TCR_Public/120103.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

             Tuesday, January 3, 2012, Vol. 16, No. 2

                            Headlines

ADVANSTAR INC: S&P Lowers Corporate to 'CC'; Outlook Negative
AES EASTERN: To Use Chapter 11 to Divest or Retire Stations
AES EASTERN: Has Term Sheet for Sale of Two Plants
ALDA PHARMACEUTICALS: Delays Filing of June 30 Form 20-F
AMERICAN SCIENTIFIC: Southridge Discloses 9.9% Equity Stake

ARKANOVA ENERGY: Incurs $2.1 Million Net Loss in Fiscal 2011
ARMSTRONG WORLD: Loses Appeal Before Oregon Tax Court
BEHRINGER HARVARD: Estimates $0.40 Per Limited Partnership Unit
BENJAMIN HIRSCH: Court Won't Sanction Chapter 7 Trustee
BOOMERANG SYSTEMS: Delays Fiscal 2011 Form 10-K

BROADCAST INTERNATIONAL: Sells $1.3-Mil. Short-Term Bridge Note
CARESTREAM HEALTH: Bank Debt Trades at 11% Off in Secondary Market
CHINA EDUCATION: Receives Delisting Notice From NYSE
COMPOSITE TECHNOLOGY: Wants Plan Filing Period Extended to March 6
DEX MEDIA EAST: Bank Debt Trades at 55% Off in Secondary Market

EASTMAN KODAK: L. Tyson Resigns from Board; 3rd Exit in a Month
EDGEN MURRAY: Files Form S-1 for IPO; Price Yet to be Set
EL POLLO: S&P Assigns 'B+' Rating to Revolving Credit Facility
ENER1 INC: Extends Maturity of $4.5MM Loan Agreement to Jan. 9
FILENE'S BASEMENT: Richard Layton OK'd as Committee's Co-Counsel

FIRST MARINER: Edwin Hale Discloses 11.6% Equity Stake
FIRST SECURITY: Michael Kramer Named CEO and Director
FONTAINEBLEAU LAS VEGAS: Court Strikes Contractors' Appendix
GALP HIGHCROSS: Negotiates New Equity to Finance Plan Distribution
GALP WATERS: Plan Offers 70% Recovery for Unsecured Creditors

GAMETECH INT'L: Amends Loan Agreement with U.S. Bank
GENERAL MARITIME: Committee Taps Jones Day as Counsel
GENTA INC: Has 1.3 Billion Outstanding Common Shares
GREENMAN TECHNOLOGIES: Delays Form 10-K for Fiscal 2011
GUANGZHOU GLOBAL: Incurs $2.3 Million Net Loss in 2010

HAMPTON ROADS: Gateway Bank Wins "Best Bank" Award
HOVNANIAN ENTERPRISES: Incurs $286.1 Million Net Loss in 2011
HT PUEBLO: Plan Unconfirmable; Bank Lender Wins Stay Relief
IMAGE METRICS: Reports US$19,000 Net Income in Fiscal 2011
IMS HEALTH: S&P Raises Senior Unsecured Rating to 'B+'

INNER CITY: Can Access Senior Lenders Cash Collateral Until Jan. 9
ITC LAS VEGAS: Asks Court to Dismiss Chapter 11 Case
J. CREW: Bank Debt Trades at 6% Off in Secondary Market
KOREA TECHNOLOGY: Can Borrow $106,250 From R&W on Unsecured Basis
KOREA TECHNOLOGY: Creditors Say APA With R&W is Unenforceable

LOGIC DEVICES: Hein & Associates Raises Going Concern Doubt
MAYSVILLE INC: Court Affirms Order Dismissing Chapter 11 Case
MEDICAL INTERNATIONAL: PS Stephenson Raises Going Concern Doubt
MF GLOBAL: L. Freeh Appointed as Trustee for Dec. 19 Debtors
MF GLOBAL: Sec. 341 meet of New Debtors Creditors Set for Jan. 26

MMRGLOBAL INC: Unregistered Sale of Stock Exceeds 5% Threshold
MOHEGAN TRIBAL: Posts $111.8 Million Net Income in Fiscal 2011
MSR RESORT: Can Draw an Add'l $10-Mil. from DIP Lenders
MUSCLEPHARM CORP: Amends 126.4 Million Common Shares Offering
NEBRASKA BOOK: Court OKs DIP Changes Waiving Nov. EBITDA Provision

NEW LEAF BRANDS: Reports $665,000 Net Loss in 2011 Second Quarter
NEXSTAR BROADCASTING: Central Square Holds 5% of Class A Shares
NEXTMART INC: Carla Zhou Resigns as Board Member and CFO
NEXTMART INC: Delays Form 10-K for Fiscal 2011
NORD RESOURCES: Obtains Permit to Build New Leaching Pad

NORTHCORE TECHNOLOGIES: Enables HSE Sourcing Pilot
NORTHCORE TECHNOLOGIES: Positioned to Exit Fiscal 2011 Debt Free
NUTRITION 21: Second Amended Joint Chapter 11 Plan Confirmed
ONYX SERVICE: Posts $1.4 Million Net Loss in Oct. 31 Quarter
ODYSSEY (IX) DP: Sec. 341 Creditors' Meeting Set for Jan. 18

ODYSSEY (IX) DP: Hires Stichter Riedel as Bankruptcy Counsel
ODYSSEY (IX) DP: Taps Bill Maloney Consulting as CRO
ODYSSEY (IX) DP: Seeks Cash Use, Mediation for U.S. Bank Claims
OSAGE EXPLORATION: Peter Hoffman Discloses 11.8% Equity Stake
OSI RESTAURANT: William Allen Resigns from Board of Directors

PECAN SQUARE: Wells Fargo Objects to Motion to Use Cash Collateral
PETROHUNTER ENERGY: Incurs $7 Million Net Loss in Fiscal 2011
P.J. FINANCE: U.S. Trustee Seeks Rejection of Plan Disclosures
PLATINUM PROPERTIES: Can Draw $600,000 Financing from Lender
PLATINUM PROPERTIES: Plan Filing Period Extended to April 19

PLATINUM STUDIOS: Hires John Rutledge as General Counsel
POWER EFFICIENCY: Two Directors Resign from Board
QUALTEQ INC: University Subscription's Chapter 11 Case Dismissed
QUALTEQ INC: Bank of America Wants Plami Motion to Quash Dismissed
RENAISSANT LAFAYETTE: Completed Vital Tasks; Ch. 11 Case Dismissed

RIDGE PARK: Lender Wants Cash Access to Pay Real Property Taxes
ROUND TABLE: Committee Wants Post-Confirmation Committee Formed
SENESCO TECHNOLOGIES: NYSE Amex Accepts Plan of Compliance
TALON THERAPEUTICS: Taps Gharib as Controller, Finance Director
TELECONNECT INC: Incurs $3.2 Million Net Loss in Fiscal 2011

TERRESTAR CORP: Files First Amended Joint Chapter 11 Plan
THERMOENERGY CORP: Amends 54.1 Million Common Shares Offering
TITAN ENERGY: Amends Sept. 30 Form 10-Q, Records $253,181 Charge
TOP SHIPS: M/V PEPITO Sale to Result in US$25 Million Book Loss
TRAILER BRIDGE: Taps Kurtzman Carson Consultants as Claims Agent

TRAVELPORT INC: Bank Debt Trades at 17% Off in Secondary Market
TROPICANA ENTERTAINMENT: LandCo Claims Reserve Procedures Approved
TXU CORP: Bank Debt Trades at 37% Off in Secondary Market
TXU CORP: Bank Debt Trades at 30% Off in Secondary Market
UNIVERSAL SOLAR: Xin Ma Resigns; Weilei Lv Appointed CFO

US FOODSERVICE: Bank Debt Trades at 8% Off in Secondary Market
VYTERIS INC: Enters Into Settlement with Ferring Pharmaceuticals
WILLIAM LYON: Taps Newmeyer as Special Litigation Counsel
WINGATE AIRPORT: Interest Holders Act as Key Employees Under Plan
ZOO ENTERTAINMENT: Common Stock Delisted from NASDAQ

* Large Companies With Insolvent Balance Sheets



                            *********

ADVANSTAR INC: S&P Lowers Corporate to 'CC'; Outlook Negative
-------------------------------------------------------------
Standard & Poor's Ratings Services lowered its corporate credit
rating on Santa Monica, Calif.?based Advanstar Inc. to 'CC' from
'B-'. The outlook is negative.

"At the same time, we lowered our issue-level rating on Advanstar
Communications Inc.'s first-lien term loan due 2014 to 'CC' (at
the same level as the 'CC' corporate credit rating on parent
company Advanstar Inc.). The recovery rating on this debt remains
unchanged at '4', indicating our expectation of average (30% to
50%) recovery for lenders in the event of a payment default," S&P
said.

"The downgrade reflects our view that the company's recent
amendment, which allows for subpar repurchases of its term debt,
suggests a high probability of a subpar buyback," noted Standard &
Poor's credit analyst Daniel Haines. "Furthermore, the term loan
is trading at a significant discount to its par value, which
provides the company an economic incentive to pursue a subpar
buyback."

"Under Standard & Poor's criteria, we would view these subpar
buybacks as tantamount to a default. We view the company's heavily
debt burdened capital structure, small EBITDA base, and weak
operating trends as indications of financial distress. We see
significant risks of continued unfavorable secular trends
pressuring the publishing business, and believe that the tradeshow
business will remain susceptible to economic downturns," S&P said.

"Advanstar is an independent business-to-business tradeshow and
publishing company serving four industry segments: fashion,
licensing, life sciences, and power sports. In 2010, trade
publishing accounted for roughly 27% of the company's total
revenues. Advanstar is sensitive to cyclical advertising
demand in its end markets, because, unlike consumer magazines, the
company's magazines lack revenue from subscriptions and from the
newsstand. The publishing segment faces secular pressures in light
of competition from Internet-based media with low barriers to
entry. Advanstar also produces tradeshows and is heavily dependent
on its MAGIC events, which account for nearly 30% of total
revenues. Although the MAGIC events are the leading U.S. apparel
industry tradeshows and have good renewal rates year to year, the
concentration of earnings in these events effectively makes the
strongest part of Advanstar's business profile somewhat narrow in
focus, in our opinion," S&P said.


AES EASTERN: To Use Chapter 11 to Divest or Retire Stations
-----------------------------------------------------------
AES Eastern Energy Limited Partnership and 13 affiliated entities
filed petitions for relief under Chapter 11 in the United States
Bankruptcy Court for the District of Delaware.  AES Eastern Energy
and its affiliates are indirect, wholly owned subsidiaries of The
AES Corporation.  The AES Corporation is not included in the
bankruptcy filing.

AES Eastern Energy and its affiliates own or lease six coal-fired
electric generating stations in New York state.  The bankruptcy
filing was necessitated by a number of operational factors,
including reduced power prices brought on by low natural gas
prices, increased costs for coal, and significant costs for air
pollution controls.  As a result of these operational factors, the
company did not have sufficient cash flow to service its debt.
AES Eastern Energy sought relief in Chapter 11 to facilitate the
sale or transfer of its two operating plants.

The company's Somerset and Cayuga plants, located in Barker, New
York and Lansing, New York, will continue operations during the
bankruptcy, led by the existing management team.  AES Eastern
Energy has reached an agreement in principle for the sale of the
Somerset and Cayuga plants to an entity sponsored by holders of
pass-through trust certificates issued in connection with a
leveraged lease transaction that financed the acquisition of the
plants.  Holders of a majority of the pass-through trust
certificates have indicated their support for the transaction,
which remains subject to definitive documentation, solicitation of
higher and better offers in an auction process, and approval of
the sale by the Bankruptcy Court, all as may be required by the
bankruptcy laws.

AES Eastern Energy and its affiliates will use the Chapter 11
process to divest or retire four additional coal-fired generating
stations in New York state, all of which are in protective lay-up
or cold standby status and are not currently operating.

Weil, Gotshal & Manges LLP and Richards, Layton & Finger, P.A. are
legal counsel to AES Eastern Energy and affiliates. Barclays
Capital is serving as investment banker and financial advisor.


AES EASTERN: Has Term Sheet for Sale of Two Plants
--------------------------------------------------
AES Eastern Energy Limited Partnership and certain affiliated
entities have reached an agreement in principle on a non-binding
term sheet for the sale of their Somerset and Cayuga coal-fired
electrical generation plants to an entity sponsored by holders of
pass-through trust certificates issued in connection with a
leveraged lease transaction that financed the acquisition of the
plants.  Holders of a majority of the pass-through trust
certificates have indicated their support for the transaction,
which remains subject to definitive documentation, higher and
better offers in an auction process, and approval by the United
States Bankruptcy Court for the District of Delaware, all as may
be required by the bankruptcy laws.

Attached as Exhibits A and B, respectively, are a non-binding
Restructuring Term Sheet and AES Eastern Energy financial
projections previously provided to certain holders of pass-through
certificates pursuant to confidentiality restrictions.  The
projections and other financial information reflects the views of
the company as of a date in the past and the company is releasing
these projections for informational purposes only with no
representation as to the company's current views.  Moreover, the
company undertakes no obligation to release updated projections or
other financial information.


ALDA PHARMACEUTICALS: Delays Filing of June 30 Form 20-F
--------------------------------------------------------
ALDA Pharmaceuticals Corp. notified the U.S. Securities and
Exchange Commission that it will be late in filing is Annual
Report on Form 20-F for the period ended June 30, 2011.  The
Company had a shortage of funds that prevented the preparation and
filing of the required report but is now in the process of
reorganizing its affairs so that the filing can proceed.

                    About ALDA Pharmaceuticals

Based in Richmond, BC, Canada, ALDA Pharmaceuticals Corp.
-- http://www.aldacorp.com/-- is principally engaged in the
development, production and marketing of infection control agent
products, principally a product marketed as "T36(R)".

ALDA trades on the TSX Venture Exchange in Vancouver, Canada under
the symbol "APH" and on the OTC BB under the symbol "APCSF".

The Company recorded sales C$184,235 for the nine month period
ended March 31, 2011, compared to C$1.5 million for the nine month
period ended March 31, 2010.  Net loss was C923,517 for the nine
months ended March 31, 2011, compared to a net loss of
C$2.7 million for the nine months ended March 31, 2010.

The Company's balance sheet at March 31, 2011, showed C$987,754 in
in total assets, C$1.1 million in total liabilities, and a
stockholders' deficit of C$105,543.


AMERICAN SCIENTIFIC: Southridge Discloses 9.9% Equity Stake
-----------------------------------------------------------
In a Schedule 13G filing with the U.S. Securities and Exchange
Commission, Southridge Partners II LP disclosed that, as of
Dec. 28, 2011, it beneficially owns 5,116,694 shares of common
stock of American Scientific Resources, Incorporated, representing
9.99% of the shares outstanding.  A full-text copy of the filing
is available for free at http://is.gd/NePiiX

                     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.


ARKANOVA ENERGY: Incurs $2.1 Million Net Loss in Fiscal 2011
------------------------------------------------------------
Arkanova Energy Corporation filed with the U.S. Securities and
Exchange Commission its annual report on Form 10-K, reporting a
net loss of $2.06 million on $1.32 million of total revenue for
the year ended Sept. 30, 2011, compared with a net loss of
$13.87 million on $1.03 million of total revenue during the prior
year.

The Company's balance sheet at Sept. 30, 2011, showed
$3.13 million in total assets, $14.53 million in total
liabilities, and a $11.39 million total stockholders' deficit.

MaloneBailey, LLP, in Houston, Texas, said the Company has
incurred losses since inception, which raises substantial doubt
about its ability to continue as a going concern.

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

                        http://is.gd/tYoY14

                      About Arkanova Energy

The Woodlands, Tex.-based Arkanova Energy Corporation is currently
participating in oil and gas exploration activities in Arkansas,
Colorado and Montana.  All of Arkanova's oil and gas properties
are located in the United States.


ARMSTRONG WORLD: Loses Appeal Before Oregon Tax Court
-----------------------------------------------------
The Tax Court of Oregon, Magistrate Division, Property Tax,
rejected an appeal lodged by Armstrong Word Industries over the
real market value of industrial property improvements identified
as Account 13220 for the 2009-10 tax year.  The Tax Court held
that AWI failed to prove by a preponderance of the evidence that
any reduction in the value of the property is merited.  The Tax
Court said State of Oregon Department of Revenue's 2009-10
improvements real market value of $29.5 million for the property
is supported by the evidence.

Andrew Hall -- info@ryan.com -- Property Tax Director at Ryan
Inc., appeared and testified on behalf of AWI.

The case is ARMSTRONG WORLD INDUSTRIES, v. COLUMBIA COUNTY
ASSESSOR and DEPARTMENT OF REVENUE, State of Oregon, No. TC-MD
100671B.  Trial was held in the Tax Courtroom, Salem, Oregon, on
Aug. 8, 2011.  A copy of the Dec. 30, 2011 decision penned by
Allison R. Boomer, Magistrate Pro Tempore, is available at
http://is.gd/RJkPqdfrom Leagle.com.

                       About Armstrong World

Headquartered in Lancaster, Pennsylvania, Armstrong World
Industries, Inc. (NYSE:AWI) -- http://www.armstrong.com/--
designs, manufactures and sells flooring products and ceiling
systems around the world.  It also designs, manufactures and sells
kitchen and bathroom cabinets.  Its business segments include
resilient flooring, wood flooring, building products and cabinets.
On Dec. 6, 2000, it filed a voluntary petition for relief under
Chapter 11 of the United States Bankruptcy Code in the United
States Bankruptcy Court.

An earlier version of Armstrong's Plan was confirmed by the
Bankruptcy Court in November 2003.  The District Court for the
District of Delaware did not affirm the confirmation of the Plan,
finding that the proposed distribution of new warrants to the
class of Equity Interest Holders over the objection of the class
of Unsecured Creditors violated the "fair and equitable"
requirement of Section 1129(b)(2)(B)(ii) of the Bankruptcy Code, a
codification of the  absolute priority rule.  Armstrong lost on
appeal before the Third Circuit Court of Appeals.

Armstrong filed a modified plan in February 2006, revising the
classification and treatment of Equity Interests to eliminate
the distribution of warrants to shareholders of AWI's parent
company, Armstrong Holdings, Inc.  Armstrong and the asbestos
constituencies in its case also asked the District Court to
find that the Debtors' present and future liability on account
of asbestos-related personal injury claims is not less than
$3.1 billion, and, therefore, Armstrong's chapter 11 plan does
not unfairly discriminate against commercial creditors and should
be confirmed.

The Plan was confirmed by the District Court on Aug. 14, 2006,
and Armstrong emerged from Chapter 11 on Oct. 2, 2006.

Nitram and Desseaux also filed their Chapter 11 cases on
Dec. 6, 2000. The Bankruptcy Court confirmed their First
Amended Joint Plan of Liquidation on Dec. 17, 2007.

STEPHEN KAROTKIN, ESQ., at Weil, Gotshal & Manges, in New York,
JASON M. MADRON, ESQ., at Richards, Layton & Finger, P.A., in
Wilmington, Delaware, represented the Debtors.  STEPHEN J.
SHIMSHAK, ESQ., JOHN F. BAUGHMAN, ESQ., and ANDREW N. GORDON,
ESQ., at Paul, Weiss, Rifkind, Wharton & Garrison, LLP, in New
York, represented the Unsecured Creditors Committee.  ELIHU
INSELBUCH, ESQ., and NATHAN D. FINCH, ESQ., at Caplin & Drysdale
Chartered, in Washington, DC, represented the Asbestos Claimants
Committee.  JANE W. PARVER, ESQ., at Kaye Scholer, LLP, in New
York, represented Dean Trafelet, the future claimants
representative.

On April 3, 2006, Armstrong World acquired HomerWood Inc.  On
May 1, 2006, it acquired Capella Engineered Wood LLC, and its
parent company, Capella Inc.  On March 27, 2007, it entered into
an agreement to sell the principal operating companies in its
European textile and sports flooring business segment to
Tapijtfabriek H. Desseaux N.V. and its subsidiaries.  These
businesses were classified as discontinued at Oct. 2, 2006.

                           *     *     *

In November 2011, Standard & Poor's Ratings Services revised its
outlook on Armstrong to stable from negative and affirmed its
ratings on the company, including the 'BB-' corporate credit
rating.  "The outlook revision reflects our view that Armstrong
will continue to reduce leverage due to improving profitability,
despite relatively weak sales growth, to levels we would consider
to be in line with the 'BB-' rating given our view of the
company's fair business risk profile," said S&P's credit analyst
Megan Johnston.


BEHRINGER HARVARD: Estimates $0.40 Per Limited Partnership Unit
---------------------------------------------------------------
The limited partnership agreement of Behringer Harvard Short-Term
Opportunity Fund I LP requires that the Fund's general partners
provide its limited partners annually an estimate of value of the
Fund's limited partnership units.

In connection with this valuation process, on Dec. 29, 2011,
Behringer Harvard Advisors II LP, the Fund's co-general partner
has estimated a value of $0.40 per limited partnership unit.  This
estimate is also being provided to assist broker-dealers in
connection with their obligations under applicable Financial
Industry Regulatory Authority rules with respect to customer
account statements and to assist fiduciaries in discharging their
obligations under Employee Retirement Income Security Act
reporting requirements.  The estimated value per limited
partnership unit set forth above will first appear on the fourth
quarter 2011 customer account statements that will be mailed in
January 2012.

As part of the General Partner's valuation process, and as
required by the Fund's limited partnership agreement, the General
Partner has obtained the opinion of an independent third party,
Robert A. Stanger & Co., Inc., that the estimated valuation is
reasonable and was prepared in accordance with appropriate methods
for valuing real estate.  Stanger, founded in 1978, is a
nationally recognized investment banking firm specializing in real
estate, REITs and direct participation programs such as the Fund.

Stanger's opinion was expressed from a financial point of view and
was subject to various limitations.  Stanger relied on information
provided by the General Partner without independent verification.
Stanger did not perform appraisals, did not inspect the properties
or review engineering or structural studies, environmental
studies, and did not make independent local market inquiries.
Stanger relied on information from the General Partner regarding
lease terms and the physical condition and capital expenditure
requirements of each property.

As the Fund continues its disposition phase and assets are sold,
the number of assets available to create cash flow declines.  As a
result, the Fund's general partners continue to preserve capital,
sustain and enhance property values, reduce operating expenses
where possible, and accelerate the pace of the dispositions of the
Fund's remaining properties.

In the meantime, the Company is diligently working to renew
current leases or secure new leases with quality tenants to
increase net operating income and the ultimate value of the
Company's remaining assets and to execute on other value creation
strategies.

A full-text copy of the Form 8-K is available at:

                       http://is.gd/F7u0WY

                     About Behringer Harvard

Addison, Tex.-based Behringer Harvard is a limited partnership
formed in Texas on July 30, 2002.  The Company's general partners
are Behringer Harvard Advisors II LP and Robert M. Behringer.  As
of Sept. 30, 2011, seven of the twelve properties the Company
acquired remain in the Company's  portfolio.  The Company's
Agreement of Limited Partnership, as amended, provides that the
Company will continue in existence until the earlier of Dec. 31,
2017, or termination of the Partnership pursuant to the
dissolution and termination provisions of the Partnership
Agreement.

The Company reported a net loss of $44.6 million on $17.6 million
of revenues for the nine months ended Sept. 30, 2011, compared
with a net loss of $12.6 million on $16.4 million of revenues for
the same period of 2010.

The Company's balance sheet at Sept. 30, 2011, showed
$130.1 million in total assets, $145.5 million in total
liabilities, and an equity deficit of $15.4 million.

"As of Sept. 30, 2011, of our $133.6 million in notes payable,
$121.2 million is secured by properties and $120.3 million is
recourse by us.  We continue to negotiate with the lenders to
refinance or restructure the loans.  We currently expect to use
proceeds from the disposition of properties and additional
borrowings to continue making our scheduled debt service payments
on certain properties until the maturity dates of the loans are
extended, the loans are refinanced or the outstanding balance of
the loans is completely paid off.  There is no guarantee that we
will be able to refinance our borrowings with more or less
favorable terms or extend the maturity dates of such loans.  In
the event that any of the lenders demanded immediate payment of an
entire loan balance, we would have to consider all available
alternatives, including transferring legal possession of the
relevant property to the lender."

"The effects of the recent economic downturn have caused us to
reconsider our strategy for certain of our properties where we
believe the principal balance of the debt encumbering the property
exceeds the value of the asset under current market conditions.
In those cases where we believe the value of a property is not
likely to recover in the near future, we believe there are more
effective uses for our capital, and as a result we may cease
making debt service payments on certain property level debt,
resulting in defaults or events of default under the related loan
agreements.  We are in active negotiations with certain lenders to
refinance or restructure debt in a manner that we believe is the
best outcome for us and our unitholders and expect that some loans
may be resolved through a discounted purchase or payoff of the
debt and, in certain situations, other loans may be resolved by
negotiating agreements conveying the properties to the lender."

"As is usual for opportunity style real estate programs, we are
structured as a finite life vehicle with the intent to full cycle
by selling off our assets.  Although we have extended beyond our
original target life, we have already entered into our disposition
phase and are in the process of selling our assets."

"The conditions and events described above raise substantial doubt
about our ability to continue as a going concern."


BENJAMIN HIRSCH: Court Won't Sanction Chapter 7 Trustee
-------------------------------------------------------
Bankruptcy Judge Joel B. Rosenthal denied the request of Benjamin
Hirsch to hold the trustee liquidating his estate liable for
penalties and interest for filing to make a partial distribution
on the Internal Revenue Service's claim from the proceeds of the
sale of the Debtor's assets.  Mr. Hirsch's motion seeks to compel
Robert Musso, Esq., the Chapter 7 Trustee, to pay $400,000 to the
IRS and hold the Chapter 7 Trustee liable for any penalties and
interest that have accrued since June 2007.  The thrust of the
Debtor's argument is that an interim distribution should have been
made to the IRS consisting of the proceeds from the sale and that
the Debtor was harmed by the delay in the distribution.  The
Chapter 7 Trustee sold the Debtor's real property located at 2115
Avenue I, Brooklyn, New York, for $975,000.  The Court, however,
noted that it is clear that the Chapter 7 Trustee was not
comfortable making an interim distribution until after claims were
resolved and there were sufficient assets on reserve to administer
the estate.  To the Court, the Chapter 7 Trustee's actions appear
objectively reasonable and to be a sound exercise of his business
judgment.  A copy of the Court's Dec. 29, 2011 Decision and Order
is available at http://is.gd/iIgqMyfrom Leagle.com.

Benjamin Hirsch filed a voluntary Chapter 11 petition (Bankr.
E.D.N.Y. Case No. 02-17966) on June 21, 2002.  The case was
converted to one under Chapter 7 on Jan. 5, 2007.  Robert Musso,
Esq., was appointed the Chapter 7 Trustee.


BOOMERANG SYSTEMS: Delays Fiscal 2011 Form 10-K
-----------------------------------------------
Boomerang Systems, Inc., notified the U.S. Securities and Exchange
Commission that it was unable to file its annual report on Form
10-K for the year ended Sept. 30, 2011, within the prescribed
period because of a delay in completing the audit for this period
as a result of management requiring additional time to compile and
verify the data required to be included in the report.  The
Company expects to file within the extension period.

                      About Boomerang Systems

Headquartered in Morristown, New Jersey, Boomerang Systems, Inc.
(Pink Sheets: BMER) through its wholly owned subsidiary, Boomerang
Utah, is engaged in the design, development, and marketing of
automated racking and retrieval systems for automobile parking and
automated racking and retrieval of containerized self-storage
units.

For the fiscal year ended Sept. 30, 2010, the Company had a net
loss of $15,789,559 compared with a net loss of $9,693,734 during
the prior year.  Revenues were $718,530 for the fiscal year ended
Sept. 30, 2010 compared with $0 for the fiscal year ended
Sept. 30, 2009.

The Company's balance sheet at June 30, 2011, showed $4.47 million
in total assets, $6.24 million in total liabilities, and a
$1.77 million total stockholders' deficit.


BROADCAST INTERNATIONAL: Sells $1.3-Mil. Short-Term Bridge Note
---------------------------------------------------------------
Broadcast International, Inc., on Dec. 28, 2011, entered into a
Note and Warrant Purchase and Security Agreement with six
individuals and one trust as purchasers, pursuant to which the
Purchasers agreed to loan $1,300,000 to the Company in exchange
for the Company entering into a promissory note and related
agreements.  Effective Dec. 28, 2011, the Company entered into the
Purchase Agreement, an 18% Note, an Escrow Agreement, and a
warrant to purchase the Company's common stock, all of which were
with the Purchasers named in the Note and Purchase Agreement.

Pursuant to the Purchase Agreement, the Company sold to the
Purchasers a short term bridge Note in the principal amount of
$1,300,000 representing the funding received by the Company on
December 27.  The Note bears an annual interest rate of 18%,
payable monthly in cash.  The Company issued to the Purchasers a
warrant, which gives the purchasers the right to purchase a total
of 357,500 shares of the Company's common stock at an exercise
price of $.65 per share.  The Warrant expires five years after the
issuance date.

The Note is due on Feb. 28, 2012.  As collateral for the repayment
of the Note, the Company granted to the Purchasers a security
interest in all of the Company's accounts receivable.

The Note contains a prepayment provision pursuant to which if the
Note is paid off before its maturity date, the Company would owe a
penalty equal to the difference between the interest actually paid
under the Note and 3% of the original balance of the Note.

In connection with the Purchase Agreement, the Company will pay an
$84,700 placement fee and issue a warrant to purchase 65,000
shares of the Company's common stock at an exercise price of $.65
per share to the Company's investment banker for services in
completing the above transaction and pay a $3,000 escrow fee to
the Escrow Agent in exchange for holding the funds prior to their
disbursement to the Company.

On Dec. 28, 2011, the Company issued warrants to the Company's
investment banker to purchase up to 65,000 shares of the Company's
common stock at an exercise price of $.65 per share.  The warrants
expire 5 years from the date of issuance.   The purchaser is an
accredited investor and was fully informed regarding his
investment.  In the transaction, the Company relied on the
exemption from registration under Section 4(2) and Section 4(6) of
the Securities Act.

                   About Broadcast International

Based in Salt Lake City, Broadcast International, Inc. installs,
manages and supports private communication networks for large
organizations that have widely-dispersed locations or operations.
The Company owns CodecSys, a video compression technology to
convert video content into a digital data stream for transmission
over satellite, cable, Internet, or wireless networks, as well as
offers audio and video production services.  The Company's
enterprise clients use its networks to deliver training programs,
product announcements, entertainment, and other communications to
their employees and customers.

The Company reported a net loss of $18.66 million on $7.31 million
of net sales for the year ended Dec. 31, 2010, compared with a net
loss of $13.38 million on $3.62 million of net sales during the
prior year.

The Company reported net profit of $3.73 million on $6.32 million
of net sales for the nine months ended Sept. 30, 2011, compared
with a net loss of $11.65 million on $5.36 million of net sales
for the same period a year ago.

The Company's balance sheet at Sept. 30, 2011, showed $4.32
million in total assets, $12.59 million in total liabilities, and
a $8.27 million total stockholders' deficit.

                       Bankruptcy Warning

The Loan Restructuring Agreement the Company entered into as part
of the Debt Restructuring contains, among other things, covenants
that may restrict its ability to obtain additional capital, to
declare or pay a dividend or to engage in other business
activities.  A breach of any of these covenants could result in a
default under the Company's Amended and Restated Note, in which
event the holder of the note could elect to declare all amounts
outstanding to be immediately due and payable, which would require
the Company to secure additional debt or equity financing to repay
the indebtedness or to seek bankruptcy protection or liquidation.


CARESTREAM HEALTH: Bank Debt Trades at 11% Off in Secondary Market
------------------------------------------------------------------
Participations in a syndicated loan under which Carestream Health,
Inc., is a borrower traded in the secondary market at 89.36 cents-
on-the-dollar during the week ended Friday, Dec. 30, 2011, a drop
of 0.47 percentage points from the previous week according to data
compiled by Loan Pricing Corp. and reported in The Wall Street
Journal.  The Company pays 350 basis points above LIBOR to borrow
under the facility.  The bank loan matures on Feb. 22, 2017, and
carries Moody's B1 rating and Standard & Poor's BB- rating.  The
loan is one of the biggest gainers and losers among 133 widely
quoted syndicated loans with five or more bids in secondary
trading for the week ended Friday.

                    About Carestream Health

Carestream Health, Inc., based in Rochester, New York, supplies
imaging and IT systems to medical and dental communities and other
markets.  Formerly operating as the Health Group division of
Eastman Kodak, the company was acquired by Toronto-based Onex
Corporation and Onex Partners II LP in early 2007.  For the 12
months ended Sept. 30, 2010, Carestream had revenues of $2.3
billion.

As reported by the Troubled Company Reporter on Feb. 18, 2011,
Moody's affirmed the 'B1' corporate family rating of Carestream
Health, Inc.  The 'B1' corporate family rating is supported by the
company's leading market position, large revenue base and
diversified global operations.  The ratings outlook could improve
if the company is able to more than offset the decline in the film
business with growth in its other businesses such that the company
demonstrates sustained revenue and profitability growth.


CHINA EDUCATION: Receives Delisting Notice From NYSE
----------------------------------------------------
China Education Alliance, Inc. disclosed that the NYSE Regulation,
Inc. delivered a notice to the company confirming that the
exchange will suspend trading of the company's common stock on the
NYSE prior to the opening of business on Thursday, Dec. 29, 2011
and that the exchange intends to delist the company's common
stock. The Company expects to commence trading on the over-the-
counter (OTC) market that same day under a symbol yet to be
determined.

Mr. Yu Xiqun, CEO of China Education Alliance commented: "We are
very disappointed with the NYSE's decision to suspend trading and
delist our shares.  Since the onset of the unfounded allegations a
year ago, we have at all times kept our doors open to all
shareholders who have wanted to research our business in China and
have made ourselves available to help investors correctly
understand our business.  We have held two Annual General Meetings
to discuss the future development goals and strategic plans of the
Company.  We have refused to be intimidated by rumors, none of
which have proved true in more than one year. Our business
performance has been recovering and our future prospects remains
strong.  As of Sept. 30, 2011 we achieved US$26.3 million in
revenue and US$18.4 million of profit.  We strongly believe our
stock price and market value do not correctly reflect the
performance and future prospects of our Company.  This is a time
of rapid evolution in the Chinese education sector with many
opportunities. We will continue to focus on our business
operations and further expansion plans."

                About China Education Alliance

China Education Alliance, Inc. --
http://www.chinaeducationalliance.com/-- is a fast-growing,
leading, China-based company offering high-quality education
resources and services to students ages 6 to 18 and adults
(university students and professionals) ages 18 and over.


COMPOSITE TECHNOLOGY: Wants Plan Filing Period Extended to March 6
------------------------------------------------------------------
Composite Technology Corporation asks the U.S. Bankruptcy Court
for the Central District of California to extend for a second time
its exclusive periods to file a Chapter 11 plan and solicit
acceptances of that plan until March 6, 2012, and May 6, 2012,
respectively.  The Debtors tell the Court that they will use the
additional 90 day extension to negotiate terms of consensual plans
with Partners for Growth II, LP, the Debtors' senior secured
creditor, and the Committee and other constituents in these cases.

                   About Composite Technology

Headquartered in Irvine, California, Composite Technology
Corporation (CTC) -- http://www.compositetechcorp.com/-- is a
publicly traded company that owns all of the common stock of CTC
Cable Corporation and Stribog, Inc.  CTC Cable manufactured and
marketed innovative energy efficient renewable energy products for
the electrical utility industry.  Stribog operated a wind turbine
products business that was sold to Daewoo Shipbuilding and Marine
Engineering ("DSME") on Sept. 4, 2009, for $32.2 million in cash.
CTC Renewables is a dormant company.

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

CTC Cable Corporation filed for Chapter 11 (Bankr. C.D. Calif.
Case No. 11-15059) on the same day.

Stribog, Inc. (Bankr. C.D. Calif. Case No. 11-15065) filed for
Chapter 11 protection on April 11, 2011.  CTC Renewables Corp., a
dormant company (Bankr. C.D. Calif. Case No. 11-15130) filed for
Chapter 11 protection on April 12, 2011.

The cases are jointly administered, with Composite Technology as
the lead case.  Garrick A. Hollander, Esq., Paul J. Couchot, Esq.,
and Richard H. Golubow, Esq., at Winthrop Couchot PC, in Newport
Beach, Calif.; and Sean A. Okeefe, at Okeefe & Associates Law
Corporation, in Newport Beach, Calif., serve as the Debtors'
bankruptcy counsel.

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


DEX MEDIA EAST: Bank Debt Trades at 55% Off in Secondary Market
---------------------------------------------------------------
Participations in a syndicated loan under which Dex Media East LLC
is a borrower traded in the secondary market at 45.08 cents-on-
the-dollar during the week ended Friday, Dec. 30, 2011, a drop of
0.42 percentage points from the previous week according to data
compiled by Loan Pricing Corp. and reported in The Wall Street
Journal.  The Company pays 250 basis points above LIBOR to borrow
under the facility.  The bank loan matures on Oct. 24, 2014.  The
loan is one of the biggest gainers and losers among 133 widely
quoted syndicated loans with five or more bids in secondary
trading for the week ended Friday.

               About R.H. Donnelley & Dex Media East

Based in Cary, North Carolina, R.H. Donnelley Corp., fka The Dun &
Bradstreet Corp. (NYSE: RHD) -- http://www.rhdonnelley.com/--
publishes and distributes print and online directories in the U.S.
It offers print directory advertising products, such as yellow
pages and white pages directories.  R.H. Donnelley Inc., Dex
Media, Inc., and Local Launch, Inc., are the company's only direct
wholly owned subsidiaries.

Dex Media East LLC is a publisher of the official yellow pages and
white pages directories for Qwest Communications International
Inc. in the states, where Qwest is the primary incumbent local
exchange carrier, such as Colorado, Iowa, Minnesota, Nebraska, New
Mexico, North Dakota and South Dakota.

R.H. Donnelley Corp. and 19 of its affiliates, including Dex Media
East LLC, Dex Media West LLC and Dex Media, Inc., filed for hapter
11 protection (Bank. D. Del. Case No. 09-11833 through 09-11852)
on May 28, 2009, after missing a $55 million interest payment on
its senior unsecured notes.  James F. Conlan, Esq., Larry J.
Nyhan, Esq., Jeffrey C. Steen, Esq., Jeffrey E. Bjork, Esq., and
Peter K. Booth, Esq., at Sidley Austin LLP, in Chicago,
represented the Debtors in their restructuring efforts.  Edmon L.
Morton, Esq., and Robert S. Brady, Esq., at Young, Conaway,
Stargatt & Taylor LLP, in Wilmington, Delaware, served as the
Debtors' local counsel.  The Debtors' financial advisor was
Deloitte Financial Advisory Services LLP while its investment
banker was Lazard Freres & Co. LLC.  The Garden City Group, Inc.,
served as claims and noticing agent.  The Official Committee of
Unsecured Creditors tapped Ropes & Gray LLP as its counsel, Cozen
O'Connor as Delaware bankruptcy co-counsel, J.H. Cohn LLP as its
financial advisor and forensic accountant, and The Blackstone
Group, LP, as its financial and restructuring advisor.  The
Debtors emerged from Chapter 11 bankruptcy proceedings at the end
of January 2010.


EASTMAN KODAK: L. Tyson Resigns from Board; 3rd Exit in a Month
---------------------------------------------------------------
Laura D. Tyson notified Eastman Kodak Company of her resignation
from the board of directors.

Tyson's resignation from the board is the third in the month.

Adam H. Clammer and Herald Y. Chen announced their resignations on
Dec. 21.  Messrs. Clammer and Chen joined Eastman Kodak's board in
2009 as representatives of private equity firm Kohlberg Kravis
Roberts.  The men obtained their seats after KKR helped Kodak with
a fresh injection of funds needed to weather the recession.


                        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.


EDGEN MURRAY: Files Form S-1 for IPO; Price Yet to be Set
---------------------------------------------------------
Edgen Group Inc. has filed a registration statement on Form S-1
with the U.S. Securities and Exchange Commission in connection
with the proposed initial public offering of its common stock.
The number of shares to be offered and the price range for the
offering have not yet been determined.

Jefferies & Company, Inc., Morgan Stanley & Co. LLC and Citigroup
Global Markets, Inc., are serving as the joint book-running
managers for the offering.  Edgen intends to apply to list its
common stock on the New York Stock Exchange under the symbol
"EDG".

The offering of common stock will be made only by means of a
prospectus.  When available, a copy of the preliminary prospectus
relating to this offering may be obtained from Jefferies &
Company, Inc. , Attention: Equity Syndicate Prospectus Department,
520 Madison Avenue, 12th Floor, New York, NY 10022, (877) 547-6340
or by email to prospectus_department@jefferies.com; Morgan Stanley
& Co. LLC, Attention: Prospectus Department, 180 Varick Street,
2nd Floor, New York, NY 10014, (866) 718-1649, or by email at
prospectus@morganstanley.com; and Citigroup Global Markets Inc.,
Brooklyn Army Terminal, 140 58th Street, 8th Floor, Brooklyn, NY
11220, (800) 831-9146, or by email at batprospectusdept@citi.com.

A registration statement relating to these securities has been
filed with the SEC but has not yet become effective.  These
securities may not be sold nor may offers to buy be accepted prior
to the time the registration statement becomes effective.  This
news release will not constitute an offer to sell or the
solicitation of an offer to buy nor shall there be any sales 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.

                        About Edgen Murray

Edgen Murray II L.P., headquartered in Baton Rouge, Louisiana, is
a distributor of carbon steel and alloy products for use primarily
in specialized applications in the energy and niche industrial
segments.  The company operates on a global basis, with
approximately one-third of its sales generated outside of the
Americas, and has distribution centers in five countries to
facilitate timely deliveries to companies and contractors engaged
in the development of new energy infrastructure projects and the
maintenance of existing facilities.  In 2010, Edgen Murray had
sales of $628 million.  The company is primarily owned by
Jefferies Capital Partners, certain co-investors and members of
senior management.

The Company reported a net loss of $18.14 million on $652.94
million of sales for the nine months ended Sept. 30, 2011,
compared with a net loss of $87.23 million on $454.41 million of
sales for the same period a year ago.

The Company's balance sheet at Sept. 30, 2011, showed
$481.76 million in total assets, $630.17 million in total
liabilities, and a $148.41 million total deficit.

                           *     *     *

As reported by the TCR on April 11, 2011, Moody's Investors
Service lowered Edgen Murray II, L.P.'s probability of default
rating (PDR) to Caa2 from Caa1, its corporate family rating (CFR)
to Caa3 from Caa1 and the company's 12.25% senior secured notes to
Caa3 from Caa2.  The downgrade was prompted by Edgen Murray's
continuing weak performance even as many of its peers began to
benefit in 2010 from higher oil prices, a higher rig count for oil
drilling, and increased drilling in and production from
alternative shale plays.

In September 2010, Standard & Poor's Ratings Services said that it
lowered its corporate credit rating on Edgen Murray II L.P. to 'B-
' from 'B'.  The rating outlook is stable.

"The downgrade reflects S&P's expectation that 2010 EBITDA will
likely be around $30 million, materially lower than its previous
expectation of about $55 million, due to ongoing weakness in the
company's Western Hemisphere segment as a result of lower capital
spending on projects in the region," said Standard & Poor's credit
analyst Sherwin Brandford.


EL POLLO: S&P Assigns 'B+' Rating to Revolving Credit Facility
--------------------------------------------------------------
Standard & Poor's Ratings Services assigned a 'B+' issue-level
rating to El Pollo Loco Inc.'s $12.5 million first-lien, first-out
revolving credit facility with a '1' recovery rating, indicating
its expectations for very high (90% to 100%) recovery in the event
of a payment default. "We assigned a 'B' issue-level rating to the
company's $160 million first-lien term loan, with a '2' recovery
rating that indicates substantial (70% to 90%) recovery. We also
rate the $110 million second-lien notes a 'CCC' issue-level rating
with a '6' recovery rating, which indicates negligible (0 to 10%)
recovery," S&P said.

The 'B-' corporate credit rating on El Pollo Loco Inc. is
unchanged, and is rated on a solicited basis. The rating outlook
is stable.

"El Pollo Loco Inc.'s financial risk profile is 'highly leveraged'
(as our criteria define the term), reflecting elevated debt levels
that resulted from the acquisition of the company by its owners,
and thin cash flow coverage ratios," said Standard & Poor's credit
analyst Andy Sookram.

"The stable outlook reflects our expectation that credit measures
will improve slightly in 2012 because of debt reduction. We see
operating performance remaining relatively stable as higher food
costs offset some improvement in same-store sales and menu
initiatives. We do not expect any liquidity issues, with the
company maintaining sufficient headroom under financial covenants
and revolver availability," S&P said.

"We could lower the ratings if earnings decline due to heightened
competitive pressures, if commodity costs increases significantly
above the levels we expect, or if the cushion under the financial
covenants tightens meaningfully. Under this scenario, same-store
sales would drop to negative 1% or lower on a sustained basis,
EBITDA margins would decline to under 16%, and the cushion under
the financial covenants would narrow to under 5%. An upgrade is
not a near-term consideration, but could occur if EBITDA margins
improve to nearly 19%, resulting in leverage in the low-6x area
and interest coverage above 1.5x," S&P said.


ENER1 INC: Extends Maturity of $4.5MM Loan Agreement to Jan. 9
--------------------------------------------------------------
Ener1, Inc., as borrower, Bzinfin S.A., as agent, certain
investment funds managed by Goldman Sachs Asset Management, L.P.,
and Bzinfin S.A., as lenders, entered into a Letter Amendment,
dated Dec. 23, 2011, amending the terms of the $4,500,000 Loan
Agreement, dated as of Nov. 16, 2011.  Pursuant to the Letter
Amendment, the Parties extended the maturity date of the Loan
Agreement from Dec. 23, 2011, to Jan. 9, 2012.  A full-text copy
of the Letter Amendment is available at http://is.gd/w6JrYQ

                           About Ener1

Ener1 Inc. (OTCBB: ENEI) -- http://www.ener1.com/-- has three
business lines, which the company conducts through three operating
subsidiaries.  EnerDel, an 80.5% owned subsidiary, which is 19.5%
owned by Delphi, develops Li-ion batteries, battery packs and
components such as Li-ion battery electrodes and lithium
electronic controllers for lithium battery packs.  EnerFuel
develops fuel cell products and services.  NanoEner develops
technologies, materials and equipment for nanomanufacturing.

On Aug. 15, 2011, Ener1 disclosed that the Company's financial
statements for the year ended December 31, 2010 and for the
quarterly period ended March 31, 2011 should no longer be relied
upon and should be restated.  The determination was made following
an assessment of certain accounting matters related to the loans
receivable owed to Ener1 by Think Holdings and accounts receivable
owed to Ener1 by Think Global held by the Company, and the timing
of the recognition of the impairment charge related to the
Company's investment in Think Holdings originally recorded during
the quarter ended March 31, 2011.

Ener1 in September 2011 announced that it has entered into an
agreement to restructure its 8.25% Senior Amortizing Notes with
Goldman Sachs Asset Management, L.P., and other holders of the
Notes.  Ener1 also announced that its primary shareholder, BzinFin
S.A., has extended the maturity of its $15-million line of credit
from November 2011 to July 2013.

The Company and Bzinfin S.A., on Sept. 12, 2011, entered into an
amendment to the Line of Credit Agreement dated June 29, 2011.
Under the LOC Agreement, Bzinfin established a line of credit for
the Company in the aggregate principal amount of $15,000,000, of
which approximately $11,241,000 has been borrowed by the Company.
Under the terms of the Amendment, the maturity date for the
repayment of all advances under the LOC Agreement and all unpaid
accrued interest thereon was extended to July 2, 2013, and the
interest rate at which all outstanding advances will bear interest
from and after Sept. 12, 2011, was increased to 15% per year.


FILENE'S BASEMENT: Richard Layton OK'd as Committee's Co-Counsel
----------------------------------------------------------------
BankruptcyData.com reports that the U.S. Bankruptcy Court approved
Syms' official committee of unsecured creditors' motion to retain
Richards, Layton & Finger as co-counsel.  The Court also approved
the Debtors' motions to retain Hilco Real Estate as real property
lease consultant and Hilco Streambank as intellectual property
disposition consultant, Weisermazars as tax service provider, BDO
USA, as accountant and auditor and the equity security holders'
motion to retain Morris, Nichols, Arsht & Tunnell as Delaware
co-counsel.

               About Filene's Basement & 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
disclosed assets of $236 million, including real estate of $97.7
million, and liabilities of $94 million, including $31.1 million
owing on a revolving credit with Bank of America NA as agent. In
addition, there were $11.1 million in letters of credit
outstanding on the revolver.

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.


FIRST MARINER: Edwin Hale Discloses 11.6% Equity Stake
------------------------------------------------------
In an amended Schedule 13D filing with the U.S. Securities and
Exchange Commission, Edwin F. Hale, Sr., disclosed that, as of
Dec. 28, 2011, he beneficially owns 2,226,518 shares of common
stock of First Mariner Bancorp representing 11.6% of the shares
outstanding.  The calculation of percentage is based on 18,860,482
shares outstanding at Sept. 30, 2011, and assumes the exercise of
stock purchase warrants to acquire 325,203 shares held by Mr.
Hale.  A full-text copy of the amended filing is available for
free at http://is.gd/NAGqRu

                         About First Mariner

Headquartered in Baltimore, Maryland, First Mariner Bancorp
-- http://www.1stmarinerbancorp.com/-- is a bank holding company
whose business is conducted primarily through its wholly owned
operating subsidiary, First Mariner Bank, which is engaged in the
general general commercial banking business.  First Mariner was
established in 1995 and has total assets in excess of $1.3 billion
as of Dec. 31, 2010.

"Quantitative measures established by regulation to ensure capital
adequacy require the [First Mariner] Bank to maintain minimum
amounts and ratios of total and Tier I capital to risk-weighted
assets, and of Tier I capital to average quarterly assets," the
Company said in the filing.  "As of March 31, 2011, the Bank was
"under-capitalized" under the regulatory framework for prompt
corrective action."

As reported in the TCR on April 4, 2011, Stegman & Company, in
Baltimore, expressed substantial doubt about First Mariner
Bancorp's ability to continue as a going concern, following the
Company's 2010 results.  The independent auditors noted that the
Company has suffered recurring losses and has a limited capital
base.

The Company's balance sheet at Sept. 30, 2011, showed
$1.19 billion in total assets, $1.21 billion in total liabilities
and a $21.57 million total stockholders' deficit.

                       Bankruptcy Warning

As of June 30, 2011, First Mariner Bank's and the Company's
capital levels were not sufficient to achieve compliance with the
higher capital requirements they were required to meet by June 30,
2010.  The failure to maintain these capital requirements could
result in further action by their regulators.

On Sept. 18, 2009, the Bank entered into an Agreement with the
Federal Deposit Insurance Corporation and the Commissioner of
Financial Regulation for the state of Maryland, pursuant to which
it consented to the entry of an Order to Cease and Desist, which
directs the Bank to (i) increase its capitalization, (ii) improve
earnings, (iii) reduce nonperforming loans, (iv) strengthen
management policies and practices, and (v) reduce reliance on
noncore funding.  The September Order required the Bank to adopt a
plan to achieve and maintain a Tier I leverage capital ratio of at
least 7.5% and a total risk-based capital ratio of at least 11% by
June 30, 2010.  We did not meet the requirements at June 30, 2010,
December 31, 2010, or June 30, 2011.  The failure to achieve these
capital requirements could result in further action by its
regulators.

First Mariner currently does not have any capital available to
invest in the Bank and any further increases to the Company's
allowance for loan losses and operating losses would negatively
impact the Company's capital levels and make it more difficult to
achieve the capital levels directed by the FDIC and the
Commissioner.

Because the Company has not met all of the capital requirements
set forth in the September Order within the prescribed timeframes,
if the Company's revised capital plan is not approved or if the
Company is not granted a waiver of those requirements, the FDIC
and the Commissioner could take additional enforcement action
against the Company, including the imposition of monetary
penalties, as well as further operating restrictions.  The FDIC or
the Commissioner could direct the Company to seek a merger partner
or possibly place the Bank in receivership.  If the Bank is placed
into receivership, the Company would cease operations and
liquidate or seek bankruptcy protection.  If the Company were to
liquidate or seek bankruptcy protection, the Company does not
believe that there would be assets available to holders of the
capital stock of the Company.


FIRST SECURITY: Michael Kramer Named CEO and Director
----------------------------------------------------
Financial services veteran Michael Kramer has been named chief
executive officer and director of First Security Group, Inc.  As
previously announced on Dec. 6, 2011, Mr. Kramer was appointed as
chief executive officer of FSGBank, N.A., the wholly-owned
community-bank subsidiary of First Security.  FSGBank is a $1.1
billion bank based in Chattanooga, Tennessee with 31 full-service
offices in eastern and middle Tennessee and northern Georgia.

"Certainly 2011 has been a year of change and transition for FSG,"
said First Security Group Lead Director Carol H. Jackson.  "With
this appointment, Mike can now lead the company in all aspects.
As a shareholder of FSG, I consider today an exciting day as we
can focus our complete attention on creating a successful,
profitable community bank."

Mr. Kramer most recently was managing director of Ridley Capital
Group, a private equity/merchant banking firm focused on financial
service companies.  He has more than 20 years of executive
leadership in commercial and retail banking, correspondent
banking, credit and risk management, treasury management services,
banking operations/technology and market management.

For the past decade he has focused on operational and credit
turnarounds in super-community and community banks, and has worked
extensively with regulatory agencies including the Federal Reserve
Bank and Office of the Comptroller of the Currency.

Mr. Kramer succeeds Roger Holley, who resigned as CEO in April
2011.  Mr. Kramer will also serve as President of First Security
and FSGBank as well as a director of FSGBank, subject to
regulatory non-objections.

"Every day, I become more energized about the opportunity to
create a special and unique community bank for our customers,
employees and shareholders.  With the combination of strong
existing and select new employee talent, we will provide superior
service to our customers as well as be active within our
communities," Mr. Kramer said.  "We look forward to 2012 and
creating the next chapter for FSGBank."

As an inducement to Mr. Kramer joining First Security and as a
material term of his at-will employment agreement, he was awarded
35,000 shares of First Security's common stock.  The stock closed
at $1.78 on Dec. 28, 2011.  As a result of the grant, First
Security has approximately 1,684,000 issued and outstanding
shares.

Prior to his tenure with Ridley Capital, Mr. Kramer was president
and CEO of Ohio Legacy Corporation, a bank holding company based
in Wooster, Ohio.  During his five-year tenure, he led a Board and
management reorganization, executed a credit turnaround strategy
and balance sheet transformation, which resulted in the
recapitalization of the company by Excel Bancorp.

From 1999 to 2004 he was chief operating officer and chief
technology officer at Evansville, Indiana-based Integra Bank
Corporation, where he led a team that transformed operating,
technology and product platforms.  His teams built the bank's
Treasury Management, Electronic Banking and Mortgage Banking
businesses.

Among other career highlights, Mike led the correspondent banking
practice at Cincinnati-based Star Bank,N.A. (kna as US bank)
building the practice into the second largest Correspondent Bank
in Kentucky and Ohio, was a member of the Strategic Advisory Board
for Fiserv/CBS from 2001 to 2004 and led various key initiatives
with Deluxe Corporation, a Fortune 500 financial services company.

Mr. Kramer and his wife Meg have been active on various boards in
the communities in which they've lived including the Canton
Symphony Orchestra, Main Street Wooster, North Coast Young Life,
Wooster Arts Jazz Festival and The BioHio Research and Development
Center Board.

He earned his undergraduate degree from Grove City College and has
served there as an Adjunct Professor of Entrepreneurship focusing
on Banking and Risk Management.

On Dec. 28, 2011, Ralph E. "Gene" Coffman tendered his resignation
as President and a director of each of First Security and the
Bank.  It is anticipated that Mr. Coffman will remain employed by
the Bank and serve as Executive Vice President - Special Projects
and report directly to Mr. Kramer.  Mr. Coffman has expressed no
disagreement with First Security's operations, policies or
practices.

First Security currently anticipates Mr. Kramer being appointed
President of each of First Security and the Bank upon receipt of
regulatory non-objection.

                    About First Security Group

First Security Group, Inc., is a bank holding company
headquartered in Chattanooga, Tennessee, with $1.2 billion in
assets as of Sept. 30, 2010.  Founded in 1999, First
Security's community bank subsidiary, FSGBank, N.A., has 37 full-
service banking offices, including the headquarters, along the
interstate corridors of eastern and middle Tennessee and northern
Georgia and 325 full-time equivalent employees.  In Dalton,
Georgia, FSGBank operates under the name of Dalton Whitfield Bank;
along the Interstate 40 corridor in Tennessee, FSGBank operates
under the name of Jackson Bank & Trust.

On Sept. 7, 2010, the Company entered into a Written Agreement
with the Federal Reserve Bank of Atlanta, the Company's primary
regulator, which prohibits the Company from declaring or paying
dividends without prior written consent of the Federal Reserve.
The Company is also prohibited from taking dividends, or any other
form of payment representing a reduction of capital, from the Bank
without prior written consent.

The Company is also required, within 60 days of the Agreement, to
submit to the Federal Reserve a written plan designed to maintain
sufficient capital at the Company and the Bank.

On April 28, 2010, FSGBank, the Company's wholly-owned subsidiary,
consented and agreed to the issuance of a Consent Order by the
Office of the Comptroller of the Currency (OCC).  Pursuant to that
Consent Order, within 120 days of the effective date of the Order,
the Bank is required to achieve and thereafter maintain total
capital at least equal to 13% of risk-weighted assets and
Tier 1 capital at least equal to 9% of adjusted total
assets.

As of Sept. 30, 2010, the first financial reporting period
subsequent to the 120 day requirement, the Bank's total capital to
risk-weighted assets was 12.93% and the Tier 1 capital to
adjusted total assets was 7.43%.  The Bank has notified the
OCC of the non-compliance.

Joseph Decosimo and Company, PLLC, in Chattanooga, Tennessee,
expressed substantial doubt about the Company's ability to
continue as a going concern.  The independent auditors noted that
the Company has incurred losses from operations for the past two
years.  The Company is also operating under formal supervisory
agreements with the Federal Reserve Bank of Atlanta and the Office
of the Comptroller of the Currency and is not in compliance with
all provisions of the Agreements.  Failure to achieve all of the
Agreements' requirements may lead to additional regulatory
actions.

According to the Company, its ability to continue as a going
concern is contingent upon its ability to devise and successfully
execute a management plan to develop profitable operations,
satisfy the requirements of the regulatory actions, and lower the
level of problem assets to an acceptable level.

The Company reported a net loss of $44.34 million on
$54.91 million of total interest income for the year ended
Dec. 31, 2010, compared with a net loss of $33.45 million on
$64.00 million of total interest income during the prior year.

The Company also reported a net loss of $14.53 million on
$32.85 million of total interest income for the nine months ended
Sept. 30, 2011, compared with a net loss of $33.01 million on
$42.53 million of total interest income for the same period during
the prior year.

The Company's balance sheet at Sept. 30, 2011, showed
$1.12 billion in total assets, $1.04 billion in total liabilities,
and $78.04 million in total stockholders' equity.


FONTAINEBLEAU LAS VEGAS: Court Strikes Contractors' Appendix
------------------------------------------------------------
The Supreme Court of Nevada rejected an attempt by various
contractors and suppliers involved in the Fontainebleau project to
include on the record a four-volume appendix that contained
documentation the contractors and suppliers contend Wilmington
Trust, as successor administrative agent for the project lenders,
failed to include in the parties' dispute before the state supreme
court.

The matter arises in a pending certification case from the U.S.
Bankruptcy Court for the Southern District of Florida.  Wilmington
Trust moved to strike the contractors and suppliers' appendix,
contending that the included documents contain information beyond
the facts certified to the state court by the bankruptcy court.
The contractors and suppliers, as respondents, oppose the motion,
arguing that the additional information is necessary for the state
court's understanding of the certified legal questions.

In 2005, a syndicate of lenders, with Bank of America as the
administrative agent, loaned Fontainebleau's developers $150
million secured by a deed of trust.  In 2007, Bank of America, as
agent, negotiated construction financing totaling $1.85 billion,
to be disbursed in three stages.  Over 300 contractors and
suppliers worked on the project.  Bank of America included in the
agreement with the general contractor, and required the general
contractor to include in its agreements with subcontractors, a
provision subordinating their liens to the Bank of America deed of
trust.  Construction proceeded for a time, but at some point, it
appears that Bank of America refused to advance further funds.
Work ceased, and Fontainebleau filed a Chapter 11 bankruptcy
petition in Florida.

The multitude of contractors, subcontractors, and suppliers
asserted statutory liens against the property.  Eventually, the
property was sold, with the liens to attach to the proceeds, and
the Chapter 11 reorganization proceeding was converted to a
Chapter 7 liquidation.

A dispute arose between Wilmington Trust, which succeeded Bank of
America as administrative agent, and the various contractors and
suppliers over the priority of their liens on the property.  The
bankruptcy court has sought a ruling from the state supreme court
regarding the application of contractual subordination, equitable
subordination, and equitable subrogation in the context of a
mechanic's lien.

The documents in the respondents' appendix fall into four main
categories and appear to be included for the purpose of informing
the state court that the factual allegations in the complaint and
the factual presumptions in the questions, as drafted by the
bankruptcy court, are hotly contested.  First, the respondents
included several of the loan documents that were referred to in
the complaint but not attached to the complaint.  Second, the
respondents included a few, but not all, of the documents related
to some post-certification motion practice in the proceeding
concerning the facts to be used by the state court in answering
the certified questions.  Third, some documents filed in the main
bankruptcy case were included, and fourth, documents from other
adversary proceedings within the Fontainebleau main bankruptcy
case were included.

In granting Wilmington Trust's motion to strike, the state supreme
court, en banc, said in a Dec. 29 opinion available at
http://is.gd/ejosqffrom Leagle.com, that while an appendix may be
filed to assist the court in understanding the matter, it may not
be used to controvert the facts as stated in the certification
order.

                   About Fontainebleau Las Vegas

Fontainebleau Las Vegas -- http://www.fontainebleau.com/-- was
planned as a hotel-casino on property along the Las Vegas Strip.
Its developer, Fontainebleau Las Vegas Holdings LLC and
affiliates, filed for Chapter 11 protection (Bankr. S.D. Fla. Lead
Case No. 09-21481) on June 9, 2009.  Scott L Baena, Esq., at
Bilzin Sumberg Baena Price & Axelrod LLP, represented the Debtors
in their restructuring effort.   Kurtzman Carson Consulting LLC
served as the Debtors' claims agent.  Attorneys at Genovese
Joblove & Battista, P.A., and Fox Rothschild, LLP, represented the
Official Committee of Unsecured Creditors.  Fontainebleau Las
Vegas LLC estimated more than $1 billion in assets and debts,
while each of Fontainebleau Las Vegas Capital Corp. and
Fontainebleau Las Vegas Holdings LLC listed less than $50,000 in
assets.

In February 2010, Icahn Enterprises L.P. acquired Fontainebleau
for roughly $150 million.  The bankruptcy case was subsequently
converted to Chapter 7.  Soneet R. Kapila has been named the
trustee for the Chapter 7 case of Fontainebleau Las Vegas.


GALP HIGHCROSS: Negotiates New Equity to Finance Plan Distribution
------------------------------------------------------------------
GALP Highcross Limited Partnership filed with the U.S. Bankruptcy
Court for the Southern District of Texas a Disclosure Statement
explaining the proposed Plan of Reorganization.

The Debtor will begin soliciting votes on the Plan following
approval of the adequacy of the information in the Disclosure
Statement.

According to the Disclosure Statement, under the Plan, the Debtor
is in the process of arranging to fund the Plan out of: (i) new
equity (in the form of mandatory and non-mandatory cash calls on
various limited partners); and (ii) collection of related party
receivables.

The Plan proposes to treat claims as follows:

   * Class 4 (Allowed Secured Claim of Ballinteer, LLC).
Commencing on the Effective Date, the post-confirmation fixed
interest rate is to be set at 6.5% per annum, with monthly
payments (at the prepetition Note rate) in the amount of $45,803
and the term extended through Dec. 31, 2013, with pre-payment
permitted, on advance written notice (30 days) to the secured
creditor, based on 80% of the current principal.

   * Class 5 (Claims Secured by a Mechanic's and Materialmen's
Lien).  Each creditor holding a Class 5 Claim will be paid in
full, on the Effective Date.

   * Class 6 (Claims Not Secured by a Lien or Security Interest).
Each creditor holding a Class 6 Claim will be paid 20% of its
allowed claim, in cash, on the Effective Date.

   * Class 7 (Allowed, Unsecured Claims of $1,000 or less, and in
Excess of $1,000).  Each creditor holding an Allowed Class 7 Claim
will receive 70% of the amount of its claim, in cash, on the
Effective Date.

   * Class 8 (Claims not Secured by a Lien or Security Interest
and not subject to setoff).  The claims of Class 8 claimants will
be deemed allowed, without setoff or counterclaim, upon
confirmation of the Plan.  Following confirmation of the Plan,
Class 8 claimants will retain their claims, in their full amounts
against Debtor, as follows: (i) Graoch Associates No. 160 Limited
Partnership - $931,405 (various insider unsecured advances/loans);
and (ii) The Don Ierullo Family Trust - $669,561 (various insider
unsecured advances/loans).

   * Class 9 (Allowed Equity Interest Holders).  Each equity
interest holder in Class 9 will be allowed to retain the interest
held.  Upon confirmation of the Plan, the property of the estate
will be free and clear of any and all claims and interests of all
entities, except as provided in the Plan, and will re-vest in the
reorganized Debtor.

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

               About GALP Waters Limited Partnership

Houston, Texas-based GALP Waters Limited Partnership, aka
Gallery at Champions Apartments, filed for Chapter 11 bankruptcy
(Bankr. S.D. Tex. Case No. 11-36743) on Aug. 2, 2011.  Affiliate
GALP Highcross Limited Partnership filed a separate petition (Case
No. 11-36741) on the same day.  Matthew Hoffman, Esq., at the Law
Offices Of Matthew Hoffman, P.C., in Houston, represents the
Debtor in its restructuring effort.

In its schedules, GALP Waters Limited Partnership disclosed
$15,933,583 in assets and $15,193,950 in liabilities.

The petitions were signed by Gary M. Gray, president of Waters-1
GP, Inc., general partner of Waters GP, L.P., general partner.


GALP WATERS: Plan Offers 70% Recovery for Unsecured Creditors
-------------------------------------------------------------
GALP Waters Limited Partnership filed with the U.S. Bankruptcy
Court for the Southern District of Texas a Disclosure Statement
explaining the proposed Plan of Reorganization.

The Debtor will begin soliciting votes on the Plan following
approval of the adequacy of the information in the Disclosure
Statement.

According to the Disclosure Statement, under the Plan the Debtor
is in the process of arranging to fund the Plan out of new equity
(in the form of mandatory and non-mandatory cash calls on various
limited partners).

The Debtor proposes to treat claims and interests as follows:

  * Class 4 (Allowed Secured Claim of Ballinteer, LLC) Commencing
on the Effective Date, the post-confirmation fixed interest rate
is to be set at 6.5% per annum, with monthly payments (at the
prepetition Note rate) in the amount of $63,120 and the term
extended through Dec. 31, 2013, with pre-payment permitted, on
advance written notice (30 days) to the secured creditor, based on
80% of the current principal.

  * Class 5 (Claims Secured by a Mechanic's and Materialmen's or
Judgment Lien)  Each creditor holding a Class 5 Claim will be paid
in full, on the Effective Date.

  * Class 6 (Claims Not Secured by a Lien or Security Interest)
Each creditor holding a Class 6 Claim will be paid 20% of its
allowed claim, in cash, on the Effective Date.

  * Class 7 (Allowed, Unsecured Claims of $1,000 or less, and in
Excess of $1,000) Each creditor holding an Allowed Class 7 Claim
will receive 70% of the amount of its claim, in cash, on the
Effective Date.

  * Class 8 (Claims not Secured by a Lien or Security Interest and
not subject to setoff) The claims of Class 8 claimants will be
deemed allowed, without setoff or counterclaim, upon confirmation
of the Plan.  Following confirmation of the Plan, Class 8
claimants will retain their claims, in their full amounts against
Debtor, as follows: (i) Graoch Associates No. 160 Limited
Partnership - $2,264,122 (various insider unsecured advances/
loans); (ii) The Don Ierullo Family Trust - $669,561 (various
insider unsecured advances/loans); and (iii) 2431 F.M. Limited
Partnership - $185,808 (various insider unsecured advances/loans).

  * Class 9 (Allowed Equity Interest Holders) Each equity interest
holder in Class 9 will be allowed to retain the interest held.
Upon confirmation of the Plan, the property of the estate will be
free and clear of any and all claims and interests of all
entities, except as provided in the Plan, and will re-vest in the
reorganized Debtor.

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

               About GALP Waters Limited Partnership

Houston, Texas-based GALP Waters Limited Partnership, aka
Gallery at Champions Apartments, filed for Chapter 11 bankruptcy
(Bankr. S.D. Tex. Case No. 11-36743) on Aug. 2, 2011.  Affiliate
GALP Highcross Limited Partnership filed a separate petition (Case
No. 11-36741) on the same day.  Matthew Hoffman, Esq., at the Law
Offices Of Matthew Hoffman, P.C., in Houston, represents the
Debtor in its restructuring effort.

In its schedules, GALP Waters Limited Partnership disclosed
$15,933,583 in assets and $15,193,950 in liabilities.

The petitions were signed by Gary M. Gray, president of Waters-1
GP, Inc., general partner of Waters GP, L.P., general partner.


GAMETECH INT'L: Amends Loan Agreement with U.S. Bank
----------------------------------------------------
As previously disclosed in a Form 8-K filed on June 16, 2011,
GameTech International, Inc., entered into an Amended and Restated
Loan Agreement with U. S. Bank N.A. and Bank of West, on June 15,
2011, which amended the terms of the Company's existing credit
facility with the Lenders.  On Dec. 22, 2011, the Company entered
into a First Amendment to Amended and Restated Loan Agreement and
Waiver of Defaults with the Lenders.

The First Amendment, among other things:

   (i) modifies certain financial covenants set forth in the Loan
       Agreement;

  (ii) incorporates the Lender's consent to the sale of the
       Company's corporate headquarters (which occurred on
       Dec. 28, 2011);

(iii) requires the Company to maintain at least $350 thousand in
       liquidity through Jan. 31, 2012, and at least $500 thousand
       in liquidity at all times thereafter; and

  (iv) waives any and all prior events of default.

Under the terms of the First Amendment, the net cash proceeds from
the sale of the corporate headquarters will be applied: (i) to pay
an amendment fee equal to $214 thousand, representing one percent
(1.00%) of the outstanding balance of the credit facility as of
Dec. 22, 2011; (ii) to pay all fees and interest due and payable
under the credit facility as of the sale date (including all
current interest , all deferred interest accruing from June 15,
2011, through the sale date, and the remaining portion of a
closing fee, in the amount of $368 thousand, incurred in
connection with the closing of the Loan Agreement in June 2011);
and (iii) to pay down the outstanding principal balance under the
credit facility.

The First Amendment also modifies certain covenants contained in
the Loan Agreement, and (i) requires the Company to apply 75% of
its excess cash flow as of the end of each fiscal quarter towards
the satisfaction of its obligations under the credit facility;
(ii) to the extent liquidity exceeds $1.5 million at any time,
requires the Company to apply such excess towards the satisfaction
of its obligations under the credit facility; and (iii) prohibits
capital expenditures for any use other than purchases of equipment
for leasing to customers in the ordinary course of business, and
limits the amount of capital expenditures that may be made by the
Company.

As of Dec. 22, 2011, after giving effect to an unscheduled
principal payment of $1.5 million on Dec. 9, 2011, the outstanding
balance under the credit facility was approximately $21.4 million.
Following the application of the net cash proceeds from the sale
of the corporate headquarters, the outstanding balance under the
credit facility as of Dec. 28, 2011, was approximately $16.6
million

The outstanding balance under the credit facility continues to
bear interest at a base rate equal to an applicable margin plus
the daily Eurocurrency rate or an alternative base rate.  The
current applicable margin is 5.80%, and increases to 7.50%
(February 2012 through April 2012), 8.50% (May 2012 through
October 2012) and 9.50% (November 2012 through June 30, 2013).
However, the Company's interest rate swap agreement continues to
remain effective following its entry into the First Amendment.  As
of Dec. 22, 2011, the interest rate on the outstanding balance
under the credit facility, after giving effect to the interest
rate swap agreement, was 9.79%.

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

                       http://is.gd/hIXmlN

As previously disclosed, the Company entered into a Purchase and
Sale Agreement and Joint Escrow Instructions, on Nov. 2, 2011,
with Kassbohrer All Terrain Vehicles, Inc., pursuant to which the
Company agreed to sell its corporate headquarters in Reno, Nevada,
which includes approximately 4.9 acres of land, an industrial
facility consisting of approximately 115,000 square feet, and
certain other assets related to the property,to the Buyer for a
purchase price equal to $6.125 million.

On Dec. 28, 2011, the Company and the Buyer closed the sale of the
Property.  All of the net proceeds from the sale of the Property
were used by the Company to reduce the outstanding obligations
under its credit facility.  There are no material relationships
between the Buyer and the Company, or any of its affiliates
directors, officers, or their associates, other than in respect of
the transactions contemplated by the Agreement.  Pursuant to the
terms of the Agreement, the Company expects to lease a significant
portion of the Property from the Buyer for a period of
approximately sixteen months from the closing date.

                   About GameTech International

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

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

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

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


GENERAL MARITIME: Committee Taps Jones Day as Counsel
-----------------------------------------------------
BankruptcyData.com reports that General Maritime's official
committee of unsecured creditors filed with the U.S. Bankruptcy
Court motions to retain:

   * Jones Day (Contact: Paul D. Leak) as counsel at these
     hourly rates: partner at $625 to 925, counsel at 600
     to 725, associate at 325 to 700 and legal assistant at
     100 to 275;

   * Lowenstein Sandler (Contact: S. Jason Teele) as conflicts
     counsel at these hourly rates: partner at $435 to 895,
     senior counsel at 390 to 660, counsel at 350 to 630,
     associate at 250 to 400 and paraprofessional at 145 to
     245; and

   * Parella Weinberg Partners (Contact: Derron S. Slonecker)
     as financial advisor for a monthly advisory fee of
     $125,000 and a $1 million success fee.

                       About General Maritime

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

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

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

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

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

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

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


GENTA INC: Has 1.3 Billion Outstanding Common Shares
----------------------------------------------------
The number of outstanding shares of Genta Incorporated common
stock par value $0.001 as of Dec. 30, 2011, is 1,344,291,567.

                      About Genta Incorporated

Berkeley Heights, New Jersey-based Genta Incorporated (OTC BB:
GNTA) -- http://www.genta.com/-- is a biopharmaceutical company
engaged in pharmaceutical (drug) research and development.  The
Company is dedicated to the identification, development and
commercialization of novel drugs for the treatment of cancer and
related diseases.

EisnerAmper LLP, in Edison, New Jersey, expressed substantial
doubt about Genta's ability to continue as a going concern
following the 2010 financial results.  The independent auditors
noted that of the Company's recurring losses from operations,
negative cash flows from operations and current maturities of
convertible notes payable.

Amper, Politziner & Mattia, LLP, in Edison, New Jersey, did not
include a going concern explanatory paragraph in its audit report
on the Company's financial statements for fiscal 2009.

The Company reported a net loss of $167.3 million on $257,000 of
sales for 2010, compared with a net loss of $86.3 million on
$218,000 for 2009.

The Company also reported a net loss of $37.36 million on $170,000
of net product sales for the nine months ended Sept. 30, 2011,
compared with a net loss of $133.43 million on $192,000 of net
product sales for the same period a year ago.

The Company's balance sheet at Sept. 30, 2011, showed
$16.82 million in total assets, $32.13 million in total
liabilities and a $15.30 million total stockholders' deficit.

                       Bankruptcy Warning

In September 2011, the Company issued $12.7 million of units,
consisting of $4.2 million of senior secured convertible notes and
$8.5 million of senior secured cash collateralized convertible
notes.  In connection with the sale of the units, the Company also
issued two types of debt warrants in an amount equal to 100% of
the purchase price for each unit.  The Company had direct access
to $4.2 million of the proceeds, and the remaining $8.5 million of
the proceeds were placed in a blocked account as collateral
security for the $8.5 million senior secured cash collateralized
convertible notes.  Presently, with no further financing, the
Company projects that it will run out of funds during the first
quarter of 2012.  The Company currently does not have any
additional financing in place.  If it is unable to raise
additional funds, the Company could be required to reduce its
spending plans, reduce its workforce, license one or more of its
products or technologies that it would otherwise seek to
commercialize itself, sell some or all of its assets, cease
operations or even declare bankruptcy.  There can be no assurance
that the Company can obtain financing, if at all, or raise those
additional funds, on terms acceptable to it.


GREENMAN TECHNOLOGIES: Delays Form 10-K for Fiscal 2011
-------------------------------------------------------
GreenMan Technologies, Inc., informed the U.S. Securities and
Exchange Commission that additional time is required in order to
prepare and file its Form 10-K for the fiscal year ended Sept. 30,
2011.  The Company further represents that the Form 10-K will be
filed by no later than the 15th day following the date on which
the Form 10-K was due.

                    About Greenman Technologies

Lynnfield, Mass.-based GreenMan Technologies, Inc. (OTC QB: GMTI)
through its two alternative energy subsidiaries, American Power
Group, Inc. ("APG") and APG International, Inc. ("APGI"), provides
a cost-effective patented dual fuel conversion technology for
diesel engines and diesel generators.

Schechter Dokken Kanter Andrews & Selcer, Ltd., in Minneapolis,
Minnesota, expressed substantial doubt about GreenMan
Technologies' ability to continue as a going concern, following
the Company's results for the fiscal year ended Sept. 30, 2010.
The independent auditors noted that the Company has continued to
incur substantial losses from operations, has not generated
positive cash flows and has insufficient liquidity to fund its
ongoing operations.

The Company also reported a net loss of $5.02 million on $2.86
million of net sales for the nine months ended June 30, 2011,
compared with a net loss of $4.45 million on $998,000 of net sales
for the same period during the prior year.

The Company's balance sheet at June 30, 2011, showed $6.25 million
in total assets, $7.81 million in total liabilities, and a
$1.56 million stockholders' deficit.


GUANGZHOU GLOBAL: Incurs $2.3 Million Net Loss in 2010
------------------------------------------------------
Guangzhou Global Telecom, Inc., filed with the U.S. Securities and
Exchange Commission an annual report on Form 10-K reporting
a net loss of US$2.28 million on US$34.18 million of sales for the
year ended Dec. 31, 2010, compared with a net loss of US$2.82
million on US$30.48 million of sales during the prior year.

The Company's balance sheet at Dec. 31, 2010, showed US$2.22
million in total assets, US$5.12 million in total liabilities and
a US$2.90 million total stockholders' deficit.

Samuel H. Wong & Co., LLP, in n Mateo, Calif., noted in its report
on the Company's 2010 financial results that the Company has
incurred substantial losses, and has difficulty to pay the
People's Republic of China government Value Added Tax and past due
Debenture Holders Settlement, all of which raise substantial doubt
about its ability to continue as a going concern.

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

                       http://is.gd/sCB3AX

                          First Quarter

Guangzhou Global filed a Form 10-Q, reporting net income of
US$158,199 on US$9.22 million of sales for the three months ended
March 31, 2011, compared with a net loss of US$1.47 million on
US$9.42 million of sales for the same period during the prior
year.

The Company's balance sheet at March 31, 2011, showed
US$2.48 million in total assets, US$5.16 million in total
liabilities, and a US$2.68 million total stockholders' deficit.

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

                        http://is.gd/oTj6BT

                         Second Quarter

Guangzhou Global reported net income of US$1,167 on US$3.51
million of sales for the three months ended June 30, 2011,
compared with a net loss of US$1.21 million on US$9.18 million of
sales for the same period during the prior year.

The Company's balance sheet at June 30, 2011, showed US$2.54
million in total assets, US$5.22 million in total liabilities and
a US$2.67 million total stockholders' deficit.

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

                       http://is.gd/2zVcDO

                          Third Quarter

Guangzhou Global reported a net loss of US$27,367 on US$3.09
million of sales for the three months ended Sept. 30, 2011,
compared with net income of US$206,433 on US$9.18 million of sales
for the same period during the prior year.

The Company's balance sheet at Sept. 30, 2011, showed US$2.61
million in total assets, US$5.29 million in total liabilities and
a US$2.67 million total stockholders' deficit.

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

                        http://is.gd/RYRyXr

                       About Guangzhou Global

Tallahassee, Fl.-based Guangzhou Global Telecom, Inc., was
incorporated as Avalon Development Enterprises, Inc., on March 29,
1999, under the laws of the State of Florida.  The Company,
through its subsidiaries, is now principally engaged in the
distribution and trading of rechargeable phone cards, cellular
phones and accessories within cities in the People's Republic of
China.


HAMPTON ROADS: Gateway Bank Wins "Best Bank" Award
--------------------------------------------------
Hampton Roads Bankshares, Inc., the holding company for The Bank
of Hampton Roads and Shore Bank, announced that Gateway Bank &
Trust Co., a division of BHR, has been voted "Best Bank" by the
readers of the Elizabeth City, North Carolina Daily Advance as
part of the publication's 2011 Annual Readers' Choice Outstanding
Service Awards.  Gateway Bank also received this award in 2010 and
2008.  The complete results of the 2011 awards will be included in
a special section in the December 30th edition of the Daily
Advance.

Donna W. Richards, BHR President, Virginia/North Carolina, said,
"We are very gratified to be selected again for the "Best Bank"
award by the readers of the Daily Advance.  We work hard to meet
the financial services needs of families and businesses in our
communities and appreciate the support of our customers."

George E. Thomas, Jr., Albemarle Market President, said, "Over the
last 13 years, we have established a strong presence in Elizabeth
City and other communities in North Carolina, thanks to the hard
work of our employees and the loyalty of our customers.  We are
honored to win this award, and to be recognized - once again - as
a trusted member of the communities we serve."

                  About Hampton Roads Bankshares

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

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

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

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

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

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

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

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


HOVNANIAN ENTERPRISES: Incurs $286.1 Million Net Loss in 2011
-------------------------------------------------------------
Hovnanian Enterprises, Inc., filed with the U.S. Securities and
Exchange Commission an annual report on Form 10-K, reporting a net
loss of $286.08 million on $1.13 billion of total revenues for the
fiscal year ended Oct. 31, 2011, compared with net income of
$2.58 million on $1.37 billion of total revenues during the prior
year.

The Company's balance sheet at Oct. 31, 2011, showed $1.60 billion
in total assets, $2.09 billion in total liabilities, and a
$496.60 million total deficit.

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

                        http://is.gd/DQItJA

                    About Hovnanian Enterprises

Red Bank, New Jersey-based Hovnanian Enterprises, Inc. (NYSE: HOV)
-- http://www.khov.com/-- founded in 1959 by Kevork S. Hovnanian,
is one of the nation's largest homebuilders with operations in
Arizona, California, Delaware, Florida, Georgia, Illinois,
Kentucky, Maryland, Minnesota, New Jersey, New York, North
Carolina, Ohio, Pennsylvania, South Carolina, Texas, Virginia and
West Virginia.  The Company's homes are marketed and sold under
the trade names K. Hovnanian Homes, Matzel & Mumford, Brighton
Homes, Parkwood Builders, Town & Country Homes, Oster Homes and
CraftBuilt Homes.  As the developer of K. Hovnanian's Four Seasons
communities, the Company is also one of the nation's largest
builders of active adult homes.

                          *     *     *

As reported by the TCR on Nov. 4, 2011, Fitch Ratings has lowered
the Issuer Default Rating (IDR) of Hovnanian Enterprises, Inc.,
(NYSE: HOV) to Restricted Default (RD) from 'CCC'.  The downgrade
reflects Fitch's view that the debt exchange of certain of
Hovnanian's existing senior unsecured notes for new senior secured
notes is a distressed debt exchange under Fitch's 'Distressed Debt
Exchange Criteria', published Aug. 12, 2011.  Fitch anticipates
adjusting the company's IDR to the appropriate level to reflect
the new capital structure within the next 14 days.

In the Nov. 7, 2011, edition of the TCR, Standard & Poor's Ratings
Services raised its corporate credit rating on Hovnanian
Enterprises Inc. (Hovnanian) to 'CCC-' from 'SD' (selective
default).  "We also raised our ratings on the company's 10.625%
senior secured notes due 2016 to 'CCC-' from 'CC' and senior
unsecured notes to 'CC' from 'D'. The '3' recovery rating on the
senior secured notes and the '6' recovery rating on the senior
unsecured notes remain unchanged," S&P stated.

"These rating actions follow our reassessment of Hovnanian's
business and financial risk profile following the completion of
the company's debt exchange offer, in which the company exchanged
$195 million of its seven series of senior unsecured notes for
$141.8 million 5% senior secured notes due 2021 and $53.2 million
2% senior secured notes due 2021," said credit analyst George
Skoufis. "Our rating on Hovnanian reflects the company's highly
leveraged financial risk profile, a less-than-adequate liquidity
position, and very weak credit metrics."

As reported by the TCR on Sept. 13, 2011, Moody's Investors
Service downgraded the corporate family and probability of default
ratings of Hovnanian Enterprises, Inc. to Caa2 from Caa1.  The
downgrade reflects Hovnanian's continued operating losses,
weak gross margins, very high homebuilding debt leverage, and
Moody's expectation that the weakness in year-over-year revenues,
deliveries, and net new contracts experienced by the company will
continue for the next one to two years.  In addition, the
downgrades acknowledge that Hovnanian's cash balance is weakening
and cash flow generation is negative as it pursues new land
opportunities, which represented about $300 million of investment
over the first nine months of fiscal 2011.


HT PUEBLO: Plan Unconfirmable; Bank Lender Wins Stay Relief
-----------------------------------------------------------
Bankruptcy Judge Michael E. Romero granted lender Zions First
National Bank relief from the automatic stay in the Chapter 11
case of H.T. Pueblo Properties LLC, saying the circumstances of
the case reveal the unfortunate but all too-common scenario of a
buyer who paid too much for a property, and was unable to service
the debt on the purchase.  The facts, the judge said, demonstrate
the property is significantly "underwater," and the Debtor has no
reasonable prospect of reorganization nor the ability to provide
adequate protection to the holder of the first lien on the
property.  A copy of Judge Romero's Dec. 30, 2011 Order is
available at http://is.gd/fiMHKDfrom Leagle.com.

H.T. Pueblo Properties LLC's sole asset is the Ramada Inn Pueblo,
a motel in Pueblo, Colorado.  H.T. Pueblo filed for Chapter 11
bankruptcy (Bankr. D. Colo. Case No. 11-24718) on June 21, 2011.
Judge Michael E. Romero presides over the case.  David Warner,
Esq. -- david.warner@sendwass.com -- at Sender & Wasserman, P.C.
It scheduled $2,113,405 in assets and $5,481,912 in debts.

H.T. Pueblo is owned by 88% by Michael Hu and 12% by his wife.  On
May 30, 2007, the Debtor purchased the property for $5,128,000.
The Debtor's schedules list the value of the Property as
$2,099,905.

Zions First National Bank holds a promissory note from the Debtor
in the face amount of $2,614,800, secured by a first deed of trust
on the property, an assignment of rents, and a commercial security
agreement.  The balance due on Zions' note as of the petition date
was $3,073,639.

The Debtor filed a proposed plan on Dec. 6, 2011.  The Plan
proposes the Reorganized Debtor will pay unsecured creditors from
the Property's cash flow over five years, beginning on Sept. 1,
2013.  Unsecured creditors, including Mr. and Mrs. Hu, are divided
into eleven classes, to receive essentially 25% of funds remaining
after paying priority taxes and Zions. However, at trial, Mr. Hu
conceded the unsecured creditors are not anticipated to receive
any payment.

The Plan also provides the Hus' interests will be canceled and
transferred to a creditors' trust.  The Hus may buy back the
transferred interests over the course of the Plan if the Debtor
pays as much or more than the projected payments to a "net profits
fund."  The Plan says a trustee will be appointed to manage the
creditors' trust, but does not identify this individual. In
addition, Mr. Hu will have the authority to vote any creditors'
trust membership interests that he buys back post-confirmation in
the daily operation of the business.


IMAGE METRICS: Reports US$19,000 Net Income in Fiscal 2011
----------------------------------------------------------
Image Metrics, Inc., filed with the U.S. Securities and Exchange
Commission an annual report on Form 10-K, reporting net income of
US$19,000 on US$7.02 million of revenue for the year ended
Sept. 30, 2011, compared with a net loss of US$9.65 million on
US$5.94 million of revenue during the prior year.

The Company's balance sheet at Sept. 30, 2011, showed
US$3.72 million in total assets, US$12.55 million in total
liabilities, and a US$8.83 million total shareholders' deficit.

SingerLewak LLP, in Los Angeles, Calif., expressed substantial
doubt about the Company's ability to continue as a going concern
following the Company's fiscal 2011 financial results.  The
independent auditors noted that the Company has suffered recurring
losses from operations and has a net capital deficiency at
Sept. 30, 2011.

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

                        http://is.gd/flKKUK

                        About Image Metrics

Santa Monica, Calif.-based Image Metrics, Inc., provides
technology-based facial animation solutions to the interactive
entertainment industry.  Using proprietary software and
mathematical algorithms that "read" human facial expressions, the
Company's technology converts video footage of real-life actors
into 3D computer generated animated characters.  Examples of the
Company's facial animation projects include the 2008 "Grand Theft
Auto IV" video game, the 2009 computer generated aging of Brad
Pitt in the feature film "The Curious Case of Benjamin Button,"
the 2009 Black Eyed Peas' "Boom Boom Pow" music video, and the
2010 "Red Dead Redemption" video game.

The Company's key intellectual property consists of one patent
registered in the United States, four additional patents in
process, the identification of 16 potential new patents, and
significant well-documented trade secrets.


IMS HEALTH: S&P Raises Senior Unsecured Rating to 'B+'
------------------------------------------------------
Standard & Poor's Ratings Services revised its recovery rating on
Danbury, Conn.-based IMS Health Inc.'s senior unsecured debt to
'5', indicating its expectation of modest (10% to 30%) recovery
for lenders in the event of a payment default, from '6' (0% to 10%
recovery expectation). "As per our notching criteria for a
recovery rating of '5', we are raising our senior unsecured issue-
level rating on the senior unsecured debt to 'B+' (one notch lower
than the 'BB-' corporate credit rating) from 'B'. The revision of
the recovery rating results from our estimate of a higher
enterprise value than the one we previously used in our
simulated default scenario, which reflects improved operating
performance and the earnings contribution from acquisitions," S&P
said.

"At the same time, we affirmed our other existing ratings on the
company, including the 'BB-' corporate credit rating. The rating
outlook is stable," S&P said.

"We expect revenue to increase by about 8% in 2012, following the
acquisition of SDI Health LLC on Oct. 31, 2011. However, beyond
2012 we believe revenue growth will moderate to the low-single
digits, reflecting the challenging, although improving, industry
conditions for outsourced pharmaceutical services," said Standard
& Poor's credit analyst Michael Berrian. "In our opinion, near-
term EBITDA margins will be in the mid-20% range, reflecting
pricing pressure in a challenging market for outsourced services,
but also lower selling, general, and administrative expenses
(SG&A) and one-time expenses following the leveraged buyout in
2010. Those margins will still enable free cash flow generation of
at least $275 million, but we believe sponsor ownership could
result in free cash flow being directed to shareholder friendly
actions, instead of debt repayment."

"Our ratings on IMS Health Inc. reflect the privately held
company's aggressive financial risk profile, highlighted by our
expectation of leverage being sustained at more than 4x over the
near term. EBITDA growth in the quarter ended Sept. 30, 2011,
resulted in adjusted debt leverage decreasing to 4.6x. After
stronger margin performance in 2011, we believe EBITDA margins
could contract to a still-strong, mid-20% area in 2012 on a shift
in service mix. At that level, we still expect IMS to generate
strong cash flow. The uncertain financial policy under sponsor
ownership could result in free cash flow being used for
shareholder-friendly actions instead of debt reduction; this
supports our belief that leverage could be sustained at more than
4x over the near term," S&P said.


INNER CITY: Can Access Senior Lenders Cash Collateral Until Jan. 9
------------------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of New York
entered, on Dec. 8, 2011, a sixth interim order authorizing Inner
City Media Corporation, et al., to use cash collateral of the
Senior Lenders through and including Jan. 9, 2012, solely in
accordance with an approved budget and a 13 week professional fee
budget.  The cash collateral will be used exclusively to fund
working capital and general corporate purposes of the Debtors, and
the costs, fees, and expenses incurred in connection with the
administration and prosecution of the cases.

A hearing will be held on Jan. 9, 2012, at 2:00 p.m. to considerr
entry of a Successive Interim Order on the use of cash collateral
or Final Order, as applicable.

A copy of the approved budget is available for free at:

          http://bankrupt.com/misc/innercity.doc231.pdf

About Inner City Media Corp.

On Aug. 23, 2011, affiliates of Yucaipa and CF ICBC LLC, Fortress
Credit Funding I L.P., and Drawbridge Special Opportunities Fund
Ltd., signed involuntary Chapter 11 petitions for Inner City Media
Corp. and its affiliates (Bankr. S.D.N.Y. Case Nos. 11-13967 to
11-13979) to collect on a $254 million debt.

The Petitioning Creditors are party to the senior secured credit
Facility pursuant to which they (or their predecessors in
interest) extended $197 million in loans to the Alleged Debtors to
be used for general corporate purposes.  More than two years ago,
the Alleged Debtors defaulted under the Senior Secured Credit
Facility, and in any event the entire amount of principal and
accrued and unpaid interest and fees became immediately due and
payable on Feb. 13, 2010.

Inner City Media's affiliates subject to the involuntary Chapter
11 are ICBC Broadcast Holdings, Inc., Inner-City Broadcasting
Corporation of Berkeley, ICBC Broadcast Holdings-CA, Inc., ICBC-
NY, L.L.C., ICBC Broadcast Holdings-NY, Inc., Urban Radio, L.L.C.,
Urban Radio I, L.L.C., Urban Radio II, L.L.C., Urban Radio III,
L.L.C., Urban Radio IV, L.L.C., Urban Radio of Mississippi,
L.L.C., and Urban Radio of South Carolina, L.L.C.

Judge Shelley C. Chapman granted each of Inner City Media
Corporation and its debtor affiliates relief under Chapter 11 of
the United States Code.  The decision came after considering the
involuntary petitions, and the Debtors' answer to involuntary
petitions and consent to entry of order for relief and reservation
of rights.

Attorneys for Yucaipa Corporate Initiatives Fund II, L.P. and
Yucaipa Corporate Initiatives (Parallel) Fund II, L.P. are John J.
Rapisardi, Esq., and Scott J. Greenberg, Esq., at Cadwalader,
Wickersham & Taft LLP.  Attorneys for CF ICBC LLC, Fortress Credit
Funding I L.P., and Drawbridge Special Opportunities Fund Ltd. are
Adam C. Harris, Esq., and Meghan Breen, Esq., at Schulte Roth &
Zabel LLP.

Akin Gump Strauss Hauer & Feld LLP serves as the Debtors' counsel.
Rothschild Inc. serves as the Debtors' financial advisors and
investment bankers.  GCG Inc. serves as the Debtors' claims agent.

The United States Trustee said that an official committee under 11
U.S.C. Sec. 1102 has not been appointed in the bankruptcy case of
Inner City Media because an insufficient number of persons holding
unsecured claims against the Debtor has expressed interest in
serving on a committee.


ITC LAS VEGAS: Asks Court to Dismiss Chapter 11 Case
----------------------------------------------------
ITC Las Vegas, LLC, asks the U.S. Bankruptcy Court for the
District of Nevada to dismiss its Chapter 11 case, citing as cause
the substantial loss to or diminution of the estate and the
absence of a reasonable likelihood of rehabilitation.

On Nov. 15, 2011, the Court granted the Bank of Nevada's motion
for relief from stay, allowing the secured creditor to foreclose
possession of the Debtor's indoor tennis facility.  Absent the
tennis facility, Debtor cannot support a plan of reorganization
and possesses no assets to liquidate for the benefit of unsecured
creditors.

                      About ITC Las Vegas, LLC

Las Vegas, Nevada-based ITC Las Vegas, LLC, filed for Chapter 11
protection (Bankr. D. Nev. Case No. 11-27150) on Oct. 31, 2011.
Bruce A. Markell presides over the case.  Ryan D. Stibor, Esq., at
Stibor Group, LLC represents the Debtor in its restructuring
efforts.  The Debtor estimated assets at $10 million to
$50 million and debts at $1 million to $10 million.  The petition
was signed by James J. Ahearn, operating manager.


J. CREW: Bank Debt Trades at 6% Off in Secondary Market
-------------------------------------------------------
Participations in a syndicated loan under which J. Crew is a
borrower traded in the secondary market at 93.75 cents-on-the-
dollar during the week ended Friday, Dec. 30, 2011, an increase of
0.46 percentage points from the previous week according to data
compiled by Loan Pricing Corp. and reported in The Wall Street
Journal.  The Company pays 350 basis points above LIBOR to borrow
under the facility.  The bank loan matures on Feb. 10, 2018, and
carries Moody's B1 rating and Standard & Poor's B rating.  The
loan is one of the biggest gainers and losers among 133 widely
quoted syndicated loans with five or more bids in secondary
trading for the week ended Friday.

As reported by the Troubled Company Reporter on Dec. 8, 2011,
Standard & Poor's revised its outlook on New York City-based J.
Crew, Inc., to negative from stable.  "At the same time, we
affirmed all of our ratings on the company, including our 'B'
corporate credit rating," S&P said.

"The outlook revision reflects our view that that performance over
the near term is likely to be below our forecast, and that
leverage is likely to remain slightly below 7x," said Standard &
Poor's credit analyst Allyn Arden.

"The speculative-grade rating on J. Crew reflects the substantial
amount of debt added to the company in the TPG and Leonard Green
LBO completed earlier this year. Standard & Poor's expects credit
protection measures to remain thin despite J. Crew's efforts to
correct merchandising missteps this year. These missteps are an
example of fashion risk in the intensely competitive sector," S&P
said.

                         About J. Crew

J. Crew -- http://www.jcrew.com/-- is a nationally recognized
apparel and accessories retailer that differentiates itself
through high standards of quality, style, design and fabrics with
consistent fits and authentic details.  J. Crew is an integrated
multi-channel, multi-brand specialty retailer that operates stores
and websites to consistently communicate with its customers.  The
Company designs, markets and sells its products, including those
under the J. Crew, crewcuts and Madewell brands, offering complete
assortments of women's, men's and children's apparel and
accessories.  Its customer base consists primarily of affluent,
college educated, professional and fashion-conscious women and
men.  In 2011, J. Crew expanded its international e-commerce to
include shipping to the United Kingdom, while continuing to ship
anywhere in the U.S., Canada and Japan.

For the year ended Jan. 29, 2011, J. Crew reported net income of
$121.5 million on total revenues of $1.72 billion compared with
net income of $123.4 million on total revenues of $1.58 billion in
2010.

As of Jan. 29, 2011, the Company's balance sheet showed $860.2
million in total assets, $349.0 million in total liabilities and
$511.1 million in total stockholders' equity.


KOREA TECHNOLOGY: Can Borrow $106,250 From R&W on Unsecured Basis
-----------------------------------------------------------------
On Dec. 1, 2011, the U.S. Bankruptcy Court for the District of
Utah entered an interim order approving Korea Technology Industry
America, Inc.'s motion for postpetition financing of up to
$106,250 on an unsecured basis from Rutter & Wilbanks Corporation.
R&W has agreed that the repayment obligations under the Startup
DIP financing will be subordinated to unsecured claims.

The Debtors will use the Startup DIP financing to begin the
completion of construction and commissioning of the hot water
extraction and evaporation process portions of the Debtors
processing facility and operation of the "dry froth" circuit (the
"Plant Startup Program"), which is a condition to closing the
approved sale of the Debtors' assets to R&W.

                      About Korea Technology

Korea Technology Industry America, Inc., is a subsidiary of
Seoul-based Korea Technology Industry Co. that tried to squeeze
crude oil from Utah's sandy ridges.  Korea Technology Industry
America, Uintah Basin Resources LLC, and Crown Asphalt Ridge
L.L.C., filed separate Chapter 11 bankruptcy petitions (Bankr. D.
Utah Case Nos. 11-32259, 11-32261, and 11-32264) on Aug. 22, 2011.
The cases are jointly administered under KTIA's case.  Steven J.
McCardell, Esq., and Kenneth L. Cannon II, Esq., at Durham Jones &
Pinegar, P.C., in Salt Lake City, serve as the Debtors' counsel.
The Debtors tapped DBH Consulting, LLC, as their accountant.  The
Debtors disclosed US$35,246,360 in assets and US$38,751,528 in
debts.

Mark D. Hashimoto, in his capacity as examiner in the Debtors
cases retained George Hofmann and the firm of Parsons Kinghorn
Harris, P.C., as his counsel, and Piercy Bowler Taylor & Kern as
his accountants and financial advisors.

Richard A. Wieland, the United States Trustee for Region 19, has
appointed three members to the Official Committee of Unsecured
Creditors.


KOREA TECHNOLOGY: Creditors Say APA With R&W is Unenforceable
-------------------------------------------------------------
Secured Creditors Western Energy Partners, LLC, Tar Sands Holding,
LLC, and Elgin Services Company, Inc., ask the U.S. Bankruptcy
court for the District of Utah to amend its order approving the
sale or sales of substantially all of the assets of Korea
Technology Industry America, Inc., Uintah Basin Resources, LLC,
and Crown Asphalt Ridge, LLC, entered Nov. 15, 2011, to address
deficiencies in the Asset Purchase Agreement between the Debtors,
as Sellers and Rutter and Wilbanks Corporation, as Buyer.

The Secured Creditors tell the Court that the APA was a hastily
constructed document, and that it was pieced together during the
course of an evidentiary hearing with little or no opportunity for
parties in interest to contemplate its actual implementation and
to address its many internal inconsistencies and shortcomings.
For the benefit of the Debtors estate and creditors, and to avoid
costly future litigation, according to the Secured Creditors, the
Court should amend the Sale Order to address these deficiencies:

   A. There is No Mechanism for Determining the Amount to be Paid.

   B. By Its Terms, the APA is Not Enforceable and May Never
      Become Enforceable.

   C. There is No Mechanism in the APA or in the Sale Order That
      Requires the Buyer to Demonstrate the Ability to Close Prior
      to The Closing Date.

   D. The Consequences of a "Force Majeure" Event are Inconsistent
      and Contradictory.

   E. There Is No Protection For Losses or Damages Caused by the
      Buyer To The Assets if the Buyer does not Close.

A copy of the motion is available for free at:

       http://bankrupt.com/misc/koreatechnology.doc214.pdf

As reported in the TCR on Nov. 18, 2011, the Debtors won
Bankruptcy Court authority to sell the Asphalt Ridge Oil Sands
Project and assign related contracts to Rutter and Wilbanks
Corporation, the stalking horse bidder for the sale.

                      About Korea Technology

Korea Technology Industry America, Inc., is a subsidiary of
Seoul-based Korea Technology Industry Co. that tried to squeeze
crude oil from Utah's sandy ridges.  Korea Technology Industry
America, Uintah Basin Resources LLC, and Crown Asphalt Ridge
L.L.C., filed separate Chapter 11 bankruptcy petitions (Bankr. D.
Utah Case Nos. 11-32259, 11-32261, and 11-32264) on Aug. 22, 2011.
The cases are jointly administered under KTIA's case.  Steven J.
McCardell, Esq., and Kenneth L. Cannon II, Esq., at Durham Jones &
Pinegar, P.C., in Salt Lake City, serve as the Debtors' counsel.
The Debtors tapped DBH Consulting, LLC, as their accountant.  The
Debtors disclosed US$35,246,360 in assets and US$38,751,528 in
debts.

Mark D. Hashimoto, in his capacity as examiner in the Debtors
cases retained George Hofmann and the firm of Parsons Kinghorn
Harris, P.C., as his counsel, and Piercy Bowler Taylor & Kern as
his accountants and financial advisors.

Richard A. Wieland, the United States Trustee for Region 19, has
appointed three members to the Official Committee of Unsecured
Creditors.


LOGIC DEVICES: Hein & Associates Raises Going Concern Doubt
-----------------------------------------------------------
LOGIC Devices Incorporated filed on Dec. 29, 2011, its annual
report on Form 10-K for the fiscal year ended Sept. 30, 2011.

Hein & Associates LLP, in Irvine, California, expressed
substantial doubt about LOGIC Devices' ability to continue as a
going concern.  The independent auditors noted that the Company
has suffered recurring losses from operations and requires
additional funds to maintain its operations.

The Company reported a net loss of $1.1 million on $1.4 million of
revenues for fiscal 2011, compared with a net loss of $1.1 million
on $2.2 million of revenues for fiscal 2010.

The Company's balance sheet at Sept. 30, 2011, showed
$2.6 million in total assets, $618,000 in total liabilities, and
stockholders' equity of $2.0 million.

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

                       http://is.gd/t8MH2Q

Sunnyvale, Calif.-based LOGIC Devices Incorporated is an ISO
9001:2008 registered company that develops and markets high-
performance, low power digital integrated circuits and integrated
modules that perform high-density storage and signal/image
processing functions.  The Company's products enable video
display, transport, editing, composition, special effects, and the
high-performance, high-density storage of electronic information.
The Company also provides solutions for digital filtering in
television broadcast stations and image enhancement in medical
diagnostic scanning and imaging equipment.


MAYSVILLE INC: Court Affirms Order Dismissing Chapter 11 Case
-------------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of Florida has
denied Maysville, Inc.'s Emergency Motion to Reconsider Order of
Dismissal and to Reinstate Original Deadline to Post Confirmation
Funds.

As reported in the TCR on Nov. 23, 2011, in an order dated
Oct. 31, 2011, the Hon. Laurel M. Isicoff ordered for the case
dismissal because according to a supplemental order, the Court
will dismiss the Debtor's case if the deposit of $2.1 million was
not made by Oct. 27, 2011.

According to the Debtor, although the buyer failed to deliver the
funds required, this failure was due to uncertainty as to whether
the secured creditor was entitled to make the Section 1111(b)
election.

The Debtor noted that on Nov. 9, the secured creditor purported to
make the Section 1111(b) election to treat its secured claim as
fully secured despite the Court's decision finding the claim for
Section 506 purposes to be secured only to the extent of
$15,200,000.  The Court has shortened the time specified under the
Plan and Disclosure Statement for the Debtor to cause the buyer of
the Redondo stock to deposit the funds necessary to confirm the
plan as written.

On Oct. 21, the Court vacated the Oct. 18, order dismissing the
case and reinstated the Debtor's case after the Debtor requested
for a reconsideration of its order dismissing the Debtor's case.

The Debtor explained that the Court on Oct. 17, orally directed
the Debtor to submit a redlined Second Amended Disclosure
Statement to the Court and all parties by 4:00 p.m., on Oct. 19.

                       About Maysville, Inc.

Maysville, Inc., is the record title holder of a multi parcel
property in Miami-Dade County, Florida.  The property consists of
six apartment buildings with 133 apartment units.  The property
also includes 21 unsold units in the Platinum Condominium.  The
Debtor is owned and operated by its principals, Alex Guillermo
Redondo, Aurora Brito de Redondo, Carmen Redondo, Jhosmar
Redondo and Algemiro Redondo, Jr., who have owned and operated the
property for 24 years.

Maysville filed its second voluntary petition under Chapter 11 on
Aug. 11, 2011, with the U.S. Bankruptcy Court for the Southern
District of Florida (Miami) before the Hon. Laurel M. Isicoff.
The bankruptcy case is Maysville, Inc., Case No. 11-32532.

Jeffrey P. Bast, Esq., at Bast Amron LLP, in Miami, Florida --
jbast@bastamron.com -- serves as the Debtor's bankruptcy counsel.
Jeffery J. Pardo, Esq., at Pardo Gainsburg P.L., in Miami,
Florida, is the Debtor's special litigation counsel.

The Debtor disclosed $17,590,927 in assets and $25,076,637 in
liabilities.

Deadline to file a complaint to determine dischargeability of
certain debts is Nov. 14, 2011.  Proofs of Claim are due by
Dec. 12, 2011.

In the first voluntary petition for bankruptcy (Bankr. S.D. Fla.
Case No. 10-28244) which was filed on June 28, 2010, the
Bankruptcy Court granted Mellon United National Bank n/k/a MUNB
Loan Holdings, LLC ("Mellon") relief from the automatic stay to
continue the foreclosure litigation.  On Aug. 24, 2010, Mellon
obtained a final summary judgment in the sum of $24,489,076 and a
judgment of foreclosure was entered.  The final judgment was later
amended on May 3, 2011, to reflect a credit of $583,044.75
reducing the judgment to $23,906,031.62.  On Jan. 28, 2011, the
first Chapter 11 case was dismissed by the Court because the
Debtor failed to timely file a confirmable plan.  The order of
dismissal precluded the Debtor from commencing a case for a six
month period which expired on July 28, 2011.

Mellon's foreclosure sale was scheduled to occur on Aug. 12, 2011.
On Aug. 10, 2011, Mellon assigned its interest in its foreclosure
judgment and the right to credit bid at the foreclosure sale to
Fifteen Encore Platinum, LLC.


MEDICAL INTERNATIONAL: PS Stephenson Raises Going Concern Doubt
---------------------------------------------------------------
Medical International Technology, Inc., filed on Dec. 29, 2011,
its annual report for the fiscal year ended Sept. 30, 2011.

PS Stephenson & Co., P.C., in Wharton, Texas, expressed
substantial doubt about Medical International Technology's ability
to continue as a going concern.  The independent auditors noted
that the Company has suffered recurring losses from operations and
has a working capital deficiency.

The Company reported a net loss of US$643,439 on US$437,378 of
revenues for fiscal 2011, compared with a net loss of US$751,109
on US$510,893 of revenues for fiscal 2010.

The Company's balance sheet at Sept. 30, 2011, showed
US$1.0 million in total assets, US$1.6 million in total
liabilities, and a stockholders' deficit of USU$632,439.

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

                       http://is.gd/7YsmeA

Montreal, Canada-based Medical International Technology, Inc.,
specializes in production, marketing and the sale of needle-free
jet injector products designed for humans and animals, for single
and mass injections.


MF GLOBAL: L. Freeh Appointed as Trustee for Dec. 19 Debtors
------------------------------------------------------------
Judge Martin Glenn of the U.S. Bankruptcy Court for the Southern
District of New York approved the appointment of Louis J. Freeh
as Chapter 11 trustee in the bankruptcy cases of MF Global
Capital LLC, MF Global FX Clear LLC, and MF Global Market
Services, LLC on December 27, 2011.

Mr. Freeh currently serves as the Chapter 11 Trustee for MF
Global Holdings Ltd. and MF Global Finance USA Inc.'s bankruptcy
cases.  MFGH's subsidiaries MF Global Capital LLC, MF Global FX
Clear LLC and MF Global Market Services, LLC filed for bankruptcy
protection on December 19, 2011.

Tracy Hope Davis, the U.S. Trustee for Region 2, filed with the
Court a notice appointing Mr. Freeh as Chapter 11 Trustee in the
New Debtors' bankruptcy cases consistent with the Court's
Dec. 23, 2011 order directing the U.S. Trustee to appoint a
Chapter 11 trustee in the New Debtors' Chapter 11 cases.

Upon consultation with the counsel of the Chapter 11 Trustee, the
Official Committee of Unsecured Creditors and JP Morgan Chase
Bank N.A., the U.S. Trustee selected Mr. Freeh to serve as
Chapter 11 trustee of the New Debtors.

In a supplemental declaration, the Chapter 11 Trustee disclosed
that he does not personally have any connection with any
interested party in the New Debtors' Chapter 11 cases, except
that:

  * the Chapter 11 Trustee has Verizon service in his home; and

  * the Chapter 11 Trustee's children maintain Verizon Wireless
    phone accounts.

Moreover, Freeh Group International Solutions, LLC and Freeh
Sporkin & Sullivan LLP have these connections in matters
unrelated to the New Debtors' Chapter 11 cases:

  * Verizon provides landline phone services to FGIS and FSS;
    and

  * FedEx provides shipping services to FGIS and FSS.

Mr. Freeh is founder and chairman of FGIS, and founder and senior
managing partner of FSS.

To ensure that as Chapter 11 Trustee he will remain
disinterestedness, the Chapter 11 Trustee represents that FGIS
and FSS agree that they will not represent any client other than
him as Chapter 11 Trustee in connection with the New Debtors'
bankruptcy cases.

The Chapter 11 Trustee maintains that he is a "disinterested
person" as the term is defined in Section 101(14) of the
Bankruptcy Code.

Mr. Freeh provided notice of his acceptance of the office of
chapter 11 trustee in the New Debtors' bankruptcy cases.

                       About MF Global

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

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

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

MFGH's subsidiaries MF Global Capital LLC, MF Global FX
Clear LLC and MF Global Market Services, LLC filed for bankruptcy
protection on December 19, 2011.

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

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

U.S. regulators are investigating about $633 million missing from
MF Global customer accounts, a person briefed on the matter said
Nov. 3, according to Bloomberg News.

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


MF GLOBAL: Sec. 341 meet of New Debtors Creditors Set for Jan. 26
-----------------------------------------------------------------
Tracy Hope Davis, the U.S. Trustee for Region 2, will convene a
meeting of the creditors of MF Global Capital LLC, MF Global FX
Clear and MF Global Market Services LLC on Thursday,
January 26, 2012 at 3:00 p.m. Eastern Time.  The location of the
meeting is at Office of the U.S. Trustee at 80 Broad Street, 4th
Floor, New York.

This is the first meeting of creditors under Section 341(a) of
the Bankruptcy Code.

The meeting offers creditors a one-time opportunity to examine
the Debtors' representative under oath about the Debtors'
financial affairs and operations that would be of interest to the
general body of creditors.  Attendance by the Debtor's creditors
at the meeting is welcome, but not required.

                       About MF Global

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

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

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

MFGH's subsidiaries MF Global Capital LLC, MF Global FX
Clear LLC and MF Global Market Services, LLC filed for bankruptcy
protection on December 19, 2011.

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

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

U.S. regulators are investigating about $633 million missing from
MF Global customer accounts, a person briefed on the matter said
Nov. 3, according to Bloomberg News.

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


MMRGLOBAL INC: Unregistered Sale of Stock Exceeds 5% Threshold
--------------------------------------------------------------
MMRGlobal, Inc., is required to file a Form 8-K to report
particular information related to unregistered sales of the
Company's Common Stock, if the aggregate number of those shares
sold since the filing of the Company's last periodic report is
equal to or greater than 5% of the outstanding Common Stock.  The
Company's last report was filed on Nov. 14, 2011.

On Dec. 27, 2011, the aggregate number of shares of Common Stock
sold in unregistered transactions by the Company exceeded the 5%
threshold.

On Nov. 2, 2011, the Company granted 500,000 shares of Common
Stock to a vendor at a price of $0.10 per share for services
rendered in the amount of $50,000.

On Nov. 16, 2011, and Dec. 7, 2011, the Company entered into two
separate Convertible Promissory Notes with two unrelated third-
parties for a principal amount of $170,000 and warrants to
purchase 510,000 shares of the Company's Common Stock.  The
Convertible Promissory Notes mature on Nov. 30, 2012, and
Dec. 31, 2012, and the Company may, at its own discretion, extend
the maturity date for an additional six months.  The Notes bear
interest of 12% per annum payable in cash or shares of common
stock or a combination of cash and shares of common stock.  The
decision whether to pay in cash, shares of common stock or
combination of both shall be at the sole discretion of the
Company.

On Nov. 16, 2011, the Company granted a warrant to purchase
500,000 shares of Common Stock to Ivor Royston at a price of $0.06
per share for joining the Company's Board of Advisors.

On Nov. 30, 2011, the Company granted 1,900,000 shares of common
stock to a note holder who exercised a right to convert $57,000
and other consideration for a convertible promissory note.

On Nov. 30, 2011, the Company granted an employee a warrant to
purchase 100,000 shares of Common Stock at a price of $0.06 per
share in exchange for services in the amount of $6,000.  The
warrant vested at commencement.

On Dec. 5, 2011, the Company granted a third-party vendor in
consideration of a portion of the services under a service
agreement a warrant to purchase 4,000,000 shares of Common Stock
with prices and vesting as follows: 1,000,000 at $0.06 upon
completion of a transaction with the Company; 1,000,000 at $0.08
six months after the transaction; 1,000,000 at $0.10 twelve months
after the transaction and the final 1,000,000 at $0.16 eighteen
months after the transaction.

On Dec. 19, 2011, the Company granted 1,250,000 shares of common
stock to a vendor at a price of $0.08 per share in exchange for a
reduction in accounts payable of $100,000.

On Dec. 27, 2011, the Company granted:

  -- an employee an incentive stock option to purchase 100,000
     shares of Common Stock at a price of $0.08 per share;

  -- an employee an incentive stock option to purchase 200,000
     shares of Common Stock at a price of $0.08 per;

  -- an employee an incentive stock option to purchase 200,000
     shares of Common Stock at a price of $0.08 per share;

  -- an employee an incentive stock option to purchase 200,000
     shares of Common Stock at a price of $0.08 per share

  -- an employee an incentive stock option to purchase 50,000
     shares of Common Stock at a price of $0.08 per share;

  -- a third-party consultant an incentive stock option to
     purchase 100,000 shares of Common Stock at a price of $0.08
     per share;

  -- an employee an incentive stock option to purchase 100,000
     shares of Common Stock at a price of $0.08 per share;

  -- an employee an incentive stock option to purchase 300,000
     shares of Common Stock at a price of $0.08 per share; and

  -- a consultant an incentive stock option to purchase 1,000,000
     shares of Common Stock at a price of $0.08 per share.

On Dec. 28, 2011, the Company granted a third-party consultant a
warrant to purchase 100,000 shares of Common Stock at a price of
$0.08 per share in exchange for continuing to defer payment.  The
options vests annually over two years and expires ten years after
the issuance date.

                          About MMRGlobal

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

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

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

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

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


MOHEGAN TRIBAL: Posts $111.8 Million Net Income in Fiscal 2011
--------------------------------------------------------------
Mohegan Tribal Gaming Authority filed with the U.S. Securities and
Exchange Commission its annual report on Form 10-K, reporting net
income of $111.84 million on $1.41 billion of net revenues for the
fiscal year ended Sept. 30, 2011, compared with net income of
$7.45 million on $1.42 billion of net revenues during the previous
fiscal year.

The Company reported net income of $45.96 million on $373.45
million of net revenues for the three months ended Sept. 30, 2011,
compared with a net loss of $26.91 million on $373.77 million of
net revenues for the same period a year ago.

The Company's balance sheet at Sept. 30, 2011, showed $2.20
billion in total assets, $2 billion in total liabilities and
$198.72 million total capital.

PricewaterhouseCoopers LLP, in Hartford, CT, noted in its report
on the Authority's 2011 financial results that the Authority will
have a significant amount of debt maturing in the next twelve
months that raise substantial doubt about its ability to continue
as a going concern.

"We could not be more pleased with our earnings for the quarter,"
said Mitchell Grossinger Etess, chief executive officer of the
Authority.  "These results were quite impressive, particularly
given the impact of Hurricane Irene and persisting economic
concerns.  The growth in Adjusted EBITDA and margin is extremely
rewarding and demonstrates the commitment and dedication of our
entire team.  We are also pleased with the progress made in recent
weeks toward finalizing our refinancing plan.  Though we were not
able to complete the plan during our first quarter of fiscal 2012
and, as a result, our auditors issued a 'going concern' opinion on
our 2011 financial statements, we have obtained a waiver from our
bank group addressing the opinion which we believe reflects the
group's continued confidence in and support of the Authority and
the Mohegan Tribe.  I look forward to discussing our fourth
quarter results in further detail after the holidays on our
scheduled conference call to be held on Wednesday, January 4,
2012."

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

                        http://is.gd/dpDZ42

                        About Mohegan Tribal

Headquartered in Uncasville, Conn., Mohegan Tribal Gaming
Authority conducts and regulates gaming activities on Tribal
lands, which are federally recognized Indian tribe reservations in
southeastern Connecticut.

The Authority has noted that its Bank Credit Facility matures on
March 9, 2012 and its 2002 Senior Subordinated Notes mature on
April 1, 2012.  In addition, a substantial portion of the
Authority's remaining indebtedness matures over the following
three fiscal years.  The Authority believes that it will need to
refinance all or part of its indebtedness at or prior to each
maturity thereof in order to maintain sufficient resources for its
operations.  The Authority has engaged Blackstone Advisory
Partners, L.P. to assist in its strategic planning relating to its
debt maturities.

                          *     *     *

At the end of November 2010, Moody's Investors Service downgraded
Mohegan Tribal Gaming Authority's Corporate Family and Probability
of Default ratings to Caa2 from B3.  All of MTGA's rated long-term
debt was also lowered.  The rating outlook is negative.

The ratings downgrade reflects Moody's view that MTGA could
find it difficult to refinance significant upcoming debt
maturities without some impairment to bondholders given its high
leverage -- debt/EBITDA is over 7 times -- limited near-term
growth prospects for Mohegan Sun Casino, the likely continuation
of weak consumer gaming demand trends in the Northeastern U.S.,
and the strong possibility of gaming in Massachusetts.  The
company's $675 million revolver ($527 million outstanding at
Sept. 30, 2010) expires in March 2012 and its $250 million 8%
senior subordinated notes mature in April 2012.  Combined, these
debt items account for about 50% of MTGA's total debt outstanding.

MTGA has announced that it hired Blackstone Group to help deal
with its capital structure issues, although no details have been
made available regarding MTGA's options.  Given the company's
recently announced weak fiscal fourth quarter results along with
the significant near- and long-term challenges previously
mentioned, Moody's believes a restructuring that involves some
impairment to bondholders will be considered.

The negative ratings outlook reflects the relatively short time
frame in which MTGA has to address what Moody's believes to be a
significant capital structure issue.  If MTGA is not able to
refinance by March 2011 its $675 million revolver will be become
current.  The same holds true for the company's $250 million 8%
senior subordinated notes to the extent these notes are not
refinanced by April 1, 2011.


MSR RESORT: Can Draw an Add'l $10-Mil. from DIP Lenders
-------------------------------------------------------
On Dec. 15, 2011, the U.S. Bankruptcy Court for the Southern
District of New York entered a Second Interim Order authorizing
MSR Resort Golf Course LLC, et al, to obtain secured,
superpriority postpetition financing of up to an additional amount
of $10 million pending a final hearing on the proposed DIP
financing, pursuant to the Original DIP Credit Agreement, dated as
of March 21, 2011, among the DIP Facility Debtors, as Borrowers,
MSR Gesort Golf Course, LLC, as administrative borrower, and a
syndicate of lenders led by CNL DIP recovery Acquisition, LLC,
successor to Paulson Real Estate Recovery Fund LP, and Five Mile
Capital II CNL DIP Administrative Agent.

A Second Final Hearing will be held within 45 days of the entry of
this Second Interim Order to consider the entry of a Second Final
Order, authorizing, on a final basis, the balance of the
additional financing in an aggregate total amount of $15 million
on a final basis.

A copy of the Second Interim Order is available for free at:

          http://bankrupt.com/misc/msrresort.doc905.pdf

The DIP Lenders have committed to provide up to $30 million in
postpetition secured financing.

As reported in the TCR on March 18, 2011, Paulson & Co. and Five
Mile Capital Partners LLC were given interim approval on March 15,
2011, to provide $5 million in subordinate secured financing for
MSR Resort Golf Course LLC and its affiliates' Chapter 11
reorganization.

A copy of the DIP Financing Agreement is available for free at:

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

                         About MSR Resort

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

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

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

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

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

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

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


MUSCLEPHARM CORP: Amends 126.4 Million Common Shares Offering
-------------------------------------------------------------
MusclePharm Corporation filed with the U.S. Securities and
Exchange Commission amendment no. 1 to Form S-1 registration
statement relating to the resale of 126,400,000 shares of the
Company's common stock, par value $0.001 per share, by the selling
security holders, including (i) 12,000,000 Put Shares that the
Company will put to Southridge pursuant to the Equity Purchase
Agreement, (ii) 82,000,000 Purchase Shares, and (iii) 32,400,000
Warrant Shares.

The Equity Purchase Agreement provides that Southridge is
committed, at the Company's sole option, to purchase up to
$10,000,000 of the Company's common stock.  The Company may draw
on the facility from time to time, as and when the Company
determines appropriate in accordance with the terms and conditions
of the Equity Purchase Agreement.

Southridge is an "underwriter" within the meaning of the
Securities Act of 1933, as amended, in connection with the resale
of the Put Shares under the Equity Purchase Agreement.  No other
underwriter or person has been engaged to facilitate the sale of
the Put Shares in this offering.  This offering will terminate 24
months after the registration statement to which this prospectus
is made a part is declared effective by the SEC.  Southridge will
pay the Company 94% of the average of the lowest closing bid price
of the Company's common stock reported by Bloomberg, LP, in any
two trading days, consecutive or inconsecutive, of the five
consecutive trading day period commencing the date a put notice is
delivered.

The Company will not receive any proceeds from the sale of the
Shares.  However, the Company will receive proceeds from the sale
of its Put Shares under the Equity Purchase Agreement.  The
proceeds will be used for working capital or general corporate
purposes.  The Company will bear all costs associated with the
registration of the Shares under the Securities Act.

The Company's common stock is quoted on the OTCBB under the symbol
"MSLP.OB."  The Shares registered hereunder are being offered for
sale by the Selling Security Holders at prices established on the
OTCBB during the term of this offering.  On Dec. 27, 2011, the
closing bid price of the Company's common stock was $0.01 per
share.  These prices will fluctuate based on the demand for the
Company's common stock.

A full-text copy of the amended prospectus is available at:

                        http://is.gd/AJV17l

                         About MusclePharm

Headquartered in Denver, Colorado, MusclePharm Corporation
(OTC BB: MSLP) -- http://www.muslepharm.com/-- is a healthy life-
style company that develops and manufactures a full line of
National Science Foundation approved nutritional supplements that
are 100% free of banned substances.  MusclePharm is sold in over
120 countries and available in over 5,000 U.S. retail outlets,
including GNC and Vitamin Shoppe.  MusclePharm products are also
sold in over 100 online stores, including bodybuilding.com,
Amazon.com and Vitacost.com.

Berman & Company, P.A., in Boca Raton, Florida, expressed
substantial doubt about MusclePharm's ability to continue as a
going concern, following the Company's 2010 results.  The
independent auditors noted that the Company had a net loss of
$19.6 million and net cash used in operations of $3.8 million for
the the year ended Dec. 31, 2010; and a working capital deficit
and stockholders' deficit of $2.8 million and $1.7 million,
respectively, at Dec. 31, 2010.

The Company also reported a net loss of $12.33 million on
$13.07 million of sales for the nine months ended Sept. 30, 2011,
compared with a net loss of $8.67 million on $3.13 million of
sales for the same period a year ago.

The Company's balance sheet at Sept. 30, 2011, showed
$5.71 million in total assets, $10.86 million in total
liabilities, and a $5.14 million total stockholders' deficit.


NEBRASKA BOOK: Court OKs DIP Changes Waiving Nov. EBITDA Provision
------------------------------------------------------------------
Effective December 28, 2011, NBC Acquisition Corp., a Delaware
corporation, Nebraska Book Company, Inc., a wholly-owned
subsidiary of the Company, and NBC Holdings Corp., the Company?s
parent company entered into a Second Amendment to their Secured
Superpriority Debtor-In-Possession Credit Agreement, dated as of
June 30, 2011, as amended, with the lenders party from time to
time thereto and JPMorgan Chase Bank, N.A., as administrative
agent and collateral agent.

The Second Amendment, among other things, (i) changes the
applicable margin with respect to term loans from 5.00% per annum
to 6.50% per annum in the case of base rate loans and from 6.00%
per annum to 7.50% per annum in the case of Eurodollar Loans, (ii)
changes the applicable margin with respect to revolving credit
loans from 2.50% per annum to 4.00% per annum in the case of base
rate loans and from 3.50% per annum to 5.00% per annum in the case
of Eurodollar Loans, (iii) amends the minimum liquidity and
minimum Consolidated EBITDA (as defined in the DIP Credit
Agreement) covenants and (iv) waives any Default or Event of
Default (as defined in the DIP Credit Agreement) and any
consequences from such Default or Event of Default which may have
resulted from any failure to comply with the Consolidated EBITDA
covenant for the period ending on November 30, 2011.

A copy of the Second Amendment is available for free at:

                       http://is.gd/OnKqwb


As reported in the Troubled Company Report on Dec. 28, 2011,
Nebraska Book entered into a second amendment to its Secured
Superpriority Debtor-In-Possession Credit Agreement, dated as of
July 30, 2011, with JPMorgan Chase Bank, N.A., as administrative
agent and collateral agent to the DIP lenders.  The Debtors also
agreed to pay an amendment fee to the DIP Lenders, and an
arrangement fee to, and reimburse the related fees and expenses
of, the DIP Agent.

The DIP Facility provides the Debtors with access to a $75 million
revolving line of credit and a $125 million term loan, and
requires the Debtors to, among other things, comply with certain
financial covenants.  As of Sept. 30, 2011, the Debtors have drawn
the entire amount of the DIP Term Loan, have drawn $0 on the DIP
Revolver, and have roughly $120 million in cash on their balance
sheet.

Todd R. Snyder, Senior Managing Director and Co-Head of the
Restructuring and Reorganization group at Rothschild Inc., the
Debtors' financial advisor and investment banker, said that in
October and November 2011 the Debtors undertook a comprehensive
analysis of each of their businesses in light of their Fall 2011
back-to-school rush results, which, among other things,
demonstrated that the off-campus segment financial results did not
meet the Debtors' expectations.  The Debtors analyzed each on- and
off-campus store to determine the long-term profitability of each
location and construct new financial projections.

As a result of these revised projections, the Debtors anticipate
being unable to comply with the minimum consolidated EBITDA
provisions during the term of the DIP Facility.  The Debtors
promptly reported to the DIP Agent the anticipated November EBITDA
default and the likelihood of potential future covenant breaches,
and apprised other stakeholders of the need for waiver of the
Anticipated November EBITDA Default and an amendment to the
Minimum Cumulative EBITDA Covenant.

Following a week of intense negotiations, the Debtors and the DIP
Agent, in consultation with Rothschild and both parties' other
advisors, reached a tentative agreement on modified terms for the
DIP Agreement and certain fees the Debtors would pay to the DIP
Agent -- Arrangement Fee -- and DIP Lenders -- Amendment Fee -- in
exchange therefore.

On Dec. 13, 2011, to explain the Anticipated November EBITDA
Default and need for covenant relief, as well as to present the
terms of the Second Amendment negotiated with the DIP Agent, the
Debtors and their advisors held separate calls with DIP Lenders
who either (a) have signed confidentiality agreements and received
material non-public information on the Debtors' financial
performance and forecasts, or (b) are not party to confidentiality
agreements and do not wish to receive material non-public
information or forward-looking information.

After briefing the two DIP Lender groups on the need for the
Second Amendment, the Debtors posted public and private
information, tailored for each group of DIP Lenders, to an
Intralinks datasite and provided the DIP Lenders seven days to
analyze the Second Amendment and either consent or reject the
terms thereof.  As of Dec. 20, 2011, the DIP Agent had received
sufficient approval from the DIP Lenders to approve the Second
Amendment.

Pursuant to the Second Amendment, the DIP Lenders agreed to waive
the minimum consolidated EBITDA requirement for November.  The
Debtors covenant with the DIP Lenders not to permit minimum
consolidated EBITDA to fall below:

          November 2011                  Waived
          December 2011             $26,000,000
          January 2012              $50,000,000
          February 2012             $46,000,000
          March 2012                $44,000,000
          April 2012                $41,000,000
          May 2012                  $41,000,000
          June 2012                 $41,000,000

Mr. Snyder said that, absent the waiver and covenant relief
provided by the Second Amendment, the Debtors will be unable to
meet the Minimum Cumulative EBITDA Covenant on a going-forward
basis, allowing the DIP Lenders to call and Event of Default and
terminating their obligations to provide the Debtors with access
to the DIP Facility.  In that event, the Debtors would either face
likely dramatic cash shortfalls or be forced to refinance the DIP
Facility, while refinancing is a theoretical possibility, the cost
and risk of such refinancing would far outweigh the cost and risk
of the Second Amendment.

The Debtors entered into immaterial amendments to the DIP
Agreement shortly after closing on the DIP Facility.  They were
not required to seek Court approval of the First Amendment.

About Nebraska Book

Lincoln, Nebraska-based Nebraska Book Company, Inc., is one of the
leading providers of new and used textbooks for college students
in the United States.  Nebraska Book and seven affiliates filed
separate Chapter 11 petitions (Bankr. D. Del. Case Nos. 11-12002
to 11-12009) on June 27, 2011.  Hon. Peter J. Walsh presides over
the case.  Lawyers at Kirkland & Ellis LLP and Pachulski Stang
Ziehl & Jones LLP, serve as the Debtors' bankruptcy counsel.  The
Debtors; restructuring advisors are AlixPartners LLC; the
investment bankers are Rothschild, Inc.; the auditors are Deloitte
& Touche LLP; and the claims agent is Kurtzman Carson Consultants
LLC.  As of the Petition Date, the Debtors had consolidated assets
of $657,215,757 and debts of $563,973,688.

JPMorgan Chase Bank N.A., as administrative agent for the DIP
lenders, is represented by lawyers at Richards, Layton & Finger,
P.A., and Simpson Thacher & Bartlett LLP.  J.P. Morgan Investment
Management Inc., the DIP arranger, is represented by lawyers at
Bayard, P.A., and Willkie Farr & Gallagher LLP.

An ad hoc committee of holders of more than 50% of the Debtors'
Second Lien Notes is represented by lawyers at Brown Rudnick.  An
ad hoc committee of holders of the Debtors' 8.625% unsecured
notes are represented by Milbank, Tweed, Hadley & McCloy LLP.

The Official Committee of Unsecured Creditors selected Lowenstein
Sandler LLP and Stevens & Lee, P.C., as lawyers and Mesirow
Financial Inc. as financial advisers.

Nebraska Book has been unable to confirm a pre-packaged Chapter 11
plan that would have swapped some of the existing debt for new
debt, cash and the new stock, due to an inability to secure $250
million in exit financing.  The company's exclusive period for
proposing a plan is set to expire on Jan. 23.


NEW LEAF BRANDS: Reports $665,000 Net Loss in 2011 Second Quarter
-----------------------------------------------------------------
New Leaf Brands, Inc., filed its quarterly report on Form 10-Q,
reporting a net loss of $665,063 on $658,527 of sales for the
three months ended June 30, 2011, compared with a net loss of
$3.0 million on $1.7 million of sales for the same period of 2010.

For the six months ended June 30, 2011, the Company reported a net
loss of $2.3 million on $1.3 million of sales, compared with a net
loss of $5.6 million on $2.6 million of sales for the
corresponding period in 2010.

As reported by the TCR on June 2, 2011, Eisner Amper LLP, in New
York, N.Y., expressed substantial doubt about the Company'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 the Company has suffered recurring losses from
operations, has a working capital deficiency, was not in
compliance with certain financial covenants related to debt
agreements, and has a significant amount of debt maturing in 2011.

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

                       http://is.gd/yNLvQb

Old Tappan, New Jersey-based New Leaf Brands, Inc., develops,
markets and distributes healthy and functional ready-to-drink
("RTD") beverages.  The Company distributes its products through
independent distributors both internationally and domestically.


NEXSTAR BROADCASTING: Central Square Holds 5% of Class A Shares
---------------------------------------------------------------
In a Schedule 13G filing with the U.S. Securities and Exchange
Commission, Central Square Management LLC and Kelly Cardwell
disclosed that, as of Sept. 2, 2011, they beneficially own 770,871
shares of Class A common stock of Nexstar Broadcasting Group,
Inc., representing 5.01% of the shares outstanding.  A full-text
copy of the filing is available at http://is.gd/YSos6L

                 About Nexstar Broadcasting Group

Irving, Texas-based Nexstar Broadcasting Group Inc. currently
owns, operates, programs or provides sales and other services to
62 television stations in 34 markets in the states of Illinois,
Indiana, Maryland, Missouri, Montana, Texas, Pennsylvania,
Louisiana, Arkansas, Alabama, New York, Rhode Island, Utah and
Florida.  Nexstar's television station group includes affiliates
of NBC, CBS, ABC, FOX, MyNetworkTV and The CW and reaches
approximately 13 million viewers or approximately 11.5% of all
U.S. television households.

The Company reported a net loss of $1.81 million on $313.35
million of net revenue for the year ended Dec. 31, 2010,
compared with a net loss of $12.61 million on $251.97 million of
net revenue during the prior year.

The Company reported a net loss of $15.15 million on $220.28
million of net revenue for the nine months ended Sept. 30,
2011, compared with a net loss of $16.08 million on $216.29
million of net revenue for the same period a year ago.

The Company's balance sheet at Sept. 30, 2011, showed
$582.67 million in total assets, $769.64 million in total
liabilities and a $186.96 million total stockholders' deficit.

                          *     *     *

As reported by the Troubled Company Reporter on Aug. 30, 2010,
Standard & Poor's Ratings Services raised its corporate credit
rating on Nexstar Broadcasting Group to 'B' from 'B-'.  The rating
outlook is stable.

"The 'B' corporate credit rating reflects S&P's expectation that
Nexstar's core ad revenue will continue growing modestly in 2010
and 2011," said Standard & Poor's credit analyst Deborah Kinzer.
The EBITDA growth resulting from the rebound in core advertising,
combined with political ad revenue from the 2010 midterm
elections, should, in S&P's view, enable Nexstar to reduce its
leverage significantly by the end of the year.


NEXTMART INC: Carla Zhou Resigns as Board Member and CFO
--------------------------------------------------------
Nextmart, Inc., on Dec. 21, 2011, accepted the voluntary
resignation of Ms. Carla Zhou as member of the Board of Directors
and Chief Finance Officer of the Company.  Ms. Zhou was not part
of any committee of the Board of Directors, and did not resign
over disagreements with the Company on any matter relating to the
Company's operations, polices or practices..

On that same date, the Board of Directors of the Company appointed
Ms. Windy Liu (age 29 ) to serve as member of the Board of
Directors, and Mr. Addie Han (age 33) to serve as Chief Finance
Officer of the Company.

Ms. Addie Han has extensive experience in corporate financial
management.  From March 2008 to present, she acts as the finance
controller of Beijing Bright Magic Trading Limited, a famous
jewelry distributor in China.  From January 2003 to March 2008,
she has served as finance manager of the Ploy Pailin Jewelry
Limited., a China based company.

Mr. Windy Liu has acted as a business consultant of Ms. Yang Lan,
our largest shareholder, since June 2011.  From June 2009 to June
2011, Ms. Liu served as the business manager of Sun Media Group
Limited, a PRC based company controlled by Ms. Yang Lan.  From
2005 to June 2008, Ms. Liu served as the operating manager of BLP
Suzhou Limited.

No family relationship exists among Ms. Windy Liu, Ms. Addie Han
and any of the Company's other directors or executive officers.
The Company and Mr. Han have not reached an agreement regarding
his compensation.

                        About NextMart Inc.

Beijing, PRC-based NextMart, Inc., was originally incorporated
under the laws of Minnesota in 1972 and was previously known as SE
Global Equity.  In May 2007, the Company reincorporated into the
State of Delaware and changed its name to NextMart, Inc.
NextMart's planned business operations for 2011 will consist of 1)
the sale of marketing solutions through art events and art media
marketing channels, and 2) the design and marketing of art-themed
products lines for existing luxury and high-end goods and
services, and art themed real estate developments.

The Company's balance sheet at June 30, 2011, showed $1.39 million
in total assets, $3.16 million in total liabilities, and a
$1.77 million total stockholders' deficit.

As reported in the Troubled Company Reporter on Jan. 19, 2011,
Bernstein & Pinchuk LLP, in New York, expressed substantial doubt
about NextMart, Inc.'s ability to continue as a going concern,
following the Company's results for the fiscal year ended
Sept. 30, 2010.  The independent auditors noted that the Company
has incurred significant losses from operations for the two years
ended Sept. 30, 2010, and has a working capital deficiency.

                        Bankruptcy Warning

The Company said it cannot provide assurances that it will be
successful in its efforts to enhance its liquidity.  If the
Company is unable to raise sufficient funds to meet its cash
requirements, it may be required to curtail, suspend, or
discontinue its current or proposed operations.  The Company's
inability to raise additional funds may forced the Company to
restructure, file for bankruptcy, sell assets or cease operations,
any of which could adversely impact its business and business
strategy, and the value of its capital stock.  Due to the current
price of the Company's common stock, any common stock based
financing will create significant dilution to the then existing
stockholders.  In addition, in order to conserve capital and to
provide incentives for the Company's employees and service
providers, it is conceivable that the Company may issue stock for
services in the future which also may create significant dilution
to existing stockholders.


NEXTMART INC: Delays Form 10-K for Fiscal 2011
----------------------------------------------
Nextmart, Inc., notified the U.S. Securities and Exchange
Commission that it will be late in filing its Annual Report on
Form 10-K for the period ended Sept. 30, 2011.  The Company said
that due to events unforeseen by the Company, it is unable to
complete its Annual Report without an unreasonable effort and
expense.

                         About NextMart Inc.

Beijing, PRC-based NextMart, Inc., was originally incorporated
under the laws of Minnesota in 1972 and was previously known as SE
Global Equity.  In May 2007, the Company reincorporated into the
State of Delaware and changed its name to NextMart, Inc.
NextMart's planned business operations for 2011 will consist of 1)
the sale of marketing solutions through art events and art media
marketing channels, and 2) the design and marketing of art-themed
products lines for existing luxury and high-end goods and
services, and art themed real estate developments.

The Company's balance sheet at June 30, 2011, showed $1.39 million
in total assets, $3.16 million in total liabilities, and a
$1.77 million total stockholders' deficit.

As reported in the Troubled Company Reporter on Jan. 19, 2011,
Bernstein & Pinchuk LLP, in New York, expressed substantial doubt
about NextMart, Inc.'s ability to continue as a going concern,
following the Company's results for the fiscal year ended
Sept. 30, 2010.  The independent auditors noted that the Company
has incurred significant losses from operations for the two years
ended Sept. 30, 2010, and has a working capital deficiency.

                        Bankruptcy Warning

The Company said it cannot provide assurances that it will be
successful in its efforts to enhance its liquidity.  If the
Company is unable to raise sufficient funds to meet its cash
requirements, it may be required to curtail, suspend, or
discontinue its current or proposed operations.  The Company's
inability to raise additional funds may forced the Company to
restructure, file for bankruptcy, sell assets or cease operations,
any of which could adversely impact its business and business
strategy, and the value of its capital stock.  Due to the current
price of the Company's common stock, any common stock based
financing will create significant dilution to the then existing
stockholders.  In addition, in order to conserve capital and to
provide incentives for the Company's employees and service
providers, it is conceivable that the Company may issue stock for
services in the future which also may create significant dilution
to existing stockholders.


NORD RESOURCES: Obtains Permit to Build New Leaching Pad
--------------------------------------------------------
Nord Resources Corporation has received notification from the
Arizona Department of Environmental Quality that it has granted a
significant amendment to the Aquifer Protection Permit previously
provided to the company.

Receipt of the Permit is subject to fulfilling certain standard
conditions, in particular that Nord makes payments to the ADEQ of
all fees for the application review and that the company submits
an updated Financial Assurance Mechanism for an additional
$575,000.  The company plans to finance this as part of the
funding to build the new leaching pad.

"This is an important step forward for Nord," said Wayne Morrison,
Chief Executive and Chief Financial Officer.  "With the ADEQ's
decision in hand, we can now move forward with the construction of
the new leaching pad, subject to the completion of financing and
the satisfaction of the permitting conditions."

"Moving ahead with the construction of the new leaching pad will
also enable us to resume the mining of new ore in 2012 at the
Johnson Camp Mine.  In the meantime, we are continuing our
leaching and production of copper from the materials previously
placed on our existing pads," Mr. Morrison said.

As previously announced, construction of a new pad, which will be
approximately twice the size of any of the three existing pads,
will require an estimated capital investment of approximately $18
million.

"With respect to a financing transaction, we are continuing active
discussions with various parties.  While we believe that we will
be successful in obtaining the capital required, the timing and
outcome of our efforts cannot be guaranteed," Mr. Morrison said.

                       About Nord Resources

Based in Tuczon, Arizona, Nord Resources Corporation
(TSX:NRD/OTCBB:NRDS.OB) -- http://www.nordresources.com/-- is a
copper mining company whose primary asset is the Johnson Camp
Mine, located approximately 65 miles east of Tucson, Arizona.
Nord commenced mining new ore on February 1, 2009.

Nedbank, the Company's senior lender, has declined to extend the
forbearance agreement with respect to the scheduled principal and
interest payment in the approximate amount of $2,150,000 that was
due on March 31, 2010 under the Company's $25,000,000 secured
term-loan credit facility with Nedbank.  Nedbank Capital has also
declined to extend the forbearance agreement regarding the
Company's failure to make the payment of $697,869 due on April 6,
2010 under the Copper Hedge Agreement between the parties.  Both
forbearance agreements expired at midnight on May 13, 2010.

The Company is now in default of its obligations under the Credit
Agreement and the Copper Hedge Agreement with Nedbank.

On June 2, 2010, Nord Resources appointed FTI Consulting to advise
on refinancing structures and strategic alternatives.

As reported by the TCR on April 4, 2011, Mayer Hoffman McCann
P.C., in Phoenix, Arizona, expressed substantial doubt about the
Company's ability to continue as a going concern.  The independent
auditors noted as of Dec. 31, 2010, and 2009, the Company reported
a deficit in net working capital of $39,929,666 and $7,652,818,
respectively.  The Company's significant historical operating
losses, lack of liquidity, and inability to make the requisite
principal and interest payments due under the terms of the
Company's credit agreement with its senior lender raise
substantial doubt about the Company's ability to continue as a
going concern, the auditors said.

The Company reported a net loss of $21.20 million on
$28.64 million of net sales for the year ended Dec. 31, 2010,
compared with net income of $392,438 on $19.91 million of net
sales during the prior year.

The Company also reported a net loss of $7.08 million on
$11.98 million of net sales for the nine months ended Sept. 30,
2011, compared with a net loss of $10.08 million on $22.60 million
of net sales for the same period a year ago.

The Company's balance sheet at Sept. 30, 2011, showed $57.81
million in total assets, $62.52 million in total liabilities and a
$4.70 million in total stockholders' deficit.


NORTHCORE TECHNOLOGIES: Enables HSE Sourcing Pilot
--------------------------------------------------
Northcore Technologies Inc. announced that its technology platform
had been successfully deployed for the Irish Government Health
Services Executive's initial online acquisition pilot.

Northcore had worked closely with staff from the HSE to configure
Northcore's core strategic sourcing product, Asset Buyer, as
required to support an initial pilot engagement.  The platform was
used to source and purchase a large volume of health care supplies
for multiple regions.  A complete multi-phased sourcing initiative
was performed, including multiple request for quotation elements
and a final stage reverse auction.

This event was the culmination of a focused effort on the part of
both the HSE and Northcore teams.  The HSE is the largest
purchaser in the state, spending in the region of EUR4billion
annually on a diverse range of goods, services and works projects.

A comprehensive review of the process and the resulting benefits
will be forthcoming through a disclosure by both parties.

Companies interested in effective software solutions should
contact Northcore at 416-640-0400 or 1-888-287-7467, extension 395
or via email at Sales@northcore.com.

                          About Northcore

Toronto, Ontario-based Northcore Technologies Inc. (TSX: NTI; OTC
BB: NTLNF) -- http://www.northcore.com/-- provides a Working
Capital Engine(TM) that helps organizations source, manage,
appraise and sell their capital equipment.  Northcore offers its
software solutions and support services to a growing number of
customers in a variety of sectors including financial services,
manufacturing, oil and gas and government.

Northcore owns 50% of GE Asset Manager, LLC, a joint business
venture with GE.  Together, the companies work with leading
organizations around the world to help them liberate more capital
value from their assets.

The Company also reported a net loss and comprehensive loss of
C$3.27 million on C$573,000 of revenue for the nine months ended
Sept. 30, 2011, compared with a net loss and comprehensive loss of
C$2.35 million on C$406,000 of revenue for the same period a year
ago.

The Company's balance sheet at Sept. 30, 2011, showed
C$1.91 million in total assets, C$1.16 million in total
liabilities, and C$747,000 in total shareholders' equity.

Certain adverse conditions and events cast substantial doubt upon
the ability of the Company to continue as a going concern, the
Company said in the filing.  "The Company has not yet realized
profitable operations and has relied on non-operational sources of
financing to fund operations."


NORTHCORE TECHNOLOGIES: Positioned to Exit Fiscal 2011 Debt Free
----------------------------------------------------------------
Northcore Technologies Inc. provided a year-end update on recent
activities.

The Company said that over the past six month period it has
implemented significant changes that have yielded substantial
incremental progress in all core attributes of the Company.  The
areas of focus have been definition and internalization of a new
strategic vision, delivery of continuous sequential improvements
to the Company balance sheet and securing adequate funding to
execute the evolving plan.

Some of the important achievements during this period were:

   * The execution of major changes to the Company's Board of
     Directors and management team, including the appointment of
     Amit Monga to the role of Chief Executive Officer;

   * The formation of a dedicated Social Commerce Group to focus
     on new business acquisition in this fast growing area;

   * The receipt of over $2 million in proceeds from the exercise
     of warrants;

   * Identification of a series of high growth opportunities for
     the Northcore Intellectual Property portfolio;

   * The launch of its first Social Commerce client and group
     purchase platform;

   * The re-launch of the Northcore corporate Web presence
     including major additions related to Intellectual Property
     and Social Commerce;

   * A series of new partnerships, agreements, and customer
     renewals;

   * New progress in the Public Sector domain with an award of
     Vendor of Record status by the Ontario Government and an
     agreement to provide the technology for the Irish Government
     Health Service Executive sourcing pilot;

   * The formation of Northcore Labs to target the creation and
     acquisition of Intellectual Property;

   * The acquisition of Discount This asset base, inclusive of
     unique Intellectual Property;

   * The opening of a U.S. based sales and deployment office in
     Naples, Florida; and

   * The extinguishment of all non-operational debt from the
     Company.

"As fiscal 2011 draws to a close, I look back on my first six
months at Northcore with a sense of pride in our accomplishments,"
said Amit Monga, CEO of Northcore Technologies.  "We have been
able to define a solid strategic vision centred around Enterprise
Software, Social Commerce initiatives and Intellectual Property.
We have now made important progress in all three areas.  The
company is positioned to exit the year debt free, with consecutive
improvements to the balance sheet and in recent receipt of
$900,000 of additional funding.  I look forward to 2012 with
optimism, enthusiasm and the strong belief that Northcore and our
shareholders will be rewarded for their efforts and patience."

                          About Northcore

Toronto, Ontario-based Northcore Technologies Inc. (TSX: NTI; OTC
BB: NTLNF) -- http://www.northcore.com/-- provides a Working
Capital Engine(TM) that helps organizations source, manage,
appraise and sell their capital equipment.  Northcore offers its
software solutions and support services to a growing number of
customers in a variety of sectors including financial services,
manufacturing, oil and gas and government.

Northcore owns 50% of GE Asset Manager, LLC, a joint business
venture with GE.  Together, the companies work with leading
organizations around the world to help them liberate more capital
value from their assets.

The Company also reported a net loss and comprehensive loss of
C$3.27 million on C$573,000 of revenue for the nine months ended
Sept. 30, 2011, compared with a net loss and comprehensive loss of
C$2.35 million on C$406,000 of revenue for the same period a year
ago.

The Company's balance sheet at Sept. 30, 2011, showed
C$1.91 million in total assets, C$1.16 million in total
liabilities, and C$747,000 in total shareholders' equity.

Certain adverse conditions and events cast substantial doubt upon
the ability of the Company to continue as a going concern, the
Company said in the filing.  "The Company has not yet realized
profitable operations and has relied on non-operational sources of
financing to fund operations."


NUTRITION 21: Second Amended Joint Chapter 11 Plan Confirmed
------------------------------------------------------------
BankruptcyData.com reports that the U.S. Bankruptcy Court
confirmed Nutrition 21's the Second Amended Joint Chapter 11 Plan,
pursuant to which proceeds from the sale of substantially all
Company assets will be distributed to satisfy the administrative
expenses of the Debtors' estates and the claims of the Company's
and its creditors, with any remaining proceeds to be used to
satisfy amounts owing to holders of the Company's Series J 8%
Convertible Preferred Stock.

In addition, all 17,750 outstanding shares of the Series J
Preferred Stock will be cancelled, 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 cancelled, causing such shares to be null, void and worthless
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.

When it filed for bankruptcy, the Company entered into a Plan
Support Agreement, dated as of Aug. 26, 2011, with holders of
roughly 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 a License and Supply Agreement between Probioferm, LLC,
Probiohealth, LLC, and N21 LLC dated as of Aug. 6, 2009 (as
amended from time to time).

                         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.


ONYX SERVICE: Posts $1.4 Million Net Loss in Oct. 31 Quarter
------------------------------------------------------------
Onyx Services & Solutions, Inc., filed its quarterly report on
Form 10-Q, reporting a net loss of $1.4 million on $2,142 of sales
for the three months ended Oct. 31, 2011, compared with a net loss
of $17,830 on $6,311 of sales for the three months ended Oct. 31,
2010.

The Company's balance sheet at Oct. 31, 2011, showed $2.2 million
in total assets, $481,923 in total liabilities, and stockholders'
equity of $1.7 million.

M&K CPAs, PLLC, in Houston, Tex., expressed substantial doubt
about Onyx Services & Solutions' ability to continue as a going
concern, following the Company's results for the fiscal year ended
July 31, 2011.  The independent auditors noted that the Company
has suffered net losses from operations.

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

                       http://is.gd/NFfpbs

Greenwood Village, Colo.-based Onyx Service & Solutions, Inc., is
currently a provider of both privately owned and company owned
automatic teller machines (ATM).  The Company receives revenues
from the collection of the surcharge revenues and inter-exchange
revenues.


ODYSSEY (IX) DP: Sec. 341 Creditors' Meeting Set for Jan. 18
------------------------------------------------------------
The U.S. Trustee for Middle District of Florida will convene a
meeting of creditors pursuant to 11 U.S.C. Sec. 341 in the
bankruptcy case of Odyssey (IX) DP I, LLC, dba Ocean Breeze Plaza,
on Jan. 18, 2012, at 11:30 a.m. at Tampa, Florida (861) - Room
100-B, Timberlake Annex, 501 E. Polk Street.

The last day to oppose discharge or dischargeability is March 19,
2012.  Proofs of claim are due in the case by Feb. 29, 2012.

Lakeland, Florida-based Odyssey (IX) DP I LLC, owns the Ocean
Breeze Plaza, a shopping center in Jensen Beach Florida.  Odyssey
(IX) DP I filed for Chapter 11 bankruptcy (Bankr. M.D. Fla. Case
No. 11-22952) on Dec. 16, 2011, after its lender, U.S. Bank N.A.
declared a default on a $16 million construction loan.  Judge
Catherine Peek McEwen presides over the case.  Edward J. Peterson,
III, Esq., at Stichter, Riedel, Blain & Prosser PA, in Tampa,
Florida, serves as the Debtor's counsel.  In its petition, the
Debtor estimated $10 million to $50 million in assets and debts.
The petition was signed by Robert Madden, president of OC DIP LLC,
the Debtor's 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.


ODYSSEY (IX) DP: Hires Stichter Riedel as Bankruptcy Counsel
------------------------------------------------------------
Odyssey (IX) DP I LLC seeks Bankruptcy Court permission to employ
Stichter, Riedel, Blain & Prosser P.A., as bankruptcy counsel.

Edward J. Peterson, Esq., an attorney at the firm, disclosed that
Stichter Riedel received $200,000 from the Debtor on account of
prepetition services and as retainer for postpetition services.

Mr. Peterson attests that neither the firm nor its attorneys has
any connection with non-insider creditors of the Debtor, other
parties-in-interest, or their attorneys, and neither Stichter
Riedel nor its attorneys represent any interest adverse to the
Debtor or to the estate with respect to the matters upon which it
is to be employed by the Debtor.

                      About Odyssey (IX) DP I

Lakeland, Florida-based Odyssey (IX) DP I LLC, owns the Ocean
Breeze Plaza, a shopping center in Jensen Beach Florida.  Odyssey
(IX) DP I filed for Chapter 11 bankruptcy (Bankr. M.D. Fla. Case
No. 11-22952) on Dec. 16, 2011, after its lender, U.S. Bank N.A.
declared a default on a $16 million construction loan.  Judge
Catherine Peek McEwen presides over the case.  Edward J. Peterson,
III, Esq., at Stichter, Riedel, Blain & Prosser PA, in Tampa,
Florida, serves as the Debtor's counsel.  In its petition, the
Debtor estimated $10 million to $50 million in assets and debts.
The petition was signed by Robert Madden, president of OC DIP LLC,
the Debtor's manager.

The Debtor's largest creditor, U.S. Bank N.A., is represented by
Donald Kirk, Esq., and Scott Underwood, Esq., at Fowler White
Boggs P.A.

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.


ODYSSEY (IX) DP: Taps Bill Maloney Consulting as CRO
----------------------------------------------------
Odyssey (IX) DP I LLC is seeking Bankruptcy Court authority to
employ William Maloney and Bill Maloney Consulting as chief
restructuring officer.  The Debtor said Mr. Maloney is "absolutely
essential" to the Debtor's reorganization efforts.  Mr. Maloney
currently serves as vice president for planning for Odyssey
Entities LLC, a related entity.  In addition, Mr. Maloney has
served as restructuring officer for Odyssey Properties III LLC and
other affiliated entities that filed for bankruptcy.

Mr. Maloney charges $325 per hour for his services.  The Debtor
won't be responsible for any health or medical benefits for Mr.
Maloney.

Mr. Maloney may be reached at:

          BILL MALONEY CONSULTING
          200 2nd Ave. S. #463
          St. Petersburg, FL 33701
          Tel: 727-215-4136
          Fax: 813-200-3321

                      About Odyssey (IX) DP I

Lakeland, Florida-based Odyssey (IX) DP I LLC, owns the Ocean
Breeze Plaza, a shopping center in Jensen Beach Florida.  Odyssey
(IX) DP I filed for Chapter 11 bankruptcy (Bankr. M.D. Fla. Case
No. 11-22952) on Dec. 16, 2011, after its lender, U.S. Bank N.A.
declared a default on a $16 million construction loan.  Judge
Catherine Peek McEwen presides over the case.  Edward J. Peterson,
III, Esq., at Stichter, Riedel, Blain & Prosser PA, in Tampa,
Florida, serves as the Debtor's counsel.  In its petition, the
Debtor estimated $10 million to $50 million in assets and debts.
The petition was signed by Robert Madden, president of OC DIP LLC,
the Debtor's manager.

The Debtor's largest creditor, U.S. Bank N.A., is represented by
Donald Kirk, Esq., and Scott Underwood, Esq., at Fowler White
Boggs P.A.

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.


ODYSSEY (IX) DP: Seeks Cash Use, Mediation for U.S. Bank Claims
---------------------------------------------------------------
Odyssey (IX) DP I LLC seeks Bankruptcy Court authority to use cash
collateral securing its obligations to U.S. Bank N.A. under a
prepetition construction loan.  As of the bankruptcy filing date,
the Bank is owed roughly $15.83 million.  The Debtor needs access
to cash collateral to fund operating expenses and administration
of the Chapter 11 case.  The Debtor said the bank may assert a
lien on the rents and leases at the Debtor's shopping center.  The
Debtor proposes to grant adequate protection liens to U.S. Bank.

Odyssey (IX) DP I also asks the Court to submit to mediation all
disputes against U.S. Bank and appoint Jeffrey Warren as mediator.
The parties have been engaged in good faith settlement talks and
the Debtor believes mediation is the next logical step towards
reaching a global resolution.

                      About Odyssey (IX) DP I

Lakeland, Florida-based Odyssey (IX) DP I LLC, owns the Ocean
Breeze Plaza, a shopping center in Jensen Beach Florida.  Odyssey
(IX) DP I filed for Chapter 11 bankruptcy (Bankr. M.D. Fla. Case
No. 11-22952) on Dec. 16, 2011, after its lender, U.S. Bank N.A.
declared a default on a $16 million construction loan.  Judge
Catherine Peek McEwen presides over the case.  Edward J. Peterson,
III, Esq., at Stichter, Riedel, Blain & Prosser PA, in Tampa,
Florida, serves as the Debtor's counsel.  In its petition, the
Debtor estimated $10 million to $50 million in assets and debts.
The petition was signed by Robert Madden, president of OC DIP LLC,
the Debtor's manager.

U.S. Bank, the Debtor's largest creditor, is represented by:

          Donald Kirk, Esq.
          Scott Underwood, Esq.
          FOWLER WHITE BOGGS P.A.
          P.O. Box 1438
          Tampa, FL 33601
          E-mail: dkirk@fowlerwhite.com

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.


OSAGE EXPLORATION: Peter Hoffman Discloses 11.8% Equity Stake
-------------------------------------------------------------
In an amended Schedule 13D filing with the U.S. Securities and
Exchange Commission, Peter E. Hoffman, Jr., disclosed that, as of
Dec. 20, 2011, he beneficially owns 5,639,119 shares of common
stock of Osage Exploration and Development, Inc., representing
11.8% of the shares outstanding.  A full-text copy of the amended
Schedule 13D is available for free at http://is.gd/EikbAf

                     About Osage Exploration

Based in San Diego, California with production offices in Oklahoma
City, Oklahoma, and executive offices in Bogota, Colombia, Osage
Exploration and Development, Inc. (OTC BB: OEDV) --
http://www.osageexploration.com/-- is an independent exploration
and production company with interests in oil and gas wells and
prospects in the US and Colombia.

The Company reported a net loss $1.62 million on $1.83 million of
total operating revenues for the year ended Dec. 31, 2010,
compared with a net loss of $2.32 million on $2.81 million of
total operating revenues during the prior year.

The Company reported net income of $2.56 million on $2.45 million
of total operating revenues for the nine months ended Sept. 30,
2011, compared with a net loss of $1.56 million on $1.26 million
of total operating revenues for the same period a year ago.

The Company's balance sheet at Sept. 30, 2011, showed
$5.32 million in total assets, $1.14 million in total liabilities,
and $4.17 million in total stockholders' equity.

GKM, LLP expressed substantial doubt about the Company's ability
to continue as a going concern.  GKM noted that the Company has
suffered recurring losses from operations and has an accumulated
deficit as of Dec. 31, 2010.


OSI RESTAURANT: William Allen Resigns from Board of Directors
-------------------------------------------------------------
William A. Allen, III, advised OSI Restaurant Partners, LLC, that
he will resign as a member of the Board of Directors and as
Chairman of the Board of Directors of the Company effective
Jan. 1, 2012.  Mr. Allen expressed no disagreement with the
Company on any matter relating to the Company's operations,
policies or practices.

                       About OSI Restaurant

OSI Restaurant Partners, Inc., is the #3 operator of casual-dining
spots (behind Darden Restaurants and Brinker International), with
more than 1,400 locations in the U.S. and 20 other countries.  Its
flagship Outback Steakhouse chain boasts more than 950 locations
that serve steak, chicken, and seafood in Australian-themed
surroundings.  OSI also operates the Carrabba's Italian Grill
chain, with about 240 locations.  Other concepts include Bonefish
Grill, Fleming's Prime Steakhouse, and Cheeseburger In Paradise.
Most of the restaurants are company owned.  A group led by
Chairman Chris Sullivan took the company private in 2007.

The Company's balance sheet at Sept. 30, 2011, showed $2.32
billion in total assets, $2.37 billion in total liabilities and a
$40.30 million total deficit.

The Company reported net income of $27.84 million on $3.62 billion
of total revenues for the year ended Dec. 31, 2010, compared with
a net loss of $54.40 million on $3.60 billion of total revenues
during the prior year.


PECAN SQUARE: Wells Fargo Objects to Motion to Use Cash Collateral
------------------------------------------------------------------
Wells Fargo Bank, N.A., as Trustee for the registered holders of
J. P. Morgan Chase Commercial Mortgage Securities Trust 2006-
CIBC16, Commercial Mortgage Pass-Through Certificates, Series
2006-CIBC16, objects to Pecan Square, Ltd.'s Expedited Motion for
authority to Use Cash Collateral.

The Lender objects to the motion unless and until it has a full
opportunity to review the budget proposed by the Debtor, received
information concerning the budget that it has requested from the
Debtor, negotiated the terms of the proposed use of cash
collateral (including the adequate protection to be provided and
the terms of a cash collateral order), and determined the amount
of the Lender's cash collateral that is currently on hand.

As reported in the TCR on Dec. 26, 2011, the Debtor asked the
Bankruptcy Court for authorization to use cash collateral in which
Wells Fargo Bank, N.A., asserts an interest, to fund its business
operations postpetition.

As adequate protection, the Debtor will grant Wells Fargo
replacement lien and similar protections commonly afforded secured
creditors whose cash collateral is being utilized.  The Debtor
will also make monthly payments of prepetition non-default
interest, in the approximate amount of $46,000.

About Pecan Square

Dallas, Texas-based Pecan Square, Ltd., filed for Chapter 11
protection (Bankr. N.D. Tex. Case No. 11-37391) on Nov. 22, 2011.
Bankruptcy Judge Barbara J. Houser presides over the case.
Illyssa Iona Fogel, Esq., at the Law Office of Illyssa I. Fogel
represents the Debtor in its restructuring effort.  The Debtor
disclosed $12,566,634 in assets and $10,772,566 in liabilities as
of the Chapter 11 filing.

On March 31, 2011, the Debtor filed its voluntary petition (Bankr.
S.D. Calif. Case No. 11-05359).  On Oct. 17, 2011, the San Diego
Bankruptcy Court dismissed this first Chapter 11 case.


PETROHUNTER ENERGY: Incurs $7 Million Net Loss in Fiscal 2011
-------------------------------------------------------------
Petrohunter Energy Corporation filed with the U.S. Securities and
Exchange Commission its annual report on Form 10-K, reporting a
net loss of $7.01 million on $0 of revenue for the year ended
Sept. 30, 2011, compared with a net loss of $6.75 million on $0 of
revenue during the prior year.

The Company's balance sheet at Sept. 30, 2011, showed $837,052 in
total assets, $70.01 million in total liabilities, and a
$69.17 million total stockholders' deficit.

Eide Bailly LLP, in Greenwood Village, Colorado, noted that
certain factors indicate substantial doubt that the Company will
be able to continue as a going concern.  The Company has an
accumulated deficit of $292,987,591 and a net loss of $7,013,787
for the year ending Sept. 30, 2011, and as of that date the
Company's current liabilities exceeded the Company's current
assets by $14,561,719.  The Company?s ability to meet its
contractual obligations and remit payment to its vendors depends
on its ability to generate additional financing.  PetroHunter's
management continues to explore arrangements and whereby it may
raise additional capital through the sale of existing assets and
or through joint ventures related to its pending permit
applications as well as through a potential debt or equity
issuance.  However there are no assurances the plans of the
Company will result in its ability to raise funds.  If the Company
is unable to execute these plans it may have to cease operations
or curtail operations further.

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

                        http://is.gd/zw8yJA

                      About PetroHunter Energy

Denver, Colo.-based PetroHunter Energy Corporation is an oil and
gas exploration company.  The Company currently owns oil and gas
leasehold interests either directly or through an equity
investment in Australia (Beetaloo Basin) and in Western Colorado
(Piceance Basin).


P.J. FINANCE: U.S. Trustee Seeks Rejection of Plan Disclosures
--------------------------------------------------------------
Roberta A. DeAngelis, the U.S. Trustee for Region 3, asks the U.S.
Bankruptcy Court for the District of Delaware to deny approval of
the Disclosure Statement for Joint Plan proposed by P.J. Finance
Company, LLC, et al., and the Official Committee of Unsecured
Creditors.

According to the U.S. Trustee, the Disclosure Statement proposes a
plan that is unconfirmable as a matter of law.  The Plan (i)
contains an exculpation provision that is contrary to applicable
law in the District; and (ii) improperly gives certain parties the
exclusive right to object to claims, contrary to the Bankruptcy
Code.

As reported in the Troubled Company Reporter on Sept. 22, 2011,
the Plan provides for these terms:

  * The Plan is to be financed with a fresh $10 million investment
    by the owners.

  * Torchlight has two alternatives:

    (A) Torchlight can elect to keep the full amount of a
        $370 million secured claim on the properties.  The new
        debt would start off paying 3.5% interest and mature in
        2019.  In that event, unsecured creditors would split up
        $5 million cash to cover $10 million in claims.

    (B) Torchlight can elect to have a new secured debt equal to
        whatever value the judge assigns to the collateral.  The
        new secured debt would start off paying 3% interest and
        mature in 2022.  In that case, unsecured creditors would
        receive $4 million cash, and Torchlight would receive a
        new unsecured note for 40% of its estimated $165 million
        deficiency claim.  The 40% is to represent the same
        distribution received by unsecured creditors.

The U.S. Trustee is represented by:

         Jane M. Leamy, Esq.
         J. Caleb Boggs Federal Building
         844 King Street, Suite 2207, Lockbox 35
         Wilmington, DE 19801
         Tel: (302) 573-6491
         Fax: (302) 573-6497

                        About PJ Finance

Chicago, Illinois-based PJ Finance Company, LLC, owns apartment
communities in the states of Arizona, Florida, Georgia, Tennessee
and Texas.  PJ Finance owns or holds ownership interests in 32
apartment communities that collectively have more than 9,500
rentable units.  It has 20 apartment locations in Texas, and the
remaining 12 in Arizona, Florida, Georgia and Tennessee.  The day-
to-day operations of the portfolio are managed by a third party,
WestCorp Management Group One, Inc.

PJ Finance and various affiliates filed for Chapter 11 bankruptcy
protection (Bankr. D. Del. Lead Case No. 11-10688).  Michelle E.
Marino, Esq., and Stuart M. Brown, Esq., at DLA Piper LLP (US), in
Wilmington, Delaware, serve as bankruptcy counsel.  Kurtzman
Carson Consultants, LLC, is the Debtors' claims and notice agent.
An official committee of unsecured creditors has been named in the
case.  Christopher A. Jarvinen, Esq., and Mark T. Power, Esq., at
Hahn & Hessen LLP, represent the committee as lead counsel.
Richard Scott Cobb, Esq., and William E. Chipman, Jr., Esq., at
Landis Rath & Cobb, in Wilmington, Del., serve as the committee's
local counsel.

The Debtors estimated total assets of at least $275 million
(estimated value of portfolio securing loan to Bank of America)
and total debts of at least $479 million ($475 million owed to
BofA, $4.4 million trade debt).

PJ Finance said it has a commitment for Gaia Real Estate
Investments LLC to invest $42 million and serve as the foundation
for a reorganization plan.


PLATINUM PROPERTIES: Can Draw $600,000 Financing from Lender
------------------------------------------------------------
On 2011, the U.S. Bankruptcy Court for the Southern District of
Indiana granted permission to obtain up to $600,000 in secured
postpetition financing from Palmer Properties, LLC.

First Internet Bank of Indiana, the existing first priority,
senior lienholder, will be fully repaid from the initial draw at
closing under the approved DIP loan.

A copy of the DIP Financing Order is available for free at:

      http://bankrupt.com/misc/platinumproperties.doc285.pdf

As reported in the TCR on Nov. 30, 2011, the Debtor asked the
Bankruptcy Court for authority to obtain postpetition financing of
up to $600,000 from Palmer Properties, LLC, in the form of a
secured line of credit, to allow the Debtor to pay its ordinary
and necessary operating expenses.

The proposed postpetition financing grants the Lender a first
priority mortgage lien on twelve (12) platted lots in the
Bellewood subdivision located in Hamilton County, Indiana.

First Internet Bank of Indiana has a first priority security
interest in and lien on the DIP Collateral to secure the Debtor's
obligation to First Internet of approximately $56,000.  As part of
the DIP Financing, First Internet will be fully repaid from the
initial draw at closing under the approved DIP loan.  First
Internet will contemporaneously therewith release its lien on the
DIP Collateral.

The total principal outstanding under the Loan Documents will not
exceed the lesser of (i) $600,000 or (ii) an amount equal to 60%
of the aggregate Gross Sales Price of the DIP Collateral that is
subject to the Lender's mortgage at any given time of reference.

Upon a sale of any lot comprising the DIP Collateral, the Debtor
will make a payment in the amount equal to the remainder of the
Gross Sales Price of the purchased lot less the sum of the Builder
Deposit Credit and all closing costs to be paid by the Debtor in
connection with each sale.

The Loan will be made at the rate of 12% per annum.  Interest will
become due and payable with each payment and at maturity.

The Note will mature on Dec. 31, 2013.

The Lender is entitled to an expedited hearing seeking termination
of the automatic stay as to the DIP Collateral upon an Event of
Default.

A copy of the financing motion is available for free at:

      http://bankrupt.com/misc/platinumproperties.dkt270.pdf

              About Platinum Properties and PPV LLC

Indianapolis, Indiana-based Platinum Properties, LLC, is a
residential real estate developer.  Platinum acquires land,
designs the projects, obtains zoning and other approvals, and
constructs roads, drainage, utilities, and other infrastructure of
residential subdivisions.  Platinum then sells the finished,
platted lots.  Platinum also has an ownership interest in several
special purpose entities that in turn own, operate and manage
individual projects.

PPV LLC is a joint venture between Platinum and a non-debtor
entity, Pittman Partners, Inc., each of whom hold an equity
interest in PPV.  PPV owned four projects directly and owns 100%
of the membership interest of Sweet Charity Estates, LLC.

Platinum Properties and PPV LLC filed for Chapter 11 protection
(Bankr. S.D. Ind. Case Nos. 11-05140 and 11-05141) on April 25,
2011.  Lawyers at Baker & Daniels LLP, in Indianapolis, Indiana,
serve as the Debtors' bankruptcy counsel.  Platinum Properties
disclosed $14,624,722 in assets and $181,990,960 in liabilities as
of the Chapter 11 filing.

The U.S Trustee has not yet appointed a creditors committee in the
Debtor's case.  The U.S. Trustee reserves the right to appoint
such a committee should interest developed among the creditors.


PLATINUM PROPERTIES: Plan Filing Period Extended to April 19
------------------------------------------------------------
United States Bankruptcy Judge Basil H. Lorch III has further
extended Platinum Properties, LLC, and PPV, LLC's exclusive
periods to file and solicit acceptances for their proposed plan of
reorganization, up to and including April 19, 2012, and June 20,
2012, respectively.

As reported in the TCR on Dec. 15, 2011, the Debtors told the
Court that they require additional time to develop and evaluate
expressions of interest in additional sales transactions or other
settlements with their creditors.  Further, the Debtors said they
are currently in negotiations with certain creditors to engage in
one or more transactions that could result in a mutually agreeable
resolution for one or both of the Chapter 11 Cases.

              About Platinum Properties and PPV LLC

Indianapolis, Indiana-based Platinum Properties, LLC, is a
residential real estate developer.  Platinum acquires land,
designs the projects, obtains zoning and other approvals, and
constructs roads, drainage, utilities, and other infrastructure of
residential subdivisions.  Platinum then sells the finished,
platted lots.  Platinum also has an ownership interest in several
special purpose entities that in turn own, operate and manage
individual projects.

PPV LLC is a joint venture between Platinum and a non-debtor
entity, Pittman Partners, Inc., each of whom hold an equity
interest in PPV.  PPV owned four projects directly and owns 100%
of the membership interest of Sweet Charity Estates, LLC.

Platinum Properties and PPV LLC filed for Chapter 11 protection
(Bankr. S.D. Ind. Case Nos. 11-05140 and 11-05141) on April 25,
2011.  Lawyers at Baker & Daniels LLP, in Indianapolis, Indiana,
serve as the Debtors' bankruptcy counsel.  Platinum Properties
disclosed $14,624,722 in assets and $181,990,960 in liabilities as
of the Chapter 11 filing.

The U.S. Trustee has not appointed a creditors committee in the
Debtor's case.  The U.S. Trustee reserves the right to appoint
such a committee should interest developed among the creditors.


PLATINUM STUDIOS: Hires John Rutledge as General Counsel
--------------------------------------------------------
The Board of Directors of Platinum Studios, Inc., appointed John
Rutledge of Rutledge Law Center Ltd. as the corporation's General
Counsel, to assist in all aspects of the corporation's business.

Mr. Rutledge is an attorney licensed to practice in Nevada and
California, and has served as counsel on a billion-dollar land
portfolio and has represented a foreign nation-state in
negotiations with regard to the filming of a certain television
series.  His practice includes the protection and deployment of
intellectual property in the marketplace.  He received his BA
degree from Loyola Marymount University, JD from Howard University
School of Law, and Masters of Law from the University of Miami.

                       About Platinum Studios

Los Angeles, Calif.-based Platinum Studios, Inc., controls a
library consisting of more than 5,000 characters and is engaged
principally as a comics-based entertainment company adapting
characters and storylines for production in film, television,
publishing and all other media.

The Company reported a net loss of $9.94 million on $2.27 million
of revenue for the year ended Dec. 31, 2010, compared with a net
loss of $3.38 million on $292,940 of revenue during the prior
year.

The Company also reported a net loss of $13.83 million on
$10.47 million of net revenue for the nine months ended Sept. 30,
2011, compared with a net loss of $1.70 million on $2.24 million
of net revenue for the same period during the prior year.

The Company's balance sheet at Sept. 30, 2011, showed
$1.75 million in total assets, $29.70 million in total
liabilities, all current, and a $27.94 million total shareholders'
deficit.

The Company is also delinquent in payment of $116,308 for payroll
taxes as of Sept. 30, 2011, and in default of certain of its short
term notes payable including it $4,916,665 note payable to
Standard Chartered Bank.  These matters raise substantial doubt
about the Company's ability to continue as a going concern.
As reported by the TCR on April 21, 2011, HJ Associates &
Consultants, LLP, in Salt Lake City, Utah, expressed substantial
doubt about the Company's ability to continue as a going concern,
following the 2010 financial results.  The independent auditors
noted that the Company has suffered recurring losses from
operations which have resulted in an accumulated deficit.


POWER EFFICIENCY: Two Directors Resign from Board
-------------------------------------------------
Robbie Diamond, on Dec. 22, 2011, notified the board of directors
of Power Efficiency Corporation that he is resigning from the
board of directors effective immediately.  The Company believes
Mr. Diamond's resignation is a result of a disagreement with the
Company's next financing.

On Dec. 24, 2011, Herman Sarkowsky notified the Company's board of
directors that he is resigning from the board of directors
effective immediately.  Mr. Sarkowsky served on the board of
director's compensation committee.  Mr. Sarkowsky's resignation is
a not as a result any disagreement with the Company's operations,
policies or practices.

                      About Power Efficiency

Las Vegas, Nevada-based Power Efficiency Corporation (OTC: PEFF) -
- http://www.powerefficiency.com/-- is a clean technology
company focused on efficiency technologies for electric motors.

The Company reported a net loss of $2.77 million on $394,342 of
revenue for the nine months ended Sept. 30, 2011, compared with
a net loss of $2.50 million on $416,393 of revenue for the same
period a year ago.

The Company's balance sheet at Sept. 30, 2011, showed
$2.63 million in total assets, $1.32 million in total liabilities,
and $1.31 million in total stockholders' equity.

As reported in the TCR on April 6, 2011, BDO USA, LLP, in Las
Vegas, Nevada, expressed substantial doubt about Power
Efficiency's ability to continue as a going concern, following the
Company's 2010 results.  The independent auditors noted that the
Company has suffered recurring losses and has generated negative
cash flows from operations.

                        Bankruptcy Warning

Continuation of the Company as a going concern is dependent upon
achieving profitable operations or accessing sufficient operating
capital.  Management's plans to achieve profitability include
developing new products such as hybrid motor starters and single-
phase to three-phase converters, developing business in the Asian
market, obtaining new customers and increasing sales to existing
customers.  Management is seeking to raise additional capital
through equity issuance, debt financing or other types of
financing.  However, there are no assurances that sufficient
capital will be raised.  If the Company is unable to obtain it on
reasonable terms, the Company would be forced to restructure, file
for bankruptcy or significantly curtail operations.


QUALTEQ INC: University Subscription's Chapter 11 Case Dismissed
----------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware dismissed
the Chapter 11 case of University Subscription Services, Inc., a
debtor-affiliate of Qualteq, Inc., et al.

                         About the Debtors

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

Qualteq Inc. and 17 affiliated companies filed for Chapter 11
bankruptcy protection (Bankr. D. Del. Lead Case No. 11-12572) on
Aug. 14, 2011.  Eric Michael Sutty, Esq., and Jeffrey M. Schlerf,
Esq., at Fox Rothschild LLP, serve as local counsel to the
Debtors.  K&L Gates LLP is the general bankruptcy counsel.
Eisneramper LLP is the accountants and financial advisors.
Scouler & Company is the restructuring advisors.  Lowenstein
Sandler PC is counsel to the Committee.  Avadamma LLC disclosed
$38,491,767 in assets and $36,190,943 in liabilities as of the
Petition Date.

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


QUALTEQ INC: Bank of America Wants Plami Motion to Quash Dismissed
------------------------------------------------------------------
Bank of America, N.A., has asked the U.S. Bankruptcy Court for the
District of Delaware to dismiss the motion filed by Plami, S.A. De
C.V., to quash deposition notice served by BofA to Qualteq, Inc.,
et al.

BofA also joined in the motion to quash filed by the Debtors and
the Official Committee of Unsecured Creditors.

On Oct. 31, the Court entered a scheduling order on BofA's motion
to transfer venue of the cases to the Bankruptcy Court for the
Northern District of Illinois.  As required by the schedule, BofA
served written discovery on Nov. 7, 2011, and BofA served notices
and subpoena for deposition, including on Plami, to occur between
Nov. 14 and 23, the period for deposition.

BofA asserted that the Plami motion is premature and the counsel's
certification respecting compliance with the local rules is
misleading.

                        About QualTeq Inc.

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

Qualteq Inc. and 17 affiliated companies filed for Chapter 11
bankruptcy protection (Bankr. D. Del. Lead Case No. 11-12572) on
Aug. 14, 2011.  Eric Michael Sutty, Esq., and Jeffrey M. Schlerf,
Esq., at Fox Rothschild LLP, serve as local counsel to the
Debtors.  K&L Gates LLP is the general bankruptcy counsel.
Eisneramper LLP is the accountants and financial advisors.
Scouler & Company is the restructuring advisors.  Lowenstein
Sandler PC is counsel to the Committee.  Avadamma LLC disclosed
$38,491,767 in assets and $36,190,943 in liabilities as of the
Petition Date.

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


RENAISSANT LAFAYETTE: Completed Vital Tasks; Ch. 11 Case Dismissed
------------------------------------------------------------------
The Hon. Pamela Pepper of the U.S. Bankruptcy Court for the
Eastern District of Wisconsin dismissed the Chapter 11 case of
Renaissant Lafayette LLC.

The Debtor and bank have filed the joint certification required
pursuant to Paragraph 6(d) of the Provisional Dismissal Order
confirming that each of these conditions to dismissal has been
satisfied:

   a) payment of the fees of the United States Trustee for the
   quarter ending Sept. 30, 2011;

   b) completion by the bank of any payments to the professionals
   for allowed administrative expense priority claims pursuant to
   the orders of the Court and consistent with the provisions of
   the estate carve-out and the motion;

   c) completion of distributions and the orders of the Court with
   respect to any objections thereto; and

   d) filing of a certification signed by counsel for the Debtor
   and the bank that the items set forth in sub-paragraphs (a),
   (b) and (c) have been completed performed in full.

As reported in the Troubled Company Reporter on Oct. 19, 2011, the
Court has approved the procedures set forth in the Debtor's
dismissal motion for the resolution of all the fees of all
professionals and of general unsecured claims against the Debtor
and the distribution of funds available pursuant to the "estate
carve-out" for the benefit of professionals and also for general
unsecured creditors.

As reported in the TCR on Aug. 18, 2011, the Debtor asked the
Bankruptcy Court to dismiss its Chapter 11 case and authorize
Amalgamated Bank to distribute the estate carve out to creditors
-- professionals and general unsecured creditors.

The Debtor related that it has no remaining assets other than its
rights to access the remaining amounts of the estate carve-out.

                    About Renaissant Lafayette

Oak Brook, Illinois-based Renaissant Lafayette LLC is the owner of
a 280-unit luxury condominium development in Milwaukee named Park
Lafayette.  The project is at the intersection of North Prospect
Avenue and Lafayette Place in Milwaukee.

The Company filed for Chapter 11 protection on December 23, 2009
(Bankr. E.D. Wis. Case No. 09-38166).  In its schedules, the
Debtor disclosed $61,253,824 in assets and $111,897,768 in
liabilities as of the Petition Date.

Forrest B. Lammiman, Esq., at Meltzer, Purtill & Stelle LLC, in
Chicago, represents the Debtor as counsel.  Albert Solochk, Esq.,
represents the Official Unsecured Creditors Committee as counsel.


RIDGE PARK: Lender Wants Cash Access to Pay Real Property Taxes
---------------------------------------------------------------
Secured creditor CSMC 2006-C5 Better World Limited Partnership
asks the U.S. Bankruptcy Court for the Central District of
California for authority to use the cash collateral in its
possession.

The lender is the current owner and holder of the prepetition loan
made to the Debtor in the original principal amount of $11,250.

The lender intends to use the cash collateral to pay real property
taxes with respect to certain real property owned by Ridge Park
Office, LLC, that secured the lender's prepetition loan.

The lender relates that the Riverside County Assessor has assessed
first half 2011/2012 real property taxes against the property in
the amount of $66,102, which were due Dec. 12, 2011.

According to the lender, failure to pay the unpaid taxes will
result in a 10% penalty.  An additional 10% penalty will be
charged if the unpaid taxes remain unpaid after April 10, 2012.

The lender has requested that the Debtor pay the unpaid taxes when
due to avoid the imposition of unnecessary and costly penalties,
but the Debtor has refused and has indicated that it has no
intention of doing so.

Absent the relief, the lender will bear the responsibility for the
unnecessary fees and penalties levied as a result of the Debtor's
failure to pay unpaid taxes when the lender ultimately forecloses
on the property.

                     About Ridge Park Office

Temecula, California-based Ridge Park Office, LLC, filed for
Chapter 11 bankruptcy (Bankr. C.D. Calif. Case No. 11-33683) on
July 22, 2011, represented by Krikor J. Meshefejian, Esq., at
Levene, Neale, Bender, Yoo & Brill LLP.  The petition was signed
by Paul Garrett, president of
Redhawk Communities, Inc.

Ridge Park affiliates that have separately filed Chapter 11
petitions are: RCI Regional Grove, LLC (Case No. 11-22055) filed
on April 12, 2011; Diaz Road Properties, LLC (Case No. 11-28473)
and RCI Rio Nedo, LLC (Case No. 11-28470) both filed on June 6,
2011; and Woods Canyon Associates L.P. (Case No. 11-32418) filed
on July 11, 2011.   The Ridge Park case was originally assigned to
Judge Catherine E. Bauer but was later moved to Judge Scott C.
Clarkson, who oversees the affiliates' cases.

Prepetition lender CSMC 2006-C5 Better World Limited Partnership
is represented by H. Mark Mersel, Esq., at Bryan Cave LLP.  The
Debtor disclosed liabilities of $11,254,887.


ROUND TABLE: Committee Wants Post-Confirmation Committee Formed
---------------------------------------------------------------
The Official Committee of Unsecured Creditors in the bankruptcy
cases of Round Table Pizza, Inc., et al., asks the U.S. Bankruptcy
Court for the Northern District of California to:

   -- ensure that the interests of general unsecured creditors
   continue to be protected after confirmation; and

   -- require the Debtors and lenders to include a provision in
   the Plan for a post confirmation committee to monitor Debtors'
   and lenders' performance and compliance with the terms of the
   Plan.

According to the Committee, the Plan, drafted by the Debtors and
lenders, does not implement the agreement reached after the
mediation.  The Committee's counsel reviewed the Plan, and saw
that the Backstop was not as negotiated by the Committee.  Because
the Plan did not reflect the treatment the Committee negotiated,
the Committee did not provide a letter of support.

As reported in the Troubled Company Reporter on Dec. 19, 2011, the
Debtors will emerge from bankruptcy following confirmation of the
Consensual Plan of Reorganization on Dec. 12 by the U.S.
Bankruptcy Court in Oakland, California.

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

The Committee is represented by:

         Karol K. Denniston, Esq.
         Michael C. Abel, Esq.
         BROWNSTEIN HYATT FARBER SCHRECK, LLP
         2029 Century Park East, Suite 2100
         Los Angeles, CA 90067-3007
         Tel: (310) 500-4600
         Fax: (310) 500-4602
         E-mail: KDenniston@BHFS.com
                 MCAbel@BHFS.com

                         About Round Table

Based in Concord, California, Round Table Pizza, Inc. --
http://www.roundtablepizza.com/-- is a private, 100% employee-
owned company with corporate offices based in Concord, California.
Round Table is largely owned by an Employee Stock Ownership Plan,
with 3,190 participants.  The ESOP is designed and intended to
provide a source of retirement income to Round Table's loyal,
long-term employees.

Round Table is a major West Coast pizza chain.  There are
currently approximately 348 franchised stores, operated by
approximately 150 franchisees.  Prior to the petition date, Round
Table operated 128 company-owned stores.

Round Table filed for Chapter 11 bankruptcy protection (Bankr.
N.D. Calif. Case No. 11-41431) on Feb. 9, 2011.  Judge Roger L.
Efremsky presides over the case.  Scott H. McNutt, Esq., at McNutt
Law Group serves as the Debtor's bankruptcy counsel.  The Debtors
also tapped Frank, Rimerman & Co. as an auditor and accountant.
Round Table disclosed $1,066,524 in assets and $35,625,649 in
liabilities as of the Chapter 11 filing.

The case is jointly administered with affiliates -- The Round
Table Franchise Corporation, Round Table Development Company, and
Round Table Pizza Nevada LLC.

The official committee of unsecured creditors has tapped
Brownstein Hyatt Farber Schreck, LLP as counsel.  The Debtor also
tapped First Bankers Trust Services, Inc. as discretionary,
independent, and institutional ESOP Trustee, and Johanson Berenson
LLP as an ESOP counsel.

First Bankers Trust Services, Inc., was appointed as institutional
trustee of the Round Table Restated Employee Stock Ownership Plan
and Trust (ESOP).  Johanson Berenson LLP serves as an ESOP
counsel.


SENESCO TECHNOLOGIES: NYSE Amex Accepts Plan of Compliance
----------------------------------------------------------
Senesco Technologies, Inc. received notice from the NYSE Amex LLC
stating that the exchange had accepted the Company's compliance
plan and granted it an extension until July 20, 2012 to regain
compliance with the NYSE's continued listing standards. As
previously disclosed, Senesco is not in compliance with Section
1003(a)(iii) of the NYSE company guide with stockholder's equity
of less than $6,000,000 and losses from continuing operations
and/or net losses in its five most recent fiscal years.  Based on
this, the Company submitted a plan advising the NYSE of action it
will take, that the Company believes would bring Senesco into
compliance with the NYSE's continued listing standards by the end
of the extension period.

During the extension period, the Company remains subject to
periodic review by NYSE Staff.  Failure to make progress
consistent with the plan or to regain compliance with the
continued listing standards by the end of the extension period
could result in Senesco being delisted from the NYSE.

                  About Senesco Technologies

Senesco Technologies, Inc., the leader in eIF5A technology, is
running a clinical study in multiple myeloma with its lead
therapeutic candidate SNS01-T, which targets B-cell cancers by
selectively inducing apoptosis by modulating eukaryotic,
translation, initiation Factor 5A (eIF5A), which is believed to be
an important regulator of cell growth and cell death.
Accelerating apoptosis may have applications in treating cancer,
while delaying apoptosis may have applications in treating certain
inflammatory and ischemic diseases.  Senesco has already partnered
with leading-edge companies engaged in agricultural biotechnology
and is entitled to earn research and development milestones and
royalties if its gene-regulating platform technology is
incorporated into its partners' products.


TALON THERAPEUTICS: Taps Gharib as Controller, Finance Director
---------------------------------------------------------------
Talon Therapeutics, Inc., entered into a letter agreement with
Samir M. Gharib, CPA, pursuant to which Mr. Gharib will be
employed as the Company's Controller, Director of Finance.  The
Agreement provides that Mr. Gharib's employment with the Company
will commence Jan. 9, 2012, and continue for an indefinite term.
Mr. Gharib will receive an annualized base salary of $160,000 and
will be eligible to receive an annual performance cash bonus in an
amount up to 20% of his annualized base salary.  In addition, upon
the commencement of his employment, Mr. Gharib will be granted a
10-year stock option to purchase 75,000 shares of the Company's
common stock at an exercise price per share equal to the closing
price of the Company's common stock, as reported on the OTC
Bulletin Board, on the last business day prior to the commencement
of his employment.  The stock option, which will vest in 48 equal
monthly installments over four years, will be awarded pursuant to
the Company's 2010 Equity Incentive Plan and be evidenced by a
stock option agreement in the Company's standard form of agreement
for use under the 2010 Equity Incentive Plan.

As previously disclosed, Mr. Gharib currently serves as the
Company's interim controller pursuant to the terms of an
engagement agreement dated Aug. 25, 2011, between the Company and
Mr. Gharib's current employer, CRC Results, Inc., a consulting
firm specializing in accounting, compliance, and risk advisory
services.  The Company submitted written notice of termination of
the Engagement Agreement to CRC on Dec. 26, 2011, effective as of
Jan. 6, 2012.

On Dec. 27, 2011, the Company and Steven R. Deitcher, M.D., the
Company's President and Chief Executive Officer, entered into an
amendment to the Employment Agreement between the Company and Dr.
Deitcher dated June 6, 2008, as previously amended on Jan. 6,
2011.  Pursuant to the Amendment, the term of the Employment
Agreement was extended to Dec. 31, 2014.  In addition, the
Amendment increased the severance benefits payable to Dr. Deitcher
under certain circumstances, providing that if, following the
Company's receipt of "FDA Approval," the Company terminates Dr.
Deitcher's employment other than for "Cause" or if Dr. Deitcher
terminates his employment for "Good Reason", then Dr. Deitcher
will receive:

   (i) his then-current annualized base salary and health
       insurance for a period of 18 months (increased from 12
       months) following the date of the termination;

  (ii) 150% (increased from 100%) of the maximum discretionary
       bonus for which he would have been eligible in the year of
       the termination, pro-rated for the number of months that he
       was employed during such year; and

(iii) an immediate acceleration in the vesting of all options to
       purchase shares of the Company's common stock then held by
       him to provide for 18 additional months (increased from 12
       additional months) of vesting.

Also on Dec. 27, 2011, the Company and Craig W. Carlson, the
Company's Senior Vice President and Chief Financial Officer,
entered into a letter agreement amending the terms of the letter
agreement between the Company and Mr. Carlson dated Feb. 5, 2010,
as previously amended on Feb. 17, 2010.  Pursuant to the
Amendment, if, following the Company's receipt of "FDA Approval",
the Company terminates Mr. Carlson's employment other than for
"Cause" or if Mr. Carlson terminates his employment for "Good
Reason", then Mr. Carlson will receive his then-current annualized
base salary and health insurance for a period of 12 months
(increased from 6 months) following the date of the termination.

                     About Talon Therapeutics

Formerly known as Hana Biosciences, Inc., Talon Therapeutics Inc.
(TLON.OB.) -- http://www.talontx.com/-- is a biopharmaceutical
company dedicated to developing and commercializing new,
differentiated cancer therapies designed to improve and enable
current standards of care.  The company's lead product candidate,
Marqibo, potentially treats acute lymphoblastic leukemia and
lymphomas.  The Company has additional pipeline
opportunities some of which, like Marqibo, improve delivery and
enhance the therapeutic benefits of well characterized, proven
chemotherapies and enable high potency dosing without increased
toxicity.

Effective Dec. 1, 2010, Hana Biosciences Inc. changed its name to
Talon Therapeutics Inc.  The name change was effected by merging
Talon Therapeutics, Inc., a wholly-owned subsidiary of the
Company, with and into the Company, with the Company as the
surviving corporation in the merger.

The Company's balance sheet at June 30, 2011, showed
$11.58 million in total assets, $38.08 million in total
liabilities, $30.64 million in redeemable convertible preferred
stock, and a $57.14 million total stockholders' deficit.

The Company reported a net loss of $25.98 million for the year
ended Dec. 31, 2010, compared with a net loss of $24.14 million
during the prior year.  The Company does not generate any
recurring revenue and will require substantial additional capital
before it will generate cash flow from its operating activities,
if ever.  The Company does not currently have sufficient capital
to fund its entire development plan beyond 2011.

As reported by the TCR on April 1, 2011, BDO USA, LLP, in San
Francisco, Calif., expressed substantial doubt about the Company's
ability to continue as a going concern.  BDO noted that the
Company suffered recurring losses from operations and has a net
capital deficiency.


TELECONNECT INC: Incurs $3.2 Million Net Loss in Fiscal 2011
------------------------------------------------------------
Teleconnect Inc. filed with the U.S. Securities and Exchange
Commission its annual report on Form 10-K, reporting a net loss of
$3.26 million on $112,722 of sales for the year ended Sept. 30,
2011, compared with net income of $1.97 million on $254,446 of
sales during the prior year.

The Company's balance sheet at Sept. 30, 2011, showed
$7.98 million in total assets, $10.66 million in total
liabilities, all current, and a $2.68 million total stockholders'
deficit.

Coulter & Justus, P.C., in Knoxville, Tenn., 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 from
operations and has a net capital deficiency in addition to a
working capital deficiency.

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

                        http://is.gd/9fq2WI

                       About Teleconnect Inc.

Based in Breda, in The Netherlands, Teleconnect Inc. (OTC BB:
TLCO) Teleconnect Inc. (initially named Technology Systems
International Inc.) was incorporated under the laws of the State
of Florida on November 23, 1998.

Serving as a telecommunications service provider in Spain for
almost 9 years, the Company never fully reached expectations and
decided late in 2008 to change its course of business.  In
November 2009, 90% of the Company's telecommunication business was
sold to a Spanish group of investors, and on October 15, 2010, the
Company completed the acquisition of Hollandsche Exploitatie
Maatschappij BV (HEM), a Dutch entity established in 2007.  HEM's
core business involves the age validation of consumers when
purchasing products which cannot be sold to minors, such as
alcohol or tobacco.  The Company regards this age validation
business as its new strategic direction.  The Dutch companies
acquired in 2007 (Giga Matrix, The Netherlands, 49% and Photowizz,
The Netherlands, 100%) are considered to function complementary to
this new service offering.

Through the purchase of HEM and its ownership in Photowizz and
Giga Matrix the Company now controls all four pillars under its
business model: the manufacturing and leasing of electronic age
validation equipment, the performance of age validation
transactions remotely, the performance of market surveys and the
broadcasting of in-store commercial messages using the age
validation equipment in between age checks.


TERRESTAR CORP: Files First Amended Joint Chapter 11 Plan
---------------------------------------------------------
BankruptcyData.com reports that TerreStar Corporation filed with
the U.S. Bankruptcy Court a First Amended Joint Chapter 11 Plan
and First Amended Disclosure Statement.

According to the Disclosure Statement, "the Plan provides that
holders of Allowed Unsecured Claims will receive full satisfaction
of their Claims, in the form of the New TSC Notes. The remaining
value of the Reorganized TSC Debtors will be transferred to the
holders of TSC Series A and B Preferred Shares in the form of the
New Common Stock of Reorganized TSC.  After taking into account
the value distributed to unsecured creditors, and assuming that
the Claims asserted by Elektrobit Inc. Van Vlissingen and Company,
Jefferies & Company, Inc. and other vendors are allowed in full,
the equity value of Reorganized TSC being transferred to the
holders of TSC Series A and B Preferred Shares is between $144.8
million3 and $154.8 million, while the face value of the interests
held by the holders of TSC Series A Preferred Shares is $90
million and TSC Series B Preferred Shares is $318.5 million (not
including amounts owed on account of earned but unpaid dividends).
In the event the Claims asserted by Elektrobit, Van Vlissingen and
Company and Jefferies are disallowed in their entirety, the equity
value of Reorganized TSC being transferred to the holders of TSC
Series A and B Preferred Shares is between $177.2 million and
$187.2 million.  Accordingly, after repaying the holders of TSC
Series A and B Preferred Shares, there is simply no value
remaining to distribute to any other equity interest holders."

            About TerreStar Corp. and TerreStar Networks

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

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

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

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

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

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

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

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

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

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

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


THERMOENERGY CORP: Amends 54.1 Million Common Shares Offering
-------------------------------------------------------------
ThermoEnergy Corporation filed with the U.S. Securities and
Exchange Commission a Form 424B3 relating to the resale of up to
54,166,684 shares of Common Stock, par value $0.001 per share, of
the Company that may be sold from time to time by Security Equity
Fund, Mid Cap Value Fund, SBL Fund, Series V (Mid Cap Value),
Security Equity Fund, Mid Cap Value Institutional Fund, et al.
The Company will not receive any proceeds from the sale of the
Common Stock by the selling stockholders.

The selling stockholders may, from time to time, sell, transfer or
otherwise dispose of any or all of their shares of Common Stock or
interests in shares of Common Stock on any market or trading
facility on which the Company's shares are traded or in private
transactions.  These dispositions may be at fixed prices, at
prevailing market prices at the time of sale, at prices related to
the prevailing market price, at varying prices determined at the
time of sale, or at negotiated prices.  No underwriter or other
person has been engaged to facilitate the sale of shares of the
Company's Common Stock in this offering.  The Company is paying
the cost of registering the shares covered by this prospectus as
well as various related expenses.  The selling stockholders are
responsible for all discounts, selling commission and other costs
related to the offer and sale of their shares.

The Company's Common Stock is currently traded on the Over-the-
Counter Bulletin Board under the symbol "TMEN.OB."  On Dec. 23,
2011, the last reported sale price of the Company's Common Stock
on the OTCBB was $0.18 per share.

A full-text copy of the amended prospectus is available at:

                       http://is.gd/4pC8DU

                  About ThermoEnergy Corporation

Little Rock, Ark.-based ThermoEnergy Corporation is a clean
technologies company engaged in the worldwide development of
advanced municipal and industrial wastewater treatment systems and
carbon reducing clean energy technologies.

As reported by the TCR on April 7, 2011, Kemp & Company, a
Professional Association, in Little Rock, Arkansas, expressed
substantial doubt about the Company's ability to continue as a
going concern.  The independent auditors noted that the Company
has incurred net losses since inception and will require
substantial capital to continue commercialization of the
Company's technologies and to fund the Companies liabilities.

The Company reported a net loss of $9.85 million on $2.87 million
of revenue for the year ended Dec. 31, 2010, compared with a net
loss of $12.98 million on $4.01 million of revenue during the
prior year.

The Company also reported a net loss of $11.87 million on $3.57
million of revenue for the nine months ended Sept. 30, 2011,
compared with a net loss of $8.49 million on $2.05 million of
revenue for the same period a year ago.

The Company's balance sheet at Sept. 30, 2011, showed $4.27
million in total assets, $11.09 million in total liabilities and a
$6.81 million total stockholders' deficiency.


TITAN ENERGY: Amends Sept. 30 Form 10-Q, Records $253,181 Charge
----------------------------------------------------------------
Titan Energy Worldwide, Inc., filed with the U.S. Securities and
Exchange Commission amendment no.1 to its Quarterly Report on Form
10-Q for the period ended Sept. 30, 2011.

The Company's independent registered accounting firm has completed
a review of the Company's interim financial statements as required
by the rules and regulation of the United States Securities and
Exchange Commission.  As the result of the review, the Company
made a charge to Statements of Operations in the amount of
$253,181 to properly record the accounting for note extensions.
In the opinion of Management, the information contained within
this report is accurate and these interim financial statements
have been prepared in accordance with generally accepted
accounting principles and applicable rules and regulations of the
Securities and Exchange Commission.

The amended statement of operations reflects a net loss of $1.01
million on $3.66 million of net sales for the three months ended
Sept. 30, 2011, compared with a net loss of $1.23 million on $3.02
million of net sales during the prior year.  The Company
originally reported a net loss of $756,670 on $3.66 million of net
sales for the three months ended Sept. 30, 2011, compared with a
net loss of $1.23 million on $3.02 million of net sales for the
same period a year ago.

The Company's amended balance sheet at Sept. 30, 2011, showed
$5.90 million in total assets, $8.15 million in total liabilities
and a $2.25 million total stockholders' deficit.  The Company
previously reported a $5.90 million in total assets, $7.64 million
in total liabilities and a $1.73 million total stockholders'
deficit.

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

                        http://is.gd/N1Ghx7

                        About Titan Energy

New Hudson, Mich.-based Titan Energy Worldwide, Inc., is a
provider of onsite power generation, energy management and energy
efficiency products and services.

As reported in the TCR on April 12, 2011, UHY LLP, in Southfield,
Mich., expressed substantial doubt about Titan Energy Worldwide's
ability to continue as a going concern, following the Company's
2010 results.  The independent auditors noted that of the
Company's recurring losses and accumulated deficit.


TOP SHIPS: M/V PEPITO Sale to Result in US$25 Million Book Loss
---------------------------------------------------------------
TOP Ships Inc. has sold the M/V PEPITO, a 75,928 dwt drybulk
vessel built in 2001.  The sale of the M/V PEPITO will result in a
book loss of approximately $25 million.

                        About Top Ships

Based in Maroussi, Greece, Top Ships Inc. (Nasdaq: TOPS)
-- http://www.topships.org/-- is an international maritime
shipping company that provides transportation services for crude
oil, petroleum products, and dry bulk commodities.

                         *     *    *

As reported in the Troubled Company Reporter on April 25, 2011,
Top Ships Inc. filed on April 12, 2011, its annual report on Form
10-K for the fiscal year ended Dec. 31, 2010.  Deloitte
Hadjipavlou, Sofianos & Cambanis S.A., in Athens, Greece,
expressed substantial doubt about Top Ships Inc.'s ability to
continue as a going concern.  The independent auditors noted that
of the Company's inability to comply with financial covenants
under its current loan agreements as of Dec. 31, 2010, and 2009,
and its negative working capital position.


TRAILER BRIDGE: Taps Kurtzman Carson Consultants as Claims Agent
----------------------------------------------------------------
Trailer Bridge, Inc., asks the U.S. Bankruptcy Court for the
Middle District of Florida for permission to employ Kurtzman
Carson Consultants LLC as claims, noticing, and balloting agent.

Pursuant to the amended agreement for services dated Nov. 15,
2011, as modified, KCC will receive a $20,000 retainer.

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

A full-text copy of the amended services agreement is available
for free at http://bankrupt.com/misc/TrailerBridge_KCC_amended.pdf

                       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.


TRAVELPORT INC: Bank Debt Trades at 17% Off in Secondary Market
---------------------------------------------------------------
Participations in a syndicated loan under which Travelport, Inc.,
is a borrower traded in the secondary market at 82.97 cents-on-
the-dollar during the week ended Friday, Dec. 30, 2011, a drop of
0.33 percentage points from the previous week according to data
compiled by Loan Pricing Corp. and reported in The Wall Street
Journal.  The Company pays 450 basis points above LIBOR to borrow
under the facility.  The bank loan matures on Aug. 23, 2015, and
carries Moody's B1 rating and Standard & Poor's B rating.  The
loan is one of the biggest gainers and losers among 133 widely
quoted syndicated loans with five or more bids in secondary
trading for the week ended Friday.

                   About Travelport Holdings

Travelport Holdings is the direct parent of Travelport Limited, is
a broad-based business services company and a leading provider of
critical transaction processing solutions to companies operating
in the global travel industry.  With a presence in 160 countries
and approximately 3,500 employees, Travelport is comprised of the
global distribution system (GDS) business, which includes the
Galileo and Worldspan brands and its Airline IT Solutions
business, which hosts mission critical applications and provides
business and data analysis solutions for major airlines.

Travelport also owns approximately 48% of Orbitz Worldwide (NYSE:
OWW), a leading global online travel company.  Travelport is a
private company owned by The Blackstone Group, One Equity
Partners, Technology Crossover Ventures, and Travelport
management.

Travelport Holdings Limited is a holding company with no direct
operations.  Its principal assets are the direct and indirect
equity interests it holds in its subsidiaries, including
Travelport Limited.

Travelport Limited, a direct subsidiary of Travelport Holdings
Limited, reported net income of $283 million on $1.061 billion of
net revenue for the six months ended June 30, 2011, compared with
net income of $1 million on $1.056 billion of net revenue for the
same period of 2010.  Results for the six months ended June 30,
2011, includes gain of $312 million, net of tax, from the sale of
sale of the Gullivers Travel Associates ("GTA") business to Kuoni
Travel Holdings Limited ("Kuoni").  The sale was completed on May
5, 2011.

Loss from continuing operations was $4 million during the six
months ended June 30, 2011, compared with a loss of $2 million for
the same period of 2010.

The Company's balance sheet at Sept. 30, 2011, showed $3.43
billion in total assets, $4.21 billion in total liabilities and a
$780 million total deficit.

                          *     *     *

As reported by the TCR on Oct. 10, 2011, Standard & Poor's Ratings
Services lowered its long-term corporate credit ratings on travel
services provider Travelport Holdings Limited (Travelport
Holdings) and indirect subsidiary Travelport LLC (Travelport) to
'SD' (selective default) from 'CC'.

The downgrades follow the implementation of a capital
restructuring, which was necessary because of the Travelport
group's high leverage, weak liquidity, and the upcoming maturity
of its $693 million (as of end-June 2011) PIK loan in March 2012.
"According to our criteria, we view this restructuring as a
distressed exchange and tantamount to a default (see 'Rating
Implications Of Exchange Offers And Similar Restructurings,
Update,' published May 12, 2009, on RatingsDirect on the Global
Credit Portal)," S&P related.


TROPICANA ENTERTAINMENT: LandCo Claims Reserve Procedures Approved
------------------------------------------------------------------
The Honorable Kevin J. Carey granted in its entirety the motion of
the Tropicana Las Vegas Holdings, LLC and its debtor affiliate for
the establishment of LandCo claims reserve procedures.

Tropicana Las Vegas, et al., or the Liquidating LandCo Debtors
earlier expressed to the U.S. Bankruptcy Court for the District of
Delaware that given their progress in resolving disputed unsecured
claims, they believe it is reasonably practicable at the present
time to make a partial distribution to holders of Allowed LandCo
General Unsecured Claims provided that appropriate reserves are
established for the insider claims of William J. Yung, III and
other Yung entities.

Accordingly, Judge Carey approved the proposed LandCo Claims
Reserve Procedure and the proposed $100,000 LandCo Claims Reserve
for the Yung claims.

The LandCo Debtors are authorized to conduct an interim
distribution to holders of Allowed LandCo General Unsecured
Claims based on the LandCo Claims Reserve Procedure and the
LandCo Claims Reserve, subject to these conditions:

  -- the effectiveness of a settlement resolving trademark
     issues and other matters with Tropicana Atlantic City
     Corp.;

  -- the entry of a final order resolving indemnification claims
     of former directors and officers of the LandCo Debtors
     other than the Yung entities; and

  -- the execution of a stipulation withdrawing the claim
     asserted by IUPAT Industry Pension Fund.

The amount of Allowed LandCo General Unsecured Claims total more
than $3,800,000.  The LandCo Chapter 11 Plan provides that
Allowed Class 4 LandCo General Unsecured Claims and Allowed Class
6 Insider Claims will receive their pro rata share of a
"settlement payment," which is defined as a cash payment equal to
the lesser of (i) 25% of the total allowed amount of Class 4 and
6 claims; or (ii) $400,000 in the aggregate.

Pursuant to the Court's recent ruling, the interim distribution
to Holders of Allowed LandCo General Unsecured Claims will be
made in certain revised amounts totaling approximately $290,000,
a schedule of which is available for free at:

http://bankrupt.com/misc/Tropi_RevAmtClmsReserve112211.pdf

The LandCo Debtors are also authorized to adjust the LandCo
Claims Reserve and to conduct additional distributions to Holders
of Allowed LandCo General Unsecured Claims and the Yung Claims
that become Allowed Insider Claims, as the case may be, including
on a rolling basis.

To the extent the LandCo Claims Reserve proves to be insufficient
in light of the final allowed amount of all LandCo General
Unsecured Claims and Yung Claims that become Allowed Insider
Claims, the affected claimants will only be entitled to receive
distributions based on their pro rata share of the LandCo Claims
Reserve.  In no event will the affected claimant have any
recourse to the LandCo Debtors' estates, the Liquidating LandCo
Debtors, or any assets of the LandCo Debtors, whether or not
previously distributed.

Notwithstanding anything contained in the Unresolved Claims
Reserve Order, the Proposed Reserve Amount with respect to the
Yung Claims is without prejudice to the holders of the Yung
Claims seeking allowance of the claims for any other purpose,
including any distribution of Litigation Trust Proceeds, if any,
pursuant to the terms of the LandCo Plan, and including any use
of the Yung Claims for set-off purposes in connection with the
adversary proceeding captioned "Lightsway Litigation Services,
LLC v. Yung, et al," Case No. 10-50289, that is pending in the
Delaware Bankruptcy Court.

                   About Tropicana Entertainment

Tropicana Entertainment Inc. is a publicly reporting company that,
along with its affiliates, owns or operates nine casinos and
resorts in Indiana, Louisiana, Mississippi, Nevada and New Jersey.
The Company owns approximately 6,000 rooms, 9,000 slot positions
and 250 table games.  In addition, the Company owns a development
property in Aruba.  The company is based in Las Vegas, Nevada.

Tropicana Entertainment LLC and certain affiliates filed for
Chapter 11 protection on May 5, 2008 (Bankr. D. Del. Case No. 08-
10856).  Kirkland & Ellis LLP and Mark D. Collins, Esq., at
Richards Layton & Finger, represent the Debtors in their
restructuring efforts.  Their financial advisor is Lazard Ltd.
Their notice, claims, and balloting agent is Kurtzman Carson
Consultants LLC.  Epiq Bankruptcy Solutions LLC is the Debtors'
Web site administration agent.  AlixPartners LLP is the Debtors'
restructuring advisor.  Stroock & Stroock & Lavan LLP and Morris
Nichols Arsht & Tunnell LLP represent the Official Committee of
Unsecured Creditors in this case.  Capstone Advisory Group LLC is
financial advisor to the Creditors' Committee.

The OpCo Debtors, a group of Tropicana entities owning casinos and
resorts in Atlantic City, New Jersey and Evansville, Indiana
obtained confirmation from the Bankruptcy Court of a
reorganization plan.  On April 29, 2009, non-debtor units of the
OpCo Debtors, designated as the New Jersey Debtors -- Adamar of
New Jersey, Inc., and its affiliate, Manchester Mall, Inc. --
filed for Chapter 11 (Bankr. D. N.J. Lead Case No. 09- 20711) to
effectuate a sale of the Atlantic City Resort and Casino to a
group of Investors-led by Carl Icahn.   Judge Judith H. Wizmur
presides over the cases.  Manchester Mall is a wholly owned
subsidiary of Adamar that owns and operates certain real property
utilized in the New Jersey Debtors' business operations.
Effective March 8, Tropicana Entertainment successfully emerged
from the Chapter 11 reorganization process as an Carl Icahn-owned
entity.

A group of Tropicana entities, known as the LandCo Debtors, which
own Tropicana casino property in Las Vegas, have obtained approval
of a separate Chapter 11 plan.

Ilana Volkov, Esq., and Michael D. Sirota, Esq., at Cole, Schotz,
Meisel, Forman & Leonard, in Hackensack, New Jersey, represented
the New Jersey Debtors.  Kurtzman Carson Consultants LLC acts as
their claims and notice agent.  Adamar disclosed $500 million to
$1 billion both in total assets and debts in its petition.
Manchester Mall disclosed $1 million to $10 million in total
assets, and less than $50,000 in total debts in its petition.

Debtors Adamar of New Jersey Inc. and Manchester Mall Inc. have
merged into Adamar of NJ In Liquidation, LLC.  The merger and name
change is in accordance with an Amended and Restated Purchase
Agreement, which governs the sale and transfer of the operations
of the Tropicana Casino and Resort - Atlantic City, including
substantially all of the New Jersey Debtors' assets, to Tropicana
Entertainment Inc., Tropicana Atlantic City Corp., and Tropicana
AC Sub Corp., free and clear of any and all liens, claims and
encumbrances.

Bankruptcy Creditors' Service, Inc., publishes Tropicana
Bankruptcy News.  The newsletter tracks the Chapter 11 proceedings
of Tropicana Entertainment Inc. and its debtor-affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)


TXU CORP: Bank Debt Trades at 37% Off in Secondary Market
---------------------------------------------------------
Participations in a syndicated loan under which TXU Corp., now
known as Energy Future Holdings Corp., is a borrower traded in the
secondary market at 63.36 cents-on-the-dollar during the week
ended Friday, Dec. 30, 2011, an increase of 0.39 percentage points
from the previous week according to data compiled by Loan Pricing
Corp. and reported in The Wall Street Journal.  The Company pays
450 basis points above LIBOR to borrow under the facility.  The
bank loan matures on Oct. 10, 2017, and carries Moody's B2 rating
and Standard & Poor's CCC rating.  The loan is one of the biggest
gainers and losers among 133 widely quoted syndicated loans with
five or more bids in secondary trading for the week ended Friday.

                     About Energy Future

Energy Future Holdings Corp., formerly known as TXU Corp., is a
privately held diversified energy holding company with a portfolio
of competitive and regulated energy businesses in Texas.  Oncor,
an 80%-owned entity within the EFH group, is the largest regulated
transmission and distribution utility in Texas.  The Company
delivers electricity to roughly three million delivery points in
and around Dallas-Fort Worth.  EFH Corp. was created in October
2007 in a $45 billion leverage buyout of Texas power company TXU
in a deal led by private-equity companies Kohlberg Kravis Roberts
& Co. and TPG Inc.

Energy Future Holdings Corp. filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q, reporting a
net loss of $710 million on $2.32 billion of operating revenues
for the three months ended Sept. 30, 2011, compared with a net
loss of $2.90 billion on $2.60 billion of operating revenue for
the same period during the prior year.

The Company also reported a net loss of $1.77 billion on $5.67
billion of operating revenue for the nine months ended Sept. 30,
2011, compared with a net loss of $2.97 million on $6.59 billion
of operating revenue for the same period a year ago.

The Company's balance sheet at Sept. 30, 2011, showed $44.02
billion in total assets, $51.68 billion in total liabilities and a
$7.66 billion total deficit.

The Company's consolidated balance sheets at Dec. 31, 2010, showed
$46.388 billion in total assets, $52.299 billion in total
liabilities, and a stockholders' deficit of $5.911 billion.

                        *     *     *

In April 2011, Moody's Investors Service affirmed the 'Caa2'
Corporate Family Rating, 'Caa3' Probability of Default Rating and
SGL-4 Speculative Grade Liquidity Ratings of EFH.  Outlook is
stable.  EFH's Caa2 CFR and Caa3 PDR reflect a financially
distressed company with limited financial flexibility; its capital
structure appears to be untenable, calling into question the
sustainability of the business model; and there is no expectation
for any meaningful debt reduction over the next few years, beyond
scheduled amortizations.

At the end of February 2011, Fitch Ratings it does not expect to
take any immediate rating action on EFH's Texas Competitive
Electric Holdings Company LLC or their affiliates based on recent
default allegations from lender Aurelius.  EFH carries a 'CCC'
corporate rating, with negative outlook, from Fitch.


TXU CORP: Bank Debt Trades at 30% Off in Secondary Market
---------------------------------------------------------
Participations in a syndicated loan under which TXU Corp., now
known as Energy Future Holdings Corp., is a borrower traded in the
secondary market at 69.61 cents-on-the-dollar during the week
ended Friday, Dec. 30, 2011, a drop of 0.14 percentage points from
the previous week according to data compiled by Loan Pricing Corp.
and reported in The Wall Street Journal.  The Company pays 350
basis points above LIBOR to borrow under the facility.  The bank
loan matures on Oct. 10, 2017, and carries Standard & Poor's CCC
rating.  The loan is one of the biggest gainers and losers among
133 widely quoted syndicated loans with five or more bids in
secondary trading for the week ended Friday.

                    About Energy Future

Energy Future Holdings Corp., formerly known as TXU Corp., is a
privately held diversified energy holding company with a portfolio
of competitive and regulated energy businesses in Texas.  Oncor,
an 80%-owned entity within the EFH group, is the largest regulated
transmission and distribution utility in Texas.  The Company
delivers electricity to roughly three million delivery points in
and around Dallas-Fort Worth.  EFH Corp. was created in October
2007 in a $45 billion leverage buyout of Texas power company TXU
in a deal led by private-equity companies Kohlberg Kravis Roberts
& Co. and TPG Inc.

Energy Future Holdings Corp. filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q, reporting a
net loss of $710 million on $2.32 billion of operating revenues
for the three months ended Sept. 30, 2011, compared with a net
loss of $2.90 billion on $2.60 billion of operating revenue for
the same period during the prior year.

The Company also reported a net loss of $1.77 billion on $5.67
billion of operating revenue for the nine months ended Sept. 30,
2011, compared with a net loss of $2.97 million on $6.59 billion
of operating revenue for the same period a year ago.

The Company's balance sheet at Sept. 30, 2011, showed $44.02
billion in total assets, $51.68 billion in total liabilities and a
$7.66 billion total deficit.

The Company's consolidated balance sheets at Dec. 31, 2010, showed
$46.388 billion in total assets, $52.299 billion in total
liabilities, and a stockholders' deficit of $5.911 billion.

                        *     *     *

In April 2011, Moody's Investors Service affirmed the 'Caa2'
Corporate Family Rating, 'Caa3' Probability of Default Rating and
SGL-4 Speculative Grade Liquidity Ratings of EFH.  Outlook is
stable.  EFH's Caa2 CFR and Caa3 PDR reflect a financially
distressed company with limited financial flexibility; its capital
structure appears to be untenable, calling into question the
sustainability of the business model; and there is no expectation
for any meaningful debt reduction over the next few years, beyond
scheduled amortizations.

At the end of February 2011, Fitch Ratings it does not expect to
take any immediate rating action on EFH's Texas Competitive
Electric Holdings Company LLC or their affiliates based on recent
default allegations from lender Aurelius.  EFH carries a 'CCC'
corporate rating, with negative outlook, from Fitch.


UNIVERSAL SOLAR: Xin Ma Resigns; Weilei Lv Appointed CFO
--------------------------------------------------------
Mr. Xin Ma resigned as the Chief Financial Officer of Universal
Solar Technology, Inc., effective Dec. 29, 2011.

The Company's Board of Directors appointed Mr. Weilei Lv as the
Company's Chief Financial Officer effective immediately.  Mr.
Weilei Lv, age 27, has served since December 2009 as Vice General
Manager of Nanyang Universal Solar Technology Co., Ltd., the
Company's wholly owned subsidiary.  As the Vice General Manager of
NUST, Mr. Lv was responsible (after the General Manager) for the
company's day to day operations, including purchasing, production,
sales and administrative and financial operations.  Prior to
joining NUST from August 2008 to November 2009 Mr. Weilei Lv was
the administrative assistant to the CEO of Zhuhai Yuemao Laser
Facility Engineering Co., Ltd.  Mr. Weilei Lv graduated from
Nanchang Institute of Technology in July 2008.

In connection with the appointment of Mr. Lv as the Company's
Chief Financial Officer, the Company and Mr. Lv have entered into
a two-year employment agreement pursuant to which the Company will
pay Mr. Lv a salary of RMB 10,000 per month (approximately $19,000
per annum).  In addition, Mr. Lv is entitled to a severance
package consisting of three months of salary and benefits if his
employment is terminated without cause or in the event of a
merger, sale of assets, or dissolution of the Company.

                       About Universal Solar

Headquartered in Zhuhai City, Guangdong Province, in the People's
Republic of China, Universal Solar Technology, Inc., was
incorporated in the State of Nevada on July 24, 2007.  It operates
through its wholly owned subsidiary, Kuong U Science & Technology
(Group) Ltd., a company incorporated in Macau, the People's
Republic of China on May 10, 2007, and its subsidiary, Nanyang
Universal Solar Technology Co., Ltd., a wholly foreign owned
enterprise registered on Sept. 8, 2008 under the wholly foreign-
owned enterprises laws of the PRC.

The Company primarily manufactures, markets and sells silicon
wafers to manufacturers of solar cells.  In addition, the Company
manufactures photovoltaic modules with solar cells purchased from
third parties.

The Company reported a net loss of $593,808 on $2.4 million of
sales for 2010, compared with a net loss of $389,435 on $691,713
of sales for 2009.

The Company reported a net loss of $1.88 million on $2.80 million
of sales for the nine months ended Sept. 30, 2011, compared with a
net loss of $621,133 on $609,500 of sales for the same period a
year ago.

The Company's balance sheet at Sept. 30, 2011, showed $10.42
million in total assets, $13.09 million in total liabilities and a
$2.67 million total stockholders' deficiency.

As reported by the TCR on April 5, 2011, Paritz & Company, P.A.,
in Hackensack, New Jersey, expressed substantial doubt about
Universal Solar Technology's ability to continue as a going
concern, after auditing the Company's 2010 results.  The
independent auditors noted that the Company's current liabilities
exceeded its current assets by $1,484,406 and the Company has
incurred net loss of $1,519,274 since inception.


US FOODSERVICE: Bank Debt Trades at 8% Off in Secondary Market
--------------------------------------------------------------
Participations in a syndicated loan under which U.S. Foodservice,
Inc., is a borrower traded in the secondary market at 91.83 cents-
on-the-dollar during the week ended Friday, Dec. 30, 2011, a drop
of 0.60 percentage points from the previous week according to data
compiled by Loan Pricing Corp. and reported in The Wall Street
Journal.  The Company pays 275 basis points above LIBOR to borrow
under the facility.  The bank loan matures on July 3, 2014, and
carries Moody's B3 rating.  The loan is one of the biggest gainers
and losers among 133 widely quoted syndicated loans with five or
more bids in secondary trading for the week ended Friday.

U.S. Foodservice, Inc. -- http://www.usfoodservice.com/-- is a
foodservice supplier serving some 250,000 customers from more than
70 distribution facilities.  The Company supplies restaurants,
hotels, school, and other foodservice operators with a wide
variety of food products, including canned and dry foods, meats,
frozen foods, and seafood.  It also distributes kitchen equipment
and cleaning supplies among other non-food supplies.  U.S.
Foodservice distributes both national brand products and its own
private labels.  Tracing its roots to 1853, the company is owned
by private equity firms KKR & Co. and Clayton, Dubilier & Rice.


VYTERIS INC: Enters Into Settlement with Ferring Pharmaceuticals
----------------------------------------------------------------
Vyteris, Inc., entered into a settlement agreement with Ferring
Pharmaceuticals, Inc., with respect to that certain License and
Development Agreement between the Company and Ferring dated
Sept. 27, 2004.

The Settlement Agreement calls for the following:

   1. Ferring is to deliver to the Company all information, know-
      how and materials of the Company and records in its
      possession or control, and the Company is to deliver to
      Ferring all information, know-how and materials of Ferring
      in its possession and control.

   2. If the Company commercializes the product under the LDA, it
      will pay to Ferring a royalty on the net sales of, or other
      milestone payments or amounts attributable to such product.

   3. The Company will repay to Ferring the amounts advanced by
      Ferring under the LDA.

   4. Vyteris and Ferring executed a mutual release of all claims
      arising under the LDA.

On Sept. 2, 2011, the Company reported that a special committee of
its Board of Directors consisting solely of independent directors
approved a transaction negotiated with Western Clinical Trials,
Inc., pursuant to which the Company would facilitate negotiations
between Western Clinical Trials and four of the Company's former
acquisition targets in exchange for a cash payment and an
assumption of a portion of the Company's liabilities by Western
Clinical Trials.

Notwithstanding the previously disclosed special committee
approval, the Company did not consummate the transaction, and as
of Dec. 29, 2011, the Company has terminated all negotiations with
Western Clinical Trials related to the transaction.

                        About Vyteris, Inc.

Based in Fair Lawn, New Jersey, Vyteris, Inc. (formerly Vyteris
Holdings (Nevada), Inc., has developed and produced the first FDA-
approved electronically controlled transdermal drug delivery
system that transports drugs through the skin comfortably, without
needles.  This platform technology can be used to administer a
wide variety of therapeutics either directly into the skin or into
the bloodstream.  The Company holds approximately 50 U.S. and 70
foreign patents relating to the delivery of drugs across the skin
using an electronically controlled "smart patch" device with
electric current.

The Company reported a net loss of $10.54 million on $117,792 of
total revenues for the year ended Dec. 31, 2010, compared with a
net loss of $33.94 million on $4.56 million of total revenues
during the prior year.

As reported by the TCR on April 21, 2011, Amper, Politziner &
Mattia, LLP, in Edison, New Jersey, expressed substantial doubt
about the Company's ability to continue as going concern,
following the 2010 financial results.  The independent auditors
noted that the Company has incurred recurring losses and is
dependent upon obtaining sufficient additional financing to
fund operations and has not been able to meet all of its
obligations as they become due.

The Company's balance sheet at March 31, 2011, showed $2.52
million in total assets, $15.39 million in total liabilities and a
$12.86 million total stockholders' deficit.


WILLIAM LYON: Taps Newmeyer as Special Litigation Counsel
---------------------------------------------------------
BankruptcyData.com reports that William Lyon Homes filed with the
U.S. Bankruptcy Court a motion to retain Newmeyer & Dillion
(Contact: John O 'Hara) as special litigation counsel at the
following hourly rates: partner at $310 to 445, associate at 190
to 290 and legal assistant and paralegal at 155.

                       About William Lyon Homes

Based in Newport Beach, California, William Lyon Homes and its
subsidiaries -- http://www.lyonhomes.com/-- are primarily engaged
in designing, constructing and selling single family detached and
attached homes in California, Arizona and Nevada.

William Lyon Homes and its affiliates commenced a prepackaged
Chapter 11 reorganization (Bankr. D. Del. Lead Case No. 11-14019)
on Dec. 19, 2011.  William Lyon had been pursuing an out-of-court
restructuring since January.  The reorganization plan, announced
in November, will reduce debt on borrowed money from $510 million
to $328 million.  The Debtors intend to obtain approval of the
bankruptcy plan at a hearing beginning Feb. 10, 2012.

The Chapter 11 plan already has been accepted by 97% in amount and
93% in number of senior unsecured notes.  The Plan exchanges the
notes for equity and generates $85 million in new cash.  Holders
owed $300 million on senior unsecured notes are to exchange the
debt for $75 million in new secured notes plus 28.5% of the common
equity. The Lyon family will invest $25 million in return for 20%
of the common stock and warrants for another 9.1%.  Senior secured
lenders led by ColFin WLH Funding LLC, an affiliate of real-estate
finance and investment company Colony Financial Inc., would
receive a new $235 million 10.25% three-year secured note for
existing secured claim of at least $206 million in principal.
There will be a rights offering to buy $10 million in common stock
and $50 million in convertible preferred stock, representing 51.5%
of the new equity.  A noteholder has agreed to buy any of the
offering that isn't purchased.

The company didn't make a $7.5 million interest payment payable
Oct. 1, 2011, on $138.8 million in 10.75% senior notes due 2013.

William Lyon expects to pay its remaining creditors in full,
including vendors and other general unsecured creditors.

Judge Christopher S. Sontchi presides over the case.  Lawyers at
Pachulski Stang Ziehl & Jones LLP serve as the Debtors' counsel.
Lawyers at Irell & Manella LLP serve as their special counsel.
Alvarez & Marsal Holdings LLC serves as the Debtors' financial
advisors.  Kurtzman Carson Consultants, LLC, serves as the
Debtors' claims and notice agent.  The petition says assets are
$593.5 million with debt totaling $606.6 million as of Sept. 30,
2011.

Counsel to the Backstop Investors are Matthew K. Kelsey, Esq., and
J. Eric Wise, Esq., at Gibson, Dunn & Crutcher LLP.  Counsel to
the Ad Hoc Noteholders Group are Mark Shinderman, Esq., and Neil
Wertlieb, Esq., at Milbank, Tweed, Hadley & McCloy LLP.  Delaware
Counsel to the Ad Hoc Noteholders Group is Robert J. Dehney, Esq.,
at Morris, Nichols, Arsht & Tunnell LLP.  The Prepetition Agent
and the Prepetition Secured Lenders are represented by David P.
Simonds, Esq., at Akin Gump Strauss Hauer & Feld LLP and David
Stratton, Esq., at Pepper Hamilton LLP.  The Prepetition Lenders
also have hired FTI Consulting Inc. as advisors.


WINGATE AIRPORT: Interest Holders Act as Key Employees Under Plan
-----------------------------------------------------------------
Wingate Airport South, LLC submitted to the U.S. Bankruptcy Court
for the District of Nevada a First Amended Disclosure Statement
explaining the proposed Plan of Reorganization.

The Debtor will begin soliciting votes on the Plan following
approval of the adequacy of the information in the Disclosure
Statement.

According to the Disclosure Statement, under the Plan, an
agreement has been negotiated with lenders Mortgage of Las Vegas
to loan the Debtor $2,000,000 with a term of one year.  The rate
of interest will be 15% per annum, interest only loan payments,
minimum of four months interest.  A five point will be secured by
a first position deed of trust against the property -- a real
property located at 355 E. Warm Springs Road, las Vegas, Nevada
consisting of a partially completed Wyndham Hotel and land.

The Plan provides that, among other things:

Class 1 Claim of Multibank 2009-1 CRE Venture, LLC, will be paid
$1,100,000 for a full release of all claims it has against the
Debtor.

Holders of Class 2 (All Trades Concrete Construction, Inc.,
Exclusive Landscape Maintenance (Boething, Hanson Structural
precast, Inc., and United Subcontractors (Skyline)) will be paid
$0.50 cents per dollar claimed as of the Petition Date.

Holders of Class 3 claims (Crowne Tradewinds, LLC and Park Place
Properties, LLC) will be paid $0.

Class 4 Equity interest holders will retain their interest in the
Debtor and the Reorganized Debtor.  All interest holders agreed to
remain employed by the Reorganized Debtor.  The retention of the
interest holders as key employee insiders is essential to the
Debtors' proposed reorganization.

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

                      About Wingate Airport

Las Vegas, Nevada-based Wingate Airport South, LLC, owns real
property located at 355 E. Warm Springs Road, Las Vegas, Nevada,
consisting of a partially completed Wyndham Hotel and land.  The
Company filed for Chapter 11 bankruptcy protection (Bankr. D. Nev.
Case No. 11-11950) on Feb. 11, 2011.  In its schedules, the Debtor
disclosed $12,000,000 in assets and $9,497,529 in liabilities as
of the Petition Date.  Neil J. Beller, Esq., at Neil J. Beller,
Ltd., in Las Vegas, represents the Debtor as counsel.

On June 20, 2011, the Bankruptcy Court entered an order
determining that the Debtor is a "Single Asset Real Estate" Debtor
pursuant to 11 U.S.C. Sections 101(51B) and 362(D)(3).

As reported in the TCR on Nov. 25, 2011, the Debtor filed a
disclosure statement explaining its Chapter 11 Plan of
Reorganization.

The secured claim of Multibank 2009-1 CRE Venture, LLC will be
paid the sum of $1,100,000 for a full release of all claims it has
against Debtor.  Allowed Equity interest holders will retain their
interest.


ZOO ENTERTAINMENT: Common Stock Delisted from NASDAQ
----------------------------------------------------
Zoo Entertainment, Inc., notified the U.S. Securities and Exchange
Commission regarding the removal from listing or registration of
its common stock on the NASDAQ Stock Market LLC.

                      About Zoo Entertainment

Cincinnati, Ohio-based Zoo Entertainment, Inc. (NASDAQ CM: ZOOG)
is a developer, publisher and distributor of interactive
entertainment for Internet-connected consoles, handheld gaming
devices, PCs, and mobile devices.

The Company reported a net loss of $19.74 million on $8.59 million
of revenue for the nine months ended Sept. 30, 2011, compared with
a net loss of $837,000 on $43.71 million of revenue for the same
period during the prior year.

The Company's balance sheet at Sept. 30, 2011, showed $6.19
million in total assets, $13.03 million in total liabilities and a
$6.84 million total stockholders' deficit.

As reported in the TCR on Apr 26, 2011, EisnerAmper LLP, in
Edison, N.J., expressed substantial doubt about Zoo
Entertainment's ability to continue as a going concern, following
the Company's 2010 results.  The independent auditors noted that
the Company has both incurred losses and experienced net cash
outflows from operations since inception.


* Large Companies With Insolvent Balance Sheets
-----------------------------------------------

                                          Total
                                         Share-      Total
                               Total  Holders'     Working
                              Assets     Equity    Capital
  Company         Ticker       ($MM)      ($MM)      ($MM)
  -------         ------      ------  ---------   --------
ABSOLUTE SOFTWRE  ABT CN       120.2       (9.2)       2.7
ACCO BRANDS CORP  ABD US     1,050.3      (32.6)     298.7
ALASKA COMM SYS   ALSK US      608.6      (51.3)      15.0
AMC NETWORKS-A    AMCX US    2,121.5   (1,065.5)     519.5
AMER AXLE & MFG   AXL US     2,232.8     (373.3)     125.6
AMERISTAR CASINO  ASCA US    2,039.6     (105.7)     (50.8)
ANGIE'S LIST INC  ANGI US       32.6      (38.9)     (25.9)
ANOORAQ RESOURCE  ARQ SJ       927.7     (148.7)      29.2
AUTOZONE INC      AZO US     5,932.6   (1,347.1)    (736.3)
BLUEKNIGHT ENERG  BKEP US      320.8      (12.5)     (69.9)
BLUESKY SYSTEMS   BSKS US        0.1       (0.2)       -
BOSTON PIZZA R-U  BPF-U CN     146.9     (105.3)      (2.0)
CABLEVISION SY-A  CVC US     6,740.1   (5,525.9)    (886.1)
CANADIAN SATEL-A  XSR CN       174.4      (29.8)     (55.9)
CAPMARK FINANCIA  CPMK US   20,085.1     (933.1)       -
CC MEDIA-A        CCMO US   16,508.9   (7,456.0)   1,531.3
CENTENNIAL COMM   CYCL US    1,480.9     (925.9)     (52.1)
CENVEO INC        CVO US     1,407.1     (331.1)     222.9
CHENIERE ENERGY   CQP US     1,803.0     (524.1)      67.7
CHENIERE ENERGY   LNG US     2,651.4     (446.9)    (282.7)
CHOICE HOTELS     CHH US       467.9      (14.4)      28.0
CLOROX CO         CLX US     4,077.0      (76.0)     (30.0)
CLOVIS ONCOLOGY   CLVS US       26.4      (18.1)     (19.2)
DEAN FOODS CO     DF US      5,911.2      (58.1)     327.7
DENNY'S CORP      DENN US      280.6      (95.5)     (40.1)
DIGITAL DOMAIN M  DDMG US      165.8      (81.6)     (28.0)
DIRECTV-A         DTV US    18,232.0   (2,471.0)     103.0
DOMINO'S PIZZA    DPZ US       438.2   (1,221.0)     118.2
DUN & BRADSTREET  DNB US     1,775.6     (558.0)    (478.3)
FNB UNITED CORP   FNBN US    1,643.9     (129.9)       -
FREESCALE SEMICO  FSL US     3,596.0   (4,488.0)   1,386.0
GENCORP INC       GY US        994.2     (143.4)     102.2
GLG PARTNERS INC  GLG US       400.0     (285.6)     156.9
GLG PARTNERS-UTS  GLG/U US     400.0     (285.6)     156.9
GOLD RESERVE INC  GRZ CN        85.2      (19.9)      60.2
GOLDEN QUEEN MNG  GQM CN         4.9       (2.8)       3.9
GRAHAM PACKAGING  GRM US     2,947.5     (520.8)     298.5
GROUPON INC       GRPN US      795.6      (15.6)    (301.0)
HCA HOLDINGS INC  HCA US    23,756.0   (9,062.0)   2,422.0
HUGHES TELEMATIC  HUTC US       94.0     (111.8)     (39.0)
HUGHES TELEMATIC  HUTCU US      94.0     (111.8)     (39.0)
IDENIX PHARM      IDIX US       88.8       (2.3)      54.6
IMPERVA INC       IMPV US       42.5       (6.6)      (5.8)
INCYTE CORP       INCY US      371.2     (181.0)     225.5
IPCS INC          IPCS US      559.2      (33.0)      72.1
ISTA PHARMACEUTI  ISTA US      137.5      (34.8)      (7.5)
JUST ENERGY GROU  JE CN      1,584.2     (242.2)    (215.6)
JUST ENERGY GROU  JSTEF US   1,584.2     (242.2)    (215.6)
LEVEL 3 COMM INC  LVLT US    9,254.0     (523.0)   1,058.0
LIN TV CORP-CL A  TVL US       815.8     (115.0)      56.6
LIZ CLAIBORNE     LIZ US     1,144.0     (420.0)     (97.3)
LORILLARD INC     LO US      3,152.0   (1,174.0)   1,299.0
MAINSTREET EQUIT  MEQ CN       475.2      (10.5)       -
MANNING & NAPIER  MN US         66.1     (184.6)       -
MEAD JOHNSON      MJN US     2,580.0     (144.8)     678.3
MEDIVATION INC    MDVN US      188.3       (3.9)      89.4
MERITOR INC       MTOR US    2,663.0     (961.0)     206.0
MONEYGRAM INTERN  MGI US     5,000.3     (108.2)      33.9
MOODY'S CORP      MCO US     2,521.3     (174.2)     525.1
MORGANS HOTEL GR  MHGC US      480.8      (77.2)      (4.1)
NATIONAL CINEMED  NCMI US      807.9     (346.2)      56.6
NEXSTAR BROADC-A  NXST US      582.7     (187.0)      26.2
NPS PHARM INC     NPSP US      237.4      (38.6)     183.5
NYMOX PHARMACEUT  NYMX US        6.5       (5.5)       3.3
OTELCO INC-IDS    OTT-U CN     316.1      (10.1)      22.9
OTELCO INC-IDS    OTT US       316.1      (10.1)      22.9
PALM INC          PALM US    1,007.2       (6.2)     141.7
PDL BIOPHARMA IN  PDLI US      270.5     (243.2)      44.6
PETROALGAE INC    PALG US        8.3      (76.0)     (77.4)
PLAYBOY ENTERP-A  PLA/A US     165.8      (54.4)     (16.9)
PLAYBOY ENTERP-B  PLA US       165.8      (54.4)     (16.9)
PRIMEDIA INC      PRM US       208.0      (91.7)       3.6
PROTECTION ONE    PONE US      562.9      (61.8)      (7.6)
QUALITY DISTRIBU  QLTY US      304.3     (105.9)      44.1
QWEST COMMUNICAT  Q US      16,849.0   (1,560.0)  (2,828.0)
RAPTOR PHARMACEU  RPTP US       22.6       (4.1)     (11.0)
REGAL ENTERTAI-A  RGC US     2,262.0     (555.7)     (25.8)
RENAISSANCE LEA   RLRN US       57.0      (28.2)     (31.4)
RENTECH NITROGEN  RNF US       111.3      (79.5)     (16.0)
REVLON INC-A      REV US     1,081.7     (685.1)     148.6
RSC HOLDINGS INC  RRR US     3,075.9      (50.7)    (199.1)
RURAL/METRO CORP  RURL US      303.7      (92.1)      72.4
SALLY BEAUTY HOL  SBH US     1,728.6     (219.0)     419.1
SINCLAIR BROAD-A  SBGI US    1,563.8     (125.4)      45.7
SINCLAIR BROAD-A  SBTA GR    1,563.8     (125.4)      45.7
SMART TECHNOL-A   SMA CN       514.9       (9.4)     171.8
SMART TECHNOL-A   SMT US       514.9       (9.4)     171.8
SUN COMMUNITIES   SUI US     1,328.6      (72.4)       -
SYNERGY PHARMACE  SGYPD US       2.1       (8.6)      (6.1)
TAUBMAN CENTERS   TCO US     2,518.2     (467.9)       -
THERAVANCE        THRX US      283.3      (59.2)     229.4
TOWN SPORTS INTE  CLUB US      445.1       (3.2)     (30.8)
UNISYS CORP       UIS US     2,566.9     (594.5)     464.7
VECTOR GROUP LTD  VGR US       931.0      (66.7)     252.6
VERISIGN INC      VRSN US    1,657.7     (166.7)     724.5
VERISK ANALYTI-A  VRSK US    1,379.9     (158.9)    (234.2)
VIRGIN MOBILE-A   VM US        307.4     (244.2)    (138.3)
WARNER MUSIC GRO  WMG US     3,583.0     (289.0)    (630.0)
WEIGHT WATCHERS   WTW US     1,086.5     (470.5)    (292.3)



                           *********

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 2012.  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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