Esq., at Forshey &
Prostok, LLP, represented the Debtors in their restructuring
efforts.  Cadwalader, Wickersham & Taft LLP, and Munsch, Hardt,
Kopf & Harr, PC represented the Official Committee of Unsecured
Creditors.


INOVA TECHNOLOGY: Delays Form 10-Q for Oct. 31 Quarter
------------------------------------------------------
Inova Technology, Inc., informed the U.S. Securities and Exchange
Commission that it was not able to file its Form 10-Q for the
period ended Oct. 31, 2011, on the Dec. 15, 2011, due date.  The
Company expects that the 10-Q filing will be complete and filed on
or before the amended due date of Dec. 20, 2011.  The Company did
not state any reason for the delay.

                      About Inova Technology

Based in Las Vegas, Nevada, Inova Technology, Inc. (OTC BB: INVA)
-- http://www.inovatechnology.com/-- through its subsidiaries,
provides information technology (IT) consulting services in the
United States.  It also manufactures radio frequency
identification (RFID) equipment; and provides computer network
solutions.  The company was formerly known as Edgetech Services
Inc. and changed its name to Inova Technology, Inc., in 2007.

The Company's balance sheet at July 31, 2011, showed $7.78 million
in total assets, $18.05 million in total liabilities, and a
$10.27 million total stockholders' deficit.

The Company reported a net loss of $3.35 million on $22.12 million
of revenue for the year ended April 30, 2011, compared with a net
loss of $7.06 million on $21.03 million of revenue during the
prior year.

MaloneyBailey LLP, in Houston, Texas, noted that the Company
incurred losses from operations for fiscal 2011 and 2010 and has a
working capital deficit as of April 30, 2011.  According to the
independent auditors, these factors raise substantial doubt about
Inova's ability to continue as a going concern.


INTCOMEX INC: S&P Affirms 'B' Corporate Credit Rating
-----------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'B' corporate
credit rating on Miami-based Intcomex Inc., and revised the
outlook to stable from negative.

"The outlook revision reflects improved revenue and EBITDA
growth," said Standard & Poor's credit analyst Martha Toll-Reed,
"and our expectation that Intcomex will maintain adequate covenant
headroom under its senior note fixed-charge coverage requirement."

"The ratings reflect our expectation that Intcomex's modest
earnings and cash flow from operations, as well as geographic
concentration in Latin American markets, will limit near-term
improvement in the company's 'aggressive' (as defined in our
criteria) financial profile. Intcomex's 'vulnerable' (as we
define it) business profile reflects its relatively narrow
geographic presence and second-tier position in the highly
competitive and global distribution market. However, the company
should continue to benefit from a diverse customer base, low PC
penetration rates in Latin America, and expansion into
distribution of mobile devices," S&P said.

The stable outlook reflects our expectation that Intcomex will
maintain near-term revenue and EBITDA growth, and adequate
liquidity. Potential earnings volatility and a leveraged financial
profile limit a possible upgrade. Volatile market conditions,
leading to a sustained reduction in operating earnings and
leverage in excess of 7x, could lead to lower ratings.


J.C. EVANS: JCE Delaware Files Amended Schedules of Assets
----------------------------------------------------------
J.C.E. Delaware, Inc., filed with the Bankruptcy Court amended
schedules of assets and liabilities, disclosing $0 in assets and
$22 million in liabilities.

A copy of the amended schedules is available for free at:

        http://bankrupt.com/misc/jcedelaware.dkt448.pdf

As reported in the Troubled Company Reporter on Sept. 12, 2011,
J.C. Evans filed with the Bankruptcy Court its schedules,
disclosing:

  Name of Schedule                 Assets           Liabilities
  ----------------                -------           -----------
A. Real Property                        $0
B. Personal Property           $51,543,030
C. Property Claimed as
   Exempt
D. Creditors Holding
   Secured Claims                                   $57,650,847
E. Creditors Holding
   Unsecured Priority
   Claims                                                    $0
F. Creditors Holding
   Unsecured Non-priority
   Claims                                           $16,552,707
                               -----------       --------------
      TOTAL                    $51,543,030          $74,203,554

                  About J.C. Evans Construction

With roots stretching back over 55 years, J.C. Evans is a heavy
equipment construction company based in Leander, Texas.  Through
J.C. Evans Construction Co., L.P., a Texas limited partnership
d/b/a/ American Aggregates, the Company owns and operates a
construction company specializing in heavy site preparation on
commercial, pipeline, utility and highway projects, including
excavating, trenching, site preparation and construction.
Through Adkins Land Development, L.P., a Texas limited
partnership, the Company owns a 700-acre quarry, which produces
aggregate for use in road construction.

J.C. Evans Construction Holdings is the holding company that owns
directly or indirectly each of the other entities.  In turn,
Holdings is owned by a trust for the benefit of the current and
former employees of J.C. Evans through an Employee Stock Ownership
Plan.

Six affiliated companies filed for Chapter 11 (Bankr. W.D. Tex.
Case Nos. 11-11926 to 11-11931) on Aug. 1, 2011.  These are JCE
Delaware Inc., J.C. Evans Construction Holdings, J.C. Evans
Nevada, LLC, EQUUS Development Inc., J.C. Evans Construction and
Adkins Land Development.  The cases are jointly administered
before Judge Craig A. Gargotta.  George H. Tarpley, Esq., and
Mark E. Andrews, Esq., at Cox Smith Matthews Incorporated, serve
as bankruptcy counsel.  Tittle Advisory Group, Inc., provides
financial advisory services.  Butler Burgher Group LLC provides
real estate appraisal services with regard to the valuation of the
Debtors' headquarters and warehouse properties, consisting of 28
acres near Leander, Texas.  In its petition, JC Evans disclosed
$51,543,030 in assets and $74,203,554 in liabilities as of the
Chapter 11 filing.

A creditors' committee has been appointed by the U.S. Trustee.
The Committee has hired Gardere Wynne Sewell LLP as counsel.


JEFFERSON COUNTY: Judge Puts Off Ruling on Chapter 9 Eligibility
----------------------------------------------------------------
Dow Jones' Daily Bankruptcy Review reports that the judge
overseeing the Jefferson County, Ala., bankruptcy held off ruling
Thursday on whether the financially ailing municipality can
continue its Chapter 9 case against the wishes of Wall Street
titans.

The bankruptcy judge held hearings Dec. 15 and 16 where banks,
bond insurers and taxpayers argued that the county isn't eligible
for a Chapter 9 municipal bankruptcy.  The objectors say the
county isn't eligible because it has no outstanding funding or
refunding bonds.  The county only issued sewer warrants, which
don't qualify, in their opinion.

                    About Jefferson County

Jefferson County has its seat in Birmingham, Alabama.  It has a
population of 660,000.

Jefferson County filed a bankruptcy petition under Chapter 9
(Bankr. N.D. Ala. Case No. 11-05736) on Nov. 9, 2011, after an
agreement among elected officials and investors to refinance
$3.1 billion in sewer bonds fell apart.

John S. Young Jr. LLC was appointed as receiver by Alabama Circuit
Court Judge Albert Johnson in September 2010.

Jefferson County's bankruptcy represents the largest municipal
debt adjustment of all time.  The county said that long-term debt
is $4.23 billion, including about $3.1 billion in defaulted sewer
bonds where the debt holders can look only to the sewer system for
payment.

The county said it would use the bankruptcy court to put a value
on the sewer system, in the process fixing the amount bondholders
should be paid through Chapter 9.

Judge Thomas B. Bennett presides over the Chapter 9 case.  Lawyers
at Bradley Arant Boult Cummings LLP and Klee, Tuchin, Bogdanoff &
Stern LLP, led by Kenneth Klee, represent the Debtor as counsel.
Kurtzman Carson Consultants LLC serves as claims and noticing
agent.  Jefferson estimated more than $1 billion in assets.  The
petition was signed by David Carrington, president.


JEFFERIES GROUP: Fitch Affirms 'BB+' Subordinated Debt Rating
-------------------------------------------------------------
Fitch Ratings has affirmed Jefferies Group, Inc.'s long-term
issuer default rating (IDR) at 'BBB' and its short-term IDR at
'F2'.  The Rating Outlook is Stable.

The ratings affirmation incorporates the company's healthy
liquidity profile, its strong niche in its core markets and
relatively diversified business.  The firm also has stable
leverage that is in line with its peers.  As noted in its comment
'Fitch: Jefferies' Liquidity Profile Can Weather Challenging
Markets', dated Dec. 6, 2011.

The Stable Outlook reflects what Fitch believes are sound credit
fundamentals for its rating.  However, Fitch notes weaker industry
dynamics that will pressure Jefferies' and other securities firms'
earnings in the near to intermediate term.  The global economic
environment and the regulatory environment will contribute to
margin compression.

While these market conditions are not unique to the firm, Fitch
believes that trading revenues are likely to be weak or volatile
for the foreseeable future and investment banking activity will
also be affected as client firms face uncertain markets.

Jefferies has also been growing rapidly for several years, despite
the slowdown in 2008.  Fitch expects that this trajectory of
growth will slow down in the near term, though the firm remains
opportunistic.  In addition, the firm has taken several steps to
de-lever and will remain at lower leverage for now.  Over time,
these leverage levels will likely revert to its more historical
levels, but any higher levels will create downward rating
pressure.

As noted in its comment from Dec. 6, 2011, Fitch views Jefferies
as reliant on short-term secured funding with repo as a
significant source of its financing. Gross repo as a percentage of
total funding (including debt and equity) at Aug. 30, 2011 was
56%, while net repo was 33%.

Repo financing can expose a firm to the risk that a counterparty
will not roll the financing forward either because of the
liquidity of the underlying collateral or because of the
counterparty's unwillingness to transact with a firm based on its
credit worthiness.

The large component (87%) of Jefferies' repo collateral that is
eligible for funding through a central clearing party (exchange or
clearinghouse) is an important liquidity risk mitigant.  Short-
term borrowings of $353 million supported working capital related
at its commodities/futures commission merchant subsidiary,
Jefferies Bache Financial Services, Inc.  The firm also had $305.2
million of long-term debt maturing in March 2012 at Aug. 30, 2011,
of which $255 million remains outstanding as of Nov. 21, 2011.

Overall, liquidity management remains sound and the firm appears
to be continuing its normal operations despite volatility in its
stock price and widening of its bond yields over the last several
weeks.  Fitch notes the firm maintained solid liquidity through
the 2008 crisis and continues to navigate through current volatile
market conditions well.  The firm also offers its prime brokerage
customers the option to custody their accounts with a third party
firm, which reduces the balance sheet and liquidity requirements
related to these accounts.

As noted in its last rating action on Jefferies, Fitch notes the
firm's fluctuation in earnings given its reliance on sales and
trading and investment banking revenues that are market dependent.
The agency also highlights the risk that the firm's growth has
been rapid, exposing it to greater operational risks.  Similarly,
key man risk is higher at Jefferies than other firms, though the
company has executed on a number of fronts to broaden and deepen
its management team.

The firm's market position, risk profile, and growth are rating
constraints. Fitch's current ratings incorporate stable leverage,
but also a relatively diversified balance sheet.  Any significant
concentrations would likely lead to an adverse rating action. In
addition, material losses from trading or as a result of risk
management weaknesses would result in a possible ratings
downgrade.  Material deterioration in liquidity and market access
changing adversely would also likely result in negative rating
action.  Similarly, a material increase in leverage would also
likely result in adverse rating action.

In the short-term, there is limited upside to the firm's ratings.
However, longer-term factors that could contribute to positive
rating momentum over time would include, continued demonstrated
profitability, compensation cost containment, stable or declining
leverage, stable or enhanced coverage ratios, reduced risk
appetite and tempered growth, met with successful new business
integration and greater board independence.

Jefferies, a Delaware-incorporated holding company, is a well-
established full service investment bank and institutional
securities firm serving middle-market clients and investors.  Its
primary broker/dealer operating subsidiary, Jefferies & Company,
Inc. holds the vast majority of the firm's consolidated assets and
is regulated by the SEC.  At Aug. 31, 2011 Jefferies had US GAAP
total assets of $45.1 billion, shareholders' equity of $3.5
billion (including noncontrolling interests) and net income of
$236.2 million.

Fitch has affirmed the following ratings for Jefferies Group,
Inc.:

  -- Long-term IDR at 'BBB';
  -- Short-term IDR at 'F2';
  -- Senior unsecured debt at 'BBB';
  -- Short-term debt at 'F2';
  -- Subordinated debt at 'BB+'.

The Rating Outlook is Stable.


L.A. DODGERS: Issues Statement on Telecast Rights and Fox
---------------------------------------------------------
The Los Angeles Dodgers stated that "as the media has been
reporting, the market for telecast rights is vibrant.  For
potential new owners, those rights not only assure a steady and
substantial revenue stream, but also enhance a team's brand appeal
and, ultimately, its competitiveness on the field.

Moreover, the formal opinion issued by Judge Gross expands on his
order approving the debtors' amended telecast marketing rights
motion enabling the Dodgers to move forward with the process to
unlock the full potential value of one of the debtors' primary
assets.  This process will also enhance the debtors' ability to
achieve a sales transaction of the Dodgers that will maximize the
value of the debtors' estate for the benefit of all parties."

The Dodgers further said that, in response to Fox's attempt to
seek from the District Court a stay pending appeal of Judge Gross'
order, it has filed a letter with that court in which it makes
clear that Fox's request for an immediate stay should be denied,
including that it is "... nothing more than an attempt to delay,
and by doing so, derail, the carefully crafted marketing
procedures approved by the Bankruptcy Court."

                   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.


LAM RESEARCH: S&P Puts 'BB+' Corporate on Watch Positive
--------------------------------------------------------
Standard & Poor's Ratings Services placed all of its ratings on
Lam Research Corp., including the 'BB+' corporate credit rating,
on CreditWatch with positive implications.

The CreditWatch placement follows the announcement that Lam
Research will acquire Novellus Systems Inc. (unrated) in a stock-
for-stock transaction valued at about $3.3 billion or 1.125 shares
of Lam Research for each share of Novellus.

"We expect the proposed acquisition to improve our view of Lam
Research's business risk profile," said Standard & Poor's credit
analyst David Tsui, "as the company expands its leadership
positions beyond its previously narrow business focus in plasma
etch and single-wafer clean segments of the semiconductor wafer
equipment addressable market."  "Novellus is a leader in
deposition and surface preparation semiconductor equipment with
sales and EBITDA at approximately half Lam Research's size."

"Additionally, Lam Research anticipates significant cost synergies
as a result of the transaction. We are likely to view the combined
business profile as 'satisfactory', while we consider Lam
Research's current business 'fair' (as defined in our criteria),"
S&P said.

"Pro forma for the transaction, funded debt will increase due to
the existing $700 million of Novellus debt, thereby increasing pro
forma debt-to-EBITDA to 1.6x from about 1.0x at the quarter ended
Sept. 30, 2011. We estimate that pro forma cash would be about
$3.1 billion at the end of calendar year 2011, a portion of which
the company will use to fund its $1.6 billion share repurchase
program, along with excess cash flow generated in the interim
period prior to an expected second-quarter 2012 closing date," S&P
said.

"We will monitor the progress of the transaction. As part of our
review, we will also reassess the company's business and financial
risk profiles, as well as its financial policies and future growth
strategies," S&P said.

"Based on a preliminary assessment of the combined company's
business profile and pro forma capital structure," added Mr. Tsui,
"an upgrade to investment grade is the most likely outcome, given
the current transaction parameters."


LEHMAN BROTHERS: Plan Order Provides Mixed Messages, Says Firm
--------------------------------------------------------------
The Lehman Brothers bankruptcy that shook the financial world in
2008 still has investors who lost billions in the collapse
wondering when they will begin to recoup their losses.  Two
decisions lasts week -- one by a judge and the other by the Lehman
Estate -- did little to bring clarity to the situation or hope
that investors will see a significant portion of their money
anytime soon, say securities attorneys at Vernon Healy, the
investor advocacy law firm.

In one development, a New York bankruptcy judge cleared the way
for Neuberger Berman Group LLC to buy the 48% remaining equity
interest in that company from Lehman Brothers Holdings Inc. over
five years, generating about $1.5 billion.

In a second development, Lehman Brothers Holdings Inc. said it
would take on billionaire Sam Zell's Equity Residential in a fight
for control of Archstone, the company's largest real estate asset.
After the Lehman collapse, the company owned 47 percent of
Archstone and banks held the remaining 53 percent.  But the banks
sold half their holdings to Zell earlier this month, and Zell is
seeking to buy their remaining 26.5 percent.  Lehman Holdings will
seek permission this week from a bankruptcy judge to exercise its
option to match Zell's offer with a $1.33 billion offer of its
own.

While the Neuberger Berman deal injects a significant amount of
cash into Lehman Holdings' coffers, it appears the money is coming
in over five years, meaning investors may see a trickle of cash
versus a lump sum.  Some estimates put the overall recovery for
most investors in the 18 to 20 cents on the dollar range.  If
these estimates are correct, then investors may suffer an 80
percent or more loss of principal from products that UBS
represented to be "principal protected."

"UBS simply deceived my clients and thousands of other investors -
- as well as many UBS financial advisors -- with respect to the
principal protection in these products.  This deception was
especially egregious given what UBS really knew about Lehman's
financial situation, including the Archstone purchase," said
securities attorney Chris Vernon of the Vernon Healy law firm.

And the current Lehman contest with Zell over control of
Archstone, while possibly viable for a healthy company is
questionable in light of the bankruptcy, Vernon said. "Lehman made
a bad business decision in acquiring Archstone.  Given the number
of retail clients of UBS and other firms caught up in this
bankruptcy as unsecured creditors, Lehman should be focused on
liquidating assets and distributing the proceeds to my clients and
other unsecured creditors rather than extending the time that
Lehman structured note investors have to wait to recoup what they
can from the bankruptcy," Vernon said.

Christopher Vernon represents investor clients with more than $10
million in losses due to the Lehman Brothers bankruptcy.  Vernon's
investigation into Lehman structured products has been featured in
AARP magazine.

                         About Lehman Brothers

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

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

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

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

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

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

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

               International Operations Collapse

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

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

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


LOS ANGELES DODGERS: Judge Issues Opinion on TV Rights Sale
-----------------------------------------------------------
Bankruptcy Judge Kevin Gross on Thursday issued his decision
granting the Los Angeles Dodgers LLC's proposed marketing
procedures for the licensing of telecast rights.  The Debtor's
motion has the support of the Official Committee of Unsecured
Creditors.  The sole objector is FOX Sports Net West 2, LLC.

Judge Gross entered his Order on Dec. 13, 2011, indicating the
opinion would follow.  Judge Gross said he would prefer a
lengthier opinion, but the parties need and are entitled to a
prompt ruling.  "The Court must issue its ruling now to provide
the Debtors with meaningful relief to which the Court finds they
are entitled, and to enable FOX to proceed with the appeal it has
commenced," Judge Gross said.

According to Judge Gross, his ruling will enable the Debtors to
seek at present what they will be unable to obtain later, better
telecast terms -- first exclusively negotiated with FOX -- in
conjunction with the sale of the Team, thereby maximizing the
value of both.

Among other things, Judge Gross held that FOX's "Laundry List" of
issues is unpersuasive.  FOX raised a number of concerns, most of
them addressing issues relating to Dodgers owner Frank McCourt and
harms the Debtors will suffer from approving the Debtors' request.
Judge Gross found the McCourt-related "concerns" of FOX ironic.
Prior to the bankruptcy filing, when FOX had agreed to a revised
telecast rights agreement which the MLB commissioner did not
approve, FOX was prepared to advance in excess of $300 million to
Mr. McCourt without restriction and without any apparent concern
for the Debtors, the Dodgers, creditors and regardless of how Mr.
McCourt was going to use such a small fortune.  That was when it
benefited FOX, and MLB argued it mortgaged the future of the Team.
Now, when FOX faces changes to the TV Rights Amendment, FOX raises
arguments about what is in the Debtors' best interest.

According to Judge Gross, FOX is not a credible party to raise
such issues.  The Creditors' Committee, whose fiduciary duty it is
to explore what is in the Debtors' best interests, supports the
Motion, which is significant and lends support to the Debtors'
views.

Judge Gross also waived a stay of his ruling pursuant to
Bankruptcy Rule 6004(h), saying a stay would only delay and
thereby prejudice the Debtors' marketing opportunity.  The Court
acknowledged that the Debtors are operating within a small time
frame.  The Debtors must complete the marketing and sale of their
telecast rights by April 30, 2012, by which date the Debtors must
also consummate the sale of the Team.

Judge Gross noted that the Court would normally grant a stay of a
few days as a courtesy to the District Court, removing any need of
the unsuccessful party -- here FOX -- to think it has to rush to
the District Court to seek a stay pending appeal.  However, FOX
does not face such an emergency, Judge Gross said, pointing out
that FOX has nearly 40 days to seek a ruling.  Negotiations
between the Debtors and FOX were ongoing before the hearing on the
Debtors' motion and are continuing with the assistance of a
mediator.  Judge Gross ruled that the Debtors will negotiate
exclusively with FOX until Jan. 19, 2012, and it is within FOX's
control during the Exclusive Negotiating Period whether it will
negotiate in good faith and take advantage of its opportunity.

A copy of Judge Gross' Dec. 15, 2011 Memorandum Opinion is
available at http://is.gd/Ch1b80from Leagle.com.


MACEDONIA MISSIONARY: Case Summary & 15 Largest Unsec. Creditors
----------------------------------------------------------------
Debtor: Macedonia Missionary Baptist Church
        2704 Dinah Washington Ave.
        Tuscaloosa, AL 35401

Bankruptcy Case No.: 11-72622

Chapter 11 Petition Date: December 12, 2011

Court: United States Bankruptcy Court
       Northern District of Alabama (Tuscaloosa)

Debtor's Counsel: Herbert M Newell, III, Esq.
                  NEWELL & ASSOCIATES LLC
                  2117 Jack Warner Parkway Suite 5
                  Tuscaloosa, AL 35401
                  Tel: (205) 343-0340
                  E-mail: hnewell@newell-law.com

Estimated Assets: $0 to $50,000

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

A copy of the list of 15 largest unsecured creditors is available
for free at http://bankrupt.com/misc/alnb11-72622.pdf

The petition was signed by Darren Morgan, pastor.


MANISTIQUE PAPERS: Court OKs Sanabe as Investment Banker
--------------------------------------------------------
Manistique Papers, In. sought and obtained permission from the
U.S. Bankruptcy Court for the District of Delaware to employ
Sanabe & Associates, LLC, as its investment banker nunc pro tunc
to Oct. 24, 2011.  The Debtor desires to employ Sanabe &
Associates to advise it regarding a possible sale of its business.

Sanabe & Associates will:

  (a) work with the Debtor's management in developing a strategy
      with regard to the Sale Transaction;

  (b) work with the Debtor to articulate a business plan and
      business strategy to achieve profitability;

  (c) assist in the preparation of a descriptive memorandum
      regarding the Debtor's assets that would include details of
      the Business Plan;

  (d) prepare and present a list of potential purchasers to the
      Debtor for the Debtor's review;

  (e) contact potential purchasers, both strategic and financial,
      to solicit their interest in a Sale Transaction;

  (f) coordinate the creation and maintenance of a data room of
      information provided by the Debtor, the costs of which will
      be charged directly to the Debtor;

  (g) prepare, with the assistance of the Debtor, management
      presentations to selected purchasers;

  (h) advise the Debtor in its negotiations regarding the Sale
      Transaction, including, if necessary, evaluating
      indications of interest and offers received and negotiating
      a definitive agreement;

  (i) coordinate with the Debtor's legal counsel regarding
      matters related to the closing of a transaction, and other
      advise as may be requested by the Debtor; and

  (j) take all necessary steps and provide services appropriate
      to the Debtor's efforts to maximize the value of its assets
      and estate.

The Debtor paid Sanabe & Associates a retainer of $50,000 on the
execution of the Engagement Letter.

At closing of the Sale Transaction, Sanabe & Associates will earn
the greater of $375,000 or 3% of the Transaction Value plus an
additional 2% of the differential (if any) of the Transaction
Value over $15.5 Million.

The Debtor agrees to reimburse the firm for its reasonable out-of-
pocket expenses incurred in its work on the project, including
travel, printing and any costs of outside legal counsel.

To the best of the Debtor's knowledge, Sanabe & Associates is a
"disinterested person" within the meaning of Section 101(14) of
the Bankruptcy Code.

                     About Manistique Papers

Manistique Papers Inc. operates a landfill in Manistique,
Michigan, whereby residuals resulting from paper production are
deposited.  It owns a 125,000 ton-a-year plant making specialty
papers from recycled fiber.  Manistique Papers filed for Chapter
11 bankruptcy protection (Bankr. D. Del. Case No. 11-12562) on
Aug. 12, 2011.

Godfrey & Kahn, S.C. represents the Debtor in its restructuring
effort.  Morris, Nichols, Arsht & Tunnell LLP serves as its
Delaware bankruptcy co-counsel.  Vector Consulting, L.L.C., serves
as its financial advisor.  Baker Tilly Virchow Krause, LLC, serves
as its accountant.

The Official Committee of Unsecured Creditors appointed in the
Chapter 11 cases of Manistique Papers is represented by Lowenstein
Sandler PC as lead counsel and Ashby & Geddes, P.A., as Delaware
counsel.  J.H. Cohn LLC serves as the panel's financial advisor.
Manistique Papers disclosed $19,688,471 in assets and $24,633,664
in liabilities as of the Chapter 11 filing.


MEDICAL CARD: S&P Lowers Counterparty Credit Rating to 'B-'
-----------------------------------------------------------
Standard & Poor's Ratings Services lowered its counterparty credit
rating on Medical Card System Inc. (MCS) to 'B-' from 'B'. "We
also lowered our counterparty credit and financial strength
ratings on MCS' operating companies -- MCS Advantage Inc., MCS
Life Insurance Co., and MCS Health Management Options Inc. -- to
'BB-' from 'BB'. At the same time, we placed the ratings on
CreditWatch with negative implications," S&P said.

"The downgrade and CreditWatch placement follows the company's
unexpected third-quarter 2011 operating losses and its recent
announcement that it was replacing several key executives,
including the chief executive officer, with an interim management
team affiliated with the Gorman Health Group," said Standard &
Poor's credit analyst Neal Freedman. "We believe that both of
these events increase the probability of a covenant breach in the
fourth quarter. The third-quarter losses were mainly the result of
increased claims activity in the company's Medicare Advantage
business. The company will likely only be able to partially
exclude the costs associated with the management realignment
from the covenant compliance calculation because of exclusion
limits in the calculation. However, the positive fourth-quarter
seasonality that is characteristic of the Puerto Rico health
insurance marketplace could offset the increased pressure on
earnings," S&P said.

"We will continue to monitor the company's operating performance,
especially covenant compliance. If the company breaches any of its
covenants as of year-end 2011, we could lower the ratings by one
notch. Conversely, if the company were to avoid a covenant breach,
we could remove the ratings from CreditWatch with negative
implications, contingent upon our view of 2012 operating
performance," S&P said.


MIRAMAR REAL ESTATE: Deal for Cash Access Until Jan. 31 Okayed
--------------------------------------------------------------
The Hon. Brian K. Tester of the U.S. Bankruptcy Court for the
District Of Puerto Rico approved a stipulation extending until
Jan. 31, 2012, Miramar Real Estate Management, Inc.'s access to
cash collateral of Banco Popular de Puerto Rico.

The Debtor and Banco Popular asked the Court for entry of an order
amending stipulation for the use of Banco Popular's cash
collateral and consenting to the use of certain certificate of
deposit pledged as collateral to Banco Popular.

The Debtor and Banco Popular entered into an Assignment and
Security Agreement (Account), dated Nov. 11, 2009, whereby the
Debtor pledged to Banco Popular a certain certificate of deposit
to secure, among other things, the obligations of La Ciudadela de
Santurce, Inc. to Banco Popular.  As of the Petition Date, the
Time Deposit had a balance of $2,121,543.

The Bank is represented by:

         Lourdes Arroyo, Esq.
         Luis C. Marini, Esq.
         O'NEILL & BORGES
         American International Plaza
         250 Munoz Rivera Avenue, Suite 800
         San Juan, PR 00918-1813
         Tel: (787) 764-8181
         Fax: (787) 753-8944
         E-mail: luis.marini@oneillborges.com

             About Miramar Real Estate Management Inc.

San Juan, Puerto Rico-based Miramar Real Estate Management Inc.
filed for Chapter 11 bankruptcy protection (Bankr. D. P.R. Case
No. 11-01786) on March 2, 2011.  Fausto D. Godreau Zayas, Esq., at
Latimer, Biaggi, Rachid & Godreau, LLP, serves as the Debtor's
bankruptcy counsel.  FPV & Galindez, CPAs, PSC, and its principal,
Marcos A. Claudio Agosto, serve as its external auditors and
restructuring advisors.  The Debtor estimated its assets and debts
at US$100 million to US$500 million.


MMRGLOBAL INC: Signs Non-Exclusive License Agreement with SCM
-------------------------------------------------------------
MMRGlobal, Inc., on Dec. 9, 2011, entered into a Non-Exclusive
License Agreement with Surgery Center Management, LLC.

MMR is the owner of at least twenty relevant patent applications
and patents.  MMR is in the business of providing products and
services directed to Health Care Professionals and Patients, which
are contained in products and services embodied in the Licensed
Patents.  MMR has notified SCM of potential past or present patent
infringement under certain provisional U.S. and foreign patent
rights based on SCM's and its affiliates' businesses and
activities, and SCM has acknowledges such risk of past or
existing patent infringement.

Accordingly MMR and SCM entered into the Agreement to avoid any
potential dispute regarding possible past and continuing
infringement on the Licensed Patents and for SCM to acquire a non-
exclusive license to the Licensed Patents from MMR.

Under the terms of the Agreement, the Company will grant to SCM,
on a non-exclusive basis a license covering the Licensed Patents,
which amongst other things, covers certain Licensed Products or
Licensed Services to develop, make, have made, use, sell, lease,
license, demonstrate, market and distribute the Licensed Products
or Licensed Services under SCM's brand or private label for
channel or distribution partners who purchase the SCM branded or
Licensed Products or Licensed Services for resale to end
customers.

The Licensed Patents will mean any issued or pending U.S. or
foreign patent applications or issued patents including but not
necessarily limited to Singapore, Hong Kong, Israel, South Korea,
Mexico, New Zealand, Canada, Germany, Japan, United Kingdom, and
the United States.  The Agreement includes settlement of any
potential claims by MMRGlobal against SCM and its affiliates for
any past patent infringement.

In consideration for the rights granted under the Agreement SCM
will pay the Company $30 million dollars with a minimum of $5
million dollars in upfront fees with the explicit understanding
and requirement that the Settlement and Release portions of the
Agreement become effective solely upon SCM's payment in full of
the Initial License Fee.  SCM also agrees to pay MMR additional
royalties of 10% of gross revenue at such time as an initial
US$200,000,000 of gross revenues are accrued on any Units sold,
used or otherwise transferred pursuant to the terms of the
Agreement.

The initial $5 million dollar payment will become payable to MMR
on Dec. 23, 2011, with five additional $5 million payments being
made on November 15th each year for the next five years unless the
Agreement is terminated by MMR for nonpayment of monies due to
MMR, or at the option of SCM if at least one US Notice of
Allowance from the list of twenty Licensed Patents is not received
by MMR.  The Agreement also contains provisions for termination by
MMR based on a material breach or default by SCM as well as other
customary cancellation provisions for this type of Agreement.

The Agreement will automatically terminate simultaneously with the
last to expire of the Licensed Patents in any country of the
Territories included in the Agreement or in the unlikely event
that all of the Licensed Patents are deemed to be invalid or
unenforceable after a final and complete ruling by a court of law.

                          About MMRGlobal

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

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

The Company also reported a net loss of $6.24 million on
$1.08 million of total revenues for the nine months ended
Sept. 30, 2011, compared with a net loss of $16.01 million on
$556,648 of total revenues for the same period during the prior
year.

The Company's balance sheet at Sept. 30, 2011, showed $2.13
million in total assets, $6.66 million in total liabilities and a
$4.53 million total stockholders' deficit.

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


MORGAN'S FOODS: Sells 29 Restaurants to DBMFI for $22 Million
-------------------------------------------------------------
Morgan's Foods, Inc., on Dec. 9, 2011, entered into a definitive
Remodel Agreement with KFC Corporation covering the schedule for
remodeling its KFC and KFC Branded "2n1" restaurants.  The
agreement outlines the schedule for remodeling certain restaurants
to meet the franchisor's image requirements through the Company's
2015 fiscal year and specifies a certain number of remodel
activities during each year thereafter through fiscal 2023.  The
Remodel Agreement also required the establishment of an escrow
account in the amount of $1,500,000 to be used only for the
required remodels and the account has been established through a
refinancing.

On Dec. 9, 2011, the Company also entered into a Purchase and Sale
Agreement and Joint Escrow Instructions with, and completed the
sale of 29 restaurant properties to, DBMFI LLC, an affiliate of
Fortress Credit Corp., in order to lease the properties back.  The
sale generated gross proceeds of approximately $22 million to the
Company, less normal expenses such as title work, environmental
and valuation reports, surveys, and legal fees.  In connection
with the sale the Company also entered into two Master Land and
Building Leases to lease the 29 properties back from DBMFI LLC
under a 20 year lease with 4 five year extension options.  Under
the leases the Company will pay annual rent of $2,140,000 with
increases of 1.5% for each of the first five years and 10% each
five years thereafter.

Simultaneously, on Dec. 9, 2011, the Company entered into a Credit
and Security Agreement with Fortress Credit Corp. which provides
for a term loan in the amount of $8,250,000 having a term of five
years with payments based on a 10 year amortization and principal
payments beginning in the thirteenth month.  Interest on the term
loan is calculated at 7.25% over 30 day LIBOR with a minimum rate
of 9.0%.

The sale and leaseback arrangement and the term loan, funded the
advisory fee due to Brookwood Associates of approximately $442,500
and the payoff and termination of the Company's long term debt in
the amount approximately $9,886,000 of fixed rate, securitized
debt with BNY Mellon and approximately $15,837,000 of fixed and
variable rate debt from GE Capital Corp.  The Company's engagement
of Brookwood Associates as advisor for the financial restructuring
extended from Nov. 23, 2010, to the closing of the loan and
sale/leaseback transactions on Dec. 9, 2011.  Early payment of
these debt obligations caused the Company to incur approximately
$40,000 of prepayment fees and approximately $167,000 of
administrative fees.

As a direct result of the Company entering into the Remodel
Agreement dated Dec. 9, 2011, the May 19, 2011, Pre-negotiation
Agreement between the Company and KFC Corporation was terminated.
Also, the thirteen default notices which were rendered to the
Company on May 2, 2011, by KFC Corporation and which KFC refrained
from enforcing under the Pre-negotiation Agreement and extensions
thereof have also been terminated.

The Company had also entered into forbearance agreements with both
BNY Mellon and GE Capital Corp. allowing the Company to defer
principal payments until Dec. 30, 2011, while the refinance
program was negotiated.  The payoff of the debt to both entities
resulted in the termination of the forbearance agreements and no
further fees are due or payable under the forbearance agreements.

                       About Morgan's Foods

Cleveland, Ohio-based Morgan's Foods, Inc., which was formed in
1925, operates through wholly-owned subsidiaries KFC restaurants
under franchises from KFC Corporation, Taco Bell restaurants under
franchises from Taco Bell Corporation, Pizza Hut Express
restaurants under licenses from Pizza Hut Corporation and an A&W
restaurant under a license from A&W Restaurants, Inc.

As of May 20, 2011, the Company operates 56 KFC restaurants,
5 Taco Bell restaurants, 10 KFC/Taco Bell "2n1's" under franchises
from KFC Corporation and franchises from Taco Bell Corporation,
3 Taco Bell/Pizza Hut Express "2n1's" under franchises from Taco
Bell Corporation and licenses from Pizza Hut Corporation,
1 KFC/Pizza Hut Express "2n1" under a franchise from KFC
Corporation and a license from Pizza Hut Corporation and 1 KFC/A&W
"2n1" operated under a franchise from KFC Corporation and a
license from A&W Restaurants, Inc.

The Company reported a net loss of $988,000 on $89.9 million of
revenues for the fiscal year ended Feb. 27, 2011, compared with
net income of $396,000 on $90.5 million of revenues for the fiscal
year ended Feb. 28, 2010.

The Company's balance sheet at Aug. 14, 2011, showed $42.91
million in total assets, $42.75 million in total liabilities and
$161,000 in total shareholders' equity.

Grant Thornton LLP, in Cleveland, Ohio, expressed substantial
doubt about Morgan's Foods' ability to continue as a going
concern.  The independent auditors noted that as of Feb. 27, 2011,
the Company was in default and cross default of certain provisions
of its most significant credit agreements and in default of the
image enhancement requirements under franchise agreements for
certain of its restaurants.


MSC SOFTWARE: S&P Withdraws Preliminary 'B+' Bank Loan Rating
-------------------------------------------------------------
Standard & Poor's Ratings Services withdrew its preliminary issue-
level and corporate credit ratings on MSC software Corp. "We
withdrew the preliminary corporate credit rating at the issuer's
request," S&P said.

"We withdrew the preliminary 'B+' bank loan rating and the
preliminary recovery rating of '3' on the proposed senior secured
first-lien credit facilities since the transaction did not close,"
S&P said.


NEOMEDIA TECHNOLOGIES: To Sell $325,000 Debenture to YA Global
--------------------------------------------------------------
NeoMedia Technologies, Inc., entered into an agreement to issue
and sell a secured convertible debenture to YA Global Investments,
L.P., in the principal amount of $325,000.  The closing of the
transaction was held on Dec. 8, 2011.  In addition to the
Debenture, the Company also issued a warrant to the Buyer to
purchase 1,000,000 shares of the Company's common stock, par value
$0.001 per share, for an exercise price of $0.15 per share.

The Debenture will mature on July 29, 2012, and will accrue
interest at a rate equal to 14% per annum and that interest will
be paid on the Maturity Date in cash or, provided that certain
Equity Conditions are satisfied, in shares of Common Stock at the
applicable Conversion Price.  At any time, the Buyer will be
entitled to convert any portion of the outstanding and unpaid
principal and accrued interest thereon into fully paid and non-
assessable shares of Common Stock at a price equal to the lesser
of $0.10 and 95% of the lowest volume weighted average price of
the Common Stock during the 60 trading days immediately preceding
each conversion date.

The Debenture is secured by certain pledges made with respect to
the assets of the Company and its subsidiaries as set forth in the
Fourteenth Ratification Agreement dated Dec. 8, 2011, and that
certain Security Agreement and Patent Security Agreement both
dated July 29, 2008, by and among the Company, each of the
Company's subsidiaries made a party thereto, and the Buyer.

In connection with the Agreement, the Company also entered into
those certain Irrevocable Transfer Agent Instructions with the
Buyer, an escrow agent and WorldWide Stock Transfer, LLC, the
Company's transfer agent.

The Company will not affect any conversion, and the Buyer will not
have the right to convert any portion of the Debenture to the
extent that after giving effect to such conversion, the Buyer
would beneficially own in excess of 9.99% of the number of shares
of Common Stock outstanding immediately after giving effect to
such conversion, except for not less than 65, days prior written
notice from the Buyer.

The Company will have the right to redeem a portion or all amounts
outstanding in the Debenture via Optional Redemption by paying the
amount equal to the principal amount being redeemed plus a
redemption premium equal to 10% of the principal amount being
redeemed, and accrued interest.

                   About NeoMedia Technologies

Atlanta, Ga.-based NeoMedia Technologies, Inc., provides mobile
barcode scanning solutions.  The Company's technology allows
mobile devices with cameras to read 1D and 2D barcodes and provide
"one click" access to mobile content.

The Company has historically incurred net losses from operations
and expects it will continue to have negative cash flows as it
implements its business plan.  The Company said there can be no
assurance that its continuing efforts to execute its business plan
will be successful and that it will be able to continue as a going
concern.

The Company's balance sheet at Sept. 30, 2011, showed $8.02
million in total assets, $65.98 million in total liabilities, all
current, $5.43 million in Series C convertible preferred stock,
$2.36 million in Series D convertible preferred stock, and a
$65.75 million total shareholders' deficit.

Kingery & Crouse, P.A, in Tampa, Fla., expressed substantial doubt
about the Company's ability to continue as a going concern.  The
accounting firm noted that the Company has suffered recurring
losses from operations and has ongoing requirements for additional
capital investment.


NEXTAG INC: S&P Affirms 'BB-' Corporate Credit Rating
-----------------------------------------------------
Standard & Poor's Ratings Services revised its rating outlook on
NexTag Inc. to negative from stable. "We affirmed all existing
ratings, including the 'BB-' corporate credit rating," S&P said.

"The outlook revision is based on our expectation that operating
results will likely be soft over the intermediate term as the
company takes steps to improve traffic quality and address its
cost structure," said Standard & Poor's credit analyst Andy Liu.

"Moves by Google, especially its rollout of Google Product Search
and Google Shopping, have hurt the quality of Internet traffic to
NexTag. Even though Internet traffic from Google increased, those
visitors are clicking fewer links on NexTag, resulting in lower
average revenues per visit than prior periods. Additionally,
increased staffing in NexTag's technology and corporate functions
has pressured EBITDA. We expect that NexTag will increase its
search engine marking spending and attempt to improve its direct
navigation traffic (people visiting its sites without going
through a search engine like Google) to its sites. We believe that
a review of its cost structure is likely," S&P said.

"The 'BB-' corporate credit rating reflects our expectation that
debt leverage will likely remain relatively low over the
intermediate term, despite the EBITDA decline, and that the
company will continue to generate good discretionary cash flow.
NexTag's business risk profile is 'weak,' based on our criteria,
on account of its wide set of competitors and low barriers to
entry. We view its financial risk as 'significant,' given what we
regard as likely future acquisitions and dividend activity. A
solid EBITDA margin and good cash flow only partly offset these
risks," S&P said.

NexTag owns and operates comparison shopping Web sites. The
company's Web sites connect over 40 million monthly unique
visitors and over 25,000 merchants. NexTag has operations in 14
countries, including the U.S., Australia, Canada, France, Germany,
Italy, Japan, Spain, and the U.K. A significant majority of
NexTag's revenues are from the U.S., with the remainder from
international markets. As an online lead generator for
merchants, its performance can be sensitive to consumer
discretionary spending. When consumer discretionary spending is
under pressure, shoppers are less likely to click through to
merchant websites on NexTag. Similarly, when consumer
discretionary spending rebounds, the click-through rate is likely
to increase.


NCO GROUP: S&P Has 'CCC+' Issuer Credit Rating; Outlook Negative
----------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'CCC+' issuer
credit rating on NCO Group Inc. and removed the rating from
CreditWatch with positive implications. The outlook is negative.
"We also withdrew our preliminary 'B' issuer credit rating on
Expert Global Solutions LLC, our preliminary 'B' rating on NCO's
proposed $120 million revolving credit facility and $750 million
senior secured bank loan, and our preliminary 'CCC+' rating on
NCO's proposed $300 million senior notes," S&P said.

"The rating action follows NCO's recent announcement that it is
not proceeding with the previously proposed $300 million notes
offering that it planned to use, in conjunction with a proposed
$870 million new senior secured credit facility, to repay its
existing debt and to help finance its merger with APAC Customer
Services Inc.," said Standard & Poor's credit analyst Kevin Cole.
Concurrent with the closing of the debt offerings, it was planning
to change its name to Expert Global Solutions Inc.

"One Equity Partners (OEP) owns both APAC and NCO. NCO, APAC, and
OEP are continuing to seek alternatives that would enable them to
complete the merger. We expect NCO will continue to look to
refinance its existing senior secured facility and may launch
another senior notes offering when market conditions are more
favorable. However, we do not have much clarity at this point
about how the eventual combined entity will be financed, leading
us to withdraw all preliminary ratings," S&P said.

"NCO's recent financial performance has been weak. Losses totaled
$104.5 million for the first nine months of 2011. Even though NCO
no longer has material purchased receivables on its balance sheet,
which had led to large impairments in the past, we do not expect
the company to return to profitability in the near term," S&P
said.

As of Sept. 30, 2011, NCO's debt-to-adjusted EBITDA and EBITDA
interest coverage ratios were weak at 5.8x and 1.7x. In addition
to high debt levels, NCO has major debt maturities on the horizon.
The company's $67.5 million ($30 million outstanding as of Sept.
30, 2011) revolving credit facility, $460 million bank loan, and
$165 million senior floating rate notes all require refinancing or
repayment in the next 24 months. As of Sept. 30, 2011, NCO had $20
million of cash on its balance sheet.

"The negative outlook reflects the company's weak financial
performance, high debt, and significant debt maturities in the
next two years," said Mr. Cole. "If volatile markets or NCO's
worsening financial performance leads us to believe that repayment
of the company's debt is unlikely, we could lower the rating. We
could raise the rating if NCO refinances its debt in a way that
materially improves its debt metrics and maturity schedule."


NCO GROUP: Terminates $300 Million Notes Tender Offer
-----------------------------------------------------
NCO Group, Inc., said it is not moving ahead with its previously
announced $300 million senior notes offering due to the rates
currently available in the market.  The Company, APAC Customer
Services and One Equity Partners continue to believe it is in the
best interests of the Company and APAC to seek to combine their
businesses and to that end they are continuing to look at
alternatives that would enable the combination to be completed on
terms that are advantageous to their respective stakeholders.

As a result, the Company, also announced that it has terminated
its two concurrent cash tender offers for any and all of its
$200,000,000 aggregate principal amount of 11.875% Senior
Subordinated Notes due 2014 (CUSIP No. 65338LAA7) and $165,000,000
aggregate principal amount of Floating Rate Senior Notes due 2013
(CUSIP No. 65338LAB5) and the related solicitation of consents
from the holders of each series of Notes to amend each indenture
under which the Notes were issued to eliminate most of the
restrictive covenants and amend certain related provisions.  All
Notes tendered in the Offers will be returned promptly to the
respective holders thereof without any action required on the part
of the holders.  No consideration will be paid in the Offers for
any of the tendered Notes.

The Offers were made upon the terms and conditions set forth in
the Offer to Purchase and Consent Solicitation Statement, dated
Nov. 30, 2011, including, among other things, (i) the entry into
by the Company of a new senior secured credit facility on or prior
to the date on which the Company would have accepted for payment
Notes properly tendered and (ii) the consummation of an offering
of new senior notes totaling gross proceeds of at least $300
million on or prior to the date on which the Company would have
accepted for payment Notes properly tendered.

The Company engaged Deutsche Bank Securities Inc. and Barclays
Capital Inc. as Dealer Managers and Solicitation Agents for the
Offers. Persons with questions regarding the termination of the
Offers should contact Deutsche Bank Securities Inc. at (212) 250-
7527 (Call Collect) or (855) 287-1922 (Toll Free) or Barclays
Capital Inc. at (212) 528-7581 (Call Collect) or (800) 438-3242
(Toll Free).  Holders of Notes with questions regarding the
termination of the Offers may direct such questions to D.F. King &
Company, Inc., the Tender Agent and Information Agent, at (800)
859-8508.

                        About NCO Group Inc.

Based in Horsham, Pennsylvania, NCO is a global provider of
business process outsourcing services, primarily focused on
accounts receivable management and customer relationship
management.  NCO has over 25,000 full and part-time employees who
provide services through a global network of over 100 offices.
The company is a portfolio company of One Equity Partners and
reported revenues of about $1.2 billion for the twelve month
period ended Sept. 30, 2007.

The Company reported a net loss of $155.71 million on
$1.60 billion of revenue for the year ended Dec. 31, 2010,
compared with a net loss of $88.14 million on $1.58 billion of
revenue during the prior year.

The Company also reported a net loss of $104.49 million on
$1.15 billion of total revenues for the nine months ended
Sept. 30, 2011, compared with a net loss of $73.45 million on
$1.18 billion of total revenues for the same period during the
prior year.

The Company's balance sheet at Sept. 30, 2011, showed
$1.12 billion in total assets, $1.14 billion in total liabilities
and a $17.89 million total stockholders' deficit.

                           *     *     *

As reported by the Troubled Company Reporter on Feb. 2, 2011,
Moody's Investors Service downgraded NCO Group, Inc.'s CFR to Caa1
from B3 and changed the outlook to negative.  Simultaneously,
Moody's has also downgraded each of NCO's debt instrument ratings
by one notch and lower the Speculative Grade Liquidity rating to
SGL-4 from SGL3.  The downgrade reflects Moody's concern that
greater than expected revenue declines and continued earnings
pressure will extend beyond current levels due to deteriorating
consumer payment patterns and weaker volumes.  In addition,
Moody's expects financial flexibility will be further aggravated
by tightening headroom under its financial covenants and a
potential breach of covenants which will limit the company's
ability to draw upon its revolver.  Also, the company faces an
impending maturity on its $100 million senior secured revolving
credit facility due November of 2011.


NEXTWAVE WIRELESS: Amends Extending Notes Maturity Dates
--------------------------------------------------------
NextWave Wireless Inc. has entered into an Amendment and Limited
Waiver to its first, second and third lien note agreements.  The
Amendment extends the maturity of the first lien notes to Dec. 31,
2012, the maturity of the second lien notes to Jan. 31, 2013 and
the maturity of the third lien notes to Feb. 28, 2013.

The Amendment permanently waives past events of default under the
agreements governing the Company's secured notes, which defaults
were previously the subject of the Forbearance Agreement dated as
of Aug. 1, 2011, as described in detail in the Company's Current
Report on Form 8-K filed with the Securities and Exchange
Commission on Aug. 2, 2011.

The Company will continue its efforts to sell its wireless
spectrum assets to repay its secured notes and may seek additional
financing or a refinancing transaction depending on future market
conditions and the timing of any such spectrum sales, which remain
subject to many factors beyond the Company's control.  As
disclosed in the Company's filings with the SEC, the Company's
capital structure requires that it successfully monetize most of
its wireless spectrum assets for net proceeds substantially in
excess of its cost basis in order to retire its secured debt,
which will total $1,021 million in aggregate principal amount on
Dec. 31, 2011, and will increase over time due to the accrual of
payment-in-kind interest.

                       About NextWave Wireless

San Diego, Calif.-based NextWave Wireless Inc. (OTC QB: WAVE)
-- http://www.nextwave.com/-- is a wireless technology company
that manages and maintains worldwide wireless spectrum licenses.

                         Bankruptcy Warning

The Company's current cash reserves are not sufficient to meet its
payment obligations under its secured notes at their current
maturity dates.  Additionally, the Company will not be able to
consummate sales of its wireless spectrum assets yielding
sufficient proceeds to retire this indebtedness at the current
scheduled maturity dates.  If the Company is unable to extend
maturity beyond 2011, or identify and successfully implement
alternative financing to repay the Senior Notes and Second Lien
Notes, the holders of the Company's secured notes could proceed
against the assets pledged to collateralize these obligations.
These conditions raise substantial doubt about the Company's
ability to continue as a going concern.  Insufficient capital to
repay the Company's debt at maturity would significantly restrict
its ability to operate and could cause the Company to seek relief
through a filing in the United States Bankruptcy Court.  Any
alternative financing or maturity extension of the Company's
secured notes may be costly to obtain, and could involve the
issuance of equity securities that could cause significant
dilution to the Company's existing stockholders and potentially
limit the Company's net operating loss carry forwards.

                        Going Concern Doubt

As reported in the TCR on March 23, 2011, Ernst & Young LLP, in
San Diego, Calif., expressed substantial doubt about NextWave
Wireless's ability to continue as a going concern, following the
Company's 2010 results.  The independent auditors noted that the
Company has incurred recurring operating losses and has a working
capital deficiency, primarily comprised of the current portion of
long term obligations of $784.6 million at Jan. 1, 2011, that is
associated with the maturity of its debt.  "The Company currently
does not have the ability to repay this debt at maturity."


NORTHERN BERKSHIRE: Expands Carl Marks Scope of Employment
----------------------------------------------------------
Northern Berkshire Healthcare, Inc., sought and obtained
permission from the U.S. Bankruptcy Court for the District
Massachusetts to expand the scope of employment of Carl Marks
Advisory Group LLC.  The firm's employment is continued Dec. 16,
2011 for 10:00 a.m.

Upon retention, the firm's scope will include:

   (a) assisting the Debtors' management in a comprehensive update
       and refinement of the Debtors' financial model and
       financial projections and interfacing with the Debtors'
       secured bondholders, the Official Committee of Unsecured
       Creditors, and their respective financial advisors
       regarding the same; and

   (b) taking a lead role in negotiations with the bondholders
       regarding acceptable terms for a consensual plan of
       reorganization.

The Court previous entered an order approving the Debtors' request
to hire Carl Marks Advisory Group as financial advisor in
accordance with the terms and conditions set forth in the
Financial Advisory Agreement.

The Financial Advisory Agreement provides that CMAG will render
certain postpetition professional services to the Debtors
described therein, including services with respect to a
prospective reorganization, sale, merger, or disposition of the
Debtors' assets or any portion thereof in one or more
transactions.  The Financial Advisory Agreement further provides
that Mark L. Claster and Christopher K. Wu, partners at CMAG, will
lead the team of professionals at CMAG with respect to providing
the Financial Advisory Services and be available to and serve as
the principal contacts for R&G and the Debtors.  Finally, the
Financial Advisory Agreement provides that the Debtors will pay
certain fees to CMAG as compensation for rendering the
Financial Advisory Services to the Debtors, including a fixed
monthly fee of $50,000.

In conjunction with this increased role, the Debtors propose to
increase the amount of the fixed monthly fee from $50,000 to
$77,500.

Christopher K. Wu, partner of Carl Marks Advisory, attests that
the firm is a "disinterested person," as that term is defined in
section 101(14) of the Bankruptcy Code.

                About Northern Berkshire Healthcare

Northern Berkshire Healthcare, Inc. is a non-profit healthcare
corporation in northern Berkshire County, Massachusetts.  Together
with its affiliates, Northern Berkshire Healthcare operates the
North Adams Regional Hospital and a visiting nurse association and
hospice in North Adams, Massachusetts.

Northern Berkshire Healthcare, Inc., North Adams Regional
Hospital, Inc., Visiting Nurse Association & Hospice of Northern
Berkshire, Inc., Northern Berkshire Healthcare Physicians Group,
Inc., and Northern Berkshire Realty, Inc., filed for Chapter 11
bankruptcy (Bankr. D. Mass. Case No. 11-31114) on June 13, 2011,
to address their overleveraged balance sheet and effect a
reorganization of their operations.  On the same day, Northern
Berkshire Community Services, Inc., filed a petition for Chapter 7
relief also in the District of Massachusetts bankruptcy court.

Judge Henry J. Boroff presides over the Debtors' cases.  Steven T.
Hoort, Esq., James A. Wright, III, Esq., Jonathan B. Lackow, Esq.,
and Matthew F. Burrows, Esq., at Ropes & Gray LLP, in Boston,
Mass., serve as the Debtors' bankruptcy counsel.  The Debtors'
Financial Advisors are Carl Marks Advisory Group LLC.  GCG Inc.
serves as claims and noticing agent.

Northern Berkshire disclosed $22,957,933 in assets and
$53,379,652 in liabilities as of the Chapter 11 filing.  The
petition was signed by William F. Frado, Jr., president.

William K. Harrington, the U.S. Trustee for Region 1, appointed
five members to the official unsecured creditors' committee in the
Debtors' cases.  The Committee tapped Duane Morris LLP as its
counsel.


NORTHERN BERKSHIRE: Court OKs Murtha Cullina as Special Counsel
---------------------------------------------------------------
Northern Berkshire Healthcare, Inc. sought and obtained permission
from the U.S. Bankruptcy Court for the District Massachusetts to
employ Murtha Cullina LLP as special conflicts counsel.

Murtha Cullina will handle issues relating to Richard Palmisano,
the chief executive officer and chief restructuring officer of
Northern Berkshire, who has been notified of his termination as of
Nov. 1, 2011.

The Debtor seeks to retain Murtha Cullina as special conflicts
counsel with respect to Mr. Palmisano matter because of (a) Ropers
& Gray LLP's potential conflict with representation; and (b)
Murtha Cullina's reputation and extensive knowledge in the area of
bankruptcy and employment law and c. Murtha Cullina's familiarity
with the Debtors.

The firm's Olga L. Gordon will charge the Debtor $350 per hour.

Olga L. Gordon, partner of Murtha Cullina, attests that the firm
is a "disinterested person," as that term is defined in Section
101(14) of the Bankruptcy Code.

                About Northern Berkshire Healthcare

Northern Berkshire Healthcare, Inc. is a non-profit healthcare
corporation in northern Berkshire County, Massachusetts.  Together
with its affiliates, Northern Berkshire Healthcare operates the
North Adams Regional Hospital and a visiting nurse association and
hospice in North Adams, Massachusetts.

Northern Berkshire Healthcare, Inc., North Adams Regional
Hospital, Inc., Visiting Nurse Association & Hospice of Northern
Berkshire, Inc., Northern Berkshire Healthcare Physicians Group,
Inc., and Northern Berkshire Realty, Inc., filed for Chapter 11
bankruptcy (Bankr. D. Mass. Case No. 11-31114) on June 13, 2011,
to address their overleveraged balance sheet and effect a
reorganization of their operations.  On the same day, Northern
Berkshire Community Services, Inc., filed a petition for Chapter 7
relief also in the District of Massachusetts bankruptcy court.

Judge Henry J. Boroff presides over the Debtors' cases.  Steven T.
Hoort, Esq., James A. Wright, III, Esq., Jonathan B. Lackow, Esq.,
and Matthew F. Burrows, Esq., at Ropes & Gray LLP, in Boston,
Mass., serve as the Debtors' bankruptcy counsel.  The Debtors'
Financial Advisors are Carl Marks Advisory Group LLC.  GCG Inc.
serves as claims and noticing agent.

Northern Berkshire disclosed $22,957,933 in assets and
$53,379,652 in liabilities as of the Chapter 11 filing.  The
petition was signed by William F. Frado, Jr., president.

William K. Harrington, the U.S. Trustee for Region 1, appointed
five members to the official unsecured creditors' committee in the
Debtors' cases.  The Committee tapped Duane Morris LLP as its
counsel.


NORTHWEST GEORGIA: S&P Raises Rating on Revenue Bonds From 'BB+'
----------------------------------------------------------------
Standard & Poor's Ratings Services raised its long-term rating on
Northwest Georgia Consolidated Housing Authority's (Callier Forest
Apartments Project) multifamily housing revenue bonds series 2004
to 'AA+' from 'BB+'. The bonds are secured by a Fannie Mae
mortgage-backed security. The outlook is negative.

"The rating upgrade is based on our view of the project's reliance
on short-term market rate investments," said Standard & Poor's
credit analyst Renee J. Berson.

The rating reflects S&P's view of:

    Revenues from mortgage debt service payments and investment
    earnings are sufficient to pay full and timely debt service on
    the bonds plus fees until the remarketing date;

    Extremely strong debt service coverage;

    Asset/liability parity is 101.73% as of Nov. 30, 2011, and is
    adequate until the remarketing date;

    Investments held in Goldman Sachs money market fund (AAAm);
    and

    "The high credit quality of the Fannie Mae pass-thru
    certificate, which we consider to be 'AA+' eligible," S&P
    said.

"Standard & Poor's has analyzed updated cash flows assuming a zero
reinvestment assumption for all scenarios as set forth in the
related criteria articles for federal government-enhanced housing
transactions. We believe the bonds are able to meet all bond costs
from transaction revenues until the remarketing date on Nov. 1,
2024, assuming no reinvestment earnings," S&P said.


NORTHWOOD COMMUNITY: S&P Raises Series 2008 Bonds SPUR From 'BB'
----------------------------------------------------------------
Standard & Poor's Ratings Services raised its underlying rating
(SPUR) on Northwood Community Development District, Fla.'s series
2008 bonds to 'A' from 'BB' due to the recent assumption of the
bonds' debt service reserve surety policy by Assured Guaranty
Corp. (AA-/Stable), effective Sept. 21, 2011.

In March 2011, Standard & Poor's lowered its rating on the bonds
to BB/Stable, due to its view that the bonds had inadequate
funding of their debt service reserve fund (DSR), given that the
surety bond provider, CIFG Assurance North America N.A., is not
rated by Standard & Poor's. Special assessments are levied to
match debt service payments with very limited excess cash flow,
therefore, the DSR is an important security feature that provides
additional liquidity if assessments are not received in full or on
a timely basis. Thus, Standard & Poor's views the assumption of
the bonds' DSR surety bond policy by Assured Guaranty Corp., an
investment-grade Standard & Poor's rated entity, as a positive
rating factor.

"The stable outlook reflects our expectation that special-
assessment collections will continue to be sufficient to pay debt
service on the series 2008 bonds," said Standard & Poor's credit
analyst Andrew Teras. "We believe the bonds' narrow revenue stream
and the district's lack of revenue-raising flexibility hinder the
potential for an upgrade. Should payment delinquencies increase or
demand for tax certificate sales diminish, we may lower the
rating," he added.

A first lien pledge upon non-ad valorem special debt assessments
levied on benefited properties within the district secures the
bonds.

Northwood Community Development District encompasses 390 acres
within the Northwood Development of Regional Impact, located in
Pasco County. The district consists of 638 single-family homes and
a recreation facility.


ORAGENICS INC: Can Borrow up to $7.5 Million from Koski Family
--------------------------------------------------------------
Oragenics, Inc., announced on Dec. 9, 2011, that the Company has
entered into a Fourth Amendment to its Unsecured Revolving Line of
Credit with the Koski Family Limited Partnership, the Company's
largest shareholder.  The Fourth Amendment increased the available
borrowing under the Credit Facility by $500,000, from $7,000,000
to $7,500,000.  Oragenics has since drawn down on the additional
availability.

"We are very pleased that the KFLP has provided the additional
funding to enable Oragenics to continue executing on near-term
business and operational objectives; including the continuing
development of the revenue stream from ProBiora3 the Evora product
lines.  We appreciate KFLP's support and enthusiasm for Oragenics
and expect our continued efforts to support our mission statement
of becoming a world leader in oral care probiotics for humans and
companion pets," stated John N. Bonfiglio, Ph.D., chief executive
officer and president of Oragenics.

Entering into of the Fourth Amendment was approved by Oragenics'
Audit Committee and disinterested directors.  Funds provided under
the Fourth Amendment to the Credit Facility are able to be drawn
immediately.

A full-text copy of the 4th Amendment is available at:

                        http://is.gd/0AijpT

                       About Oragenics Inc.

Tampa, Fla.-based Oragenics, Inc. -- http://www.oragenics.com/--
is a biopharmaceutical company focused primarily on oral health
products and novel antibiotics.  Within oral health, Oragenics is
developing its pharmaceutical product candidate, SMaRT Replacement
Therapy, and also commercializing its oral probiotic product,
ProBiora3.  Within antibiotics, Oragenics is developing a
pharmaceutical candidate, MU1140-S and intends to use its
patented, novel organic chemistry platform to create additional
antibiotics for therapeutic use.

The Company reported a net loss of $5.73 million on $1.04 million
of net revenues for the nine months ended Sept. 30, 2011, compared
with a net loss of $5.63 million on $1.01 million of net revenues
for the same period a year ago.

The Company's balance sheet at Sept. 30, 2011, showed $1.22
million in total assets, $7.80 million in total liabilities,
and a $6.58 million total shareholders' deficit.

As reported in the TCR on April 5, 2011, Kirkland, Russ, Murphy &
Tapp, P.A., in Clearwater, Fla., expressed substantial doubt about
Oragenics' ability to continue as a going concern, following the
Company 2010 results.  The independent auditors noted that the
Company has incurred recurring operating losses, negative
operating cash flows and has an accumulated deficit.


OTERO COUNTY: Committee Retains James Morell as Consultant
----------------------------------------------------------
Otero County Hospital Association Inc.'s Official Committee of
Unsecured Creditors asks permission from the U.S. Bankruptcy Court
for the District of New Mexico permission to retain James Morell
of JCM Advisors, LLC, as healthcare management consultant.

The Committee is investigating the management and affairs of the
Debtor, including its assets, liabilities, financial condition,
and the pre-petition litigation that was pending on the Petition
Date.  It is also investigating and evaluating Quorum Health
Resources, LLC as manager of the Gerald Champion Regional Medical
Center.

It is essential for the Committee to employ Mr. Morell to help the
Committee fulfill its duties and obligations to the unsecured
creditors, namely in conducting its evaluation of QHR's management
of the Hospital.

Mr. Morell's rate is $250 per hour.

Mr. Morrel, managing director of JCM Advisors, LLC, attests that
the he is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code.

                    About Otero County Hospital

Otero County Hospital Association Inc. filed for Chapter 11
protection (Bankr. D. N.M. Case No. 11-13686) in Albuquerque, New
Mexico, on Aug. 16, 2011.  The Alamogordo, New Mexico-based
nonprofit developed and operates the Gerald Champion Regional
Medical Center.  GCRMC serves a total population of approximately
70,000 people.  The Debtor disclosed $124,186,104 in assets and
$40,506,759 in liabilities as of the Chapter 11 filing.

Otero County Hospital Association also does business as Mountain
View Catering.

Judge Robert H. Jacobvitz presides over the case. Craig H. Averch,
Esq., and Roberto J. Kampfner, Esq., at White & Case, LLP, in Los
Angeles; and John D. Wheeler, Esq., at John D. Wheeler &
Associates, PC, in Alamogordo, New Mexico, serve as bankruptcy
counsel.  Kurtzman Carson Consultants, LLC, serves as claims
agent.

The Debtor disclosed $124,186,104 in assets and $40,506,759 in
liabilities as of the Chapter 11 filing.

Alice Nystel Page, United States Trustee for Region 20 appointed
five unsecured creditors to serve on the Official Committee of
Unsecured Creditors of the Debtor.

The U. S. Trustee appointed E. Marissa Lane PLLC as patient care
ombudsman on Sept. 13, 2011.


PARADISE HOSPITALITY: Wants Access to RREF WB's Cash Collateral
---------------------------------------------------------------
Paradise Hospitality, Inc., asks the U.S. Bankruptcy Court for the
Central District of California to approve a stipulation
authorizing the interim use of cash collateral.

The stipulation between the Debtor and its senior secured
creditor, RREF WB Acquisitions, LLC.

RREF holds perfected first priority security interests in the
properties to secure its claims approximately $13.77 million, plus
interest, fees and costs.

The Debtor relates that it will use cash collateral to prevent
immediate and irreparable harm to the estate, and RREF is only
willing to consent to the Debtor's use of cash collateral on the
terms of the proposed stipulated order.

The material terms include:

   1) granting the Debtor right to use cash collateral to pay
operating expenses; and

   2) providing adequate protection to RREF by (i) paying RREF any
excess cash flow from the operation of the Hotel each month, up to
an amount equal to non-default interest on the Hotel loan, plus
(ii) paying RREF (from the Retail Center's rental income) each
month an amount equal to the regular monthly installment of
principal and interest due on the Retail Loan.  The Stipulated
Order will be effective until the entry of a final order approving
the use of cash collateral or the occurrence of a termination
event.

                    About Paradise Hospitality

Based in Fullerton, California, Paradise Hospitality, Inc., owns a
hotel located in Toledo, Ohio and a retail shopping center in El
Dorado, Arkansas.  The Debtor currently manages and operates the
Hotel.  Haydn Cutler company currently manages the Retail Center.
The Company filed for Chapter 11 bankruptcy (Bankr. C.D. Calif.
Case No. 11-24847) on Oct. 26, 2011, about three weeks after it
lost the right to use the Crowne Plaza for its hotel.  For now,
the hotel has been renamed Plaza Hotel Downtown Toledo.

Judge Erithe A. Smith presides over the case.  Sam S. Oh, Esq. --
sam.oh@limruger.com -- at Lim, Ruger & Kim, LLP, serves as the
Debtor's counsel.  The Debtor disclosed $15,628,687 in assets and
$21,430,333 in liabilities as of the Chapter 11 filing.  The
petition was signed by the Debtor's president, Dae In Kim, a
Korean businessman who lives in southern California.


PECAN SQUARE: Section 341(a) Meeting Scheduled for Jan. 12
----------------------------------------------------------
The U.S. Trustee for Region 6 will convene a meeting of creditors
in Pecan Square, Ltd.'s Chapter 11 case on Jan. 11, 2012, at
9:15 a.m.  The meeting will be held at the Office of the U.S.
Trustee, 1100 Commerce St.,Room 976, Dallas, Texas.

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

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

The Court also set April 10, 2012, as the deadline for any person
or entity, except for governmental units, to file proofs of claim
against the Debtor.

                      About Pecan Square, Ltd.

Dallas, Texas-based Pecan Square, Ltd., filed for Chapter 11
protection (Bankr. N.D. Tex. Case No. 11-37391) on Nov. 22, 2011.
Bankruptcy Judge Barbara J. Houser presides over the case.
Illyssa Iona Fogel, Esq., at the Law Office of Illyssa I. Fogel
represents the Debtor in its restructuring effort.  The Debtor
estimated assets and debts at $10 million to $50 million.  The
Company did not file a list of creditors together with its
petition.  The petition was signed by Barry S. Nussbaum, president
of managing corporation.


PENINSULA HOSPITAL: Can Access 1199 Funds' Cash Until Dec. 31
-------------------------------------------------------------
The Hon. Elizabeth S. Stong of the U.S. Bankruptcy Court for the
Eastern District of New York, in a fifth interim order, authorized
Peninsula Hospital Center, et al., to use cash collateral in which
its creditors assert an interest until Dec. 31, 2011.

The Debtors' creditors include 1199 SEIU National Benefit Fund for
Health and Human Services Employees, 1199 SEIU Health Care
Employees Pension Fund, League/1199 SEIU Training and Upgrading
Fund, 1199 SEIU Employer Child Care Fund, and League/1199 SEIU
Health Care Industry Job Security Fund.

The Debtors acknowledge that, among other things:

   -- 1199 Funds are owed certain amounts on account of the
accrued benefits that are set to due on Nov. 30, 2011, which
amounts will be given administrative expense priority;

   -- the Debtor PHC is seeking to pay certain postpetition
amounts owed to JPMorgan Chase Bank, N.A.; and

   -- the Debtor PGN seeks authorization for certain postpetition
payments owed and made to the New York State Housing Finance
Agency.

Pursuant to the fifth interim order:

   1. the Debtors will pay $234,627 to the 1199 Funds on or before
Dec. 31, 2011;

   2. the balance of the amounts owed to the 1199 Funds for the
postpetition period due Nov. 30, 2011, will be treated as an
allowed administrative expense claim of the 1199 Funds;

   3. the Debtors will be authorized on consent to use the cash
collateral of the 1199 Funds until Dec. 31;

   4. the Debtors will pay $200,000 to JPM to be applied to the
normal, ordinary course payment on Dec. 1, pursuant to the terms
of the agreements among PHC, JPM, and certain other parties
related to the December 1998 transaction whereby certain triple
tax exempt bonds were issued by the New York City Industrial
Development Agency for the benefit of PHC.

   5. the Debtors' payment on Oct. 28, of $403,000 to the NYSHFA
is authorized pursuant to the terms of that certain mortgage note
and mortgage, each dated as of March 12, 1971, and related
agreements between PGN and the NYSHFA.

   6. the Debtors will not use, control, or have any property
interest in, any of these accounts or any funds therein: (i) the
account referenced in that certain Assignment of Deposit Account
between PHC and JPM dated Jan. 1, 2009; (ii) the trust funds and
accounts established and created pursuant to that certain
Indenture of Trust between New York City Industrial Development
Agency and United States Trust Company of New York, as trustee,
dated Dec. 1, 1998; and (iii) any other similar collateral
accounts, trust funds or trust accounts established in connection
with the indenture or any related agreements.

                      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.


PINEY-Z COMMUNITY: S&P Raises SPUR on Series 2008 Bonds From 'BB'
-----------------------------------------------------------------
Standard & Poor's Ratings Services raised its underlying rating
(SPUR) on Piney-Z Community Development District, Fla.'s series
2008 bonds to 'BBB+' from 'BB' due to the recent assumption of the
bonds' debt service reserve surety policy, effective Sept.
21, 2011, by Assured Guaranty Corp. (AA-/Stable).

In March 2011, Standard & Poor's lowered its rating on the bonds
to BB/Stable, due to its view that the bonds had inadequate
funding of their debt service reserve fund (DSR), given that the
surety bond provider, CIFG Assurance North America N.A., is not
rated by Standard & Poor's. Special assessments are levied to
match debt service payments with very limited excess cash flow,
therefore, the DSR is an important security feature that provides
additional liquidity if assessments are not received in full or on
a timely basis. Thus, Standard & Poor's views the assumption of
the bonds' DSR surety bond policy by Assured Guaranty Corp., an
investment-grade Standard & Poor's rated entity, as a positive
rating factor.

"The stable outlook reflects our expectation that special-
assessment collections will continue to be sufficient to pay debt
service on the series 2008 bonds," said Standard & Poor's credit
analyst Andrew Teras. "We believe the bonds' narrow revenue stream
and the district's lack of revenue-raising flexibility hinder the
potential for an upgrade. Should payment delinquencies increase or
demand for tax certificate sales diminish, we may lower the
rating," he added.

A first-lien pledge on non-ad valorem special debt assessments
levied on benefited properties within the district secure the
bonds.

Piney-Z Community Development District is located on the east side
of the city of Tallahassee, about five miles east of the city's
downtown. The entire district is a 346-acre planned residential
community and includes 840 residential parcels, of which 647 are
responsible for the assessments that secure the 2008 bonds.


PMI GROUP: Court OKs Kurtzman Carson Consultants as Claims Agent
----------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware authorized
PMI Group, Inc., to employ Kurtzman Carson Consultants LLC as its
notice, claims, and solicitation agent.  The Debtor asserts that
although the office of the Clerk ordinarily would serve notices on
the Debtor's creditors and other parties-in-interest and
administer claims against the Debtor, the Clerk's Office may not
have the resources to undertake those tasks, especially in light
of the tight timeliness that frequently arise in the Chapter 11
cases.

Upon retention, KCC will, among other things:

   (a) prepare and serve required notices in the Chapter 11 case;

   (b) within seven days after mailing a particular notice, file
       with the Court a copy of the notice served with a
       certificate of service attached indicating the name and
       complete address of each party served;

   (c) receive, examine, and maintain copies of all proofs of
       claim and proofs of interest filed in the Chapter 11 case;

   (d) maintain an official claims register by docketing all
       proofs of claim and proofs of interest in a claims
       database; and

   (e) record all transfers of clams pursuant to Rule 3001(e) of
       the Federal Rules of Bankruptcy Procedure.

The Debtor intends to pay KCC its fees and expenses pursuant to
the terms and conditions set forth in the Services Agreement.  The
Debtor maintains that the fees and expenses incurred by KCC are
administrative in nature and, therefore, should not be subject to
the standard fee application procedures for professionals.

As part of the overall compensation, the Debtor has agreed to
certain indemnification and contribution obligations.

Prior to the Petition Date, the Debtor paid KCC a retainer of
$25,000 as security for pre- and post-petition services rendered
to the Debtor in the preparation of the Debtor's case.

Albert Kass, vice president of Corporate Restructuring Services of
KCC, assures the Court that his firm is a "disinterested person"
as that term is defined in Section 101(14) of the Bankruptcy Code.

                          About PMI Group

Del.-based The PMI Group, Inc., is an insurance holding company
whose stock had, until Oct. 21, 2011, been publicly-traded on the
New York Stock Exchange.  Through its principal regulated
subsidiary, PMI Mortgage Insurance Co., and its affiliated
companies, the Debtor provides residential mortgage insurance in
the United States.

The PMI Group filed for Chapter 11 bankruptcy (Bankr. D. Del. Case
No. 11-13730) on Nov. 23, 2011.  The Debtor had total assets of
$225 million and total debts of $736 million.  Stephen Smith
signed the petition as chairman, chief executive officer,
president and chief operating officer.

The Debtor said in the filing that it does not have the financial
resources to pay the outstanding principal amount of the 4.50%
Convertible Senior Notes, 6.000% Senior Notes and the 6.625%
Senior Notes if those amounts were to become due and payable.

The Debtor is represented by:

         James L. Patton, Esq.
         Pauline K. Morgan, Esq.
         Kara Hammond Coyle, Esq.
         Joseph M. Barry, Esq.
         YOUNG CONAWAY STARGATT & TAYLOR LLP
         1000 West St., 17th Floor
         Brandywine Building
         Wilmington, DE 19801
         Tel: (302) 571-6600
         Fax: (302) 571-1253
         E-mail: jpatton@ycst.com
                 pmorgan@ycst.com
                 kcoyle@ycst.com
                 jbarry@ycst.com

Sullivan & Cromwell, LLP, and Osborn & Maledon, P.A., serve as
special counsel to the Debtor.


POLAROID CORP: BAP Affirms Ch. 7 Trustee's Right to Use Collateral
------------------------------------------------------------------
The U.S. Bankruptcy Appellate Panel for the Eighth Circuit
affirmed a July 12, 2011 bankruptcy court order authorizing John
R. Stoebner, the Chapter 7 Trustee for Polaroid Corporation and
its affiliated debtors, to use cash collateral.  TLP Services LLC
took an appeal from the order.

On June 23, 2011, Mr. Stoebner filed a verified motion for
authorization to use $3,153,500 of cash collateral to fund his
efforts to recover roughly $4,600,000 from various sources and an
unspecified sum from the more than 80 adversary proceedings Mr.
Stoebner had commenced.  As adequate protection of the interests
of the various secured creditors who claimed an interest in that
cash collateral, Mr. Stoebner proposed to grant those secured
creditors replacement liens against all Debtors' post-petition
assets, to maintain segregated accounts and books of account for
all items of cash collateral, to maintain insurance on all
tangible property of the bankruptcy estates, and, upon request, to
provide copies of his record of receipts and disbursements.

TLP objected to Mr. Stoebner's motion.  TLP claimed to be the
holder of a secured claim in the Polaroid Corporation case and
argued Mr. Stoebner's motion "provide[d] insufficient evidence
that the proposed replacement lien constitute[d] adequate
protection of the value of TLP's interest in cash collateral."

The bankruptcy court ruled from the bench and memorialized its
decision in an order overruling TLP's objection and allowing Mr.
Stoebner to use cash collateral.  In reaching its decision, the
bankruptcy court found the replacement lien offered by Mr.
Stoebner adequately protected TLP's interest in the cash
collateral.

The panel consists of Bankruptcy Judges Arthur B. Federman, Jerry
W. Venters, and Charles L. Nail, Jr.  A copy of the BAP's Dec. 15,
2011 decision is available at http://is.gd/IQnutSfrom Leagle.com.
Judge Nail penned the opinion.

The appellate case is TLP Services, LLC, Objector-Appellant, v.
John R. Stoebner, Chapter 7 Trustee, Movant-Appellee, No. 11-6058
(8th Cir. BAP).

                         About Polaroid

Polaroid Corporation -- http://www.polaroid.com/-- makes and
sells films, cameras, and other imaging products.  Polaroid
filed for chapter 11 protection on Oct. 12, 2001 (Bankr. D.
Del. Case No. 01-10864) and again on Dec. 18, 2008 (Bankr. D.
Minn. Case No. 08-46617).  PLR Acquisition LLC, a joint venture
composed of Hilco Consumer Capital L.P. and Gordon Brothers
Brands LLC, acquired most of Polaroid's assets -- including the
Polaroid brand and trademarks -- in May 2009.  They paid $87.6
million for the brand.  Debtor Polaroid Corp. was renamed to PBE
Corp. following the sale.  The case was converted to Chapter 7 on
Aug. 31, 2009, and John R. Stoebner serves as the Chapter 7
Trustee.

The jointly administered Chapter 7 bankruptcy estates are Polaroid
Corp., Polaroid Holding Company, Polaroid Consumer Electronics,
LLC, Polaroid Capital, LLC, Polaroid Latin America I Corporation,
Polaroid Asia Pacific LLC, Polaroid International Holding LLC,
Polaroid New Bedford Real Estate, LLC, Polaroid Norwood Real
Estate, LLC, and Polaroid Waltham Real Estate, LLC.


PRA INTERNATIONAL: S&P Raises Corporate Credit Rating to 'B+'
-------------------------------------------------------------
Standard & Poor's Ratings Services raised its corporate credit
rating on Raleigh, N.C.-based PRA International to 'B+' from 'B'.
The outlook is stable.

"We also raised our issue-level ratings on the company's debt to
reflect the upgrade and our expectations of stronger recovery on
the first-out and last-out term loans following modest debt
repayments in 2011. We revised the recovery rating on the
company's last-out term loan to '5', indicating our expectation of
modest (10% to 30%) recovery for lenders in the event of a payment
default from '6' (0% to 10% recovery expectation). The issue-level
rating on this debt was raised to 'B' from 'CCC+'. The recovery
ratings on the company's other rated debt remain unchanged, and
the issue-level ratings were raised by one notch in conjunction
with the raising of the corporate credit rating," S&P said.

"The upgrade reflects our belief that recent improvements in PRA's
financial risk profile (including leverage below 4.5x and funds
from operation to debt of around 13%) will be sustained, if not
improve modestly, over the next year," said Standard & Poor's
credit analyst Shannan Murphy. "In addition, the stable outlook on
the speculative-grade rating reflects our expectation that PRA
will continue to generate positive free cash flow and that
covenant cushions will remain reasonable over the near term."

"We expect revenue and EBITDA growth to continue next year, but to
moderate to mid- to high-single-digit levels following an
unusually high level of new business wins in 2011. Our growth
expectations reflect the impact of recent contract wins and are
supported, in part, by the company's strong book-to-bill ratio.
Likewise, we expect that EBITDA margins will remain stable and
that funds from operations will improve modestly to the mid-teens
area, based on our growth assumptions and our belief that higher
personnel costs to support revenue growth will be offset by
selling, general, and administrative cost leverage," S&P said.

"We revised PRA's financial risk profile to 'aggressive' from
'highly leveraged' (as our criteria define the terms), following a
second consecutive year of double-digit revenue and EBITDA growth
that, combined with optional debt repayments, has resulted in
adjusted leverage declining to less than 4.5x at Sept. 30, 2011.
This is an approximately 1.0x decline since last year and is
significantly lower than the more than 8x level following the
company's 2007 leveraged buyout. In addition, funds from
operations to total debt has improved to low-double-digit levels,
which we believe will be sustained in the future. Our current
assessment of the financial risk profile as aggressive also
reflects financial sponsor ownership and adjusted leverage that we
expect will be sustained above 4.0x for the next year. Although we
believe that the expected levels of growth can enable further
deleveraging over time, PRA's ownership by financial sponsor
Genstar Capital LLC could result in excess cash flow being used
for acquisitions or shareholder-friendly actions," S&P said.

"Our view of PRA's business risk profile as 'weak' reflects the
company's position as a midsize player in a fragmented industry
and the potential earnings volatility inherent in the contract-
dependent pharmaceutical contract research organization (CRO)
industry. While Standard & Poor's Ratings Services believes that
the CRO industry is slowly recovering, contract dependency and
susceptibility to contract cancellation remain major risks for PRA
and its competitors, and also support our assessment of the
company's business risk profile as weak. PRA historically has
relied heavily on the more volatile contracts of biotechnology and
smaller drug companies, but is expanding the large pharmaceutical
client portion of its business," S&P said.


PREMIER COMMUNITY BANK: Closed; Summit Bank Assumes All Deposits
---------------------------------------------------------------
Premier Community Bank of the Emerald Coast in Crestview, Fla.,
was closed on Friday, Dec. 16, 2011, by the Florida Office of
Financial Regulation, which appointed the Federal Deposit
Insurance Corporation as receiver.  To protect the depositors, the
FDIC entered into a purchase and assumption agreement with Summit
Bank, National Association, of Panama City, Fla., to assume all of
the deposits of Premier Community Bank of the Emerald Coast.

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

As of Sept. 30, 2011, Premier Community Bank of the Emerald Coast
had around $126.0 million in total assets and $112.1 million in
total deposits.  In addition to assuming all of the deposits of
the failed bank, Summit Bank, National Association, agreed to
purchase essentially all of the assets.

The FDIC and Summit Bank, National Association entered into a
loss-share transaction on $98.0 million of Premier Community Bank
of the Emerald Coast's assets.  Summit Bank, National Association,
will share in the losses on the asset pools covered under the
loss-share agreement.  The loss-share transaction is projected to
maximize returns on the assets covered by keeping them in the
private sector.  The transaction also is expected to minimize
disruptions for loan customers.  For more information on loss
share, please visit:

http://www.fdic.gov/bank/individual/failed/lossshare/index.html.

Customers with questions about the transaction should call the
FDIC toll-free at 1-800-405-6318.  Interested parties also can
visit the FDIC's Web site at

http://www.fdic.gov/bank/individual/failed/premier-fl.html.

The FDIC estimates that the cost to the Deposit Insurance Fund
will be $31.2 million.  Compared to other alternatives, Summit
Bank, National Association's acquisition was the least costly
resolution for the FDIC's DIF.  Premier Community Bank of the
Emerald Coast is the 91st FDIC-insured institution to fail in the
nation this year, and the thirteenth in Florida.  The last FDIC-
insured institution closed in the state was Old Harbor Bank,
Clearwater, on Oct. 21, 2011.


RCC NORTH: Wants Deal on Case Dismissal, Turnover of Funds OK'd
---------------------------------------------------------------
RCC North, LLC asks the U.S. Bankruptcy Court for the District of
Arizona to approve a stipulation dismissing its Chapter 11 case
and turnover funds ($435,000) held in the Debtor's debtor-in-
possession tax account to US Bank, N.A.

US Bank, as trustee for the registered holders of Merrill Lunch
Mortgage Trust 2006-C1, Commercial Mortgage Pass-Through
Certificates, Series 2006-C1, asserted a claim against the Debtor,
secured by the property -- two class A office buildings and the
related campuses known as Phase I and Phase II of the Raintree
Corporate Center located north of northeast corner of Loop 101
(Pima Freeway), and Raintree Drive, at 15333 North Pima Road and
15111 North Pima Road, respectively, in Scottsdale, Arizona -- in
the principal amount of approximately $57.5 million.

The Debtor relates that on Aug. 10, 2011, US Bank exercised its
non-bankruptcy rights and remedies in and to the property by
conducting a trustee's sale of the property.  An affiliate of US
Bank purchased the property at the trustee's sale through a credit
bid.

The Debtor continues to hold the tax deposit in the DIP Tax
Account.  US Bank asserts that the Tax Deposit has been
specifically earmarked for the benefit of, and as adequate
protection for, US Bank.

The property was the Debtor's primary asset.  Consequently, upon
US Banks foreclosure of the property, the Debtor has (a) no
material remaining unencumbered, (b) nominal debts, and (c) no
means or ability to fund a plan of reorganization.

As a condition of dismissal, the Debtor will pay all unpaid fee
owing to the U.S. Trustee.

                       About RCC North LLC

Scottsdale, Arizona-based RCC North LLC owns and operates two
Class A office buildings and the related corporate campuses known
as Phase I and Phase II of the Raintree Corporate Center located
north of the northeast corner of Loop 101 (Pima Freeway) and
Raintree Drive, at 15333 North Pima Road and 15111 North Pima
Road, respectively, in Scottsdale, Arizona.

The Company filed for Chapter 11 bankruptcy protection (Bankr. D.
Ariz. Case No. 10-11078) on Apr. 15, 2010.  John J. Hebert, Esq.,
Mark W. Roth, Esq., and Philip R. Rudd, Esq. at Polsinelli
Shughart PC represent the Debtor in its restructuring effort.  The
Company estimated its assets and debts at $50 million to
$100 million in its Chapter 11 petition.


REAL MEX: Unsecured Creditors Seek to Pursue Lender Claims
----------------------------------------------------------
Dow Jones' Daily Bankruptcy Review reports that the committee of
unsecured creditors in Real Mex Restaurants Inc.'s Chapter 11
bankruptcy case is seeking the court's permission to pursue
litigation against lenders who claim they have liens on all of the
company's assets.

                          About Real Mex

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

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

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

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

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

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

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

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


REALOGY CORP: To Amend Apple Ridge Securitization Facility
----------------------------------------------------------
Realogy Corporation and its subsidiaries have entered into
agreements to amend and extend the existing Apple Ridge Funding
LLC securitization program utilized by the Company's relocation
services operating unit, Cartus Corporation.  Under the terms of
the agreements, the program will be extended until Dec. 11, 2013.
The extension of the program involves (i) the issuance of a new
series of secured variable funding notes issued by the Company's
wholly owned subsidiary, Apple Ridge Funding LLC to various
commercial paper conduits and one financial institution and (ii)
the redemption of notes issued in 2007.  The Notes will bear
interest based on variable commercial paper rates plus a spread or
at the one-month LIBOR rate plus a spread, and have a maximum
borrowing capacity of $400 million, based on the amount of the
eligible assets being financed at any given point in time. The
borrowing costs under the amended facility are expected to be
approximately 100 basis points higher than under the existing
facility.  The closing of the transaction is expected to occur on
Dec. 16, 2011, subject to customary closing conditions.

The Notes will not be registered under the Securities Act or any
state securities law and may not be offered or sold in the United
States absent registration or an applicable exemption from
registration under the Securities Act and applicable state
securities laws.

                         About Realogy Corp.

Realogy Corp. -- http://www.realogy.com/-- a global provider of
real estate and relocation services with a diversified business
model that includes real estate franchising, brokerage, relocation
and title services.  Realogy's world-renowned brands and business
units include Better Homes and Gardens Real Estate, CENTURY 21,
Coldwell Banker, Coldwell Banker Commercial, The Corcoran Group,
ERA, Sotheby's International Realty, NRT LLC, Cartus and Title
Resource Group.  Collectively, Realogy's franchise systems have
around 15,000 offices and 270,000 sales associates doing business
in 92 countries around the world.

Headquartered in Parsippany, N.J., Realogy is owned by affiliates
of Apollo Management, L.P., a leading private equity and capital
markets investor.  Realogy fully supports the principles of the
Fair Housing Act.

The Company reported a net loss of $285 million on $3.16 billion
of net revenues for the nine months ended Sept. 30, 2011, compared
with a net loss of $7 million on $3.12 billion of net revenues for
the same period a year ago.

The Company's balance sheet at Sept. 30, 2011, showed $7.89
billion in total assets, $9.24 billion in total liabilities and a
$1.34 billion total deficit.

                           *     *     *

Realogy has 'Caa2' corporate family rating and 'Caa3' probability
of default rating, with positive outlook, from Moody's.  The
rating outlook is positive.  Moody's said in January 2011 that the
'Caa2' CFR and 'Caa3' PDR reflects very high leverage, negative
free cash flow and uncertainty regarding the timing and strength
of a recovery of the residential housing market in the U.S.
Moody's expects Debt to EBITDA of about 14 times for the 2010
calendar year.  Despite the recently completed and proposed
improvements to the debt maturity profile, the Caa2 CFR continues
to reflect Moody's view that current debt levels are unsustainable
and that a substantial reduction in debt levels will be required
to stabilize the capital structure.

In February, Standard & Poor's Ratings Services raised its
corporate credit rating on Realogy Corp. to 'CCC' from 'CC'.  The
rating outlook is positive.


REMINGTON COMMUNITY: S&P Upgrades SPUR on 2008-1 Bonds From 'BB'
----------------------------------------------------------------
Standard & Poor's Ratings Services raised its underlying rating
(SPUR) on Remington Community Development District, Fla.'s series
2008-1 bonds to 'BBB+' from 'BB' and series 2008-2 bonds to 'A-'
from 'BB', due to the recent assumption of the bonds' debt
service reserve surety policies by Assured Guaranty Corp. (AA-
/Stable), effective Sept. 21, 2011. The outlook is stable.

In March 2011, Standard & Poor's lowered the ratings on both bond
series to BB/Stable, due to its view that the bonds had inadequate
funding of their debt service reserve funds (DSR), given that the
surety bond provider, CIFG Assurance North America N.A., is not
rated by Standard & Poor's. Special assessments are levied to
match debt service payments with very limited excess cash flow,
therefore, the DSR is an important security feature that provides
additional liquidity if assessments are not received in full or on
a timely basis. Thus, Standard & Poor's views the recent
assumption of the bonds' DSR surety bond policies by Assured
Guaranty Corp., an investment-grade Standard & Poor's-rated
entity, as a positive rating factor.

"The stable outlook reflects our expectation that special-
assessment collections will continue to be sufficient to pay debt
service on the series 2008-1 and 2008-2 bonds," said Standard &
Poor's credit analyst Andrew Teras. "We believe the bonds' narrow
revenue stream and the district's lack of revenue-raising
flexibility hinder the potential for an upgrade. Should payment
delinquencies increase or demand for tax certificate sales
diminish, we may lower the rating," he added. The bonds are
separately secured by a first lien pledge upon non-ad valorem
special debt assessments levied on benefited properties in the
respective assessment areas," S&P said.

Remington Community Development District is in Osceola County,
roughly 25 miles south of downtown Orlando and adjacent to the
Florida Turnpike at the exit ramp to Kissimmee. The district is a
734-acre planned residential community and includes 1,714
residential units, a small commercial/retail component, and an 18-
hole golf course.


RIVER ROCK: Amends 9 3/4% Senior Notes Due 2011
-----------------------------------------------
River Rock Entertainment Authority announced that, following
approval by holders representing over 95% of the 9 3/4% Senior
Notes due 2011 outstanding, the previously-announced amendments to
the indenture and collateral documents governing the Existing
Notes became effective as of 12:00 Midnight on Dec. 13, 2011.

To implement the amendments, the Authority, the Tribe and U.S.
Bank National Association, as trustee, have entered into a First
Supplemental Indenture to the indenture, dated as of Nov. 7, 2003,
governing the Existing Notes and agreements amending the Pledge
and Security Agreement, dated as of Nov. 7, 2003, among the Tribe,
the Authority and the Trustee and the Deposit Account Control
Agreement, dated Jan. 11, 2010, among the Tribe, the Authority,
the Trustee and Bank of the West.  In addition, the Cash
Collateral and Disbursement Agreement, dated as of Nov. 7, 2003,
and amended as of Nov. 17, 2003, among the Tribe, the Authority,
the Trustee and the other parties thereto has been terminated.

The amendments and termination will become operative on the date
the Authority pays the exchange consideration and the consent
consideration for Existing Notes accepted for exchange and
corresponding consents delivered pursuant to the Authority's offer
and consent solicitation to tendering holders.  The Authority
expects the Exchange Date to occur on Dec. 21, 2011.  As the First
Supplemental Indenture has become effective and the Withdrawal
Deadline has now occurred, Existing Notes tendered and
corresponding consents delivered prior to Dec. 13, 2011, may no
longer be withdrawn or revoked.

The amendments remove substantially all protective covenants and
events of default from the Indenture and subordinate the liens on
the Authority's assets securing the Existing Notes to the liens
that will secure the new 9% Series A Senior Notes due 2018 and new
8% tax-exempt Series B Senior Notes due 2018 to be issued by the
Authority on the Exchange Date.  Existing Notes that are not
tendered and accepted for exchange will thereupon become subject
to the amendments and the rights of the holders of New Notes.

Holders who have not yet tendered their Existing Notes and
delivered their consents may do so at any time on or prior to
12:00 Midnight (New York City time) on Dec. 19, 2011.  Holders who
tender New Notes and deliver corresponding consents after the
Withdrawal Deadline and on or prior to the Expiration Date will be
eligible to receive the exchange consideration and the consent
payment, but not the consent premium.  Existing Notes tendered and
corresponding consents delivered after the Withdrawal Deadline may
not be withdrawn or revoked.

The Authority's offer and consent solicitation is being made
pursuant to Section 3(a)(9) of the Securities Act of 1933, as
amended.

                          About River Rock

Headquartered in Geyserville, California, River Rock Entertainment
Authority is a governmental instrumentality of the Dry Creek
Rancheria Band of Pomo Indians, a federally recognized Indian
tribe.  River Rock Casino is a governmental development project of
the Authority.  The Casino offers Class III slot and video poker
gaming machines, house banked table games, including Blackjack,
Three card poker, Mini-baccarat and Pai Gow poker, Poker,
featuring Texas Hold' em, comprehensive food and non-alcoholic
beverage offerings, and goods for sale on tribal land located in
Geyserville, California.

River Rock's balance sheet at Sept. 30, 2011, showed
$222.79 million in total assets, $214.66 million in total
liabilities, all current, and $8.13 million in total net assets.

                          *     *      *

As reported by the TCR on Nov. 8, 2011, Moody's Investors Service
lowered River Rock Entertainment Authority's ("RREA" or
"Authority") Probability of Default Rating ("PDR") to D from Caa2
and its Corporate Family Rating ("CFR") to Ca from Caa2.

Moody's rating action was prompted by the Authority's inability to
complete the proposed refinancing transaction on time, resulting
in non-payment of the principal amount due on its existing debt of
$200 million senior secured notes on their maturity date of
November 1, 2011, which Moody's views as a default.  The downgrade
of the CFR to Ca reflects Moody's view that the current debt
holders could incur a possible material impairment in the debt
restructuring process.  The company is in discussion with lenders
and has entered into a forbearance and support agreement dated
November 2, 2011 with approximately 60% of note holders that
contemplates an exchange offer.

In the Dec. 13, 2010 edition of the Troubled Company Reporter,
Standard & Poor's Ratings Services lowered its ratings on Sonoma
County, California-based River Rock Entertainment Authority; the
issuer credit rating was lowered to 'B-' from 'B+'.  At the same
time, S&P placed the ratings on CreditWatch with negative
implications.  RREA was created to operate the River Rock casino
for the Dry Creek Rancheria Band of Pomo Indians (the Tribe).

"The rating downgrade and CreditWatch listing reflect River Rock's
limited progress in addressing near-term refinancing needs
associated with its $200 million senior notes due November 2011,
as well as other debt held at the Tribe," said Standard & Poor's
credit analyst Michael Halchak.  "With less than 12 months to the
maturity on the senior notes, S&P has become increasingly
concerned around River Rock's ability to successfully address
these refinancing needs.  In addition, S&P believes River Rock
faces additional liquidity needs related to the Tribe's memorandum
of agreement with Sonoma County, associated with infrastructure
spending needs in and around the casino."

                       Bankruptcy Warning

The Company has a significant amount of debt coming due in fiscal
2011 that it may not be able to repay.  The Company's $200.0
million of Senior Notes mature in November 2011.  The Company has
been exploring its options to refinance its Senior Notes and
expect to propose a refinancing transaction in the near future.
While the Company expects to be able to refinance this debt, there
can be no assurances that this in fact will occur.  In such case,
failure to refinance or extend the maturity date of this debt will
give the holders of such debt certain rights under the Company's
indenture which are limited by the terms of the Company's
indenture, the Company's waiver of sovereign immunity and remedies
available to creditors to Native American gaming operators under
federal law and by the Company's Compact.  In addition, it is
uncertain whether the Company or the Dry Creek Rancheria Band of
Pomo Indians may be a debtor in a case under the U.S. Bankruptcy
Code.  Without bankruptcy court protection, other creditors might
receive preferential payments or otherwise obtain more than they
would have under a bankruptcy court proceeding.  If the Company
commences a case under the U.S. Bankruptcy Code and the bankruptcy
court does not dismiss the case, payments from the debtor would
cease.  It is uncertain how long payments under the Senior Notes
could be delayed following commencement of a bankruptcy case.


ROUND TABLE: Completes Chapter 11 Restructuring
-----------------------------------------------
Round Table Pizza, Inc. will emerge from bankruptcy following
confirmation of the Consensual Plan of Reorganization on
December 12 by the U.S. Bankruptcy Court in Oakland, California.
The company filed for Chapter 11 protection in February of this
year.

The plan provides for 100% repayment of obligations to its secured
and unsecured creditors and for its employee owners to retain 100%
ownership of the company.  The company is 100% employee owned with
ownership spread among 2,500 current and former employees.
According to the company's bankruptcy attorney Scott McNutt, "It
is unusual, maybe unique, for a company to emerge from Chapter 11
in ten months, pay all creditors 100% and preserve equity.  The
company's successful reorganization is a testament to the strength
of the Round Table Pizza brand and to management's restructuring
efforts and relentless focus on retaining ownership for its
employee owners."

During 2011, the company successfully renegotiated leases, closed
22 unprofitable stores, and improved profitability in its base
business. The system continues with approximately 450 franchised
and company-owned restaurants operating in the western U.S.

CEO Rob McCourt said: "This reorganization was made possible by
the strength of our franchisees and the commitment of our
employees.  Their collective efforts significantly improved our
operating cash flow and overall business results.  It's an
important turning point for us."

McCourt expects the company's operating EBITDA in 2011 to increase
70% over the previous year.  In November, company-owned
restaurants completed their seventh consecutive month of sales
increases.

Looking ahead, the company plans to open 10 new domestic locations
in 2012 and recently signed a development agreement to open 20
restaurants in Vietnam.  The first restaurant under this agreement
is scheduled to open in Ho Chi Minh City in the first quarter of
2012.  The company currently is in negotiations with strong
partners in other parts of Asia.

Round Table is known by generations of west coast families for its
quality fresh ingredients and innovative toppings, which accounts
for its signature tagline, "The Last Honest Pizza," describing its
commitment to quality and authenticity.  Round Table will add to
its lineup of great tasting pizzas with the introduction of its
new Triple Play Pepperoni pizza, with the tag line "Three kinds of
pepperoni, all kinds of flavor;" advertising begins December 26th.

                             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.


RUDEN MCCLOSKY: U.S. Trustee Wants Concerns on APA Satisfied
------------------------------------------------------------
Donald F. Walton, U.S. Trustee for Region 21, asks the U.S.
Bankruptcy Court for the Southern District of Florida to deny
Ruden Mcclosky, P.A.'s motion to sell substantially all of the
Debtor's assets unless certain concerns are satisfied at the
hearing.

According to the U.S. Trustee:

   -- The Asset Purchase Agreement proposes to sell substantially
all of the assets of the Debtor, including all rights of the
seller, whether as lessor or as lessee, including all deposits and
prepayments, if any.  However, it is unclear whether there are any
current deposits with the landlords, as Schedule B does not list
any deposits.

   -- The APA is unclear as to whether the sale includes all
causes of action and Chapter 5 causes of action that the Debtor
may have.  These Chapter 5 causes of action would not be assigned
to the purchaser and must remain property of the estate for the
benefit of the creditors of the estate.

   --  The APA also proposes to sell all "fine art and art work".
The Debtor's Schedule B lists art work of $470,150, based upon an
appraised value as of February 2005.  Furthermore, based on
documentation provided to the U.S. Trustee, the art work is
currently insured for $5 million, a figure in excess of the listed
value of the art work.  The allocation of the sale price and the
threshold amount for collection of Accounts Receivable may be
impacted by the valuation of the FF&E and the art work.

   -- The APA provides for a cash bid by the proposed purchaser of
$5.6 million plus the assumption of certain of the Debtor's
liabilities in the approximate amount of $2 million, plus a post-
closing participation payment of approximately 33% of the accounts
receivable of the Debtor within two years after the closing date
after the winning bidder has collected $10 million from the
accounts receivable.  It is unclear as to what the Assumed Closing
Liabilities, includes and whether the difference between the
$2 million and the actual amount of the assumed liabilities will
be paid to the estate.

The U.S. Trustee is represented by:

         Damaris Rosich-Schwartz, Esq.
         Steven D. Schneiderman, Esq.
         United States Department of Justice
         Office of the United States Trustee
         51 SW First Avenue, Suite 1204
         Miami, FL 33130
         Phone: (305) 536-7285
         Fax: (305) 536-7360
         E-mail: Damaris.D.Rosich-Schwartz@usdoj.gov

                        About Ruden McClosky

Founded in 1959, Ruden McClosky P.A., fdba Ruden, McClosky, Smith,
Schuster & Russell, P.A. -- http://www.ruden.com/-- was a full-
service law firm serving the legal needs of clients throughout
Florida, the U.S., and internationally.  It had eight offices in
Florida.

In August 2011, the firm was reportedly in merger talks with
Cleveland, Ohio-based Benesch firm.  In September 2011, founder
Donald McClosky died after a long battle with cancer.

Ruden McClosky filed for Chapter 11 protection (Bankr. S.D. Fla.
Case No. 11-40603) on Nov. 1, 2011, in its hometown of Fort
Lauderdale, with a plan to sell a substantial portion of its
assets for $7.6 million to Fort Lauderdale-based Greenspoon
Marder, subject to higher and better offers at an auction.

Judge Raymond B. Ray oversees the case.  Leslie Gern Cloyd, Esq.,
and Paul Steven Singerman, Esq. -- lcloyd@bergersingerman.com and
singerman@bergersingerman.com -- at Berger Singerman, P.A., serve
as the Debtor's counsel.  Development Specialists, Inc., serves as
the Debtor's restructuring advisors.  The Debtor tapped Steven J.
Gutter, P.A., as its special litigation counsel in connection with
collection of accounts receivable, and authorization to settle
accounts receivable claims in the ordinary course of business.

The petition was signed by DSI's Joseph J. Luzinski, who serves as
chief restructuring officer.  Kurtzman Carson Consultants LLC
serves as the Debtor's claims and noticing agent.  In its
petition, the Debtor estimated $10 million to $50 million in both
assets and debts.

An official committee of unsecured creditors has been appointed in
the case, and is represented by Segall Gordich, P.A.  The
Committee tapped Soneet Kapila, CPA, and the firm of Kapila &
Company as its financial advisor.

Counsel to the Debtor's lender, Wells Fargo Bank, N.A., is
Jonathan Helfat, Esq., at Otterbourg, Steindler, Houston & Rosen,
P.C.  Counsel to Greenspoon Marder, the proposed purchaser, is R.
Scott Shuker, Esq., at Latham, Shuker, Eden & Beaudine, LLP.


SINO-FOREST CORP: Davis Advisors Joins Calls to Make Payment
------------------------------------------------------------
Dow Jones' Daily Bankruptcy Review reports that Sino-Forest
Corp.'s second-largest shareholder has joined calls for the
Canadian-Chinese timber company to make interest payments on
outstanding debt, signaling a battle could be brewing between
equity and bondholders over the firm's assets.

                      About Sino-Forest


Sino-Forest is a holding company listed in Toronto, Canada. It
is engaged in forestry ownership and plantation management in
China as well as the sale of timber, wood logs and other wood
products in that country.

                        *     *     *

As reported in the Troubled Company Reporter-Asia Pacific on
July 18, 2008, Moody's Investors Service has assigned a
provisional (P)Ba2 senior unsecured rating to Sino-Forest
Corporation's (Sino-Forest) proposed issuance of US$300 million in
convertible notes.  At the same time, Moody's has affirmed the
company's Ba2 corporate family rating. The outlook for the ratings
is stable.


SOVRAN SELF: Fitch Affirms 'BB' Rating on Indicative Pref. Stock
----------------------------------------------------------------
Fitch Ratings affirms the credit ratings of Sovran Self Storage,
Inc. (NYSE: SSS) and Sovran Acquisition Limited Partnership
(collectively, Sovran or the company) as follows:

Sovran Self Storage, Inc.

  -- Issuer Default Rating (IDR) at 'BBB-';
  -- $175 million unsecured revolving credit facility at 'BBB-';
  -- $350 million senior unsecured term notes at 'BBB-';
  -- $225 million senior unsecured term loans at 'BBB-';
  -- Indicative preferred stock at 'BB'.

Sovran Acquisition Limited Partnership (as co-borrower)

  -- IDR at 'BBB-';
  -- $175 million unsecured revolving credit facility at 'BBB-';
  -- $350 million senior unsecured term notes at 'BBB-';
  -- $225 million senior unsecured term loans at 'BBB-'.

The Rating Outlook is Stable.

The rating affirmations reflect the strength of Sovran's credit
metrics supported by a solid liquidity position and positive
operating fundamentals over the last four quarters.  Credit
concerns include elevated leverage metrics resulting from the
recent sizable acquisitions, the company's small-size, and
geographic concentration.

The Stable Outlook centers on the expected consistency of Sovran's
credit ratios over the near term and the company's mostly
unencumbered asset pool which provides sufficient contingent
liquidity.  However, the company's small size and geographic
concentration limits positive momentum to the company's rating.

Fixed charge coverage was 2.7 times (x) for the 12 months ended
Sept. 30, 2011, compared with 2.7x and 2.4x during 2010 and 2009,
respectively.  Fitch projects that over the next 12 to 24 months,
limited same store net operating income (SSNOI) growth will result
in fixed charge coverage of approximately 3.0x, consistent with
the assigned ratings.  Fitch calculates fixed charge coverage as
recurring operating EBITDA less Fitch's estimate of routine
capital expenditures divided by total interest incurred (excluding
the swap termination fees paid in 2009 and 2011).

Sovran's leverage, defined as net debt divided by recurring
operating EBITDA, is elevated for the rating category at 6.4x as
of Sept. 30, 2011, compared with 4.8x and 4.4x as of Dec. 31, 2010
and Dec. 31, 2009, respectively.  The elevated leverage reflects
the company's recent portfolio acquisition that provided minimal
earnings contribution during the recent period.  Fitch estimates
that pro forma leverage on a trailing 12 month basis is 5.9x.
Fitch anticipates leverage to trend towards 5.0x to 5.5x through
EBITDA growth given recent acquisitions and net debt reductions,
consistent with a 'BBB-' rating.

Sovran's liquidity coverage ratio is solid for the rating
category. Sources of liquidity (unrestricted cash, availability
under its unsecured revolving credit facility, availability under
a delayed draw term note and retained cash flows from operating
activities after dividend payments) divided by uses of liquidity
(debt maturities and projected routine capital expenditures)
result in a liquidity coverage ratio of 1.2x for the period from
Oct. 1, 2011 to Dec. 31, 2013.  The liquidity ratio declines to
0.9x upon the inclusion of unfunded development expenditures.
Additionally, the company's debt maturities are long-dated with
77% of debt maturing after 2015.  The retirement of $100 million
of term notes in 2013 is the company's nearest meaningful debt
obligation.  Fitch estimates Sovran's liquidity coverage will
improve provided the company retires its 2011 and 2012 secured
debt maturities.

The majority of Sovran's assets are unencumbered, providing a
large asset pool for contingent liquidity. Fitch notes the small
size of properties however, which may limit Sovran's ability to
rapidly monetize these assets. Unencumbered asset coverage of
unsecured debt (calculated as unencumbered annualized trailing
six-months net operating income as of Sept. 30, 2011, divided by a
9% capitalization rate, divided by unsecured debt) results in
coverage of 2.2x as of Sept. 30, 2011.

Separately, Sovran's portfolio benefits from recently positive
operating fundamentals. SSNOI growth turned positive in the fourth
quarter of 2010 (4Q'10) and has grown between 4.4% and 8.6% on a
quarterly basis.  While positive, Fitch does not consider the peak
growth rate sustainable. Occupancy remains materially below 2006
levels, with an average quarterly occupancy of 81.2%.  The company
has generated growth through increasing rental rates, up 6.1% on a
year-over-year basis as of Sept. 30, 2011.  Concessions have also
declined consistently over the same period.

Sovran's credit strengths are partially offset by the
aforementioned elevated leverage metrics resulting from the recent
portfolio acquisition.  Additional credit concerns include the
company's small size, geographic concentration and limited
earnings visibility as a result of the month-to-month lease terms.
Finally, the mortgage market provides limited contingent liquidity
for the self storage asset class.

The two-notch differential between Sovran Self-Storage, Inc.'s IDR
and the indicative preferred stock rating is consistent with
Fitch's criteria for corporate entities with an IDR of 'BBB-'.
Based on Fitch research titled 'Rating Hybrid Securities,' dated
July 28, 2011, these preferred securities would be deeply
subordinated and have loss absorption elements that would likely
result in poor recoveries in the event of a corporate default.

Although Fitch does not anticipate positive ratings momentum in
the near- to medium-term, the following factors may have a
positive impact on Sovran's ratings and/or Outlook:

  -- Net debt to recurring operating EBITDA ratio remaining below
     4.0x (leverage was 6.4x as of Sept. 30, 2011);
  -- Fixed-charge coverage ratio sustaining above 3.0x (coverage
     was 2.7x for the 12 months ended Sept. 30, 2011);
  -- Increased geographic diversification of the company's
     cashflows;
  -- A liquidity surplus.

The following factors may have a negative impact on Sovran's
ratings and/or Outlook:

  -- Fixed-charge coverage ratio declines below 2.0x;
  -- Leverage ratio sustaining above 6.0x;
  -- Engaging in sizable acquisitions not on a leverage neutral
     basis;
  -- If Fitch expects the company to breach any covenant, reducing
     the company's financial flexibility;
  -- Negative SSNOI performance.

Sovran Self Storage, Inc. is a real estate investment trust (REIT)
headquartered in Buffalo, NY.  As of Sept. 30, 2011, Sovran had
$1.6 billion in undepreciated book assets, a common equity
capitalization of $1 billion and a total market capitalization of
$1.7 billion.  As of Sept. 30, 2011, Sovran owned or operated a
portfolio of 434 self-storage properties totaling 25.6 million
square feet of leasable space in 25 states.


SP NEWSPRINT: Court Approves AP Services as Crisis Managers
-----------------------------------------------------------
SP Newsprint Holdings LLC and its debtor-affiliates is authorized
by the Bankruptcy Court to employ AP Services LLC as crisis
managers to provide interim management and restructuring services,
and designate Alan D. Holtz, Senior Vice President -
Restructuring, and Richard S. Abbey, Vice President -
Restructuring.

AlixPartners, an affiliate of APS, was engaged by White Birch
Paper Company and Bear Island Paper Company LLC, entities related
to the Debtors, pursuant to an engagement letter dated Feb. 22,
2010, to provide financial advisory services.  AlixPartners
entered into separate financial advisory agreements with White
Birch and Bear Island to evaluate restructuring options and to
provide related recommendations to the board of directors of each
entity, and AlixPartners continues to represent White Birch and
Bear Island.

AlixPartners was originally engaged by the Debtors on Oct. 28,
2009, to provide financial advisory services.

Standard hourly rates for APS professionals are:

          Managing Directors             $740 - $995
          Directors                      $560 - $695
          Vice Presidents                $415 - $540
          Associates                     $295 - $395
          Analysts                       $260 - $290
          Paraprofessionals              $200 - $220

Hourly rates charged by professionals anticipated to be assigned
to the Debtors' cases are:

                          Temporary Staff
           Individuals with Executive Officer Positions

      Name                Description                Hourly Rate
      ----                -----------                -----------
      Alan D. Holtz       Senior Vice President,         $855
                          Restructuring
      Rick Abbey          Vice President,                $695
                          Restructuring

                    Additional Temporary Staff

      Name                   Description             Hourly Rate
      ----                   -----------             -----------
      James Hogarth          Cash Management             $395
      Michelle Repko         Case Management             $600
      Krishnan Ramachandran  Case Management             $290
      Jeff Ivester           Case Management             $260

Alan D. Holtz, managing director of AlixPartners, attests that APS
(a) is a "disinterested person" within the meaning of Bankruptcy
Code Sec. section 101(14), (b) does not hold or represent an
interest adverse to the Debtors' estates, and (c) has no
connection to the Debtors, their creditors, or relevant related
parties.

APS is holding an advance retainer of $175,000 received on various
dates in 2011 from the Debtors.  In the 90 days prior to the
Petition Date, the Debtors paid APS a total of $468,925.

                        About SP Newsprint

Greenwich, Conn.-based SP Newsprint Holdings LLC -- aka Bulldog
Acquisition I LLC, Bulldog Acquisition II LLC, Publishers Papers,
Southeastern Paper Recycling and SP Newsprint Merger LLC -- and
three affiliates, SP Newsprint Co. LLC, SP Recycling Corporation
and SEP Technologies L.L.C, filed for Chapter 11 bankruptcy
(Bankr. D. Del. Lead Case No. 11-13649) on Nov. 15, 2011.

SP Newsprint Holdings LLC is a newsprint company controlled by
polo-playing mogul Peter Brant.  It is one of the largest
producers of newsprint in North America.  SP Recycling
Corporation, a Georgia corporation and the Debtors' other
operating company, was established in 1980 as a means for SP to
secure a ready supply of recycled fiber, a key raw material for
its newsprint.

SP Newsprint is the second Brant-owned newsprint company to tumble
into bankruptcy proceedings in recent years.  Current and former
affiliated entities are Bear Island Paper Company, L.L.C., Brant
Industries, Inc., F.F. Soucy, Inc., Soucy Partners Newsprint,
Inc., White Birch Paper Company.

Judge Christopher S. Sontchi presides over the case.  Joel H.
Levitin, Esq., Maya Peleg, Esq., and Richard A. Stieglitz Jr.,
Esq., at Cahill Gordon & Reindel LLP serve as the Debtors' lead
counsel.  Lee E. Kaufman, Esq., and Mark D. Collins, Esq., at
Richards, Layton & Finger, P.A., serve as the Debtors' Delaware
counsel.  AlixPartners LLP serves as the Debtors' financial
advisors and The Garden City Group Inc. serves as the Debtors'
claims and noticing agent.  In its petition, SP Newsprint Holdings
estimated $100 million to $500 million in assets and debts.  The
petitions were signed by Edward D. Sherrick, executive vice
president and chief financial officer.

Counsel for GECC as Pre-Petition Agent are Richard A. Levy, Esq.,
and David Hammerman, Esq., at Latham & Watkins LLP; and Kurt F.
Gwynne, Esq., at Reed Smith LLP.

Counsel to Avenue Investments LP are John Bessonette, Esq., and
Douglas Mannal, Esq., at Kramer Levin Naftalis & Frankel LLP.


SP NEWSPRINT: Court Okays Cahill Gordon as Bankruptcy Counsel
-------------------------------------------------------------
SP Newsprint Holdings LLC and its debtor-affiliates obtained
authority from the Bankruptcy Court to approve their employment of
Cahill Gordon & Reindel LLP as bankruptcy and restructuring co-
counsel.

Cahill intends to charge the Debtors for legal services according
to the firm's hourly rates:

          Attorneys               Between $368 and $995
          Paralegals              Between $213 and $315

Cahill has received payments to be applied to fees and expenses
incurred before the Petition Date, which fees and expenses are
subject to continuing reconciliation.  Any amounts in excess of
such fees and expenses, expected to be roughly $350,000, subject
to continuing reconciliation, will be held by Cahill to secure the
payment of Cahill's post-petition fees and expenses, as allowed by
the Bankruptcy Court.

Cahill received payments in the total amount of $1,584,836,
including the Chapter 11 retainer, from the Debtors for services
rendered within one year before the Petition Date.

The firm's partner, Joel H. Levitin, Esq., attests that Cahill has
represented that it neither holds nor represents any interest
adverse to the Debtors' estates and that Cahill is a
"disinterested person", as referenced in Bankruptcy Code Sec. 327
and as defined in Bankruptcy Code Sec. 101(14), as modified by
Bankruptcy Code Sec. 1107(b).

                        About SP Newsprint

Greenwich, Conn.-based SP Newsprint Holdings LLC -- aka Bulldog
Acquisition I LLC, Bulldog Acquisition II LLC, Publishers Papers,
Southeastern Paper Recycling and SP Newsprint Merger LLC -- and
three affiliates, SP Newsprint Co. LLC, SP Recycling Corporation
and SEP Technologies L.L.C, filed for Chapter 11 bankruptcy
(Bankr. D. Del. Lead Case No. 11-13649) on Nov. 15, 2011.

SP Newsprint Holdings LLC is a newsprint company controlled by
polo-playing mogul Peter Brant.  It is one of the largest
producers of newsprint in North America.  SP Recycling
Corporation, a Georgia corporation and the Debtors' other
operating company, was established in 1980 as a means for SP to
secure a ready supply of recycled fiber, a key raw material for
its newsprint.

SP Newsprint is the second Brant-owned newsprint company to tumble
into bankruptcy proceedings in recent years.  Current and former
affiliated entities are Bear Island Paper Company, L.L.C., Brant
Industries, Inc., F.F. Soucy, Inc., Soucy Partners Newsprint,
Inc., White Birch Paper Company.

Judge Christopher S. Sontchi presides over the case.  Joel H.
Levitin, Esq., Maya Peleg, Esq., and Richard A. Stieglitz Jr.,
Esq., at Cahill Gordon & Reindel LLP serve as the Debtors' lead
counsel.  Lee E. Kaufman, Esq., and Mark D. Collins, Esq., at
Richards, Layton & Finger, P.A., serve as the Debtors' Delaware
counsel.  AlixPartners LLP serves as the Debtors' financial
advisors and The Garden City Group Inc. serves as the Debtors'
claims and noticing agent.  In its petition, SP Newsprint Holdings
estimated $100 million to $500 million in assets and debts.  The
petitions were signed by Edward D. Sherrick, executive vice
president and chief financial officer.

Counsel for GECC as Pre-Petition Agent are Richard A. Levy, Esq.,
and David Hammerman, Esq., at Latham & Watkins LLP; and Kurt F.
Gwynne, Esq., at Reed Smith LLP.

Counsel to Avenue Investments LP are John Bessonette, Esq., and
Douglas Mannal, Esq., at Kramer Levin Naftalis & Frankel LLP.


SP NEWSPRINT: Court Approves Richard Layton as Co-Counsel
---------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware authorized
SP Newsprint Holdings LLC, et al., to employ Richards, Layton &
Finger, P.A., as their co-counsel nunc pro tunc to the Petition
Date.

Richards Layton will:

   (a) prepare all necessary petitions, motions, applications,
       orders, reports, and papers necessary to commence the
       chapter 11 cases;

   (b) advise the Debtors of their rights, powers, and duties as a
       debtor and debtor-in-possession under chapter 11 of the
       Bankruptcy Code;

   (c) prepare on behalf of the Debtors all motions, applications,
       answers, orders, reports, and papers in connection with the
       administration of the Debtors' estate;

   (d) take action to protect and preserve the Debtors' estates,
       including the prosecution of actions on the Debtors'
       behalf, the defense of actions commenced against the
       Debtors in the chapter 11 cases, the negotiation of
       disputes in which the Debtors are involved, and the
       preparation of objections to claims filed against the
       Debtors;

   (e) assist the Debtors with the sale of any of its assets
       pursuant to section 363 of the Bankruptcy Code;

   (f) prepare the Debtors' disclosure statement and any related
       motions, pleadings, or other documents necessary to
       solicit votes on the Debtors' plan of reorganization;

   (g) prepare the Debtors' plan of reorganization;

   (h) prosecute on behalf of the Debtors, the proposed plan of
       reorganization and seek approval of all transactions
       contemplated therein and in any amendments thereto; and

   (i) perform all other necessary legal services in connection
       with the chapter 11 cases.

The principal professionals and paraprofessionals designated to
represent the Debtors and their current hourly rates are:

             Mark D. Collins     $725 per hour
             Lee E. Kaufman      $340 per hour
             Amanda R. Steele    $245 per hour
             Janel H. Gates      $200 per hour

Prior to the Petition Date, the Debtors paid Richards Layton
$75,000 in connection with and in contemplation of the Chapter 11
cases.

The Debtors agree to reimburse the firm for all other expenses
including among other things, telephone and telecopier tolls,
document processing charges, travel expenses and expenses for
"working meals."

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

                       About SP Newsprint

Greenwich, Conn.-based SP Newsprint Holdings LLC -- aka Bulldog
Acquisition I LLC, Bulldog Acquisition II LLC, Publishers Papers,
Southeastern Paper Recycling and SP Newsprint Merger LLC -- and
three affiliates, SP Newsprint Co. LLC, SP Recycling Corporation
and SEP Technologies L.L.C, filed for Chapter 11 bankruptcy
(Bankr. D. Del. Lead Case No. 11-13649) on Nov. 15, 2011.

SP Newsprint Holdings LLC is a newsprint company controlled by
polo-playing mogul Peter Brant.  It is one of the largest
producers of newsprint in North America.  SP Recycling
Corporation, a Georgia corporation and the Debtors' other
operating company, was established in 1980 as a means for SP to
secure a ready supply of recycled fiber, a key raw material for
its newsprint.

SP Newsprint is the second Brant-owned newsprint company to tumble
into bankruptcy proceedings in recent years.  Current and former
affiliated entities are Bear Island Paper Company, L.L.C., Brant
Industries, Inc., F.F. Soucy, Inc., Soucy Partners Newsprint,
Inc., White Birch Paper Company.

Judge Christopher S. Sontchi presides over the case.  Joel H.
Levitin, Esq., Maya Peleg, Esq., and Richard A. Stieglitz Jr.,
Esq. -- jlevitin@cahill.com , mpeleg@cahill.com and
rstieglitz@cahill.com -- at Cahill Gordon & Reindel LLP serve as
the Debtors' lead counsel.  Lee E. Kaufman, Esq., and Mark D.
Collins, Esq. -- kaufman@rlf.com and collins@RLF.com -- at
Richards, Layton & Finger, P.A., serve as the Debtors' Delaware
counsel.  AlixPartners LLP serves as the Debtors' financial
advisors and The Garden City Group Inc. serves as the Debtors'
claims and noticing agent.  In its petition, SP Newsprint Holdings
estimated $100 million to $500 million in assets and debts.  The
petitions were signed by Edward D. Sherrick, executive vice
president and chief financial officer.


STATE STREET: Case Summary & 14 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: State Street Retail Center, LLC
        P.O. Box 1059
        Snohomish, WA 98291

Bankruptcy Case No.: 11-24213

Chapter 11 Petition Date: December 9, 2011

Court: United States Bankruptcy Court
       Western District of Washington (Seattle)

Judge: Karen A. Overstreet

Debtor's Counsel: Paul H. Williams, Esq.
                  LAW OFFICE OF PAUL H. WILLIAMS
                  601 N 1st St Suite B
                  P.O. Box 123
                  Yakima, WA 98907
                  Tel: (509) 453-7499
                  E-mail: phwatlaw@yahoo.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 14 largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/wawb11-24213.pdf

The petition was signed by Dave Allegre, member.


STRATEGIC AMERICAN: Board Approves Amendment to By-Laws
-------------------------------------------------------
The board of directors of Strategic American Oil Corporation
approved an amendment and restatement of the Company's by-laws in
their entirety on Oct. 31, 2011, a full-text copy of which is
available for free at http://is.gd/4k5Nz8

                      About Strategic American

Corpus Christi, Tex.-based Strategic American Oil Corporation (OTC
BB: SGCA) -- http://www.strategicamericanoil.com/-- is a growth
stage oil and natural gas exploration and production company with
operations in Texas, Louisiana, and Illinois.  The Company's team
of geologists, engineers, and executives leverage 3D seismic data
and other proven exploration and production technologies to locate
and produce oil and natural gas in new and underexplored areas.

Strategic American reported a net loss of $10.28 million on $3.41
million of revenue for the year ended July 31, 2011, compared with
a net loss of $3.49 million on $531,736 of revenue for the same
period during the prior year.

The Company's balance sheet at July 31, 2011, showed
$16.93 million in total assets, $10.30 million in total
liabilities, and $6.62 million in total stockholders' equity.

MaloneBailey, LLP, in Houston, Texas, the Company's auditors, did
not include a "going concern" qualification in its report on the
Company's financial statements.

As reported by the TCR on March 25, 2011, MaloneBailey expressed
substantial doubt about Strategic American Oil's ability to
continue as a going concern following the Company's results for
the fiscal year ended July 31, 2010.  The independent auditors
noted that the Company has suffered losses from operations and has
a working capital deficit.


STRATEGIC AMERICAN: Delays Form 10-Q for October 31 Quarter
-----------------------------------------------------------
Strategic American Oil Corporation notified the U.S. Securities
and Exchange Commission that its management was unable to obtain
certain of the business information necessary to complete the
preparation of the Company's Form 10-Q for the period ended
Oct. 31, 2011, and the review of the report by the Company's
auditors in time for filing.  Such information is required in
order to prepare a complete filing.  As a result of this delay the
Company is unable to file its quarterly report on Form 10-Q within
the prescribed time period without unreasonable effort or expense.
The Company expects to file within the extension period.

                      About Strategic American

Corpus Christi, Tex.-based Strategic American Oil Corporation (OTC
BB: SGCA) -- http://www.strategicamericanoil.com/-- is a growth
stage oil and natural gas exploration and production company with
operations in Texas, Louisiana, and Illinois.  The Company's team
of geologists, engineers, and executives leverage 3D seismic data
and other proven exploration and production technologies to locate
and produce oil and natural gas in new and underexplored areas.
Strategic American a net loss of $10.28 million on $3.41 million
of revenue for the year ended July 31, 2011, compared with a net
loss of $3.49 million on $531,736 of revenue for the same period
during the prior year.

The Company's balance sheet at July 31, 2011, showed
$16.93 million in total assets, $10.30 million in total
liabilities, and $6.62 million in total stockholders' equity.

MaloneBailey, LLP, in Houston, Texas, the Company's auditors, did
not include a "going concern" qualification in its report on the
Company's financial statements.

As reported by the TCR on March 25, 2011, MaloneBailey expressed
substantial doubt about Strategic American Oil's ability to
continue as a going concern following the Company's results for
the fiscal year ended July 31, 2010.  The independent auditors
noted that the Company has suffered losses from operations and has
a working capital deficit.


SWADENER INVESTMENT: Will Move to Approve Plan at Dec. 6 Hearing
----------------------------------------------------------------
U.S. Bankruptcy Judge Terrence L. Michael approved, on Oct. 26,
2011, the Second Amended Disclosure Statement for Swadener
Investment Properties, LLC's First Amended Plan of Reorganization
dated Oct. 19, 2011.

The Debtor will seek the approval of the Plan at a confirmation
hearing scheduled for Dec. 6, 2011, at 11:00 a.m.

Claims in Classes 1, 2, 3, 4, 5, 6, 7, 8, 9, 11, 12, 13 and 14 are
impaired under the Plan, and the holders thereof are entitled to
vote to accept the reject the Plan.  The claim in Class 10, and
the equity interest holders in Class 15 are not impaired; thus,
these classes are presumed to have accepted the Plan and are not
entitled to vote.

The Plan contemplates the sale of all the commercial properties
owned by the Debtor which the Debtor believes will generate funds
to pay allowed unsecured creditors.

The proceeds from the sale of a commercial property will be paid
in the following order:

  1. Costs of Sale
  2. Allowed Secured Claims
  3. Allowed Unsecured Claims
  4. Debenture Claims
  5. Subordinated Unsecured Claims
  6. Equity Interest Holders

General unsecured claims, owed over $414,000, will be paid 120
monthly installments beginning 30 days after the effective date of
the Plan.

Equity Interest Holders will retain their Interests.

The source of payments under the Plan will be funded by the cash
flow generated from the rents paid to the Debtor by tenants of its
commercial office buildings and retail center, or from the sale of
one or more of the commercial properties,.

Mark W. Swadener will continue to manage the Debtor and his annual
salary will be $50,000.  He will also act as leasing agent so that
commissions are only limited and payable to the extent of
necessary and outside brokerage services.  Dru Graham will
continue to perform her duties as chief financial officer, and her
annual salary will be $78,897; however, her salary has been
reduced by 10% and now will be paid $71,007.

Based on the payment agreements with the Debtor's secured
creditors, past performances in renting these properties, and the
completion of the Interstate 44 project, the Debtor believes it
will have sufficient cash to make the Plan payments.

A coy of the Second Amended Disclosure Statement is available for
free at:

      http://bankrupt.com/misc/swadenerinvestment.dkt126.pdf

                    About Swadener Investment

Tulsa, Oklahoma-based Swadener Investment Properties, LLC, owns
and operates four commercial office buildings and a retail
shopping Center.  The Company filed for Chapter 11 bankruptcy
protection (Bank. N.D. Okla. Case No. 11-10322) on Feb. 18, 2011.
Scott P. Kirtley, Esq., and Karen C. Walsh, Esq., at Riggs, Abney,
Neal, Turpen, Orbison, & Lewis, in Tulsa, Okla., serve as the
Debtor's bankruptcy counsel.  The Debtor disclosed $14,796,520 in
assets and $12,057,950 in liabilities as of the Chapter 11 filing.

Affiliate Pecan Properties, Inc. (Bankr. N.D. Okla. Case No.
11-10323) filed a separate Chapter 11 petition.


T&M AVIATION: Court Confirms 2nd Amended Plan
---------------------------------------------
Bankruptcy Judge Robert Summerhays confirmed the Second Amended
Chapter 11 Plan of Reorganization filed by T&M Aviation, Inc.
dated Sept. 26, 2011, and immaterially modified as of Nov. 23,
2011, according to a Dec. 14, 2011 Findings of Fact and
Conclusions of Law available at http://is.gd/5xFlHhfrom
Leagle.com.  The Court held the Confirmation Hearing on Nov. 29,
2011, at 10:00 a.m. C.S.T.

As reported by the Troubled Company Reporter on Dec. 23, 2010,
Judge Summerhays authorized T&M Aviation to sell a Bell OH-58A
Helicopter, N38FA, Serial #70-15448, to B&S Air, Inc. of Eufaula,
Alabama, for $50,000 cash.

Located in Abbeville, Louisiana, T&M Aviation, Inc., specializes
in serving customers throughout the United States with precision
aerial application and related aviation services with a modern
fleet of helicopters.  T&M Aviation filed for Chapter 11
bankruptcy (Bankr. W.D. La. Case No. 10-51520) on Sept. 29, 2010.
Louis M. Phillips, Esq. -- lphillips@gordonarata.com -- and Ryan
James Richmond, Esq. -- rrichmond@gordonarata.com -- at Gordon
Arata McCollam Duplantis & Eagan LLP, in Baton Rouge, serve as
the Debtor's counsel.  In its petition, the Debtor estimated
$1 million to $10 million in assets and debts.


US FIDELIS: Taps Gallop Johnson as Special Conflicts Counsel
------------------------------------------------------------
US Fidelis, Inc., asks authorization from the U.S. Bankruptcy
Court for the Eastern District of Missouri to employ David A.
Lander and the Law Firm of Gallop, Johnson & Neuman, L.C., as
special conflicts counsel.

As special conflicts counsel, the firm will investigate and
prosecute avoidance actions and claims objections on behalf of the
bankruptcy estate in instances where Lathrop & Gage LLP, as
counsel for the Debtor, and/or Thompson Coburn LLP, as counsel for
the Committee, determine that they are prohibited from
representing the estate's interests due to an actual or potential
conflict of interest.

The hourly rate charged by David A. Lander is currently $430.00
per hour.  Other attorneys, paralegals, and employees of Gallop,
Johnson & Neuman, L.C. may also provide services to the estate.
The estimated applicable fees range from $130.00 to $470.00 per
hour.

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

                         About US Fidelis

Wentzville, Missouri-based US Fidelis, Inc., was a marketer of
vehicle service contracts developed by independent and unrelated
companies.  It stopped writing new business in December 2009.

The Company filed for Chapter 11 bankruptcy protection (Bankr.
E.D. Mo. Case No. 10-41902) on March 1, 2010.  Brian T. Fenimore,
Esq., and Crystanna V. Cox, Esq., at Lathrop & Gage L.C., in
Kansas City, Mo.; and Robert E. Eggmann, Esq., and Thomas H.
Riske, Esq., at Lathrop & Gage, in Clayton, Mo., assist the Debtor
in its restructuring effort.  According to the schedules, the
Company had assets of $74,386,836, and total debts of $25,770,655
as of the petition date.

Allison E. Graves, Esq., and Brian Wade Hockett, Esq., at Thompson
Coburn LLP, in St. Louis, Mo., represent the Official Unsecured
Creditors Committee.

To date, no trustee or examiner has been appointed in this case,
but the Committee was appointed and has been an active participant
in the case.


VACANT LAND: Case Summary & 4 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: Vacant Land, LLC
        57 Euclid St.
        Woodbury, NJ 08096

Bankruptcy Case No.: 11-45289

Chapter 11 Petition Date: December 12, 2011

Court: United States Bankruptcy Court
       District of New Jersey (Camden)

Judge: Judith H. Wizmur

Debtor's Counsel: David A. Kasen, Esq.
                  KASEN & KASEN
                  1874 East Route 70, Suite 3
                  Cherry Hill, NJ 08003
                  Tel: (856) 424-4144
                  E-mail: dkasen@kasenlaw.com

Estimated Assets: $0 to $50,000

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

A list of the Company's four largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/njb11-45289.pdf

The petition was signed by Santo A. Molino, member.


WEISENBERG/INSPAR: In Default of Mediated Settlement Agreement
--------------------------------------------------------------
Planet Resource Recovery, Inc., disclosed that after months of
good faith negotiations and a Mediated Settlement Agreement, by
and between Planet Resource Recovery and Kurt Neubauer v. Kent
Weisenberg and Inspar Field Services, LLC, Kent Weisenberg and
Inspar Field Services, LLC are in default of the Agreement.

On May 31, 2011, the parties to Civil Action No.4:10-cv-05086,
pending in the United States District Court for the Southern
District of Texas (Houston Division), agreed to settle their
disputes and entered into a Mediated Settlement Agreement.  The
material financial terms of the Mediated Settlement Agreement are
as follows: Kent Weisenberg agreed to pay Planet Resource
Recovery, Inc. a total of $575,000 ($72,250.99 of which was to be
paid directly to specific Planet Resource Recovery, Inc. and
Inspar Robotics, LLC creditors) and return all Planet Resource
Recovery, Inc. shares, (17,214,285 common shares) held by the
plaintiffs and nominal parties to that action. In exchange, Planet
Resource Recovery, Inc. agreed to return and/or convey all Inspar
Robotics intellectual property to Weisenberg and dismiss all
counterclaims.  In addition, Kent Weisenberg and Planet Resource
Recovery, Inc. resolved their dispute on mutually agreeable and
satisfactory terms.  The Parties agreed that they hereby rescind
all prior statements made against the other. This settlement
resolved all claims and counterclaims pending between the parties,
including former Planet Chief Executive Officer Kurt Neubauer.

The original terms of the Mediated Settlement Agreement called for
an initial payment of $425,000 (inclusive of the direct payments
to creditors) on or before Aug. 1, 2011, with a $150,000 letter of
credit issued by a third party financial institution in Planet
Resource Recovery, Inc.'s favor, payable on or before July 11,
2012.

On July 29, 2011, Kent Weisenberg and Inspar Field Services, LLC
requested and Planet agreed to modify the Mediated Settlement
Agreement in exchange for a $5,000 cash payment and Weisenberg's
agreement to pay the entire $575,000 in full (including direct
payments to creditors) on or before Aug. 16, 2011.

On Aug. 19, 2011, Kent Weisenberg and Inspar Field Services, LLC
requested and Planet again agreed to modify the Mediated
Settlement Agreement in exchange for a $40,000 cash payment toward
the settlement and Plaintiff's agreement to pay to Planet the
entire remaining balance (including direct payments to creditors)
on or before Sept. 29, 2011.  Weisenberg paid the $40,000 on
August 19, but failed to meet the obligations by Sept. 29, 2011,
thus being in breach of the remaining terms of the Mediated
Settlement Agreement, as modified.

On Oct. 6, 2011 Planet formally demanded that Weisenberg cure the
default. As of the issuance of this release, Weisenberg and Inspar
Field Services, LLC remain in breach of the Mediated Settlement
Agreement.

Planet has declared a default, and is in the process of evaluating
its best course of action, including litigation. The parties are
currently in negotiations to address the breach of the Mediated
Settlement Agreement.

                      About Planet Resource

Planet Resource Recovery, Inc. -- http://www.planetresource.net/-
-- is the developer, manufacturer and marketer of PetroLuxus(TM),
a Green Technology that maximizes hydrocarbon recovery in the Oil
& Gas industry.  Documented well history case studies indicate
deployment of PetroLuxus technologies has helped Oil & Gas
Operators reduce maintenance costs, decrease downtime and increase
oil recovery.


WESTERN NATIONAL: Closed; Washington Federal Assumes All Deposits
-----------------------------------------------------------------
Western National Bank of Phoenix, Ariz., was closed on Friday,
Dec. 16, 2011, by the Office of the Comptroller of the Currency,
which appointed the Federal Deposit Insurance Corporation as
receiver.  To protect the depositors, the FDIC entered into a
purchase and assumption agreement with Washington Federal of
Seattle, Wash., to assume all of the deposits of Western National
Bank.

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

As of Sept. 30, 2011, Western National Bank had around $162.9
million in total assets and $144.5 million in total deposits.  In
addition to assuming all of the deposits of the failed bank,
Washington Federal agreed to purchase essentially all of the
assets.

Customers with questions about the transaction should call the
FDIC toll-free at 1-800-405-7869.  Interested parties also can
visit the FDIC's Web site at

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

The FDIC estimates that the cost to the Deposit Insurance Fund
will be $37.6 million.  Compared to other alternatives, Washington
Federal's acquisition was the least costly resolution for the
FDIC's DIF.  Western National Bank is the 92nd FDIC-insured
institution to fail in the nation this year, and the third in
Arizona.  The last FDIC-insured institution closed in the state
was Summit Bank, Prescott, on July 15, 2011.


WESTERN SIZZLIN: Case Summary & 16 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Western Sizzlin, LLC
        2301 Camden Ave.
        Parkersburg, WV 26101

Bankruptcy Case No.: 11-40256

Chapter 11 Petition Date: December 9, 2011

Court: United States Bankruptcy Court
       Southern District of West Virginia (Parkersburg)

Judge: Ronald G. Pearson

Debtor's Counsel: George Y. Chandler, Esq.
                  CHANDLER LAW OFFICE
                  935-B Market St.
                  P.O. Box 2011
                  Parkersburg, WV 26102
                  Tel: (304) 485-2918
                  Fax: (304) 485-0159
                  E-mail: bankruptcylawyer@suddenlinkmail.com

Scheduled Assets: $0

Scheduled Debts: $1,658,791

A list of the Company's 16 largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/wvsb11-40256.pdf

The petition was signed by Michael W. Johnson, sole member.


WPCS INTERNATIONAL: Incurs $1.6MM Consolidated Loss in Q2 2012
--------------------------------------------------------------
WPCS International Incorporated filed with the U.S. Securities and
Exchange Commission its Quarterly Report on Form 10-Q reporting a
consolidated net loss of $1.62 million on $28.16 million of
revenue for the three months ended Oct. 31, 2011, compared with a
consolidated net loss of $6.03 million on $23.20 million of
revenue for the same period during the prior year.

The Company reported a consolidated net loss of $1.63 million on
$51.72 million of revenue for the six months ended Oct. 31, 2011,
compared with a consolidated net loss of $6.40 million on $46.46
million of revenue for the same period during the prior year.

The Company's balance sheet at Oct. 31, 2011, showed $51.88
million in total assets, $27.17 million in total liabilities and
$24.70 million in total equity.

Andrew Hidalgo, CEO of WPCS, commented, "We are very pleased to
announce that we achieved a consecutive quarter of EBITDA
profitability.  This recent performance continues to reaffirm that
we are focused on returning to profitability levels we have
generated historically prior to a difficult fiscal year 2011.  We
continue to see a strong level of bid activity and ample
opportunities for growth.  The year over year improvement in
EBITDA is substantial and we are ahead of last year's revenue even
after the divestiture of two operation centers.  We continue to
maintain a healthy balance sheet with $5.2 million in cash, $14.6
million in working capital and a net tangible asset value of $20.9
million or $3.01 per diluted share.  We recently reduced our debt
to $2.4 million and we are in the process of renegotiating our
forbearance agreement with Bank of America while we finalize
arrangements with a new senior lender.  The management team is
focused on improving our financial performance and we remain
optimistic that fiscal year 2012 will be financially successful."

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

                        http://is.gd/SJjwzf

                      About WPCS International

Exton, Pennsylvania-based WPCS International Incorporated provides
design-build engineering services that focus on the implementation
requirements of communications infrastructure.  The Company
provides its engineering capabilities including wireless
communication, specialty construction and electrical power to the
public services, healthcare, energy and corporate enterprise
markets worldwide.


YRC WORLDWIDE: Sells Truckload Assets, Continues to Streamline
--------------------------------------------------------------
Dow Jones' Daily Bankruptcy Review reports that YRC Worldwide Inc.
said it sold some of the assets of its Glen Moore truckload unit
to Celadon Group Inc. as the struggling company continues to
streamlines its operations.

Headquartered in Overland Park, Kan., YRC Worldwide Inc. (NASDAQ:
YRCW) -- http://www.yrcw.com/-- is a holding company that through
wholly owned operating subsidiaries offers its customers a wide
range of transportation services.  These services include global,
national and regional transportation as well as logistics.

KPMG LLP's audit reports on the consolidated financial statements
of YRC Worldwide Inc. and subsidiaries for 2009 and 2010 each
contain an explanatory paragraph that states that the Company has
experienced significant declines in operations, cash flows and
liquidity and these conditions raise substantial doubt about the
Company's ability to continue as a going concern.

The Company also reported a net loss of $264.93 million on
$3.65 billion of operating revenue for the nine months ended Sept.
30, 2011, compared with a net loss of $346.89 million on $3.24
billion of operating revenue for the same period a year ago.

The Company's balance sheet at Sept. 30, 2011, showed $2.68
billion in total assets, $2.94 billion in total liabilities and a
$262.67 million total shareholders' deficit.

                          *     *     *

In January 2011, Standard & Poor's Ratings Services placed its
'CCC-' corporate credit rating on YRC Worldwide Inc. (YRCW) on
CreditWatch developing.  At the same time, S&P is withdrawing the
existing issue level ratings on Yellow Corp.'s senior unsecured
debt, given the negligible amounts outstanding.

"The ratings on Overland Park, Kan.-based YRCW reflect its near-
term liquidity challenges, meaningful off-balance-sheet contingent
obligations related to multiemployer pension plans, as well as its
participation in the competitive, capital-intensive, and cyclical
trucking industry," said Standard & Poor's credit analyst Anita
Ogbara.  "YRCW's substantial (albeit deteriorating) market
position in the less-than-truckload (LTL) sector, which has high
barriers to entry, partially offsets these characteristics.  We
characterize YRCW's business profile as weak, financial profile as
highly leveraged, and liquidity as weak."

In the Aug. 2, 2011, edition of the TCR, Moody's Investors Service
revised YRC Worldwide Inc.'s Probability of Default Rating ("PDR")
to Caa2\LD ("Limited Default") from Caa3 in recognition of the
agreed debt restructuring which will result in losses for certain
existing debt holders.  In a related action Moody's has raised
YRCW's Corporate Family Rating to Caa3 from Ca to reflect modest
but critical improvements in the company's credit profile that
should result from its recently-completed financial restructuring.
The positioning of YRCW's PDR at Caa2\LD reflects the completion
of an offer to exchange a substantial majority of the company's
outstanding credit facility debt for new senior secured credit
facilities, convertible unsecured notes, and preferred equity,
which was completed on July 22, 2011.

As reported by the TCR on May 5, 2011, Fitch Ratings downgraded
YRC's Issuer default rating to 'C' from 'CC'; Secured bank credit
facility rating downgraded to 'CCC/RR2' from 'B-/RR2'; and Senior
unsecured rating affirmed at 'C/RR6'.  In addition, Fitch has
removed YRCW's ratings from Rating Watch Negative.  Fitch said
that although it appears increasingly likely that the company will
successfully complete the restructuring, until the transactions
constituting the restructuring close, which is not anticipated
until late July 2011, there exists a potential for the transaction
to fail, in which case Fitch expects the company would be forced
to file for Chapter 11 bankruptcy protection.


ZELPHY'S CHRISTIAN: Voluntary Chapter 11 Case Summary
-----------------------------------------------------
Debtor: Zelphy's Christian Learning Center, Inc.
        P.O. Box 1009
        Millville, NJ 08332

Bankruptcy Case No.: 11-45027

Chapter 11 Petition Date: December 8, 2011

Court: United States Bankruptcy Court
       District of New Jersey (Camden)

Judge: Judith H. Wizmur

Debtor's Counsel: Brian L. Calpin, Esq.
                  151 Fries Mill Road, Suite 503
                  Turnersville, NJ 08012
                  Tel: (856) 853-5200

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

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 Cecelia & Thomas Still, president and
CEO.


ZURVITA HOLDINGS: Incurs $661,000 Net Loss in Oct. 31 Quarter
-------------------------------------------------------------
Zurvita Holdings, Inc., filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q reporting a
net loss of $661,155 on $1.31 million of total revenues for the
three months ended Oct. 31, 2011, compared with net income of
$1.83 million on $1.31 million of total revenues for the same
period during the prior year.

The Company's balance sheet at Oct. 31, 2011, showed $613,638 in
total assets, $4.81 million in total liabilities, $6.02 million in
redeemable preferred stock and a $10.22 million total
stockholders' deficit.

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

                        http://is.gd/faN4Dj

                      About Zurvita Holdings

Based in Houston, Tex., Zurvita Holdings, Inc., is a direct sales
marketing company offering high-quality products and services
targeting individuals, families and small businesses.

Meeks International, LLC, expressed substantial doubt substantial
doubt about the Company's ability to continue as a going concern.
The independent auditors noted that the Company has suffered
recurring losses from operations and has not generated sufficient
cash flows from operations to meet its needs.


* BOND PRICING -- For Week From Dec. 12 - 16, 2011
--------------------------------------------------

  Company             Coupon   Maturity  Bid Price
  -------             ------   --------  ---------
AMBAC INC               9.38   8/1/2011     10.50
AMBAC INC               9.50  2/15/2021     12.85
AMBAC INC               7.50   5/1/2023     10.00
AMBAC INC               5.95  12/5/2035     10.50
AMBAC INC               6.15   2/7/2087      0.50
AHERN RENTALS           9.25  8/15/2013     20.50
AMR CORP                9.00   8/1/2012     22.00
AM AIRLN PT TRST       10.18   1/2/2013     60.25
AM AIRLN PT TRST        9.73  9/29/2014     23.75
AMR CORP                6.25 10/15/2014     23.50
AMR CORP                9.00  9/15/2016     21.71
AM AIRLN PT TRST        7.38  5/23/2019     16.50
AMR CORP               10.20  3/15/2020     22.00
AMR CORP               10.15  5/15/2020     18.00
AMR CORP                9.88  6/15/2020     21.00
AMR CORP               10.29   3/8/2021     21.00
AMR CORP               10.55  3/12/2021     23.50
AMR CORP               10.00  4/15/2021     21.00
AMR CORP                9.75  8/15/2021     20.00
AMR CORP                9.80  10/1/2021     23.50
AMERICAN ORIENT         5.00  7/15/2015     49.74
AQUILEX HOLDINGS       11.13 12/15/2016     40.00
BANK NEW ENGLAND        9.88  9/15/1999     14.00
BROADVIEW NETWRK       11.38   9/1/2012     87.00
CAPMARK FINL GRP        5.88  5/10/2012     50.50
CIRCUS & ELDORAD       10.13   3/1/2012     71.00
DIRECTBUY HLDG         12.00   2/1/2017     29.25
DIRECTBUY HLDG         12.00   2/1/2017     29.00
DELTA PETROLEUM         3.75   5/1/2037     70.00
DUNE ENERGY INC        10.50   6/1/2012     90.25
DYNEGY HLDGS INC        8.75  2/15/2012     63.50
EASTMAN KODAK CO        7.25 11/15/2013     39.75
ENERGY CONVERS          3.00  6/15/2013     42.00
EVERGREEN SOLAR        13.00  4/15/2015     53.00
FAIRPOINT COMMUN       13.13   4/2/2018      4.95
FIBERTOWER CORP         9.00 11/15/2012      8.69
GREAT ATLA & PAC        5.13  6/15/2011      1.55
GREAT ATLANTIC          9.13 12/15/2011      1.00
GMX RESOURCES           5.00   2/1/2013     65.05
GMX RESOURCES           5.00   2/1/2013     64.47
GLOBALSTAR INC          5.75   4/1/2028     38.50
HAWKER BEECHCRAF        8.50   4/1/2015     20.14
HAWKER BEECHCRAF        9.75   4/1/2017      8.00
KELLWOOD CO             7.63 10/15/2017     20.00
QUICKSILVER RES         1.88  11/1/2024     99.40
LEHMAN BROS HLDG        0.25  6/29/2012     23.00
LEHMAN BROS HLDG        6.00  7/19/2012     25.05
LEHMAN BROS HLDG        5.00  1/22/2013     23.25
LEHMAN BROS HLDG        5.63  1/24/2013     25.88
LEHMAN BROS HLDG        5.10  1/28/2013     24.76
LEHMAN BROS HLDG        5.00  2/11/2013     24.25
LEHMAN BROS HLDG        4.80  2/27/2013     23.50
LEHMAN BROS HLDG        4.70   3/6/2013     25.00
LEHMAN BROS HLDG        5.00  3/27/2013     23.50
LEHMAN BROS HLDG        5.75  5/17/2013     23.60
LEHMAN BROS HLDG        4.80  3/13/2014     25.00
LEHMAN BROS HLDG        5.00   8/3/2014     23.51
LEHMAN BROS HLDG        6.20  9/26/2014     25.00
LEHMAN BROS HLDG        5.15   2/4/2015     24.30
LEHMAN BROS HLDG        5.25  2/11/2015     23.13
LEHMAN BROS HLDG        8.80   3/1/2015     24.50
LEHMAN BROS HLDG        7.00  6/26/2015     23.63
LEHMAN BROS HLDG        8.50   8/1/2015     25.50
LEHMAN BROS HLDG        5.00   8/5/2015     23.26
LEHMAN BROS HLDG        7.00 12/18/2015     23.50
LEHMAN BROS HLDG        5.50   4/4/2016     25.00
LEHMAN BROS HLDG        8.92  2/16/2017     24.38
LEHMAN BROS HLDG        6.00  2/12/2018     23.50
LEHMAN BROS HLDG        8.05  1/15/2019     21.00
LEHMAN BROS HLDG       11.00  6/22/2022     25.00
LEHMAN BROS HLDG       11.00  8/29/2022     20.00
LEHMAN BROS HLDG       11.50  9/26/2022     23.50
LEHMAN BROS HLDG        9.00 12/28/2022     21.75
LEHMAN BROS HLDG        9.50 12/28/2022     25.00
LEHMAN BROS HLDG        9.50  1/30/2023     23.50
LEHMAN BROS HLDG        9.50  2/27/2023     24.18
LEHMAN BROS HLDG       10.00  3/13/2023     25.25
LEHMAN BROS HLDG       10.38  5/24/2024     24.05
LEHMAN BROS HLDG       11.00  3/17/2028     25.25
LOCAL INSIGHT          11.00  12/1/2017     99.98
MF GLOBAL HLDGS         1.88   2/1/2016     31.00
MF GLOBAL HLDGS         6.25   8/8/2016     31.00
MF GLOBAL LTD           9.00  6/20/2038     31.50
MANNKIND CORP           3.75 12/15/2013     53.00
PMI GROUP INC           6.00  9/15/2016     20.38
PENSON WORLDWIDE        8.00   6/1/2014     40.90
POWERWAVE TECH          3.88  10/1/2027     44.50
POWERWAVE TECH          3.88  10/1/2027     43.96
RADIAN GROUP            5.63  2/15/2013     67.00
REAL MEX RESTAUR       14.00   1/1/2013     58.75
RESIDENTIAL CAP         8.50   6/1/2012     87.75
RESIDENTIAL CAP         8.50  4/17/2013     65.00
THORNBURG MTG           8.00  5/15/2013      9.75
THQ INC                 5.00  8/15/2014     42.00
TOUSA INC               9.00   7/1/2010     13.00
TRAVELPORT LLC         11.88   9/1/2016     31.40
TRAVELPORT LLC         11.88   9/1/2016     28.75
TIMES MIRROR CO         7.25   3/1/2013     30.00
TRIBUNE CO              5.25  8/15/2015     34.00
MOHEGAN TRIBAL          8.00   4/1/2012     65.00
MOHEGAN TRIBAL          6.13  2/15/2013     67.00
MOHEGAN TRIBAL          7.13  8/15/2014     38.40
MOHEGAN TRIBAL          7.13  8/15/2014     46.38
TRICO MARINE SER        8.13   2/1/2013      3.30
TRICO MARINE            3.00  1/15/2027      1.00
TEXAS COMP/TCEH        10.25  11/1/2015     35.25
TEXAS COMP/TCEH        10.25  11/1/2015     36.00
TEXAS COMP/TCEH        10.25  11/1/2015     33.15
WIN-CALL12/11           8.63   8/1/2016    104.50
WILLIAM LYONS           7.63 12/15/2012     27.50
WILLIAM LYON INC       10.75   4/1/2013     27.00
WILLIAM LYON INC        7.50  2/15/2014     27.00
WESTERN EXPRESS        12.50  4/15/2015     39.00



                           *********

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 ***