TCR_Public/111230.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

            Friday, December 30, 2011, Vol. 15, No. 362

                            Headlines

ACTIVECARE INC: Posts $7.9 Million Net Loss in Fiscal 2011
AEOLUS PHARMACEUTICALS: Posts $299,000 Net Income in Fiscal 2011
AFC ENTERPRISES: S&P Withdraws 'BB-' Corporate Credit Rating
AGY HOLDING: Top Execs. Leave Post; A&M to Provide Managers
AHERN RENTALS: Sec. 341 Creditors' Meeting Set for Jan. 30

AHERN RENTALS: Wins Interim OK to Hire KCC as Claims Agent
ALT HOTEL: Can Continue Use of Cash Collateral Until March 11
AMERICAN AIRLINES: To be Delisted From New York Stock Exchange
AMERICAN AXLE: Thomas Claugus Discloses 7.5% Equity Stake
AMERICAN EXPLORATION: Mainland TO Buy Buena Vista Acreage

AMERICAN SCIENTIFIC: C. Tirotta Quits; R. Faber Assumes CEO Role
APPLIED MINERALS: Sells 10-Mil. Units to Samlyn for $10-Million
AS SEEN ON TV: Board of Directors Increased to Four Members
ATKORE INTERNATIONAL: S&P Lowers Corp. Credit Rating to 'B'
BLACK ELK: S&P Raises Senior Secured Debt Ratings to 'B'

BLACK MOUNTAIN: Case Summary & 2 Largest Unsecured Creditors
BLOCKBUSTER INC: To Shut Down Three Stores in Lehigh Valley
BLONDER CO: Files for Chapter 7 Liquidation
CATASYS INC: Raises $1-Mil. From Sale of Common Shares
CELL THERAPEUTICS: Has $5.2 Million Net Loss in November

CELLFOR CORP.: Chapter 15 Case Summary
C.H. STONE: Case Summary & 20 Largest Unsecured Creditors
CHASKA MN: S&P Assigns 'BB+' Rating on Series 2011 A & B Bonds
CLARE OAKS: Has Interim OK on Senior Care Development DIP Loan
CLARE OAKS: Court Approves Garden City Group as Claims Agent

CLIFF INVESTORS: Voluntary Chapter 11 Case Summary
COACH AMERICA: S&P Lowers Corporate Credit Rating to 'CCC'
CONSOLIDATED DIVERSIFIED: Case Summary & Creditors List
CYBEX INTERNATIONAL: Has Until April 2 to Comply with Nasdaq Rule
DEE ALLEN RANDALL: Commerce OK'd as Trustee's Real Estate Broker

DOT VN: HMI Receives Award for Vietnamese Language Domain Names
DRINKS AMERICAS: Effects a 1-for-250 Reverse Stock Split
DUNE ENERGY: UBS AG Discloses 1.0% Equity Stake
DUNE ENERGY: Completes Out-of-Court Financial Restructuring
EASTMAN KODAK: A. Clammer and H. Chen Resign from Board

ESBE CORP.: Case Summary & 4 Largest Unsecured Creditors
FAMILY SQUARE: Case Summary & 6 Largest Unsecured Creditors
GEORGETOWN SQUARE: Case Summary & 12 Largest Unsecured Creditors
FILENE'S BASEMENT: Hahn & Hessen OK'd as Committee's Co-Counsel
FILENE'S BASEMENT: Committee Hires Loughlin as Financial Advisor

FILENE'S BASEMENT: Court OKs Munger Tolles as Committee's Counsel
GETTY PETROLEUM: Landlord Asks Court to Compel Rent Payments
HADES GROUP: Case Summary & 4 Largest Unsecured Creditors
HARBOUR EAST: Taps Sheldon Good to Auction 31 Unsold Condo Units
HARTFORD COMPUTER: Has Deal to Sell HCG, Nexicore Units for $35MM

HARTFORD COMPUTER: Wins Jan. 16 Extension of Schedules Filing
HARTFORD COMPUTER: Hires Thornton Grout as CCAA Counsel
HARTFORD COMPUTER: Taps Paragon Capital as Investment Banker
HERTZ GLOBAL: S&P Affirms 'B+' Corporate Credit Rating
HISTORICAL PROPERTIES: Case Summary & Creditors List

HOFFMAN ESTATES: S&P Puts 'B' Corp. Credit Rating on Watch Neg.
INTEGRITY TOTAL: Case Summary & 6 Largest Unsecured Creditors
ISAACSON STEEL: Can Use Cash Collateral Until Jan. 31, 2012
ISAACSON STEEL: Wants Exclusive Filing Period Extended to Feb. 15
ISAACSON STEEL: Can Access Cate Street Capital Working Capital

ISAACSON STEEL: Can Access $2.25-Mil BFA Working Capital Loan
ISAACSON STRUCTURAL: In Talks With Potential Buyers for Assets
JAI AMBAJI: Case Summary & 16 Largest Unsecured Creditors
JAMES RIVER: Service Receives Imminent Danger Order from MSHA
JER/JAMESON MEZZ: Files Schedules of Assets and Liabilities

KAILASH CHOPRA: Case Summary & 10 Largest Unsecured Creditors
LAS ANIMAS: Case Summary & 20 Largest Unsecured Creditors
LAST MILE: Court Approves Lowenstein Sandler as Counsel
LAST MILE: Committee Taps Halperin Battaglia as Counsel
LEMAN DEVELOPMENT: Voluntary Chapter 11 Case Summary

MARCU PROPERTY: Case Summary & 6 Largest Unsecured Creditors
MARITIME COMMS: Court OKs Harris Jernigan as Bankruptcy Counsel
MARITIME COMMUNICATIONS: Robert Keller OK'd as Special FCC Counsel
MAHASHIV, INC.: Case Summary & 4 Largest Unsecured Creditors
MONEYGRAM INT'L: Thomas Lee Discloses 51.9% Equity Stake

MONEYGRAM INT'L: Silver Point Discloses 1.3% Equity Stake
MONEYGRAM INT'L: Goldman Sachs Discloses 19.1% Equity Stake
MOONLIGHT BASIN: Court Confirms Plan; Lehman to Take Over
MT. VERNON: Court Approves Alex Cooper as Broker and Auctioneer
NATIONAL SLAVERY: City Finds $1.6MM Missing & Wants Trustee

NUTRITION 21: Court Confirms Second Amended Joint Chapter 11 Plan
O'LEARY BROTHERS: Case Summary & 20 Largest Unsecured Creditors
OCEAN PLACE: AFP to Seek Approval of Sale-Based Plan on Jan. 18
OCEAN PLACE: Debtor's Plan Offers $5MM Paydown to AFP
OCEAN VIEW: Case Summary & 20 Largest Unsecured Creditors

ODYSSEY (IX) DP: Case Summary & 5 Largest Unsecured Creditors
OIL DEPOT: Case Summary & 9 Largest Unsecured Creditors
OMEGA NAVIGATION: Plan Filing Deadline Extended & Conversion Nixed
PACIFIC INVESTORS: Case Summary & 6 Largest Unsecured Creditors
PAGE DEVELOPMENT: Voluntary Chapter 11 Case Summary

PALISADES 6300: Court OKs FamCo as Interest Rate Expert
PALISADES 6300: Court OKs Valuation Consultants as Appraiser
PARADISE CARWASH: Voluntary Chapter 11 Case Summary
POINT AT POST: Chapter 11 Filing Halts Foreclosure
PRIVA FINANCIAL: Case Summary & 8 Largest Unsecured Creditors

PRIVA TECHNOLOGIES: Case Summary & 20 Largest Unsecured Creditors
QUEENS BALLPARK: S&P Affirms 'BB+' Rating on PILOT Bonds
R.A. JOHNSON: Case Summary & 20 Largest Unsecured Creditors
RALPH E. HERNANDEZ: Case Summary & 20 Largest Unsecured Creditors
REAL MEX: Taps Johnson Associates as Compensation Advisor

ROJAS CONCRETE: Case Summary & 20 Largest Unsecured Creditors
ROOMSTORE INC: To Auction Liquidation Rights Next Week
SEA TRAIL: J.M. Cook Okayed as Creditors Committee's Counsel
SECUREALERT INC: Board of Directors Members Increased to Nine
SHAMROCK-SHAMROCK: Can Use Cash Collateral on Interim Basis

SILVER SANDS: Voluntary Chapter 11 Case Summary
SKYWAY LUGGAGE: Receiver Seeks Court Nod to Sell Building
SOLAR ENERTECH: Posts $1.7 Million Net Loss in Fiscal 2011
SONU, LLC: Case Summary & 20 Largest Unsecured Creditors
SOUTHERN TRUSS: Case Summary & 13 Largest Unsecured Creditors

TERRESTAR NETWORKS: Wins Approval to Send Ch. 11 Plan to Creditors
TL FABRICATIONS: Case Summary & 20 Largest Unsecured Creditors
TRAILER BRIDGE: Taps Global Hunter as Investment Banker
TW TELECOM: S&P Raises Senior Secured Term Loan Rating to 'BB+'
UNIVERSAL COMMUNITY: Case Summary & 5 Largest Unsecured Creditors

U.S. COATING: Voluntary Chapter 11 Case Summary
WESTMORELAND COAL: Plans to Buy Kemmerer Mine for $179 Million
WILCARE INC: Case Summary & Largest Unsecured Creditor
WOODS QUALITY: Case Summary & 20 Largest Unsecured Creditors
ZAIS INVESTMENT: Anchorage/Hildene Proponents Amend Plan

* Business Owner's Bankruptcy Could Affect Health-Care Lawsuit

* Jones Walker's E. Futrell Among Louisiana's Top Female Attys.

* BOOK REVIEW: Ralph H. Kilmann's Beyond the Quick Fix



                            *********

ACTIVECARE INC: Posts $7.9 Million Net Loss in Fiscal 2011
----------------------------------------------------------
ActiveCare, Inc. filed on Dec. 27, 2011, its annual report on Form
10-K for the fiscal year ended Sept. 30, 2011.

Hansen, Barnett & Maxwell, P.C., expressed substantial doubt about
ActiveCare's ability to continue as a going concern.  The
independent auditors noted that the Company has incurred recurring
operating losses and has an accumulated deficit.

The Company reported a net loss of $7.9 million on $771,391 of
revenues for the fiscal year ended Sept. 30, 2011, compared with a
net loss of $11.6 million on $548,324 of revenues for the fiscal
year ended Sept. 30, 2010.

The Company's balance sheet at Sept. 30, 2011, showed $1.0 million
in total assets, $1.5 million in total liabilities, and a
stockholders' deficit of $541,388.

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

                       http://is.gd/834NcM

Salt Lake City, Utah-based ActiveCare, Inc. --
http://www.activecare.com/-- is organized into two business
segments based primarily on the nature of the Company's products.
The Stains and Reagents segment is engaged in the business of
manufacturing and marketing medical diagnostic stains, solutions
and related equipment to hospitals and medical testing labs.  The
Care Services segment is engaged in the business of developing,
distributing and marketing mobile health monitoring and concierge
services to distributors and consumers.


AEOLUS PHARMACEUTICALS: Posts $299,000 Net Income in Fiscal 2011
----------------------------------------------------------------
Aeolus Pharmaceuticals, Inc., filed with the U.S. Securities and
Exchange Commission its annual report on Form 10-K, reporting net
income of $299,000 on $4.82 million of contract revenue for the
fiscal year ended Sept. 30, 2011, compared with a net loss of
$25.86 million on $0 of contract revenue during the prior year.

The Company's balance sheet at Sept. 30, 2011, showed
$2.29 million in total assets, $25.54 million in total liabilities
and a $23.25 million total stockholders' deficit.

Haskell & White LLP, in Irvine, Calif., expressed substantial
doubt about the Company's ability to continue as a going concern
following the fiscal 2011 financial results.  The independent
auditors noted that the Company has suffered recurring losses,
negative cash flows from operations and management believes the
Company does not currently possess sufficient working capital to
fund its operations past the second quarter of fiscal 2012.

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

                        http://is.gd/cRo3xD

                  About Aeolus Pharmaceuticals

Based in Mission Viejo, California, Aeolus Pharmaceuticals Inc.
(OTC BB: AOLS) -- http://www.aeoluspharma.com/-- is developing a
variety of therapeutic agents based on its proprietary small
molecule catalytic antioxidants, with AEOL 10150 being the first
to enter human clinical evaluation.  AEOL 10150 is a patented,
small molecule catalytic antioxidant that mimics and thereby
amplifies the body's natural enzymatic systems for eliminating
reactive oxygen species, or free radicals.  Studies funded by the
National Institutes for Health are currently underway evaluating
AEOL 10150 as a treatment for exposure to radiation, sulfur
mustard gas and chlorine gas.  A second compound, AEOL 11207, has
demonstrated efficacy in animal models of Parkinson's disease and
is currently being evaluated as a potential treatment for
epilepsy.


AFC ENTERPRISES: S&P Withdraws 'BB-' Corporate Credit Rating
------------------------------------------------------------
Standard & Poor's Ratings Services withdrew its 'BB-' corporate
credit rating on Atlanta-based quick-service operator and
franchisor of Popeyes restaurants, AFC Enterprises Inc., at the
issuer's request.


AGY HOLDING: Top Execs. Leave Post; A&M to Provide Managers
-----------------------------------------------------------
Douglas J. Mattscheck has resigned as Chief Executive Officer,
President and Director of AGY Holding Corp. effective Dec. 20,
2011.  Pursuant to the terms of a separation agreement among the
Company, its parent, KAGY Holding Company, Inc., and
Mr. Mattscheck, the Company provided Mr. Mattscheck severance and
other benefits substantially on the terms set forth in his
employment agreement.  In addition, Mr. Mattscheck will retain the
200,000 shares of KAGY's common stock held by him as well as an
option to purchase up to an additional 100,000 shares of KAGY
common stock pursuant to, and subject to the terms of, the
outstanding option award granted to him in 2006 and the related
equity incentive plan.

Effective Dec. 20, 2011, Richard Jenkins was appointed to serve as
Interim Chief Executive Officer of the Company and Tom Skidmore
was appointed to serve as Interim Executive Vice President of
Operations.  In addition, effective as of Dec. 20, 2011, the
Company entered into an agreement with Alvarez & Marsal Private
Equity Performance Improvement Group, LLC, a global professional
services firm, specializing in providing interim management and
corporate advisory services, regarding Messrs. Jenkins and
Skidmore's service as Interim Chief Executive Officer and Interim
Executive Vice President of Operations.

Under the terms of the agreement with Alvarez & Marsal, during
their respective service at the Company, Messrs. Jenkins and
Skidmore will continue to be employed by Alvarez & Marsal and will
not receive any compensation directly from the Company or
participate in any of the Company's employee benefit plans.  The
Company will instead pay Alvarez & Marsal an hourly rate of $700
per hour (up to a maximum of 220 hours per month) for the services
provided by Mr. Jenkins and $600 per hour (up to a maximum of 220
hours per month) for the services provided by Mr. Skidmore and
will reimburse Alvarez & Marsal for the reasonable out-of-pocket
expenses of Messrs. Jenkins and Skidmore.  The Company will also
pay Alvarez & Marsal an additional amount equal to 3% of the
amounts charged for the services of Messrs. Jenkins and Skidmore
to cover miscellaneous internal expenses.

The agreement with Alvarez & Marsal may be terminated by either
party at any time without cause by written notice to the other
party, subject to the payment of fees and expenses incurred by
Alvarez & Marsal through the effective date of termination.  The
agreement with Alvarez & Marsal also contains certain covenants,
which, among other things, will restrict the Company, for a period
of two years following the termination of the engagement, from
soliciting, recruiting, hiring or otherwise engaging any employee
of Alvarez & Marsal or any of its affiliates who worked on the
Company's engagement while employed by Alvarez & Marsal.

Mr. Jenkins, who is 46 years old, joined Alvarez & Marsal in 2001.
While at Alvarez & Marsal, Mr. Jenkins has worked as Chief
Financial Officer in various private companies and has also
performed operational diligence and performance improvement in a
broad array of industries including copper mining and smelting,
medical products manufacturing, cellulose manufacturing and
furniture manufacturing.  Mr. Skidmore, who is 47 years old,
joined Alvarez & Marsal in 2011 where he serves as Senior Director
of Operations.  Prior to joining Alvarez & Marsal, Mr. Skidmore
served as Vice President of Strategic Development and Global
Supply at the Affinia Group from July 2005 to October 2007,
President of Skidmore Consulting from November 2007 to December
2009, and Director of Business Effectiveness at KPMG from January
2010 to September 2011.

In addition, effective as of Dec. 20, 2011, the Board of Directors
of the Company approved the promotion of Drew Walker to President
of the Company and Mr. Walker was also elected to the Company's
Board of Directors.  Mr. Walker, who is 47 years old, joined the
Company as Vice President of Sales and Marketing in January 2005.

Under the terms of the new employment letter entered into between
the Company and Mr. Walker, Mr. Walker's annual base salary will
be increased to $350,000 and he will be eligible to receive a
target annual bonus equal to 100% of annual base salary, subject
to performance targets and the provisions of a management
incentive plan.  Mr. Walker will also be granted an option to
acquire 280,000 shares of KAGY's common stock, subject to a four-
year vesting schedule.  In addition, the portion of Mr. Walker's
existing option award granted in 2006 that is unvested
(representing an option to purchase 40,000 shares of KAGY common
stock) will be accelerated such that Mr. Walker will be fully
vested in his option to purchase 120,000 shares of KAGY common
stock that was granted in 2006.  Mr. Walker will remain eligible
for general salaried benefits provided to employees of the Company
and participation in a severance plan, which provides for
severance under certain circumstances.  Mr. Walker will receive a
life insurance policy and monthly apartment and car allowances.

                         About AGY Holding

AGY Holding Corp. -- http://www.agy.com/-- produces fiberglass
yarns and high-strength fiberglass reinforcements used in
composites applications.  AGY serves a range of markets including
aerospace, defense, electronics, construction and industrial.
Headquartered in Aiken, South Carolina, AGY has a European office
in Lyon, France and manufacturing facilities in the U.S. in Aiken,
South Carolina and Huntingdon, Pennsylvania and a controlling
interest in a manufacturing facility in Shanghai, China.

The Company reported a net loss of $14.57 million on
$183.67 million of net sales for the year ended Dec. 31, 2010,
compared with a net loss of $93.51 million on $153.85 million of
net sales during the prior year.

The Company reported a net loss of $21.10 million on $141.54
million of net sales for the nine months ended Sept. 30,
2011, compared with a net loss of $17.64 million on $140.44
million of net sales for the same period a year ago.

The Company's balance sheet at Sept. 30, 2011, showed
$294.72 million in total assets, $288.21 million in total
liabilities, $233,000 in obligation under put/call for
noncontrolling interest and $6.27 million in total shareholders'
equity.

                           *     *     *

As reported by the TCR on Nov. 23, 2011, Moody's Investors Service
lowered AGY Holding Corporation's (AGY) Corporate Family Rating
(CFR) to Caa2 from B3, reflecting the decline in the company's
liquidity and weak operating performance.

In the Dec. 5, 2011, edition of the TCR, Standard & Poor's Ratings
Services lowered its corporate credit rating on Aiken, S.C.-based
AGY Holding Corp. (AGY) to 'CCC-' from 'CCC+'.

"Our rating action reflects our view that AGY's credit quality has
deteriorated due to ongoing weakness in its operating performance,
a decline in liquidity, and the potential for insufficient
liquidity to meet interest payments in 2012.  As of Sept. 30,
2011, the company reported total liquidity of $17 million
including $16.2 million of availability under its unrated
revolving credit facility. AGY reported that it expected liquidity
to decline to levels of around $12.4 million in November following
the payment of nearly $10 million in semiannual interest on its
notes.  It also expects effective availability to be lower than
the reported figures, because the company is also subject to a
fixed-charge coverage ratio covenant if availability under its
revolving credit facility declines to below $6.25 million. We do
not expect to be in compliance if the covenant becomes applicable.
Current liquidity levels have declined from our expectations of a
minimum liquidity of $20 million at the previous rating. Key
credit risks, in our view, are liquidity insufficient to meet
requirements (including approximately $20 million in future
interest payments in 2012). An additional risk is potential
liquidity requirements possibly arising from the put option
available with the seller of AGY Hong Kong Ltd. for the remaining
30% of the company not yet purchased by AGY.  The put option can
be exercised through Dec. 31, 2013.  AGY reports a fair value of
about $0.23 million for the remaining 30% of the AGY Hong Kong
Ltd. as of Sept. 30, 2011 -- a decline from an initial estimated
value of about $12 million in 2009. AGY Hong Kong also has about
$10.5 million of debt, which the company reports it is trying to
extend, and approximately $11.5 million in annually renewable
working capital facilities due in 2012 (debt at AGY Hong Kong is
nonrecourse to AGY)," S&P said.


AHERN RENTALS: Sec. 341 Creditors' Meeting Set for Jan. 30
----------------------------------------------------------
The U.S. Trustee in Nevada will hold a Meeting of Creditors
pursuant to 11 U.S.C. Sec. 341(a) in the Chapter 11 case of Ahern
Rentals Inc. on Jan. 30, 2012, at 4:00 p.m. at Young Bldg, Rm
3024.

The Debtor's representative must be present at the meeting to be
questioned under oath by the U.S. Trustee and by creditors.
Creditors are welcome to attend, but are not required to do so.

Proofs of claim are due in the case by April 30, 2012.

                        About Ahern Rentals

Equipment rental company Ahern Rentals, Inc. --
http://www.ahern.com/-- dba Ahern Heavy Equipment and Rhino's
Turn Equipment, filed a voluntary Chapter 11 petition (Bankr. D.
Nev. Case No. 11-53860) on Dec. 22, 2011, after failing to obtain
an extension of the Aug. 21, 2011 maturity of its revolving credit
facility.  Judge Bruce T. Beesley presides over the case.  Lawyers
at Gordon Silver serve as the Debtor's counsel.  Its financial
advisors are Oppenheimer & Co. and The Seaport Group.  Kurtzman
Carson Consultants LLC serves as claims and notice against.  The
Debtor estimated $500 million to $1 billion in assets and debts.
The petition was signed by Howard Brown, the company's chief
financial officer.

Counsel to Bank of America, as the DIP Agent and First Lien
Agent, are:

          Albert M. Fenster, Esq.
          Marc D. Rosenberg, Esq.
          KAYE SCHOLER LLP
          425 Park Avenue
          New York, NY 10022
          E-mail: afenster@kayescholer.com
                  mrosenberg@kayescholer.com

               - and -

          Robert R. Kinas, Esq.
          SNELL & WILMER
          3883 Howard Hughes Parkway #1100
          Las Vegas, NV 89169-5958
          E-mail: rkinas@swlaw.com

Attorneys for the Majority Term Lenders are:

          Paul Aronzon, Esq.
          Robert Jay Moore, Esq.
          MILBANK, TWEED, HADLEY & MCCLOY LLP
          601 South Figueroa Street, 30th Floor
          Los Angeles, CA 90017
          E-mail: paronzon@milbank.com
                  rmoore@milbank.com

Counsel for the Majority Second Lienholder are:

          Paul V. Shalhoub, Esq.
          Joseph G. Minias, Esq.
          Ana M. Alfonso, Esq.
          WILLKIE FARR & GALLAGHER LLP
          787 Seventh Avenue
          New York, NY 10019-6099
          E-mail: pshalhoub@willkie.com
                  jminias@willkie.com
                  aalfonso@willkie.com

Attorney for GE Capital is:

          James E. Van Horn, Esq.
          McGUIREWOODS LLP
          7 Saint Paul Street, Suite 1000
          Baltimore, MD 21202
          E-mail: jvanhorn@mcguirewoods.com

Attorney for Wells Fargo Bank is:

          Andrew M. Kramer, Esq.
          OTTERBOURG, STEINDLER, HOUSTON & ROSEN, P.C.
          230 Park Avenue
          New York, NY 10169
          E-mail: akramer@oshr.com

Counsel to certain revolving lenders

          Allan S. Brilliant, Esq.
          Glenn E. Siegel, Esq.
          DECHERT LLP
          1095 Avenue of the Americas
          New York, NY 10036
          E-mail: allan.brilliant@dechert.com
                  glenn.siegel@dechert.com

Attorneys for the Second Lien Trustee

          Kyle Mathews, Esq.
          SHEPPARD, MULLIN, RICHTER & HAMPTON LLP
          333 South Hope Street, 48th Floor
          Los Angeles, CA 90071
          E-mail: kmathews@sheppardmullin.com

               - and -

          Timothy Lukas, Esq.
          HOLLAND & HART
          5441 Kietzke Lane, Second Floor
          Reno, NV 89511
          E-mail: tlukas@hollandhart.com


AHERN RENTALS: Wins Interim OK to Hire KCC as Claims Agent
----------------------------------------------------------
Ahern Rentals Inc. won interim Court authority to employ Kurtzman
Carson Consultants LLC as its claims and noticing agent.  The
Debtor anticipates it will be required to provide notice of the
Bankruptcy Case to several thousand persons or entities, each of
which could conceivably file a proof of claim.  KCC attests it
does not represent or hold any interest materially adverse to the
Debtor or to its estate in the matters upon which it is to be
engaged.  The Court will hold a final hearing on the Debtor's
request on Jan. 27, 2012 at 9:30 a.m. (PST).

                        About Ahern Rentals

Equipment rental company Ahern Rentals, Inc. --
http://www.ahern.com/-- dba Ahern Heavy Equipment and Rhino's
Turn Equipment, filed a voluntary Chapter 11 petition (Bankr. D.
Nev. Case No. 11-53860) on Dec. 22, 2011, after failing to obtain
an extension of the Aug. 21, 2011 maturity of its revolving credit
facility.  Judge Bruce T. Beesley presides over the case.  Lawyers
at Gordon Silver serve as the Debtor's counsel.  Its financial
advisors are Oppenheimer & Co. and The Seaport Group.  Kurtzman
Carson Consultants LLC serves as claims and notice against.  The
Debtor estimated $500 million to $1 billion in assets and debts.
The petition was signed by Howard Brown, the company's chief
financial officer.

Counsel to Bank of America, as the DIP Agent and First Lien
Agent, are Albert M. Fenster, Esq., and Marc D. Rosenberg, Esq.,
at Kaye Scholer LLP, and Robert R. Kinas, Esq., at Snell & Wilmer.
Attorneys for the Majority Term Lenders are Paul Aronzon, Esq.,
and Robert Jay Moore, Esq., at Milbank, Tweed, Hadley & McCloy
LLP.  Counsel for the Majority Second Lienholder are Paul V.
Shalhoub, Esq., Joseph G. Minias, Esq., and Ana M. Alfonso, Esq.,
at Willkie Farr & Gallagher LLP.  Attorney for GE Capital is James
E. Van Horn, Esq., at McGuirewoods LLP.  Wells Fargo Bank is
represented by Andrew M. Kramer, Esq., at Otterbourg, Steindler,
Houston & Rosen, P.C.  Allan S. Brilliant, Esq., and Glenn E.
Siegel, Esq., at Dechert LLP argue for certain revolving lenders.
Attorneys for U.S. Bank National Association, as successor to
Wells Fargo Bank, as collateral agent and trustee for the benefit
of holders of the 9-1/4% Senior Secured Notes Due 2013 under the
Indenture dated Aug. 18, 2005, is Kyle Mathews, Esq., at Sheppard,
Mullin, Richter & Hampton LLP and Timothy Lukas, Esq., at Holland
& Hart.


ALT HOTEL: Can Continue Use of Cash Collateral Until March 11
-------------------------------------------------------------
Judge A. Benjamin Goldgar of the U.S. Bankruptcy Court for the
Northern District of Illinois issued a sixth interim order,
authorizing ALT Hotel, LLC, to use its senior lender's cash
collateral through March 11, 2012.

The senior lender consented to the cash collateral relating to the
hotel's room revenues, meeting space revenues, food and beverage
and other operating department revenues, rental and other income,
and monies received on held in impound or trust accounts to fund
the payment of expenses of the hotel until Dec. 23, 2011.

As adequate protection to the diminution in the value of the
lender's collateral, the Debtor will grant the senior lender,
among other things: (i) replacement liens with the same validity
and priority on all rents and all other property of the estate of
the same kind and nature on which the senior lender had a duly
perfected and valid lien and security interest on a prepetition
basis; (ii) make payments to the senior lender equal to interest
on the outstanding senior debt at the default rate set forth in
the senior loan agreement; (iii) continue to maintain adequate
insurance on all property on which the senior lender holds a duly
perfected and valid lien and security interest on a prepetition
basis.

                        About ALT Hotel LLC

ALT Hotel LLC's sole asset is the Allerton Hotel located in the
"Magnificent Mile" area of Chicago.  The Hotel is managed by Kokua
Hospitality, LLC, pursuant to a Hotel Management Agreement, dated
Nov. 9, 2006.  Kokua is the exclusive manager and operator of the
Hotel, and receives management fees for its services, with the
amount of such fees directly linked to the annual performance of
the Hotel.  Hotel Allerton Mezz, LLC, is the sole member of ALT
Hotel.

ALT Hotel filed for Chapter 11 bankruptcy (Bankr. N.D. Ill. Case
No. 11-19401) on May 5, 2011.  Judge A. Benjamin Goldgar presides
over the case.  Neal L. Wolf, Esq., at Neal Wolf & Associates,
LLC, in Chicago, Illinois, serves as bankruptcy counsel to the
Debtor.  In its petition, the Debtor estimated $100 million to
$500 million in assets and $50 million to $100 million in debts.
Affiliate PETRA Fund REIT Corp. sought Chapter 11 protection
(Bankr. S.D.N.Y. Case No. 10-15500) on Oct. 20, 2010.


AMERICAN AIRLINES: To be Delisted From New York Stock Exchange
--------------------------------------------------------------
AMR Corporation, the parent company of American Airlines, Inc. and
AMR Eagle Holding Corporation, has received written notification
from the New York Stock Exchange) advising AMR that its common
stock, traded under the symbol AMR, its 9% Debentures due 2016
traded under the symbol AMR 16 and its 7.875% PINES due 2039
traded under the symbol AAR will be suspended from trading on the
NYSE, and that the NYSE will apply to the Securities and Exchange
Commission to commence delisting procedures for these securities.
The suspension will begin prior to the opening of the market on
Jan. 5, 2012. NYSE advised AMR that it is taking these steps
because the average closing price of AMR's common stock fell below
the NYSE's continued listing minimum share price standard of $1
over a consecutive 30-trading-day period.

Due to the company's Chapter 11 filing, AMR is not able to affirm
an intent to cure the aforementioned share price deficiency and,
accordingly, does not oppose the suspension and delisting of its
securities.

The company expects that price quotations for its common stock and
publicly traded debt securities will be available under new
symbols on the OTC Bulletin Board (OTCBB) and Pink Sheets
Electronic Quotation Service as early as Jan. 5, 2012.  The
company will publicly announce the new symbols and their effective
date as soon as practicable.

AMR cannot predict what the ultimate value of any of its
securities may be, and it remains too early to determine whether
holders of any such securities will receive any distribution in
the Chapter 11 reorganization.  In particular, in most Chapter 11
cases, holders of equity securities receive little or no recovery
of value from their investment.

As a result, AMR urges investors to exercise appropriate caution
with respect to any existing or future investments in AMR's
securities.

                      About American Airlines

AMR Corp. and its subsidiaries including American Airlines, the
third largest airline in the United States, filed for bankruptcy
protection (Bankr. S.D.N.Y. Lead Case No. 11-15463) in Manhattan
on Nov. 29, 2011, after failing to secure cost-cutting labor
agreements.

AMR, previously the world's largest airline prior to mergers by
other airlines, is the last of the so-called U.S. legacy airlines
to seek court protection from creditors.

American Airlines, American Eagle and the AmericanConnection
carrier serve 260 airports in more than 50 countries and
territories with, on average, more than 3,300 daily flights.  The
combined network fleet numbers more than 900 aircraft.

The Company reported a net loss of $884 million on $18.02
billion of total operating revenues for the nine months ended
Sept. 30, 2011.  AMR recorded a net loss of $471 million in the
year 2010, a net loss of $1.5 billion in 2009, and a net loss of
$2.1 billion in 2008.

The Company's balance sheet at Sept. 30, 2011, showed
$24.72 billion in total assets, $29.55 billion in total
liabilities, and a $4.83 billion stockholders' deficit.

Weil, Gotshal & Manges LLP serves as bankruptcy counsel to the
Debtors.  Paul Hastings LLP and Debevoise & Plimpton LLP Groom Law
Group, Chartered, are on board as special counsel.  Rothschild
Inc., is the financial advisor.   Garden City Group Inc. is the
claims and notice agent.

Bankruptcy Creditors' Service, Inc., publishes AMERICAN AIRLINES
BANKRUPTCY NEWS.  The newsletter tracks the Chapter 11 proceeding
undertaken by AMR Corp. and its affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)


AMERICAN AXLE: Thomas Claugus Discloses 7.5% Equity Stake
---------------------------------------------------------
In an amended Schedule 13G filing with the U.S. Securities and
Exchange Commission, Thomas E. Claugus and his affiliates
disclosed that, as of Dec. 27, 2011, they beneficially own
5,628,700 shares of common stock of American Axle & Manufacturing
Holdings, Inc., representing 7.5% of the shares outstanding.  As
previously reported by the TCR on Dec. 5, 2011, Thomas Claugus
disclosed beneficial ownership of 4,720,700 shares or 6.3% equity
stake.  A full-text copy of the amended Schedule 13G is available
for free at http://is.gd/PXXgqE

                        About American Axle

Headquartered in Detroit, Michigan, American Axle & Manufacturing
Holdings Inc. (NYSE: AXL) -- http://www.aam.com/-- manufactures,
engineers, designs and validates driveline and drivetrain systems
and related components and chassis modules for light trucks, sport
utility vehicles, passenger cars, crossover vehicles and
commercial vehicles.  AXL has financial support from GM, its
largest customer which accounted for 78% of sales in 2009.

The Company's balance sheet at Sept. 30, 2011, showed $2.23
billion in total assets, $2.60 billion in total liabilities, and a
$373.30 million total stockholders' deficit.

                          *     *     *

In June 2011, Standard & Poor's Ratings Services raised its
corporate credit rating on American Axle & Manufacturing Holdings
Inc. to 'BB-' from 'B+'.  The outlook is stable. "At the same
time, we raised our issue-level ratings on the company's senior
secured debt to 'BB' from 'BB-' and on the unsecured debt to 'B'
from 'B-'.  All the recovery ratings on the debt remain
unchanged," S&P stated.  "The upgrade reflects our opinion that
American Axle's credit measures will improve further over the next
12 months under the gradual recovery in North American auto
demand, and that the company's leverage will decline to 3.5x,"
said Standard & Poor's credit analyst Lawrence Orlowski.

As reported by the TCR on June 3, 2011, Moody's Investors Service
raised American Axle's Corporate Family Rating and Probability of
Default Rating to 'B1' from 'B2'.  The raising of American Axle's
CFR to B1 incorporates Moody's expectation that the company's
improved year-over-year EBIT margin will largely be sustained over
intermediate-term despite potential temporary automotive
production disruptions and high gasoline prices.


AMERICAN EXPLORATION: Mainland TO Buy Buena Vista Acreage
---------------------------------------------------------
Mainland Resources, Inc., has reached an Agreement in Principle,
subject to certain conditions precedent, including entering into a
definitive agreement, to purchase, from the owner, all rights,
title and interest in and to approximately 4,580 acres of oil and
gas leases located on the Buena Vista prospect in Mississippi.
The Leases were previously held by American Exploration
Corporation.  As consideration for the purchase, the Company has
agreed to issue 15,000,000 shares of its capital stock to the
owner and has agreed to grant the owner a 5 percent working
interest, after payout, of any wells drilled and completed on the
approximately 12,800 acres initially contributed to the Buena
Vista Joint Operating Agreement by Mainland and American.

The Leases were previously held by American by way of an Option
Purchase Agreement.  American was unable to provide reasonable
financial consideration acceptable to the owner of the Leases and
was deemed to be in default of the provisions of the Option
Purchase Agreement.  As a result, American automatically forfeited
and transferred to the owner all rights under the Option Purchase
Agreement including, but not limited to, the Leases.  The owner
retained all payments made by American under the Option Purchase
Agreement and all improvements made to the Leases. American will
retain a 20% working interest in the 8,225 acres in the Buena
Vista prospect contributed by Mainland to the Joint Operating
Agreement.

Based on these events, Mainland and American have agreed to
terminate their contemplated merger.  The 15,000,000 Mainland
shares being issued to purchase the Leases represent approximately
the same number of shares that would have been issued to the
shareholders of American on completion of the contemplated merger.

Mike Newport, President of Mainland, states, "We are extremely
pleased to have succeeded in reaching an agreement in principle to
purchase this acreage, which will complete the assembly of the
entire land package representing the Buena Vista prospect turtle
back structure target first discovered by the Chevron Long Well
and confirmed by Mainland's Burkley Phillips No. 1 well."

The Company is considering several alternatives including joint
venture partners and equity financing in order to fund the well
completion and testing.  A completion program has been developed
and will be commenced once acceptable funding or partnership and
site access issues are resolved.

                       About Mainland Resources

Mainland Resources, Inc. and its working interest partners control
approximately 17,265 net acres or 28 sections on the Buena Vista
prospect area where the Burkley-Phillips No. 1 well was drilled to
22,000 feet, cored and logged.  Upon completion of the purchase of
the Leases, Mainland would own 92% before payout of approximately
9,040 acres and 72% before payout of the remaining approximately
8,225 acres comprising the total 17,265 acres in the Buena Vista
prospect.  As recently announced, core analysis has determined
that gas in place in the Buena Vista prospect could be up to 500
BCF/section based on the cored interval.


AMERICAN SCIENTIFIC: C. Tirotta Quits; R. Faber Assumes CEO Role
----------------------------------------------------------------
Dr. Christopher Tirotta resigned from his position as the Chief
Executive Officer of American Scientific Resources, Incorporated
On Dec. 27, 2011.  His resignation was not the result of any
disagreements with the Company on any matters relating to the
Company's operations, policies or practices.  Dr. Tirotta will
remain in his position as the Executive Chairman of the Company's
Board of Directors.

On Dec. 27, 2011, Robert T. Faber was appointed as the Company's
Chief Executive Officer.  Mr. Faber is also a member of the
Company's Board of Directors.

Mr. Faber has 20 years of experience in diverse financial
management, business and acquisitions.  Since 2003, Mr. Faber has
held various positions at Comstock Mining, Inc., a publicly traded
precious metals company, including President, Chief Executive
Officer and Chief Financial Officer.  At Comstock, Mr. Faber has
several responsibilities, including managing Comstock's reporting
and disclosure obligations to the U.S. Securities and Exchange
Commission, as well as securing financing for operations and
management functions.  Prior to joining Comstock, Mr. Faber served
as the Vice President of United Site Services, Inc., a privately
held consolidator in the waste services industry, from 2002 to
2003.  At United Site, Mr. Faber was responsible for strengthening
the organizational structure of the company, cash management and
directing the company's acquisition and integration process.
Additionally, Mr. Faber served as an executive with Allied Waste
Industries overseeing a $1.2 billion, multi-state area.  Prior to
Allied Waste Industries, Mr. Faber spent 17 years with Waste
Management, Inc., a publicly traded environmental services
company, during which time he served in senior positions both
internationally and domestically.  Mr. Faber's positions included
Director of Finance of Waste Management's $1.4 billion multi-
country international operations based in London, England and Vice
President and Controller for several $100 million plus multi-state
market areas.  Mr. Faber is also currently a director of Mustang
Alliances, Inc., a natural resource company engaged in the
exploration of mineral properties.  He has served in such role
since July 2011.  Mr. Faber graduated from St. Johns University
with a B.S. in Accounting in 1982.

Mr. Faber does not have a family relationship with any of the
current officers or directors of the Company.

                      About American Scientific

Weston, Fla.-bases American Scientific Resources, Inc., provides
healthcare and medical products.  The Company develops,
manufactures and distributes healthcare and medical products
primarily to retail drug chains, retail stores specializing in
sales of products for babies and medical supply dealers.  The
Company does sub-component assembly and packaging for the
Disintegrator product line.  All of the Company's other products
are manufactured by third parties.  The Company was comprised of
three subsidiaries: (i) Kidz-Med, Inc., (ii) HeartSmart, Inc., and
(iii) Ulster Scientific, Inc., of which only Kidz-Med was active
until Dec. 31, 2010.  All subsidiaries are currently inactive.

The Company reported a net loss applicable to common shareholders
of $6.92 million on $763,020 of net product sales for the nine
months ended Sept. 30, 2011, compared with a net loss applicable
to common shareholders of $4.78 million on $578,961 of net product
sales for the same period a year ago.

The Company's balance sheet at Sept. 30, 2011, showed
$1.26 million in total assets, $9.21 million in total liabilities,
and a $7.95 million total shareholders' deficit.

Rosenberg Rich Baker Berman & Company, in Somerset, New Jersey,
expressed substantial doubt about American Scientific Resources'
ability to continue as a going concern, following the Company's
2010 results.  The independent auditors noted that the Company has
suffered recurring losses, its current liabilities exceed its
current assets and it is in default with certain of its
obligations.


APPLIED MINERALS: Sells 10-Mil. Units to Samlyn for $10-Million
---------------------------------------------------------------
Applied Minerals, Inc., on Dec. 22, 2011, sold to two funds
managed by Samlyn Capital, LLC, pursuant to an investment
agreement, 10 million units for total gross proceeds of $10
million in cash.  Each unit consists of one share of common stock
of the Company and one 5-year warrant to purchase 0.5 shares of
common stock of the Company at an equivalent price of $2.00 per
share.

Under certain conditions, the Company has the right to call or
redeem all or some of the warrants if not exercised by the
Investor.  On and from the Issue Date through the fifth
anniversary of the Investment Agreement, the Investor has the
right to designate one person to be nominated for election to the
Company's Board of Directors so long as the Investor owns at least
9.7 million shares of common stock of the Company (including those
shares issuable to the Investor upon the exercise of the Warrant).
Currently, the Investor is not exercising this right.  If, during
the above referenced period, the Investor owns 9.7 million shares
of common stock of the Company and Andre Zeitoun, CEO of the
Company, does not serve as a named executive officer of the
Company or as Chairman of the Company's Board of Directors, the
Investor will be entitled to designate a number of additional
nominees who, together with the Initial Nominee, if any, will
comprise at least 20% of the total number of directors.

Issuance of the shares of common stock of the Company, warrants to
purchase shares of common stock of the Company, and shares of
common stock of the Company issuable upon the conversion of the
warrants was made in reliance upon the exemption found in Section
4(2) of the Securities Act of 1933.

Under the terms of the Registration Rights Agreement, within
thirty days after the date of the RRA, the Company must file a
resale registration statement under the Securities Act for the
shares of common stock of the Company, Warrants to purchase shares
of common stock of the Company, and shares of common stock of the
Company issuable upon conversion of the Warrants.

The reported closing price of the Company's common stock on
Dec. 22, 2011 was $1.33.

                      About Applied Minerals

New York City-based Applied Minerals, Inc. (OTC BB: AMNL) is a
leading global producer of halloysite clay used in the development
of advanced polymer, catalytic, environmental remediation, and
controlled release applications.  The Company operates the Dragon
Mine located in Juab County, Utah, the only commercial source of
halloysite clay in the western hemisphere.  Halloysite is an
aluminosilicate clay that forms naturally occurring nanotubes.

The Company reported a net loss of $4.77 million for 2010,
compared with a net loss of $6.77 million for 2009.  The Dragon
Mine property has yet to produce any significant revenue and, as
such, the Company generated no gross profit for the twelve months
ended Dec. 31, 2010, and 2009.

As reported by the TCR on April 28, 2011, PMB Helin Donovan, LLP,
in Spokane, Washington, after auditing the Company's financial
statements for the year ended Dec. 31, 2010, expressed substantial
doubt about the Company's ability to continue as a going concern.
The independent auditors noted that the Company has an accumulated
deficit from operations and a net deficiency in working capital.

Applied Minerals in its Form 10-Q acknowledged that it has
incurred material recurring losses from operations.  At March 31,
2011, the Company had aggregate accumulated deficits prior to and
during the exploration stage of $33,239,435, in addition to
limited cash and unprofitable operations.  For the period ended
March 31, 2011 and 2010, the Company sustained net losses before
discontinued operations of $1,343,240 and $1,084,299,
respectively.  These factors indicate that the Company may be
unable to continue as a going concern for a reasonable period of
time, according to the quarterly report.

The Company also reported a net loss from exploration stage before
discontinued operations of $5.60 million on $85,971 of revenue for
the nine months ended Sept. 30, 2011, compared with a net loss
from exploration stage before discontinued operations of $3.53
million on $0 of revenue for the same period a year ago.

The Company's balance sheet at Sept. 30, 2011, showed
$4.91 million in total assets, $4.41 million in total liabilities
and $499,548 in total stockholders' equity.


AS SEEN ON TV: Board of Directors Increased to Four Members
-----------------------------------------------------------
As Seen On TV, Inc., expanded its board of directors to four
members by written consent of the board.  In accordance with the
Company's bylaws, Greg D. Adams was appointed by a unanimous
written consent of the members of the Company's board of
directors, to fill the newly created vacancy.  Mr. Adams will
serve on the board of directors and shall hold office until the
next election of directors by stockholders and until his successor
is elected and qualified or until his earlier resignation or
removal.

Mr. Adams, age 50, has served as chief operating officer of Green
Earth Technologies, Inc., since September 2010, and chief
financial officer and secretary of Green Earth since March 2008.
Green Earth markets, sells and distributes branded,
environmentally-friendly, bio-based performance and cleaning
products to the automotive aftermarket, outdoor power equipment
and marine markets.  Green Earth's common stock is quoted on the
Over-the-Counter Bulletin Board (OTCBB) under symbol "GETG".  From
1999 to 2008, he served as chief financial officer, chief
operating officer and director of EDGAR Online Inc., a provider of
business information.  From 1994 to 1999, he was also chief
financial officer and senior vice president, finance of PRT Group
Inc., a technology solutions company and the Blenheim Group Plc.,
U.S. Division, a conference management company.  Mr. Adams began
his career in 1983 at KPMG in the audit advisory practice where he
worked for 11 years.  Mr. Adams is a Certified Public Accountant,
a member of the New York State Society of Certified Public
Accountants and the American Institute of Certified Public
Accountants, and served as vice chairman of Financial Executives
International's committee on finance and information technology.
He received a B.B.A. degree in Accounting from the College of
William & Mary.

Pursuant to an independent director agreement, the Company has
agreed to pay Mr. Adams an annual fee of $18,000 for serving on
the board of directors.  In addition, the Company has issued Mr.
Adams options to purchase up to 25,000 shares of the Company's
common stock, exercisable at $1.00 per share and exercisable for a
term of five years.  Options to purchase 12,500 shares of common
stock vest on Dec. 22, 2012, and options to purchase 12,500 shares
vest on Dec. 22, 2013.  The options are issued pursuant and
subject to the Company's equity incentive plan.

                        About As Seen on TV

Clearwater, Fla.-based As Seen On TV, Inc., is a direct response
marketing company.  The Company identifies, develops, and markets
consumer products.  The Company's  strategy employs three primary
channels: Direct Response Television (Infomercials), Television
Shopping Networks and Retail Outlets.

The Company's balance sheet at Sept. 30, 2011, showed $3.5 million
in total assets, $13.9 million in total current liabilities, and
a stockholders' deficit of $10.4 million.

EisnerAmper LLP, in Edison, New Jersey, expressed substantial
doubt about H&H Imports' ability to continue as a going concern,
following the Company's results for the fiscal year ended
March 31, 2011.  The independent auditors noted that of the
Company's recurring losses from operations and negative cash flows
from operations.


ATKORE INTERNATIONAL: S&P Lowers Corp. Credit Rating to 'B'
-----------------------------------------------------------
Standard & Poor's Ratings Services lowered its corporate credit
rating on Harvey, Ill.-based Atkore International Inc. to 'B' from
'B+'. The rating outlook is stable.

"At the same time, we lowered our issue-level rating on the
company's senior secured debt to 'B' (the same as the corporate
credit rating) from 'B+'. The recovery rating remains '3'," S&P
said.

All ratings are removed from CreditWatch, where they were placed
with negative implications on Sept. 12, 2011.

"The downgrade reflects our assessment that the current cyclical
downturn in nonresidential construction, Atkore's largest end
market, will continue to constrain its profitability, contributing
to a weaker financial risk profile," said Standard & Poor's credit
analyst Marie Shmaruk.

"Previously, we had assumed that nonresidential construction
activity would pick up, albeit modestly, during the latter part of
2011 and improve further in 2012. However, the recovery is taking
longer than we had expected. Atkore generated adjusted EBITDA of
$123 million during fiscal year 2011, much lower than the $165
million we had forecast. Consequently, total adjusted debt to
EBITDA exceeded 6.0x, a level we consider to be inconsistent with
our view of its 'aggressive' financial risk profile (as our
criteria define the term) and the 'B+' rating," S&P said.

"Likewise, our expectations for fiscal 2012 are now less
optimistic, with demand remaining sluggish, though improving over
2011, and recent improvement in steel prices aiding first-half
operating performance. We now expect 2012 EBITDA in the $130
million to $140 million range compared with our previous forecast
of around $175 million. This should result in adjusted debt
(adjusted for operating leases and debt-like convertible preferred
securities) to EBITDA in the range of 5.5x to 6.0x, EBITDA
interest coverage of less than 2.0x, and funds from operations
(FFO) to adjusted debt of less than 10%. We consider these levels
consistent with a 'highly leveraged' financial risk profile and a
'B' rating. We assume a modest improvement in 2013 with EBITDA of
about $145 million, adjusted debt to EBITDA of approximately 5.5x,
and FFO to debt of less than 10%, still consistent with a highly
leveraged financial risk profile," S&P said.


BLACK ELK: S&P Raises Senior Secured Debt Ratings to 'B'
--------------------------------------------------------
Standard & Poor's Ratings Services raised its senior secured debt
ratings on Houston-based Black Elk Energy Offshore Operations LLC
(Black Elk) to 'B' (one notch above the corporate credit rating)
from 'B-'. "We revised our recovery rating on this debt to '2',
indicating our expectation for substantial (70% to 90%) recovery
in the event of a payment default, from '4'," S&P said.

"The revised recovery rating reflects changes to the company's
reserve values following recent acquisitions and changes to its
capital structure. Our valuation of reserves is based on a
company-provided PV-10 report using mid-year 2011 reserves at our
stressed price assumptions of $45 per barrel of West Texas
Intermediate (WTI) crude oil and $4.00 per million British Thermal
Units (BTU) of Henry Hub natural gas," S&P said.

"The corporate credit rating on Black Elk reflects the company's
'vulnerable' business risk profile (as our criteria define the
term) due to its small reserve and production base, very short
reserve life, and acquisitive growth strategy. It also
incorporates the company's geographically concentrated reserves in
the Gulf of Mexico region and its position in a highly cyclical,
capital-intensive, and competitive industry," S&P said.

Ratings List
Black Elk Energy Offshore Operations LLC
Corporate credit rating              B-/Stable/--

Revised Ratings                       To          From
Black Elk Energy Offshore Operations
LLC/Black Elk Energy Finance Corp.
Senior secured                       B           B-
  Recovery rating                     2           4


BLACK MOUNTAIN: Case Summary & 2 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Black Mountain Property Group, LLC
        P.O. Box 1157
        Arden, NC 28704

Bankruptcy Case No.: 11-11232

Chapter 11 Petition Date: December 23, 2011

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

Judge: George R. Hodges

Debtor's Counsel: D. Rodney Kight, Jr., Esq.
                  KIGHT LAW OFFICE PC
                  7 Orchard Street, Suite 100
                  Asheville, NC 28801
                  Tel: (828) 255-9881
                  Fax: (828) 255-9886
                  E-mail: info@kightlaw.com

Scheduled Assets: $4,873,114

Scheduled Liabilities: $5,282,000

A list of the Company's two largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/ncwb11-11232.pdf

The petition was signed by Kenneth G. Jackson, Sr., managing
member.


BLOCKBUSTER INC: To Shut Down Three Stores in Lehigh Valley
-----------------------------------------------------------
The Morning Call reports that Blockbuster Video plans to shutter
all but one of its remaining Lehigh Valley, Pa., stores in the
coming days.  According to the report, Blockbuster plans to cease
rentals as early as Monday, Dec. 26, 2011, at stores at 2221
Lehigh St., Allentown; 2918 William Penn Highway, Palmer Township;
and 756 Memorial Parkway, Phillipsburg.  Liquidations are planned
to start next week.  The report notes that Blockbuster is sparing
its store at 7150 Hamilton Boulevard, Trexlertown.

                      About Blockbuster Inc.

Blockbuster Inc., the movie rental chain with a library of
more than 125,000 titles, along with 12 U.S. affiliates,
initiated Chapter 11 bankruptcy proceedings with a pre-arranged
reorganization plan in Manhattan (Bankr. S.D.N.Y. Case No.
10-14997) on Sept. 23, 2010.  It disclosed assets of $1 billion
and debts of $1.4 billion at the time of the filing.

Martin A. Sosland, Esq., and Stephen Karotkin, Esq., at Weil,
Gotshal & Manges, serve as counsel to the U.S. Debtors.
Rothschild Inc. is the financial advisor.  Alvarez & Marsal is the
restructuring advisor with A&M managing director Jeffery J.
Stegenga as chief restructuring officer.  Kurtzman Carson
Consultants LLC is the claims and notice agent.  The Official
Committee of Unsecured Creditors retained Cooley LLP as its
counsel.

In April 2011, Blockbuster conducted a bankruptcy court-sanctioned
auction for all the assets.  Dish Network Corp. won with an offer
having a gross value of $320 million.


BLONDER CO: Files for Chapter 7 Liquidation
-------------------------------------------
Home Textiles Today reports that Blonder Co. filed for Chapter 7
bankruptcy, the procedure used for liquidation.

The report relates that Blonder disclosed assets of $3.17 million
and liabilities of $4.75 million in its Dec. 19 filing in the Ohio
Northern District Bankruptcy Court.

Home Textiles Today, citing the Company's bankruptcy petition,
discloses that year-to-date income in 2011 amounted to just under
$2.9 million.  While the paperwork did not specify the company's
intention to liquidate, there was no filing for Debtor-In-
Possession financing, which is typical in cases where a company
plans to reorganize, the report notes.

According to the report, Blonder's list of unsecured creditors
included 48 employees owed wages and benefits.  Only a few home
textiles companies were cited among the unsecured creditors and
for small amounts, the report says.

Based in Cleveland, Ohio, Blonder Co. supplies bath accessories.


CATASYS INC: Raises $1-Mil. From Sale of Common Shares
------------------------------------------------------
Catasys, Inc., has entered into agreements to sell 3.3 million
shares of its common stock at a price per share of $.30 to
accredited investors pursuant to a registered direct offering,
representing gross proceeds of approximately $1 million.

Investors will also receive warrants to purchase approximately 3.3
million shares of the Company's common stock.  The warrants have
an exercise price of $.30 per share and are exercisable at any
time after the closing of the transaction and before the 5th
anniversary of such initial issuance date.  The closing of the
offering is expected to take place on or before Dec. 23, 2011,
subject to the satisfaction of customary closing conditions,
including the receipt of all necessary regulatory approvals.
Pursuant to the agreement with the institutional investors, the
Company will not offer any additional securities off the
registration statement and accordingly, the offering is completed.

The Company plans to use the net proceeds from the offering for
working capital and general corporate purposes.

Rodman & Renshaw, LLC, a wholly-owned subsidiary of Rodman &
Renshaw Capital Group, Inc., acted as the exclusive placement
agent for the transaction.

The securities are being offered pursuant to a registration
statement on form S-1, which was declared effective by the United
States Securities and Exchange Commission on Dec. 1, 2011.  This
press release will not constitute an offer to sell or the
solicitation of an offer to buy any of the securities described
herein, nor will there be any sale of these securities in any
state or jurisdiction in which such offer, solicitation or sale
would be unlawful prior to registration or qualification under the
securities laws of any such state or jurisdiction.  When filed
with the SEC, copies of the prospectus supplement and the
accompanying base prospectus relating to this offering may be
obtained at the SEC's website at http://www.sec.govor by request
at Rodman & Renshaw, LLC, 1251 Avenue of the Americas, 20th Floor,
New York, New York  10020.

                        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.


CELL THERAPEUTICS: Has $5.2 Million Net Loss in November
--------------------------------------------------------
Cell Therapeutics, Inc., provided information pursuant to a
request from the Italian securities regulatory authority, CONSOB,
pursuant to Article 114, Section 5 of the Unified Financial Act,
that the Company issue at the end of each month a press release
providing a monthly update of certain information relating to the
Company's management and financial situation.

The Company estimated a net loss attributable to common
shareholders of $5.21 million on $0 of net revenue for the month
ended Nov. 30, 2011, compared with net income attributable to
common shareholders of $4.01 million on $0 of net revenue during
the prior month.

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

                        http://is.gd/xR8esx

                      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.


CELLFOR CORP.: Chapter 15 Case Summary
--------------------------------------
Chapter 15 Petitioner: Doug Chivers
                       The Bowra Group, Inc.

Chapter 15 Debtor: CellFor Corp.
                   817 West Peachtree Street, Suite 210
                   Atlanta, GA 30308

Chapter 15 Case No.: 11-86263

Chapter 15 Petition Date: December 20, 2011

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

Judge: Paul W. Bonapfel

Debtor?s Counsel: Michael A. Coots, Jr., Esq.
                  MILLER & MARTIN, PLLC
                  1170 Peachtree Street, Suite 800
                  Atlanta, GA 30309-7649
                  Tel: (404) 962-6100
                  Fax: (404) 962-6300
                  E-mail: mcoots@millermartin.com

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

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

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

Affiliate that filed separate Chapter 11 petition:

        Entity                        Case No.       Petition Date
        ------                        --------       -------------
CellFor Inc.                          S-118413            12/18/11


C.H. STONE: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: C.H. Stone Plumbing Co., Inc.
        13170 Spring Street
        Baldwin Park, CA 91706-2284

Bankruptcy Case No.: 11-61621

Chapter 11 Petition Date: December 20, 2011

Court: U.S. Bankruptcy Court
       Central District of California (Los Angeles)

Debtor's Counsel: Dheeraj K. Singhal, Esq.
                  DCDM LAW GROUP
                  30 N. Raymond, Suite 801
                  Pasadena, CA 91103
                  Tel: (626) 689-2407
                  Fax: (626) 689-2205
                  E-mail: dksinghal@dcdmlawgroup.com

Scheduled Assets: $1,609,284

Scheduled Liabilities: $2,565,502

The Company's list of its 20 largest unsecured creditors filed
with the petition is available for free at:
http://bankrupt.com/misc/cacb11-61621.pdf

The petition was signed by David K. Dean, CEO.


CHASKA MN: S&P Assigns 'BB+' Rating on Series 2011 A & B Bonds
--------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'BB+' long-term
rating to Chaska, Minn.'s $3.3 million series 2011A lease revenue
bonds and $165,000 2011B taxable lease revenue bonds issued for
the World Learner School (WLS) Building Co. project. The outlook
is stable.

"The rating reflects our view of the school's stable headcount and
sound financial profile that the debt issuance will only
marginally affect," said Standard & Poor's credit analyst Avanti
Paul. "However, the school's small size, which leaves it
vulnerable to potential unfavorable student enrollment
fluctuations, offsets the overall credit strengths," Ms. Paul
added.

The 'BB+' rating further reflects S&P's view of the school's:

    Measured growth to 197 students;

    Improved operating performance in fiscal 2011;

    Steady growth of its fund balance, which stands at a strong
    46% of operating expenses;

    Long history of lease payments and adequate pro forma debt
    service coverage; and

    Several charter renewals since its founding in 1995.

"We understand that proceeds from the series 2011A and 2011B bonds
will refinance the debt on the currently occupied facility,
reimburse its co-occupant so that WLS is the sole occupant and
owner of the building, and fund a small renovation," S&P said.

"The stable outlook reflects our view that WLS will sustain its
favorable operating performance and meet its projected headcount
to thus generate projected debt service coverage," S&P said.


CLARE OAKS: Has Interim OK on Senior Care Development DIP Loan
--------------------------------------------------------------
Clare Oaks sought and obtained interim permission from the
Bankruptcy Court to borrow up to $6 million under a postpetition
multiple draw term loan facility from Senior Care Development,
LLC.  Clare Oaks, however, may use not more than $1.5 million
pending a Jan. 24 final hearing on the DIP Loan.

The Loan Proceeds may be used solely in accordance with a budget.
The parties' DIP credit agreement provides that up to $5 million
of the funds may be used solely to (i) pay interest, fees and
expenses in connection with the loan; (ii) fund postpetition
operating expenses incurred by the Borrower in the ordinary course
of business; and (iii) pay certain costs and expenses in
connection with the administration of the Chapter 11 case.  Up to
$1 million of the Loan Proceeds may be solely used to make
adequate protection payments to Wells Fargo Bank, National
Association, as master trustee and bond trustee for series 2006
Illinois Finance Authority Revenue Bonds (Clare Oaks Project), for
the benefit of itself and the holders of prepetition debt.

The DIP obligations will be secured by (i) a first-priority
priming lien and security interest on all assets of the Debtor
including, without limitation, a leasehold mortgage on the
Debtor's leasehold interest under ground lease with the Sisters of
St. Joseph of the Third Order of St. Francis, Inc., (ii) first-
priority blanket liens and security interests on all other assets
of the Borrower that are not subject to existing liens, (iii)
second-priority liens on all collateral that is subject to valid,
perfected and non-avoidable liens, and (iv) super-priority
administrative expense claims against the Borrower's bankruptcy
estate.  The liens and super-priority claims granted to the DIP
Lender, however, are subject and subordinate only to (x) the
rights of Clare Oak residents to their deposits pursuant to any
agreement or order authorizing the Borrower to escrow or segregate
any Resident Deposits for the benefit of residents, and (y) the
carve-out for fees payable to the Clerk of Court, the U.S. Trustee
and the bankruptcy professionals employed in the case.

The DIP facility matures on the earliest of (i) July 31, 2012,
which date may be extended for one month; (ii) the effective date
of a plan of reorganization in the Chapter 11 case, (iii) the
closing of the sale, if any, of all or substantially all of the
Borrower's assets or (iv) the acceleration of the loans and the
termination of the commitments in accordance with the terms of the
DIP Loan Agreement.

The DIP Loan will carry interest at the greater of (i) 200 basis
points plus 4.0% per annum or (ii) the then-current LIBOR Rate
plus 4.0% per annum.  The default rate is an additional 200 basis
points per annum.

The Debtor is required to pay the DIP Lender a $300,000 commitment
fee (payable out of the initial advance).  If applicable, an
extension fee of $60,000 is payable on the maturity date.  A
$120,000 exit fee is also payable on the maturity date.

                         About Clare Oaks

Clare Oaks, an Illinois not-for-profit corporation organized under
section 501(c)(3) of the Internal Revenue Code, operates a
namesake continuing care retirement community in Bartlett,
Illinois.  Its members are the Sisters of St. Joseph of the Third
Order of St. Francis, a Roman Catholic religious institute, who
are elected and serving as the members of the Central Board of the
Congregation.  Clare Oaks is managed by CRSA/LCS Management LLC,
an affiliate of Life Care Services LLC.

Clare Oaks filed for Chapter 11 bankruptcy (Bankr. N.D. Ill. Case
No. 11-48903) on Dec. 5, 2011.  Judge Pamela S. Hollis presides
over the case.  David R. Doyle, Esq., George R. Mesires, Esq., and
Patrick F. Ross, Esq., at Ungaretti & Harris LLP, serve as the
Debtor's counsel.  North Shores Consulting serves as the Debtor's
operations consultant.  Continuum Development Services and Alvarez
& Marsal Healthcare Industry Group LLC serve as advisors.  Alvarez
& Marsal's Paul Rundell serves as the Chief Restructuring Officer.
Sheila King Marketing + Public Relations serves as communications
advisors.  In its petition, Clare Oaks estimated $100 million to
$500 million in assets and debts.  The petition was signed by
Michael D. Hovde, Jr., president.

The United States Trustee for Region 11 has appointed five members
to the Official Unsecured Creditors Committee.

Wells Fargo, as master trustee and bond trustee, is represented by
Daniel S. Bleck, Esq., and Charles W. Azano, Esq., at Mintz Levin
Cohen Ferris Glovsky and Popeo PC; and Robert M. Fishman, Esq.,
and Allen J. Guon, Esq., at Shaw Gussis Fishman Glantz Wolfson &
Towbin LLC.  Sovereign Bank, the letters of credit issuer, is
represented by John R. Weiss, Esq., at Duane Morris LLP.  Senior
Care Development LLC, the DIP Lender, is represented by William S.
Fish, Jr., Esq., and Sarah M. Lombard, Esq., at Hinckley Allen &
Snyder LLP.


CLARE OAKS: Court Approves Garden City Group as Claims Agent
------------------------------------------------------------
Clare Oak won Bankruptcy Court permission to employ The Garden
City Group Inc. as notice, claims and balloting agent.

GCG's hourly billing rates are:

          Title                      Standard Hourly Rates
          -----                      ---------------------
     Administrative & Data Entry            $45-$55
     Mailroom and Claims Control            $55
     Customer Service Representatives       $57
     Project Administrators                 $70-$85
     Quality Assurance Staff                $80-$125
     Project Supervisors                    $95-$110
     Systems & Technology Staff            $100-$200
     Graphic Support for web site          $125
     Project Managers                      $125-$175
     Directors, Sr. Consultants
        and Asst VP                        $200-$295
     Vice President and above              $295

Expert services provided by Vice President Jeff Stein in
connection with solicitation (including of public securities) and
tabulation will be at a rate of $310 per hour.

Before the Petition Date, Clare Oaks paid to GCG a retainer
totaling $25,000.  GCG will apply the Retainer against all
prepetition fees and expenses first, and then against the last
bill for fees and expenses incurred by GCG in this case.

Although the Debtor has not yet filed its schedules of assets and
liabilities, it anticipates that roughly 1,200 entities must be
provided notice.  Due to the nature of the Debtor's business --
providing senior citizens with a full continuum of services,
including healthcare and support services -- many notice parties
in this case will consist of residents and their relatives.  To
comply with certain statutory requirements (e.g., Health Insurance
Portability and Accountability Act), the Debtor believes it cannot
publicly disclose residents' contact information on the mailing
matrix.  In view of the number of anticipated claimants, the
confidentiality of residents' information, and the complexity of
the Debtor's business, the Debtor submits that the appointment of
a notice, claims and balloting agent is both necessary and in the
best interests of both the Debtor's estate and its creditors.

                         About Clare Oaks

Clare Oaks, an Illinois not-for-profit corporation organized under
section 501(c)(3) of the Internal Revenue Code, operates a
namesake continuing care retirement community in Bartlett,
Illinois.  Its members are the Sisters of St. Joseph of the Third
Order of St. Francis, a Roman Catholic religious institute, who
are elected and serving as the members of the Central Board of the
Congregation.  Clare Oaks is managed by CRSA/LCS Management LLC,
an affiliate of Life Care Services LLC.

Clare Oaks filed for Chapter 11 bankruptcy (Bankr. N.D. Ill. Case
No. 11-48903) on Dec. 5, 2011.  Judge Pamela S. Hollis presides
over the case.  David R. Doyle, Esq., George R. Mesires, Esq., and
Patrick F. Ross, Esq., at Ungaretti & Harris LLP, serve as the
Debtor's counsel.  North Shores Consulting serves as the Debtor's
operations consultant.  Continuum Development Services and Alvarez
& Marsal Healthcare Industry Group LLC serve as advisors.  Alvarez
& Marsal's Paul Rundell serves as the Chief Restructuring Officer.
Sheila King Marketing + Public Relations serves as communications
advisors.  In its petition, Clare Oaks estimated $100 million to
$500 million in assets and debts.  The petition was signed by
Michael D. Hovde, Jr., president.

The United States Trustee for Region 11 has appointed five members
to the Official Unsecured Creditors Committee.

Wells Fargo, as master trustee and bond trustee, is represented by
Daniel S. Bleck, Esq., and Charles W. Azano, Esq., at Mintz Levin
Cohen Ferris Glovsky and Popeo PC; and Robert M. Fishman, Esq.,
and Allen J. Guon, Esq., at Shaw Gussis Fishman Glantz Wolfson &
Towbin LLC.  Sovereign Bank, the letters of credit issuer, is
represented by John R. Weiss, Esq., at Duane Morris LLP.  Senior
Care Development LLC, the DIP Lender, is represented by William S.
Fish, Jr., Esq., and Sarah M. Lombard, Esq., at Hinckley Allen &
Snyder LLP.


CLIFF INVESTORS: Voluntary Chapter 11 Case Summary
--------------------------------------------------
Debtor: Cliff Investors LLC
        629 State Street, Suite 222
        Santa Barbara, CA 93101

Bankruptcy Case No.: 11-27479

Chapter 11 Petition Date: December 22, 2011

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

Judge: Mark S. Wallace

Debtor's Counsel: Peter L. Nisson, Esq.
                  NISSON & NISSON
                  222 Ocean Avenue PH
                  Laguna Beach, CA 92651
                  Tel: (714) 960-3586
                  Fax: (949) 715-4317
                  E-mail: peternisson@gmail.com

Scheduled Assets: $8,500,000

Scheduled Liabilities: $8,060,000

The Company's list of its largest unsecured creditors filed with
the petition does not contain any entry.

The petition was signed by Patrick N. Smith, president.


COACH AMERICA: S&P Lowers Corporate Credit Rating to 'CCC'
----------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on charter
bus operator Coach America Holdings Inc., including the corporate
credit rating to 'CCC' from 'B-'.

"The downgrade reflects our increased concerns over Coach's
liquidity and our belief that the company likely will face
covenant compliance issues this quarter," said Standard & Poor's
credit analyst Lisa Jenkins.

"Coach is highly leveraged, which has made it especially
vulnerable to fluctuations in earnings and cash flow," she added.

All ratings remain on CreditWatch, where Standard & Poor's had
placed them on Dec. 21, 2011, with negative implications.

The motor coach transportation provider has been experiencing
significant earnings pressures over the past year. Despite efforts
to reduce costs and improve internal operating efficiencies, and
an equity infusion from sponsor Fenway Partners earlier this year,
the company's liquidity position has deteriorated. Trade press
recently reported that Fenway has indicated it would not provide
further equity to the company.

"We believe the company could undertake a transaction that we
would deem to be a distressed exchange or file for bankruptcy
protection, given its current liquidity situation, absent a waiver
from lenders or an equity infusion," Ms. Jenkins said. "Either
scenario would result in a further lowering of the ratings."

Coach is the largest charter bus operator and the second-largest
motor coach services provider in the U.S. Coach operates buses
under the Coach USA, Gray Line, and American Coach Lines brand
names.


CONSOLIDATED DIVERSIFIED: Case Summary & Creditors List
-------------------------------------------------------
Debtor: Consolidated Diversified Holdings, LLP
        5728 N. Harding, Suite 935
        Paradise Valley, AZ 85253

Bankruptcy Case No.: 11-34402

Chapter 11 Petition Date: December 21, 2011

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

Judge: George B. Nielsen, Jr.

Debtor's Counsel: Jon S. Musial, Esq.
                  LAW OFFICE OF JON S. MUSIAL
                  8230 E. Gray Road
                  Scottsdale, AZ 85260
                  Tel: (480) 951-0669
                  Fax: (602) 922-0653
                  E-mail: jon.musial@azbar.org

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

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

The Company's list of its 13 largest unsecured creditors filed
with the petition is available for free at:
http://bankrupt.com/misc/azb11-34402.pdf

The petition was signed by the managers of Capital Innovations,
LLC, general partner.


CYBEX INTERNATIONAL: Has Until April 2 to Comply with Nasdaq Rule
-----------------------------------------------------------------
Cybex International, Inc., on Dec. 23, 2011, received a letter
from The Nasdaq Stock Market extending to April 2, 2012, the time
period to comply with the minimum stockholders' equity requirement
of $10 million pursuant to Nasdaq Listing Rule 5450(b)(1)(A).

As previously reported, during the year the Company received
determination letters from Nasdaq indicating that the Company's
common stock was subject to delisting from Nasdaq due to failure
to comply with the minimum stockholders' equity requirement of $10
million and the minimum bid price requirement of $1 per share.
Subsequently, a Nasdaq Hearings Panel granted the Company's
request for continued listing on Nasdaq, subject to specified
conditions.  As modified by the December Notification, these
conditions are:

   * Stockholders' Equity Requirement.  On or before April 2,
     2012, the Company must publicly announce on a Form 8-K its
     stockholders' equity, which will be $10 million or greater.

   * Minimum Bid Price Requirement.  On or before March 12, 2012,
     the Company will have evidenced a closing bid price above
     $1.00 for a minimum of 10 consecutive trading days.

In order to fully comply with the terms of this exception, the
Company must be able to demonstrate compliance with all
requirements for continued listing on Nasdaq.

                      About Cybex International

Medway, Mass.-based Cybex International, Inc. (NASDAQ: CYBI)
-- http://www.cybexintl.com/--is a manufacturer of exercise
equipment and develops, manufactures and markets strength and
cardiovascular fitness equipment products for the commercial and,
to a lesser extent, consumer markets.

The net loss was $454,000 on $97.1 million of net sales for the
nine months ended Sept. 24, 2011, compared with a net loss of
$1.1 million on $83.0 million of net sales for the nine months
ended Sept. 25, 2010.

The Company's balance sheet at Sept. 24, 2011, showed
$87.8 million in total assets, $103.0 million in total
liabilities, and a stockholders' deficit of $15.2 million.

As reported in the TCR on April 8, 2011, KPMG LLP, in Pittsburgh,
Pa., expressed substantial doubt about Cybex International's
ability to continue as a going concern, following the Company's
results for the fiscal year ended Dec. 31, 2010.  The independent
auditors noted that a December 2010 jury verdict in a product
liability suit apportions a significant amount of liability to the
Company.  "The Company does not have the resources to satisfy a
judgment in this matter that has not been substantially reduced
from the jury verdict, which raises substantial doubt about the
Company's ability to continue as a going concern."


DEE ALLEN RANDALL: Commerce OK'd as Trustee's Real Estate Broker
----------------------------------------------------------------
Gil A. Miller, Chapter 11 trustee in the cases of Dee Allen
Randall, et al., obtained authority from the U.S. Bankruptcy Court
for the District of Utah to employ Commerce Real Estate Solutions
as real estate broker to assist the Trustee and the Debtors in
marketing, selling and entering into similar transactions
regarding 20 separate properties that are owned by the Debtors.

The Trustee proposes that the Debtors' estate pay Commerce upon a
closing of a sale of, or similar transaction regarding, any or all
of the real properties, pursuant to the terms of the Listing
Agreement.  Specifically:

     a) Payment of 6% of the gross sales price or as otherwise
        agreed to in writing by the Owner except if the buyer
        of the Horizon Financial Center building is any of
        these three parties or their principals, successors,
        assigns or affiliates: 1) 4 Life Research, LLC,
        2) Freedom Fast Trac or 3) MBL Financial, LLC, in which
        case the commission will be 4%;

     b) Commissions will be paid through escrow upon the closing
        of sales or exchange transactions; absent an escrow,
        commissions will be paid upon recordation of a deed
        or upon delivery of such deed or other instrument of
        conveyance if recordation is deferred more than one
        month thereafter.  Owner will pay said commissions
        to Broker if during the Listing period: a) the
        Property or any interest therein is sold, transferred
        or conveyed by or through Broker, Owner or any other
        person or entity; or b) a purchaser is procured by
        or through Broker, Owner or any other person or entity
        who is ready, willing and able to purchase the Property
        or any interest therein on the terms stated or other
        terms acceptable to the owner of the property; and

     c) Broker will pay to or credit to the Owner, for the
        benefit of the bankruptcy estate of the Owner, 1% of
        the final gross sales at time of closing of each
        property sold.

The Chapter 11 Trustee believes that Commerce does not hold any
interest adverse to any Debtors' estates and will not represent
any person having an interest adverse to any Debtors' estate.  The
Trustee also believes that the firm is a "disinterested person" as
the term is defined in Section 101(14) of the Bankruptcy Code.

                  About Dee Allen Randall et al.

Dee Allen Randall in Kaysville, Utah, filed for Chapter 11
bankruptcy (Bankr. D. Utah Case No. 10-37546) on Dec. 20, 2010, to
forestall creditors while he reorganized his finances.  His
companies include Horizon Mortgage & Investment, Horizon Financial
& Insurance Group and Horizon Auto Funding.  Judge R. Kimball
Mosier presides over the bankruptcy case.  The Debtor hired 1 On 1
Legal Services, P.L.L.C. as counsel.  In his petition, Mr. Randall
estimated $10 million to $50 million in assets and $1 million to
$10 million in debts.

Mr. Randall claims he was conducting a "legal Ponzi scheme," but
authorities are investigating him for possible violations of the
law in an operation that took in $65 million from 700 or so
investors.

Gil A. Miller was appointed as Chapter 11 trustee for Mr.
Randall's bankruptcy estate.  On Oct. 12, 2011, Mr. Miller placed
Mr. Randall's corporate entities -- Horizon Auto Funding, LLC,
Independent Commercial Lending LLC, Horizon Financial Center I
LLC, Horizon Mortgage and Investment Inc. and Horizon Financial
& Insurance Group Inc. -- in bankruptcy by filing separate
Chapter 11 petitions (Bankr. D. Utah Case Nos. 11-34826, 11-34830,
11-34831, 11-34833 and 11-34834).  Judge Joel T. Marker presides
over the 2010 and 2011 cases.  Michael R. Johnson, Esq., Brent D.
Wride, Esq., and David H. Leigh, Esq., at Ray Quinney & Nebeker
P.C., serve as counsel to the Chapter 11 Trustee.  Mr. Miller has
requested for the joint administration of Mr. Randall's and the
corporate Debtors' cases for procedural purposes.  The trustee
tapped Fabian & Clendenin as special counsel.


DOT VN: HMI Receives Award for Vietnamese Language Domain Names
---------------------------------------------------------------
Dot VN, Inc.'s wholly owned subsidiary Hi-Tek Multimedia, Inc.,
received an award from the Vietnam Internet Network Information
Center For the successful re-launch and wide spread adoption of
the Vietnamese Native Language Domain Names.  The award was
presented to HMI at the annual year-end conference held by the
Ministry of Information and Communications of Vietnam and VNNIC.
Pictures of the award are available on the Company's Web site at
http://www.dotvn.com/

Since its re-launch on April 28, 2011, Vietnamese Native Language
Domain Name registrations have exceeded 550,000 in 8 months.  By
comparison, standard Vietnamese domain names, which have been
available for wide spread registration since 2003 currently number
only 253,319.

"We are very pleased with the massive adoption of the Vietnamese
Language Domain Name and are focused on developing additional
products and services to increase the functionality and use of the
native language domain names," said Dot VN Co-Founder and
President, Dr. Lee Johnson.  "As we head into 2012, we will look
to increase the reach of the Vietnamese Native Language Domain
Name and build a robust network of linked websites and pages."

                           About Dot VN

Dot VN, Inc. (OTC BB: DTVI) -- http://www.DotVN.com/-- provides
Internet and telecommunication services for Vietnam and operates
and manages Vietnam's innovative online media web property,
www.INFO.VN.  The Company is the "exclusive online global domain
name registrar for .VN (Vietnam)."  Dot VN is the sole distributor
of Micro-Modular Data Centers(TM) solutions and E-Link 1000EXR
Wireless Gigabit Radios to Vietnam and Southeast Asia region.  Dot
VN is headquartered in San Diego, California with offices in
Hanoi, Danang and Ho Chi Minh City, Vietnam.

Dot VN was incorporated in the State of Delaware on May 27, 1998,
under the name Trincomali Ltd.

The Company reported a net loss of $2.38 million on $464,886 of
revenue for the six months ended Oct. 31, 2011, compared with a
net loss of $2.95 million on $578,310 of revenue for the same
period a year ago.

The Company reported a net loss of $5 million on $1.01 million of
revenue for the year ended April 30, 2011, compared with a net
loss of $7.32 million on $1.12 million of revenue during the prior
year.

The Company's balance sheet at Oct. 31, 2011, showed $2.58 million
in total assets, $9.24 million in total liabilities and a $6.65
million total shareholders' deficit.

PLS CPA, in San Diego, Calif., noted that the Company's losses
from operations raise substantial doubt about its ability to
continue as a going concern.


DRINKS AMERICAS: Effects a 1-for-250 Reverse Stock Split
--------------------------------------------------------
Drinks Americas Holdings, Ltd., on April 27, 2010, filed a
Certificate of Amendment to the Company's Certificate of
Incorporation to effect a 1-for-250 reverse split of the Company's
common stock.  The reverse stock split became effective on and was
announced by Financial Industry Regulatory Authority on Dec. 23,
2011.  This action followed stockholder approval by written
consent of the majority of the stockholders taken without a
meeting on Sept. 29, 2011, which approval granted authority to the
Company's Board of Directors to effect a reverse stock split of
the Company's authorized, issued and outstanding common stock.

On Dec. 27, 2011, the effective date determined by FINRA, every
250 shares of the Company's issued and outstanding common stock
were combined into one share of common stock.  The Company did not
issue any fractional shares in connection with the reverse stock
split.  Stockholders of record who otherwise would have been
entitled to receive fractional shares will be entitled, upon
surrender to the Company's transfer agent of certificates
representing such shares, an additional full share of common stock
in lieu thereof.

On Dec. 27, 2011, to indicate the reverse stock split, the OTCBB
appended a "D" to the Company's trading symbol and for a period of
20 trading days the Company's common stock will be reported under
the symbol "DKAMD."  After the 20 trading days, the Company's
trading symbol will revert to "DKAM."  The new CUSIP number for
the Company's common stock is 26205U309.

                       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 Oct. 31, 2011, showed $2.52 million
in total assets, $5.35 million in total liabilities, and a
$2.83 million total stockholders' deficiency.


DUNE ENERGY: UBS AG Discloses 1.0% Equity Stake
-----------------------------------------------
In an amended Schedule 13D filing with the U.S. Securities and
Exchange Commission, UBS AG directly and on behalf of certain
subsidiaries disclosed that, as of Dec. 23, 2011, it beneficially
owns 379,450 shares of common stock of Dune Energy, Inc.,
representing 1.0513% of the shares outstanding.  As previously
reported by the TCR on Aug. 29, 2011, UBS AG disclosed beneficial
ownership of 12,376,340 shares or 20.48% equity stake.  A full-
text copy of the amended Schedule 13D is available for free at:

                        http://is.gd/6wnzcQ

                         About Dune Energy

Dune Energy, Inc. (NYSE AMEX: DNE) -- http://www.duneenergy.com/
-- is an independent energy company based in Houston, Texas.
Since May 2004, the Company has been engaged in the exploration,
development, acquisition and exploitation of natural gas and crude
oil properties, with interests along the Louisiana/Texas Gulf
Coast.  The Company's properties cover over 90,000 gross acres
across 27 producing oil and natural gas fields.

The Company reported a net loss of $75.53 million on
$64.18 million of revenue for the year ended Dec. 31, 2010,
compared with a net loss of $59.13 million on $52.24 million of
revenue during the prior year.

The Company's balance sheet at Sept. 30, 2011, showed
$271.17 million in total assets, $376.85 million in total
liabilities, $156.56 million in redeemable convertible preferred
stock, and a $262.24 million total stockholders' deficit.

                           *     *     *

As reported by the TCR on Oct. 14, 2011, Standard & Poor's Ratings
Services lowered its unsolicited corporate credit rating on Dune
Energy to 'CC' from 'CCC-'.

"We view this transaction as a distressed exchange offer as
bondholders and holders of preferred stock would be receiving less
value than the promise under the original securities.  Upon
completion of the exchange offer, we would expect to lower our
unsolicited senior secured debt rating to 'D' from 'CC' and the
unsolicited corporate credit rating to 'SD' from 'CC'.  In the
event of a prepackaged bankruptcy, we would expect to lower the
corporate credit rating to 'D' from 'CC,'" S&P related.


DUNE ENERGY: Completes Out-of-Court Financial Restructuring
-----------------------------------------------------------
Dune Energy, Inc., has completed its financial restructuring,
including the consummation of the purchase of $297,012,000 in
aggregate principal amount of its 10 1/2% Senior Secured Notes due
2012, in exchange for:

   * shares of its newly issued common stock and shares of a new
     series of preferred stock that have been converted into
     common stock, which in the aggregate constitute approximately
     97.0% of Dune's common stock on a post-restructuring basis;
     and

   * approximately $49.5 million aggregate principal amount of
     newly issued Floating Rate Senior Secured Notes due 2016.

The notes purchased in the exchange offer constituted 99% of
Dune's senior notes outstanding prior to closing.

As a component of the restructuring, and with the requisite
consent of its preferred stockholders, all of Dune's 10% Senior
Redeemable Convertible Preferred Stock was converted today into $4
million in cash and shares of common stock constituting
approximately 1.6% of Dune's common stock on a post-restructuring
basis.

Completion of the restructuring resulted in Dune's pre-
restructuring common stockholders holding approximately 1.4% of
Dune's common stock on a post-restructuring basis.

After the restructuring, percentage ownership of Dune's common
stock will continue to be subject to dilution through issuance of
equity compensation pursuant to Dune's equity compensation plan.

As part of its overall financial restructuring, Dune has also
entered into a new $200.0 million senior secured revolving credit
facility with an initial borrowing base limit of up to $63.0
million, provided by BMO Capital Markets Corp. and Bank of
Montreal.

In addition, as part of its restructuring, Dune implemented a 1-
for-100 reverse stock split.

When asked about the completed restructuring, James A. Watt,
Dune's President and Chief Executive Officer, said "We are
delighted to have completed this financial restructuring on a
fully consensual basis with the support of our creditors and
preferred stockholders, and without any disruption of Dune's
operations.  We thank all of our stakeholders for their backing
throughout this transaction, and we believe Dune is now well
positioned to capitalize on its high-quality assets as a result of
its newly strengthened balance sheet and the liquidity provided by
our new credit facility.  We fully expect the reduction in our
debt service obligations and overall deleveraging to provide us
with additional operational flexibility to deploy the cash we
generate towards the further exploitation and development of our
properties and to seek out accretive acquisition and joint venture
opportunities."

Dune announced in a prior press release the successful testing of
the CNO #1 well in the Leeville field, Lafourche Parish,
Louisiana.  This well has been put on production at a sustained
rate of over 4 mmcfe/day.  Dune has a 40% interest in this well.
The Toalson #1-H well in the Pearsall Field, Frio County Texas has
been drilled to a total depth of 10,046 feet, including 4,046 feet
of horizontal section in the Austin Chalk.  The well is currently
undergoing testing with full production anticipated early in 2012.
Dredging activities have been completed in the Garden Island Bay
field for commencing drilling on the Gromit prospect in January
2012. Based on recent drilling successes, Dune anticipates ending
2011 at approximately 17.5 mmcfe/day or 2 mmcfe/day above the
third quarter rates.

Dune plans to provide further guidance as to its drilling program
and anticipated production rates in January 2012 after its full
budget is reviewed with its board of directors.

                         About Dune Energy

Dune Energy, Inc. (NYSE AMEX: DNE) -- http://www.duneenergy.com/
-- is an independent energy company based in Houston, Texas.
Since May 2004, the Company has been engaged in the exploration,
development, acquisition and exploitation of natural gas and crude
oil properties, with interests along the Louisiana/Texas Gulf
Coast.  The Company's properties cover over 90,000 gross acres
across 27 producing oil and natural gas fields.

The Company reported a net loss of $75.53 million on
$64.18 million of revenue for the year ended Dec. 31, 2010,
compared with a net loss of $59.13 million on $52.24 million of
revenue during the prior year.

The Company's balance sheet at Sept. 30, 2011, showed
$271.17 million in total assets, $376.85 million in total
liabilities, $156.56 million in redeemable convertible preferred
stock, and a $262.24 million total stockholders' deficit.

                           *     *     *

As reported by the TCR on Dec. 27, 2011, Standard & Poor's Ratings
Services lowered its corporate credit rating on Dune Energy Inc.
to 'SD' (selective default) from 'CC'.

"The rating actions follow the company's announcement that it has
completed the exchange offer for its 10.5% senior notes due 2012,
which we consider a distressed exchange and tantamount to a
default," said Standard & Poor's credit analyst Stephen Scovotti.
"Holders of $297 million of principle amount of the senior secured
notes exchanged their 10.5% senior secured notes for common stock,
which in the aggregate constitute 97.0% of Dune's common stock
post-restructuring, and approximately $49.5 million of newly
issued floating rate senior secured notes due 2016.  We consider
the completion of such an exchange to be a distressed exchange
and, as such, tantamount to a default under our criteria."


EASTMAN KODAK: A. Clammer and H. Chen Resign from Board
-------------------------------------------------------
Adam H. Clammer and Herald Y. Chen, on Dec. 21, 2011, notified
Eastman Kodak Company's Board of Directors of their resignations
from the Board.

                        About Eastman Kodak

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

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

Kodak had sales of $7.2 billion last year. Sales declined by 24
percent since 2008. The net loss last year was $687 million.
During the first nine month of this year, the net loss was
$647 million on sales of $4.27 billion.

In July 2011, the Company announced that it is exploring strategic
alternatives, including a potential sale, related to its digital
imaging patent portfolios.  Kodak hired Jones Day as legal adviser
and investment bank Lazard Ltd., but denied rumors it was filing
for bankruptcy.   It also enlisted FTI Consulting Inc.

In December, Kodak hired Sullivan & Cromwell's restructuring
practice, replacing Jones Day.

A group of Kodak's bondholders have formed an informal committee
and hired law firm Akin Gump Strauss Hauer & Feld LLP for advise.

                           *     *     *

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

Moody's Investors Service said in a report Nov. 7, 2011, that
Kodak will run out of cash in the U.S. around the second or third
quarters of 2012.


ESBE CORP.: Case Summary & 4 Largest Unsecured Creditors
--------------------------------------------------------
Debtor: ESBE Corp.
          dba PCH Liquor and Deli
        2117 N. Arden Street
        Santa Ana, CA 92706

Bankruptcy Case No.: 11-27405

Chapter 11 Petition Date: December 20, 2011

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

Judge: Erithe A. Smith

Debtor's Counsel: Naveen Madala, Esq.
                  PRIMA LAW GROUP INC.
                  14730 Beach Boulevard, Suite 207
                  La Mirada, CA 90638
                  Tel: (714) 515-1626
                  Fax: (714) 738-0400
                  E-mail: naveen@primalawgroupinc.com

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

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

The Company's list of its four largest unsecured creditors filed
with the petition is available for free at:
http://bankrupt.com/misc/cacb11-27405.pdf

The petition was signed by Yoosun Eugene Kim, president.


FAMILY SQUARE: Case Summary & 6 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: Family Square Plaza, LLC
        2345 Greenwood Road
        Glenview, Il 60026

Bankruptcy Case No.: 11-50868

Chapter 11 Petition Date: December 20, 2011

Court: U.S. Bankruptcy Court
       Northern District of Illinois (Chicago)

Judge: Jack B. Schmetterer

Debtor's Counsel: Frank J. Salerno, Esq.
                  SALERNO LAW GROUP, P.C.
                  22 Calendar Court, 2nd Floor
                  LaGrange, IL 60525
                  Tel: (708) 588-2080
                  Fax: (708) 588-2081
                  E-mail: fsalerno@salernolawgroup.com

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

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

The Company?s list of its six largest unsecured creditors is
available for free at:
http://bankrupt.com/misc/ilnb11-50868.pdf

The petition was signed by George Pagones, member.


GEORGETOWN SQUARE: Case Summary & 12 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: Georgetown Square II LLC
          aka Boulevard-Woodbine LLC
        4330 Georgetown Square, Suite 500
        Atlanta, GA 30338

Bankruptcy Case No.: 11-86382

Chapter 11 Petition Date: December 21, 2011

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

Debtor's Counsel: David G. Bisbee, Esq.
                  LAW OFFICE OF DAVID G. BISBEE
                  2929 Tall Pines Way
                  Atlanta, GA 30345
                  Tel: (770) 939-4881
                  Fax: (770) 783-8595
                  E-mail: bisbeed@bellsouth.net

                         - and ?

                  Michael D. Robl, Esq.
                  THE SPEARS & ROBL LAW FIRM, LLC
                  104 Cambridge Avenue
                  Decatur, GA 30030
                  Tel: (404) 373-5153
                  E-mail: mdrobl@tsrlaw.com

Scheduled Assets: $5,064,487

Scheduled Liabilities: $4,674,065

The Company?s list of its 12 largest unsecured creditors filed
with the petition is available for free at:
http://bankrupt.com/misc/ganb11-86382.pdf

The petition was signed by L. Matt Wilson, manager.


FILENE'S BASEMENT: Hahn & Hessen OK'd as Committee's Co-Counsel
---------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware authorized
the Official Committee of Unsecured Creditors of the Chapter 11
cases of Filene's Basement, LLC, et al., to retain Hahn & Hessen
LLP as co-counsel effective as of Nov. 8, 2011.

As the Committee's co-counsel, H&H's tasks include:

   a) rendering legal advice to the Committee with respect
      to its duties and powers in this case;

   b) assisting the Committee in its investigation of the
      acts, conduct, assets, liabilities and financial
      condition of the Debtors, the operation of the
      Debtors' businesses, the desirability of continuance
      of such businesses and any other matters relevant to
      these cases or to the business affairs of the Debtors;

   c) advising the Committee with respect to any proposed
      sale of the Debtors' assets or a sale of the Debtors'
      business operations and any other relevant matters;

   d) advising the Committee with respect to any proposed
      plan of reorganization or liquidation and the
      prosecution of claims against third parties, if any,
      and any other matters relevant to the cases or to
      the formulation of a plan of reorganization or
      liquidation; and

   e) assisting the Committee in requesting the appointment
      of a trustee or examiner pursuant to section 1104 of
      the Bankruptcy Code, if necessary and appropriate.

H&H has agreed to represent the Committee and to be compensated at
its customary rates for services rendered and for actual expenses
incurred.

Mark T. Power, a member of H&H, attests that the firm is a
"disinterested person," as that term is defined in Section 101(14)
of the Bankruptcy Code.

                         About Syms Corp.

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

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

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

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

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

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

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

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

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

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

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

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


FILENE'S BASEMENT: Committee Hires Loughlin as Financial Advisor
----------------------------------------------------------------
The Official Committee of Unsecured Creditors of the Chapter 11
cases of Filene's Basement, LLC, et al., sought and obtained
authority from the U.S. Bankruptcy Court for the District of
Delaware to retain Loughlin Management Partners & Company, Inc.,
as financial advisor effective as of Nov. 8, 2011.

                         About Syms Corp.

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

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

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

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

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

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

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

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

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

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

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

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


FILENE'S BASEMENT: Court OKs Munger Tolles as Committee's Counsel
-----------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware authorized
the Official Committee of Unsecured Creditors of the Chapter 11
cases of Filene's Basement, LLC, et al., to retain Munger, Tolles
& Olson LLP as counsel to the Committee, nunc pro tunc to Nov. 15,
2011.

The professional services MTO would provide to the Committee
include but are not limited:

   * to provide legal advice and assistance to the Committee
     concerning the administration of the Chapter 11 cases;

   * to consult with, aid, and advise the Committee with
     respect to the investigation of the acts, conduct,
     assets, liabilities, and financial condition of the
     Debtors, the operations of the Debtors' businesses,
     and any other matter relevant to the cases or the
     formulation of a plan of liquidation or reorganization;

   * to advise the Committee of its fiduciary duties and
     responsibilities to Syms' equity security holders and
     to direct necessary communication with same;

   * to evaluate and potentially pursue claims against
     parties;

   * represent the Committee's interest in any hearings
     before this Court and communicate with the Committee
     regarding the issues raised, as well as the decisions
     of the Court;

   * to review and analyze all applications, motions,
     pleadings, orders, statements of operation, and
     schedules filed with the Court by the Debtors or
     third parties or other matters filed in the Debtors'
     cases, advise the Committee as to their propriety,
     and, after consultation with the Committee, take
     appropriate action; and

   * assist the Committee in preparing applications,
     motions, and orders in support of positions taken by
     the Committee, as well as prepare witnesses ad review
     documents in this regard.

MTO will charge for services rendered to the Committee in
accordance with MTO's hourly rates in effect at the times services
are rendered.  The hourly rates for the MTO attorneys and
paraprofessionals anticipated to render services to the Committee
range from $620 to $925 for partners, $325 to $575 for associates,
and $65 to $230 for paraprofessionals.  These hourly rates are
adjusted periodically to reflect the advancing experience,
capabilities, and seniority of its professionals as well as
general economic factors.  MTO currently expects to adjust its
rates effective as of Jan. 1, 2012.

In addition, MTO will seek reimbursement for actual and necessary
expenses incurred in connection with its representation of the
Committee.

To the best of the Committee's knowledge, MTO does not hold or
represent any interest materially adverse to the Debtor or the
Debtor's estate, and that MTO is a "disinterested person" as
that term is defined in section 101(14) of the Bankruptcy Code.

                         About Syms Corp.

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.


GETTY PETROLEUM: Landlord Asks Court to Compel Rent Payments
------------------------------------------------------------
Stephanie Gleason at Dow Jones Daily Bankruptcy Review reports
that Getty Realty Corp. -- the owner of 800 gas-station properties
that Getty Petroleum Marketing Inc. rents and subleases to
operators -- asked the bankruptcy court to compel Getty Petroleum
to continue paying rent on the properties while an environmental-
cleanup dispute is resolved.

According to the report, Getty Realty is disputing what it calls
Getty Petroleum's "hotly contested alleged right" to offset rent
payments because of environmental remediation costs.  It also
argues that because Getty Petroleum is continuing to occupy the
properties and collect rent from operators subletting the
properties, Getty Petroleum shouldn't be able to avoid rent
payments.

The report relates Getty Petroleum has said that "significant
contamination of soil and groundwater" is present at many of the
gas stations and it can't get funding to improve the properties
because of the environmental damage.

The report, citing court documents, says Getty Petroleum estimated
that the cost of the cleanup could exceed $75 million.  It halted
rent payments to Getty Realty in October and November 2011 and
plans to withhold rent through July 2012 to offset the costs of
the alleged cleanup costs.

The report says Getty Realty asked Judge Shelley Chapman to compel
Getty Petroleum to pay for now, not to rule on whether Getty
Petroleum's actions are allowed.

A hearing on the matter is scheduled for Jan. 5, 2012.

Getty Petroleum and three affiliates filed for Chapter 11
bankruptcy (Bankr. S.D.N.Y. Case Nos. 11-15606 to 11-15609) on
Dec. 5, 2011.  Judge Shelley C. Chapman presides over the case.
John H. Bae, Esq. -- baej@gtlaw.com -- at Greenberg Traurig, LLP,
serves as the Debtors' counsel.  Getty Petroleum estimated $50
million to $100 million in assets and debts.  The petition was
signed by Bjorn Q. Aaserod, chief executive officer and chairman
of the board.


HADES GROUP: Case Summary & 4 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: Hades Group, LLC
        1427 Grant Avenue
        P.O. Box 330220
        San Francisco, CA 94133

Bankruptcy Case No.: 11-34511

Chapter 11 Petition Date: December 21, 2011

Court: U.S. Bankruptcy Court
       Northern District of California (San Francisco)

Judge: Dennis Montali

Debtor's Counsel: Joel K. Belway, Esq.
                  LAW OFFICES OF JOEL K. BELWAY
                  235 Montgomery Street, #668
                  San Francisco, CA 94104
                  Tel: (415) 788-1702
                  E-mail: belwaypc@pacbell.net

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

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

The Company's list of its four largest unsecured creditors filed
with the petition is available for free at:
http://bankrupt.com/misc/canb11-34511.pdf

The petition was signed by WB Coyle, manager.


HARBOUR EAST: Taps Sheldon Good to Auction 31 Unsold Condo Units
----------------------------------------------------------------
Harbour East Development, Ltd., asks the U.S. Bankruptcy Court for
the Southern District of Florida for permission to retain
Racebrook Marketing Concepts, LLC d/b/a Sheldon Good and Company
as auctioneer.

Sheldon Good will market and sell certain real properties pursuant
to the Standard Exclusive Real Estate Auction Agreement (Florida).

The Debtor believes that an auction of its 31 remaining unsold
condominium units is in the best interests of its estate. The
Debtor has been working with Sheldon Good to structure an auction
program to sell the remaining condominium units in a manner that
will maximize value for the Debtor's estate and its creditors.  As
a result, Sheldon Good has proposed a unique auction program
designed to sell the remaining condominium units at an auction
anticipated to be conducted in March 2012.

Pursuant to the Auction Agreement:

   * The Debtor is obligated to pay Sheldon Good a marketing fee
     of $300,000 for the costs and expenses to be expended by
     Sheldon Good in marketing and auctioning the Properties.

   * Compensation of Sheldon Good will be based on a commission
     in the amount of 7% of the High Bid Price for each of the
     Properties.  "High Bid Price" means the total price
     (including cash price and any amounts secured by encumbrances
     of record which are to be assumed by a purchaser or as to
     which title is to be taken subject to by the purchaser upon
     closing) set forth in any purchase agreement between the
     purchaser and the Debtor without any discount, reduction,
     rebate, credit, offsets, or adjustments, plus a 5% buyer's
     premium.  Sheldon Good will pay a referral fee equal to 2%
     of the High Bid Price to any qualifying cooperating broker.

   * Buyers at the auction will pay a buyer's premium of 5%
     which shall be collected for the account of the Debtor and
     serve to offset commissions.

Pursuant to Section VII(W) of the Auction Agreement and Section
475.700 et seq., Florida Statutes, Sheldon Good requests authority
to record a notice of commission so as to secure its commission by
a broker's lien on the proceeds of any sale.

In addition to the Marketing Fee, the Debtor has agreed to pay a
non-refundable retainer of $15,000 to Sheldon Good.

Neither Sheldon Good nor its members holds or represents any
interest adverse to the estate.  Sheldon Good and its members thus
are disinterested within the meaning of 11 U.S.C. Sec 101(14) of
the Bankruptcy Code.

The court will conduct a hearing on Dec. 29, 2011 at 10:00 a.m. to
consider the Application.

                  About Harbour East Development

Harbour East Development, Ltd., is the developer and owner of the
luxury residential condominium development known as CIELO on the
Bay located at 7935 East Drive, North Bay Village.  CIELO contains
35 residential condominium units.

Harbour East filed for Chapter 11 bankruptcy (Bankr. S.D. Fla.
Case No. 10-20733) on April 22, 2010.  Michael L. Schuster, Esq.,
who has an office in Miami, Florida, represents the Debtor.  The
Company estimated assets and debts at $10 million to $50 million,
as of the Chapter 11 filing.

Judge Cristol denied the request of 7935 NBV LLC's request to
dismiss the case.

No creditors' committee has been appointed in the case.  In
addition, no request for the appointment of a trustee or examiner
has been made.


HARTFORD COMPUTER: Has Deal to Sell HCG, Nexicore Units for $35MM
-----------------------------------------------------------------
Hartford Computer Hardware, Inc., and its debtor-affiliates are
asking the Bankruptcy Court to approve procedures they will use to
test the offer by Avnet, Inc. and Avnet International (Canada)
Ltd. to buy substantially all of their assets.

Pursuant to the Asset Purchase Agreement dated Dec. 12, 2011,
between the Debtors and Avnet, the buyer will acquire
substantially all of the assets of HCG and Nexicore for $35.5
million in cash.  HCG and Nexicore may also be entitled to certain
earnout consideration based on the operating income of the
business in calendar years 2012 and 2013, which will be calculated
based on a formula.

In the event the Debtors chose to consummate a deal with another
buyer, the Debtors will have to pay Avnet a $1,775,000 break-up
fee, which will have administrative expense status.

The Debtors propose a timeline for the sale of HCG and Nexicore:

     January 3, 2012        Bidding Procedures Hearing
     February 13, 2012      Submission Deadline for Qualified Bids
     February 16, 2012      Auction
     February 17, 2012      Proposed Sale Hearing

Court papers filed by the Debtors indicate that during the
marketing process pre-bankruptcy, 11 prospective buyers were
provided a detailed management presentation and were given the
opportunity to speak extensively with the Debtors and its
advisors.  Eight of those entities were strategic buyers,
including five public companies with a median market
capitalization in excess of $4 billion, and three counterparties
were major private equity firms with relevant portfolio companies
and significant funds under management.  Six of the parties
submitted written indications of interest to acquire all of the
Acquired Assets of the Debtors as a going concern; the Acquired
Assets exclude the Debtors' hardware business.  All of the parties
were granted access to supplemental due diligence materials made
available on an electronic data site.  Of the parties, Avnet
submitted a preliminary proposal and subsequently submitted a
definitive agreement.

As of Nov. 3, 2011, Avnet had a market capitalization of roughly
$4.6 billion.  For its most recent fiscal year ending July 2,
2011, Avnet reported total sales of $26.5 billion and had cash on
its balance sheet of $675 million.

The Debtors noted that the Avnet purchase price for the Acquired
Assets will be insufficient to satisfy in full all of the Debtors'
obligations under their senior credit agreement owing to Delaware
Street Capital Master Fund, L.P., the Senior Prepetition Lender.
As a result, the Debtors anticipate that they will remit all such
proceeds directly to the Senior Prepetition Lender in partial
satisfaction of its secured claim against the Debtors.

The Debtors also disclosed that Delaware Street has made certain
agreements with certain officers of the Debtors, pursuant to which
the Senior Prepetition Lender will pay incentive awards to such
officers from the Senior Prepetition Lender's collateral proceeds
upon the closing of the Sale.  The Debtors understand and believe
that between 12% and 21% of the Sale proceeds that constitute the
Senior Prepetition Lender's collateral will be paid to the
Debtors' officers as incentive awards.  The Debtors have not
agreed to fund any incentive awards to their management, and only
Prepetition Lender's collateral proceeds will be used in
connection therewith.

Effective as of May 9, 2005, the Debtors entered into a Master
Restructuring Agreement with Delaware Street, MRR Venture LLC, ARG
Investments, SKM Equity Fund II L.P., and SKM Investment Fund II,
HCG Financial Services Inc., and Enable Systems Inc.  The Debtors
amended and restructured their agreements with their various
stakeholders.  The Debtors' long-term, secured debt was:

     (a) pursuant to the Amended and Restated Loan and Security
         Agreement dated as of December 17, 2004 among the Debtors
         and the Prepetition Senior Lender and various promissory
         notes and other documents, the Debtors owed the
         Prepetition Senior Lender, as of the Petition Date,
         $67,755,718;

     (b) pursuant to the Substituted and Amended Subordinated
         Promissory Note dated May 9, 2005, made by Hartford
         Computer Group, Inc. in favor of MRR Venture LLC --
         Prepetition Subordinated Lender -- Hartford Computer
         Group, Inc. owed the Prepetition Subordinated Lender
         $1,519,868; and

     (c) pursuant to the Revolving Credit Agreement by and between
         IBM Credit LLC, HCH and HCGovernment, dated as of May 5,
         2005, HCH and HCGovernment owed IBM $1,030,545.

                About Hartford Computer Hardware

Schaumburg, Illinois-based Hartford Computer Hardware Inc. and its
affiliated entities are one of the leading providers of repair and
installation services in North America for consumer electronics
and computers.  Hartford Computer Hardware operates in three
complementary business lines: parts distribution and repair, depot
repair, and onsite repair and installation.  Products serviced
include laptop and desktop computers, commercial computer systems,
flat-screen television, consumer gaming units, printers,
interactive whiteboards, peripherals, servers, POS devices, and
other electronic devices.  Hartford Computer Hardware, though all
U.S. companies, operates a significant portion of their business
in Markham, Ontario, Canada.

Hartford Computer Hardware and three units filed for Chapter 11
bankruptcy (Bankr. N.D. Ill. Lead Case No. 11-49744) on Dec. 12,
2011.  The affiliates are Hartford Computer Group Inc. (Case No.
11-49750); Hartford Computer Government Inc. (Case No. 11-49752)
and Nexicore Services LLC (Case No. 11-49754).  Judge Pamela S.
Hollis oversees the case.  John P. Sieger, Esq., Paige E. Barr,
Esq., and Peter A. Siddiqui, Esq. -- john.sieger@kattenlaw.com ,
paige.barr@kattenlaw.com and peter.siddiqui@kattenlaw.com -- at
Katten Muchin Rosenman LLP, serve as the Debtors' counsel.  The
Debtors' investment banker is Paragon Capital Partners, LLC; the
special counsel is Thornton Grout Finnigan LLP; and the notice and
claims agent is Kurtzman Carson Consultants LLC.  In its petition,
Hartford Computer Hardware estimated $50 million to $100 million
in assets and debts.  The petitions were signed by Brian Mittman,
chief executive officer.

Avnet Inc., the proposed buyer for Nexicore and HCG, is
represented by:

          Frank M. Placenti, Esq.
          SQUIRE, SANDERS & DEMPSEY L.L.P.
          1 E. Washington Street, Suite 2700
          Phoenix, AZ 85004
          Tel: 602-528-4004
          Fax: 602-253-8129
          E-mail: frank.placenti@ssd.com


HARTFORD COMPUTER: Wins Jan. 16 Extension of Schedules Filing
-------------------------------------------------------------
Hartford Computer Hardware, Inc., and its debtor-affiliates won a
Jan. 16 extension of their deadline to file (i) schedules of
assets and liabilities, (ii) schedule of executory contracts and
unexpired leases, and (iii) statement of financial affairs.

The Debtors requested the entry of an order, pursuant to section
521(a) of the Bankruptcy Code and Rule 1007(c) of the Federal
Rules of Bankruptcy Procedure, extending the time to file the
Schedules and Statements to Jan. 23, 2012.

Pursuant to Rules 1007(b) and (c) of the Bankruptcy Rules, a
chapter 11 debtor must file its Schedules and Statements with its
voluntary petition or within 14 days thereafter.

The Debtors said "cause" exists to extend the Debtors' time to
file the Schedules and Statements.  Due to the complexity of the
Debtors' business, the diversity of their operations and assets,
and the limited staffing available to gather, process and complete
the required Schedules and Statements in the limited time
available prior to the petition date, the Debtors do not believe
the 14-day automatic extension of time provided for by Rule
1007(c) of the Bankruptcy Rules will be sufficient to permit
completion of the Schedules and Statements.  The Debtors also said
they require additional time to bring their books and records up
to date and to collect the data needed for the preparation and
filing of the Schedules and Statements.

                About Hartford Computer Hardware

Schaumburg, Illinois-based Hartford Computer Hardware Inc. and its
affiliated entities are one of the leading providers of repair and
installation services in North America for consumer electronics
and computers.  Hartford Computer Hardware operates in three
complementary business lines: parts distribution and repair, depot
repair, and onsite repair and installation.  Products serviced
include laptop and desktop computers, commercial computer systems,
flat-screen television, consumer gaming units, printers,
interactive whiteboards, peripherals, servers, POS devices, and
other electronic devices.  Hartford Computer Hardware, though all
U.S. companies, operates a significant portion of their business
in Markham, Ontario, Canada.

Hartford Computer Hardware and three units filed for Chapter 11
bankruptcy (Bankr. N.D. Ill. Lead Case No. 11-49744) on Dec. 12,
2011.  The affiliates are Hartford Computer Group Inc. (Case No.
11-49750); Hartford Computer Government Inc. (Case No. 11-49752)
and Nexicore Services LLC (Case No. 11-49754).  Judge Pamela S.
Hollis oversees the case.  John P. Sieger, Esq., Paige E. Barr,
Esq., and Peter A. Siddiqui, Esq. -- john.sieger@kattenlaw.com ,
paige.barr@kattenlaw.com and peter.siddiqui@kattenlaw.com -- at
Katten Muchin Rosenman LLP, serve as the Debtors' counsel.  The
Debtors' investment banker is Paragon Capital Partners, LLC; the
special counsel is Thornton Grout Finnigan LLP; and the notice and
claims agent is Kurtzman Carson Consultants LLC.  In its petition,
Hartford Computer Hardware estimated $50 million to $100 million
in assets and debts.  The petitions were signed by Brian Mittman,
chief executive officer.


HARTFORD COMPUTER: Hires Thornton Grout as CCAA Counsel
-------------------------------------------------------
Hartford Computer Hardware, Inc., and its debtor-affiliates seek
Bankruptcy Court authority to employ Thornton Grout Finnigan LLP
as their special counsel to represent the Debtors in their foreign
recognition proceeding in Canada under the Companies' Creditor
Arrangement Act at these hourly rates:

          Billing Category                     Range
          ----------------                     -----
          Partners                          $595 - $925
          Associates                        $300 - $575
          Paraprofessionals                 $300

The Thornton professionals presently expected to have primary
responsibility for providing services to the Debtors are John
Porter (Litigation and Restructuring Partner), who charges C$800
per hour and Kyla Mahar (Restructuring Associate), who charges
C$575 per hour.

The Debtors are also seeking to employ Katten Muchin Rosenman LLP
with respect to their chapter 11 cases.

Because of the limited nature of the services to be provided by
Thornton, as well as Thornton's well-established experience
coordinating with teams of specialized professionals as both lead
and special counsel, the Debtor assured the Court that Thornton
will not duplicate the services that Katten may provide to the
Debtors.  Thornton and Katten have and will continue to function
cohesively to ensure that legal services provided to the Debtors
by each firm are not duplicative.

Pre-bankruptcy, Thornton assisted the Debtors in, among other
things, preparation of papers necessary to request recognition of
the chapter 11 cases in Canada under the Companies' Creditors
Arrangement Act.  All fees and expenses were duly paid as of the
Petition Date.

Within the one year period prior to the Petition Date, Thornton
has received US$100,000 and C$90,335 from the Debtors in payment
for legal services rendered and expenses incurred on behalf of the
Debtors, C$118,309 of which was received in payment for legal
services rendered and expenses incurred in anticipation of the
filing of the bankruptcy cases, and US$72,301 of which is being
held by Thornton as a retainer.

                About Hartford Computer Hardware

Schaumburg, Illinois-based Hartford Computer Hardware Inc. and its
affiliated entities are one of the leading providers of repair and
installation services in North America for consumer electronics
and computers.  Hartford Computer Hardware operates in three
complementary business lines: parts distribution and repair, depot
repair, and onsite repair and installation.  Products serviced
include laptop and desktop computers, commercial computer systems,
flat-screen television, consumer gaming units, printers,
interactive whiteboards, peripherals, servers, POS devices, and
other electronic devices.  Hartford Computer Hardware, though all
U.S. companies, operates a significant portion of their business
in Markham, Ontario, Canada.

Hartford Computer Hardware and three units filed for Chapter 11
bankruptcy (Bankr. N.D. Ill. Lead Case No. 11-49744) on Dec. 12,
2011.  The affiliates are Hartford Computer Group Inc. (Case No.
11-49750); Hartford Computer Government Inc. (Case No. 11-49752)
and Nexicore Services LLC (Case No. 11-49754).  Judge Pamela S.
Hollis oversees the case.  John P. Sieger, Esq., Paige E. Barr,
Esq., and Peter A. Siddiqui, Esq. -- john.sieger@kattenlaw.com ,
paige.barr@kattenlaw.com and peter.siddiqui@kattenlaw.com -- at
Katten Muchin Rosenman LLP, serve as the Debtors' counsel.  The
Debtors' investment banker is Paragon Capital Partners, LLC; the
special counsel is Thornton Grout Finnigan LLP; and the notice and
claims agent is Kurtzman Carson Consultants LLC.  In its petition,
Hartford Computer Hardware estimated $50 million to $100 million
in assets and debts.  The petitions were signed by Brian Mittman,
chief executive officer.


HARTFORD COMPUTER: Taps Paragon Capital as Investment Banker
------------------------------------------------------------
Hartford Computer Hardware, Inc., and its debtor-affiliates ask
the Bankruptcy Court to approve their employment of New York-based
Paragon Capital Partners LLC as financial advisor and investment
banker.

Paragon has been helping the Debtors market their businesses since
late January 2011, focusing on a sale of substantially all assets
as a going concern.  Paragon is a registered broker-dealer with
the United States Securities and Exchange Commission and is a
member of the Financial Industry Regulatory Authority and the
Securities Investor Protection Corporation.  Paragon provides a
broad range of financial advisory services to public and private
companies, including, without limitation, services pertaining to
sale transactions, divestitures, mergers, acquisitions,
financings, and corporate restructurings.

Paragon's professionals have served as financial advisor and
investment banker in a significant number of complex transactions
including, among others, advising 1-800-FLOWERS.COM in the sale of
its Home & Children's Gifts division to PH International,
Thinkorswim Group Inc. in its sale to TD Ameritrade for $703
million, Investools Inc. in its acquisition of Thinkorswim Group
Inc. for $474 million, Dynamic Confections in its acquisition of
House of Brussels, Investools Inc. in its acquisition of Prophet
Financial, Factset Research Systems Inc. in its acquisition of JCF
Group for $68 million, Factset Research Systems Inc. in its
acquisition of CallStreet, Investools Inc. in its acquisition of
360 Group, PharMedium Healthcare in its acquisition of Compass
Services from Baxter Healthcare, CSG Systems in its acquisition of
Kenan Systems for $300 million from Lucent, CFW Communications in
its acquisition of R&B Communications for $131 million, and Golden
Sky in its acquisition of Pegasus Communications for $1 billion.

Paragon was paid a nonrefundable advisory fee of $125,000 for its
pre-bankruptcy services.  Since Jan. 1, 2011, Paragon has received
a nonrefundable monthly fee $20,000 payable on the first of each
month and deemed fully earned when paid.  The Monthly Work Fee for
the months of August 2011 through November 2011 were paid by the
Debtors to Paragon in advance in one payment.  The Debtors also
paid the Monthly Work Fee for the months of December 2011 through
March 2012 to Paragon in advance in one payment.

When Paragon was retained by the Debtors in 2010, the Debtors'
pre-petition secured lender, Delaware Street Capital Master Fund,
L.P. consented to the Debtors' retention of Paragon and the
Debtors' payment to Paragon for its services free and clear of any
lien, claim or interest that Delaware Street may have in the
Debtors' assets or the proceeds.  Delaware Street further agreed
to the payment in full to Paragon of any sale fee from the
proceeds of any Sale.  Delaware Street further agreed to guaranty
payment in full, as a primary obligor, of (i) the Monthly Work
Fee, the Sale Fee, and any restructuring advisory fee due to
Paragon but unpaid by the Debtors; (ii) Paragon's Counsel Fees due
to Paragon but unpaid by the Debtors; (iii) any fees owed under
the Indemnification Provisions and (iv) any other obligations of
the Debtors to Paragon under the Engagement Letter; provided that
the amounts guaranteed shall (i) never exceed, in the aggregate,
the amount of the proceeds of a Sale payable to Delaware Street,
(ii) be payable only to the extent Delaware Street actually
receives such proceeds of a Sale and (iii) terminate 30 days
following the distribution to Delaware Street of substantially all
of the proceeds of a Sale which Delaware Street is entitled to
receive.

Subject to Court approval, the Debtors and Paragon have agreed
that Paragon will be paid according to this fee structure:

     A. Paragon will continue to receive the Monthly Work Fee.

     B. Immediately upon the consummation of a Sale, an additional
        fee equal to 3.5% of aggregate consideration, subject to
        an aggregate minimum fee for all Sales of $500,000.

     C. "Aggregate Consideration" means the total amount of:

        * Cash and the fair market value (on the date of payment)
          of all other consideration paid or payable (including
          amounts paid into escrow) to the Debtors, the holders of
          the Debtors' senior or subordinated debt, or the
          Debtors' equity holders in connection with a Sale,
          including amounts paid or payable in respect of
          convertible securities, warrants, stock appreciation
          rights, options or similar rights;

        * "Aggregate consideration" shall not include the value of
          any net operating losses of the Debtors that are
          retained by the Debtors or any of their stockholders or
          affiliates in connection with any Sale;

          plus

        * the principal amount of all debt, capitalized leases,
          and/or other liabilities or obligations assumed by a
          buyer or buyers in connection with a Sale, other than
          current trade payables (within 90 days of invoice date)
          and accrued ordinary course operating expenses that are
          assumed by the buyer(s) or other transferee; plus

        * the aggregate dividends, other than normal quarterly
          cash dividends, or other distributions declared by the
          Debtors in connection with a Sale.

     D. The fair market value of these types of payments --
        Deferred Consideration -- will be determined based on the
        present value of the reasonable expected maximum amount of
        the payments using a 15% per annum discount rate:

        * The principal amount of deferred installments of
          purchase price or other consideration including, without
          limitation, promissory notes and any portion of the
          aggregate consideration held in escrow subject to
          closing; and

        * Future payments that are contingent on the future
          earnings or operations of the Debtors (or in the case of
          a Sale, the underlying assets).

     E. The Sale Fee shall be paid by the Debtors upon the closing
        of the Sale; provided, however, that in the event the
        Aggregate Consideration includes Deferred Consideration,
        Paragon shall have the right, in its sole discretion, to
        elect (at least 2 business days prior to the Sale
        closing date), to receive fees owed on such Deferred
        Compensation at the same time such Deferred Compensation
        is paid (rather than upon the closing date of the Sale),
        whereby neither the Discount Rate nor the amount of the
        Deferred Compensation would be utilized for the purpose
        of determining Aggregate Consideration for the purpose
        of determining any Sale Fee payable at the closing of a
        Sale.  The Debtors agree to seek all consents, waivers,
        authorizations or other agreements from its lenders and
        other parties in interest necessary to ensure prompt
        payment in full to Paragon of all compensation and other
        obligations pursuant to the Engagement Letter.

     F. Payment of Paragon's reasonable out-of-pocket expenses
        (other than any fees and expenses of Paragon's counsel)
        incurred in connection with the Sale.

     G. Payment of the reasonable fees and disbursements of
        Paragon's legal counsel during these chapter 11 cases.

     H. Payment for its court-related services in connection with
        these chapter 11 cases at hourly rates of $650 per hour
        per partner, $350 per hour per principal/vice president
        and $150 per hour per analyst -- Restructuring Advisory
        Fees.  However, no Monthly Work Fee shall be payable with
        respect to any calendar month for which Paragon bills the
        Debtors for Restructuring Advisory Fees.

     I. The Debtors and Paragon acknowledge and agree that (i) the
        hours worked, (ii) the results achieved and (iii) the
        ultimate benefit to the Debtors of the work performed, in
        each case, in connection with the engagement, may be
        variable, and that the Debtors and Paragon have taken such
        factors into account in setting the fees.

     J. Paragon will be paid its Monthly Work Fee, Expenses,
        Counsel, and Restructuring Advisory Fees on a monthly
        basis without application to the Court; provided, however,
        all such payments are subject to final approval by the
         Court and Paragon shall file a final fee application for
        approval of such fees as well as the Sale Fee.

     K. The Debtors have also agreed to indemnify Paragon.

Paragon may be reached at:

          Michael E. Levy
          PARAGON CAPITAL PARTNERS, LLC
          450 Park Avenue, Suite 2500
          New York, NY 10022
          Tel: (212) 894-0270
          Fax: (212) 894-0279
          E-mail: info@paragoncp.com

                About Hartford Computer Hardware

Schaumburg, Illinois-based Hartford Computer Hardware Inc. and its
affiliated entities are one of the leading providers of repair and
installation services in North America for consumer electronics
and computers.  Hartford Computer Hardware operates in three
complementary business lines: parts distribution and repair, depot
repair, and onsite repair and installation.  Products serviced
include laptop and desktop computers, commercial computer systems,
flat-screen television, consumer gaming units, printers,
interactive whiteboards, peripherals, servers, POS devices, and
other electronic devices.  Hartford Computer Hardware, though all
U.S. companies, operates a significant portion of their business
in Markham, Ontario, Canada.

Hartford Computer Hardware and three units filed for Chapter 11
bankruptcy (Bankr. N.D. Ill. Lead Case No. 11-49744) on Dec. 12,
2011.  The affiliates are Hartford Computer Group Inc. (Case No.
11-49750); Hartford Computer Government Inc. (Case No. 11-49752)
and Nexicore Services LLC (Case No. 11-49754).  Judge Pamela S.
Hollis oversees the case.  John P. Sieger, Esq., Paige E. Barr,
Esq., and Peter A. Siddiqui, Esq. -- john.sieger@kattenlaw.com ,
paige.barr@kattenlaw.com and peter.siddiqui@kattenlaw.com -- at
Katten Muchin Rosenman LLP, serve as the Debtors' counsel.  The
Debtors' investment banker is Paragon Capital Partners, LLC; the
special counsel is Thornton Grout Finnigan LLP; and the notice and
claims agent is Kurtzman Carson Consultants LLC.  In its petition,
Hartford Computer Hardware estimated $50 million to $100 million
in assets and debts.  The petitions were signed by Brian Mittman,
chief executive officer.


HERTZ GLOBAL: S&P Affirms 'B+' Corporate Credit Rating
------------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'B+' corporate
credit ratings on Park Ridge, N.J.-based car and equipment renter
and lessor Hertz Global Holdings Inc. and its major operating
subsidiary Hertz Corp. The outlook is stable.

The affirmation reflects Hertz's relatively stable financial
profile, even with the Sept. 1, 2011, acquisition of automotive
fleet lessor and manager Donlen Corp. for $177 million in cash and
the assumption of $770 million in fleet debt.

"We expect modest improvement in Hertz's credit metrics in 2012,
despite the incremental debt," said Standard & Poor's credit
analyst Betsy Snyder.

Standard & Poor's also removed the ratings from CreditWatch, where
it had placed them with negative implications on May 9, 2011, when
Hertz announced it had made a new proposal to acquire value car
renter Dollar Thrifty Automotive Group Inc. (DTAG).

Hertz announced its withdrawal of its exchange offer to acquire
DTAG's shares on Oct. 27, 2011. Hertz has indicated it remains
interested in acquiring DTAG and continues to work on obtaining
regulatory approval for the acquisition.

"If Hertz does make another bid to acquire DTAG, we will reassess
potential ratings implications at that time," Ms. Snyder said. "We
believe we would affirm our ratings in that scenario, assuming
Hertz incurred a moderate level of debt to finance the
acquisition."

Most issue-level ratings on Hertz's debt were also affirmed.
Standard & Poor's raised the rating on Hertz Corp.'s senior
unsecured debt to 'B' from 'B-' and revised the recovery rating to
'5' from '6'.

"We are raising the unsecured debt rating and revising the
recovery rating to reflect the higher value available to those
noteholders after the company paid down a portion of its secured
debt over the past year," Ms. Snyder said.

Standard & Poor's characterizes Hertz's business risk profile as
"fair" and its financial risk profile as "aggressive" under its
criteria.


HISTORICAL PROPERTIES: Case Summary & Creditors List
----------------------------------------------------
Debtor: The Historical Properties, LLC
          dba Days Inn - St. Augustine
        1300 N. Ponce De Leon Boulevard
        Saint Augustine, FL 32084

Bankruptcy Case No.: 11-09128

Chapter 11 Petition Date: December 20, 2011

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

Judge: Paul M. Glenn

Debtor's Counsel: Buddy D. Ford, Esq.
                  BUDDY D. FORD, P.A.
                  115 N. MacDill Avenue
                  Tampa, FL 33609-1521
                  Tel: (813) 877-4669
                  Fax: (813) 877-5543
                  E-mail: Buddy@tampaesq.com

Scheduled Assets: $4,356,224

Scheduled Liabilities: $4,192,488

The Company's list of its 14 largest unsecured creditors filed
with the petition is available for free at:
http://bankrupt.com/misc/flmb11-09128.pdf

The petition was signed by Jyotsna "Jane" Patel, manager.

Affiliates that filed separate Chapter 11 petitions:

        Entity                        Case No.       Petition Date
        ------                        --------       -------------
Durgama, Inc.                         11-02409            04/01/11
JAI Ambaji Corporation                11-09119            12/20/11


HOFFMAN ESTATES: S&P Puts 'B' Corp. Credit Rating on Watch Neg.
---------------------------------------------------------------
Standard & Poor's Ratings Services placed its 'B' long-term
corporate credit rating on Sears Holdings Corp., along with all
related issue-level ratings on the company's debt, on CreditWatch
with negative implications.

"The placement of the ratings on Sears Holdings Corp. and its
subsidiaries on CreditWatch with negative implications follows the
company's announcement that sales and margins continue to be
pressured by poor performance in the consumer electronics, home
appliances, and apparel categories. As a result, we expect that
credit protection metrics will deteriorate further over the near
term. The rating action is also a result of the company's
announcement that quarter-to-date performance is significantly
below expectations; the company has announced that it expects
fourth-quarter EBITDA to be less than half of the prior year's
amount," S&P said.

"In our view, the company's announcement of 100 to 120 store
closures may do little to help its poor performance. We believe
that one of the primary issues is that the company has
underinvested in its stores base, especially when compared with
its peers," S&P related.


INTEGRITY TOTAL: Case Summary & 6 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Integrity Total Car Care, Inc.
        dba Rentaland
        7 Enterprise Drive
        Bunnell, FL 32110

Bankruptcy Case No.: 11-19133

Chapter 11 Petition Date: December 23, 2011

Court: United States Bankruptcy Court
       Middle District of Florida (Orlando)

Judge: Karen S. Jennemann

Debtor's Counsel: Scott W. Spradley, Esq.
                  LAW OFFICES OF SCOTT W SPRADLEY PA
                  P.O. Box 1
                  109 South 5th Street
                  Flagler Beach, FL 32136
                  Tel: (386) 693-4935
                  Fax: (386) 693-4937
                  E-mail: scott.spradley@flaglerbeachlaw.com

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

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

A list of the Company's six largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/flmb11-19133.pdf

The petition was signed by Robert Walker, CEO and 50% shareholder.


ISAACSON STEEL: Can Use Cash Collateral Until Jan. 31, 2012
-----------------------------------------------------------
Judge J. Michael Deasy of the U.S. Bankruptcy Court for the
District of New Hampshire has issued a fourth interim order
extending Isaacson Structural Steel, Inc.'s use of cash collateral
through and including Jan. 31, 2012.  A further hearing on the
motion is scheduled on Jan. 24, 2012.

As adequate protection to Passumpsic Savings Bank for the Debtor's
use of Cash Collateral, Passumpsic is granted replacement liens in
all postpetition property of the estate of the same type against
which Passumpsic held validly perfected security interests as of
the Petition Date.

As further adequate protection, the Debtor will make monthly
payments of $11,000 to Passumpsic, with payments to be made on or
before the 30th day of each month.

Passumpsic Savings Bank, which purportedly holds claims against
the Debtor totaling roughly $13 million, tried to block the
Debtor's attempt to use cash collateral.

Passumpsic is represented by:

          Gregory A. Moffett, Esq.
          Daniel P. Luker, Esq.
          PRETI FLAHERTY BELIVEAU & PACHIOS PLLP
          P.O. Box 1318
          Concord, NH 03302-1318
          Tel: (603) 410-1525
          Fax: (603) 410-1501
          E-mail: gmoffett@preti.com

Isaacson is seeking Bankruptcy Court approval of up to $500,000 in
bridge financing with Cate Street Capital Inc. for working
capital.  The loan will bear interest at the rate of 5.25%, and
will mature Sept. 30, 2011.  The Debtor needs the money to fund
operations while its so-called Liberty Mutual/Turner and
Middletown School/MasterCraft contracts come on line.  The Debtor
intends to assume those contracts, which have a total contract
price in excess of $24 million.

The Debtor said without the financing, it will have to suspend its
business operations and furlough or lay off employees.

                  About Isaacson Structural Steel

Based in Berlin, New Hampshire, Isaacson Structural Steel, Inc.,
filed for Chapter 11 bankruptcy (Bankr. D. N.H. Case No. 11-12416)
on June 22, 2011.  Bankruptcy Judge J. Michael Deasy presides over
the case.  William S. Gannon PLLC serves as the Debtor's counsel.

Isaacson Structural Steel estimated both assets and debts of
$10 million to $50 million.  The petition was signed by Arnold P.
Hanson, Jr., president.

An official committee of unsecured creditors has been appointed in
Isaacson Structural Steel's case.

A bankruptcy petition was also filed for Isaacson Steel, Inc.
(Bankr. D. N.H. Case No. 11-12415) on June 22, 2011, estimating
assets and debts of $1 million to $10 million.  The petition was
signed by Arnold P. Hanson, Jr., president.  William S. Gannon,
Esq., also represents Isaacson Steel.


ISAACSON STEEL: Wants Exclusive Filing Period Extended to Feb. 15
-----------------------------------------------------------------
Isaacson Steel, Inc., and Isaacson Structural Steel, Inc., ask
the U.S. Bankruptcy Court for the District of New Hampshire to
extend the exclusive periods within which only the Debtors can
file a plan from Dec. 15, 2011, to Feb. 1, 2012, and the period
to secure acceptance of a plan from Feb. 15, 2012, to and
May 1, 2012.

The Debtors are now actively engaged in purchase and sale
negotiations with several prospective purchasers.  The Debtors
expect to file motions pertaining to sale of all or substantially
all of their assets.  Assuming that Debtors reach agreements with
potential buyers, the Debtors envision filing reorganization plans
shortly thereafter as part of the 363 sale process.

William S. Gannon, Esq., representing the Debtors, submits that
the extension of exclusivity for a brief period will not hold
creditors hostage.  The Committee continues to support the
Debtors' efforts to find an investor or partner, strategic buyer
or financial buyer of new equity interests in Debtors or all or
substantially all of its property.  No creditor or any other
party-in-interest has expressed an interest in filing a plan for
the reorganization of the Debtors.

                  About Isaacson Structural Steel

Based in Berlin, New Hampshire, Isaacson Structural Steel, Inc.,
filed for Chapter 11 bankruptcy (Bankr. D. N.H. Case No. 11-12416)
on June 22, 2011.  Bankruptcy Judge J. Michael Deasy presides over
the case.

Isaacson Structural Steel estimated both assets and debts of
$10 million to $50 million.  The petition was signed by Arnold P.
Hanson, Jr., president.

An official committee of unsecured creditors has been appointed in
Isaacson Structural Steel's case.

A bankruptcy petition was also filed for Isaacson Steel, Inc.
(Bankr. D. N.H. Case No. 11-12415) on June 22, 2011, estimating
assets and debts of $1 million to $10 million.  The petition was
signed by Arnold P. Hanson, Jr., president.  William S. Gannon,
Esq., also represents Isaacson Steel.


ISAACSON STEEL: Can Access Cate Street Capital Working Capital
--------------------------------------------------------------
The Hon. J. Michael Deasy of the U.S. Bankruptcy Court for the
District of New Hampshire authorized Isaacson Structural Steel,
Inc., and Isaacson Steel, Inc., to enter into a working capital
financing arrangement with Cate Street Capital, Inc.

Subject to the terms of the financing documents, the Debtors may
borrow up to $500,000.

As adequate protection for any diminution in value of the lenders'
collateral, the Debtors will grant the lender security interest in
the collateral as: (a) a pledge of, and a first security interest
in, the collateral contracts and all of the Debtors' accounts
receivable, inventory, raw materials and work in process related
to, or associated with the collateral contracts; and (b) a first
priority security interest, and a right to repayment from, the
proceeds of the loan in the amount of $2,250,000 to be made to the
Debtor pursuant to the BFA financing; and (a) a first priority
security interest in all proceeds of the loan; and (d) all
property, as security for all obligations; and all other property
that now and hereafter secured any obligations.

                  About Isaacson Structural Steel

Based in Berlin, New Hampshire, Isaacson Structural Steel, Inc.,
filed for Chapter 11 bankruptcy (Bankr. D. N.H. Case No. 11-12416)
on June 22, 2011.  Bankruptcy Judge J. Michael Deasy presides over
the case.

Isaacson Structural Steel estimated both assets and debts of
$10 million to $50 million.  The petition was signed by Arnold P.
Hanson, Jr., president.

An official committee of unsecured creditors has been appointed in
Isaacson Structural Steel's case.

A bankruptcy petition was also filed for Isaacson Steel, Inc.
(Bankr. D. N.H. Case No. 11-12415) on June 22, 2011, estimating
assets and debts of $1 million to $10 million.  The petition was
signed by Arnold P. Hanson, Jr., president.  William S. Gannon,
Esq., also represents Isaacson Steel.


ISAACSON STEEL: Can Access $2.25-Mil BFA Working Capital Loan
-------------------------------------------------------------
The Hon. J. Michael Deasy has authorized Isaacson Structural
Steel, Inc., and Isaacson Steel, Inc., to enter into a working
capital financing arrangement with New Hampshire Business Finance
Authority (BFA) in the maximum amount of $2,250,000 for the
purpose of providing Debtor with working capital with which to pay
the costs and expenses approved by BFA.

Part of the proceeds of the loan will be used to repay the
$500,000 Cate Street loan, plus interest and legal fees and
expenses.

To secure payment of the Debtor on the BFA Loan, the Debtors grant
to BFA first-priority liens in, to and on the BFA Collateral.
Regular monthly payments of interest and payments or prepayments
of principal may be made to BFA as required by the Loan Agreement.

The Debtors will grant to the Lender priority over all
administrative expenses and first priority liens in the Debtors'
property:

     a. first priority security interest in accounts receivable
        and inventory acquired or generated with respect to
        contracts entered into on or after Oct. 1, 2011;

     b. first priority security interest in accounts receivable
        arising from the Liberty Mutual Contracts and the
        Middletown School Contracts provided, however, that BFA's
        security interest in accounts receivable generated with
        respect to the Liberty Mutual Insurance construction
        project located at 157 Berkley Street, Boston, Mass., will
        be junior in right only to any valid right of recoupment
        and/or offset that arises under the Liberty Mutual
        Contract in favor of Turner Construction Company, Inc.;

     c. a first priority security interest on the Debtors' or the
        estate's commercial tort claims and a first priority right
        and security interest in up to $1,250,000 of any proceeds,
        benefits or coverage payable on account of the Debtor's or
        the estate's commercial tort claims under any insurance
        policy owned by the Debtor or the estate, which provides
        coverage for any commercial tort claims, including the
        Borrower's officers' and directors' liability policy;

     d. Proceeds and products of all of the foregoing, including
        cash deposits in any bank accounts maintained by Borrower,
        that constitute proceeds of property which is subject to a
        security interest held by BFA, excluding any cash deposits
        that constitute proceeds of the Debtor's tax refunds, but
        including all cash collateral in which Lender has a lien,
        security interest or other interest, in each case whether
        existing on the Petition Date.

The Debtors require the BFA Loan to provide necessary capital to
fulfill existing contracts, including the so-called Liberty Mutual
Contracts and obtain new contracts being solicited and bid by
Debtor, which will continue to increase the value of Debtor and
its business and preserve going concern value of its business.

                  About Isaacson Structural Steel

Based in Berlin, New Hampshire, Isaacson Structural Steel, Inc.,
filed for Chapter 11 bankruptcy (Bankr. D. N.H. Case No. 11-12416)
on June 22, 2011.  Bankruptcy Judge J. Michael Deasy presides over
the case.

Isaacson Structural Steel estimated both assets and debts of
$10 million to $50 million.  The petition was signed by Arnold P.
Hanson, Jr., president.

An official committee of unsecured creditors has been appointed in
Isaacson Structural Steel's case.

A bankruptcy petition was also filed for Isaacson Steel, Inc.
(Bankr. D. N.H. Case No. 11-12415) on June 22, 2011, estimating
assets and debts of $1 million to $10 million.  The petition was
signed by Arnold P. Hanson, Jr., president.  William S. Gannon,
Esq., also represents Isaacson Steel.


ISAACSON STRUCTURAL: In Talks With Potential Buyers for Assets
--------------------------------------------------------------
Chris Jensen at New Hampshire News reports that Isaacson
Structural Steel is negotiating with several buyers, and a sale is
possible early next year.

According to the report, the negotiations have reached the point
where draft asset purchase agreements have been exchanged.  The
Company has asked the prospective buyers whether or not they
intended to continue to operate the facilities and in all
instances they have said they do and will.

The report says the sale could go through in February or March
2012.

                  About Isaacson Structural Steel

Based in Berlin, New Hampshire, Isaacson Structural Steel, Inc.,
filed for Chapter 11 bankruptcy (Bankr. D. N.H. Case No. 11-12416)
on June 22, 2011.  Bankruptcy Judge J. Michael Deasy presides over
the case.  Isaacson Structural Steel estimated both assets and
debts of $10 million to $50 million.

A bankruptcy petition was also filed for Isaacson Steel, Inc.
(Bankr. D. N.H. Case No. 11-12415) on June 22, 2011, estimating
assets and debts of $1 million to $10 million.

William S. Gannon, Esq., serves as general counsel to the Debtors.
The petitions were signed by Arnold P. Hanson, Jr., president.

An official committee of unsecured creditors, appointed in the
cases, has tapped Daniel W. Sklar, Esq., and Holly Kilibarda,
Esq., at Nixon Peabody LLP, as counsel.


JAI AMBAJI: Case Summary & 16 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: JAI Ambaji Corporation
          dba Super 8 Motel
        1300 N. Ponce De Leon Boulevard
        Saint Augustine, FL 32084

Bankruptcy Case No.: 11-09119

Chapter 11 Petition Date: December 20, 2011

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

Judge: Paul M. Glenn

Debtor's Counsel: Buddy D. Ford, Esq.
                  BUDDY D. FORD, P.A.
                  115 N. MacDill Avenue
                  Tampa, FL 33609-1521
                  Tel: (813) 877-4669
                  Fax: (813) 877-5543
                  E-mail: Buddy@tampaesq.com

Scheduled Assets: $1,077,782

Scheduled Liabilities: $838,191

The Company's list of its 16 largest unsecured creditors filed
with the petition is available for free at:
http://bankrupt.com/misc/flmb11-09119.pdf

The petition was signed by Jyotsna "Jane" Patel, vice president.

Affiliates that filed separate Chapter 11 petitions:

        Entity                        Case No.       Petition Date
        ------                        --------       -------------
Durgama, Inc.                         11-02409            04/01/11
The Historical Properties, LLC        11-09128            12/20/11


JAMES RIVER: Service Receives Imminent Danger Order from MSHA
-------------------------------------------------------------
The Dodd-Frank Wall Street Reform and Consumer Protection Act was
enacted on July 21, 2010.  Section 1503 of the Act contains new
reporting requirements regarding mine safety, including disclosing
on a Current Report on Form 8-K the receipt of an imminent danger
order under section 107(a) of the Federal Mine Safety and Health
Act of 1977 issued by the federal Mine Safety and Health
Administration.

On Dec. 21, 2011, James River Coal Service Company, a subsidiary
of James River Coal Company, received an imminent danger order
under section 107(a) of the Mine Act alleging a bench and ditch
used to catch rocks was full and several large rocks rolled onto
an access road to the mine.  No injuries occurred, and the dumping
of the material was stopped above the access road.

                         About James River

Headquartered in Richmond, Virginia, James River Coal Company
(NasdaqGM: JRCC) -- http://www.jamesrivercoal.com/-- mines,
processes and sells bituminous steam and industrial-grade coal
primarily to electric utility companies and industrial customers.
The company's mining operations are managed through six operating
subsidiaries located throughout eastern Kentucky and in southern
Indiana.

The Company also reported a net loss of $10.54 million on
$820.47 million of total revenue for the nine months ended
Sept. 30, 2011, compared with net income of $52.29 million on
$539.06 million of total revenue for the same period a year ago.

The Company's balance sheet at Sept. 30, 2011, showed
$1.38 billion in total assets, $929.56 million in total
liabilities, and $451.26 million in total shareholders' equity.

                           *     *     *

James River carries a 'B' corporate credit rating from Standard &
Poor's Ratings Services, and 'B3' corporate family rating from
Moody's Investors Service.

As reported by the TCR on March 25, 2011, Moody's Investors
Service upgraded James River Coal Company's Corporate Family
Rating to 'B3' from 'Caa2'.  The rating upgrade reflects post-
acquisition potential for significant increase in JRCC's
metallurgical coal production, increase in operational diversity
within Central Appalachia, and greater access to export markets.

The S&P corporate rating was upgraded from 'B-' in March 2011.
"The upgrade reflects S&P's view that the IRP acquisition provides
James River Coal exposure to the attractive metallurgical coal
market," said Standard & Poor's credit analyst Fred Ferraro.  "The
acquisition also adds management experience in overseas marketing,
and expands the company's reserve life.  Furthermore, S&P expects
that it will be funded in a way that is consistent with the
current capital structure so as to maintain the current credit
metrics."


JER/JAMESON MEZZ: Files Schedules of Assets and Liabilities
-----------------------------------------------------------
JER/Jameson Mezz Borrower I LLC filed with the Bankruptcy Court
its schedules of assets and liabilities, disclosing:

  Name of Schedule                          Assets    Liabilities
  ----------------                          ------    -----------
A - Real Property                               $0
B - Personal Property             To be determined
C - Property Claimed as Exempt
D - Creditors Holding Secured
    Claims                                            $38,986,944
E - Creditors Holding Unsecured
    Priority Claims                                            $0
F - Creditors Holding Unsecured
    Nonpriority Claims                                    $82,564
                                            ------    -----------
         TOTAL                    To be determined    $39,069,508

A copy of the schedules is available for free at:

     http://bankrupt.com/misc/JERJamesonMezzBorrowerI.SAL.pdf

JER/Jameson Mezz Borrower II LLC filed with the Bankruptcy Court
its schedules of assets and liabilities, disclosing:

  Name of Schedule                          Assets    Liabilities
  ----------------                          ------    -----------
A - Real Property                               $0
B - Personal Property             To be determined
C - Property Claimed as Exempt
D - Creditors Holding Secured
    Claims                                            $38,986,944
E - Creditors Holding Unsecured
    Priority Claims                                            $0
F - Creditors Holding Unsecured
    Nonpriority Claims                                    $79,384
                                            ------    -----------
         TOTAL                    To be determined    $39,066,328

A copy of the schedules is available for free at:

    http://bankrupt.com/misc/JERJamesonMezzBorrowerII.SAL.pdf

About Jameson Inns

Founded in 1987, Jameson is a chain of 103 small, budget hotels
operating under the Jameson brand in the Southeast and Midwest.
The Jameson properties are operated under the names Jameson Inn
and Signature Inn.  The hotels are based in Smyrna, Georgia.

The chain was taken private in a 2006 buyout by JER Partners, a
unit of real-estate investor J.E. Robert Cos.  JER then put
$330 million of debt on the chain to finance the buyout.  At the
top of the list is a $175 million mortgage loan with Wells Fargo
Bank NA serving as special servicer.  There are four tranches of
mezzanine loans, each for $40 million.  The collateral for each of
the Mezz Loans is the equity interest in the entity or entities
immediately below the borrower of each Mezz Loan.  All of the
mezzanine loans matured in August.

JER/Jameson NC Properties LP and JER/Jameson Properties LLC are
borrowers under the loan with Wells Fargo.  The mortgage loan is
secured by mortgages on hotel properties.  The first set of
foreclosure sales were set for Nov. 1, 2011.  The Mortgage
Borrowers have not sought bankruptcy protection.

Colony Capital affiliates, CDCF JIH Funding LLC and ColFin JIH
Funding LLC, hold the first and second mezzanine loans.  The First
Mezz Loan is secured by a pledge of JER/Jameson Mezz Borrower I
LLC's 100% interest in the Mortgage Borrowers.

Prior to the maturity default, the Colony JIH Lenders purchased
the Second Mezz Loan from a previous holder.  The Second Mezz Loan
is secured by a pledge of JER/Jameson Mezz Borrower II's 100%
membership interest in the First Mezz Borrower.

Gramercy Warehouse Funding I LLC and Gramercy Loan Services LLC
hold a controlling participation interest in the Third Mezz and
Fourth Mezz Loans.  JER Investors Trust Inc. holds the remaining
participation interests in the Third Mezz and Fourth Mezz Loans.
JER/Jameson Holdco LLC, an affiliate of the Mortgage Borrowers,
owns the 100% equity interest in the Fourth Mezz Borrower.
Gramercy took over its mezzanine borrower in August.

JER/Jameson Mezz Borrower II LLC filed for Chapter 11 bankruptcy
(Bankr. D. Del. Case No. 11-13338) on Oct. 18, 2011, to prevent
foreclosure by Colony.  The Chapter 11 filing had the effect of
preventing Colony from wiping out Gramercy's interest.

Seven days later, JER/Jameson Mezz Borrower I LLC filed for
bankruptcy (Bankr. D. Del. Case No. 11-13392) on Oct. 25, 2011.

Judge Mary F. Walrath presides over the case.  Laura Davis Jones,
Esq., at Pachulski Stang Ziehl & Jones LLP, serves as counsel to
both Debtors.  Epiq Bankruptcy Solutions, LLC, serves as its
noticing, claims and balloting agent, and Houlihan Lokey
Howard & Zukin Capital Inc. serves as its investment banker.

Each of the Debtors estimated $100 million to $500 million in
assets and $10 million to $50 million in debts.  The petitions
were signed by James L. Gregory, vice president.

Colony specializes in real estate and has roughly $34 billion of
assets under management.  Colony is represented in the case by
Pauline K. Morgan, Esq., John T. Dorsey, Esq., Margaret Whiteman
Greecher, Esq., and Patrick A. Jackson, Esq., at Young Conaway
Stargatt & Taylor LLP; and Lindsee P. Granfield, Esq., Sean A.
O'Neil, Esq., and Jane VanLare, Esq., at Cleary Gottlieb Steen &
Hamilton LLP.


KAILASH CHOPRA: Case Summary & 10 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Kailash C. Chopra
        11602 Georgia Avenue
        Silver Spring, MD 20902

Bankruptcy Case No.: 11-34750

Chapter 11 Petition Date: December 22, 2011

Court: U.S. Bankruptcy Court
       District of Maryland (Greenbelt)

Judge: Wendelin I. Lipp

Debtor's Counsel: Jonathan C. Silverman, Esq.
                  5505 Branchville Road
                  College Park, MD 20740
                  Tel: (301) 474-5214
                  Fax: (301) 474-5213
                  E-mail: jonathan.c.silverman@gmail.com

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

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

The Company?s list of its 10 largest unsecured creditors is
available for free at:
http://bankrupt.com/misc/mdb11-34750.pdf


LAS ANIMAS: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: Las Animas Wood Products Inc.
        577 CR 233
        Durango, CO 81301-6567

Bankruptcy Case No.: 11-39476

Chapter 11 Petition Date: December 23, 2011

Court: United States Bankruptcy Court
       District of Colorado (Denver)

Judge: Elizabeth E. Brown

Debtor's Counsel: Charles G. Stewart, Esq.
                  CHARLES G. STEWART, P.C.
                  P.O. Box 1240
                  Paonia, CO 81428
                  Tel: (970) 527-5600
                  Fax: (970) 527-5601
                  E-mail: cstew@tds.net

Scheduled Assets: $1,000,537

Scheduled Liabilities: $1,578,944

A copy of the list of 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/cob11-39476.pdf

The petition was signed by Timothy N. Spellman, president.


LAST MILE: Court Approves Lowenstein Sandler as Counsel
-------------------------------------------------------
Last Mile Inc., aka Sting Communications, has sought and obtained
permission from the Bankruptcy Court to employ Lowenstein Sandler
PC as counsel effective as of the Petition Date.

                          About Last Mile

Based in Lebanon, Pennsylvania, Last Mile Inc., aka Sting
Communications, is a telecommunications services company
delivering advanced Ethernet transport services.  It specializes
in designing, implementing and managing Wide Area Networks that
leverage the power of Internet Protocol to link the customers'
locations securely, efficiently and cost effectively to support
delivery of advanced applications, voice, data and video at
scalable broadband speeds.

Last Mile filed for Chapter 11 bankruptcy (Bankr. S.D.N.Y. Case
No. 11-14769) on Oct. 12, 2011.  Judge Sean H. Lane presides over
the case.  Kenneth A. Rosen, Esq., Jeffrey A. Kramer, Esq, and
Thomas A. Pitta, Esq., at Lowenstein Sandler PC, in New York,
represent the Debtor as counsel.  In its petition, the Debtor
estimated $10 million to $50 million in assets and debts.  The
petition was signed by Darol Lain, president.

Tracy Hope Davis, the United States Trustee for Region 2, pursuant
to 11 U.S.C. Sec. 1102(a) and (b), appointed three unsecured
creditors to serve on the Official Committee of Unsecured
Creditors of Last Mile Inc., aka Sting Communications.


LAST MILE: Committee Taps Halperin Battaglia as Counsel
-------------------------------------------------------
The Official Committee of Unsecured Creditors in the Chapter 11
case of Last Mile Inc., aka Sting Communications, asks for
permission from the U.S. Bankruptcy Court for the Southern
District of New York to retain Halperin Battaglia Raicht, LLP, as
its counsel, nunc pro tunc, to Nov. 29, 2011.

As committee's counsel, HBR will, among other things:

   a. advise the Committee with respect to its rights, duties
      and powers in this case;

   b. assist and advise the Committee in its consultations
      with the Debtor relative to the administration of this
      case;

   c. assist the Committee in analyzing the claims of Debtor's
      creditors and in negotiating with such creditors;

   d. assist with the Committee's investigation of the acts,
      conduct, assets, liabilities and financial condition of
      the Debtor, the operation of the Debtor's business and
      the proposed disposition of the business or assets; and

   e. assist the Committee in its analysis of and negotiations
      with the Debtor or any third party concerning matters
      related to the realization by creditors of a recovery on
      claims and other means of realizing value in this case.

Compensation will be payable to HBR on an hourly basis,
plus reimbursement of actual, necessary expenses and other charges
incurred by the firm.  HBR's current hourly rates are from $525 to
$195 per hour for attorneys and $125 to $95 per hour for
paraprofessionals.

Alan D. Halperin, a partner of Halperin Battaglia Raicht, attests
that the firm is a "disinterested person," as that term is defined
in Section 101(14) of the Bankruptcy Code.

                          About Last Mile

Based in Lebanon, Pennsylvania, Last Mile Inc., aka Sting
Communications, is a telecommunications services company
delivering advanced Ethernet transport services.  It specializes
in designing, implementing and managing Wide Area Networks that
leverage the power of Internet Protocol to link the customers'
locations securely, efficiently and cost effectively to support
delivery of advanced applications, voice, data and video at
scalable broadband speeds.

Last Mile filed for Chapter 11 bankruptcy (Bankr. S.D.N.Y. Case
No. 11-14769) on Oct. 12, 2011.  Judge Sean H. Lane presides over
the case.  Kenneth A. Rosen, Esq., Jeffrey A. Kramer, Esq, and
Thomas A. Pitta, Esq., at Lowenstein Sandler PC, in New York,
represent the Debtor as counsel.  In its petition, the Debtor
estimated $10 million to $50 million in assets and debts.  The
petition was signed by Darol Lain, president.

Tracy Hope Davis, the United States Trustee for Region 2, pursuant
to 11 U.S.C. Sec. 1102(a) and (b), appointed three unsecured
creditors to serve on the Official Committee of Unsecured
Creditors of Last Mile Inc., aka Sting Communications.


LEMAN DEVELOPMENT: Voluntary Chapter 11 Case Summary
----------------------------------------------------
Debtor: Leman Development, Ltd.
        15400 Knoll Trail, Suite 201
        Dallas, TX 75248

Bankruptcy Case No.: 11-38076

Chapter 11 Petition Date: December 26, 2011

Court: United States Bankruptcy Court
       Northern District of Texas (Dallas)

Judge: Stacey G. Jernigan

Debtor's Counsel: Howard Marc Spector, Esq.
                  SPECTOR & JOHNSON, PLLC
                  12770 Coit Road
                  Banner Place, Suite 1100
                  Dallas, TX 75251
                  Tel: (214) 365-5377
                  Fax: (214) 237-3380
                  E-mail: hspector@spectorjohnson.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 James A. Sleplela, president, Sleplela
Development Corp., as general partner of Windmill/Kaufman Ltd.,
Debtor's general partner.


MARCU PROPERTY: Case Summary & 6 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Marcu Property Enterprises, LLC
          dba Golden Goal Indoor Complex, Inc.
        2650 Alkire Street
        Golden, CO 80401

Bankruptcy Case No.: 11-39233

Chapter 11 Petition Date: December 20, 2011

Court: U.S. Bankruptcy Court
       District of Colorado (Denver)

Judge: Sidney B. Brooks

Debtor's Counsel: David M. Miller, Esq.
                  KUTNER MILLER BRINEN, P.C.
                  303 E. 17th Avenue, Suite 500
                  Denver, CO 80203
                  Tel: (303) 832-2400
                  E-mail: dmm@kutnerlaw.com

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

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

The Company's list of its six largest unsecured creditors is
available for free at:
http://bankrupt.com/misc/cob11-39233.pdf

The petition was signed by Radu Marcu, manager.


MARITIME COMMS: Court OKs Harris Jernigan as Bankruptcy Counsel
---------------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Mississippi
authorized Maritime Communications/Land Mobile LLC to employ
Harris Jernigan & Geno PLLC to:

   a. advise and consult with the Debtor-in-possession regarding
      questions arising from certain contract negotiations which
      will occur during the operation of business by the Debtor;

   b. evaluate and attack claims of various creditors who may
      assert security interests in the assets and who may seek to
      disturb the continued operation of the business;

   c. appear in, prosecute, or defend suits and proceedings, and
      to take all necessary and proper steps and other matters
      and things involved in or connected with the affairs of the
      estate of the Debtor;

   d. represent the Debtor in court hearings and to assist in the
      preparation of contracts, reports, accounts, petitions,
      applications, orders and other papers and documents as may
      be necessary in this proceeding;

   e. advise and consult with Debtor in connection with any
      reorganization plan which may be proposed in this
      proceeding and any matters concerning Debtor which arise
      out of or follow the acceptance or consummation of the
      reorganization or its rejection; and

   f. perform other legal services on behalf of Debtor as they
      become necessary in the proceeding.

The Debtor will employ Harris Jernigan at these hourly rates:

      Craig M. Geno and Senior Partners        $375
      Junior Partners                          $250
      Associates                               $225
      Paralegals                               $125

Mr. Geno assures the Court that his firm is a "disinterested
person" as the term is defined in Section 101(14) of the
Bankruptcy Code.

                      About Maritime Communications

Maritime Communications/Land Mobile, LLC, owns and operates
numerous licenses for wireless and cellular services.  Its assets
primarily include Federal Communications licenses.  The Company
filed a Chapter 11 petition (Bankr. N.D. Miss. Case No. 11-13463)
on Aug. 1, 2011, in Aberdeeen, Mississippi.  Harris Jernigan &
Geno PLLC serves as the counsel to the Debtor.  In its schedules,
the Debtor disclosed $47,649,673 in assets, and $31,252,752 in
liabilities as of the petition date.

The United States Trustee for Region 5 appointed three members to
comprise the Official Committee of Unsecured Creditors.


MARITIME COMMUNICATIONS: Robert Keller OK'd as Special FCC Counsel
------------------------------------------------------------------
Maritime Communications/Land Mobile, LLC, obtained permission from
the U.S. Bankruptcy Court for the Northern District of Mississippi
to employ Robert J. Keller, P.C., of P.O. Box 33428, Washington,
DC 20033-0428, to act as its special FCC counsel and to represent
in any regulatory issues and efforts involving the FCC licenses in
which the Debtor may have an interest and in any ensuing
litigation related thereto, effective Aug. 1, 2011.

Mr. Keller assured the Bankruptcy Court that he is a
"disinterested person" as contemplated by the applicable statutory
authority under which he is to be employed and applicable
Bankruptcy Rules.

                    About Maritime Communications

Maritime Communications/Land Mobile, LLC, owns and operates
numerous licenses for wireless and cellular services.  Its assets
primarily include Federal Communications licenses.  The Company
filed a Chapter 11 petition (Bankr. N.D. Miss. Case No. 11-13463)
on Aug. 1, 2011, in Aberdeeen, Mississippi.  Harris Jernigan &
Geno PLLC serves as the counsel to the Debtor.  In its schedules,
the Debtor disclosed $47,649,673 in assets, and $31,252,752 in
liabilities as of the petition date.

The United States Trustee for Region 5 appointed three members to
comprise the Official Committee of Unsecured Creditors.


MAHASHIV, INC.: Case Summary & 4 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Mahashiv, Inc.
        1805 John Papalas Drive
        Lincoln Park, MI 48146

Bankruptcy Case No.: 11-72033

Chapter 11 Petition Date: December 20, 2011

Court: U.S. Bankruptcy Court
       Eastern District of Michigan (Detroit)

Judge: Phillip J. Shefferly

Debtor's Counsel: Kurt Thornbladh, Esq.
                  THORNBLADH LEGAL GROUP, PLLC
                  7301 Schaefer
                  Dearborn, MI 48126
                  Tel: (313) 943-2678
                  E-mail: kthornbladh@yahoo.com

Estimated Assets: $0 to $50,000

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

The Company?s list of its four largest unsecured creditors is
available for free at:
http://bankrupt.com/misc/mieb11-72033.pdf

The petition was signed by Naresh Patel, president.


MONEYGRAM INT'L: Thomas Lee Discloses 51.9% Equity Stake
--------------------------------------------------------
In an amended Schedule 13D filing with the U.S. Securities and
Exchange Commission, Thomas H. Lee Advisors, LLC, and its
affiliates disclosed that, as of Dec. 22, 2011, they beneficially
own 37,081,388 shares of common stock of MoneyGram International,
Inc., representing 51.9% of the shares outstanding.  As previously
reported by the TCR on Dec. 1, 2011, Thomas H. Lee disclosed
beneficial ownership of 37,575,150 shares of common stock or
52.6% equity stake.  A full-text copy of the amended Schedule 13D
is available at http://is.gd/gL7bZx

                   About MoneyGram International

MoneyGram International, Inc. (NYSE: MGI) --
http://www.moneygram.com/-- is a global payment services company.
The Company's major products and services include global money
transfers, money orders and payment processing solutions for
financial institutions and retail customers.  MoneyGram is a New
York Stock Exchange-listed company with 203,000 global money
transfer agent locations in 191 countries and territories.

The Company's balance sheet at Sept. 30, 2011, showed $5 billion
in total assets, $5.10 billion in total liabilities and a $108.16
million total stockholders' deficit.

                           *     *     *

As reported by the TCR on Nov. 15, 2011, Fitch Ratings has
affirmed and simultaneously withdrawn the 'B+' Issuer Default
Rating (IDR) of MoneyGram International Inc.  Fitch has withdrawn
the rating for business reasons.  The ratings is no longer
relevant to the agency's coverage.


MONEYGRAM INT'L: Silver Point Discloses 1.3% Equity Stake
---------------------------------------------------------
In an amended Schedule 13D filing with the U.S. Securities and
Exchange Commission, Silver Point Capital, L.P., and its
affiliates disclosed that, as of Dec. 22 2011, they beneficially
own 749,118 shares of common stock of of MoneyGram International,
Inc., representing 1.3% of the shares outstanding.  As previously
reported by the TCR on Dec. 1, 2011, Silver Point disclosed
beneficial ownership of 759,093 shares of common stock.  A full-
text copy of the amended Schedule 13D is available at:

                        http://is.gd/bh1YEj

                   About MoneyGram International

MoneyGram International, Inc. (NYSE: MGI) --
http://www.moneygram.com/-- is a global payment services company.
The Company's major products and services include global money
transfers, money orders and payment processing solutions for
financial institutions and retail customers.  MoneyGram is a New
York Stock Exchange-listed company with 203,000 global money
transfer agent locations in 191 countries and territories.

The Company's balance sheet at Sept. 30, 2011, showed $5 billion
in total assets, $5.10 billion in total liabilities, and a
$108.16 million total stockholders' deficit.

                           *     *     *

As reported by the TCR on Nov. 15, 2011, Fitch Ratings has
affirmed and simultaneously withdrawn the 'B+' Issuer Default
Rating (IDR) of MoneyGram International Inc.  Fitch has withdrawn
the rating for business reasons.  The ratings is no longer
relevant to the agency's coverage.


MONEYGRAM INT'L: Goldman Sachs Discloses 19.1% Equity Stake
-----------------------------------------------------------
In an amended Schedule 13D filing with the U.S. Securities and
Exchange Commission, The Goldman Sachs Group, Inc., and its
affiliates disclosed that, as of Dec. 22, 2011, they beneficially
own 13,683,058 shares of common stock of MoneyGram International,
Inc., representing 19.1% of the shares outstanding.  As previously
reported by the TCR on Dec. 1, 2011, Goldman Sachs disclosed
beneficial ownership of 14,176,820 shares of common stock or 19.8%
equity stake.  A full-text copy of the amended filing is available
for free at http://is.gd/CdkcaL

                   About MoneyGram International

MoneyGram International, Inc. (NYSE: MGI) --
http://www.moneygram.com/-- is a global payment services company.
The Company's major products and services include global money
transfers, money orders and payment processing solutions for
financial institutions and retail customers.  MoneyGram is a New
York Stock Exchange-listed company with 203,000 global money
transfer agent locations in 191 countries and territories.

The Company's balance sheet at Sept. 30, 2011, showed $5 billion
in total assets, $5.10 billion in total liabilities and a $108.16
million total stockholders' deficit.

                           *     *     *

As reported by the TCR on Nov. 15, 2011, Fitch Ratings has
affirmed and simultaneously withdrawn the 'B+' Issuer Default
Rating (IDR) of MoneyGram International Inc.  Fitch has withdrawn
the rating for business reasons.  The ratings is no longer
relevant to the agency's coverage.


MOONLIGHT BASIN: Court Confirms Plan; Lehman to Take Over
---------------------------------------------------------
On Oct. 26, 2011, the U.S. Bankruptcy Court for the District of
Montana confirmed Moonlight Basin Ranch and its affiliated
Debtors' Second Amended Joint Chapter 11 Plan dated Sept. 2, 2011.
All creditors entitled to vote and who cash ballots voted to
accept the Debtor's Plan.

A copy of U.S. Bankruptcy Judge Ralph B. Kirscher's Oct. 26, 2011
MEMORANDUM and ORDER is available for free at:

        http://bankrupt.com/misc/moonlightbasin.doc962.pdf

Moonlight Basin Ranch LP and its affiliated Debtors filed on
Sept. 2, 2011, a disclosure statement for the Debtors' Second
Amended Joint Chapter 11 Plan.   The Disclosure Statement was
approved by the Bankruptcy Court on Sept. 8, 2011.

The chapter 11 Plan provides for the continued operation of the
Moonlight Basin Resort and significant payments to unsecured
creditors funded by the Debtors' prepetition lenders, Lehman
Brothers Holdings Inc. and Lehman Commercial Paper Inc.  The ski
resort has been in Chapter 11 bankruptcy since 2009.  Lehman
Brothers loaned money to Moonlight in 2007.

The cornerstone of the Plan is a settlement by and among the
Debtors, the Insiders, and the Lenders, each of which is
supportive of the Plan and the Debtors' emergence from Chapter 11.

The settlement contemplates the continued operation of the
Debtors' businesses through the transfer of substantially all of
the Debtors' assets to the Lenders or Lender Designee(s) in
satisfaction of the Lenders' prepetition secured claims.

To facilitate the settlement, the Lenders have agreed to fund
substantial payments to creditors.  Specifically, the Lenders have
agreed to provide an amount of cash sufficient to:

(i) establish a reserve in the amount of $154,040 (plus the amount
necessary to pay or satisfy costs that were incurred prior to the
Effective Date and have not yet been paid or have not yet been
Allowed as of the Effective Date, but which are subsequently
Allowed, which amount will be agreed to by the Debtors and the
Lenders in accordance with the terms of the Plan) to pay allowed
administrative expenses and costs associated with the
implementation of the Plan;

(ii) establish a reserve in the amount of $258,185 (subject to
adjustment) to satisfy in full allowed convenience claims (claims
allowed in an amount equal to or less than $10,000 or reduced to
$10,000 by the election of creditors);

(iii) establish a reserve in the amount of $722,125.00 (subject to
adjustment) for the benefit of allowed general unsecured claims;

(iv) pay all cure amounts in connection with the assumption of
executory contracts or unexpired leases, which amounts are
estimated as of the date of this Disclosure Statement to be
$60,262;

(v) pay secured claims, which are estimated to be $244,602; and

(vi) establish a reserve to pay allowed professional compensation
and reimbursement awards by the Bankruptcy Court for compensation
for services rendered or reimbursement of expenses incurred
through and including the Effective Date.

Taking into account all of the above payments, the Lenders have
agreed to fund over $1,400,000 under the Plan in aggregate.

The funds that will be paid to creditors will come from the
Lenders and not from the Debtors or the Debtors' estates.

                      Classification Summary

The Plan segregates the Claims against and Interests in the
Debtors into six classes: Priority Non-Tax Claims (Class 1),
Other Secured Claims (Class 2), Prepetition Lender Secured Claims
(Class 3), General Unsecured Claims (Class 4), Convenience Claims
(Class 5), and Equity Interests (Class 6).

Priority Non-Tax Claims in Class 1 will be paid in full, and is,
thus, Unimpaired and Deemed to Accept the Plan.

Claims in Class 2, 3, 4 and 5 are Impaired and are Entitled to
Vote:

Other Secured Claims in Class 2 will be satisfied by: (i) payment
in Cash; (ii) the sale or disposition proceeds of collateral
secured the claim; or (iii) such other treatment that leaves the
holder's legal, equitable, and contractual rights unaltered.

Prepetition Lender secured claims in Class 3 will be satisfied by
the transfer of the Debtor Purchased Assets.

General Unsecured Claims in Class 4 will receive the pro rata
share of Cash from the General Unsecured Claims Cash reserve.

Convenience Claims in Class 5 will be paid in full the Allowed
amount of the claims.

Equity Interests in Class 6 will receive no recovery.  Class 6 is
deemed to reject the plan.

A copy of the Second Amended Joint Chapter 11 Plan is available
for free at http://bankrupt.com/misc/moonlightbasin.doc833.pdf

                       About Moonlight Basin

Ennis, Montana-based Moonlight Basin Ranch LP and affiliated
Debtors Lone Mountain Food & Beverage, LLC, Moonlight Lodge, LLC,
Moonlight Golf, LLC, Moonlight Spa, LLC, Moonlight Basin, LLC, and
Moonlight Basin Mezz, LLC, each filed for Chapter 11 bankruptcy
protection (Bankr. D. Mont. Case Nos. 09-62327 to 09-62332; 09-
62334) on Nov. 18, 2009.  Craig D. Martinson, Esq., and James A.
Patten, Esq., who have offices in Billings, Montana, assist the
Debtor in its restructuring effort.

In its amended schedules, Moonlight Basin Ranch LP disclosed
$45,519,089 in assets and $97,407,467 in liabilities as of the
petition date.

Treeline Springs, LLC, and Mountain Top Construction Company, LLC,
filed for Chapter 11 protection (Bankr. D. Mont. Case No.
09-62368, 09-62370) on Nov. 23, 2009.

The Debtors, together with their nondebtor affiliates, operate the
Moonlight Basin Resort (the ?Resort?), a ski and golf community
situated on more than 8,000 acres of land at the north face of
Lone Mountain in Big Sky, Montana, approximately 50 miles from
Bozeman, Montana.  The overall development plan for the Resort
also contemplates a total of approximately 1,650 residential
dwellings.  As of Sept. 2, 2011, approximately 340 units/lots have
been sold.

The Debtors' Chapter 11 Cases have been consolidated for
procedural purposes only and are being jointly administered under
case number 09-62327 pursuant to Bankruptcy Rule 1015(b).


MT. VERNON: Court Approves Alex Cooper as Broker and Auctioneer
---------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Maryland authorized
Mt. Vernon Properties, LLC, to employ Alex Cooper Auctioneers,
Inc., as its broker and auctioneer to conduct an auction of the
real properties subject to the liens of City National Bank, Fannie
Mae, First Mariner Bank, Colombo Bank and Carrolton Bank.

The Debtor has reached an agreement with Alex Cooper to market the
Properties and conduction the auction sale of the Properties.
Subject to the Court's approval, below is a summary of the
principal terms of the agreement between the Debtor and Alex
Cooper:

   (a) Commission and Fees: In the event the auction sale is
       cancelled prior to the Sale Date, Alex Cooper's auction fee
       will be $300 per Property.  If the sale is cancelled on the
       Sale Date or bought-in by a Lender, the auction fee will be
       $500 per Property.  If any Property is sold to a third
       party, a buyer?s premium of 5% will be added to the auction
       bid price and included in the contract purchase price.

   (b) Marketing Budget: The marketing budget of the sale of the
       Properties will not exceed $7,500.  Alex Cooper will take
       the necessary steps to properly promote the Properties up
       to the marketing budget cap in order to maximize exposure
       and sale results.

Paul R. Cooper, Vice President of Alex Cooper, attests that the
firm is a "disinterested person" as the term is defined in Section
101(14) of the Bankruptcy Code.

Alex Cooper will file a final fee application that sets forth a
summary of the commission earned in connection with the sale of
the Properties, and all marketing expenses in connection with such
sales.

                     About Mt. Vernon Properties

Mt. Vernon Properties, LLC, based in Baltimore, Maryland, is the
owner of many parcels of real property located in Baltimore City
that the Debtor operates as multi-family rental properties.  The
Company filed for Chapter 11 bankruptcy (Bankr. D. Md. Case No.
11-24801) on July 18, 2011.  Judge David E. Rice presides over the
case.  Aryeh E. Stein, Esq. -- astein@meridianlawfirm.com --
at Meridian Law, LLC, in Baltimore, serves as bankruptcy counsel.
The Debtor disclosed $10,237,448 in assets and $15,064,059 in
liabilities as of the Chapter 11 filing.  The petition was signed
by Ronald Persaud, managing member of Mt. Vernon Properties II
LLC, the Debtor's sole member.


NATIONAL SLAVERY: City Finds $1.6MM Missing & Wants Trustee
-----------------------------------------------------------
Sandra Jones at CBS 6 News reports that attorneys for the city of
Fredericksburg, Maryland, citing the museum's 2005 federal tax
forms, said on Dec. 21, 2011, that $1.6 million is unaccounted for
at the National Slavery Museum.

According to the report, the documents recently filed in federal
court showed that the museum started out with a cash balance of
$1,596,816.  The museum received $938,186 in donations, and spent
$603,897, which should have totaled $1,931,105.  However, museum
officials reported a cash balance ending with $315,865.  That is a
difference of $1,615,240.

The report relates that the city wants to appoint a trustee to
look in the museum's tax records.  The city also wants the case
converted from Chapter 11 to Chapter 7 so that the city can sell
the donated land.

The United States National Slavery Museum in Richmond, Virginia,
filed for Chapter 11 protection (Bankr. E.D. Va. Case No.
11-36013) on Sept. 21, 2011.  Judge Douglas O. Tice, Jr., presides
over the case.  Sandra Renee Robinson, Esq., at Robinson Law &
Consulting Firm, P.C., represents the Debtor.  The Debtor
estimated both assets and debts of between $1 million and
$10 million.


NUTRITION 21: Court Confirms Second Amended Joint Chapter 11 Plan
-----------------------------------------------------------------
On Dec. 23, 2011, the U.S. Bankruptcy Court for the Southern
District of New York entered an order confirming the Second
Amended Joint Chapter 11 Plan of Nutrition 21, Inc., et al.

Pursuant to the Plan:

  -- Proceeds from the sale of the Debtor's assets will be
distributed to satisfy the administrative expenses of the Debtors'
estates and the claims of the Company's and NXXI SUB LLC's
creditors, with any remaining proceeds to be used to satisfy
amounts owing to holders of the Company's Series J 8% Convertible
Preferred Stock;

  -- All 17,750 outstanding shares of the Series J Preferred Stock
will be canceled, with holders of the Series J Preferred Stock
receiving liquidating trust interests;

  --  All 254,568,723 outstanding shares of the Company's common
stock will be canceled, causing such shares to be null, void and
worthless, and in such event, the holders of the Company's common
stock will not be entitled to receive or retain any cash,
securities or other property on account of their canceled shares
of common stock; and

  -- The Company will be wound down and dissolved.

The Plan provides that no distributions will be made in respect of
the Company's common stock.

The Company expects the Plan to be consummated shortly, upon
satisfaction or waiver of the conditions precedent specified
therein.  In accordance with the Bankruptcy Code, technical
amendments may be made to the Plan prior to its effectiveness.

A copy of the confirmed Plan is available for free at:

                        http://is.gd/S4VMmq

                        About Nutrition 21

Purchase, N.Y.-based Nutrition 21, Inc. --
http://www.nutrition21.com/-- is a nutritional bioscience company
that primarily develops and markets raw materials, formulations,
compounds, blends and bulk and other materials to third-party non-
end users to be further fabricated, blended or packaged for
ultimate sales to end-users as nutritional supplements or
otherwise.  The Company holds more than 30 patents for nutrition
products and their uses.

Nutrition 21 and its debtor-affiliates filed for Chapter 11
bankruptcy (Bankr. S.D.N.Y. Lead Case No. 11-23712) on
Aug. 26, 2011.  Michael Friedman, Esq., and Keith N. Sambur, Esq.,
at Richards Kibbe & Orbe LLP, serve as the Debtors' counsel.

The Company entered into a Plan Support Agreement, dated as of
Aug. 26, 2011, with holders of approximately 90% of the Company's
outstanding Series J Preferred Stock.  The holders of Series J
Preferred Stock that are parties to the Plan Support Agreement
have agreed, subject to certain conditions, to vote in favor of a
plan of reorganization to be proposed by the Company in respect of
the Bankruptcy Case, so long as that plan is consistent with the
term sheet attached to the Plan Support Agreement setting forth
material terms of a potential plan of reorganization.  The Plan
Term Sheet generally contemplates that the Debtors' assets will be
sold or liquidated and distributed to holders of claims and equity
interests in accordance with the statutory distribution and
priority scheme established by the Bankruptcy Code.  The Plan Term
Sheet further contemplates that holders of the Company's common
stock will receive interests in a liquidating trust entitling such
holders to distributions only after holders of the Series J
Preferred Stock have been paid in full.  The Company believes that
cash distributions on account of the Company's common stock are
unlikely.

On Nov.  1, 2011, the Company completed the auction of
substantially all of its assets pursuant to the Court-approved
bidding procedures.  The Company selected N21 Acquisition Holding,
LLC, as having submitted the highest and best bid at the Auction.
Accordingly, the Company, Nutrition 21, LLC, and the Purchaser
entered into an Amended and Restated Asset Purchase and Sale
Agreement, dated as of Nov. 1, 2011, amending and restating the
Original Asset Sale Agreement.

The Amended Asset Sale Agreement provides that the Purchaser will
purchase substantially all of the assets of the Debtors under
section 363 of the Bankruptcy Code and will assume certain of the
Debtors' obligations associated with the purchased assets.
Pursuant to the terms of the Amended Asset Sale Agreement, the
purchase price is $7,449,008.  The purchase price remains subject
to potential post-closing adjustment, as set forth in the Amended
Asset Sale Agreement.

At a hearing on Nov. 3, 2011, the Bankruptcy Court approved the
Sale, but reserved a decision on the assumption and assignment by
N21 LLC of that certain License and Supply Agreement between
Probioferm, LLC, Probiohealth, LLC, and N21 LLC dated as of
Aug.  6, 2009 (as amended from time to time).


O'LEARY BROTHERS: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: O'Leary Brothers Signs And Awnings, Inc
        P.O. Box 268
        Bunkie, LA 71322

Bankruptcy Case No.: 11-81728

Chapter 11 Petition Date: December 21, 2011

Court: U.S. Bankruptcy Court
       Western District of Louisiana (Alexandria)

Judge: Henley A. Hunter

Debtor's Counsel: Thomas R. Willson, Esq.
                  P.O. Drawer 1630
                  Alexandria, LA 71309-1630
                  Tel: (318) 442-8658
                  Fax: (318) 442-9637
                  E-mail: rocky@rockywillsonlaw.com

Scheduled Assets: $735,562

Scheduled Liabilities: $2,082,822

The Company's list of its 20 largest unsecured creditors filed
with the petition is available for free at:
http://bankrupt.com/misc/lawb11-81728.pdf

The petition was signed by Daniel R. O'Leary, president.


OCEAN PLACE: AFP to Seek Approval of Sale-Based Plan on Jan. 18
---------------------------------------------------------------
On Dec. 5, 2011, the U.S. Bankruptcy Court for the District of New
Jersey approved the Disclosure Statement for the Second Amended
Chapter 11 Plan of Liquidation proposed by AFP 104 Corp. for
debtor Ocean Place Development, LLC.  On Aug. 31, 2011, the
Bankruptcy Court entered an Order terminating the Debtor's
Exclusive Periods [Docket No. 265], thereby allowing the Proponent
to file the Plan.

The hearing to consider confirmation of the Plan will commence on
Jan. 18, 2012, at 10:00 a.m., or as soon thereafter as counsel may
be heard, and will continue on Jan. 19 and 20, 2012 at 10:00 a.m.,

The ballot deadline in Jan. 6, 2012, at 5:00 p.m.

Any objections to confirmation of the Plan must be filed
with the Court and served upon AFP's counsel so as to be received
on or before Jan. 6, 2012, at 4:00 p.m.

Any reply to a timely-filed objection to confirmation of the Plan
or other document in support of confirmation of the Plan will be
filed with the Court by no later than Jan. 13, 2012.

Through the Plan, AFP 104 contemplates a sale of substantially all
the Debtor's Assets to a Purchaser, which will be the party that
submits the highest and best offer for the Debtor's assets at an
Auction to be conducted after the Confirmation Date.

Although substantially all of the Debtor's Assets will be sold to
the Purchaser through the Sale, the Avoidance Actions, a Cash
payment of $600,000, and any proceeds from the Sale in excess of
AFP's Secured Claim will be transferred to a Liquidating Trust for
the purpose of, among other things, liquidating the Assets of the
Liquidating Trust and making Distributions to the Debtor's
Unsecured Creditors.

The key terms of the Plan are:

1) AFP will be granted an Allowed Secured Claim in the amount of
the lesser of (i) the Purchase Price paid by the Purchaser or (ii)
the amount asserted by AFP in its Proof of Claim.

If AFP is the eventual Purchaser at the Sale, AFP will receive
under the Plan in full and final satisfaction of its Secured
Claim, the AFP Collateral, except for: (i) Cash Collateral in an
amount sufficient to fund the Unsecured Creditor Carveout
(i.e., $600,000) and (ii) Avoidance Actions.

If AFP is not the eventual Purchaser at the Sale, AFP will receive
Cash on the Effective Date in the amount of the AFP Secured Claim
in full and final satisfaction of the AFP Secured Claim.

2) That portion of the AFP Claim (if any) that exceeds the amount
of the AFP Secured Claim (i.e., the AFP Deficiency Claim) will be
deemed an Allowed Unsecured Claim and will be included within
Class 3 under the Plan, provided, however, that AFP will not
receive any Distribution from the Liquidating Trust on account of
its AFP Deficiency Claim, thereby not diluting the Distributions
to Holders of Allowed Unsecured Claims.

3) Holders of Allowed Other Secured Claims (if any) will receive
in full and final satisfaction of their Allowed Other Secured
Claims any Collateral upon which Holders of Allowed Other Secured
Claims hold valid first priority Liens.

4) A Liquidating Trust, which will be administered by the
Liquidating Trustee, will be established under the Plan for the
benefit of Holders of Class 3 Unsecured Claims.  After
the Effective Date, the Liquidating Trustee will be charged with,
among other things, liquidating the Assets of the Liquidating
Trust and making Distributions to Holders of Allowed Unsecured
Claims on a Pro Rata basis.

5) Upon the Effective Date, the Debtor will transfer to the
Liquidating Trust the following Assets, which will inure to the
benefit of Holders of Allowed Unsecured Claims:

   -- Cash in the amount of $600,000 (i.e., the Unsecured Creditor
      Carveout);

   -- Any Excess Sale Proceeds; and

   -- All of the Estate's Avoidance Actions.

6) The Plan proposes to reclassify the Other Equity Claims, which
were filed in the Bankruptcy Case as unsecured Claims, as Equity
Interests.  Assuming that the Sale does not generate sale proceeds
in excess of the amount needed to pay Class 3 Unsecured Claims in
full, Holders of Equity Interests and Other Equity Claims in
Class 4 will not receive any Distributions under the Plan.

AFP will guarantee the payment of Allowed Administrative Expenses
of the Estate in the eventuality that the Plan is confirmed by the
Bankruptcy Court but the Effective Date of the Plan fails to
occur.

The Plan designates 3 Classes of Claims and 1 Class of Interests:

        Class 1. AFP Secured Claim
        Class 2. Other Secured Claim
        Class 3. Unsecured Claims
        Class 4. Equity Interests and Other Equity Claims

Under the Plan, only Holders of claims in Classes 1 and 3 are
impaired by the Plan and entitled to vote to accept or reject the
Plan.  Claims in Class 2 are unimpaired by the Plan and the
Holders thereof are conclusively presumed to have accepted the
Plan.  Claims and Equity Interests in Class 4 are not receiving
any property under the Plan, and therefore, are presumed by
the Bankruptcy Code to have rejected the Plan.

A copy of the Disclosure Statement for Second Amended Chapter 11
Plan of Liquidation proposed by AFP 104 Corp. for the Debtor is
available for free at:

          http://bankrupt.com/misc/oceanplace.doc358.pdf

About Ocean Place Development

Ocean Place Development, LLC, owns a beachfront resort property in
Long Branch, New Jersey.  The Ocean Place resort is sited on 17-
acres featuring 1,000 feet of ocean frontage and is improved with
a 254-room hotel that includes 40,000 square feet of meeting
space, three restaurants, a bar/lounge, a full-service spa, and
numerous resort amenities.  It employs between 95 and 340
employees, depending upon the season, through the property
management entity West Paces Hotel Group, LLC.

Ocean Place filed a voluntary Chapter 11 petition (Bankr. D. N.J.
Case No. 11-14295) on Feb. 15, 2011.  Kenneth Rosen, Esq., John K.
Sherwood, Esq., and Wojciech F. Jung, Esq., at Lowenstein Sandler,
in Roseland, N.J., serves as the Debtor's bankruptcy counsel.  The
Debtor estimated its assets and debts at $50 million to
$100 million.

As of the petition date, the Debtor owed $57,245,372 to AFP 104
Corp. pursuant to a Loan Agreement dated April 25, 2006, as
amended from time to time, entered into by and between the Debtor
as borrower and Barclays Capital Real Estate Inc. as lender.

Joseph L. Schwartz, Esq., and Kevin J. Larner, Esq., at Riker,
Danzig, Scherer, Hyland & Perretti LLP, in Morristown, New Jersey,
represents AFP 104 as counsel.


OCEAN PLACE: Debtor's Plan Offers $5MM Paydown to AFP
-----------------------------------------------------
Ocean Place Development LLC filed on Dec. 2, 2011, a Second
Amended Disclosure Statement in support of its Second Amended
Chapter 11 Plan of Reorganization.

The Bankruptcy Court has scheduled the Confirmation Hearing for
Jan. 18, 2012, to take place at 10:00 a.m.  Objections to
Confirmation of the Plan must be filed by no later than Jan. 6,
2012, at 4:00 p.m.

On or following the Effective Date, the Debtor will receive
$8 million in equity and working capital pursuant to the Capital
Contribution Agreement and the Fourth and Fifth Amendment to the
Operating Agreement.

Among other things, the Plan contemplates:

  -- on or after the Effective Date, the Holders of Other
     Priority Claims will be repaid in full by the Debtor or
     Reorganized OPD;

  -- the Holder of First Lien Debt will receive a paydown of
     $5 million on the principal amount of its Claim and, subject
     to the AFP Exit Documents, will (i) retain its Liens on the
     Debtor's assets, (ii) receive a mortgage and note in the
     approximate amount of $45,860,615 payable over seven (7)
     years at an interest rate of 4% per annum and at varying
     amortization levels with a balloon payment at the maturity
     date based on either the sale of the property or refinancing
     of the loan or other transaction and (iv) receive an exit fee
     payable at the maturity date under the AFP Exit Documents in
     the amount of 1% of the principal amount of the note;

  -- the Holders of Allowed General Unsecured Claims, other than
     Holders of Other Unsecured Claims and Indemnification Claims,
     will receive, on a pro rata basis, a share of a $500,000
     aggregate cash distribution on the Distribution Date;

  -- the Holders of Other Unsecured Claims will receive no
     distribution on account of their Claims and the Other
     Unsecured Claims will be transferred to and become the
     obligation of Tiburon Ocean Place LLC on the Effective Date;

  -- the Holders of Indemnification Claims will have their Claims
     reinstated against the Reorganized OPD to the extent that
     such Claims become Allowed;

  -- The Redevelopment Agreement will be assumed (as modified
     after the Effective Date) and the City of Long Branch, New
     Jersey's Claim No. 73 will be extinguished for a cure payment
     of a $3.8 million cure claim over an approximately three-year
     period; and

  -- Tiburon Ocean Place LLC's outstanding OPD Equity Interest of
     100% will not receive any cash distribution on account of
     such Interest; provided, however, that in exchange for its
     assumption of approximately $56 million in the Other
     Unsecured Claims, contributions to the Chapter 11 Case and
     the Plan and for administrative convenience to structurally
     subordinate the Other Unsecured Claims, on the Effective
     Date, Tiburon Ocean Place LLC will receive 42.5% of equity
     participation in Reorganized OPD.

The Plan designates 5 Classes of Claims and Interests:

Class           Claim              Status        Voting Rights

  1    First Lien Debt Claim      Impaired    Entitled to Vote
  2    General Unsecured Claims   Impaired    Entitled to Vote
  3    Other Unsecured Claims     Impaired    Entitled to Vote
  4    Indemnification Claims     Unimpaired  Not Entitled to Vote
  5    OPD Equity Interests       Impaired    Entitled to Vote

A copy of the Second Amended Disclosure Statement is available for
free at http://bankrupt.com/misc/oceanplace.doc362.pdf

About Ocean Place Development

Ocean Place Development, LLC, owns a beachfront resort property in
Long Branch, New Jersey.  The Ocean Place resort is sited on 17-
acres featuring 1,000 feet of ocean frontage and is improved with
a 254-room hotel that includes 40,000 square feet of meeting
space, three restaurants, a bar/lounge, a full-service spa, and
numerous resort amenities.  It employs between 95 and 340
employees, depending upon the season, through the property
management entity West Paces Hotel Group, LLC.

Ocean Place filed a voluntary Chapter 11 petition (Bankr. D. N.J.
Case No. 11-14295) on Feb. 15, 2011.  Kenneth Rosen, Esq., John K.
Sherwood, Esq., and Wojciech F. Jung, Esq., at Lowenstein Sandler,
in Roseland, N.J., serves as the Debtor's bankruptcy counsel.  The
Debtor estimated its assets and debts at $50 million to
$100 million.

As of the petition date, the Debtor owed $57,245,372 to AFP 104
Corp. pursuant to a Loan Agreement dated April 25, 2006, as
amended from time to time, entered into by and between the Debtor
as borrower and Barclays Capital Real Estate Inc. as lender.

Joseph L. Schwartz, Esq., and Kevin J. Larner, Esq., at Riker,
Danzig, Scherer, Hyland & Perretti LLP, in Morristown, New Jersey,
represents AFP 104 as counsel.


OCEAN VIEW: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: Ocean View Development, LLC
          dba Dixie Fish Company
        15880 Summerlin Road, Suite 300-127
        Fort Myers, FL 33908

Bankruptcy Case No.: 11-23227

Chapter 11 Petition Date: December 22, 2011

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

Judge: Barry S. Schermer

Debtor's Counsel: Kurt A. Streyffeler, Esq.
                  KURT A. STREYFFELER, P.A.
                  P.O. Box 777
                  Fort Myers, FL 33902
                  Tel: (239) 332-2900
                  Fax: (239) 332-2901
                  E-mail: streyffelerbk@gmail.com

Scheduled Assets: $0*

Scheduled Liabilities: $1,451,820

* Real property at 714 Fisherman's Wharf, Fort Myers Beach,
Florida, which serves as collateral to a $1,406,000 secured debt,
is scheduled to have "$0.00" current value.

The Company's list of its 20 largest unsecured creditors filed
with the petition is available for free at:
http://bankrupt.com/misc/flmb11-23227.pdf

The petition was signed by Kenneth V. Poole, Jr., managing member.

Affiliate that filed separate Chapter 11 petition:

        Entity                        Case No.       Petition Date
        ------                        --------       -------------
Kenneth Virgil Poole, Jr.             11-12954            07/06/11


ODYSSEY (IX) DP: Case Summary & 5 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Odyssey (IX) DP I, LLC
          dba Ocean Breeze Plaza
        500 S. Florida Avenue, Suite 700
        Lakeland, FL 33801

Bankruptcy Case No.: 11-22952

Chapter 11 Petition Date: December 16, 2011

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

Debtor's Counsel: Edward J. Peterson, III, Esq.
                  STICHTER, RIEDEL, BLAIN & PROSSER, PA
                  110 East Madison Street, Suite 200
                  Tampa, FL 33602
                  Tel: (813) 229- 0144
                  Fax: (813) 229-1811
                  E-mail: epeterson@srbp.com

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

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

The petition was signed by Robert Madden, president of OC DIP,
LLC, manager.

Affiliates that previously filed separate Chapter 11 petitions are
Century/AG ? Avondale, LLC, Odyssey Properties III, LLC, Century
(III) DP III, LLC, Odyssey (III) DP III, LLC, Odyssey (VI)
Commercial DP I, LLC, Odyssey (III) DP IX, LLC, Odyssey (III) DP
III, LLC, and Odyssey DP III, LLC.

Debtor's List of Its Five Largest Unsecured Creditors:

        Entity                     Nature of Claim    Claim Amount
        ------                     ---------------    ------------
Florida Power & Light Company      --                       $3,754
P.O. Box 026676
Miami, FL 33102

C.E. Hood Construction             --                       $2,000
P.O. Box 691212
Vero Beach, FL 32969

Whiting Construction               --                         $950
P.O. Drawer 1908
Palm City, FL 34991

Agriculture Technologies, Inc.     --                         $725

Jensen Beach Air Conditioning      --                          $75


OIL DEPOT: Case Summary & 9 Largest Unsecured Creditors
-------------------------------------------------------
Debtor: The Oil Depot, Inc.
        174 Port St. Lucie Blvd.
        Port Saint Lucie, FL 34984

Bankruptcy Case No.: 11-45019

Chapter 11 Petition Date: December 26, 2011

Court: United States Bankruptcy Court
       Southern District of Florida (West Palm Beach)

Judge: Erik P. Kimball

Debtor's Counsel: David L. Merrill, Esq.
                  TALARCHYK MERRILL, LLC
                  205 Worth Ave #320
                  Palm Beach, FL 33480
                  Tel: (561) 899-3333
                  Fax: (561) 899-3379
                  E-mail: dlm@tmbk11.com

Scheduled Assets: $473,394

Scheduled Liabilities: $1,075,180

A list of the Company's nine largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/flsb11-45019.pdf

The petition was signed by Anthony L. Harned, president.

Affiliate that filed separate Chapter 11 petition:

                                                 Petition
   Debtor                              Case No.     Date
   ------                              --------     ----
Anthony Louis Harned                   11-36456   09/25/11


OMEGA NAVIGATION: Plan Filing Deadline Extended & Conversion Nixed
------------------------------------------------------------------
Rajesh Joshi at Lloyd's List reports that Judge Karen Brown gave
Omega Navigation Enterprises until May 31, 2012, to present a
reorganization plan.  Judge Brown rejected the HSH Nordbank's
attempt to convert the case to a Chapter 7 liquidation or to lift
the automatic Chapter 11 stay.

According to the report, Judge Brown has ordered HSH to show why
it and its law firm White & Case should not face sanctions for
"reckless disregard for truth and an intentional strategy to
impede and delay" the case.

The report says Judge Brown set a hearing in January 2012 to
impose sanctions against HSH.  These sanctions will be distinct
from the Omega case, possibly with a separate hearing.

The report says Judge Brown raised the possibility that if HSH's
existing counsel was sanctioned, the bank might need "other
counsel to avoid conflict of interest".  Judge Brown rejected all
HSH's allegations, saying they were not supported by evidence.

The report notes the bank had argued that the case was brought in
bad faith, based on Omega's alleged administrative insolvency.

                      About Omega Navigation

Athens, Greece-based Omega Navigation Enterprises Inc. and
affiliates, owner and operator of tankers carrying refined
petroleum products, filed for U.S. Chapter 11 protection (Bankr.
S.D. Tex. Lead Case No. 11-35926) on July 8, 2011, in Houston.
Omega disclosed assets of US$527.6 million and debt totaling
US$359.5 million.  Together, the Debtors wholly own a fleet of
eight high-specification product tankers, with each vessel owned
by a separate debtor entity.

Judge Karen K. Brown presides over the case.  Bracewell &
Giuliani LLP serves as counsel to the Debtors.  Jefferies &
Company, Inc., is the financial advisor and investment banker.

The Official Committee of Unsecured Creditors has tapped Winston
& Strawn as local counsel; Jager Smith as lead counsel; and First
International as financial advisor.


PACIFIC INVESTORS: Case Summary & 6 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Pacific Investors, Ltd.
        24321 Santa Clara Avenue
        Dana Point, CA 92629
        Tel: (949) 370-5945

Bankruptcy Case No.: 11-27474

Chapter 11 Petition Date: December 21, 2011

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

Judge: Robert N. Kwan

Debtor's Counsel: Michael N. Friedman, Esq.
                  HIRSCHBERG & FRIEDMAN LLP
                  5023 N Parkway Calabasas
                  Calabasas, CA 91302
                  Tel: (818) 225-9593
                  Fax: (818) 225-9593
                  E-mail: mnfesq@hfllp.com

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

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

The Company's list of its six largest unsecured creditors filed
with the petition is available for free at:
http://bankrupt.com/misc/cacb11-27474.pdf

The petition was signed by John William Lloyd, general partner.


PAGE DEVELOPMENT: Voluntary Chapter 11 Case Summary
---------------------------------------------------
Debtor: Page Development, LLC
        2345 Greenwood Road
        Glenview, IL 60026

Bankruptcy Case No.: 11-50866

Chapter 11 Petition Date: December 20, 2011

Court: U.S. Bankruptcy Court
       Northern District of Illinois (Chicago)

Judge: Susan Pierson Sonderby

Debtor's Counsel: Frank J. Salerno, Esq.
                  SALERNO LAW GROUP, P.C.
                  22 Calendar Court, 2nd Floor
                  LaGrange, IL 60525
                  Tel: (708) 588-2080
                  Fax: (708) 588-2081
                  E-mail: fsalerno@salernolawgroup.com

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

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

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

The petition was signed by George Pagones, member.


PALISADES 6300: Court OKs FamCo as Interest Rate Expert
-------------------------------------------------------
The U.S. Bankruptcy Court for the District of Nevada authorized
Palisades 6300 West Lake Mead, LLC, to employ Kenneth Funsten,
FamCo Advisory Services, as interest rate expert.

The Debtor, through its original borrower Palisades II, LLC,
executed a Promissory Note dated Aug. 17, 2000, in favor of Bank
of America, N.A., as original lender, in the principal amount of
$15 million.  The Debtor requires the assistance of a financial
expert to determine the appropriate interest rate on the Debtor's
payment of the Loan to formulate a plan of reorganization.

The Debtor anticipates that FamCo will provide financial and
restructuring advisory services, which may include, but are not
limited to the following:

   (a) Reading material, budgets, surveys, appraisals and
       computing financial ratios.  The firm's hourly fee for this
       work is $425, billable in 6-minute increments.

   (b) Writing and providing report.  Funsten FamCo's hourly fee
       for this work is $425, billable in 6-minute increments.

   (c) Appearing for depositions.  The firm's hourly fee for this
       work is $425 for travel, and $600 for deposition and time
       spent in direct preparation by Client's attorney for such
       deposition, both billable in 6-minute increments.

   (d) Appearing for confirmation hearing.  The firm's hourly rate
       for this work is $425 for travel, and $600 for deposition
       and time spent in direct preparation by Client's attorney
       for such testimony, both billable in 6-minute increments.

   (e) Advising on the Debtor's Plan formulation and disclosure
       documents.

FamCo has agreed to provide its services for an initial retainer
of $15,000.

The Debtor agrees to compensate and reimburse FamCo for all
services and expenses incurred.

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

                       About Palisades 6300

Palisades 6300 West Lake Mead, LLC, filed for Chapter 11
bankruptcy (Bankr. D. Nev. Case No. 11-26180) on Oct. 13, 2011.
Judge Linda B. Riegle oversees the case.  Marjorie A. Guymon,
Esq., at Goldsmith & Guymon, P.C., serves as the Debtor's
bankruptcy counsel.  In its schedules, the Debtor disclosed
$17,452,917 in assets and $14,733,148 in liabilities.


PALISADES 6300: Court OKs Valuation Consultants as Appraiser
------------------------------------------------------------
Palisades 6300 West Lake Mead, LLC, obtained permission from the
U.S. Bankruptcy Court for the District of Nevada to employ
Valuation Consultants as real estate appraiser.

Valuation Consultants will provide a narrative opinion of the "as
is" market value of the Debtor's real estate property commonly
known as Palisades Apartment, which consists of 280 residential
rental units.

Keith Harper, president of Valuation Consultants, attests that the
firm is a "disinterested person" as the term is defined in Section
101(14) of the Bankruptcy Code.

Valuation Consultants has agreed to provide its services for a
flat fee of $4,000.

                       About Palisades 6300

Palisades 6300 West Lake Mead, LLC, filed for Chapter 11
bankruptcy (Bankr. D. Nev. Case No. 11-26180) on Oct. 13, 2011.
Judge Linda B. Riegle oversees the case.  Marjorie A. Guymon,
Esq., at Goldsmith & Guymon, P.C., serves as the Debtor's
bankruptcy counsel.  In its schedules, the Debtor disclosed
$17,452,917 in assets and $14,733,148 in liabilities.


PARADISE CARWASH: Voluntary Chapter 11 Case Summary
---------------------------------------------------
Debtor: Paradise Carwash, Inc.
        16843 N. 43rd Avenue
        Phoenix, AZ 85306

Bankruptcy Case No.: 11-34642

Chapter 11 Petition Date: December 23, 2011

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

Judge: Randolph J. Haines

Debtor's Counsel: D. Lamar Hawkins, Esq.
                  AIKEN SCHENK HAWKINS & RICCIARDI PC
                  4742 North 24th Street, Suite 100
                  Phoenix, AZ 85016
                  Tel: (602) 248-8203
                  Fax: (602) 248-8840
                  E-mail: dlh@ashrlaw.com

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

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 Clinton B. Quirk, president/director.

Affiliate that filed separate Chapter 11 petition:

                                                 Petition
   Debtor                              Case No.     Date
   ------                              --------     ----
Clinton and Debra Quirk                11-34645   12/23/2011


POINT AT POST: Chapter 11 Filing Halts Foreclosure
--------------------------------------------------
The Associated Press reports that Point at Post Falls LLC filed
Chapter 11 bankruptcy papers on Dec. 19, 2011, and forced the
cancellation of an auction sale and foreclosure process.

According to the report, Harry Green, developer of the multi-use
project planned along the Spokane River in Idaho, unveiled plans
for the development about 10 years ago, and at the time it was
seen by some officials as a new hub for the city's downtown.  The
plan called for a mix of condos with retail shops, a hotel and
amphitheater.  But only two condo buildings have been built.


PRIVA FINANCIAL: Case Summary & 8 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Priva Financial Services, Inc.
          fka ECommerce Cubed
        10591 Country Club Drive
        Richland, MI 49083

Bankruptcy Case No.: 11-12570

Chapter 11 Petition Date: December 22, 2011

Court: U.S. Bankruptcy Court
       Western District of Michigan (Grand Rapids)

Judge: Jeffrey R. Hughes

Debtor's Counsel: Joseph R. Sgroi, Esq.
                  HONIGMAN MILLER SCHWARTZ AND COHN LLP
                  2290 First National Bldg
                  660 Woodward Avenue
                  Detroit, MI 48226
                  Tel: (313) 465-7570
                  E-mail: jsgroi@honigman.com

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

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

The Company?s list of its eight largest unsecured creditors filed
with the petition is available for free at:
http://bankrupt.com/misc/miwb11-12570.pdf

The petition was signed by William Sibert, president.

Affiliates that filed separate Chapter 11 petitions:

        Entity                        Case No.       Petition Date
        ------                        --------       -------------
Priva Technologies, Inc.              11-12574            12/22/11
Priva Design Services, Inc.           --                        --
Cleared Travel Corporation            --                        --


PRIVA TECHNOLOGIES: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------------
Debtor: Priva Technologies, Inc.
        1601 S. De Anza, Suite 248
        Cupertino, CA 95014

Bankruptcy Case No.: 11-12574

Chapter 11 Petition Date: December 22, 2011

Court: U.S. Bankruptcy Court
       Western District of Michigan (Grand Rapids)

Judge: Jeffrey R. Hughes

Debtor's Counsel: Joseph R. Sgroi, Esq.
                  HONIGMAN MILLER SCHWARTZ AND COHN LLP
                  2290 First National Bldg
                  660 Woodward Avenue
                  Detroit, MI 48226
                  Tel: (313) 465-7570
                  E-mail: jsgroi@honigman.com

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

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

The Company?s list of its 20 largest unsecured creditors filed
with the petition is available for free at:
http://bankrupt.com/misc/miwb11-12574.pdf

The petition was signed by William Sibert, secretary.

Affiliates that filed separate Chapter 11 petitions:

        Entity                        Case No.       Petition Date
        ------                        --------       -------------
Priva Financial Services, Inc.        11-12570            12/22/11
Priva Design Services, Inc.           --                        --
Cleared Travel Corporation            --                        --


QUEENS BALLPARK: S&P Affirms 'BB+' Rating on PILOT Bonds
--------------------------------------------------------
Standard & Poor's Ratings Services affirmed it 'BB+' underlying
rating on the New York City Industrial Development Authority's
(NYCIDA) series 2006 $547.6 million payments-in-lieu-of-taxes
(PILOT) bonds, $58.4 million installment purchase bonds, and $7.1
million lease revenue bonds and $82.28 million PILOT bonds,
2009 series. "We revised the outlook to negative from stable," S&P
said.

The project is a 42,000-seat, open-air baseball stadium called
Citifield. It is home to Major League Baseball's (MLB) New York
Mets. The project used bond proceeds to fund construction of the
new ballpark in Queens, N.Y. The ballpark is owned by the NYCIDA
and leased under a long-term lease to Queens Ballpark. The initial
lease term is equal to the debt maturity. Queens Ballpark is a
wholly owned subsidiary of Sterling Mets, which owns the Mets. The
ballpark has a lease with the Mets that requires them to play all
home games in the stadium.

NYCIDA is servicing the PILOT, installment purchase, and lease
revenue bonds from PILOTs, installment purchases, and rental
payments received from Queens Ballpark. Stadium revenues from
luxury suite premiums, club seats and specific box seats,
concessions, merchandise, signage and advertising, naming rights,
and specific parking revenues support the PILOT, installment
purchase, and rent payments.

"The negative outlook reflects our expectation that current trends
may continue, with poor team performance and slow economic
recovery driving attendance and stadium cash flows. We may lower
the rating if cash flows continue to decline due to a combination
of poor team performance, slow economic recovery, overcapacity in
the New York region, team financial difficulties, and coverage of
all project obligations is less than 1.50x for more than one year.
An outlook revision to stable, which is not expected at this time,
may occur when stadium cash flows improve and stabilize with
coverage of all obligations in excess of 1.90x," S&P said.


R.A. JOHNSON: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: R.A. Johnson, Inc.
          dba Rick Johnson Auto and Tire
        4499 Corporate Square
        Naples, FL 34104

Bankruptcy Case No.: 11-22927

Chapter 11 Petition Date: December 16, 2011

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

Judge: Barry S. Schermer

Debtor's Counsel: Stephen R. Leslie, Esq.
                  STICHTER, RIEDEL, BLAIN & PROSSER, PA
                  110 East Madison Street, Suite 200
                  Tampa, FL 33602-4700
                  Tel: (813) 229-0144
                  E-mail: sleslie.ecf@srbp.com

                         - and ?

                  Daniel R. Fogarty, Esq.
                  STICHTER, RIEDEL, BLAIN & PROSSER, PA
                  110 East Madison Street, Suite 200
                  Tampa, FL 33602
                  Tel: (813) 229-0144
                  E-mail: dfogarty.ecf@srbp.com

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

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

The Company's list of its 20 largest unsecured creditors is
available for free at:
http://bankrupt.com/misc/flmb11-22927.pdf

The petition was signed by Richard A. Johnson, Sr., president.

Affiliates that filed separate Chapter 11 petitions:

        Entity                        Case No.       Petition Date
        ------                        --------       -------------
RAJ Land 4, LLC                       11-22929        12/16/2011
RAJ Land 8, LLC                       11-22931        12/16/2011
RAJ Land 9, LLC                       11-22933        12/16/2011
RAJ-NCP, LLC                          11-22934        12/16/2011
Richard A. Johnson and Rose Johnson      N/A             N/A


RALPH E. HERNANDEZ: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------------
Debtor: Ralph E. Hernandez Trucking, Inc.
          dba R.E.H. Trucking, Inc.
        2130 Scenic Ridge Drive
        Chino Hills, CA 91709

Bankruptcy Case No.: 11-48185

Chapter 11 Petition Date: December 21, 2011

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

Judge: Deborah J. Saltzman

Debtor's Counsel: M. Jonathan Hayes, Esq.
                  LAW OFFICE OF M. JONATHAN HAYES
                  9700 Reseda Boulevard, Suite 201
                  Northridge, CA 91324
                  Tel: (818) 882-5600
                  Fax: (818) 882-5610
                  E-mail: jhayes@hayesbklaw.com

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

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

The Company's list of its 20 largest unsecured creditors filed
with the petition is available for free at:
http://bankrupt.com/misc/cacb11-48185.pdf

The petition was signed by Virginia M. Hernandez, president.


REAL MEX: Taps Johnson Associates as Compensation Advisor
---------------------------------------------------------
Real Mex Restaurants Inc. and its affiliated debtors seek approval
from the U.S. Bankruptcy Court for the District of Delaware to
employ Johnson Associates, Inc., as compensation advisor, nunc pro
tunc to Nov. 28, 2011.

As compensation advisor, will perform the advisory and other
services that will be necessary during these cases with regards to
testimony and other work in connection with the Debtors' request
for approval of the Incentive Plan pursuant to the Incentive Plan
Motion.

Compensation will be payable to JAI on an hourly basis, plus
reimbursement of actual, necessary expenses and other charges
incurred by JAI.  The current standard hourly rates are:

       Alan Johnson             $640.00 per hour
       Jeff Visithpanich        $380.00 per hour
       Staff and Associates     $200.00 to $300.00 per hour

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

                          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.


ROJAS CONCRETE: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Rojas Concrete, Inc.
        6531 South State Street
        Chicago, IL 60637

Bankruptcy Case No.: 11-51342

Chapter 11 Petition Date: December 23, 2011

Court: United States Bankruptcy Court
       Northern District of Illinois (Chicago)

Judge: A. Benjamin Goldgar

Debtor's Counsel: Joel A Schechter, Esq.
                  LAW OFFICES OF JOEL SCHECHTER
                  53 W Jackson Blvd Ste 1522
                  Chicago, IL 60604
                  Tel: (312) 332-0267
                  Fax: (312) 939-4714
                  E-mail: joelschechter@covad.net

Estimated Assets: $0 to $50,000

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/ilnb11-51342.pdf

The petition was signed by Oscar Rojas, president.


ROOMSTORE INC: To Auction Liquidation Rights Next Week
------------------------------------------------------
RoomStore Inc. is slated to auction off next week the rights to
manage its going-out-of-business sales next week, as required
under its DIP financing facility with Wells Fargo Bank, N.A., in
its capacity as agent for itself and the other financial
institutions.  The DIP facility is a $14 million senior secured
revolving superpriority debtor-in-possession credit facility,
governed by the terms of prepetition loan documents, as amended by
the parties' Ratification and Amendment Agreement.

Specifically, the DIP Loan requires the Debtor to meet these
milestones:

     Dec. 16, 2011     Debtor will (i) file with the Bankruptcy
                       Court a motion seeking authority to sell
                       inventory in certain retail store locations
                       and distribute bid packages to nationally
                       recognized retail inventory liquidation
                       firms with respect to the inventory in the
                       Closing Stores;

     Dec. 21, 2011     Bid packages must be submitted for going
                       out of business sales; Debtor will then
                       discuss all bids received with Wells Fargo
                       and may select a "stalking horse" bidder
                       prior to the auction with respect to the
                       GOB Sales;

     Jan. 4, 2012      Debtor will auction the right to conduct
                       the GOB Sales to the highest and best
                       bidder;

     Jan. 5, 2012      Debtor must obtain the entry of an Order of
                       the Bankruptcy Court approving the
                       Liquidator and authorizing the consummation
                       of the GOB Sales;

     Jan. 6, 2012      Debtor will commence all GOB Sales in
                       accordance with the GOB Sale Order;

     Jan. 20, 2012     Debtor will obtain from the Bankruptcy
                       Court an Order extending the time period
                       to assume or reject unexpired leases of
                       nonresidential real estate from the initial
                       120 day time period to not less than 210
                       days pursuant to Section 365(d)(4) of the
                       Bankruptcy Code.

The Debtor has identified 25 retail store locations at which it
intends to commence closing sales immediately upon Court approval,
and sought authority to designate up to 15 additional retail store
locations.  On Dec. 16, the Debtor filed a motion seeking entry of
orders (i) establishing procedures for the Auction, whereby the
Debtor will select a liquidator or joint venture group of
liquidators to conduct the Sales; (ii) authorizing the Debtor to
sell the inventory and owned furniture, fixtures, and equipment at
the Closing Stores through the Sales, free and clear of all liens,
claims, and encumbrances; (iii) authorizing the Debtor to enter
into the Agency Agreement with the entity placing the bid deemed
by the Debtor to be the highest and best bid at the Auction; and
(iv) authorizing the Debtor to conduct the Sales notwithstanding
and waiving compliance with any so-called Lease Restrictions, Sale
Laws, or Fast Pay Laws.  The Debtor has transmitted bid packages
to eight liquidators, and believes there will be robust bidding at
the Auction.

In the event that the Debtor has not, on or before the close of
business on April 1, 2012, repaid in full in cash all Liabilities
or filed with the Bankruptcy Court a plan of liquidation or
reorganization in form and substance reasonably satisfactory to
Agent, the DIP Facility requires the Debtor to meet these
milestones:

     April 2, 2012     The Debtor must file with the Court
                       a motion seeking approval of (i) an
                       auction, and subsequent assignment and
                       assumption, of the Leases for each of
                       the Debtor's store locations, (ii) for an
                       auction sale of the Fixtures located at
                       the store locations and (iii) for the sale
                       by the liquidator of the remaining assets
                       and properties (other than Leases and
                       Fixtures but including Inventory and
                       intellectual property) of the Debtor;

                       The Debtor will distribute bid packages to
                       nationally recognized retail inventory
                       liquidation firms with respect to the Other
                       Assets.

     April 6, 2012     Bid packages for Other Assets must be
                       submitted;

                       The Debtor will discuss all bids received
                       with Wells Fargo and, in consultation with
                       Agent, the Debtor may select a "stalking
                       Horse" bidder prior to the auction with
                       respect to the Other Assets;

     April 9, 2012     The Debtor will auction the right to
                       conduct the sales of the Other Assets to
                       the highest and best bidder;

     April 10, 2012    The Debtor will have obtained the entry of
                       an Order approving the Second Liquidator
                       with respect to the Other Assets and
                       authorizing the sale of the Other Assets on
                       terms and conditions acceptable to Wells
                       Fargo;

     April 12, 2012    The Debtor will commence the sale of the
                       Other Assets;

     April 16, 2012    The Borrower will have obtained entry of an
                       Order of the Bankruptcy Court authorizing
                       the Debtor to conduct an auction sale;

     April 27, 2012    The Debtor will have held an auction for
                       the sale of the Leases and Fixtures to the
                       highest and best bidder;

     April 30, 2012    The Debtor will have obtained entry of an
                       Order approving the results of the auction,
                       authorizing the sale of the Fixtures, and
                       assignment and assumption of the Leases, to
                       the highest and best bidder; and

     May 10, 2012      The Debtor will have consummated the sale
                       of the Fixtures, and assignment and
                       assumption of the Leases, in accordance
                       with the terms of the Lease and Fixture
                       Sale Order.

If the Debtor obtains a further extension of the 210 Day Period
for each of its unexpired leases of nonresidential real estate,
the deadlines set forth will be extended automatically by the
duration of the extension.

RoomStore was set to appear before the Bankruptcy Court Thursday
to obtain final approval of the DIP facility and the use of cash
collateral securing obligations to its prepetition lenders.  The
Debtor won interim authority to obtain DIP financing and use cash
collateral at a Dec. 14 hearing.

RoomStore's non-debtor subsidiary, Mattress Discounters Group,
LLC, serves as guarantor under the facility.

Under the terms of the Ratification Agreement, Wells Fargo has the
discretion to apply the Debtor's postpetition payments and
proceeds first to amounts owing under the prepetition revolving
facility before applying payments and proceeds against
postpetition advances.  Under the terms of the Ratification
Agreement, the Debtor is permitted to repay and terminate the DIP
Facility prior to its maturity.

As of the Petition Date, RoomStore owed Wells Fargo not less than
$5,697,765, consisting of revolving credit loans of not less than
$4,252,765 and letters of credit in an undrawn stated amount of
not less than $1,445,000.  The prepetition revolver facility is
secured by alleged first-priority security interest and liens on
all of the Debtor's assets other than the Debtor's retail store in
Myrtle Beach, South Carolina.

Prior to the Petition Date, the Debtor and its advisors undertook
an analysis of the Debtor's projected financing needs during the
pendency of the chapter 11 case.  The Debtor spent significant
time and effort searching for the best available postpetition
financing and determined, in its business judgment, that the
proposal offered by Wells Fargo satisfied the Debtor's liquidity
needs with the least disruption to its ongoing business
operations.  The Debtor continues to evaluate its financing
alternatives and, if its efforts are successful, anticipates
filing a motion seeking approval of replacement postpetition
financing.  In the event the Debtor is unable to obtain
replacement financing, the DIP Facility with Wells Fargo extends
into 2012 and will continue to provide the Debtor with the
liquidity necessary to operate its business in chapter 11.

The DIP facility matures on the earliest to occur of (a) Dec. 31,
2012; (b) the effective date of a plan of reorganization of the
Debtor; (c) the consummation of a sale or sales of all or
substantially all of the Debtor's assets and properties or of all
equity interests in the Debtor; (d) the last termination date set
forth in the Interim DIP Order, unless the Final DIP Order has
been entered prior to such date, and in such event, then the last
termination date set forth in the Final DIP Order; and (e) the
payment in full of all of the Debtor's obligations under the DIP
Facility after notice by the Debtor to Wells Fargo of the Debtor's
intent to terminate the DIP Facility.

The DIP loan calls for 3.00% interest plus the greatest of (a) the
Federal Funds Rate plus 0.50%, (b) three-month LIBOR plus 1.00%,
(c) the Wells Fargo "prime rate" as announced from time to time at
its principal office in San Francisco.

RoomStore is required to pay the DIP Lender $150,000 on the
closing date of the agreement and $130,000 on Dec. 31, 2011 as
additional closing fee.  However, if the Borrower's obligations
under the DIP Credit Facility are repaid in full and the DIP
Credit Facility is terminated on or before Dec. 31, 2011, no
Additional Closing Fee will be earned or payable.

The DIP Facility provides that Wells Fargo may, in its reasonable
discretion, establish a reserve against the amount of Revolving
Credit Loans or other credit accommodations that would otherwise
be available to the Debtor pursuant to the lending formulae
contained in the Loan Agreement in respect of the Professional Fee
Carve Out and the other Carve Out Expenses, in the initial amount
of $75,000 as of the Petition Date, increasing weekly to $500,000,
as follows:

               Date                      Carve-Out Reserve
               ----                      -----------------
          December 12, 2011                     $75,000
          December 19, 2011                    $150,000
          December 26, 2011                    $225,000
          January 2, 2011                      $300,000
          January 9, 2011                      $375,000
          January 16, 2011                     $450,000
          January 23, 2011 and after           $500,000

                         About RoomStore

Richmond, Virginia-based RoomStore, Inc., operates a chain of 64
retail furniture stores, including both large-format stores and
clearance centers in eight states: Pennsylvania, Maryland,
Virginia, North Carolina, South Carolina, Florida, Alabama, and
Texas.  It also has five warehouses and distribution centers
located in Maryland, North Carolina, and Texas that service the
Retail Stores.  The Company also offers its home furnishings
through Furniture.com, a provider of internet-based sales
opportunities for regional furniture retailers.  The Company owns
65% of Mattress Discounters Group LLC, which operates 83 mattress
stores (as of Aug. 31, 2011) in the states of Delaware, Maryland
and Virginia and in the District of Columbia.

RoomStore was founded in 1992 in Dallas, Texas, with four retail
furniture stores.  With more than $300 million in net sales for
its fiscal year ending 2010, RoomStore is one of the 30 largest
furniture retailers in the United States.

RoomStore filed for Chapter 11 bankruptcy (Bankr. E.D. Va. Case
No. 11-37790) on Dec. 12, 2011, following store-closing sales at
four of its retail stores, located in Hoover, Alabama;
Fayetteville, North Carolina; Tallahassee, Florida; and Baltimore,
Maryland.  Judge Douglas O. Tice, Jr., presides over the case.
Lawyers at Lowenstein Sandler PC and Kaplan & Frank, PLC serve as
the Debtor's bankruptcy counsel.  Julius M. Feinblum Real Estate
Inc., serves as its real estate consultant.

The Company's balance sheet at Aug. 31, 2011, showed $70.4 million
in total assets, $60.3 million in total liabilities, and
stockholders' equity of $10.1 million.  The petition was signed by
Stephen Girodano, president and chief executive officer.

Liquidator Hilco Merchant Resources, Inc., is represented in the
case by Gregg M. Galardi, Esq., at DLA Piper LLP (US); and Robert
S. Westermann, Esq., and Sheila deLa Cruz, Esq., at Hirschler
Fleischer, P.C.

The U.S. Trustee for Region 4 named seven members to the official
committee of unsecured creditors in the case.


SEA TRAIL: J.M. Cook Okayed as Creditors Committee's Counsel
------------------------------------------------------------
Sea Trail Corporation's official committee of unsecured creditors
obtained authority the U.S. Bankruptcy Court for the Eastern
District of North Carolina to retain J.M. Cook and his firm, J.M.
Cook, P.A., as counsel.

Upon retention, the firm will, among other things:

   (A) prepare on behalf of the Committee, necessary
       applications, complaints, answers, orders, reports,
       motions, notices, plan of reorganization, disclosure
       statement and other papers necessary in Debtor's
       reorganization case;

   (B) assist the Committee in evaluating the legal basis for,
       and effect of, the various pleadings that will be filed in
       the Chapter 11 case by the Debtor and other parties in
       interest; and

   (C) perform all necessary legal services representation of
       the Committee in connection with the Debtor's
       reorganization, including Court appearances, research,
       opinions and consultations on reorganization options,
       direction and strategy.

                    About Sea Trail Corporation

Headquartered in Sunset Beach, North Carolina, Sea Trail
Corporation operates the Sea Trail Golf Resort and Conference
Center.  The Debtor's business operations are comprise of three
operating divisions, including the golf division, the convention
and resort division, and the real estate division.

Sea Trail Corporation filed a Chapter 11 petition (Bankr. E.D.N.C.
Case No. 11-07370) on Sept. 27, 2011, in Wilson, North Carolina.
The Debtor reported $34,222,281 in assets and $22,174,201 in
liabilities as of the Chapter 11 filing.  Stubbs & Perdue P.A. is
the Debtors' attorney.

Sea Trail Corporation's official committee of unsecured creditors
had retained J.M. Cook and his firm, J.M. Cook, P.A., as counsel.


SECUREALERT INC: Board of Directors Members Increased to Nine
-------------------------------------------------------------
SecureAlert, Inc., held its annual meeting of shareholders on
Dec. 21, 2011, at the Company headquarters.  The following
individuals were elected to the Board of Directors:  John L.
Hastings III, Rene Klinkhammer, Larry G. Schafran, George F.
Schmitt, David P. Hanlon, Antonio J. Rodriguez, and Winfried Kunz.
Following the Annual Meeting, the new Board of Directors met and
voted to increase the size of the Board from seven to nine members
and appointed David S. Boone and Dan L. Maybe to fill the two
additional seats.

The shareholders of the Company also approved an increase in the
authorized shares of common stock in the company from 600,000,000
to 1,250,000,000.  The increase in authorized shares allows the
Company flexibility to issue shares, if the Board deems it
advisable, to satisfy existing agreements and for future needs
such as providing incentives for employees and partners  and
establishing strategic relationships.  In addition, the
shareholders approved the 2012 equity compensation plan for
employees, and ratified Hansen Barnett & Maxwell P.C. as the
Company's independent registered public accountant.

"We are very excited about the new Board members, each of whom
brings new talent, experience and enthusiasm, as we move the
Company to the next stage of our growth," said John L. Hastings,
III, CEO of SecureAlert.  Mr. Hastings continued, "The 2012 Equity
Compensation Plan allows us to reward and incentivize our
outstanding and dedicated employees.  We continue to work with and
appreciate the support and confidence of our customers, partners
and shareholders."

                       About SecureAlert Inc.

Sandy, Utah-based SecureAlert, Inc. (OTC BB: SCRA)
-- http://www.securealert.com/-- is an international provider of
electronic monitoring systems, case management and services widely
utilized by more than 650 law enforcement agencies worldwide.
The Company's balance sheet at June 30, 2011, showed $15.18
million in total assets, $10.48 million in total liabilities, and
$4.70 million in total equity.

The Company has incurred recurring net losses and negative cash
flows from operating activities.  These factors raise substantial
doubt about the Company's ability to continue as a going concern.

Management's plans with respect to this uncertainty include
expanding the market for its ReliAlert portfolio of products and
services, raising additional capital from the issuance of
preferred stock, entering into debt financing agreements.  There
can be no assurance that revenues will increase rapidly enough to
offset operating losses and repay debts.  If the Company is unable
to increase cash flows from operating activities or obtain
additional financing, it will be unable to continue the
development of its products and may have to cease operations.


SHAMROCK-SHAMROCK: Can Use Cash Collateral on Interim Basis
-----------------------------------------------------------
The Hon. Arthur B. Briskman of the U.S. Bankruptcy Court for the
Middle District of Florida has authorized, in a fifth interim
order, Shamrock-Shamrock, Inc., to use cash collateral to lender
parties -- American Home Mortgage Services Inc., American Brokers
Conduit, Friends Bank, Litton Loan Servicing LP, National City/PNC
Bank, Select Portfolio Servicing Inc., Stancorp Financial Group,
Inc., SunTrust, and Wells Fargo Bank N.A.

To the extent a creditor's cash collateral is used, the creditor
will be granted a replacement lien on post-petition cash, in the
same priority and to the same extent as the secured creditor's
pre-petition liens.

As reported by the Troubled Company Reporter on May 26, 2011, the
cash collateral secure the Debtors' obligations to lender parties
-- American Home Mortgage Services Inc., American Brokers Conduit,
Friends Bank, Litton Loan Servicing LP, National City/PNC Bank,
Select Portfolio Servicing Inc., Stancorp Financial Group, Inc.,
SunTrust, and Wells Fargo Bank N.A.

                   About Shamrock-Shamrock Inc.

Daytona Beach, Florida-based Shamrock-Shamrock Inc. owns 70
parcels of Florida real property.  It filed for Chapter 11
protection (Bankr. M.D. Fla. Case No. 11-07061) on May 10, 2011.
Judge Arthur B. Briskman presides over the case.  The Law Offices
of Mickler & Mickler serves as bankruptcy counsel.

The Debtor disclosed in its amended schedules $12,904,154 in
assets and $17,036,102 in liabilities.  In the original schedules,
the Company disclosed assets of $12,904,154 and liabilities of
$17,021,201, owing on mortgages to a variety of lenders.


SILVER SANDS: Voluntary Chapter 11 Case Summary
-----------------------------------------------
Debtor: Silver Sands Motel, Inc.
        735-50 Route 25
        Greenport, NY 11944

Bankruptcy Case No.: 11-78916

Chapter 11 Petition Date: December 22, 2011

Court: U.S. Bankruptcy Court
       Eastern District of New York (Central Islip)

Judge: Robert E. Grossman

Debtor's Counsel: Jerry M. Mims, Esq.
                  LAW OFFICES OF JERRY M. MIMS
                  3239 Route 112, Building 8
                  Medford, NY 11763
                  Tel: (631) 575-1048
                  Fax: (631) 207-8412
                  E-mail: droitmoral@aol.com

Scheduled Assets: $2,950,000

Scheduled Liabilities: $1,650,000

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

The petition was signed by Jean J. Burden, president.


SKYWAY LUGGAGE: Receiver Seeks Court Nod to Sell Building
---------------------------------------------------------
The Seattle Times reports that the receiver in charge of Skyway
Luggage, owned by Seattle Metro Chamber of Commerce Chairman Henry
"Skip" Kotkins Jr., has sought court approval to sell its Western
Avenue building as the first step in a planned liquidation of the
century-old company.

Mr. Kotkins, Skyway's chairman and CEO, placed the company in
receivership in June, saying it was unable to pay its debts, the
report says.

Skyway's other assets include another property, accounts
receivable and a 73-foot sailboat, according to court filings
obtained by the Seattle Times.

According to the report, receiver Alan Davis of Revitalization
Partners said he's hopeful Skyway's trademarks, customer accounts
and other assets can be sold together "so the Skyway brand and
everything continues." There's no timetable for completing the
asset sales, Mr. Davis added.

The news agency relates that a financial statement filed by
Mr. Davis in August put Skyway's assets at $26.7 million,
including $14.7 million in a note due for a loan made by the
company to an unnamed Skyway shareholder, evidently Mr. Kotkins.
Its liabilities were $16.4 million, the report discloses.

The receiver has a deal to sell Skyway's downtown Seattle building
at 2501 Western Ave. for $2.1 million in cash, documents say. The
property secures a $9.3 million claim against Skyway by Wells
Fargo Bank.

Skyway's luggage, made in China under contract, is sold under
brands including Eddie Bauer, Sigma3 and Vector.

Based in Seattle, Washington, Skyway Luggage Co. --
http://www.skywayluggage.com/-- manufactures luggages.


SOLAR ENERTECH: Posts $1.7 Million Net Loss in Fiscal 2011
----------------------------------------------------------
Solar EnerTech Corp. filed on Dec. 27, 2011, its annual report on
Form 10-K for the fiscal year ended Sept. 30, 2011.

Child, Van Wagoner & Bradshaw, PLLC, in Salt Lake City, Utah,
expressed substantial doubt about Solar EnerTech's ability to
continue as a going concern.  The independent auditors noted that
the Company has an accumulated deficit and has suffered recurring
losses from operations.

The Company reported a net loss of $1.7 million on $42.7 million
of sales for the fiscal year ended Sept. 30, 2011, compared with a
net loss of $25.0 million on $70.0 million of sales for the fiscal
year ended Sept. 30, 2010.

The Company's balance sheet at Sept. 30, 2011, showed
$21.9 million in total assets, $12.4 million in total liabilities,
and stockholders' equity of $9.5 million.

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

                       http://is.gd/z2zZKT

Solar EnerTech Corp. is a solar product manufacturer with its
headquarters based in Mountain View, California, and with low-cost
operations located in Shanghai, China.  The Company's principal
products are monocrystalline silicon and polycrystalline silicon
solar cells and solar modules.


SONU, LLC: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------
Debtor: Sonu, LLC
        243 Cornwell Avenue
        Williston Park, NY 11596

Bankruptcy Case No.: 11-78918

Chapter 11 Petition Date: December 22, 2011

Court: U.S. Bankruptcy Court
       Eastern District of New York (Central Islip)

Judge: Robert E. Grossman

Debtor's Counsel: Arnold Mitchell Greene, Esq.
                  ROBINSON BROG LEINWAND GREENE ET AL
                  875 Third Avenue, 9th Floor
                  New York, NY 10022
                  Tel: (212) 603-6399
                  Fax: (212) 956-2164
                  E-mail: amg@robinsonbrog.com

Estimated Assets: $0 to $50,000

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

The Company?s list of its 20 largest unsecured creditors filed
with the petition is available for free at:
http://bankrupt.com/misc/nyeb11-78918.pdf

The petition was signed by Bharat Patel, member.


SOUTHERN TRUSS: Case Summary & 13 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Southern Truss Companies, Inc.
        2590 N. Kings Highway
        Fort Pierce, FL 34951

Bankruptcy Case No.: 11-44734

Chapter 11 Petition Date: December 21, 2011

Court: U.S. Bankruptcy Court
       Southern District of Florida (West Palm Beach)

Judge: Erik P. Kimball

Debtor's Counsel: Robert C. Furr, Esq.
                  FURR & COHEN
                  2255 Glades Road, #337W
                  Boca Raton, FL 33431
                  Tel: (561) 395-0500
                  Fax: (561) 338-7532
                  E-mail: bnasralla@furrcohen.com

Scheduled Assets: $967,221

Scheduled Liabilities: $1,586,327

The Company's list of its 13 largest unsecured creditors filed
with the petition is available for free at:
http://bankrupt.com/misc/flsb11-44734.pdf

The petition was signed by John C. Byers, president.


TERRESTAR NETWORKS: Wins Approval to Send Ch. 11 Plan to Creditors
------------------------------------------------------------------
Dow Jones' Daily Bankruptcy Review reports that TerreStar Networks
Inc. won court approval to send its Chapter 11 plan to creditors
for a vote, a key step as Charlie Ergen's Dish Network Corp.
maneuvers to consolidate its newly purchased wireless holdings and
bring them out of bankruptcy.

TerreStar Networks filed a a revised Joint Chapter 11 Plan of
Reorganization that reflects the Bankruptcy Court's approval on
Dec. 15 of a Global Settlement with major creditor constituencies.
The Disclosure Statement provides that the Settlement serves as
the foundation for the Plan Settlement and the successful and
expedient resolution of the Chapter 11 Cases.  The Plan implements
the Plan Settlement among the Settlement Parties.  The Settlement
was made possible by a separate agreement reached between Sprint
and DISH. Pursuant to the Sprint/DISH Settlement, Sprint agreed to
accept the sum of no more than $20.6 million in full satisfaction
of all issues related to the Sprint claims if such amount is paid
by Dec. 31, 2011.

                     About TerreStar Networks

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

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

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

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

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

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

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

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

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

TerreStar Networks sold its business to Dish Network Corp. for
$1.38 billion.  It canceled a June 2011 auction because there were
no competing bids submitted by the deadline.

TerreStar Networks previously filed a reorganization plan that
called for secured noteholders to swap more than $850 million in
debt for nearly all the equity in reorganized TerreStar.  Junior
creditors, however, would see little recovery under that plan
while existing equity holders would be wiped out.  TerreStar
Networks scrapped that plan earlier this year in favor of the
auction.

In November 2011, TerreStar Networks filed a liquidating Chapter
11 plan after striking a settlement with creditors.  The
creditors' committee initiated lawsuits in July to enhance the
recovery by unsecured creditors.


TL FABRICATIONS: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: TL Fabrications, LP
        13727 Excelsior Drive
        Santa Fe Springs, CA 90670

Bankruptcy Case No.: 11-61549

Chapter 11 Petition Date: December 20, 2011

Court: U.S. Bankruptcy Court
       Central District of California (Los Angeles)

Judge: Sheri Bluebond

Debtor's Counsel: Stephen F. Biegenzahn, Esq.
                  THE LAW OFFICE OF STEPHEN BIEGENZAHN
                  611 W. 6th Street, Suite 850
                  Los Angeles, CA 90017
                  Tel: (213) 617-0017
                  Fax: (480) 247-5977
                  E-mail: efile@sfblaw.com

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

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

The Company's list of its 20 largest unsecured creditors is
available for free at:
http://bankrupt.com/misc/cacb11-61549.pdf

The petition was signed by Michael Tsu, managing member.


TRAILER BRIDGE: Taps Global Hunter as Investment Banker
-------------------------------------------------------
Trailer Bridge, Inc., asks for permission from the U.S. Bankruptcy
Court for the Middle District of Florida to retain Global Hunter
Securities, LLC, as its investment banker.

On Nov. 6, 2011, Debtor retained GHS to serve as its investment
banker in connection with the formulation, analysis and
implementation of potential restructuring, financing, merger &
acquisition and/or related transactions.

Pursuant to the Engagement Letter, GHS will, among other things:

   a. review and analyze the Debtor's business, operations
      and financial projections;

   b. evaluate the Debtor's strategic and financial
      alternatives;

   c. assist the Debtor to refinance, defer or amend the
      maturity of, exchange, or otherwise pay off the
      Debtor's existing bond indebtedness;

   d. assist the Debtor in evaluating, structuring,
      negotiating and implementing potential transactions;
      and

   e. assist the Debtor in preparing descriptive material
      to be provided to potential parties that might
      participate in potential Transactions.

GHS will be paid based on the fee structure:

   a. A monthly advisory fee in the amount of $125,000, payable
      by the Company from the Petition Date through the earlier
      of (i) the termination of the Engagement Letter in
      accordance with Section 7 thereof, (ii) the confirmation
      and effectiveness of a plan of reorganization or the
      closing of a sale involving substantially all of the
      Company's operating assets or (iii) the date of conversion
      of this chapter 11 case to a case under chapter 7 of the
      Bankruptcy Code; the first Monthly Fee will be paid, nunc
      pro tunc, from the Petition Date, within one (1) day of
      the approval of the Retention Order, and thereafter each
      Monthly Fee shall be payable by the Debtor in advance on
      the first day of each month following the Petition Date;
      provided that 100% of the Monthly Fees paid by the Debtor
      shall be credited against the aggregate amount of any New
      Capital Fee, Restructuring Fee or M&A Fee payable under
      the Engagement Letter (with it being understood and agreed
      that no Monthly Fee shall be credited more than once);

   b. A DIP financing fee equal to 2 percent of the gross amount
      raised by any DIP financing;

   c. A new capital fee equal to four percent (4.0%) for any
      unsecured or junior debt, two percent (2.0%) for any
      secured debt and five percent (5%) for any equity or
      convertible securities, all computed as a percentage of
      the gross cash proceeds raised in the case of equity,
      or the principal amount raised in the case of debt,
      of any new capital raise;

   d. A restructuring fee equal to two percent (2.0%) of the
      aggregate principal amount of the Company's debt payable,
      DIP financing or similar liabilities in existence
      immediately prior to the earlier of (i) the confirmation
      and effectiveness of a plan of reorganization or (ii) the
      substantial consummation of any other restructuring
      transaction;

   e. An advisory fee of $250,000 upon the earlier of (i) GHS'
      first rendering of the fairness opinion, if applicable,3
      regardless of the conclusions contained in the Fairness
      Opinion, or (ii) the entering into of a definitive agreement
      for a sale, which Opinion Fee will be creditable against the
      sale fee;

   f. A M&A fee equal to 2.0 percent of the Aggregate
      Consideration (as defined) received in connection with a
      sale, which fee shall be payable at the closing of any sale;

   g. Notwithstanding the foregoing, in the event the Company
      completes any one or more Transactions (as defined), GHS
      shall be paid minimum aggregate fees for all Transactions
      of at least $750,000; provided, further, that the aggregate
      sum of fees paid to GHS for all Transactions shall not
      exceed $2,000,000;

   h. Reimbursement of reasonable expenses incurred in
      connection with the initiation and performance of GHS'
      engagement, and the enforcement of the Engagement Letter,
      including without limitation the reasonable fees,
      disbursements and other charges of GHS' legal counsel;
      GHS' legal counsel's fees and expenses will be billed
      monthly directly to the Debtor; other expenses shall
      also include, but not be limited to, expenses incurred
      in connection with travel and lodging, data processing
      and communication charges, research and courier services;

   i. As part of the compensation payable to GHS, the Debtor
      agrees to indemnify GHS and certain related persons and
      entities in the manner set forth in the indemnifications
      provisions attached as Exhibit A to the Engagement Letter;
      and

   j. All amounts referenced in the Engagement Letter reflect
      United States currency and shall be paid promptly in cash
      when such amounts are due and payable pursuant to the
      terms of the Engagement Letter.

Steve Sebastian, Managing Director at GHS, attests that the firm
is a "disinterested person," as that term is defined in Section
101(14) of the Bankruptcy Code.

                       About Trailer Bridge

Jacksonville, Fla.-based Trailer Bridge, Inc. --
http://www.trailerbridge.com/-- provides integrated trucking and
marine freight service to and from all points in the lower 48
states and Puerto Rico and Dominican Republic.  This total
transportation system utilizes its own trucks, drivers, trailers,
containers and U.S. flag vessels to link the mainland with Puerto
Rico via marine facilities in Jacksonville, San Juan and Puerto
Plata.

Trailer Bridge filed a voluntary Chapter 11 petition (Bankr. M.D.
Fla. Case No. 11-08348) on Nov. 16, 2011, one day after its
$82.5 million 9.25% Senior Secured Notes became due.

Judge Jerry A. Funk presides over the case.  Gardner F. Davis,
Esq., at Foley & Lardner LLP, and DLA Piper LLP (US) serve as the
Debtor's counsel.  Global Hunter Securities LLC serves as the
Debtor's investment banker.  RAS Management Advisors LLC serves as
the Debtor's financial advisor.  In its petition, the Debtor
estimated $100 million to $500 million in assets and debts.  The
petition was signed by Mark A. Tanner, co-chief executive officer.


TW TELECOM: S&P Raises Senior Secured Term Loan Rating to 'BB+'
---------------------------------------------------------------
Standard & Poor's Ratings Services raised its issue-level ratings
on TW Telecom Holdings Inc.'s senior secured term loan and
revolver to 'BB+' from 'BB-' and revised the recovery rating on
the debt to '1' from '3'. The '1' recovery rating indicates
expectations for very high (90%-100%) recovery in the event of
payment default. "TW Telecom Holdings is a subsidiary of
Littleton, Colo.-based competitive local exchange carrier TW
Telecom Inc. The upgrade is due to improved recovery prospects
following the revision of our emergence multiple to 5x projected
EBITDA from 3x because of the accumulation of assets with good
projected value retention characteristics," S&P said.

"The 'BB-' corporate credit rating on TW Telecom remains unchanged
and continues to reflect the risks of competing with larger and
better capitalized incumbent local exchange carriers (ILECs) in an
industry subject to intense price competition. The ratings also
reflect a business plan characterized by high capital expenditures
and a long sales cycle associated with selling to larger business
customers. Tempering factors include TW Telecom's well-established
network with a significant footprint, which reduces its dependence
on the ILEC, a good niche as a provider of telecommunications
services to large and midsize enterprise customers, some revenue
stability from multiyear contracts, moderate leverage, and strong
liquidity," S&P said.

Ratings List

TW Telecom Inc.
Corporate Credit Rating      BB-/Stable/--

Upgraded; Recovery Rating Revised
                              To                From
TW Telecom Holdings Inc.
Senior Secured               BB+               BB-
   Recovery Rating            1                 3


UNIVERSAL COMMUNITY: Case Summary & 5 Largest Unsecured Creditors
-----------------------------------------------------------------
Debtor: Universal Community Development, LLC
        333 I Street, SW
        Washington, DC 20024

Bankruptcy Case No.: 11-00943

Chapter 11 Petition Date: December 22, 2011

Court: U.S. Bankruptcy Court
       District of Columbia (Washington, D.C.)

Judge: S. Martin Teel, Jr.

Debtor's Counsel: Richard H. Gins, Esq.
                  THE LAW OFFICE OF RICHARD H. GINS LLC
                  3 Bethesda Metro Center, Suite 430
                  Bethesda, MD 20814
                  Tel: (301) 718-1078
                  Fax: (301) 718-8659
                  E-mail: Richard@ginslaw.com

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

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

The Company's list of its five largest unsecured creditors is
available for free at:
http://bankrupt.com/misc/dcb11-00943.pdf

The petition was signed by Khalid Babiker Mohamed Eltayeb,
managing member.


U.S. COATING: Voluntary Chapter 11 Case Summary
-----------------------------------------------
Debtor: U.S. Coating Specialties & Supplies, Inc.
        125 W. Mayes Street
        Jackson, MS 39213

Bankruptcy Case No.: 11-04373

Chapter 11 Petition Date: December 20, 2011

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

Judge: Edward Ellington

Debtor's Counsel: Herbert J. Irvin, Esq.
                  IRVIN & ASSOCIATES PLLC
                  P.O. Box 1869
                  Jackson, MS 39215-1869
                  Tel: (601) 624-8110
                  E-mail: iq.attys@gmail.com

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

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

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

The petition was signed by Earl Washington, president/CEO.


WESTMORELAND COAL: Plans to Buy Kemmerer Mine for $179 Million
--------------------------------------------------------------
Westmoreland Coal Company has agreed to purchase Chevron Mining
Inc.'s Kemmerer mine in the Hams Fork Region of southwestern
Wyoming for $179 million plus approximately $14 million in working
capital.  It is anticipated that the purchase price will be funded
through a combination of cash consideration of approximately $74
million, plus the assumption of approximately $118.0 million in
certain liabilities, including post retirement medical, pension,
black lung, and asset retirement obligation liabilities.  Over the
last five years, Kemmerer has produced, on average, 4.7 million
tons of high-quality sub-bituminous coal for sale to the adjacent
Naughton power station, as well as various industrial customers
located in the proximate geographic region.

The transaction includes approximately 118 million tons of coal
reserves as of Dec. 31, 2011, enough for 20 years of production; a
skilled and stable workforce; recently installed state-of-the-art
coal preparation and loadout facilities; strong customer
commitments; and an expansive fleet of well maintained mining
equipment.  Additionally, substantially all of Kemmerer's
projected production for 2012 through 2016 is committed and priced
under existing sales contracts.

"Strategically, the Kemmerer mine fits well with our existing mine
mouth operations," said Keith E. Alessi, Westmoreland's President
and CEO.  "The mine has a diversified base of stable customers,
both utility and industrial.  Under Chevron's stewardship, the
mine has been well managed and its capital equipment is in
excellent condition.  We will look for additional strategic
acquisitions as we continue to deliver premium value in the coal
industry through close affiliation with world class customers.  We
anticipate this transaction to be cash flow positive immediately
upon closing and in line with our strategic plan to de-leverage
over time.  The acquisition will allow us to leverage our already
efficient corporate platform, and we hope to close the transaction
by January 31, 2012."

"We view the Kemmerer workforce, which totals approximately 290
people, as a core component of the transaction.  The employees of
Kemmerer will be a tremendous addition to our company and we look
forward to welcoming them to the Westmoreland family," said
Alessi.  "These skilled employees share our core values of
uncompromised safety and environmental excellence."

Consummation of the transaction is subject to certain customary
conditions and approvals and has already been approved by the
Board of Directors of Westmoreland and the appropriate governing
bodies at Chevron Mining Inc. Gleacher & Company acted as
financial advisor to Westmoreland.  There can be no assurance that
the transaction will be completed or that the anticipated benefits
of the transaction will be realized.

                    About Westmoreland Coal

Colorado Springs, Colo.-based Westmoreland Coal Company (NYSE
AMEX: WLB) -- http://www.westmoreland.com/-- is the oldest
independent coal company in the United States.  The Company's coal
operations include coal mining in the Powder River Basin in
Montana and lignite mining operations in Montana, North Dakota and
Texas.  Its power operations include ownership of the two-unit
ROVA coal-fired power plant in North Carolina.

The Company reported a net loss of $3.2 million on $506.1 million
of revenues for 2010, compared with a net loss of $29.2 million on
$443.4 million of revenues for 2009.  Operating income was
$20.5 million in 2010 compared to a loss of $31.8 million in 2009.

The Company also reported a net loss of $25.07 million on
$372.35 million of revenue for the nine months ended Sept. 30,
2011, compared with a net loss of $621,000 on $378.15 million of
revenue for the same period during the prior year.

The Company's balance sheet at Sept. 30, 2011, showed $768.96
million in total assets, $286.46 million in total debt, and a
$174.36 million total deficit.

                          *     *     *

As reported in the TCR on March 4, 2011, Standard & Poor's Ratings
Services said that it assigned a 'CCC+' corporate credit rating to
Colorado Springs, Colorado-based Westmoreland Coal Co.  The rating
outlook is stable.


WILCARE INC: Case Summary & Largest Unsecured Creditor
------------------------------------------------------
Debtor: WilCare, Inc.
        11311 Richmond Ave., Ste. L107
        Houston, TX 77082-5547

Bankruptcy Case No.: 11-40808

Chapter 11 Petition Date: December 23, 2011

Court: United States Bankruptcy Court
       Southern District of Texas (Houston)

Judge: Jeff Bohm

Debtor's Counsel: Mark Eric Canady, Esq.
                  CANADY LAW GROUP, PLLC
                  9801 Wesheimer Road, Suite 302
                  Houston, TX 77042
                  Tel: (713) 234-0805
                  Fax: (832) 413-5755
                  E-mail: mcanady@canadylawgroup.com

Estimated Assets: $0 to $50,000

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

In its list of 20 largest unsecured creditors, the Company placed
only one entry:

Entity                   Nature of Claim        Claim Amount
------                   ---------------        ------------
Internal Revenue Service  941 Taxes              $1,560,234
Centralized Insolvency
Operations
P.O. Box 21126
Philadelphia, PA 19114-0326

The petition was signed by Ted Diep Nguyen, president.


WOODS QUALITY: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: The Woods Quality Cabinetry Company
        42 84 Drive
        Eight Four, PA 15330

Bankruptcy Case No.: 11-27645

Chapter 11 Petition Date: December 23, 2011

Court: United States Bankruptcy Court
       Western District of Pennsylvania (Pittsburgh)

Debtor's Counsel: Donald R. Calaiaro, Esq.
                  CALAIARO & CORBETT, P.C.
                  310 Grant Street, Suite 1105
                  Pittsburgh, PA 15219-2230
                  Tel: (412) 232-0930
                  Fax: (412) 232-3858
                  E-mail: dcalaiaro@calaiarocorbett.com

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

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

A copy of the list of 20 largest unsecured creditors is
available for free at http://bankrupt.com/misc/pawb11-27645.pdf

The petition was signed by Davis Walker, president.


ZAIS INVESTMENT: Anchorage/Hildene Proponents Amend Plan
--------------------------------------------------------
GRF Master Fund, L.P., Anchorage Illiquid Opportunities Offshore
Master, L.P. and Anchorage Capital Master Offshore, Ltd. together
with Hildene Capital Management and Hildene Opportunities Master
Fund, Ltd., have filed a Third Amended Plan of Reorganization for
the resolution of all outstanding Claims against and Old Equity
Interests in ZAIS Investment Grade Limited VII that may be
commenced in the Bankruptcy Court.

On the Effective Date, the Debtor will sell and transfer title to
the Designated Assets to NewCo, an exempted limited partnership
organized under the laws of the Cayman Islands to be formed by the
Anchorage Plan Proponents.  In exchange for the sale and transfer
of the Designated Assets by the Debtor, NewCo will transfer to the
Debtor (i) on the Effective Date, the New LP Interest and (ii) on
or after the Effective Date, Cash sufficient to fund the Debtor's
senior obligations under the Plan, but solely to the extent that
the Debtor's Cash on the Effective Date and projected Cash
distributions from the New LP Interest are not sufficient to fund
such obligations when due.

All Cash necessary for the Plan Administrator to make payments and
Plan Distributions shall be obtained from the Debtor's Cash on the
Effective Date, Cash received as distributions on account of the
New LP Interest and, if necessary, Cash received from NewCo under
the Exit Facility.

Each Holder of an Allowed Senior Note Claim (Class 3) will receive
its Pro Rata Share of Available Cash; provided, that no holder of
an Allowed Senior Note Claim may receive Cash on account of such
Claim that exceeds an amount equal to the sum of (A) one hundred
percent (100%) of such holder's Allowed Senior Note Claim plus
interest earned on unpaid principal from and after the Effective
Date at the contract rate of interest set forth in the Indenture
for such Senior Notes and (B) one hundred percent (100%) of such
holder's Pro Rata Share of an amount equal to the Allowed Junior
A-2 Note Claims plus any interest earned on unpaid principal from
and after the Effective Date at the contract rate of interest set
forth in the Indenture for the Junior A-2 Notes.  Class 3 is
Impaired under the Plan and Holders thereof are entitled to vote.

The Hildene Plan Proponents are the sole beneficial holders of
Junior A-2 Note Claims and will be deemed to have voted to accept
the Plan.  Each holder of an Allowed Junior A-2 Note Claim will
receive on the Effective Date its Pro Rata Share of a one time
Cash payment equal to $4,375,000 less the Allowed Hildene 503(b)
Claim.  Within two Business Days following the Effective Date the
Hildene Plan Proponents and Babson Management, LLC, will withdraw
the Appeals with prejudice.  Without limiting any other rights and
remedies the Anchorage Plan Proponents may have, if such
withdrawal is not accomplished within such time frame, the
Anchorage Plan Proponents are authorized to file a withdrawal of
the Appeals with prejudice on behalf of the Hildene Plan
Proponents and Babson Management, LLC.

Holders of Junior A-2 Note Claims (Class 4), Junior A-3 Note
Claims (Class 5), Junior B-1 Note Claims (Class 6), Junior B-2
Note Claims (Class 7), Subordinated Claims (Class 8), Income Note
Claims (Class 9), General Unsecured Claims (Class 10) are not
entitled to vote and are deemed to reject the Plan.

Old Equity Interests will not receive any property under the Plan.
Holders of Old Equity Interests are not entitled to vote and are
deemed to reject the Plan.

A copy of the Third Amended Plan of Organization of the Anchorage
Plan Proponents and the Hildene Plan Proponents is available for
free at http://bankrupt.com/misc/zaisinvestment.doc261.pdf

Counsel for the Anchorage Plan Proponents may be reached at:

         Gerard H. Uzzi, Esq.
         WHITE & CASE LLP
         1155 Avenue of Americas
         New York, NY 10036-2787
         Tel: (212) 819-8200
         Fax: (212) 354-8113
         E-mail: guzzi@whitecase.com

              - and -

         Richard M. Meth, Esq.
         FOX ROTHSCHILD LLP
         75 Eisenhower Parkway, Suite 200
         Roseland, NJ 07068
         Tel: (973) 992-4800
         Fax: (973)-992-9125
         E-mail: rmeth@foxrothschild.com

Counsel for the Hildene Plan Proponents may be reached at:

         Jon Pickhardt. Esq.
         Susheel Kirpalani, Esq.
         Scott C. Shelley, Esq.
         QUINN EMANUEL URQUHART &
         SULLIVAN, LLP
         51 Madison Avenue, 22nd Floor
         New York, NY 10010
         Tel: (212) 849-7000
         Fax: (212) 849-7100

              - and -

         Eric D. Winston, Esq.
         QUINN EMANUEL URQUHART &
         SULLIVAN, LLP
         865 S. Figueroa St., 10th Floor
         Los Angeles, CA 90017
         Tel: (213) 443-3000
         Fax: (212) 443-3100

                About Zais Investment Grade Limited

Zais Investment Grade Limited VII is based in Grand Cayman.

On April 1, 2011, Anchorage Capital Master Offshore, Ltd., GRF
Master Fund, L.P., and Anchorage Illiquid Opportunities Offshore
Masters, L.P. filed an involuntary Chapter 11 petition against
Zais Investment Grade Limited VII.  On April 26, 2011, the U.S.
Bankruptcy Court for the District of New Jersey entered an order
for relief under Chapter 11 of the Bankruptcy Code.

The Debtor tapped Wollmuth Maher & Deutsch LLP as general
bankruptcy counsel, and Jones Day as special counsel.

The Debtor disclosed $365,771,549 in liabilities in its schedules.


* Business Owner's Bankruptcy Could Affect Health-Care Lawsuit
--------------------------------------------------------------
Dow Jones' DBR Small Cap reports that the Supreme Court said
earlier that oral arguments over President Barack Obama's health-
care overhaul would begin March 26 and would stretch over three
days.


* Jones Walker's E. Futrell Among Louisiana's Top Female Attys.
---------------------------------------------------------------
Jones Walker disclosed that 56 of its attorneys have been named to
the 2012 edition of Louisiana Super Lawyers.

Among the Jones Walker attorneys who were named to Louisiana Super
Lawyers 2012, six were recognized among the state's top 50
attorneys, one in the top 10 and three women were among the top 25
women attorneys according to the listing and 10 were selected as
Rising Stars.

Included in the top 25 female attorneys in the state is Elizabeth
J. Futrell (Bankruptcy & Creditor/Debtor Rights).  Ms. Futrell has
been listed for the sixth consecutive year.

Partner R. Patrick Vance (Bankruptcy & Creditor/Debtor Rights) was
listed among the top 10 attorneys and among the top 50 attorneys
statewide.

Louisiana Super Lawyers is an annual publication produced by Law &
Politics magazine and serves to identify attorneys reaching high
levels of peer recognition and professional achievement.
Attorneys in Louisiana Super Lawyers are selected through a multi-
step selection process that begins with a statewide survey of
attorneys.


* BOOK REVIEW: Ralph H. Kilmann's Beyond the Quick Fix
------------------------------------------------------
Author: Ralph H. Kilmann
Publisher: Beard Books
Hardcover: 320 pages
Listprice: $34.95
Review by Henry Berry

Every few years, a new approach is offered for unleashing the full
potential of organized efforts.  These are the quick fixes to
which the title of this book refers.  The jargon of the quick fix
is familiar to any businessperson: decentralization, human
resources, restructuring, mission statement, corporate strategy,
corporate culture, and so on.  These terms are all limited in
scope or objective, and some are even irrelevant or misconceived
with regard to the overall well-being and purpose of a
corporation.

With his extensive experience as a corporate consultant, author of
numerous articles, and professor in business studies, Kilmann
recognizes that each new idea for optimum performance and results
is germane to some area of a corporation.  However, he also
recognizes that each new idea inevitably falls short in bringing
positive change -- that is, a change that is spread throughout the
corporation and is lasting.  At best, when a corporation relies on
an alluring, and sometimes little more than fashionable, idea, it
is a wasteful distraction.  At worst, it can skew a corporate
organization and its operations, thereby allowing the
corporation's true problems or weaknesses to grow until they
become ruinous.  As the author puts it, "Essentially, it is not
the single approach of culture, strategy, or restructuring that is
inherently ineffective.  Rather, each is ineffective only if it is
applied by itself -- as a "quick fix"."

Kilmann tells corporate leaders how to break the cycle of
embracing a quick fix, discarding it after it proves ineffective,
and then turning to a newer and ostensibly better quick fix that
soon proves to be equally ineffective.  For a corporation to break
this self-defeating cycle, the author offers a five-track program.
The five tracks, or elements, of this program are corporate
culture, management skills, team-building, strategy-structure, and
reward system.  These elements are interrelated. The virtue of
Kilmann's multidimensional five-track program is that it addresses
a corporation in its entirety, not simply parts of it.

Kilmann's five tracks offer structural and operational aspects of
a corporation that executives and managers will find familiar in
their day-to-day leadership and strategic thinking.  Thus, the
author does not introduce any unfamiliar or radical perspectives
or ideas, but rather advises readers on how to get all parts of a
corporation involved in productive change by integrating the five
tracks into "a carefully designed sequence of action: one by one,
each track sets the stage for the next track."  Kilmann does more,
though, than bring all significant features of a modern
corporation together in a five-track program and demonstrate the
interrelation of its elements.  His singularly pertinent and
useful contribution is providing a sequence of steps to be
implemented with respect to each track so that a corporation
progresses toward its goals in an integrated way.

Beyond the Quick Fix is a manual for implementing and evaluating
the progress of a five-track program for corporate success.  The
book should be read by any corporate leader desiring to bring
change to his or her organization.

Ralph H. Kilmann has been connected with the University of
Pittsburgh for 30 years.  For a time, he was its George H. Love
Professor of Organization and Management at its Katz Graduate
School of Business.  Additionally, he is president of a firm
specializing in quantum transformations.



                           *********

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

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

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

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

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

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

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

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

                           *********

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

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

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

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

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


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