TCR_Public/120104.mbx        T R O U B L E D   C O M P A N Y   R E P O R T E R

           Wednesday, January 4, 2012, Vol. 16, No. 3

                           Headlines

1555 WABASH: Case Summary & 10 Largest Unsecured Creditors
4200 PAN: Case Summary & 3 Largest Unsecured Creditors
AACW INVESTMENTS: Case Summary & 3 Largest Unsecured Creditors
AGE REFINING: Court Confirms Chapter 11 Plan
AR BROADCASTING: Can Hire Landis Rath as Bankruptcy Counsel

BASHAS' INC: Refinances $185 Million in Secured Debt
BEACON POWER: Pluritas LLC OK'd as Intellectual Property Advisors
BEACON POWER: Court Approves Potter Anderson as Bankruptcy Counsel
BEACON POWER: Court OKs Brown Rudnick as Bankruptcy Co-Counsel
BEACON POWER: Court OKs CRG Partners as Financial Advisors

BERNARD L. MADOFF: Lautenberg Foundation Appeals Ruling Again
BH MALL: Weber International Takes Over Mall Due to Foreclosure
CABI SMA: Files 2nd Revised Disclosures for First Amended Plan
CELLFOR INC: Jan. 20 Hearing for Recognition of Canadian Case
CDC CORP: Taps Kobre & Kim as Special Litigation Counsel

CLARE AT WATER TOWER: Court OKs DLA Piper as Bankruptcy Counsel
COACH AMERICA: Files Chapter 11 Petition to Improve Balance Sheet
COACH AMERICA: Case Summary & 30 Largest Unsecured Creditors
DALLAS BAYOU: Case Summary & 20 Largest Unsecured Creditors
D.C. DEVELOPMENT: Court OKs Logan Yumkas as Counsel

D.C. DEVELOPMENT: Committee Retains Cole Schotz as Counsel
D.C. DEVELOPMENT: Sysco Foods Removed from the Committee
DELTA PETROLEUM: To Sell Business at March 20 Auction
DUVALL-WATSON, LLC: Case Summary & 3 Largest Unsecured Creditors
EASTERN LIVESTOCK: Trustee Hires Katz Sapper as Accountants

ENIVA USA: Authorized to Purchase Real Property and Incur Debt
EXTERRA ENERGY: Schedules $19.4MM in Assets, $7.5MM in Debt
FILENE'S BASEMENT: Syms Committee Retains PwC as Financial Advisor
FILENE'S BASEMENT: Committee Retains Morris Nichols as Co-Counsel
FILENE'S BASEMENT: Syms Claims to Save $5MM by Lease Terminations

FISHER ISLAND: Judge Cristol Rules on Ownership Dispute
FRIENDLY ICE CREAM: Sun Capital Cleared to Buy Firm Out of Ch. 11
FRIENDLY ICE CREAM: Unsecured Creditors Get $2.5MM From Sale
G. SINGH: Case Summary & 10 Largest Unsecured Creditors
GENERAL MARITIME: Jones Day Won't Assist Panel in Oaktree Probe

GENERAL MARITIME: Committee Hires Lowenstein as Conflicts Counsel
GENERAL MARITIME: Court OKs Moelis as Financial Advisor
GENERAL MARITIME: Court OKs Curtis as Conflicts Counsel
GENERAL MARITIME: Court OKs Garden City Group as Admin. Agent
GENERAL MARITIME: Taps Deloitte & Touche as Independent Auditor

GETTY PETROLEUM: Sues Lukoil for Fraudulent Transfer
GRAND RIVER: Can Hire Amherst Capital as Consultant
GRAND RIVER: Committee Taps Erman Teicher as Attorneys
HAROLD LAMPE: 3rd Cir. Flips Order Dismissing Custodian's Suit
HARTFORD COMPUTER: Jan. 26 Final Hearing on $14-Mil. DIP Loan

HARTFORD COMPUTER: Asks Court to Establish Claims Bar Date
HARTFORD COMPUTER: U.S. Trustee Names 3-Member Creditors' Panel
HARTFORD COMPUTER: Hiring Katten Muchin as Chapter 11 Counsel
HOLLY GLOBAL: Involuntary Chapter 11 Case Summary
HOME RESCUERS: Case Summary & 3 Largest Unsecured Creditors

HYDROTECH INC: Case Summary & 20 Largest Unsecured Creditors
INTERNATIONAL RARITIES: Creditors Want to Oust Owner From Control
ISAACSON STEEL: Hires Jacobowitz and Gubits as Special Counsel
JAMESON INN: Affiliate Appeals Dismissal of Bankruptcy Case
JK HARRIS: Suspends Operations; More Than 100 Workers Lose Jobs

JOSE M. APONTE: Voluntary Chapter 11 Case Summary
KRANE SOLUTIONS: Case Summary & 11 Largest Unsecured Creditors
LOS ANGELES DODGERS: Hires Deloitte Tax as Tax Provider
LACK'S STORES: Seeks to Employ Hohmann Taube as Special Counsel
LEE ENTERPRISES: Seeks Approval of $175-Mil. Loan-Backstop Deal

LV GREGORY'S: Case Summary & 16 Largest Unsecured Creditors
LYONDELL CHEMICAL: Settles With BASF for $180 Million
MARYLAND PAVING: Equipment Lender Wants Plan by April 30
MASSACHUSETTS ELEPHANT: Hires Wolf & Company for Tax Services
MENDOCINO COAST: Fort Bragg, CA Recreation Dist. Files for Ch. 9

MID MICHIGAN: Voluntary Chapter 11 Case Summary
MOHEGAN TRIBAL: Significant Amount of Debt Matures in Fiscal 2012
MRD SIXTH: Voluntary Chapter 11 Case Summary
MUEBLERIA SAVARONA: Case Summary & 16 Largest Unsecured Creditors
MUSICLAND HOLDINGS: Best Buy Directed to Show Cause

NATURA WORLD: Files Notice Under Bankruptcy and Insolvency Act
NEBRASKA BOOK: Pays More after Loan-Covenant Violation
NEVADA CANCER: Taps Hooper Lundy as Special Regulatory Counsel
NORAM RESOURCES: Court Trims Suit v. Creditor/Asset Buyer
OAKLEY CONSTRUCTION: Files for Chapter 11 Bankruptcy Protection

OAKLEY CONSTRUCTION: Case Summary & 20 Largest Unsecured Creditors
PARADISE HOSPITALITY: Anspach Law OK'd as Special Ohio Counsel
PREMIER TRAILER: Prepack Reorganization Plan Declared Effective
PURE BEAUTY: Court OKs LM+Co as Committee's Financial Advisor
PURE BEAUTY: Court OKs Pachulski Stang as Committee's Counsel

RAGING RIVER: Voluntary Chapter 11 Case Summary
R.E. LOANS: Noteholders Want Glast Phillips as New Local Counsel
R.E. LOANS: Section 341(a) Meeting Rescheduled for Jan. 17
RESIDENTIAL CAPITAL: Ally Won't Force Bankruptcy Filing
RIVER STREET: Owner of Marvin Neitzel Bldg Files for Chapter 11

ROCK POINTE: Seeks to Employ Kent & Wittner as Attorneys
ROCK POINTE: Seeks to Employ Southwell & O'Rourke as Attorneys
SAVANNAH OUTLET: Has Access to Cash Collateral Until Jan. 31
SAVANNAH OUTLET: Plan Outline Hearing Continued Until Jan. 24
SOMERSET MEADOWS: Case Summary & 3 Largest Unsecured Creditors

SOUTHWEST GEORGIA: To Implement Reorganization Plan Soon
TAO-SAHI LP: S2 Acquisition to be Paid in Full Over 10-Year Period
T.A.S. PROPERTIES: Case Summary & 3 Largest Unsecured Creditors
TAVERN ON THE GREEN: New York Requests Casual Eatery on Site
TODD & COPPER: Case Summary & 3 Largest Unsecured Creditors

TRILOGY DEVELOPMENT: Court Rules on BBSSI Summary Judgment Bid
TRIMONT REAL ESTATE: Investors Sue to Stop Las Vegas Loan Sale
UNITED TILE: 11th Cir. Affirms Ruling Subordination Agreement
VALLEY BEEF: Files for Chapter 11 Bankruptcy Protection
VITRO SAB: Quickly Seeks to Set Aside Stay Disrupting Plan

VITRO SAB: U.S. Trustee Wants VAC Cases Converted to Chapter 7
WASHINGTON LOOP: Trustee Can Employ S. Berman as Gen. Counsel
WASHINGTON MUTUAL: Trust-Preferreds to Seek Plan Denial Jan. 11
WASHINGTON MUTUAL: Court Clears US$50MM Deal on S&L Crisis Suit
WAZOO SPORTS: Kentucky Sports Network Files for Ch. 11

WILLIAM LYON: Prepack Documents Are Approved by Court

* Judge Arthur Gonzalez to Retire in March, May Join Academe

* Upcoming Meetings, Conferences and Seminars



                    *********

1555 WABASH: Case Summary & 10 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: 1555 Wabash, LLC
     1440 West Taylor Street
     Chicago, IL 60607

Bankruptcy Case No.: 11-51502

Chapter 11 Petition Date: December 27, 2011

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

Judge: Jacqueline P. Cox

Debtor's Counsel: David K. Welch, Esq.
              CRANE HEYMAN SIMON WELCH & CLAR
              135 S. Lasalle Street, Suite 3705
              Chicago, IL 60603
              Tel: (312) 641-6777
              Fax: (312) 641-7114
              E-mail: dwelch@craneheyman.com

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

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

The petition was signed by Theodore Mazola, president of New West
Realty Development Corp, sole member and manager.

Debtor's List of Its 10 Largest Unsecured Creditors:

     Entity               Nature of Claim    Claim Amount
     ------               ---------------   ------------
Klafter and Burke              --                 $99,248
225 W. Washington Street, Suite 1710
Chicago, IL 60606

ComEd-Units                  --                 $28,606
P.O. Box 6111
Carol Stream, IL 60197-6111

Steven Bock                  --                 $26,545
9501 W. 144th Place, Suite 201
Orland Park, IL 60462

Anderson & Moore PC            --                 $14,995

Chuhak & Tecson               --                  $7,609

Landmark Engineering Corp.      --                  $3,717

Demi & Cooper Advertising        --                  $1,195

Harrison, Held, Carroll Wall LLP   --                  $800

Shefsky & Froelich            --                  $671

Brown Udell Pomerantz           --                  $196


4200 PAN: Case Summary & 3 Largest Unsecured Creditors
------------------------------------------------------
Debtor: 4200 PAN AM LLC
     4200 N. Pan Am Expressway
     San Antonio, TX 78218

Bankruptcy Case No.: 11-13154

Chapter 11 Petition Date: December 29, 2011

Court: U.S. Bankruptcy Court
      Western District of Texas (Austin)

Judge: H. Christopher Mott

Debtor's Counsel: Patricia Baron Tomasco, Esq.
              JACKSON WALKER LLP
              100 Congress Avenue, Suite 1100
              Austin, TX 78701
              Tel: (512) 236-2076
              Fax: (512) 691-4438
              E-mail: ptomasco@jw.com

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

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

The petition was signed by Edward J. Herman, manager.

Affiliates that filed separate Chapter 11 petitions:

     Entity                   Case No.      Petition Date
     ------                  --------      -------------
Dehler Manufacturing Co., Inc.       11-12856          11/22/11
Furniture By Thurston            11-12858          11/22/11
KLN Steel Products Company, LLC      11-12855          11/22/11

Debtor's List of Its Three Largest Unsecured Creditors:

     Entity               Nature of Claim    Claim Amount
     ------               ---------------   ------------
KLN Steel Product Company LLC     --               $863,617
4200 N. Pan Am Expressway
San Antonio, TX 78218

Judson Independent School District --                 $49,951
8012 Shin Oak Drive
Live Oak, TX 78233

Sylvia S. Romo               --                 $44,623
Bexar County Tax Assessor-Collector
P.O. Box 839950
San Antonio, TX 78265


AACW INVESTMENTS: Case Summary & 3 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: AACW Investments LLC
     1612 South Mildred St #B
     Tacoma, WA 98465

Bankruptcy Case No.: 11-49954

Chapter 11 Petition Date: December 28, 2011

Court: United States Bankruptcy Court
      Western District of Washington (Tacoma)

Judge: Brian D. Lynch

Debtor's Counsel: Jeffrey B. Wells, Esq.
              500 Union St Ste 502
              Seattle, WA 98101
              Tel: (206) 624-0088
              E-mail: paralegal@jeffwellslaw.com

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

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

A list of the Company's three largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/wawb11-49954.pdf

The petition was signed by Matthew Chan, president SunwayServ,
Inc. as managing member.


AGE REFINING: Court Confirms Chapter 11 Plan
--------------------------------------------
Judge John Akard has confirmed the proposed plan of reorganization
filed by Eric J. Moeller, the court appointed Chapter 11 trustee
in the bankruptcy case of Age Refining, Inc.

The judge confirmed the Chapter 11 plan at a hearing on Dec. 9.

The final copy of the plan -- the Fourth Amended Chapter 11 Plan
of Reorganization -- was filed Dec. 14, a copy of which is
available for free at:

     http://bankrupt.com/misc/agerefining.doc1459.pdf

The Plan proposed by Chapter 11 Trustee Eric J. Moeller allowed
Chase Capital Corp. (on account of its allowed secured term credit
facility in Class 3) and general unsecured claims (Class 4) to
vote on the Plan.

The Debtor sold its refining assets located in San Antonio and
Falls City to NuStar Refining, LLC, in April 2011, and its Redfish
Bay Assets in San Patricio County (Aransas Pass/Ingleside) to
TexStar Midstream Transport, LP, in May 2011.

Chase Capital has been paid $40,212,084 -- the full amount of its
prepetition claim outstanding as of the Petition Date.  

Chase Capital sought payment of postpetition interest in the
amount of $6 million, reasonable fees and other charges which were
claims under Chase Capital's contracts with AGE Refining and the
Bankruptcy Code, including 11 U.S.C. Section 506.  Under the terms
of the compromise and settlement, Chase Capital's postpetition
claim is allowed and capped at $5,000,000.

Chase Capital was to be paid $200,000 of that $5,000,000 following
entry of the order approving the Chase Settlement and prior to
confirmation of a plan.  Notwithstanding the obligation to make
such payment, the Trustee has not made such payment and will not
make such payment prior to confirmation.  Notwithstanding the
modification of Chase Capital's right to payment, Chase Capital
voted in favor of the Plan.  

Chase Capital and unsecured creditors will receive payment from
proceeds of certain collateral and insurance claims.

Each holder of an allowed general unsecured claim in Class 4 will
receive its pro rata share of the cash transferred to the
Liquidating Trust.  The size of the general unsecured class is
estimated at between $8 million and $10 million.  

Holders of subordinated claims in Class 5 will not receive or
retain any property.  

All AGE Refining interests in Class 6 will be canceled as of the
effect Date and the holders thereof will not receive any property
under the Plan.

                 About Age Refining

Age Refining, Inc. owned a refinery in San Antonio, Texas.  It
manufactured, refined and marketed jet fuels, diesel products,
solvents and other highly specialized fuels.

The Company filed for Chapter 11 bankruptcy protection (Bankr.
W.D. Tex. Case No. 10-50501) on Feb. 8, 2010.  The Company
estimated $10 million to $50 million in assets and $100 million to
$500 million in liabilities in its bankruptcy petition.  David S.
Gragg, Esq., and Steven R. Brook, Esq., at Langley & Banack,
Incorporated, in San Antonio, Texas, represent Eric J. Moeller,
Chapter 11 Trustee, as general counsel.

Eric Moeller has been named chapter 11 trustee to take management
of the Debtor from CEO Glen Gonzalez.  In November 2010, the
trustee filed suit against Mr. Gonzalez, alleging he breached his
fiduciary duty by dipping into Company coffers for his personal
use while paying himself an excessive salary and stock
distributions.

David S. Gragg, Esq., Steven R. Brook, Esq., Natalie F. Wilson,
Esq., and Allen M. DeBard, Esq., at Langley & Banack, Inc., in San
Antonio, Tex., serve as general counsel to the Chapter 11 Trustee.


AR BROADCASTING: Can Hire Landis Rath as Bankruptcy Counsel
-----------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware authorized
AR Broadcasting Holdings, Inc., and its affiliates to employ
Landis Rath & Cobb LLP as its Chapter 11 counsel.  

Adam G. Landis and William E. Chipman, Jr., partners of Landis
Rath, Mark D. Olivere and J. Landon Ellis, associates of Landis
Rath, as well as other partners and associates of Landis Rath,
will be involved in the Debtors' cases.

Landis Rath will charge for its legal services on an hourly basis
in accordance with its ordinary and customary hourly rates in
effect on the date services are rendered:

    Partners        $475 to $690
    Associates      $295 to $425
    Paralegals      $190 to $225
    Legal assistants   $95 to $125

The firm can be reached at:

       Adam G. Landis, Esq.
       LANDIS RATH & COBB LLP
       919 Market Street, Suite 1800
       Wilmington, DE 19801
       Tel: (302) 467-4400
       Fax: (302) 467-4450
       E-mail: landis@lrclaw.com

           - and -

       Landon Ellis, Esq.
       LANDIS RATH & COBB LLP
       919 Market Street, Suite 1800
       Wilmington, DE 19801
       Tel: (302) 467-4400
       Fax: (302) 467-4450
       E-mail: ellis@lrclaw.com

             - and -

       William E. Chipman, Jr., Esq.
       LANDIS RATH & COBB LLC
       919 North Market Street, Suite 1800
       Wilmington, DE 19801
       Tel: (302) 467-4437
       Fax: (302) 467-4450
       E-mail: chipman@lrclaw.com

                 About AR Broadcasting

AR Broadcasting Holdings Inc., AR Broadcasting LLC, and AR
Licensing LLC sought bankruptcy protection (Bankr. D. Del. Case
Nos. 11-13674 to 11-13676) on Nov. 17, 2011.  AR Broadcasting et
al., are struggling Missouri and Texas Radio stations owned by
Cumulus Media Inc.  The Chapter 11 filing is a move to restructure
the debt-heavy finances of the subsidiary companies that control
them.

Based in Atlanta, Georgia, Cumulus Media Inc. is the second
largest radio broadcaster in the United States based on station
count, controlling 350 radio stations in 68 U.S. media markets.

Judge Brendan Linehan Shannon presides over the case.  DLS Claims
Administration, LLC, is the claims and notice agent.  AR
Broadcasting Holdings estimated $10 million to $50 million in
assets and $50 million to $100 million in debts.  The petitions
were signed by Linda Hill, vice president and principal accounting
officer.


BASHAS' INC: Refinances $185 Million in Secured Debt
----------------------------------------------------
Kold.com reports that Bashas' has refinanced $185 million in
secured debt.  The financing package will allow Bashas' to repay
its secured lenders more than a year ahead of schedule.

"The company will operate under more normal business circumstances
instead of solely relying on its own cash," the report quotes
Bashas' Vice President Edward N. Basha III as saying.

                 About Bashas' Inc.

Bashas' Inc. is a 77-year-old grocery chain that owns 158 retail
stores located throughout Arizona.  It is doing business as
National Grocery, Bashas Food, Bashas' United Drug, Food City,
Eddie's Country Store, A.J. Fine Foods, Western Produce, Bashas'
Distribution Center, Sportsman's, and Bashas' Dine.

The Company and its affiliates filed for Chapter 11 bankruptcy
protection on July 12, 2009 (Bankr. D. Ariz. Case No. 09-16050).
Frederick J. Petersen, Esq., at Mesch, Clark & Rothschild, P.C.,
assisted the Debtors in their restructuring efforts.  Michael W.
Carmel, Ltd., served as the Debtors' co-counsel.  Deloitte
Financial Advisory LLP served as financial advisors.  Epiq
Bankruptcy Solutions, LLC, served as claims and notice agent.  In
its bankruptcy petition, Bashas' estimated assets and debts of
$100 million to $500 million as of the Petition Date.

Judge James M. Marlar confirmed Bashas' Chapter 11 reorganization
plan in August 2010.


BEACON POWER: Pluritas LLC OK'd as Intellectual Property Advisors
-----------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware authorized
Beacon Power Corporation, et al., to employ Pluritas, LLC, as
intellectual property advisors.

The Debtors had conceived the idea of using energy storage systems
to provide an essential reliability service (now called frequency
regulation) to the grid.  The Debtors had invested over
$200 million to date on research and development for the flywheel
system and other products.  The resulting intellectual property
includes 22 existing U.S. and 11 foreign patents along with six
U.S. and 17 foreign patents pending.

Pluritas will provide advisory services in connection with the
deployment and disposition or other resolution of the Debtors'
intellectual property.

The Debtors understand that Pluritas intends to work closely with
other professional retains by the Debtors to ensure that there is
no unnecessary duplication of services for or charged to the
Debtors' estates.

The Debtors has agreed to pay Pluritas a fixed fee of $50,000 to
perform all of the services.  In addition, Pluritas will also be
reimbursed for reasonable expenses, not to exceed $5,000, plus
additional amounts.

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

                   About Beacon Power

Tyngsboro, Mass.-based Beacon Power Corporation (Nasdaq: BCOND)
-- http://www.beaconpower.com/-- designs, manufactures and
operates flywheel-based energy storage systems that it has begun
to deploy in company-owned merchant plants that sell frequency
regulation services in open-bid markets.

Beacon Power filed for Chapter 11 protection on Oct. 30, 2011, in
Delaware (Bankr. D. Del. Case No. 11-13450).  Brown Rudnick and
Potter Anderson & Corroon serve as the Debtor's counsel.  Beacon
disclosed assets of $72 million and debt totaling $47 million,
including a $39.1 million loan guaranteed by the U.S. Energy
Department.  Beacon built a $69 million facility with 20 megawatts
of balancing capacity in Stephentown, New York, funded mostly by
the DoE loan.

The Debtors tapped Miller Wachman, LLP as auditors, Pluritas, LLC
as intellectual property advisors, CRG Partners Group LLC as
financial advisors.

Beacon Power is the second cleantech company which has been backed
by the U.S. Department of Energy via loan guarantees to fail this
year.  The first was Solyndra, which declared Chapter 11
bankruptcy on Sept. 6, 2011.

Roberta A. DeAngelis, the United States Trustee for Region 3,
appointed four unsecured creditors to serve on the Official
Committee of Unsecured Creditors of Beacon Power Corporation.


BEACON POWER: Court Approves Potter Anderson as Bankruptcy Counsel
------------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware authorized
Beacon Power Corporation, et al., to employ Potter Anderson &
Corroon LLP as counsel.

Potter Anderson and Brown Rudnick LLP will work together to insure
work done by both firms is not duplicative.

Potter Anderson will defer payment on account of any fees incurred
in connection with services rendered until the time as the Debtors
receive the sale proceeds or other value realized from the assets
of Beacon's and SRS' estates.

Brown Rudnick, CRG Partners Group, LLC and Potter Anderson &
Corroon LLP will collectively charge a risk premium to be
calculated as a percentage of the gross sale proceeds or other
value realized from all assets of Beacon's and SRS' estates, which
percentage will be calculated as: (x) 15% of the first $10 million
of gross proceeds; (y) 10% of the next $10 million of gross
proceeds; and (z) 3% of the remainder of gross proceeds.

Potter Anderson will charge the Debtor:

       Partners            $465 - $640
       Associates           $240 - $380
       Paraprofessionals      $70 - $210

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

                   About Beacon Power

Tyngsboro, Mass.-based Beacon Power Corporation (Nasdaq: BCOND)
-- http://www.beaconpower.com/-- designs, manufactures and
operates flywheel-based energy storage systems that it has begun
to deploy in company-owned merchant plants that sell frequency
regulation services in open-bid markets.

Beacon Power, along with two affiliates, filed for Chapter 11
protection on Oct. 30, 2011, in Delaware (Bankr. D. Del. Case No.
11-13450).  Brown Rudnick and Potter Anderson & Corroon serve as
the Debtor's counsel.  Beacon disclosed assets of $72 million and
debt totaling $47 million, including a $39.1 million loan
guaranteed by the U.S. Energy Department.  Beacon built a $69
million facility with 20 megawatts of balancing capacity in
Stephentown, New York, funded mostly by the DoE loan.

The Debtors tapped Miller Wachman, LLP as auditors, Pluritas, LLC
as intellectual property advisors, CRG Partners Group LLC as
financial advisors.

Beacon Power is the second cleantech company which has been backed
by the U.S. Department of Energy via loan guarantees to fail this
year.  The first was Solyndra, which declared Chapter 11
bankruptcy on Sept. 6, 2011.

Roberta A. DeAngelis, the United States Trustee for Region 3,
appointed four unsecured creditors to serve on the Official
Committee of Unsecured Creditors of Beacon Power Corporation.


BEACON POWER: Court OKs Brown Rudnick as Bankruptcy Co-Counsel
--------------------------------------------------------------
Beacon Power Corporation, et al., in a modified application,
sought and obtained permission from the U.S. Bankruptcy Court for
the District of Delaware for authorization to employ Brown Rudnick
LLP as co-counsel.

The Debtors related that prepetition, they engaged Brown Rudnick
to provide regulatory advise in connection with certain federal
and state regulatory requirements before the Federal energy
Regulatory Commission, the New York Independent System Operator,
ISO-New England, PJM Interconnection, LLC, the California
Independent System Operator Corporation, the Midwest Independent
Transmission System Operator, Inc., the Electric Reliability
Council of Texas, the California Public Service Commission, the
New York Public Services Commission, the Pennsylvania Public
Service Commission, the Massachusetts Department of Public
Utilities, the Texas Public Service Commission, the Washington DC
Public Service Commission, and other federal and state agencies on
issues related to opening the markets for ancillary services
providers to bid, provide and be paid on a comparable basis with
traditional generators and other non-generators.

The Debtors understand that Brown Rudnick intends to work closely
with other professional retained by the Debtors to ensure that
there is no necessary duplication of services performed for or
charged to the Debtors' estate.

Brown Rudnick will defer payment on account of any fees incurred
in connection with services rendered until the time as the Debtor
receive the sale proceeds or other value realized from all assets
of the Beacon's and SRS' estates.

Brown Rudnick will charge the Debtors:

       Partners               $625 - $1,055
       Associates            $375 -   $650
       Paraprofessionals        $265 -   $370

Brown Rudnick, CRG Partners Group, LLC and Potter Anderson &
Corroon LLP will collectively charge a risk premium to be
calculated as a percentage of the gross sale proceeds or other
value realized from all assets of Beacon's and SRS' estates, which
percentage will be calculated as: (x) 15% of the first $10 million
of gross proceeds; (y) 10% of the next $10 million of gross
proceeds; and (z) 3% of the remainder of gross proceeds.

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

                   About Beacon Power

Tyngsboro, Mass.-based Beacon Power Corporation (Nasdaq: BCOND)
-- http://www.beaconpower.com/-- designs, manufactures and
operates flywheel-based energy storage systems that it has begun
to deploy in company-owned merchant plants that sell frequency
regulation services in open-bid markets.

Beacon Power, along with two affiliates, filed for Chapter 11
protection on Oct. 30, 2011, in Delaware (Bankr. D. Del. Case No.
11-13450).  Brown Rudnick and Potter Anderson & Corroon serve as
the Debtor's counsel.  Beacon disclosed assets of $72 million and
debt totaling $47 million, including a $39.1 million loan
guaranteed by the U.S. Energy Department.  Beacon built a $69
million facility with 20 megawatts of balancing capacity in
Stephentown, New York, funded mostly by the DoE loan.

The Debtors tapped Miller Wachman, LLP as auditors, Pluritas, LLC
as intellectual property advisors, CRG Partners Group LLC as
financial advisors.

Beacon Power is the second cleantech company which has been backed
by the U.S. Department of Energy via loan guarantees to fail this
year.  The first was Solyndra, which declared Chapter 11
bankruptcy on Sept. 6, 2011.

Roberta A. DeAngelis, the United States Trustee for Region 3,
appointed four unsecured creditors to serve on the Official
Committee of Unsecured Creditors of Beacon Power Corporation.


BEACON POWER: Court OKs CRG Partners as Financial Advisors
----------------------------------------------------------
Beacon Power Corporation, et al., in a modified application,
sought and obtained permission from the U.S. Bankruptcy Court for
the District of Delaware for permission to employ CRG Partners
Group LLC as financial advisors.

CRG will, among other things:

  -- assist in relationships with the Debtors' existing lenders
   and creditors and finalizing the restructuring of the Debtors'
   debts;

  -- secure new capital to facilitate the Debtors' restructuring;
   and

  -- manage the process of marketing certain assets of the
   Debtors.

CRG will defer payment on account of any fees incurred in
connection with services rendered until the time as the Debtors
receive the sale proceeds or other value realized from the assets
of Beacon's and SRS' estates.

CRG will charge the Debtors:

       Managing Partners        $575 - $675
       Partners               $525 - $575
       Managing Directors      $450 - $495
       Directors              $395 - $435
       Senior Consultants         $395
       Consultants               $250

Brown Rudnick, CRG Partners Group, LLC and Potter Anderson &
Corroon LLP will collectively charge a risk premium to be
calculated as a percentage of the gross sale proceeds or other
value realized from all assets of Beacon's and SRS' estates, which
percentage will be calculated as: (x) 15% of the first $10 million
of gross proceeds; (y) 10% of the next $10 million of gross
proceeds; and (z) 3% of the remainder of gross proceeds.

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

                   About Beacon Power

Tyngsboro, Mass.-based Beacon Power Corporation (Nasdaq: BCOND)
-- http://www.beaconpower.com/-- designs, manufactures and
operates flywheel-based energy storage systems that it has begun
to deploy in company-owned merchant plants that sell frequency
regulation services in open-bid markets.

Beacon Power, along with two affiliates, filed for Chapter 11
protection on Oct. 30, 2011, in Delaware (Bankr. D. Del. Case No.
11-13450).  Brown Rudnick and Potter Anderson & Corroon serve as
the Debtor's counsel.  Beacon disclosed assets of $72 million and
debt totaling $47 million, including a $39.1 million loan
guaranteed by the U.S. Energy Department.  Beacon built a $69
million facility with 20 megawatts of balancing capacity in
Stephentown, New York, funded mostly by the DoE loan.

The Debtors tapped Miller Wachman, LLP as auditors, Pluritas, LLC
as intellectual property advisors, CRG Partners Group LLC as
financial advisors.

Beacon Power is the second cleantech company which has been backed
by the U.S. Department of Energy via loan guarantees to fail this
year.  The first was Solyndra, which declared Chapter 11
bankruptcy on Sept. 6, 2011.

Roberta A. DeAngelis, the United States Trustee for Region 3,
appointed four unsecured creditors to serve on the Official
Committee of Unsecured Creditors of Beacon Power Corporation.


BERNARD L. MADOFF: Lautenberg Foundation Appeals Ruling Again
-------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that customers of Bernard L. Madoff Investment Securities
LLC, including the Lautenberg Foundation are appealing to the U.S.
Court of Appeals from a Dec. 5 ruling by a district judge in New
York concluding that the bankruptcy judge was correct when he
barred customers from suing Mr. Madoff's family members.

Mr. Rochelle recounts that in February, U.S. Bankruptcy Judge
Burton R. Lifland halted customers' suits against the fraudster's
friends and family, saying they parroted a complaint by the Madoff
trustee.  Judge Lifland ruled that the customers were "usurping
causes of action belonging to" the trustee.

The report relates that in the opinion from which Lautenberg
Foundation is appealing, U.S. District Judge Alvin K. Hellerstein
explained how Irving Picard, the trustee, is suing the Madoff
family for $200 million.  The judge said that the creditors' suits
are based on "alleged misrepresentations and lies that every
creditor of the estate suffered."  As a result, Judge Hellerstein
ruled that the lawsuit belongs to Mr. Picard in accord with
decisions from the U.S. Court of Appeals in Manhattan.

               About Bernard L. Madoff

Bernard L. Madoff Investment Securities LLC and Bernard L. Madoff
orchestrated the largest Ponzi scheme in history, with losses
topping US$50 billion.  On Dec. 15, 2008, the Honorable Louis A.
Stanton of the U.S. District Court for the Southern District of
New York granted the application of the Securities Investor
Protection Corporation for a decree adjudicating that the
customers of BLMIS are in need of the protection afforded by the
Securities Investor Protection Act of 1970.  The District Court's
Protective Order (i) appointed Irving H. Picard, Esq., as trustee
for the liquidation of BLMIS, (ii) appointed Baker & Hostetler LLP
as his counsel, and (iii) removed the SIPA Liquidation proceeding
to the Bankruptcy Court (Bankr. S.D.N.Y. Adv. Pro. No. 08-01789)
(Lifland, J.).  Mr. Picard has retained AlixPartners LLP as claims
agent.

On April 13, 2009, former BLMIS clients filed an involuntary
Chapter 7 bankruptcy petition against Bernard Madoff (Bankr.
S.D.N.Y. 09-11893).  The case is before Hon. Burton Lifland.  The
petitioning creditors -- Blumenthal & Associates Florida General
Partnership, Martin Rappaport Charitable Remainder Unitrust,
Martin Rappaport, Marc Cherno, and Steven Morganstern -- assert
US$64 million in claims against Mr. Madoff based on the balances
contained in the last statements they got from BLMIS.

On April 14, 2009, Grant Thornton UK LLP as receiver placed Madoff
Securities International Limited in London under bankruptcy
protection pursuant to Chapter 15 of the U.S. Bankruptcy Code
(Bankr. S.D. Fla. 09-16751).

The Chapter 15 case was later transferred to Manhattan.  In June
2009, Judge Lifland approved the consolidation of the Madoff SIPA
proceedings and the bankruptcy case.

Judge Denny Chin of the U.S. District Court for the Southern
District of New York on June 29, 2009, sentenced Mr. Madoff to
150 years of life imprisonment for defrauding investors in United
States v. Madoff, No. 09-CR-213 (S.D.N.Y.)

As of July 15, 2011, a total of US$6.88 billion in claims by
investors has been allowed, with US$794.9 million to be paid by
the Securities Investor Protection Corp.  Investors are expected
to receive additional distributions from money recovered by Mr.
Picard from lawsuits or settlements.

Mr. Picard has filed 1,000 lawsuits seeking $100 billion from
banks such as HSBC Holdings Plc and JPMorgan Chase & Co.  The
trustee has seen more than $28 billion of his claims tossed by
district judges.



BH MALL: Weber International Takes Over Mall Due to Foreclosure
---------------------------------------------------------------
BakersfieldNow.com reports that lender Weber International took
over East Hills Mall owned by BH Mall LLC.  BH Mall spokesman Nick
Danesh said the mall went into foreclosure last week, prompting
the lender takeover.

BH Mall filed for Chapter 11 bankruptcy protection (Bankr. C.D.
Calif. Case No. 09-42300) in Los Angeles, California, on Nov. 17,
2009, estimating debts between $1 million and $10 million, and
assets between $10 million and $50 million.  Stephen Biegenzahn,
Esq., represented the Debtor.


CABI SMA: Files 2nd Revised Disclosures for First Amended Plan
--------------------------------------------------------------
CABI SMA Tower I, LLLP, filed on Nov. 22, 2011, a second revised
disclosure statement in support of its First Amended Chapter 11
Plan of Reorganization (Second Edition) with the U.S. Bankruptcy
Court for the Southern District of Florida.

The Plan provides for a restructuring of the Debtor's financial
obligations.  The Debtor believes that the proposed restructuring
will provide the Debtor with the necessary liquidity to compete
effectively in today's business environment, in connection with
the development of a retail project.

The Plan is premised upon the funding of (i) up to $4,870,000 on
the Effective Date in order to consummate the Plan and (ii)
shortfalls, if any, from additional equity contributions by Newco
or development financing by Newco.  The specific names of the
entities which will provide the Equity Contribution and the
Development Financing will be provided in the Plan Supplement.

The Plan Investors will make the Equity Contribution and the
Development Financing via a newly formed limited liability
company, Teca Group Investments LLC.

Holders of Allowed Secured Prepetition Loan Claims (Class 4),
Allowed Other Secured Claims (Class 5), Allowed Customer Deposit
Claims (Class 6), Allowed General Unsecured Claims (Class 7), and
the Allowed Deficiency Claim (Class 8) are entitled to vote on the
Plan.

Old Equity Interests in Class 9 will be canceled and the Holders
thereof will not be entitled to, and will not receive or retain,
any property or interest in property on account of such Old Equity
Interests.  Class 9 is deemed to reject the Plan.  

The Debtor estimates that on the Effective Date, the Allowed
amount of the Allowed Secured Prepetition Loan Claim in Class 4
will be approximately $14,152,893, or if Brickell Central makes an
election pursuant to Section 1111(b) of the Bankruptcy Code,
$30,516,551.  However, the Allowed amount of the Claim will be
determined from the Appraised Value of the Property and the fair
market value of the other collateral which secures the Claim.

As soon as reasonably practicable on or after the Effective Date,
the Holder of the Allowed Secured Prepetition Loan Claim will
receive either (a) the New Brickell Central Note, if the Holder of
the Allowed Secured Prepetition Note makes an election pursuant to
Section 1111(b) of the Bankruptcy Code, or (b) the New Senior
Note, and from and after the Effective Date, the payments provided
for thereunder, if the Holder of the Allowed Secured Prepetition
Note does not make an election pursuant to Section 1111(b) of the
Bankruptcy Code.

The New Brickell Central Note will provide for the following
terms: (i) an aggregate principal amount equal to the Prepetition
Loan Claim; (ii) a maturity of seven (7) years from the Effective
Date; (iii) solely as to the value of the Secured Prepetition Loan
Claim, an interest rate of LIBOR plus 250 basis points, fixed for
the first year, then adjustable quarterly; (iv) interest payable
monthly in arrears; (v) principal in the amount of $300,000
payable annually for the first three (3) years, and thereafter
principal in the amount of $700,000 payable annually until
maturity; (vi) no prepayment penalty for payment of principal
prior to maturity; and (vii) secured pursuant to the Mortgage by a
first priority mortgage lien in and security interest on all
of the Reorganized Debtor's assets.

The New Senior Note shall provide for the following terms: (i) an
aggregate principal amount equal to the Secured Prepetition Loan
Claim; (ii) a maturity of seven (7) years from the Effective Date;
(iii) an interest rate of LIBOR plus 250 basis points, fixed for
the first year, then adjustable quarterly; (iv) interest payable
monthly in arrears; (v) principal in the amount of $150,000
payable annually for the first three (3) years, and thereafter
principal in the amount of $350,000 payable annually until
maturity; (vi) no prepayment penalty for payment of principal
prior to maturity; and (vii) secured pursuant to the Mortgage by a
first priority mortgage lien in and security interest on all of
the Reorganized Debtor's assets.

Pursuant to the terms of the Settlement Agreement, each Holder of
a Class 6 Allowed Customer Deposit Claim will receive, as
applicable and solely to the extent not previously paid pursuant
to the Settlement Agreement, (a) Cash in the amount of the
principal balance of the Escrow Funds of the Holder on deposit
with the Escrow Agent as of the Petition Date, to the extent not
previously disbursed to such Holder by a prior order of the
Bankruptcy Court, (b) Cash in the statutory amount of any Priority
Non-Tax Claim pursuant to 11 U.S.C. Section 507(a)(7), and (c)
Cash in the amount of 20% of such Holder's Allowed Unsecured
Customer Deposit Claim.

The Debtor estimates that on the Effective Date, the amount of
Allowed General Unsecured Claims in Class 7 will aggregate
approximately $2,020,954.  On or as soon as reasonably practicable
after the Effective Date, each Holder of an Allowed General
Unsecured Claim will receive Cash in an amount equal to 15% of
such Allowed Claim.

The Debtor estimates that as of the Effective Date, the amount of
the Allowed Deficiency Claim in Class 8 will be $16,363,658, or if
Brickell Central makes an election pursuant to Section 1111(b) of
the Bankruptcy Code, $0.

As soon as reasonably practicable after the Effective Date and
provided that the Holder of the Secured Prepetition Loan Claim has
not made an election pursuant to Section 1111(b) of the Bankruptcy
Code, the Holder of the Allowed Deficiency Claim will be entitled
to receive the New Junior Note and, from and after the Effective
Date, the payments provided for thereunder.  If the Holder of the
Secured Prepetition Loan Claim makes an election pursuant to
Section 1111(b) of the Bankruptcy Code, then Class 8 will not
exist and all references in the second revised Disclosure
Statement or in the Plan to Class 8 will be void.

A copy of the Second Revised Disclosure Statement is available for
free at http://bankrupt.com/misc/cabisma.doc261.pdf

As reported in the TCR on Nov. 22, 2011, the Bankruptcy Court
denied approval of the Revised Disclosure Statement, filed
Oct. 11, 2011, explaining the Debtor's Modified First Amended Plan
of Reorganization.  Judge Cristol previously denied disclosure
statements filed April 27, 2011, and Aug. 19, 2011.

                 About Cabi SMA Tower I

Based in Miami, Florida, Cabi SMA Tower I, LLLP -- fka Cabi SMA
Retail 1, LLC; Cabi SMA, LLLP; Cabi SMA Tower 2, LLC; Cabi SMA
Tower 2, LLLP; Capital at Brickell; Cabi SMA Retail 2, LLLP; Cabi
SMA Retail 2, LLC; Cabi SMA Tower 1, LLC; and Cabi SMA Retail I,
LLLP -- owns multiple vacant parcels around South Miami Avenue and
S.W. 14th Street in Miami, Florida.  It acquired the parcels to
develop residential, hotel, and retail space, including a
condominium development.  The parcels are being managed by Cabi
Developers, LLC pursuant to a management agreement.

Cabi SMA Tower I filed for Chapter 11 bankruptcy protection
(Bankr. S.D. Fla. Case No. 10-49009) on Dec. 28, 2010.  Mindy A.
Mora, Esq., and Tara V. Trevorrow, Esq., at Bilzin Sumberg Baena
Price & Axelrod, LLP, in Miami, serve as the Debtor's bankruptcy
counsel.  The Debtor estimated its assets and debts at $10 million
to $50 million.

Affiliates Cabi Downtown, LLC (Bankr. S.D. Fla. Case No. 09-27168)
and Cabi New River LLC (Bankr. S.D. Fla. Case No. 10-49013) filed
separate Chapter 11 petitions.

No creditor's committee has been appointed in Cabi SMA Tower I,
LLLP's Chapter 11 case.


CELLFOR INC: Jan. 20 Hearing for Recognition of Canadian Case
-------------------------------------------------------------
The U.S. Bankruptcy Court in Atlanta will convene a hearing on
Jan. 20, 2012, at 10:00 a.m. to consider a request for recognition
of the Canadian bankruptcy proceedings of CellFor Corp. as a
foreign main proceeding, as well as for permanent injunction.

The Bankruptcy Court had issued a 14-day temporary restraining
order and injunction prohibiting U.S. creditors of CellFor Inc.
and CellFor Corp. from taking possession or exercising control of
the Company's assets, except as authorized by The Bowra Group,
Inc., the monitor appointed by a Canadian court to oversee the
company.

The Bankruptcy Court also barred nurseries Grolink Plant Co.,
Inc., International Forest Company, LTF Greenhouses LLC d/b/a
Lewis Taylor Farms, The Plug Connection, and Plum Creek Marketing,
Inc. from taking any action or failing to take action necessary to
preserve CellFor's assets in their possession, including, but not
limited to, mini-plugs or seedlings, except as expressly
authorized by the Monitor in writing.

Any sales of the company's owned seedlings made after the
Bankruptcy Court's Injunction Order must be segregated and subject
to the jurisdiction of the Bankruptcy Court.

A hearing on the Monitor's request for an extension of the
Injunction Order was set for Jan. 3, 2012, at 1:30 p.m. in
Atlanta.

The Monitor may be reached at:

        THE BOWRA GROUP INC.
        1930 - 1095 West Pender Street
        Vancouver, B.C. V6E 2M6
        Tel: 604-689-8939
        Fax: 604-689-8584
        E-mail: info@bowragroup.com

                  About CellFor Corp.

Atlanta, Georgia-based CellFor Corp. is a Delaware corporation
formed for the purpose of contracting with U.S. nurseries at which
seedlings and trees developed by CellFor Inc. -- or CellFor BC --
are grown and developed.  The Company also serves as a U.S. sales
and marketing office for CellFor BC.  CellFor BC is a privately
held company constituted under the laws of Canada, having its head
office in Vancouver, British Columbia.  CellFor BC is in the
business of research, development and commercial sales of advanced
technologies relating to the cloning and genetic modification of
superior conifer seedlings for the forestry industry.  The
objective of CellFor BC was to select, produce and sell forestry
seedlings that provided better growth rates, disease resistance
and wood quality.  CellFor Corp. is entirely funded by CellFor BC,
its sole shareholder.

The Bowra Group Inc. was appointed Dec. 15, 2011, by the Supreme
Court of British Columbia, Vancouver Registry, as monitor for
CellFor Corp. in connection with a proceeding under the Companies'
Creditors Arrangement Act R.S.C. 1985, c. C-36.  As the Company's
foreign representative, Bowra Group then filed a petition under
Chapter 15 of the U.S. Bankruptcy Code (Bankr. N.D. Ga. Case No.
11-86263) on Dec. 20, 2011, seeking recognition of the Canadian
proceedings.  Judge Paul W. Bonapfel presides in the Chapter 15
case.  The Chapter 15 petition estimated $1 million to $10 million
in assets and debts for the Company.

Bowra Group is represented in the Chapter 15 case by:

        W. Neal McBrayer, Esq.
        MILLER & MARTIN PLLC
        1200 One Nashville Place
        150 Fourth Avenue North
        Nashville, TN 37219
        Tel: (615) 744-8514
        Fax: (615) 256-8197
        E-mail: nmcbrayer@millermartin.com

           - and -

        William A. DuPre, IV, Esq.
        Paul M. Alexander, Esq.
        Michael A. Coots, Jr., Esq.
        MILLER & MARTIN PLLC
        1170 Peachtree Street, N.E., Suite 800
        Atlanta, GA 30309-7706
        Tel: (404) 962-6100
        Fax: (404) 962-6300
        E-mail: bdupre@millermartin.com
                palexander@millermartin.com
                mcoots@millermartin.com


CDC CORP: Taps Kobre & Kim as Special Litigation Counsel
--------------------------------------------------------
BankruptcyData.com reports that CDC Corp. filed with the U.S.
Bankruptcy Court a motion to retain Kobre & Kim (Contact: Michael
S. Kim) as special litigation counsel at hourly rates ranging from
$225 to 742.50.

BankruptcyData.com says the Debtors also filed a motion for (1)
approval of expanded scope of employment of Finley Colmer and
Company as chief restructuring officer for the Debtor for a
monthly fee of $11,000, (2) approval of a second amended
engagement agreement and (3) approval of a stipulation regarding
motion for appointment of a Chapter 11 trustee.

According to the Debtors, "On Dec. 5, 2011, the United States
Trustee and Evolution CDC SPV Ltd., Evolution Master Fund Ltd.,
SPC, Segregated Portfolio, and E1 Fund Ltd. each filed motions for
the appointment of a Chapter 11 Trustee . The Court held hearings
on the Trustee Motions on Dec. 19 and Dec. 20, 2011, at which time
the presentation of evidence by all parties to the Trustee Motions
was completed.  At the hearings, the parties announced an
agreement (subject to approval of the Debtor's Board of Directors)
to resolve the Trustee Motions by way, inter alia, of expanding
the duties of the CRO."

                    About CDC Corp

Based in Atlanta, CDC Corp. (Nasdaq: CHINA) --
http://www.cdccorporation.net/-- is the parent company of CDC
Software (Nasdaq: CDCS).  CDC Software is based dually in
Shanghai, China, and Atlanta and produces enterprise software
applications, IT consulting services, outsourced applications
development and IT staffing.  The company's owners include Asia
Pacific Online Ltd., Xinhua News Agency and Evolution Capital
Management.

CDC Corporation, doing business as Chinadotcom, filed a Chapter
11 petition (Bankr. N.D. Ga. Case No. 11-79079) on Oct. 4, 2011.
James C. Cifelli, Esq., at Lamberth, Cifelli, Stokes & Stout, PA,
in Atlanta, Georgia, serves as counsel.  Moelis & Company LLC
serves as its financial advisor and investment banker.  Marcus A.
Watson serves as chief restructuring officer.  The Debtor
estimated assets and debts at $100 million to $500 million as of
the Chapter 11 filing.


CLARE AT WATER TOWER: Court OKs DLA Piper as Bankruptcy Counsel
---------------------------------------------------------------
The Clare at Water Tower sought and obtained for permission from
the U.S. Bankruptcy Court for the Northern District of Illinois to
employ DLA Piper LLP as its bankruptcy counsel.

As the Debtor's counsel, DLA Piper has agreed to:

  a) advise the Debtor of its rights, powers and duties as
      debtor and debtor in possession while operating and
      managing its business and property under chapter 11
      of the Bankruptcy Code;

  b) prepare on behalf of the Debtor all necessary and
      appropriate applications, motions, proposed orders,
      other pleadings, notices, schedules and other documents,
      and reviewing all financial and other reports to be
      filed in this chapter 11 case;

  c) advise the Debtor concerning, and preparing responses
      to, applications, motions, other pleadings, notices and
      other papers that may be filed by other parties in this
      chapter 11 case;

  d) advise the Debtor with respect to, and assisting in the
      negotiation and documentation of, financing agreements
      and related transactions; and

  e) review the nature and validity of any liens asserted
      against the Debtor?s property and advising the Debtor
      concerning the enforceability of such liens.

DLA Piper will charge for its legal services on an hourly basis in
accordance with its ordinary and customary hourly rates in effect
on the date the services are rendered1.  The firm will also seek
reimbursement of actual and necessary out-of-pocket expenses.

The Debtor assures the Court that the firm is a "disinterested
person" within the meaning of Section 101(14) of the Bankruptcy
Code.

              About The Clare at Water Tower

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

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

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

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

The United States Trustee in Chicago appointed seven members to
the official committee of unsecured creditors.


COACH AMERICA: Files Chapter 11 Petition to Improve Balance Sheet
-----------------------------------------------------------------
Coach America Holdings Inc. and its subsidiaries filed on Jan. 3 a
voluntary petition for Chapter 11 reorganization (Bankr. D. Del.
Lead Case No. 12-10010) to ensure its long-term competitiveness
and to continue providing service to its customers.

According to a statement, the bankruptcy filing was made with a
focus on reducing Company debt, and advancing the best interests
of the Company and its stakeholders.

In connection with the filing, Coach America has obtained a
commitment for $30 million of debtor-in-possession financing from
a steering committee of its existing senior lenders.  The loan was
arranged by JPMorgan Securities LLC.  JPMorgan Chase Bank N.A. is
the DIP agent.

The revolving facility, which is subject to approval by the
Bankruptcy Court, will support the Company's fleet investment and
help ensure the continuation of normal operations, including:

  * providing uninterrupted transportation services safely and
  reliably;

  * honoring all tickets and reservations, including making
  exchanges and refunds in the normal course;

  * providing employee wages, healthcare coverage, vacation, and   
  other benefits, without interruption; and,

  * paying suppliers for goods and services received during the   
  reorganization process.

Coach America is continuing accelerated discussions with its
Lenders on a restructuring that will position it for future growth
and competitive success.

George Maney, President and Chief Executive Officer of Coach
America, said, "Coach America has, for too long, been constrained
by our capital structure, and today's decision will ensure a
stronger Company focused on delivering critical transportation
services to our customers across the country.  I want to emphasize
that it is business as usual for Coach America throughout the
Chapter 11 process, and we look forward to a right-sized capital
structure that will enhance our competitiveness and ability to
serve our customers going forward."

Brian Cejka, Coach America's Chief Restructuring Officer, added,
"We appreciate the support and commitment of our lending group and
debt holders, and are focused on an effective, expeditious process
to enhance Coach America's competitiveness and value for all
stakeholders."

Coach America said it is filing motions Jan. 3 with the Court
seeking interim relief that will ensure the Company's continued
ability to conduct normal operations.

Coach America's investment banker is Rothschild Inc., legal
counsel is Lowenstein Sandler PC, and its financial advisor is
Alvarez & Marsal North America LLC.

The Debtors operate the largest tour and charter bus service and
the second largest motorcoach service in the United States.  The
Debtors' fleet consists of over 3,000 vehicles, including 1,623
full size motor coaches, 351 minibuses and cutaways, 902 vans and
39 trolleys.

The Debtors employ approximately 6,000 people and have a monthly
payroll of approximately $13.8 million.

                  Road to Bankruptcy

Prepetition, Coach American tried to renegotiate terms of its
first-lien financing with lenders but failed to reach a deal.

The business is "operationally sound, but it has suffered from the
economic downturn that began in late 2008 and liquidity
restraints," Mr. Cejka said in court papers.  "These liquidity
constraints have caused the debtor to defer capital improvements,"
Cejka said.

The Company said it had assets of $274 million and debt of
$402 million as of Nov. 30.  The Debtors had outstanding secured
debt obligations in the aggregate principal amount of
approximately $388,752,806 including approximately $318,729,664 in
first lien debt, $30,500,000 in second lien debt and approximately
$39,523,141 owed to certain capital lessors who are secured by
liens over certain of the Debtors' capital assets.  Unsecured
obligations total at least $15 million.

Coach America's $195 million first-lien term loan due in 2014
traded at 37.1 cents on the dollar at 3:16 p.m. New York time Jan.
2, Bloomberg said, citing data provider Markit Group Ltd.  That
debt is down from 81.4 cents on Jan. 3 last year.

For the fiscal year ended December 31, 2010, the Debtors reported
net revenues of $433 million and a net loss of approximately $180
million.  For the eleven-months ended November 30, 2011, the
Debtors reported net revenues of $417 million and a net loss of
approximately $27 million.

"Through these chapter 11 cases, the Debtors intend to restructure
their debt obligations to enable them to satisfy the claims of the
Prepetition Secured Parties, vendors and other creditors under a
plan of reorganization that promotes the Debtors' business plan
and complies with the applicable provisions of the Bankruptcy
Code," Mr. Cejka said.

                  About Coach America

Coach America -- http://www.coachamerica.com/-- is the largest  
tour and charter bus operator and the second largest motorcoach
service provider in the highly fragmented U.S. surface
transportation industry.  Headquartered in Dallas, Texas, Coach
America provides transportation services throughout the entire
United States.  Services provided by Coach America include
motorcoach charters, tours and sightseeing, commuter
transportation, airport and casino shuttles, rail crew
transportation and contract services for municipalities and
corporations.  Coach America operates the second largest fleet in
the U.S. with over 3,000 well maintained vehicles, including over
1,600 motorcoaches, primarily under the well recognized Coach
America, American Coach Lines and Gray Line brands.


COACH AMERICA: Case Summary & 30 Largest Unsecured Creditors
-------------------------------------------------------
Lead Debtor: Coach Am Group Holdings Corp.
     c/o Fenway Partners, LLC
     152 West 57th Street
     59th Floor
     New York, NY 10019
       
Bankruptcy Case No.: 12-10010

Debtor-affiliates that filed separate Chapter 11 petitions:

     Debtor                            Case No.
     ------                           --------
     Coach Am Holdings Corp.               12-10017
     Coach America Holdings, Inc.           12-10018
     American Coach Lines, Inc.             12-10019
     America Charters, Ltd.                12-10021
     American Coach Lines of Atlanta, Inc.   12-10022
     American Coach Lines of Jacksonville,
     Inc.                             12-10023
     American Coach Lines of Miami, Inc.      12-10024
     American Coach Lines of
     Orlando, Inc.                     12-10026
     Coach America Group, Inc.            12-10027        
       B&A Charter Tours, Inc.               12-10028  
       Dillon's Bus Service, Inc.             12-10029
     Florida Cruise Connection, Inc.         12-10030
     Hopkins Airport Limousine Service, Inc.   12-10032
     Lakefront Lines, Inc.               12-10033            
     The McMahon Transportation Company       12-10034
     Midnight Sun Tours, Inc.              12-10035
     Royal Tours of America, Inc.           12-10036     
       Southern Coach Company                12-10037
     Tippitt Travel, Inc.                 12-10038
     Trykap Airport Services, Inc.         12-10039      
     Trykap Transportation Management, Inc.    12-10040            
     KBUS Holdings, LLC                   12-10041  
       ACL Leasing, LLC                    12-10042
     CAPD, LLC                        12-10043
     Coach Amer. Transportation Solutions, LLC 12-10044
     CUSA, LLC                        12-10045
     CUSA ASL, LLC                     12-10046
     CUSA AT, LLC                       12-10047
     CUSA AWC, LLC                     12-10048
     CUSA BCCAE, LLC                     12-10049
     CUSA BESS, LLC                      12-10050
     CUSA CC, LLC                       12-10051
     CUSA CSS, LLC                     12-10052
     CUSA EE, LLC                       12-10053
     CUSA ELKO, LLC                      12-10054  
       CUSA ES, LLC                       12-10055  
       CUSA FL, LLC                       12-10056  
       CUSA GCBS, LLC                      12-10057
     CUSA GCT, LLC                     12-10058  
       CUSA KBC, LLC                     12-10059
     CUSA K-TCS, LLC                     12-10060
     CUSA Leasing, LLC                  12-10061   
     CUSA PCSTC, LLC                     12-10062
     CUSA PRTS, LLC                      12-10063
     CUSA RAZ, LLC                     12-10064   
     CUSA Transit Services, LLC             12-10065  
       Get A Bus, LLC                      12-10066  
       Coach BCCAE, L.P.                  12-10067   
     Coach Leasing BCCAE, L.P.            12-10068   
          
Type of Business: Coach is the largest charter bus operator
              and the second-largest motor coach services
              provider in the U.S.  Coach AM operates buses
              under the Coach USA, Gray Line, and American
              Coach Lines brand names.      

Chapter 11 Petition Date: Jan. 3, 2012                       

Court: U.S. Bankruptcy Court
      District of Delaware (Delaware)
       
Judge: Hon. Kevin Gross

Debtors'
Delaware
Counsel      : Christopher A. Ward, Esq.
              Justin K. Edelson, Esq.
              POLSINELLI SHUGHART PC
              222 Delaware Avenue
              Suite 1101
              Wilmington, DE 19801
              Tel: (302) 252-0920
              Fax: (302) 252-0921
              E-mail: cward@polsinelli.com
                      jedelson@polsinelli.com

              -- and --
              
              S. Jason Teele, Esq.
              Sharon L Levine, Esq.
              LOWENSTEIN SANDLER PC
              65 Livingston Avenue
              Roseland, NJ 07068
              Tel: (973) 597-2500
              Fax:(973) 597-2400
              E-mail: steele@lowenstein.com
                      slevine@lowenstein.com


Debtors'
Chief
Restructuring
Officer      :  ALVAREZ & MARSAL NORTH AMERICA, LLC
    
Debtors'
Claims,
Noticing and
Balloting
Agent        : BMC GROUP, INC.

Total Assets: $274 million as of Nov. 30, 2011

Total Liabilities: $402 million as of Nov. 30, 2011

The petition was signed by Brian Cejka, chief restructuring
officer.

Coach Am Group Holdings Corp.'s List of its 30 Largest Unsecured
Creditors:

     Entity               Nature of Claim    Claim Amount
     ------               ---------------   ------------
Valerie S. Rybka               Litigation      $1,250,000  
a/k/a Valerie Schwartz
3333 20th Street
Vero Beach, FL 32960

Universal Studios Inc.         Accounts         $671,041
100 University City Plaza        Payable
Universal City, CA 91808-1002

SC Fuels                     Accounts         $573,135
1800 W. Katella                Payable
Suite 400
Orange, CA 92863-4159

ABC Companies                 Accounts         $428,185
1506 30th Street NW             Payable
Faribult, MN 55021-1800

MCI Service Parts Incorporated    Accounts           $401,790
1700 E. Golf Road            Payable
FL 5
Schaumburg, IL 60173-5861

Bridgestone/Firestone, Inc.      Accounts           $271,889
535 Marriott Drive             Payable
Nashville, TN 37214

Mansfield Oil Company         Accounts           $160,292
                          Payable

The Sign Company, LLC         Lease Termination   $150,000
                          Liability

Kaiser Foundation Health        Accounts           $142,089
                          Payable

National Diagnostics Inc.      Accounts           $134,333
                          Payable

Peoplenet                  Accounts           $128,100
                          Payable

Green Petroleum               Accounts           $116,010
                          Payable

Penske Truck Leasing Co L.P.     Accounts           $115,498
                          Payable

Prevost Car Inc.-Credit Dept     Accounts           $110,969
                          Payable

Al Park Petroleum Incorporated    Accounts           $104,041
                          Payable
                       
Florida Detroit Diesel-         Accounts            $97,024
Allison, Inc.               Payable

Chambliss LTD               Accounts            $95,670
                          Payable

Metro Shore Services           Accounts            $92,571
                          Payable

Total Truck Parts Inc.          Accounts            $71,236
                          Payable

Bridgestone Retail             Accounts            $64,191
Operations LLC                Payable

Medical Mutual of Ohio          Accounts            $55,878
                          Payable

Smith Power Products Inc.      Accounts            $55,863
                          Payable

Legoland California            Accounts            $51,964
                          Payable

Ports Petroleum               Accounts            $49,094
                          Payable

WW Williams                  Accounts            $47,634
                          Payable

Drivecam Inc.               Accounts            $46,078
                          Payable

City of Los Angeles-           Accounts            $45,832
LA World Airports            Payable

Seaworld San Diego             Accounts            $43,416
                          Payable

Fleetpride Incorporated         Accounts            $40,188            
                          Payable

Kenworth of Central Florida      Accounts            $36,317
                          Payable


DALLAS BAYOU: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: Dallas Bayou Bend, Ltd.
     dba Bayou Bend Apartments
     13151 Emily Road, Suite 250
     Dallas, TX 75240

Bankruptcy Case No.: 11-38133

Chapter 11 Petition Date: December 29, 2011

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

Judge: Harlin DeWayne Hale

Debtor's Counsel: Eric A. Liepins, Esq.
              ERIC A. LIEPINS, P.C.
              12770 Coit Rd., Suite 1100
              Dallas, TX 75251
              Tel: (972) 991-5591
              E-mail: eric@ealpc.com

Scheduled Assets: $118,042

Scheduled Liabilities: $6,773,501

A list of the Company's 20 largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/txnb11-38133.pdf

The petition was signed by Barry Nussbaum, president of general
partner.


D.C. DEVELOPMENT: Court OKs Logan Yumkas as Counsel
---------------------------------------------------
D.C. Development, LLC, sought and obtained permission from the
U.S. Bankruptcy Court for the District of Maryland to employ
Logan, Yumkas, Vidmar & Sweeney, LLC, as its counsel pursuant to
Section 327 of the Bankruptcy Code and Rule 2014(a) of the Federal
Rules of Bankruptcy Procedure.  The Debtor has selected LYVS
because of its experience and knowledge in the fields of corporate
reorganization and bankruptcy law.

As the Debtor's counsel, LYVS has agreed to:

  (a) advise the Debtor of its rights, powers and duties as a
      debtor and debtor-in-possession;

  (b) advise the Debtor concerning, and assisting in the
      negotiation and documentation of, financing agreements,
      debt restructurings, cash collateral arrangements and
      related transactions;

  (c) review the nature and validity of liens asserted against
      the property of the Debtor and advise the Debtor
      concerning the enforceability of those liens;

  (d) advise the Debtor concerning the actions that it might
      take to collect and to recover property for the benefit of
      the Debtor's estate;

  (e) prepare on behalf of the Debtor all necessary and
      appropriate applications, motions, pleadings, draft orders,
      notices, schedules and other documents, and review all
      financial and other reports to be filed in the Chapter 11
      case;

  (f) advise the Debtor concerning, and prepare responses
      to, applications, motions, pleadings, notices and other
      papers that may be filed and served in the Chapter 11 case;

  (g) counsel the Debtor in connection with the formulation,
      negotiation and promulgation of plans of reorganization
      and related documents; and

  (h) perform all other legal services it is qualified to
      handle for and on behalf of the Debtor that may be
      necessary or appropriate in the administration of the
      Chapter 11 case and the Debtor's business, including
      advising and assisting the Debtor with respect to debt
      restructurings, stock or asset dispositions, claims
      analysis and disputes and legal advice with respect to
      general corporate, bankruptcy, finance, real estate and
      litigation matters.

The Debtor will pay LYVS for its legal services on an hourly basis
in accordance with the firm's ordinary and customary hourly rates:

                      Rate/Hour
                      ---------
    Partners            $325-$385
    Associates           $225-$300
    Paralegals           $110-$175

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

                 About D.C. Development

D.C. Development, LLC, is the owner of the Wisp Resort, a sky
resort in the mountains of Garrett County, Maryland.  The ski and
golf resort is situated on 2,200 acres with two golf courses, 32
ski trails, and 12 ski lifts.  The hotel has 102 suites and 67
guest rooms.

Financial problems were caused by a guarantee given to
Branch Banking & Trust Co. to secure a $29.6 million judgment the
bank obtained on a real estate development within the property.

D.C. Development, LLC, along with affiliates, filed for Chapter 11
bankruptcy (Bankr. D. Md. Case No. 11-30548) on Oct. 15, 2011.  
The Debtor disclosed $91,155,814 in assets and $46,141,245 in
liabilities as of the Chapter 111 filing.

D.C. Development has tapped Invotex Group as financial
restructuring consultant.  The Official Committee of Unsecured
Creditors has tapped Cole, Schotz, Meisel, Forman & Leonard, P.A.
as counsel.


D.C. DEVELOPMENT: Committee Retains Cole Schotz as Counsel  
----------------------------------------------------------
The Official Committee of Unsecured Creditors of D.C. Development,
LLC asks the U.S. Bankruptcy Court for the District of Maryland
for permission to retain Cole, Schotz, Meisel, Forman & Leonard,
P.A., as counsel.

Upon retention, the firm will, among other things:

  (a) advise the Committee with respect to its rights, duties and
      powers in the Chapter 11 cases;

  (b) assist and advise the Committee in its consultations with
      the Debtors relative to the administration of these Chapter
      11 cases; and

  (c) assist the Committee in analyzing the claims of the
      Debtors' creditors and the Debtors' capital structure and
      in negotiating with holders of claims and equity interests.

The firm's rates are:

        Personnel                     Rates
        ---------                     -----
  Partners and Special Counsel         $335 to $775
  Associates                     $210 to $385
  Paralegals                     $160 to $240

Gary H. Leibowitz, Esq., partner at Cole, Schotz, Meisel, Forman &
Leonard, P.A., attests that the firm is a "disinterested person"
as the term is defined in Section 101(14) of the Bankruptcy Code.

                 About D.C. Development

D.C. Development, LLC, is the owner of the Wisp Resort, a sky
resort in the mountains of Garrett County, Maryland.  The ski and
golf resort is situated on 2,200 acres with two golf courses, 32
ski trails, and 12 ski lifts.  The hotel has 102 suites and 67
guest rooms.

Financial problems were caused by a guarantee given to
Branch Banking & Trust Co. to secure a $29.6 million judgment the
bank obtained on a real estate development within the property.

D.C. Development, LLC, along with affiliates, filed for Chapter 11
bankruptcy (Bankr. D. Md. Case No. 11-30548) on Oct. 15, 2011.  
The Debtor disclosed $91,155,814 in assets and $46,141,245 in
liabilities as of the Chapter 111 filing.

D.C. Development has engaged Logan, Yumkas, Vidmar & Sweeney, LLC,
as counsel and tapped Invotex Group as financial restructuring
consultant. The Official Committee of Unsecured Creditors has
tapped Cole, Schotz, Meisel, Forman & Leonard, P.A. as counsel.


D.C. DEVELOPMENT: Sysco Foods Removed from the Committee
--------------------------------------------------------
W. Clarkson Mcdow, Jr., the United States Trustee for Region 4,
pursuant to 11 U.S.C. Sec. 1102(a) and (b), filed a new list of
unsecured creditors serving on the Official Committee of Unsecured
Creditors of D.C. Development, LLC.

Scott Blackshaw of Sysco Foods has been removed from the
Committee.

The Creditors Committee members are:

     1. Sandy Bellow
       Duane Yonder
       Adventure Sports
       250 Adventure Sports Way
       McHenry, MD 21541

     2. Kendra Geiger
       Keystonne Lime Company
       P.O. Box 278
       Springs, PA 15562

     3. David Goff
       OB Sports Golf Management LLC
       7025 East Greenway Parkway, Suite 550
       Scotsdale, AZ 22314

Duane Yoder and Sandy Bellow of Adventure Sports will act as the
Interim Committee Chairperson.

                 About D.C. Development

D.C. Development, LLC, is the owner of the Wisp Resort, a sky
resort in the mountains of Garrett County, Maryland.  The ski and
golf resort is situated on 2,200 acres with two golf courses, 32
ski trails, and 12 ski lifts.  The hotel has 102 suites and 67
guest rooms.

Financial problems were caused by a guarantee given to
Branch Banking & Trust Co. to secure a $29.6 million judgment the
bank obtained on a real estate development within the property.

D.C. Development, LLC, along with affiliates, filed for Chapter 11
bankruptcy (Bankr. D. Md. Case No. 11-30548) on Oct. 15, 2011.  
The Debtor disclosed $91,155,814 in assets and $46,141,245 in
liabilities as of the Chapter 111 filing.

D.C. Development has engaged Logan, Yumkas, Vidmar & Sweeney, LLC,
as counsel and tapped Invotex Group as financial restructuring
consultant. The Official Committee of Unsecured Creditors has
tapped Cole, Schotz, Meisel, Forman & Leonard, P.A. as counsel.


DELTA PETROLEUM: To Sell Business at March 20 Auction
-----------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Delta Petroleum Corp. filed papers to set up a sale
of the business at auction on March 20.  No buyer is yet under
contract.

According to the report, Delta explained in a court filing how it
was negotiating with two prospective buyers immediately before the
Chapter 11 filing on Dec. 15.  The company said it couldn't agree
on a sale contract because the buyers were demanding breakup fees
that were too large.

The report relates that if the bankruptcy court in Delaware agrees
with the schedule at a Jan. 11 hearing, bids would be due
initially by March 13, followed by the March 20 auction and a
hearing by March 22 to approve the sale.

Mr. Rochelle notes that Delta wants to preserve the right to
designate a stalking horse before the initial bid deadline.  The
stalking horse would make the first offer at auction and receive a
break-up fee if outbid.  At the time of the bankruptcy filing,
debt included $38.5 million outstanding on a secured loan with
Macquarie Bank Ltd.

                About Delta Petroleum

Delta Petroleum Corporation -- http://www.deltapetro.com/-- is an  
independent oil and gas company engaged primarily in the
exploration for, and the acquisition, development, production, and
sale of, natural gas and crude oil.  Natural gas comprises over
90% of Delta's production services.  The core area of its
operations is the Rocky Mountain Region of the United States,
where the majority of the proved reserves, production and long-
term growth prospects are located.

Delta and seven of its subsidiaries sought Chapter 11 bankruptcy
protection (Bankr. D. Del. Case Nos. 11-14006 to 11-14013,
inclusive) on Dec. 16, 2011, roughly six weeks before the Jan. 31,
2012 scheduled maturity of its $38.5 million secured credit
facility with Macquarie Bank Limited and after several months of
unsuccessful attempts to sell the business.  Delta disclosed
$375,498,248 in assets and $310,679,157 in liabilities, which also
include $152,187,500 in outstanding obligations on account of the
7% senior unsecured notes issued in March 2005 with US Bank
National Association indenture trustee; and $115,527,083 in
outstanding obligations on account of 3-3/4% Senior Convertible
Notes due 2037 issued in April 2007.

W. Peter Beardsley, Esq., Christopher Gartman, Esq., Kathryn A.
Coleman, Esq., and Ashley J. Laurie, Esq., at Hughes Hubbard &
Reed LLP, in New York, represent the Debtors as counsel.  Derek C.
Abbott, Esq., Ann C. Cordo, Esq., and Chad A. Fights, Esq., at
Morris, Nichols, Arsht & Tunnel LLP, in Wilmington, Del.,
represent the Debtors as co-counsel.  Conway Mackenzie is the
Debtors's restructuring advisor.  The Debtors selected Epiq
Bankruptcy Solutions, LLC as claims and noticing agent.  The
petition was signed by Carl E. Lakey, chief executive officer and
president.


DUVALL-WATSON, LLC: Case Summary & 3 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: Duvall-Watson, LLC
     P.O. Box 570
     Niwot, CO 80544

Bankruptcy Case No.: 11-39586

Chapter 11 Petition Date: December 27, 2011

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

Judge: Howard R. Tallman

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

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

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

The petition was signed by John J. McGraw, managing member.

Affiliate that filed separate Chapter 11 petition:

     Entity                   Case No.      Petition Date
     ------                  --------      -------------
Somerset Meadows, LLC            11-39584          12/27/11

Debtor's List of Its Three Largest Unsecured Creditors:

     Entity               Nature of Claim    Claim Amount
     ------               ---------------   ------------
Snell & Wilmer LLP            Legal Fees           $73,054
1200 17th Street, #1500
Denver, CO 50232

Somerset Meadows Master HOA       HOA Dues            $8,400
P.O. Box 570
Niwot, CO 80544

Somerset Meadows Village HOA      HOA Dues            $1,660
P.O. Box 570
Niwot, CO 80544


EASTERN LIVESTOCK: Trustee Hires Katz Sapper as Accountants
-----------------------------------------------------------
James A. Knauer, the Chapter 11 trustee for Eastern Livestock Co.,
LLC, asks for permission from the U.S. Bankruptcy Court for the
Southern District of Indiana to employ Katz, Sapper & Miller, LLP
as accountants.

The Trustee is in need of accountants to prepare federal and state
income tax returns and to advise and assist the Trustee on other
accounting matters that may arise and that the Trustee may deem
necessary for the administration of the estate.

The firm's hourly rates are:

       Personnel           Rates
       ---------           -----
       Partner           $350-$425
       Director         $250-$350
       Manager           $180-$250
       Staff            $115-$175

Keith T. Gambrel, partner at Katz, Sapper & Miller, attests that
that the firm is a "disinterested person" as the term is defined
in Section 101(14) of the Bankruptcy Code.

                 About Eastern Livestock

Eastern Livestock Co., LLC, was one of the largest cattle
brokerage companies in the United States, with operations and
assets located in at least 11 states.  ELC was headquartered in
New Albany, Indiana, with branch locations across several states.
It shut operations in November 2010.

On Dec. 6, 2010, creditors David L. Rings, Southeast Livestock
Exchange, LLC, and Moseley Cattle Auction, LLC, filed an
involuntary Chapter 11 petition (Bankr. S.D. Ind. Case No. 10-
93904) for the Company.  The creditors asserted $1.45 million in
claims for "cattle sold," and are represented by Greenebaum Doll &
McDonald PLLC.  The Court entered an Order for Relief on Dec. 28,
2010.  Judge Basil H. Lorch III, at the behest of the creditors,
appointed a trustee to operate Eastern Livestock's business.

The Chapter 11 trustee has tapped James M. Carr, Esq., at Baker &
Daniels LLP, as counsel.  BMC Group Inc. is the claims and notice
agent.  The Debtor has disclosed $81,237,865 in assets and
$40,154,698 in papers filed in Court.

An affiliate, East-West Trucking Co., LLC, filed a Chapter 7
petition (Bankr. S.D. Ind. Case No. 10-93799) on Nov. 23, 2010,
estimating assets and debts of $1 million to $10 million.  The
petition was signed by Thomas P. Gibson, as manager.  Michael J.
Walro, appointed as Chapter 7 Trustee for East-West Trucking, has
tapped James T. Young, Esq., at Rubin & Levin, P.C., in
Indianapolis -- james@rubin-levin.net -- as counsel.

Mr. Gibson, together with his spouse, Patsy M. Gibson, pursued a
personal bankruptcy case (Bankr. S.D. Ind. Case No. 10-93867) in
2010.  Kathryn L. Pry, the court-appointed trustee for the
Gibson's Chapter 7 case, has tapped Dale & Eke, P.C., as
counsel.


ENIVA USA: Authorized to Purchase Real Property and Incur Debt
--------------------------------------------------------------
The Hon. Robert J. Kressel of the U.S. Bankruptcy Court for the
District of Minnesota authorized Eniva USA, Inc., to purchase the
real property and incur debt outside of the ordinary course of
business.

The Court authorized the Debtor to:

   i) acquire the real property located at 2700 Campus Drive,
   Plymouth, Minnesota, pursuant to a purchase agreement dated
   April 8, 2011, from Andrew P. Kociscak;

  ii) enter into a consent to sale pursuant to contract for
   deed and assignment of purchase agreement and contract for
   deed, among the Debtor, Andrew P. Kociscak and Wells Fargo
   Bank, National Association;

iii) incur obligations as provided therein; and

  iv) perform all obligations under such agreements.

Upon any default by the Debtor of any obligation to Wells Fargo
Bank or Andrew P. Kociscak under the purchase agreement, the
contract for deed or the consent to sale, Wells Fargo Bank or
Andrew P. Kociscak may file an affidavit of default.  Five days
following the filing of an affidavit of default the automatic stay
will be terminated without further notice or hearing with respect
to the enforcement of rights and remedies against the debtor under
the purchase agreement, contract for deed and consent to sale.

The Debtor may not reject, restructure or amend any obligation
owed to Andrew P. Kociscak or Wells Fargo Bank pursuant to the
purchase agreement, the contract for deed or the consent to sale
in connection with this case, including, without limitation, in
connection with a plan of reorganization.

                   About Eniva USA

Anoka, Minnesota-based Eniva USA, Inc., fka Eniva, Inc., has been
engaged in the development, production and sale of nutritional
supplements since 1998.  It is a wholly owned subsidiary of
Wellspring International, Inc.  It sells its products throughout
the U.S. through a network of approximately 25,000 active
independent sales representatives, each under non-exclusive
membership contract with the Debtor.  It also sells its products
in Mexico, Puerto Rico, Bermuda, Canada and the U.K. through non
Debtor affiliates owned by Wellspring.

Eniva USA filed for Chapter 11 bankruptcy protection (Bankr. D.
Minn. Case No. 11-41414) on March 1, 2011.  Michael F. McGrath,
Esq., and Will R. Tansey, Esq. -- mfmcgrath@rqavichmeyer.com and
wrtansey@ravichmeyer.com -- at Ravich Meyer Kirkman Mcgrath &
Nauman, serve as the bankruptcy counsel.  Leslie A. Anderson,
Ltd., is special counsel in connection with the appeal or
amendment of prior year sales tax returns.  GuideSource serves as
financial consultant.  The Debtor estimated its assets and debts
at $10 million to $50 million.

Habbo G. Fokkena, the U.S. Trustee for Region 12, appointed three
members to the official committee of unsecured creditors in the
Chapter 11 cases.

Richard D. Anderson, Esq. -- randerson@briggs.com -- at Briggs and
Morgan, P.A., in Minneapolis, Minn., represents Home Federal
Savings and Loan as counsel.


EXTERRA ENERGY: Schedules $19.4MM in Assets, $7.5MM in Debt
-----------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Exterra Energy Inc., an oil and natural-gas
exploration and production company based in Amarillo, Texas, filed
a bare-bones Chapter 11 petition (Bankr. N.D. Tex. Case No. 11-
46956) on Dec. 15 in Fort Worth, Texas.  Two weeks later, Exterra
filed lists of assets and debt claiming to have property worth
$19.4 million.  The company also filed a balance sheet from
February listing assets for $5.1 million.  The formal bankruptcy
lists show total debt of $7.5 million, including $4.6 million in
secured claims.  The company's Web site says Exterra has 12 wells
in Pecos County, Texas, plus interests in another 50.


FILENE'S BASEMENT: Syms Committee Retains PwC as Financial Advisor
------------------------------------------------------------------
The Official Committee of Unsecured Creditors of Syms Corporation
asks the U.S. Bankruptcy Court for the District of Delaware for
permission to retain PricewaterhouseCoopers LLP as financial
advisor.

Upon retention, the firm will, among other things:

  (a) assist the Committee in reviewing the Debtors' reports or
      filings, including schedules of assets and liabilities,
      statements of financial affairs and monthly operating
      reports;

  (b) assist the Committee in monitoring, assessing, and
      analyzing the Debtors' going-out-of-business ("GOB")
      liquidation of merchandise, including reviewing and
      analyzing cash flows from GOB sales, inventory levels and
      augmentation strategies, GOB funds flow and cash
      management, liquidation fees and expenses, analysis of
      budget to net results, monitoring and analysis of inventory
      levels and augmentation strategy; and

  (c) assist the Committee in reviewing and analyzing actual and
      potential claims.

The firm's rates are:

  Personnel              Hourly Billing Rate
  ---------              -------------------
   Partner/Principal            $789
   Director/Senior Manager      $557-$607
   Manager                     $494
   Senior Associate              $410
   Associate                  $347
   Secretarial                  $95

Perry M. Mandarino, partner at PricewaterhouseCoopers LLP, attests
that the firm is a "disinterested person" as the term is defined
in Section 101(14) of the Bankruptcy Code.

           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.


FILENE'S BASEMENT: Committee Retains Morris Nichols as Co-Counsel
-----------------------------------------------------------------
The Official Committee of Unsecured Creditors of Syms Corporation
asks the U.S. Bankruptcy Court for the District of Delaware for
approval to retain Morris, Nichols, Arsht & Tunnell LLP as
Delaware co-counsel.

Upon retention, the firm will, among other things:

-- provide legal advice and assistance to the Committee
  concerning the administration of these Cases;

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

-- advise the Committee of its fiduciary duties and
  responsibilities to Syms Corp. equity security holders and to
  direct necessary communication with same.

Robert J. Dehney, Esq., partner at Morris, Nichols, Arsht &
Tunnell LLP, attests that the firm is a "disinterested person" as
the term is defined in Section 101(14) of the Bankruptcy Code.

The firm's hourly rates are:

  Personnel            Rates
  ---------            -----
   Partners            $475 to $770
   Associates         $275 to $475
   Paraprofessionals     $205 to $260
   Case Clerks            $130

           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.


FILENE'S BASEMENT: Syms Claims to Save $5MM by Lease Terminations
-----------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Syms Corp. and subsidiary Filene's Basement LLC are
managing to save almost $5 million by disposing of four of 24
leases they were unable to sell.

The report relates that although Syms' real estate agents marketed
the store leases to 265 other retailers, no third party made a bid
acceptable on its own.  Landlords for three stores made offers
where the leases are terminated on terms beneficial to Syms.  For
the three stores, landlords agreed to waive more than $1.3 million
in claims.  For a fourth store at 80th Street and Broadway in
Manhattan, the landlord will pay $500,000 cash although Syms will
be liable to pay $1.6 million for a "tenant improvement
allowance." The landlord will waive a $4 million claim for damages
arising from rejection of the lease.  Ultimately, Syms says it
will benefit by about $3.6 million on the Broadway store, after
taking into consideration a $734,000 obligation for payment in
arrears under the lease.

The bankruptcy judge in late December signed an order approving
termination of the leases.

Syms is proposing a $650,000 bonus program to retain the few
workers required to complete winding down the business.

                   About Syms Corp.

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

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

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

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

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

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

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

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

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

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

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

Gordon Brothers and Hilco are represented by Goulston & St


FISHER ISLAND: Judge Cristol Rules on Ownership Dispute
-------------------------------------------------------
Two groups have appeared before the Bankruptcy Court in Miami
alleging they represent the alleged debtors, Fisher Island
Investments, Inc., and Little Rest Twelve, Inc.:

    -- One group is represented by Patricia Redmond, Esq., of
     Stearns Weaver Miller Weissler Alhadeff & Sitterson, P.A.,
     Joseph Rebak, Esq. of Tew Cardenas, LLP, and Martin Russo,
     Esq. of Gusrae Kaplan & Nusbaum, PLLC -- dubbed Redmond
     Alleged Debtors; and

    -- The other group is represented by Emanuel Zeltser of
     Sternik and Zeltser, and Darin DiBello, Esq. of DiBello,
     Lopez & Castillo, P.A. -- dubbed Zeltser Alleged Debtors.

According to papers filed in the case, the "Fisher Trust" was
formed as a Gibraltar trust by Declaration of Trust dated March 1,
2006.  The name of the Fisher Trust was changed to the "Valmore
Trust" on Oct. 1, 2006.  The original Trustee of the Valmore Trust
was Miselva Etablissement, a Liechtenstein entity owned and
controlled by Andrew Baker, who is in the business of setting up
and administering trusts.  According to the terms of the Valmore
Trust Agreement, Fallon Invest & Trade, Inc., an entity
incorporated under the laws of the British Virgin Islands, was
named the Protector of the Valmore Trust with certain specifically
enumerated powers set out in the Valmore Trust Agreement.

The Valmore Trust was set up by David Ashfield, the then Chief
Financial Officer of London International Bank, and Mohammed Ali
Guidfar, the then Chief Executive Officer of London International
Bank.

Both Mr. Baker and Mr. Ashfield have testified they believed that
the Valmore Trust was being created for the benefit of Joseph Kay
and his family and was being funded through conveyance into the
trust of assets then owned by Mr. Kay.

The Zeltser Alleged Debtors have filed a Motion for Partial
Summary Judgment seeking a determination that: (i) a Gibraltar
Trust named the "Valmore Trust" -- which the Redmond Alleged
Debtors contends is the ultimate owner of FII and LR12 -- is
invalid; (ii) that neither Gibraltar Law nor United Kingdom law
applies in the consolidated involuntary Chapter 7 bankruptcy
proceedings involving Fisher Island Investments, Inc., and Little
Rest Twelve, Inc.; and (iii) that an entity named JWL
Entertainment Group, Inc., is the equitable owner of FII and LR12.

In response, the Redmond Alleged Debtors argue that any
determination regarding the validity of the Valmore Trust should
be made by a Gibraltar Court under Gibraltar law, that the
Gibraltar Court implicitly found that the Valmore Trust was valid
and made other explicit factual findings which were not appealed
by Joseph Kay that are entitled to comity in the Bankruptcy Court,
that a New York Court has specifically declined to find that the
Valmore Trust was a sham, and that the Zeltser Alleged Debtors
have not rebutted the expert legal opinion concluding that the
Valmore Trust is a validly constituted trust.  In addition, the
Redmond Alleged Debtors argue that summary judgment in favor of
the Zeltser Alleged Debtors is inappropriate based on the
undisputed factual record.  The Redmond Group also argues that
Gibraltar Law and UK law should be applied, and that the Valmore
Trust is the owner either directly or indirectly of FII and LR12.

In a Dec. 29, 2011 decision available at http://is.gd/O0YLkcfrom  
Leagle.com, Bankruptcy Judge A. Jay Cristol denied the Motion for
Summary Judgment with a note that he is inclined to determine as a
matter of law that Miselva owns Fisher Island Limited and
Grosvenor Trading House Limited.  Before making such
determination, Judge Cristol said the Zeltser Alleged Debtors may
file within 21 days a legal memorandum, based on existing record,
to persuade the Court not to enter summary judgment as indicated.

              About Fisher Island Investments

Solby+Westbrae Partners; 19 SHC Corp.; Ajna Brands Inc.; 601/1700
NBC LLC; Axafina Inc.; and Oxana Adler LLM filed an involuntary
Chapter 11 petition against Miami Beach, Florida-based Fisher
Island Investments, Inc. (Bankr. S.D. Fla. Case No. 11-17047) on
March 17, 2011.

On the same date, involuntary Chapter 11 petitions were also filed
against the Company's affiliates, Mutual Benefits Offshore Fund,
LTD (Bankr. S.D. Fla. Case No. 11-17051) and Little Rest Twelve,
Inc. (Bankr. S.D. Fla. Case No. 11-17061).  Judge A. Jay Cristol
presides over the case.  The case was previously assigned to Judge
Laurel M. Isicoff.

Donald F. Walton, the U.S. Trustee for Region 21, appointed James
S. Feltman as an examiner in the involuntary cases.  Greenberg
Traurig, P.A., serves as counsel for the examiner.

In August 2011, Judge Cristol denied petitioning creditor Oxana
Adler's notice of and request for withdrawal and dismissal of the
involuntary Chapter 11 petition.


FRIENDLY ICE CREAM: Sun Capital Cleared to Buy Firm Out of Ch. 11
-----------------------------------------------------------------
Dow Jones' DBR Small Cap reports that Sun Capital Partners Inc.
got the approval from a judge to pilot its Friendly Ice Cream
Corp. out of bankruptcy on a course that will resolve many of the
restaurant chain's financial troubles.

A Sun Capital affiliate will pay about $120 million, including
enough cash to off first-lien debt.  Most of the remainder is a
credit bid from the $267.7 million in second-lien, pay-in-kind
notes that a Sun Capital affiliate owns.

The deal with Sun Capital was subject to higher and better offers.  
But the court-sanctioned auction was cancelled when no competing
offers were made.

                About Friendly Ice Cream

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

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

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

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

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

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

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


FRIENDLY ICE CREAM: Unsecured Creditors Get $2.5MM From Sale
------------------------------------------------------------
Lauren Tara LaCapra at Thomson Reuters News & Insight reports Sun
Capital Partners Inc. agreed to a $2.5 million cash payment with
Friendly Ice Cream unsecured creditors, which payment was approved
as part of the sale of Friendly's on Dec. 29, 2011.

The report also notes Friendly's overall "wind-down" budget for
costs related to the Chapter 11 filing is $11.5 million.

Judge Kevin Gross on Dec. 29, 2011, authorized Friendly's to sell
itself back to Sun in exchange for debt forgiveness.  Sun can
acquire the Company's assets, but must forgive debts and cover
professional fees and expenses.  Sun had earlier offered to erase
its $75 million loan to Friendly's to re-acquire the Company in
lieu of cash.  Unsecured creditors had challenged its right to
make a so-called "credit bid," arguing that the loan should be
treated as equity.

The report says Friendly held an auction to sell itself to other
potential buyers under a tight deadline, but no competing bids
surfaced.  The auction was canceled on Dec. 21, 2011.

As reported by the Troubled Company Reporter, Sun's unit, Sundae
Group Holdings, proposed to pay about $120 million for the
business.  The price includes enough cash to pay first-lien debt
and an amount of cash for unsecured creditors to be negotiated
with the official creditors' committee.  Aside from cash, Sun
would make a credit bid from the $267.7 million in second-lien,
pay-in-kind notes.

                About Friendly Ice Cream

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

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

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

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

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


G. SINGH: Case Summary & 10 Largest Unsecured Creditors
-------------------------------------------------------
Debtor: G. Singh Enterprises LLC
     fdba Hampton Place Townhomes
     14 Grace Dr
     Old Westbury, NY 11568

Bankruptcy Case No.: 11-40889

Chapter 11 Petition Date: December 29, 2011

Court: United States Bankruptcy Court
      Southern District of Texas (Houston)

Judge: Marvin Isgur

Debtor's Counsel: Willard Penn Conrad, Esq.
              9898 Bissonnet, Ste 112
              Houston, TX 77036
              Tel: (713) 777-4077
              Fax: (713) 777-1034
              E-mail: wpenn@peoplepc.com

Scheduled Assets: $800,600

Scheduled Liabilities: $1,640,944

A list of the Company's 10 largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/txsb11-40889.pdf

The petition was signed by Gurpreet Singh, manager.


GENERAL MARITIME: Jones Day Won't Assist Panel in Oaktree Probe
---------------------------------------------------------------
The Official Committee of Unsecured Creditors appointed in the
bankruptcy cases of General Maritime Corporation seeks Court
authority to retain Jones Day as Chapter 11 counsel.

Jones Day, however, won't represent the Committee in its planned
investigation of the Debtors' entry into the Amended and Restated
Credit Agreement, dated May 6, 2011 for a $200 million secured
term loan facility and related transactions with entities
affiliated with Oaktree, and possible litigation against Oaktree
units OCM Administrative Agent LLC and OCM Marine Investments CTB,
Ltd., in connection with the May 2011 Oaktree Transaction.

While the Committee is informed that Jones Day is not ethically
prohibited from doing so since such Oaktree-controlled entities
are neither current nor former clients of Jones Day, prior to its
retention, Jones Day indicated to the Committee that, given its
representation of Oaktree-related entities from time to time, it
would not represent the Committee in commencing such litigation.

The Committee intends to file an application to retain Lowenstein
Sandler PC as special counsel to investigate the May 2011 Oaktree
Transaction and, if appropriate, commence and prosecute litigation
in connection therewith on behalf of the Committee.

The hourly billing rates of Jones Day's partners likely to be
working on the General Maritime case currently range from $625 to
$925; the of counsel would be from $600 to $725; the associates
would be from $325 to $700, and the legal assistants would be from
$100 to $275.

Jones Day has informed the Committee that in its view it (a) is a
"disinterested person" within the meaning of section 101(14) of
the Bankruptcy Code; and (b) does not represent or hold an
interest adverse to the interest of the estate with respect to the
matters on which Jones Day is to be retained.

Various holders of the 12% Senior Notes due 2017 issued by Debtor
General Maritime have been identified as among the Debtors'
largest unsecured creditors.  Prior to the Committee appointment,
Jones Day represented the Ad Hoc Group of General Maritime
Noteholders as holders of more than $185 million of the $300
million of 12% Senior Notes due 2017 issued by General Maritime
Corporation in connection with General Maritime's restructuring
efforts, including appearing in the Chapter 11 cases on behalf of
the Noteholders Committee. This representation began Sept. 20,
2011, and concluded Nov. 29, 2011, with the agreement of all
members of the Noteholders Committee.

In connection with Jones Day's work for the Noteholders Committee,
General Maritime paid to Jones Day a total of $596,671.86 in the
form of an initial retainer and subsequent replenishments of such
retainer.  As of the Petition Date, Jones Day waived any amounts
that may have been owing by the Company and, thus, is not owed for
any fees and costs by the Company incurred prior to the Petition
Date.

The Noteholders Committee consisted of Capital Research and
Management Company, J.P. Morgan Investment Management, Inc., J.P.
Morgan Securities LLC, Stone Harbor Investment Partners LP and
Third Avenue Focused Credit Fund.

The Creditors Committee is comprised of Bank of New York Mellon
Corporate Trust, Stone Harbor Investment Partners, Delos
Investment Management, and Ultramar Agencia Maritima Ltda.

Jones Day may be reached at:

        Paul D. Leake, Esq.
        Pedro A. Jimenez, Esq.
        Benjamin Rosenblum, Esq.
        JONES DAY
        222 East 41st Street
        New York, NY 10017
        Telephone: (212) 326-3939
        Facsimile: (212) 755-7306
        E-mail: pdleake@jonesday.com
                pjimenez@jonesday.com
                brosenblum@jonesday.com

                  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.


GENERAL MARITIME: Committee Hires Lowenstein as Conflicts Counsel
-----------------------------------------------------------------
The Official Committee of Unsecured Creditors of General Maritime
Corporation asks the Bankruptcy Court to approve its retention of
Lowenstein Sandler PC as special conflicts counsel to represent
the Committee in connection with matters arising in or in
connection with the chapter 11 cases where conflicts prevented
Jones Day, the panel's lead counsel, from representing the
Committee.

The current hourly rates for Lowenstein Sandler's professionals
range from $435 to $895 for partners; from $390 to $660 for Senior
Counsel (generally 10 or more years experience); from 350 to $630
for Counsel; from 250 to $40 for Associates (generally less than 6
years experience); and from $145 to $245 for paraprofessionals.

S. Jason Teele, Esq., a member at the firm, attests that
Lowenstein Sandler is "disinterested" within the meaning of
section 101(14) of the Bankruptcy Code and does not represent or
hold an interest adverse to the interest of the Debtors' estates
with respect to the matters with respect to which Lowenstein
Sandler will provide services.

The firm may be reached at:

        Kenneth A. Rosen, Esq.
        S. Jason Teele, Esq.
        LOWENSTEIN SANDLER PC
        1251 Avenue of the Americas
        New York, NY 10020
        Telephone: (973) 597-2500
        Facsimile: (973) 597-2400
        E-mail: krosen@lowenstein.com
                steele@lowenstein.com

                  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.

The Official Committee of Unsecured Creditors appointed in the
case has retained lawyers at Jones Day as Chapter 11 counsel.  
Jones Day previously represented an ad hoc group of holders of the
12% Senior Notes due 2017 issued by General Maritime Corp.  This
representation began Sept. 20, 2011, and concluded Nov. 29, 2011,
with the agreement of all members of the Noteholders Committee.

The Noteholders Committee consisted of Capital Research and
Management Company, J.P. Morgan Investment Management, Inc., J.P.
Morgan Securities LLC, Stone Harbor Investment Partners LP and
Third Avenue Focused Credit Fund.

The Creditors Committee is comprised of Bank of New York Mellon
Corporate Trust, Stone Harbor Investment Partners, Delos
Investment Management, and Ultramar Agencia Maritima Ltda.


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

Upon retention, Moelis & Company will:

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

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

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

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

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

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

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

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

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

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

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

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

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

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

                  About General Maritime

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

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

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

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

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

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

The Official Committee of Unsecured Creditors appointed in the
case has retained lawyers at Jones Day as Chapter 11 counsel.  
Jones Day previously represented an ad hoc group of holders of the
12% Senior Notes due 2017 issued by General Maritime Corp.  This
representation began Sept. 20, 2011, and concluded Nov. 29, 2011,
with the agreement of all members of the Noteholders Committee.

The Noteholders Committee consisted of Capital Research and
Management Company, J.P. Morgan Investment Management, Inc., J.P.
Morgan Securities LLC, Stone Harbor Investment Partners LP and
Third Avenue Focused Credit Fund.

The Creditors Committee is comprised of Bank of New York Mellon
Corporate Trust, Stone Harbor Investment Partners, Delos
Investment Management, and Ultramar Agencia Maritima Ltda.


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

Upon retention, Curtis will, among other things:

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

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

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

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

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

Curtis' current hourly rates are:

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

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

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

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

                  About General Maritime

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

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

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

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

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

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

The Official Committee of Unsecured Creditors appointed in the
case has retained lawyers at Jones Day as Chapter 11 counsel.  
Jones Day previously represented an ad hoc group of holders of the
12% Senior Notes due 2017 issued by General Maritime Corp.  This
representation began Sept. 20, 2011, and concluded Nov. 29, 2011,
with the agreement of all members of the Noteholders Committee.

The Noteholders Committee consisted of Capital Research and
Management Company, J.P. Morgan Investment Management, Inc., J.P.
Morgan Securities LLC, Stone Harbor Investment Partners LP and
Third Avenue Focused Credit Fund.

The Creditors Committee is comprised of Bank of New York Mellon
Corporate Trust, Stone Harbor Investment Partners, Delos
Investment Management, and Ultramar Agencia Maritima Ltda.


GENERAL MARITIME: Court OKs Garden City Group as Admin. Agent
-------------------------------------------------------------
General Maritime Corporation, et al., sought and obtained
permission from the U.S. Bankruptcy Court for the Southern
District of New York to employ Garden City Group, Inc., as
administrative agent.

Angela Ferrante, Assistant vice president of GCG, Inc., attest
that the firm is a "disinterested person" as the term is defined
in Section 101(14) of the Bankruptcy Code.

                  About General Maritime

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

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

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

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

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

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

The Official Committee of Unsecured Creditors appointed in the
case has retained lawyers at Jones Day as Chapter 11 counsel.  
Jones Day previously represented an ad hoc group of holders of the
12% Senior Notes due 2017 issued by General Maritime Corp.  This
representation began Sept. 20, 2011, and concluded Nov. 29, 2011,
with the agreement of all members of the Noteholders Committee.

The Noteholders Committee consisted of Capital Research and
Management Company, J.P. Morgan Investment Management, Inc., J.P.
Morgan Securities LLC, Stone Harbor Investment Partners LP and
Third Avenue Focused Credit Fund.

The Creditors Committee is comprised of Bank of New York Mellon
Corporate Trust, Stone Harbor Investment Partners, Delos
Investment Management, and Ultramar Agencia Maritima Ltda.


GENERAL MARITIME: Taps Deloitte & Touche as Independent Auditor
---------------------------------------------------------------
BankruptcyData.com reports that General Maritime filed with the
U.S. Bankruptcy Court a motion to retain Deloitte & Touche and
Deloitte Financial Advisory Services (Contact: Gregory Koslow) as
independent auditor and bankruptcy administration consultant at
these hourly rates: partner at $550, senior manager at 400,
manager at 325, senior at 175 and staff at 100.

                  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.


GETTY PETROLEUM: Sues Lukoil for Fraudulent Transfer
----------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Getty Petroleum Marketing Inc., which supplies
petroleum products and subleases 825 gasoline stations to
operators, filed a fraudulent transfer lawsuit last week against
Lukoil Americas Corp., a former owner of the business.

According to the report, the complaint alleges that Lukoil
transferred the company's most valuable assets to other Lukoil
subsidiaries in November 2009 and received insufficient value in
return.  Getty Petroleum's owner, Cambridge Petroleum Holding
Inc., purchased the business in February 2011 from Lukoil.

The report discloses that the complaint filed in U.S. Bankruptcy
Court in New York seeks to compel Lukoil to transfer the valuable
assets back to the company.  Getty Petroleum filed a separate
complaint to collect a $6.3 million tax receivable payable by
Lukoil.  The complaint explains that the tax payable from Lukoil
was on the balance sheet when the business was purchased in
February 2011.

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


GRAND RIVER: Can Hire Amherst Capital as Consultant
---------------------------------------------------
Grand River Infrastructure, Inc., sought and obtained permission
from the U.S. Bankruptcy Court for the Eastern District of
Michigan to employ Amherst Capital Partners, LLC, as its
consultant.  Amherst Capital will:

  (a) attend meetings and negotiate with representatives of the
      creditors, customers and other parties-in-interest;

  (b) prepare and take action on behalf of the Debtor to attempt
      to obtain approval of a plan of reorganization;

  (c) represent the Debtor in connection with obtaining post-
      petition financing;

  (d) advise the Debtor concerning the sale of any assets or
      refinancing of debt;

  (e) as required, appear before the Bankruptcy Court, any
      appellate or other courts of the United States or any
      state, and the United States Trustee;

  (f) prepare or advise on the financial schedules necessary for
      the bankruptcy proceedings and management of the Debtor;

  (g) perform all other necessary services on behalf of the
      Debtor in connection with the Chapter 11 bankruptcy filing;
      and

  (h) perform other work required by the Debtor's legal counsel
      in connection with confirming a plan of reorganization,
      including but not limited to, assisting in a liquidation
      analysis, doing a review of claims, doing a post-
      reorganization valuation of the Debtor and preparation of
      pro forma financial statements.

The compensation of Amherst Capital will be based upon an hourly
rate of $375 for partners, $340 for managing directors, $325 for
directors, $275 for senior associates, $150 for accounting
professionals and $100 for paraprofessionals, plus reimbursement
of expenses.

Amherst Capital was paid a retainer of $25,000 by the Debtor.

The Debtor believes that Amherst Capital is a "disinterested
person" as that term is defined in Section 101(14) of the
Bankruptcy Code.

             About Grand River Infrastructure

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

Lender Fifth Third Bank is represented by:

        Max J. Newman, Esq.
        BUTZEL LONG
        Stoneridge West
        41000 Woodward Ave.
        Bloomfield Hills, MI 48304
        Tel: 248-258-2907
        E-mail: newman@butzel.com


GRAND RIVER: Committee Taps Erman Teicher as Attorneys
------------------------------------------------------
The Official Committee of Unsecured Creditors of Grand River
Infrastructure, Inc., seeks permission from the U.S. Bankruptcy
Court for the Eastern District of Michigan to retain Erman,
Teicher, Miller, Zucker & Freedman, P.C., as its attorneys.  Erman
Teicher will:

  (a) advise and consult with the Committee concerning questions
      arising from the administration of the estate and  
      concerning the rights and remedies of the Committee with
      regard to the estate's assets and the claims of secured,
      priority and unsecured creditors and other parties-in-
      interest;

  (b) appear for, prosecute, defend and represent the Committee's
      interests in suits arising in or related to this case;

  (c) consult with and advise the Committee in connection with
      the viability of Debtor remaining in Chapter 11 or the
      liquidation of this estate; and

  (e) generally represent the interests of the Creditors'
      Committee and the unsecured creditors of the estate.

The Committee believes Erman Teicher is a "disinterested person"
as that term is defined in Section 101(14) of the Bankruptcy Code.

The billing rates of Erman Teicher are:

        Earle I. Erman         $375 per hour
        Julie Beth Teicher      $375 per hour
        David M. Miller         $375 per hour
        Craig E. Zucker         $375 per hour
        David H. Freedman        $375 per hour
        Barbara A. Patek         $225 per hour
        Dianne  S. Ruhlandt      $225 per hour
        David M. Eisenberg      $225 per hour

Erman Teicher can be reached at:

        David M. Miller
        400 Galleria Officentre, Suite 444
        Southfield, MI 48034
        (248)827-4100
        dmiller@ermanteicher.com

              About Grand River Infrastructure

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

Lender Fifth Third Bank is represented by:

        Max J. Newman, Esq.
        BUTZEL LONG
        Stoneridge West
        41000 Woodward Ave.
        Bloomfield Hills, MI 48304
        Tel: 248-258-2907
        E-mail: newman@butzel.com


HAROLD LAMPE: 3rd Cir. Flips Order Dismissing Custodian's Suit
--------------------------------------------------------------
Jestyn G. Payne, successor custodian for shares of stock owned by
L.L., a minor, appeals from an order of the District Court
affirming the Bankruptcy Court's order dismissing an adversary
proceeding that Mr. Payne brought against Harold C. Lampe, Jr.,
the prior custodian for the shares, and sustaining Mr. Lampe's
objections to Mr. Payne's proof of claim.  In the Bankruptcy
Court, Mr. Payne sought to recover $345,000 from Mr. Lampe,
claiming that Mr. Lampe breached his fiduciary duties owed to L.L.
when he secured and retained that sum in partial satisfaction of a
judgment that he obtained against WEL Management, Inc., a family
business of which he was a director and in which he and L.L. were
the shareholders of record.  In particular, Mr. Lampe held one WEL
share and was the custodian for L.L. of nine WEL shares, the
remaining 90% of its outstanding shares.  Despite the potentially
conflicting interests between his role both as a WEL director and
custodian of L.L.'s shares on the one hand, and his status as a
creditor of WEL on the other, the District Court and the
Bankruptcy Court determined that Mr. Lampe did not breach his
fiduciary duties either as a WEL director or as the custodian for
L.L.'s shares when he secured the judgment and partially obtained
satisfaction for it from the sale of WEL's assets.

The U.S. Court of Appeals for the Third Circuit, however, sees
otherwise and reversed the ruling in a Dec. 30, 2011 opinion
available at http://is.gd/1VUwcHfrom Leagle.com.  The Third  
Circuit added that, "inasmuch as we have determined that Harold
breached his duties as a WEL director and as a custodian for
L.L.'s shares, we leave it to the District Court or the Bankruptcy
Court, as the case may be, on remand to determine the relief to
which Payne is entitled on his claim and the issue of
dischargeability of Payne's claim in Harold's bankruptcy
proceedings."

The appellate case is Jestyn G. Payne, Esq. Custodian for LL, a
Minor, Appellant, v. Harold C. Lampe, Jr., No. 11-1819 (3rd Cir.).

Barry W. Sawtelle, Esq. -- BSawtelle@kozloffstoudt.com -- at
Kozloff Stoudt, represents Mr. Payne.

Harold C. Lampe, Jr., filed a voluntary Chapter 11 petition
(Bankr. E.D. Pa. Case No. 08-18025) on Dec. 4, 2008.


HARTFORD COMPUTER: Jan. 26 Final Hearing on $14-Mil. DIP Loan
-------------------------------------------------------------
The Bankruptcy Court will hold a final hearing Jan. 26 at 10:30
a.m. on Hartford Computer Hardware Inc.'s request to obtain
postpetition financing from Delaware Street Capital Master Fund,
L.P., and to use cash collateral and grant adequate protection to
Delaware Street as prepetition secured lender.

Delaware Street has committed to provide up to $14.4 million in
DIP financing.  At a hearing Dec. 15, the Debtors won authority to
use up to $2.75 million of the DIP loan on an interim basis.  The
Interim DIP Order provides that $75,000 of the DIP proceeds may be
used to post cash collateral backing a letter of credit for Sony
Corporation.

Pursuant to the Interim Order, the Debtors' authority to use cash
collateral terminates on the earliest of Jan. 26, 2012, unless a
Final DIP Order is entered by that date; the occurrence of the
effective date under any bankruptcy plan; the closing of any sale
of the Debtors' assets; or the occurrence of an event of default
under the DIP loan.  Once a Final Order is obtained, the DIP
Facility may expire by May 18, 2012.

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

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

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

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

The DIP Facility calls for the Debtors to sell substantially all
of their assets according to this timeline:

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

The Debtors have a stalking horse deal with Avnet, Inc. and Avnet
International (Canada) Ltd., which have offered $35.5 million in
cash for the HCG and Nexicore businesses. HCG and Nexicore may
also be entitled to certain earnout consideration based on the
operating income of the business in calendar years 2012 and 2013,
which will be calculated based on a formula.

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

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

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

Delaware Street may be reached at:

        Prashant Gupta
        DELAWARE STREET CAPITAL MASTER FUND, L.P.
        900 North Michigan Avenue, Suite 1900
        Chicago, IL 60611
        Facsimile: 312-915-2487
        E-mail: gupta@dsc.com

           About Hartford Computer Hardware

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

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

Hartford Computer Hardware Inc. obtained Court permission to act
as the foreign representative of the Debtors in Canada in order to
seek recognition of the Chapter 11 case on the Debtors' behalf,
and request the Ontario Superior Court of Justice (Commercial
List) to lend assistance to the Bankruptcy Court in protecting the
Debtors' property.

Avnet Inc., proposed buyer for Nexicore and HCG, is represented by
Frank M. Placenti, Esq. -- frank.placenti@ssd.com -- at Squire,
Sanders & Dempsey L.L.P.

Delaware Street, the DIP lender, is represented in the case by
Landon S. Raiford, Esq., and Michael S. Terrien, Esq. --
lraiford@jenner.com and mterrien@jenner.com -- at Jenner & Block.

Matthew J. Botica, Esq., and Nancy G. Everett, Esq. --
mbotica@winston.com , neverett@winston.com and
ECF_Bank@winston.com -- at Winston & Strawn LLP, argue for lenders
ARG Investments, Enable Systems, Inc., MRR Venture LLC, SKM Equity
Fund II, L.P. and SKM Investment Fund II.

The U.S. Trustee has appointed three members to the official
committee of unsecured creditors.


HARTFORD COMPUTER: Asks Court to Establish Claims Bar Date
----------------------------------------------------------
Hartford Computer Hardware Inc. asks the Bankruptcy Court to
establish deadlines for filing proofs of claim as well as
guidelines for filing those claims.

Specifically, the Debtors ask the Court to set a general claims
bar date as 90 days after notice of the bar dates set in an order
approving the Bar Date Motion is served.

The Debtors request that the Court fix the deadline for all
governmental units that are creditors holding or wishing to assert
claims at 180 days after notice of the bar dates is served.

           About Hartford Computer Hardware

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

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

Hartford Computer Hardware Inc. obtained Court permission to act
as the foreign representative of the Debtors in Canada in order to
seek recognition of the Chapter 11 case on the Debtors' behalf,
and request the Ontario Superior Court of Justice (Commercial
List) to lend assistance to the Bankruptcy Court in protecting the
Debtors' property.

The Debtors are seeking to sell substantially all of their assets
according to this timeline:

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

The Debtors have a stalking horse deal with Avnet, Inc. and Avnet
International (Canada) Ltd., which have offered $35.5 million in
cash for the HCG and Nexicore businesses. HCG and Nexicore may
also be entitled to certain earnout consideration based on the
operating income of the business in calendar years 2012 and 2013,
which will be calculated based on a formula.  In the event the
Debtors chose to consummate a deal with another buyer, the Debtors
will have to pay Avnet a $1,775,000 break-up fee, which will have
administrative expense status.

Avnet Inc., proposed buyer for Nexicore and HCG, is represented by
Frank M. Placenti, Esq. -- frank.placenti@ssd.com -- at Squire,
Sanders & Dempsey L.L.P.

Delaware Street, the DIP lender, is represented in the case by
Landon S. Raiford, Esq., and Michael S. Terrien, Esq., at Jenner
& Block.

Matthew J. Botica, Esq., and Nancy G. Everett, Esq. --
mbotica@winston.com , neverett@winston.com -- at Winston & Strawn
LLP, argue for lenders ARG Investments, Enable Systems, Inc., MRR
Venture LLC, SKM Equity Fund II, L.P. and SKM Investment Fund II.

The U.S. Trustee has appointed three members to the official
committee of unsecured creditors.


HARTFORD COMPUTER: U.S. Trustee Names 3-Member Creditors' Panel
---------------------------------------------------------------
Patrick S. Layng, the United States Trustee in Chicago, appointed
three members to the official committee of unsecured creditors in
the bankruptcy cases of Hartford Computer Hardware Inc.:

        1) C & K Industrial Painting, Inc.
           435 Steelcase Road East
          Markham, ON, Canada
          L3R 2M2
          Attn: Harry A. Drew

        2) RipplePak
          140 Bentley Street Unit 2
          Markham, ON, Canada
          L3R 3L2
          Attn: Peter Kravitz
               16830 Ventura Blvd Ste 160
               Encino, CA 91436
               E-mail: kravitzfirm@gmail.com

        3) Select Staffing
          1511 N Westshore Blvd Ste 900
          Tampa, FL 33607
          Attn: Peter Kravitz
               16830 Ventura Blvd Ste 160
               Encino, CA 91436
               E-mail: kravitzfirm@gmail.com

           About Hartford Computer Hardware

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

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

Hartford Computer Hardware Inc. obtained Court permission to act
as the foreign representative of the Debtors in Canada in order to
seek recognition of the Chapter 11 case on the Debtors' behalf,
and request the Ontario Superior Court of Justice (Commercial
List) to lend assistance to the Bankruptcy Court in protecting the
Debtors' property.

The Debtors are seeking to sell substantially all of their assets
according to this timeline:

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

The Debtors have a stalking horse deal with Avnet, Inc. and Avnet
International (Canada) Ltd., which have offered $35.5 million in
cash for the HCG and Nexicore businesses. HCG and Nexicore may
also be entitled to certain earnout consideration based on the
operating income of the business in calendar years 2012 and 2013,
which will be calculated based on a formula.  In the event the
Debtors chose to consummate a deal with another buyer, the Debtors
will have to pay Avnet a $1,775,000 break-up fee, which will have
administrative expense status.

Avnet Inc., proposed buyer for Nexicore and HCG, is represented by
Frank M. Placenti, Esq. -- frank.placenti@ssd.com -- at Squire,
Sanders & Dempsey L.L.P.

Delaware Street, the DIP lender, is represented in the case by
Landon S. Raiford, Esq., and Michael S. Terrien, Esq. --
lraiford@jenner.com and mterrien@jenner.com -- at Jenner & Block.

Matthew J. Botica, Esq., and Nancy G. Everett, Esq. --
mbotica@winston.com , neverett@winston.com and
ECF_Bank@winston.com -- at Winston & Strawn LLP, argue for lenders
ARG Investments, Enable Systems, Inc., MRR Venture LLC, SKM Equity
Fund II, L.P. and SKM Investment Fund II.


HARTFORD COMPUTER: Hiring Katten Muchin as Chapter 11 Counsel
-------------------------------------------------------------
Hartford Computer Hardware Inc. seeks Bankruptcy Court authority
to employ Katten Muchin Rosenman LLP as Chapter 11 counsel.

Starting in December 2007, Katten represented the Debtors as
general corporate counsel and in connection with various matters,
including corporate governance issues, restructuring and work-out
issues, negotiations with their senior lender and other long-term
debt holders, and, at times, certain litigation matters.  Since
Feb. 1, 2011, Katten has received $983,319 from the Debtors in
payment for legal services rendered and expenses incurred on
behalf of the Debtors, $251,000 of which is being held by Katten
as a retainer.

The current hourly rates charged by Katten for professionals and
paraprofessionals employed in its offices are:

        Billing Category          Range
        ----------------         -----
        Partners            $995 - $390
        Of Counsel            $665 - $320
        Associates            $625 - $225
        Paraprofessionals      $350 - $75

The Katten professionals presently expected to have primary
responsibility for providing services to Debtors and their hourly
rates are:

    * John P. Sieger (Partner) -- $675/hour;
    * Peter A. Siddiqui (Partner) -- $540/hour;
    * Paige E. Barr (Associate) -- $450/hour; and
    * Joshua A. Gadharf -- (Associate) $370/hour

John P. Sieger, Esq., a partner at Katten, attests the firm does
not represent and does not hold any interest adverse to the
Debtors or their estate, creditors, equity or security holders in
the matters for which Katten is proposed to be retained.  Katten
is a "disinterested person" within the meaning of sections 101(14)
and 327 of the Bankruptcy Code.

           About Hartford Computer Hardware

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

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

Hartford Computer Hardware Inc. obtained Court permission to act
as the foreign representative of the Debtors in Canada in order to
seek recognition of the Chapter 11 case on the Debtors' behalf,
and request the Ontario Superior Court of Justice (Commercial
List) to lend assistance to the Bankruptcy Court in protecting the
Debtors' property.

The Debtors are seeking to sell substantially all of their assets
according to this timeline:

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

The Debtors have a stalking horse deal with Avnet, Inc. and Avnet
International (Canada) Ltd., which have offered $35.5 million in
cash for the HCG and Nexicore businesses. HCG and Nexicore may
also be entitled to certain earnout consideration based on the
operating income of the business in calendar years 2012 and 2013,
which will be calculated based on a formula.  In the event the
Debtors chose to consummate a deal with another buyer, the Debtors
will have to pay Avnet a $1,775,000 break-up fee, which will have
administrative expense status.

Avnet Inc., proposed buyer for Nexicore and HCG, is represented by
Frank M. Placenti, Esq. -- frank.placenti@ssd.com -- at Squire,
Sanders & Dempsey L.L.P.

Delaware Street, the DIP lender, is represented in the case by
Landon S. Raiford, Esq., and Michael S. Terrien, Esq. --
lraiford@jenner.com and mterrien@jenner.com -- at Jenner & Block.

Matthew J. Botica, Esq., and Nancy G. Everett, Esq. --
mbotica@winston.com , neverett@winston.com and
ECF_Bank@winston.com -- at Winston & Strawn LLP, argue for lenders
ARG Investments, Enable Systems, Inc., MRR Venture LLC, SKM Equity
Fund II, L.P. and SKM Investment Fund II.

The U.S. Trustee has appointed three members to the official
committee of unsecured creditors.


HOLLY GLOBAL: Involuntary Chapter 11 Case Summary
-------------------------------------------------
Alleged Debtor: Holly Global Investment Inc.
           dba Rainier Inn
           4905 70th Ave West
           University Place, WA 98499

Case Number: 11-49948

Involuntary Chapter 11 Petition Date: December 27, 2011

Court: Western District of Washington (Tacoma)

Judge: Paul B. Snyder

Holly Global's petitioner:

Petitioner            Nature of Claim       Claim Amount
----------            ---------------      ------------
Gregory S Tift
40 Lake Bellevue Dr #100
Bellevue, WA 98005


HOME RESCUERS: Case Summary & 3 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: Home Rescuers, LLC
     P.O. Box 229
     Edmond, OK 73083

Bankruptcy Case No.: 11-16914

Chapter 11 Petition Date: December 28, 2011

Court: United States Bankruptcy Court
      Western District of Oklahoma (Oklahoma City)

Judge: Niles L. Jackson

Debtor's Counsel: Jon R. Patton, Esq.
              PATTON LAW OFFICE
              406 S Boulder Ste 499
              Tulsa, OK 74103
              Tel: (918) 592-1442
              Fax: (918) 516-0365
              E-mail: jon@jonpatton.com

Scheduled Assets: $2,162,500

Scheduled Liabilities: $570,000

A list of the Company's three largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/okwb11-16914.pdf

The petition was signed by Craig Hodgens, member/manager.


HYDROTECH INC: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Hydrotech, Inc.
     P.O. Box 588
     Fernley, NV 89408

Bankruptcy Case No.: 11-53901

Chapter 11 Petition Date: December 29, 2011

Court: United States Bankruptcy Court
      District of Nevada (Reno)

Judge: Bruce T. Beesley

Debtor's Counsel: Kevin A. Darby, Esq.
              DARBY LAW PRACTICE, LTD.
              4777 Caughlin Pkwy
              Reno, NV 89519
              Tel: (775) 322-1237
              Fax: (775) 996-7290
              E-mail: kevin@darbylawpractice.com

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

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

A list of the Company's 20 largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/nvb11-53901.pdf

The petition was signed by Debra Brazell, president and director.


INTERNATIONAL RARITIES: Creditors Want to Oust Owner From Control
-----------------------------------------------------------------
Dan Browning at Star Tribune reports that a group of unsecured
creditors wants a bankruptcy judge to oust International Rarities
Corp.'s owner and his hand-picked CEO from control over the coin
firm, alleging a pattern of fraud and "gross mismanagement."

According to the report, Matthew Burton, an attorney for the
unsecured creditors, filed a motion on Dec. 29, 2011, asking that
a trustee be appointed to run the company in a last-ditch effort
to save it from liquidation.

The report says Joel Nesset, IRC's bankruptcy attorney, said on
Dec. 30, 2011, the company disagrees and will file a written
response to the motion.  "Over the past three months we have
worked with the committee in fashioning a plan that we feel is in
creditors' best interests, and a confirmation hearing has been
scheduled for Feb. 8. One of the best things about Chapter 11 is
that creditors have the opportunity to make their own judgment and
vote on the plan," the report quotes Mr. Nesset as saying.

The report says Mr. Burton's motion, tentatively scheduled to be
heard Jan. 18, 2012, could pre-empt that.

The report relates that Mr. Burton alleges that "there exists pre-
petition and post-petition fraud, dishonesty and gross
mismanagement" of the company.  He notes that IRC and its owner
and sole director, David Marion, are under investigation by the
U.S. Securities and Exchange Commission and the FBI regarding the
sale of securities in a failed expansion effort.

The report notes that IRC's revised workout plan, submitted on
Dec. 23, projects paying off its creditors through 2017.  Its
financial projections show no increase in costs for expenses like
cargo insurance, medical insurance, wages and benefits, despite a
projected 38 percent increase in sales.  Under the plan, Mr.
Marion would collect $120,000 a year in wages, plus annual sales
commissions estimated between $390,000 and $540,000.  Stephen J.
Hastings, who replaced Mr. Marion as CEO last summer, would get
$15,000 a month and would be eligible for raises to offset
inflation.

Coin dealer International Rarities Corp., in Minneapolis,
Minnesota, filed for Chapter 11 bankruptcy protection (Bankr. D.
Minn. Case No. 11-45512) on Aug. 19, 2011, disclosing assets of
$1,353,295 and liabilities of $3,025,921.  Judge Robert J. Kressel
presides over the case.  Thomas G. Wallrich, Esq., at Hinshaw &
Culbertson LLP, represents the Debtor.  The U.S. Trustee for
Region 12 appointed creditors to serve on the Official Committee
of Unsecured Creditors for the Debtor's case.  Matthew Burton,
Esq. -- mburton@losgs.com -- at Leonard, O'Brien, Spencer, Gale &
Sayre, represents the creditors' committee.


ISAACSON STEEL: Hires Jacobowitz and Gubits as Special Counsel
--------------------------------------------------------------
Isaacson Structural Steel, Inc., has sought and obtained authority
from Bankruptcy Court to employ David Gandin and Jacobowitz and
Gubits, LLP, as special counsel for the purpose of filing a bond
clam and lien against Mastercraft Masonry I, Inc., and the so-
called Middletown NY school project.

Jacobowitz and Gubits estimates that its fees for providing the
services will not exceed $15,000 based on its belief that it will
take approximately 55 hours to complete the services.

The firm's hourly rates are:

    Howard Protter, Esq.      $350
    David Gandin, Esq.      $275
    Tobias A. Lake, Esq.      $200

David Gandin attests that his firm is disinterested within the
meaning of 11 U.S.C. Section 101(14).

              About Isaacson Structural Steel

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

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

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

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


JAMESON INN: Affiliate Appeals Dismissal of Bankruptcy Case
-----------------------------------------------------------
The affiliate of the Jameson Inn budget hotel chain that saw its
bankruptcy case thrown out last week is appealing that decision,
as a foreclosure auction orchestrated by its lender looms.

As reported in the Dec. 27, 2011 edition of the Troubled Company
Reporter, Bankruptcy Judge Mary F. Walrath granted the motions of
CDCF JIH Funding LLC and ColFin JIH Funding LLC, entities
affiliated with Colony Capital LLC, to dismiss the chapter 11
petition filed by JER/Jameson Mezz Borrower II LLC and to obtain
relief from the automatic stay.  

Judge Walrath held that there are no purchase offers, settlement
funds, net operating losses or other assets available to fund a
reorganization.  The Court said the Colony entities' collateral is
not necessary for Mezz II's effective reorganization.  The Court
also agreed with Colony that the case was filed in bad faith.

Judge Walrath denied a stay pending appeal.

A stay is essential to prevent foreclosure today, Jan. 4, says
Bill Rochelle, the bankruptcy columnist for Bloomberg News.

On Dec. 30, the mezzanine borrower filed papers in U.S. District
Court in Delaware requesting a stay.  The district court was
scheduled to hold a hearing Jan. 3 to decide if a stay should be
granted.

The mezzanine borrower needs the district court to grant a stay
today because the lender otherwise will foreclose the loan, the
borrower said in papers filed in district court, according to the
Bloomberg report.

                   About Jameson Inn

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

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

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

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

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

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

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

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

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

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

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


JK HARRIS: Suspends Operations; More Than 100 Workers Lose Jobs
---------------------------------------------------------------
David Slade at The Post and Courier reports that JK Harris & Co.
suspended all operations on Dec.29, 2011, putting more than 100
local residents out of work, and is preparing for the possible
liquidation of the firm's assets.

The report says company founder and Chief Executive Officer
John K. Harris had been attempting to restructure and possibly
sell the business and two affiliates under Chapter 11 bankruptcy
protection since October, and recently employed about 135 people
at the company's headquarters in Goose Creek.  Employees were told
in an e-mail Dec. 29 that they could return Friday, Dec. 30, to
pack up their personal belongings, according to the report.

"This is truly the most devastating event I have been forced to
deal with in my 58 years on this earth," the report quotes
Mr. Harris as saying in the e-mail to employees.  "I am not sure
it will reach that level for all of you, but I know that for some
of you it will be as personally devastating for you as it is for
me."

About 30 employees were previously laid off in October, and they
must pursue their unpaid wages as creditors in the bankruptcy
case, the report recalls.  The employees affected by the shut-down
are in a similar position, owed about two weeks' pay, says The
Post and Courier.

More than 5,000 customers who had hired the company to try to
resolve their federal tax debts also are left in the lurch by the
shutdown, the report notes.

According to The Post and Courier, Mr. Harris said the company was
unable to secure additional funding from its primary lender in
order to keep operating while seeking a buyer, and will ask the
court to convert the case to a Chapter 7 bankruptcy, which means
that instead of restructuring, the company could be shut down and
its assets sold.

In e-mails to employees, vendors and clients on Dec. 29, the
report says Mr. Harris blamed the situation on the refusal of the
company's largest creditor, RAI Credit of New Jersey, to provide
additional financing during the restructuring effort.  

The next step for JK Harris & Co. is expected to be a Jan. 10
bankruptcy court hearing, where the company will ask a judge to
appoint a trustee, The Post and Courier adds.

JK Harris & Co. LLC filed a Chapter 11 petition (Bankr. D. S.C.
Case No. 11-06254) on Oct. 7, 2011, in Charleston, South Carolina,
represented by G. William McCarthy, Jr., Esq., at McCarthy Law
Firm, LLC, in Columbia, South Carolina.  The Debtor listed assets
of $4.9 million against debt totaling $30.9 million.


JOSE M. APONTE: Voluntary Chapter 11 Case Summary
-------------------------------------------------
Debtor: Jose M. Aponte E Hijos Inc.
     P.O. Box 37
     Caguas, PR 00726

Bankruptcy Case No.: 11-11041

Chapter 11 Petition Date: December 29, 2011

Court: United States Bankruptcy Court
      District of Puerto Rico (Old San Juan)

Debtor's Counsel: Antonio I. Hernandez Rodriguez, Esq.
              HERNANDEZ LAW OFFICE
              P.O. Box 8509
              San Juan, PR 00910-0509
              Tel: (787) 250-0575
              E-mail: ahernandezlaw@yahoo.com

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

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

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

The petition was signed by Rafael J. Aponte Amador, president.


KRANE SOLUTIONS: Case Summary & 11 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Krane Solutions Inc.
     Carr.2 Km 39 HM 8
     P.O. Box 1204
     Vega Baja, PR 00694-1204

Bankruptcy Case No.: 11-10977

Chapter 11 Petition Date: September 27, 2011

Court: United States Bankruptcy Court
      District of Puerto Rico (Old San Juan)

Debtor's Counsel: Fausto David Godreau Zayas, Esq.
              LATIMER, BIAGGI, RACHID & GODREAU LLP
              P.O. Box 9022512
              San Juan, PR 00902-2512
              E-mail: dgodreau@LBRGlaw.com

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

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

A list of the Company's 11 largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/prb11-10977.pdf

The petition was signed by Felix Raimundi, Jr., president.


LOS ANGELES DODGERS: Hires Deloitte Tax as Tax Provider
-------------------------------------------------------
Los Angeles Dodgers LLC asks the U.S. Bankruptcy Court for the
District of Delaware permission to employ Deloitte Tax LLP as tax
services provider.

Upon retention, the firm will, among other things:

   a. prepare tax basis balance sheet,
   b. calculate various adjustment, and
   c. review various transactions.

Damon Uribe, senior manager at Deloitte Tax LLP, attests that the
firm is a "disinterested person" as the term is defined in Section
101(14) of the Bankruptcy Code.

The firm will charge a fee of $158,000.

               About Los Angeles Dodgers

Los Angeles Dodgers LLC operates the Los Angeles Dodgers, a
professional Major League Baseball club in the Los Angeles
metropolitan area.  Frank McCourt, a Boston real-estate developer
who unsuccessfully bid for the Boston Red Sox, bought the Dodgers
from Rupert Murdoch's Fox Entertainment Group, Inc. in 2004 for
$330 million.  Mr. McCourt also bought the Dodgers Stadium from
Fox for $100 million.

Los Angeles Dodgers LLC filed for bankruptcy protection (Bankr.
D. Del. Lead Case No. 11-12010) on June 27, 2011, after MLB
Commissioner Bud Selig rejected a television deal with News
Corp.'s Fox Sports, leaving Mr. McCourt unable to make payroll for
June 30 and July 1.  Fox Sports has exclusive cable television
rights for Dodgers games until the end of 2013 baseball season.

Chapter 11 filings were also made for LA Real Estate LLC, an
affiliated entity which owns Dodger Stadium, and three other
related holding companies.

The petition estimates assets of up to $500 million and debts of
up to $1 billion.  In its schedules, the LA Dodgers baseball club
disclosed $77,963,734 in assets and $4,695,702 in liabilities.  LA
Real Estate LLC disclosed $161,761,883 in assets and $0 in
liabilities.

According to Forbes, the team is worth about $800 million, making
it the third most valuable baseball team after the New York
Yankees and the Boston Red Sox.

Judge Kevin Gross presides over the case.  Lawyers at Young,
Conaway, Stargatt & Taylor and Dewey & LeBoeuf LLP serve as the
Debtors' bankruptcy counsel.  Epiq Bankruptcy Solutions LLC is the
claims and notice agent.  Public relations specialist Kekst and
Company has been hired for crisis support.  Covington & Burling
LLP serves as special counsel.

An official committee of unsecured creditors has been appointed in
the case.  The panel has tapped Lazard Freres & Co. as financial
adviser and investment banker, and Morrison & Foerster LLP and
Pinckney, Harris & Weidinger, LLC as counsel.

The LA Dodgers is the 12th sports team in North America to have
sought bankruptcy protection.

The reorganization is being financed with a $150 million unsecured
loan from the Commissioner of Major League Baseball.  The loan
gives the Commissioner few of the controls lenders often demanded
from bankrupt companies.


LACK'S STORES: Seeks to Employ Hohmann Taube as Special Counsel
---------------------------------------------------------------
Lack's Stores, Incorporated, et al., seek permission from the U.S.
Bankruptcy Court for the Southern District of Texas to employ
Hohmann, Taube & Summers LLP as their special counsel.

The Debtors are borrowers under a Second Amended and Restated Loan
and Security Agreement dated as of July 10, 2007, among Lack's,
The CIT Group/Business Credit, Inc., as agent, and the other
lenders from time to time party thereto.  The Debtors'
relationship with many of the Senior Lenders under the Senior
Credit Agreement dates back to 1999.  From 1999 through the
Petition Date, the Debtors had never been in monetary default
under the operative credit documents.

As of the Petition Date, the aggregate principal amount of the
advances outstanding under the Senior Credit Agreement was
approximately $86,600,000, which was reduced from approximately
$105,000,000 since January of 2009.  The Debtors' obligations
under the Senior Credit Agreement are guaranteed by Merchandise
Acceptance, Lack's Furniture, Lack Properties, and, to a limited
extent, by Melvin Lack.  The Senior Lenders allege that the
obligations under the Senior Credit Agreement are secured by a
lien on substantially all of the Debtors' assets, excluding
certain real estate.

The Senior Lenders do not, however, have dominion over all of the
Debtors' bank accounts.

From the Petition Date through Oct. 31, 2011, the Debtors have
made payments to the Senior Lenders totaling $69,105,500.

The Debtors wish to engage HTS in connection with the filing of an
objection or otherwise seeking a determination with respect to
matters in connection with the Senior Lender Secured Claim,
including a determination under Section 506(b) of the Bankruptcy
Code of the allowable amount of interest (if any) on such claim
and the reasonableness of fees, costs, or charges related to that
claim under the Senior Credit Agreement.

The Debtors believe that HTS does not represent or hold any
interest adverse to the Debtors or their estates with respect to
the matters upon which it is to be employed.

The current hourly rates for HTS range from $250 to $530 for
attorneys and $125 to $165 for paralegals.

The Debtors agree to reimburse HTS for its out-of-pocket expenses,
including, but not limited to, travel, long-distance telephone,
telecopier and courier.

HTS can be contacted at:

       Eric J. Taube, Esq.
       HOHMANN, TAUBE & SUMMERS L.L.P.
       100 Congress Avenue, 18th Floor
       Austin, Texas 78701
       Phone: (512) 472-5997
       Fax: (512) 472-5248
       E-mail: erict@hts-law.com

                 About Lack's Stores

Victoria, Texas-based Lack's Stores, Incorporated, is one of the
largest, independently-owned retail furniture chains in the United
States.  Lack's Stores is a chain of 36 retail stores and operates
under the trade styles Lacks and Lacks Home Furnishings.  The
Company sells a complete line of furnishings for the home
including furniture, bedding, major appliances and home
electronics.  The stores are located in South, Central, and West
Texas.

Lack's Stores filed for Chapter 11 bankruptcy protection (Bankr.
S.D. Tex. Case No. 10-60149) on Nov. 16, 2010.  Daniel C. Stewart,
Esq., Paul E. Heath, Esq., and Michaela C. Crocker, Esq., at
Vinson & Elkins LLP, in Dallas, Tex., assist the Debtor in its
restructuring effort.  The Debtor estimated its assets and debts
at $100 million to $500 million.

Clifford A. Katz, Esq., and Sherri D. Lydell, Esq., at Platzer,
Swergold, Karlin Levine, Goldberg & Jaslow, LLP, in New York; and
S. Margie Venus, Esq., at Strong Pipkin Bissell & Legyard, L.L.P.,
in Houston, Tex., represent the Unsecured Creditors Committee as
counsel.

Affiliates Lack Properties, Inc., Lack's Furniture Centers, Inc.,
and Merchandise Acceptance Corporation filed separate Chapter 11
petitions.


LEE ENTERPRISES: Seeks Approval of $175-Mil. Loan-Backstop Deal
---------------------------------------------------------------
Dow Jones' Daily Bankruptcy Review reports that Lee Enterprises
Inc. wants permission to formalize a backstop deal designed to
ensure that a new $175 million loan at the heart of its
reorganization plan is fully committed.

                 About Lee Enterprises

Lee Enterprises, Inc., headquartered in Davenport, Iowa, publishes
the St. Louis Post Dispatch and the Arizona Daily Star along with
more than 40 other daily newspapers and about 300 weeklies.
Revenue for the 12 months ended December 2010 was approximately
$780 million.

The Company and its affiliates filed for Chapter 11 protection on
Dec. 12, 2012, (Bankr. D. Del. Lead Case No. 11-13918).  Judge
Hon. Kevin Gross presides over the case.  The Debtor selected
Sidley Austin LLP and Young Conaway Stargatt & Taylor LLP as
counsel; The Blackstone Group as Financial and Asset Management
Consultant; and The Garden City Group Inc. as Claims, Noticing
and Balloting Agent.  The Debtor disclosed total assets of
$1.15 billion and total liabilities of $1.25 billion at Sept. 25,
2011.


LV GREGORY'S: Case Summary & 16 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: LV Gregory's TX, LLC
     4887 Alpha Road, Suite 205
     Dallas, TX 75244

Bankruptcy Case No.: 11-38130

Chapter 11 Petition Date: December 29, 2011

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

Judge: Barbara J. Houser

Debtor's Counsel: Eric A. Liepins, Esq.
              ERIC A. LIEPINS, P.C.
              12770 Coit Rd., Suite 1100
              Dallas, TX 75251
              Tel: (972) 991-5591
              E-mail: eric@ealpc.com

Scheduled Assets: $1,340,991

Scheduled Liabilities: $1,828,407

A list of the Company's 16 largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/txnb11-38130.pdf

The petition was signed by Jon Harris, managing member.


LYONDELL CHEMICAL: Settles With BASF for $180 Million
-----------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Lyondell Chemical Co. settled a $205 million lawsuit
with BASF Corp. Assuming the bankruptcy judge approves at a Jan.
19 hearing, BASF will have a $100 million secured claim and an
$80 million unsecured claim in Lyondell's confirmed Chapter 11
plan.

According to the report, Lyondell trumpets the settlement as not
diluting recoveries for unsecured creditors because almost $270
million in unsecured claims have been knocked out.  Consequently,
Lyondell says recoveries by unsecured creditors "will be in line
and likely better than disclosure statement estimates."

The report notes that before Lyondell's bankruptcy, BASF won a
$169 million jury verdict in a New Jersey state court.  BASF was
also given $36 million in pre-judgment interest. Lyondell said
that the aggregate $180 million settlement is in the neighborhood
of what could be expected from continued litigation.

                 About Lyondell Chemical

LyondellBasell Industries is one of the world's largest polymers,
petrochemicals and fuels companies.  Luxembourg-based Basell AF
and Lyondell Chemical Company merged operations in 2007 to form
LyondellBasell Industries, the world's third largest independent
chemical company.  LyondellBasell became saddled with debt as
part of the US$12.7 billion merger.  Len Blavatnik's Access
Industries owned the Company prior to its bankruptcy filing.

On Jan. 6, 2009, LyondellBasell Industries' U.S. operations,
led by Lyondell Chemical Co., and one of its European holding
companies -- Basell Germany Holdings GmbH -- filed voluntary
petitions to reorganize under Chapter 11 of the U.S. Bankruptcy
Code to facilitate a restructuring of the company's debts.  The
case is In re Lyondell Chemical Company, et al., Bankr. S.D.N.Y.
Lead Case No. 09-10023).  Seventy-nine Lyondell entities filed
for Chapter 11.  Luxembourg-based LyondellBasell Industries AF
S.C.A. and another affiliate were voluntarily added to Lyondell
Chemical's reorganization filing under Chapter 11 protection on
April 24, 2009.

Deryck A. Palmer, Esq., at Cadwalader, Wickersham & Taft LLP, in
New York, served as the Debtors' bankruptcy counsel.  Evercore
Partners served as financial advisors, and Alix Partners and its
subsidiary AP Services LLC, served as restructuring advisors.
AlixPartners' Kevin M. McShea acted as the Debtors' Chief
Restructuring Officer.  Clifford Chance LLP served as
restructuring advisors to the European entities.

LyondellBasell emerged from Chapter 11 bankruptcy protection in
May 2010, with a plan that provides the Company with US$3 billion
of opening liquidity.  A new parent company, LyondellBasell
Industries N.V., incorporated in the Netherlands, is the
successor of the former parent company, LyondellBasell Industries
AF S.C.A., a Luxembourg company that is no longer part of
LyondellBasell.  LyondellBasell Industries N.V. owns and operates
substantially the same businesses as the previous parent company,
including subsidiaries that were not involved in the bankruptcy
cases.  LyondellBasell's corporate seat is Rotterdam,
Netherlands, with administrative offices in Houston and
Rotterdam.


MARYLAND PAVING: Equipment Lender Wants Plan by April 30
--------------------------------------------------------
Bankruptcy Judge Robert A. Gordon signed off on a stipulation and
consent order between Wells Fargo Equipment Finance, Inc., and
Maryland Paving & Sealant, Inc., a/k/a Maryland Paving and
Sealant, Incorporated, requiring the Debtor to make adequate
protection payments to Wells Fargo and granting the bank relief
from the automatic stay with respect to certain assets of the
Debtor that constitute Wells Fargo's collateral.  The Stipulation
also requires the Debtor to submit a confirmable plan of
reorganization by April 30, 2011.

The Debtor owes Wells Fargo under seven loans, called Paving
Agreements, secured by seven tractors.  Wells Fargo has
repossessed collateral securing the Fourth, Fifth and Seventh
Paving Agreements.

The Debtor also owes Wells Fargo pursuant to the Debtor's guaranty
of three loans to the Debtor's affiliate, Maryland Sand and Stone
Products, L.L.C., which loans are secured by three pieces of
equipment.

A copy of the Stipulation and Consent Order dated Dec. 30 is
available at http://is.gd/1BWkW3from Leagle.com.

Maryland Paving & Sealant, Inc., in Annapolis Junction, Maryland,
filed for Chapter 11 bankruptcy (Bankr. D. Md. Case No. 11-23633)
on June 30, 2011.  Nancy D. Greene, Esq. -- greene@sfmlawfirm.com
-- at Seeger Faughnan Mendicino PC, serves as the Debtor's
counsel.  In its petition, the Debtor estimated $1 million to
$10 million in assets and debts.  The petition was signed by
Stephen Stanley, president.

Jeffrey S. Greenberg, Esq. -- jsgreenberg@ober.com -- at Ober,
Kaler, Grimes & Shirver, represents lender Wells Fargo Equipment
Finance, Inc.


MASSACHUSETTS ELEPHANT: Hires Wolf & Company for Tax Services
-------------------------------------------------------------
Massachusetts Elephant & Castle Group asks the U.S. Bankruptcy
Court for the District of Massachusetts for authority to employ
Wolf & Company, P.C., to provide tax services.

Upon retention, the firm will, among other things:

  -- prepare and file for the Debtors certain tax returns for
    years 2009 and 2010 and provide such other tax related
    services that are needed during the course of these Chapter
    11 cases;

  -- prepare U.S. Income Tax Return of a Foreign Corporation; and

  -- prepare Massachusetts Corporation Excise Return.

Michael J. Tetrault, CPA, member of Wolf & Company, P.C., attests
that the firm is a "disinterested person" as the term is defined
in Section 101(14) of the Bankruptcy Code.

For the completion of the tax returns for Elephant & Castle, Inc.
and subsidiaries, approximately $45,000 based on an estimated time
allotment of 200 hours billed at a blended rate of $225 per hour;
and for the completion of the tax returns for Repechage
Investments Limited, approximately $22,500 based on an estimated
time allotment of 100 hours billed at a blended rate of $225 per
hour.

Any hours in addition to the estimated time allotment described
above would be billed out at an hourly rate of $200 per hour; a
and provision for a retainer of $16,875.

        About Massachusetts Elephant & Castle Group

Boston-based Massachusetts Elephant & Castle Group and its
affiliates operates 21 British-style restaurant pubs
in the U.S. and Canada.  The chain, with 10 locations in the U.S.,
generated revenue of $47.5 million in 2010, throwing off
$3.9 million of earnings before interest, taxes, depreciation,
amortization, and foreign exchange gains or losses.

Elephant & Castle filed for Chapter 11 protection (Bankr. D. Mass.
Lead Case No. 11-16155) on June 28, 2011.  Bankruptcy Judge Henry
J. Boroff presides over the case.  Repechage Investments'
estimated assets and debts at $10 million to $50 million.  Other
Debtors' estimated assets and debts at $0 to $10 million.

Eckert Seamans Chein & Mellott, LLC, represent the Debtors as
counsel and BellMark Partners, LLC as financial advisor.  Epiq
Bankruptcy Solutions, LLC as claims, noticing and balloting agent.
Phoenix Management serves as the Company's Chief Restructuring
Advisor.

FTI Consulting, Inc., is the Official Committee of Unsecured
Creditors' financial advisors.  Goulston & Storrs, P.C., is the
Committee's counsel.


MENDOCINO COAST: Fort Bragg, CA Recreation Dist. Files for Ch. 9
----------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that the Mendocino Coast Recreation and Park District
around the City of Fort Bragg, California, filed a Chapter 9
municipal bankruptcy petition (Bankr. N.D. Calif. Case No.
11-14625) in Santa Rosa.  Originally formed in 1973, the
district's facilities include a new $24 million community and
aquatic center opened in 2009.

According to the report, the district said in an open letter in
October that operating expenses "far exceed its revenue sources."  
The district said it borrowed $2.3 million and already spent
"future tax revenues."  The new facility cannot be sustained by
user fees, the letter said.

The report relates that in bankruptcy, $2.1 million owing to
WestAmerica Bank could be wiped away, the district said in the
letter.  The Chapter 9 petition says assets exceed $10 million
while debt is less than $10 million.


MID MICHIGAN: Voluntary Chapter 11 Case Summary
-----------------------------------------------
Debtor: Mid Michigan Crushing & Recycling LLC
     220 N. Walnut Street
     Fenton, MI 48430

Bankruptcy Case No.: 11-35834

Chapter 11 Petition Date: December 29, 2011

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

Judge: Daniel S. Opperman

Debtor's Counsel: Nikayela D. Lockett, Esq.
              THE LOCKETT LAW FIRM, P.C.
              8263 S. Saginaw Street
              Grand Blanc, MI 48439
              Tel: (810) 695-7777
              E-mail: nikayela@gmail.com

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

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

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

The petition was signed by Vaughn L. Smith.


MOHEGAN TRIBAL: Significant Amount of Debt Matures in Fiscal 2012
-----------------------------------------------------------------
Mohegan Tribal Gaming Authority, the owner and operator of Mohegan
Sun in Uncasville, Connecticut, and Mohegan Sun at Pocono Downs in
Wilkes-Barre, Pennsylvania, filed on Dec. 29, 2011, its annual
report on Form 10-K for the fiscal year ended Sept. 30, 2011.

PricewaterhouseCoopers LLP, in Hartford, Connecticut, expressed
substantial doubt about the Authority's ability to continue as a
going concern.  The independent auditors noted that of the
Authority's total debt of $1.6 billion as of Sept. 30, 2011,
$811.1 million matures within the next twelve months, including
$535.0 million outstanding under the Authority's Bank Credit
Facility which matures on March 9, 2012, and the Authority's
$250.0 million 2002 8% Senior Subordinated Notes which mature on
April 1, 2012.  In addition, a substantial amount of the
Authority's other outstanding indebtedness matures over the
following three fiscal years.  

The Authority says in the filing that it does not anticipate that
cash flows from operations and cash on hand will be sufficient to
repay amounts outstanding under the Bank Credit Facility or the
$250.0 million 2002 8% Senior Subordinated Notes at maturity.

PwC says the foregoing conditions and the current uncertainty
relating to the refinancing of the Authority's fiscal 2012
maturities raise substantial doubt about the Authority's ability
to continue as a going concern.

  An Indian Tribe May Not Be Subject to Federal Bankruptcy Laws

The Authority, the Mohegan Tribe and the Authority's wholly-owned
subsidiaries may or may not be subject to, or permitted to seek
protection under, the federal bankruptcy laws since an Indian
tribe and the Authority, as an instrumentality of the Tribe, may
or may not be eligible to be a debtor under the U.S. Bankruptcy
Code.  Thus, restructuring some or all the Authority's debt may
prove difficult, absent consensual refinancing.

The Authority reported net income of $111.8 million on
$1.4 billion of net revenues in fiscal 2011, compared with net
income of $7.5 million on $1.4 billion of net revenues in fiscal
2010.

The Company's balance sheet at Sept. 30, 2011, showed
$2.2 billion in total assets, $2.0 billion in total liabilities
and $198.7 million total capital.

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

                  http://is.gd/ZH9n7a

Mohegan Tribal Gaming Authority -- http://www.mtga.com/-- is an  
instrumentality of the Mohegan Tribe of Indians of Connecticut, or
the Tribe, a federally-recognized Indian tribe with an
approximately 507-acre reservation situated in Southeastern
Connecticut, adjacent to Uncasville, Connecticut.  The Authority
has been granted the exclusive authority to conduct and regulate
gaming activities on the existing reservation of the Tribe,
including the operation of Mohegan Sun, a gaming and entertainment
complex located on a 185-acre site on the Tribe's reservation.  
Through its subsidiary, Downs Racing, L.P., the Authority also
owns and operates Mohegan Sun at Pocono Downs, a gaming and
entertainment facility located on a 400-acre site in Plains
Township, Pennsylvania, and several off-track wagering facilities
located elsewhere in Pennsylvania.


MRD SIXTH: Voluntary Chapter 11 Case Summary
--------------------------------------------
Debtor: MRD Sixth Holding Company, LLC
     717 Ocean Blvd., #806
     Long Branch, NJ 07740

Bankruptcy Case No.: 11-46671

Chapter 11 Petition Date: December 29, 2011

Court: United States Bankruptcy Court
      District of New Jersey (Trenton)

Judge: Raymond T. Lyons Jr.

Debtor's Counsel: Gabriel Fischbarg, Esq.
              GABRIEL FISCHBARG, ESQUIRE
              401 Fifth Avenue, 7th Floor
              New York, NY 10016
              Tel: (212) 401-4906
              Fax: (212) 401-4949
              E-mail: fis123@yahoo.com

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

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

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

The petition was signed by Morris Dayan, manager.


MUEBLERIA SAVARONA: Case Summary & 16 Largest Unsecured Creditors
-----------------------------------------------------------------
Debtor: Muebleria Savarona Inc.
     P.O. Box 37
     Caguas, PR 00726

Bankruptcy Case No.: 11-11039

Chapter 11 Petition Date: December 29, 2011

Court: United States Bankruptcy Court
      District of Puerto Rico (Old San Juan)

Debtor's Counsel:Antonio I. Hernandez Rodriguez, Esq.
              HERNANDEZ LAW OFFICE
              P.O. Box 8509
              San Juan, PR 00910-0509
              Tel: (787) 250-0575
              E-mail: ahernandezlaw@yahoo.com

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

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

A list of the Company's 16 largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/prb11-11039.pdf

The petition was signed by Rafael J. Aponte Amador, president.


MUSICLAND HOLDINGS: Best Buy Directed to Show Cause
---------------------------------------------------
The Musicland Group paid Best Buy Co. Inc. $35 million prior to
the petition date allegedly on account of an antecedent debt, and
is now seeking to avoid and recover the Transfer under Minnesota's
version of the Uniform Fraudulent Transfer Act.  Best Buy contends
that any recovery must be reduced by subsequent new value provided
by its affiliate, and has moved for partial summary judgment on
this issue.

In a Dec. 30 Memorandum Decision and Order available at
http://is.gd/CSrYD0from Leagle.com, Bankruptcy Judge Stuart M.  
Bernstein denied Best Buy's motion and directed Best Buy to show
cause why the Court should not grant partial summary judgment to
the plaintiff dismissing the new value defense.

The case is, THE RESPONSIBLE PERSON OF MUSICLAND HOLDING CORP., et
al., v. BEST BUY CO., INC., BRADBURY H. ANDERSON, DAVID P. BERG,
CONNIE B. FUHRMAN, KEVIN P. FREELAND, DARREN R. JACKSON, RODGER R.
KROUSE, MARC J. LEDER, ALLEN U. LENZMEIER and JAMES L. MUEHLBAUER,
Adv. Proc. No. 08-01023 (Bankr. S.D.N.Y.).

The Defendants are represented by:

       Susan F. Balaschak, Esq.
       AKERMAN SENTERFITT LLP
       335 Madison Avenue, 26th Floor
       New York, NY 10017
       Telephone: (212) 880-3800
       Facsimile: (212) 880-8965
       E-mail: susan.balaschak@akerman.com

           - and -

       Douglas E. Spelfogel, Esq.
       FOLEY & LARDNER LLP
       New York, NY
       Telephone: (212) 338.3566
       E-mail: dspelfogel@foley.com

           - and -

       Elliot S. Kaplan, Esq.,
       ROBINS, KAPLAN, MILLER & CIRESI LLP
       800 LaSalle Avenue
       2800 LaSalle Plaza
       Minneapolis, MN 55402
       Telephone: (612) 349-8500
       Toll Free: 1-800-553-9910
       Facsimile: (612) 339-4181
       E-mail: eskaplan@rkmc.com

                 About Musicland Holding

Based in New York, Musicland Holding Corp., is a specialty
retailer of music, movies and entertainment-related products.  The
Debtor and 14 of its affiliates filed for chapter 11 protection on
Jan. 12, 2006 (Bankr. S.D.N.Y. Lead Case No. 06-10064).  Kirkland
& Ellis represented the Debtors in their restructuring efforts.
Hahn & Hessen LLP, represented the Official Committee of Unsecured
Creditors.  At March 31, 2007, the Debtors disclosed $20,121,000
in total assets and $321,546,000 in total liabilities.

On May 12, 2006, the Debtors filed their Joint Plan of
Liquidation.  On Sept. 14, 2006, they filed an amended Plan and a
Second Amended Plan on Oct. 13, 2006.  The Bankruptcy Court
approved the adequacy of the Amended Disclosure Statement on
Oct. 13, 2006.  The Debtor's Second Amended Joint Plan of
Liquidation was declared effective as of Jan. 30, 2008.


NATURA WORLD: Files Notice Under Bankruptcy and Insolvency Act
--------------------------------------------------------------
FurnitureToday reports that Natura World said it has filed a
notice of intention to restructure its business under Canada's
Bankruptcy and Insolvency Act, and has reached an agreement with
its lender to provide C$7.8 million in new financing.

According to the report, the Company said the financing from
Callidus Capital of Toronto will create an opportunity for Natura
to solidify its position as a natural and organic sleep products
brand.

FurnitureToday relates that the Company said there will be no
disruption of service to its customers, vendors or suppliers.
Officials said the improved cash position will enable it to
improve relationships with these stakeholder groups.

Natura World USA, based in Texas, and the company's NexGel brand
are not affected by the filing with the Office of the
Superintendent of Bankruptcy in Canada, the report says.

The Company, as cited by FurnitureToday, said it expects the
reorganization process to conclude expeditiously.  Under the new
business plan, Natura World President Ralph Rossdeutscher will
maintain his majority ownership stake in the company, the report
notes.

"The decision to file this reorganization plan was made to
strengthen our business and to solidify Natura as the leading
natural and organic sleep products brand in the world. This strong
infusion of capital will strengthen our current business and
position the company for dynamic future growth," the report quotes
Mr. Rossdeutscher as saying.

FurnitureToday relates that Mr. Rossdeutscher said the notice of
intention filing process is a necessary step for Natura to shed
debt it had amassed three years ago when it made significant
investments in new products, equipment and technologies, just
before the recession hit the United States, the company's largest
market.

"While we have reduced operating expenses significantly over the
past two years and our current business run rate is actually
profitable, we could not fully right the ship and pay down the
debt we amassed several years ago, without going through this
reorganization process," he added.

Canada-based Natura World produces natural and organic bedding.


NEBRASKA BOOK: Pays More after Loan-Covenant Violation
------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Nebraska Book Co., faced with violating loan
covenants, received approval from the bankruptcy court to loosen
terms under the loan agreement financing the Chapter 11 effort.  
In return, the college bookseller is paying fees and higher
interest rates.

Mr. Rochelle relates that financing for the reorganization
includes a $75 million revolving credit and a $125 million term
loan. As of Sept. 30, the term loan was fully drawn, although
nothing was outstanding on the revolver.  At the time, the balance
sheet showed $120 million in cash, a court filing says.

Nebraska Book negotiated looser cumulative cash flow covenants
with the lenders. In return, the lenders were authorized by the
bankruptcy court to be paid a 0.25% fee on the aggregate amount of
the commitments. In addition, the interest rates rose 1.5
percentage points on both loans.  The commitment fee increased 0.5
percentage point to 0.75%.

                 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.


NEVADA CANCER: Taps Hooper Lundy as Special Regulatory Counsel
--------------------------------------------------------------
Nevada Cancer Institute seeks approval from the U.S. Bankruptcy
Court for the District of Nevada to employ Hooper, Lundy and
Bookman, P.C., as its special healthcare and regulatory counsel,
nunc pro tunc to the Petition Date.

Hooper Lundy represented the Debtor prepetition and was paid for
those services in the ordinary course of business.  As of the
Petition Date, Hooper Lundy was owed $15,223 on account of
services rendered to the Debtors prepetition.

Hooper Lundy's current hourly rates range from $555 to $755 for
partners, $545 to $625 for senior counsel, $310 to $540 for
associates, and $260 to $305 for paralegals.  Mark Reagan and
Stephen Phillips are the partners expected to be the most active
in this case, and their current hourly rates are $685 and $590,
respectively.  The Debtors will also reimburse Hooper Lundy for
its expenses.

To the best of the Debtors' knowledge, Hooper Lundy does not hold
or represent an interest adverse to the estate and does not have
any connection with the Debtors, their creditors, or any other
party-in-interest.

               About Nevada Cancer Institute

Founded in 2002, Nevada Cancer Institute Holdings Co. is a
nonprofit cancer institute committed to advancing the frontiers of
knowledge of cancer through research, enabling affiliated
physicians to provide world-class, research-linked clinical cancer
services to patients, facilitating outreach and education programs
aimed at raising cancer awareness, and reducing the burden of
cancer on the people of Nevada.  The Debtor has been designated by
the State of Nevada as the State's official cancer institute, and
is qualified as a nonprofit organization under section 501(c)(3)
of the Internal Revenue Code.

Nevada Cancer Institute filed for bankruptcy (Bankr. D. Nev. Case
No. 11-28676) on Dec. 2, 2011, blaming mounting financial
pressures arising from the protracted decline in the economy,
decreases in medical reimbursement rates from managed care payor
entities, increases in operational costs, decreases in the amount
and availability of charitable donations, a reduction in research
funding opportunities and increased competition.  Lisa Madar
signed the petition as secretary.

Chief Bankruptcy Judge Mike K. Nakagawa oversees the case.  The
Debtor is represented by Thomas E. Patterson, Esq., Michael L.
Tuchin, Esq., and Courtney E. Pozmantier, Esq., at Klee, Tuchin,
Bogdanoff & Stern LLP; and Robert M. Charles, Jr., Esq., and Dawn
M. Cica, Esq., at Lewis and Roca LLP, as bankruptcy counsel.
Kurtzman Carson Consultants LLC serves as the Debtor's claims and
noticing agent.  Alvarez & Marsal Healthcare Industry Group LLC
serves as the Debtor's restructuring advisors.

Lawyers at Pachulski Stang Ziehl & Jones LLP is representing the
Official Committee of Unsecured Creditors appointed in the case.

Counsel for Bank of America, N.A., as agent for the prepetition
lenders, are Craig A. Barbarosh, Esq., and Karen B. Dine, Esq., at
Pillsbury Winthrop Shaw Pittman LLP.  The proposed buyer, The
Regents of the University of California on behalf of its UC San
Diego Health System, is represented by James W. Kapp, III, Esq.,
and Gary B. Gertler, Esq., at McDermott Will & Emery.


NORAM RESOURCES: Court Trims Suit v. Creditor/Asset Buyer
---------------------------------------------------------
Bankruptcy Judge Marvin Isgur dismissed portions of the lawsuit
filed by the chapter 7 Trustee for Ausam Energy Corporation and
Noram Resources, Inc. against Ausam/Noram's pre-petition creditor,
Huff Energy Fund LP, along with related entities WRH Energy
Partners LLC and W.H. Ave. LLC.

The Chapter 7 Trustee sued for fraud, breach of fiduciary duty,
civil conspiracy, and various other causes of action.  The Chapter
7 Trustee also sued Barry Borak, a former director of Ausam, for
breach of fiduciary duty and civil conspiracy.  The lawsuit
alleges that Huff and Mr. Borak conspired to gain ownership of
Ausam/Noram's interest in valuable oil and gas leases.  According
to the Trustee, Huff loaned money to Ausam/Noram.  Ausam/Noram
issued a Debenture and granted Huff a security interest in
virtually all of Ausam/Noram's assets, including the leases. When
the leases proved to be successful, Huff attempted to trigger a
default under the terms of the Debenture.  The Chapter 7 Trustee
alleges that Huff fraudulently induced Ausam/Noram to violate the
terms of the Debenture and then forced them into bankruptcy by
threatening to foreclose on the assets.

The Bankruptcy Court on May 11, 2009, approved Huff's purchase of
substantially all of Ausam/Noram's operating assets.  The Trustee
filed the adversary proceeding on Dec. 29, 2010.

The Defendants move to dismiss all claims, arguing that the claims
are barred by res judicata and as a collateral attack on the sale
order and that the Trustee failed to establish a plausible right
to relief.

Judge Isgur dismissed the fraudulent misrepresentation, negligent
misrepresentation, subordination, disallowance, and detrimental
reliance/estoppel/waiver/bad faith/oppressive conduct, and civil
conspiracy claims against Huff.  The Court dismissed all claims
against WRH and W.H. Ave.  

The Court retained claims against Borak and the breach of
fiduciary duty claim against Huff.

The case is WILLIAM G WEST, v. WRH ENERGY PARTNERS LLC, et al,
Adv. Proc. No. 10-3703 (Bank. S.D. Tex.).  A copy of the Court's
Dec. 30, 2011 Memorandum Opinion is available at
http://is.gd/zoIGYJfrom Leagle.com.

Ausam Energy Corp. and Noram Resources Inc. filed chapter 11
bankruptcy petitions (Bankr. S.D. Tex. Case Nos. 08-38222 and 08-
38223) on Dec. 30, 2008.  The cases were converted to chapter 7
cases on Feb. 26, 2009.  William West was appointed chapter 7
Trustee on Feb. 27, 2009.


OAKLEY CONSTRUCTION: Files for Chapter 11 Bankruptcy Protection
---------------------------------------------------------------
Annie Johnson at Nashville Business Journal reports that Oakley
Construction has filed for Chapter 11 bankruptcy protection in
U.S. Bankruptcy Court for the Middle District of Tennessee.

The report says the Company listed more than $1 million in
liabilities.

The report relates that, among the firm's largest unsecured
creditors are the Internal Revenue Service for $76,000 and
Nashville law firm Smith Cashion & Orr for more than $42,000.  
Oakley Construction president Barry Oakley, who is listed as the
debtor in the case, expects to bring in about $150,000 in future
gross monthly income, according to court documents.  Mr. Oakley
estimated that future monthly expenses would approach $70,000.

Based in Nashville, Tennessee, Oakley Construction --
http://www.oakleyconstruction.net/-- provides commercial and  
industrial contracting.


OAKLEY CONSTRUCTION: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------------
Debtor: Oakley Construction, Inc.
     2509 Lebanon Pike
     Nashville, TN 37214

Bankruptcy Case No.: 11-12647

Chapter 11 Petition Date: December 27, 2011

Court: United States Bankruptcy Court
      Middle District of Tennessee (Nashville)

Judge: Keith M. Lundin

Debtor's Counsel: Steven L. Lefkovitz, Esq.
              LAW OFFICES LEFKOVITZ & LEFKOVITZ
              618 Church St., Ste 410
              Nashville, TN 37219
              Tel: (615) 256-8300
              Fax: (615) 255-4516
              E-mail: slefkovitz@lefkovitz.com

Scheduled Assets: $346,796

Scheduled Liabilities: $1,330,775

A list of the Company's 20 largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/tnmb11-12647.pdf

The petition was signed by Barry Oakley, president.


PARADISE HOSPITALITY: Anspach Law OK'd as Special Ohio Counsel
--------------------------------------------------------------
Paradise Hospitality, Inc., obtained permission from the U.S.
Bankruptcy Court for the Central District of California to employ
Anspach Meeks Ellenberger LLP as special Ohio counsel, effective
as of Oct. 26, 2011.

The Court also ordered that no compensation shall be paid to the
Law Office of John F. Kostyo, LLC absent a properly filed
employment application approved by the Court.

Due to the Hotel's location in Ohio, the Debtor requires the
assistance of special Ohio counsel to render legal advice and
guidance on issues of Ohio law that may arise in connection with
this case, especially on matters relating to the operation of the
Hotel.

Specifically, Anspach Law will:

(a) advise the Debtor on matters of Ohio law arising in this case
    or in connection with the operation of the Hotel, including,
     but not limited to, commercial and contract issues, tax
    considerations (especially state and local), employment
    issues, and real estate matters; and

(c) assist the Debtor and its general bankruptcy counsel in
    identifying, investigating and, if warranted, prosecuting
    potential claims against the previous management company   
    (Love Hotel Management Company) and its affiliates for breach
    of the management agreement (which is governed under Ohio
    law) and other potential claims relating to LHMC's management
    of the Hotel.  If an action is brought in Ohio against LHMC
    or its affiliates, Anspach Law will act as lead counsel in
    such action.

Dennis A. Lyle, Esq., a member at Anspach Law, will be the primary
attorney responsible for the representation of the Debtor.  The
Debtor anticipates that Anspach Law will retain the services of
John Kostyo of the Law Office of John F. Kostyo, LLC, for
assistance in its representation on matters involving corporate
and bankruptcy issues.

Subject to availability of funds, secured lender's consent and/or
Court approval, the Debtor may pay a postpetition retainer of up
to $25,000 to Anspach Law.

Anspach Law will bill its time, as well as Kostyos time, for its
representation of the Debtor on an hourly basis in accordance with
its standard billing rates:

            Name                 Hourly Rate
           ----                 -----------
      Robert M. Anspach, Esq.           $250
      Dennis A. Lyle, Esq.            $200
      John F. Kostyo, Esq.            $200
      Garrick White, Esq.              $175
      Cory Catignani, Esq.            $150

      Michael Jackson, Esq.            $110
      Cathy Sickles. Esq.              $110
      Donna Hill, Esq.               $110
      Elaine Guernsey, Esq.            $110

Mr. Lyle tells the Court that the firm has been retained by Dae In
Kim and his spouse, who are insiders of the Debtor, to represent
them in the Ohio District Court Action filed by secured lender
RREF WB Acquisitions, LLC, against the Kims for breach of their
personal guaranties of the secured indebtedness that the Debtor
owes to RREF.

Mr. Lyle assures the Court that, except possibly with respect to
the Guaranty Action, neither Anspach Law nor Kostyo holds or
represents any interest materially adverse to the interest of the
estate or of any class of creditors or equity security holders, by
reason of any direct or indirect relationship to, connection with,
or interest in, the Debtor or an investment banker for any
security of the Debtor, or for any other reason.  Further, neither
Anspach Law nor Kostyo holds or represents any interest materially
adverse to the Debtor or the Debtor's estate with respect to the
matters on which Anspach Law and Kostyo are to be employed.

              About Paradise Hospitality

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

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


PREMIER TRAILER: Prepack Reorganization Plan Declared Effective
---------------------------------------------------------------
PTL Holdings LLC, et al., notified the U.S. Bankruptcy Court for
the District of Delaware that the Effective Date of the
Prepackaged Plan of Reorganization occurred on Dec. 6, 2011.

As reported in the Troubled Company Reporter on Dec. 7, 2011, the
Hon. Brendan L. Shannon on Nov. 29, 2011, confirmed the Debtors'
Plan, as filed on Sept. 23, 2011.

First Lien Credit Agreement Claims in Class 3 voted to accept the
Plan by the requisite numbers and amounts, determined without
including any acceptance of the Plan by an insider, thereby
satisfying the requirements of Section 1129(a)(10) of the
Bankruptcy Code.

The Bankruptcy Court overruled all objections (to the extent not
withdrawn) to the Plan and the Disclosure Statement, including the
objection filed by Fifth Street Finance Corp.

The Plan, which the Debtors filed along with their bankruptcy
petitions, proposes to restructure and significantly deleverage
the Debtors' capital structure.  It would exchange Garrison
Investment Group's first lien debt for 100% of the equity in the
reorganized business (subject to dilution from proposed equity and
stock options to be provided to management).  It further provides
that the Debtors will have access to at least $20 million of new
financing for working capital purposes.  This financing is the
crux of the Debtors' reorganization strategy, which is predicated
on the high per-unit lease rates for new trailers that the Debtors
will use the new money to purchase.  The Plan also contemplates
that the Debtors will assume the Stoughton Leases.

              About Premier Trailer Leasing

Founded in 2005, PTL Holdings LLC and Premier Trailer Leasing,
Inc., provide semi-trailer rentals, specializing in road-ready
semi-vans and flatbeds for the mid-market segment of the
transportation industry.  Headquartered in Grapevine, Texas, they
operate their business out of 19 branches in 15 different states
in the United States.

PTL Holdings and Premier sought bankruptcy protection (Bankr. D.
Del. Lead Case No. 11-12676) on Aug. 23, 2011.  Brendan Linehan
Shannon presides over the case.  Pachulski Stang Ziehl & Jones LLP
serves as the Debtors' bankruptcy counsel.  Kurtzman Carson
Consultants, LLC, serves as claims and noticing agent.  PTL
Holdings estimated $100 million to $500 million in assets and
debts.  The petitions were signed by Scott J. Nelson, chief
executive officer.

Garrison Loan Agency Services LLC, the administrative agent under
the First Lien Credit Agreement, is represented by Proskauer Rose
LLP.  Second lien lender Fifth Street Mezzanine Partners III,
L.P., is represented by Young Conaway Stargatt & Taylor LLP and
Kramer Levin Naftalis & Frankel LLP.

On the Petition Date, the Debtors filed a Prepackaged Plan.  The
primary purpose of the Plan is to effectuate the restructuring and
substantial de-leveraging of the Debtors' capital structure in
order to bring it into alignment with the Debtors' present and
future operating prospects and to provide the Debtors with greater
liquidity.  The Plan gives the First Lien Lenders, owed $84
million, 100% of the equity of reorganized Premier in exchange for
the discharge of obligations owed under the First Lien Credit
Agreement.  Holders of Second Lien Credit Agreement Claims, worth
$27,100,000, and holders of general unsecured claims, worth
$550,000, will get nothing.

A statutory committee of unsecured creditors has not been
appointed in the Debtors' cases.


PURE BEAUTY: Court OKs LM+Co as Committee's Financial Advisor
-------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware authorized
the Official Committee of Unsecured Creditors of Pure Beauty
Solons & Boutiques, Inc., et al., to retain LM+Co as their
financial advisor nunc pro tunc to Oct. 18, 2011.

As Committee's financial advisor, LM+Co will, among other things:

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

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

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

   iv) assist and advise the Committee in its analysis of
      the Debtors' internally prepared financial statements
      and related documentation in order to evaluate
      performance of the Debtors as compared to its
      projected results; and

  v) attend and advise at meetings/calls with the Committee,
      its counsel and representatives of the Debtors and
      other parties.

LM+Co will be paid based on the standard hourly rates of its
professionals:

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

                   About Pure Beauty

Pure Beauty Salons & Boutiques, Inc., and its affiliated company
BeautyFirst Franchise Corp., operate a chain of hair care and
beauty supply stores under the trade names Trade Secret, Beauty
Express, BeautyFirst, PureBeauty, and Winston's Barber Shop.  Pure
Beauty Salons & Boutiques, Inc. operates and/or owns 436 stores
and BeautyFirst Franchise Corp. has agreements with 13 franchisees
that operate 22 BeautyFirst and 7 Trade Secret Stores.

Pure Beauty Salons & Boutiques, Inc., is back in Chapter 11 after
having been sold out of Chapter 11 last year.  The prior case was
dismissed after the sale was completed.  The previous case was In
re Trade Secret Inc., 10-12153, in the same court.

Pure Beauty Salons filed for bankruptcy (Bankr. D. Del. Case No.
11-13159) on Oct. 4, 2011.  Affiliate BeautyFirst Franchise Corp.
filed a separate petition (Bankr. D. Del. Case No. 11-13160).
Joseph M. Barry, Esq., Kenneth J. Enos, Esq., and Ryan M. Bartley,
Esq., at at Young Conaway Stargatt & Taylor, LLP, serve as the
Debtors' counsel.  The Debtors' investment banker is SSG Capital
Advisors' J. Scott Victor -- jsvictor@ssgca.com  The Debtors'
notice, claims solicitation, and balloting agent is Epiq
Bankruptcy Solutions.

In its schedules, Pure Beauty Salons disclosed $36,444,963 in
assets and $55,215,590 in liabilities as of the Petition Date.
In its schedules, BeautyFirst Franchise disclosed $1,716,985 in
assets and $36,761,086 in liabilities as of the Petition Date.

The Debtors owe $15 million to vendors and landlords.  The
petition was signed by Brian Luborsky, chief executive officer.

Attorneys at Pachulski Stang Ziehl & Jones LLP represent the
Official Committee of Unsecured Creditors.

Secured lender Regis Corp. is represented in the case by Michael
L. Meyer, Esq., at Ravich Meyer Kirkman McGrath Nauman & Tansey
P.A., and Kathleen M. Miller, Esq., at Smith Katzenstein & Furlow
LLP.


PURE BEAUTY: Court OKs Pachulski Stang as Committee's Counsel
-------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware authorized  
the Official Committee of Unsecured Creditors of Pure Beauty
Salons & Boutiques, Inc., et al., to retain Pachulski Stang Ziehl
& Jones LLP as counsel, nunc pro tunc to Oct. 18, 2011.

As Committee's counsel, the firm will, among other things:

  a) assist, advise and represent the Committee in its
      consultations with the Debtors regarding the administration
      of these Cases;

  b) assist, advise and represent the Committee with respect to
      the Debtors' retention of professionals and advisors with
      respect to the Debtors' businesses and these Cases;

  c) assist, advise and represent the Committee in analyzing the
      Debtors' assets and liabilities, investigate the extent and
      validity of liens and participate in and reviewing any
      proposed asset sales, any asset dispositions, financing
      arrangements and cash collateral stipulations or
      proceedings;

  d) assist, advise and represent the Committee in any manner
      relevant to reviewing and determining the Debtors' rights
      and obligations under leases and other executory contracts;
      and

  e) assist, advise and represent the Committee in
      investigating the acts, conduct, assets, liabilities
      and financial condition of the Debtors, the Debtors'
      operations and the desirability of the continuance of
      any portion of those operations, and any other matters
      relevant to this case or to the formulation of a plan.

The professionals and paralegals presently designated to represent
the Committee and their current standard hourly rates are:

   Bruce Grohsgal, Esq.        $705
   Bradford J. Sandier, Esq.   $675
   Shirley S. Cho, Esq.        $650
   Teddy M. Kapur, Esq.        $475
   Patricia Cuniff, Esq.      $245

                   About Pure Beauty

Pure Beauty Salons & Boutiques, Inc., has 436 mall-based locations
operating beauty salons and retailing hair-care products.
Franchisees are operating additional 22 BeautyFirst and 7 Trade
Secret stores.  Trade names include Trade Secret, Beauty Express,
BeautyFirst, PureBeauty, and Winston's Barber Shop.  About 2,330
people are employed.

Pure Beauty Salons was formed in 2010 by the Luborsky Family Trust
II 2009 for the purpose of acquiring roughly 465 retail stores
from Trade Secret Inc., and its affiliated Chapter 11 debtors
(Bankr. D. Del. Case No. 10-12153) through a sale pursuant to
Section 363 of the Bankruptcy Code.  The consideration for the
purchased stores was a credit bid by Regis Corp. of $32.5 million
and the assumption by Pure Beauty Salons of $13 million in TSI's
liabilities.

Pure Beauty Salons filed for bankruptcy (Bankr. D. Del. Case No.
11-13159) on Oct. 4, 2011.  Affiliate BeautyFirst Franchise Corp.
filed a separate petition (Bankr. D. Del. Case No. 11-13160).
Judge Mary F. Walrath was initially assigned to the case.  Judge
Peter J. Walsh took over.  Andrew L. Magaziner, Esq., and Joseph
M. Barry, Esq., at Young Conaway Stargatt & Taylor, LLP, serve as
the Debtors' counsel.  The Debtors' investment banker is SSG
Capital Advisors' J. Scott Victor -- jsvictor@ssgca.com  The
Debtors' notice, claims solicitation, and balloting agent is Epiq
Bankruptcy Solutions.  The Debtor estimated assets and debts both
at $10 million to $50 million.  The Debtors owe $15 million to
vendors and landlords.  The petition was signed by Brian Luborsky,
chief executive officer.

Secured lender Regis Corp. is represented in the case by Michael
L. Meyer, Esq., at Ravich Meyer Kirkman McGrath Nauman & Tansey
P.A., and Kathleen M. Miller, Esq., at Smith Katzenstein & Furlow
LLP.


RAGING RIVER: Voluntary Chapter 11 Case Summary
-----------------------------------------------
Debtor: Raging River Mining, Inc.
     420 E. 18th St.
     Tacoma, WA 98421

Bankruptcy Case No.: 11-50006

Chapter 11 Petition Date: December 29, 2011

Court: United States Bankruptcy Court
      Western District of Washington (Tacoma)

Judge: Brian D. Lynch

Debtor's Counsel: Michael P. Harris, Esq.
              LAW OFFICES OF MICHAEL P. HARRIS
              2125 5th Ave.
              Seattle, WA 98121
              Tel: (206) 622-7434
              E-mail: mph4@quidnunc.net

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

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

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

The petition was signed by George F. Heidgerken, president.


R.E. LOANS: Noteholders Want Glast Phillips as New Local Counsel
----------------------------------------------------------------
Yoko Oshima and Arlene Dea Deeley, noteholder investors in the
Chapter 11 cases of R.E. Loans, LLC, et al., ask the U.S.
Bankruptcy Court for the Northern District of Texas to authorize:

   a) Diamond McCarthy LLP to withdraw as local counsel; and

   b) Glast Phillips to substitute as local counsel in the case.

On Oct. 13, 2011, the Noteholder Investors notified the Court that
they would be represented by: (a) Diamond McCarthy LLP as local
counsel; and (b) Bonnett, Fairbourn, Friedman & Balint, P.C. as
lead counsel.

Recently, Diamond McCarthy agreed to withdraw as local counsel for
the noteholder investors in relation to the hiring by the Official
Committee of Note Holders as special litigation counsel.

The noteholder investors consented to Diamond McCarthy's
withdrawal as local counsel in the case, and request that Michael
C. Dodge of Glast, Phillips & Murray, P.C. be substituted as local
counsel in the case.

Mr. Dodge can be reached at:

       Michael C. Dodge, Esq.
        GLAST, PHILLIPS & MURRAY, P.C.
       14801 Quorum Drive, Suite 500
       Dallas, TX 75254
       Tel: (972) 419-7172
       Fax: (972) 419-8329

                   About R.E. Loans

R.E. Loans LLC was, for many years, in the business of providing
financing to home builders and developers of real property.  R.E.
Future LLC and Capital Salvage own the real property obtained
following foreclosure proceedings initiated by R.E. Loans against
its borrowers.  R.E. Loans is the sole shareholder of Capital
Salvage and the sole member of R.E. Future.  B-4 Partners LLC is
the sole member of R.E. Loans.  As a result of the multiple
defaults by R.E. Loans' borrowers, R.E. Loans has transitioned
from being a lender to becoming a property management company.

Lafayette, California-based R.E. Loans, R.E. Future and Capital
Salvage filed for Chapter 11 bankruptcy (Bankr. N.D. Tex. Case
Nos. 11-35865, 11-35868 and 11-35869) on Sept. 13, 2011.  Judge
Barbara J. Houser presides over the case.  Stutman, Treister &
Glatt and Gardere, Wynne and Sewell, represent the Debtors as
counsel.  James A. Weissenborn at Mackinac serves as R.E. Loans'
chief restructuring officer.  The Debtors tapped Hines Smith
Carder as their litigation and outside general counsel.  The
Debtors tapped Alixpartners, LLP as noticing agent.  R.E. Loans
disclosed $713,622,015 in assets and $886,002,786 in liabilities
as of the Chapter 11 filing.

William T. Neary, the U.S. Trustee for Region 6, appointed 12
members to the Official Committee of Noteholders of R.E. Loans
LLC.


R.E. LOANS: Section 341(a) Meeting Rescheduled for Jan. 17
----------------------------------------------------------
The U.S. Trustee for Region 6 rescheduled a meeting of creditors
of R.E. Loans LLC to Jan. 17, 2012, at 1:30 p.m.  The meeting will
be held at Office of the U.S. Trustee, 1100 Commerce St. Room 976,
Dallas, Texas.

Proofs of claim are due Jan. 18, 2012.

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

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

                   About R.E. Loans

R.E. Loans LLC was, for many years, in the business of providing
financing to home builders and developers of real property.  R.E.
Future LLC and Capital Salvage own the real property obtained
following foreclosure proceedings initiated by R.E. Loans against
its borrowers.  R.E. Loans is the sole shareholder of Capital
Salvage and the sole member of R.E. Future.  B-4 Partners LLC is
the sole member of R.E. Loans.  As a result of the multiple
defaults by R.E. Loans' borrowers, R.E. Loans has transitioned
from being a lender to becoming a property management company.

Lafayette, California-based R.E. Loans, R.E. Future and Capital
Salvage filed for Chapter 11 bankruptcy (Bankr. N.D. Tex. Case
Nos. 11-35865, 11-35868 and 11-35869) on Sept. 13, 2011.  Judge
Barbara J. Houser presides over the case.  Stutman, Treister &
Glatt and Gardere, Wynne and Sewell, represent the Debtors as
counsel.  James A. Weissenborn at Mackinac serves as R.E. Loans'
chief restructuring officer.  The Debtors tapped Hines Smith
Carder as their litigation and outside general counsel.  The
Debtors tapped Alixpartners, LLP as noticing agent.  R.E. Loans
disclosed $713,622,015 in assets and $886,002,786 in liabilities
as of the Chapter 11 filing.

William T. Neary, the U.S. Trustee for Region 6, appointed 12
members to the Official Committee of Noteholders of R.E. Loans
LLC.


RESIDENTIAL CAPITAL: Ally Won't Force Bankruptcy Filing
-------------------------------------------------------
Josh Kosman, writing for The New York Post, reports sources told
The Post that Ally Bank will not force its ResCap unit into
bankruptcy as part of a restructuring of the troubled mortgage
subsidiary, as that would put the entire bank at risk.  There has
been a lot of interaction between Ally and ResCap, making it hard
to argue that ResCap is a completely separate entity and that Ally
is not responsible for claims, a source said.

The NY Post notes ResCap owes Ally more than $1.2 billion in
April.  ResCap also must have $250 million of net worth to meet
loan covenants, and a debt investor said it would likely fall
below that amount in the coming weeks.  So Ally, which took $17
billion in taxpayer bailouts, likely needs to invest more in
ResCap to keep it solvent, the investor said.

Bloomberg reported in December that Ally was considering putting
ResCap into bankruptcy, sending ResCap's bond prices falling.  The
NY Post says this made it easier for Ally to reach an agreement
with ResCap creditors, including Warren Buffett's Berkshire
Hathaway, to amend their ResCap debt.

According to the Post, sources said Fannie Mae, Freddie Mac, and
others would immediately sue Ally if ResCap filed because they
have the right to put improperly underwritten loans back to the
originator.  The debt investor, according to the Post, also said
Ally depositors would likely start withdrawing some of their $44
billion of deposits.

                   Advisors on Board

The Wall Street Journal's Dan Fitzpatrick, Mike Spector and Ruth
Simon reported in November that people familiar with the situation
said Ally has hired Kirkland & Ellis and investment bank Evercore
Partners Inc. on a possible restructuring of ResCap.  A final
decision hasn't been made on how Ally and ResCap might proceed,
the people said.  According to WSJ, one option under
consideration: a so-called strategic bankruptcy that would aim to
limit Ally's exposure to ResCap and pave the way for an eventual
initial public offering of Ally, 74% of whose shares are owned by
the U.S. government. Walling off the parent from the financial and
legal woes of its subsidiary could make Ally shares an easier sell
for public investors.

WSJ also noted ResCap brought in a new adviser, Centerview
Partners LLP, to consider its options.  Centerview's new
restructuring practice is led by former Miller Buckfire & Co.
bankers Samuel Greene and Marc Puntus.

Roughly $2.3 billion of ResCap debt is scheduled to come due in
2011, 2012 and 2013.  ResCap has $623 million of cash and cash
equivalents as of Sept. 30, 2011.

        Ratings Cut, Fitch Warns of Covenant Breach

In November 2011, Standard & Poor's Ratings Services lowered its
long-term counterparty credit rating on ResCap to 'CCC' from 'B+';
and Fitch Ratings cut its Long-term Issuer Default Rating on
Rescap to 'CCC' from 'B'.  In December 2011, Dominion Bond Rating
Service affirmed its Issuer and Long-Term Debt ratings of ResCap
at "C".

S&P also lowered its rating on ResCap's junior subordinated and
senior unsecured debt to 'CC' from 'B-'.  S&P indicated Ally may
not continue to support ResCap with debt financing or additional
equity.

Fitch cited the deteriorating year-to-date operating performance,
magnified by a $442 million net loss reported in its third fiscal
quarter; significant reduction in the tangible net worth covenant
cushion; and uncertainty regarding future capital/financial
support from Ally.  Fitch said ResCap is close to violating the
$250 million minimum tangible net worth covenant -- it posted $331
million in 3Q'11, from $772 million in 2Q'11 and $846 million at
Dec. 31, 2010 -- required under its credit facilities and
servicing agreement with a GSE.  Fitch believes that if ResCap
were to violate this covenant, it would require Ally to either
inject capital or consider restructuring/bankruptcy of ResCap.  
This view is not informed by any specific knowledge of any
restructuring/bankruptcy plans.  Fitch believes that a potential
restructuring or bankruptcy filing by ResCap would not have any
direct implication on Ally, as the two entities are structurally
and legally separate.

                     About ResCap

Residential Capital LLC is a wholly owned subsidiary of GMAC
Mortgage Group, LLC, which is a wholly owned subsidiary of Ally
Financial Inc. Through its core originations and servicing
business, ResCap originates, purchases, and services residential
mortgage loans.  As of Sept. 30, 2011, ResCap had a total
servicing book of $389.4 billion, making it the fifth largest
servicer in the U.S.

Ally Financial, formerly GMAC Inc. -- http://www.ally.com/-- is  
one of the world's largest automotive financial services
companies.  Ally's other business units include mortgage
operations and commercial finance, and the company's subsidiary,
Ally Bank, offers online retail banking products.  Ally operates
as a bank holding company.

GMAC obtained a $17 billion bailout from the U.S. government in
exchange for a 56.3% stake.  Private equity firm Cerberus Capital
Management LP keeps 14.9%, while General Motors Co. owns 6.7%.

GMAC has tapped Goldman Sachs Group Inc. and Citigroup Inc. to
advise on a range of issues, including strategic alternatives
for the mortgage business and repayment of taxpayer funds.

The Company's balance sheet at June 30, 2011, showed
$178.88 billion in total assets and $158.46 billion in total
liabilities.


RIVER STREET: Owner of Marvin Neitzel Bldg Files for Chapter 11
---------------------------------------------------------------
Larry Rulison at timesunion.com reports that developer Sandy
Horowitz has placed the former Marvin Neitzel Building on River
Street in Troy, New York, in Chapter 11 bankruptcy protection in
U.S. Bankruptcy Court in Albany, New York, on Dec. 29, 2011.

According to the report, Mr. Horowitz, who is facing a personal
Chapter 11 bankruptcy case in California, is the sole shareholder
of a company called River Street Associates LLC that owns the
building.  The five-story structure, which once housed a factory,
has been considered for residential or commercial uses and is less
than a block off the Hudson River waterfront and just north of
downtown at 444 River St.

The report says the 84,000-square-foot brick building is currently
on the market for $495,000, so it is unclear why the property was
placed into bankruptcy protection.

The report notes that River Street Associates lists $200,000 in
assets -- the building itself -- and $92,000 in liabilities, which
includes a $78,000 property tax lien from the City of Troy.  

The report says developers David and Keith Holmes attempted to
turn the building into apartments, with space for a retail store,
artist studios and offices, but that plan has since been
abandoned.


ROCK POINTE: Seeks to Employ Kent & Wittner as Attorneys
--------------------------------------------------------
Rock Pointe Holdings Company, LLC, seeks permission from the U.S.
Bankruptcy Court for the Eastern District of Washington to employ
Kent & Wittner, P.S., as attorneys, to propose a confirmable
Chapter 11 plan and deal with issues related thereto.

Kent & Wittner's current hourly rates range are:

       Brett L. Wittner, Esq.   $350
       Roy W. Kent, Esq.      $350
       Kelly M. Wittner, Esq.   $250

The Debtor will reimburse the firm for its expenses.

The Debtor paid Brett Wittner $1,046 for the filing fee, plus a
retainer of $15,000.

The Debtor believes that Kent & Wittner does not hold or represent
an interest adverse to the estate and is a "disinterested person"
as that term is defined in Section 101(14) of the Bankruptcy Code.

The firm can be reached at:

       Brett L. Wittner, Esq.
       KENT & WITTNER, P.S.
       4301 S. Pine #629
       Tacoma, WA 98409
       Tel: (253) 473-7200
       E-mail: brettlwittner@kentwittnerlaw.com

Rock Pointe Holdings Company, LLC, headquartered in Tacoma,
Washington, filed for Chapter 11 bankruptcy (Bankr. E.D. Wash.
Case No. 11-05811) on Dec. 2, 2011.  Brett L. Wittner, Esq. --
brettlwittner@kentwittnerlaw.com -- presides over the case.  It
estimated $50 million to $100 million in assets and debts.  The
petition was signed by Hyun Um, member of Prium Companies, LLC.


ROCK POINTE: Seeks to Employ Southwell & O'Rourke as Attorneys
--------------------------------------------------------------
Rock Pointe Holdings Company, LLC, seeks permission from the U.S.
Bankruptcy Court for the Eastern District of Washington to employ
Southwell & O'Rourke, P.S., as attorneys.  The Debtor needs the
firm's representation to prepare a confirmable Chapter 11 plan and
deal with issues relating thereto.

Dan O'Rourke will be paid $385 per hour and Kevin O'Rourke will be
paid $300 per hour, plus reimbursement of actual expenses.

To the best of the Debtor's knowledge Southwell & O'Rourke does
not hold or represent an interest adverse to the estate.

The firm can be reached at:

      Dan O'Rourke, Esq.
      SOUTHWELL & O'ROURKE, P.S.
      960 Paulsen Bldg.
      Spokane, WA 99201
      Tel: (509) 624-0159

Rock Pointe Holdings Company, LLC, headquartered in Tacoma,
Washington, filed for Chapter 11 bankruptcy (Bankr. E.D. Wash.
Case No. 11-05811) on Dec. 2, 2011.  Brett L. Wittner, Esq. --
brettlwittner@kentwittnerlaw.com -- presides over the case.  It
estimated $50 million to $100 million in assets and debts.  The
petition was signed by Hyun Um, member of Prium Companies, LLC.


SAVANNAH OUTLET: Has Access to Cash Collateral Until Jan. 31
------------------------------------------------------------
The Hon. Lamar W. Davis of the U.S. Bankruptcy Court for the
Southern District of Georgia authorized Savannah Outlet Shoppes,
LLC to access cash collateral.  Pursuant to a stipulation, lender
Comm 2006-C8 Gateway Boulevard Limited Partnership consented to
the Debtor's use of the cash collateral until Jan. 31, 2012.

               About Savannah Outlet Shoppes

Claremont, California-based Savannah Outlet Shoppes, LLC, owns and
operates a business related to the management and leasing of a
commercial shopping center located in Savannah, Georgia.

Savannah Outlet filed for Chapter 11 bankruptcy protection (Bankr.
S.D. Ga. Case No. 10-42135) on Oct. 4, 2010.  Karen F. White,
Esq., Brent W. Herrin, Esq., and Mark Bulovic, Esq., at Cohen
Pollock Merlin & Small P.C., in Atlanta, Ga.,  represent the
Debtor.  The Debtors' professionals include Bulovic Law Firm, LLC,
as local co-counsel, and Steven H. Spears as accountant.  The
Debtor estimated assets and debts at $10 million to $50 million.


SAVANNAH OUTLET: Plan Outline Hearing Continued Until Jan. 24
-------------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of Georgia has
continued until Jan. 24, 2012, at 11:00 a.m., the hearing to
consider adequacy of the Disclosure Statement explaining Savannah
Outlet Shoppes, LLC's proposed Chapter 11 Plan.

As reported in the Troubled Company Reporter on Aug. 17, 2011,
according to the Disclosure Statement, the Plan provided for the
satisfaction of all allowed administrative claims on the Effective
Date or as soon as practicable thereafter.  As to each
administrative claim allowed thereafter, payment will be made soon
as practicable.  The Plan also provided for the satisfaction of
all priority tax indebtedness either in cash or over a five-year
period in installments with interest.

The Plan also provided for full payment of the principal amounts
owing to its general unsecured creditors in two equal
installments, other than any unsecured claims held by insiders.

At the hearing, the Court will also consider (i) the objections
against the Disclosure Statement filed by the U.S. Trustee and
Comm 2006-C8 Gateway Boulevard Limited Partnership; and (ii)
objection to valuation, and motion to dismiss case by Comm
2006-C8.

Donald F. Walton, the U.S. Trustee for Region 21, in its
objection, pointed out that objected to the Disclosure Statement.
failed to include data showing the Debtor's postpetition financial
performance.  Without the information, creditors have no ability
to judge for themselves whether the Debtor's cash flow projections
are feasible, said Joel Paschke, Esq., representing the U.S.
Trustee.

Mr. Paschke noted that the Debtor's bankruptcy schedules report
roughly $52,000 in unsecured claims.  However, the Debtor proposed
to pay some but not all (only $22,000) of these claims in full but
without interest.  He says the Disclosure Statement must
specifically identify those claims that the debtor proposed to pay
in full as well as those claims which will not receive any
distribution under the plan.

               About Savannah Outlet Shoppes

Claremont, California-based Savannah Outlet Shoppes, LLC, owns and
operates a business related to the management and leasing of a
commercial shopping center located in Savannah, Georgia.

Savannah Outlet filed for Chapter 11 bankruptcy protection (Bankr.
S.D. Ga. Case No. 10-42135) on Oct. 4, 2010.  Karen F. White,
Esq., at Cohen Pollock Merlin & Small PC, represents the Debtor.
The Debtors' professionals include Bulovic Law Firm, LLC, as local
co-counsel, and Steven H. Spears as accountant.  The Debtor
estimated assets and debts at $10 million to $50 million.


SOMERSET MEADOWS: Case Summary & 3 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Somerset Meadows, LLC
     P.O. Box 570
     Niwot, CO 80301

Bankruptcy Case No.: 11-39584

Chapter 11 Petition Date: December 27, 2011

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

Judge: Howard R. Tallman

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

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

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

The petition was signed by John J. McGraw, managing member.

Affiliate that filed separate Chapter 11 petition:

     Entity                   Case No.      Petition Date
     ------                  --------      -------------
Duvall-Watson, LLC                11-39586          12/27/11

Debtor's List of Its Three Largest Unsecured Creditors:

     Entity               Nature of Claim    Claim Amount
     ------               ---------------   ------------
Snell & Wilmer LLP            Legal Fees           $73,054
1200 17th Street, #1500
Denver, CO 50232

Somerset Meadows Master HOA       HOA Dues            $8,400
P.O. Box 570
Niwot, CO 80544

Somerset Meadows Village HOA      HOA Dues            $1,660
P.O. Box 570
Niwot, CO 80544


SOUTHWEST GEORGIA: To Implement Reorganization Plan Soon
--------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Southwest Georgia Ethanol LLC disclosed in a court
filing that it intends to implement the reorganization plan by
Dec. 31 that the bankruptcy court in Albany, Georgia approved by
signing a confirmation order on Dec. 9.

The report relates that lenders, owed $107.6 million, are to
receive $105 million in preferred stock along with 25% of the
common stock.  The disclosure statement pegged the lenders'
recovery at 97.5%.  Unsecured creditors with $2.1 million in
claims and bondholders owed $8.7 million will receive proceeds
from a litigation trust, for a projected 3% recovery.

           About Southwest Georgia Ethanol

Southwest Georgia Ethanol LLC, a unit of First United Ethanol Co.,
sought bankruptcy protection (Bankr. M.D. Ga. 11-10145) in Albany,
Georgia, on Feb. 1, 2011.

The Debtor owns and operates an ethanol production facility
located on 267 acres in Mitchell County, Georgia, producing
100 million gallons of ethanol annually.  Ethanol production
operations commenced in October 2008.  Revenue was $168.9 million
for fiscal year ended Sept. 30, 2010.  The Debtor said
profitability and liquidity have been materially reduced by
unfavorable fluctuations in commodity prices for ethanol and corn.

Gary W. Marsh, Esq., J. Michael Levengood, Esq., and Bryan E.
Bates, Esq., at McKenna Long & Aldridge LLP, in Atlanta, Georgia,
serve as counsel to the Debtor.  Morgan Keegan & Company, Inc., is
the investment banker and financial advisor.

The Debtor's balance sheet showed $164.7 million in assets and
$134.1 million in debt as of Dec. 31, 2010.

Since 2008, at least 11 ethanol-related companies have sought
court protection, including VeraSun Energy Corp., once the second-
largest U.S. ethanol maker; units of Pacific Ethanol Inc.; and
White Energy Holding Co.


TAO-SAHI LP: S2 Acquisition to be Paid in Full Over 10-Year Period
------------------------------------------------------------------
Tao-Sahi LP submitted to the U.S. Bankruptcy Court for the Western
District of Texas, San Antonio Division, a disclosure statement
dated Dec. 12, 2011, in support of its Second Amended Plan of
Reorganization.

Funding for the Plan payments will be from the Reorganized
Debtor's operations, recoveries from the August 12, 2011 adversary
complaint the Debtor commenced against Specialty Finance Group
LLC, and a $700,000 contribution from the Debtor's current or new
Interest Holders.

The Plan classifies claims and interests against the Debtor:

  * Class 1 Secured Claims of Taxing Authorities will be paid in  
    full in 60 equal monthly installments.  Class 1 is impaired.  
    
  * Class 1(a) Allowed Priority Tax Claims will be paid (in equal
  monthly installments) so that such claims are paid in full no
  later than 5 years after the Petition Date.  Class 1(a) is not
  impaired and acceptance of the Plan will not be solicited.
    
  * Class 2 Allowed Non-Tax Priority Claims will be paid in full
  without interest one month after the Effective Date.  Class 2
  is impaired.

  * Class 3 Secured Claim of S2 Acquisition, LLC, will be paid
  as follows: The Debtor will make monthly interest-only
  payments under the S2 Acquisition Note at the non-default
  interest rate for the first 12 months following the Effective
  Date.  Thereafter, the Debtor will make monthly payments of
  principal, at a 25-year amortization, plus interest at the
  non-default rate.  The remaining portion of the Allowed
  Secured Claim owed to S2 Acquisition will be paid within 30
  days of the 10th anniversary of the Effective Date.

  Until such time as the Claims of S2 Acquisition become
  Allowed Claims, the Reorganized Debtor will continue to make
  monthly payments to S2 Acquisition in the amount of $40,170
  only, as agreed by S2 Acquisition as adequate protection
  payments under the Cash Collateral Order.  Class 3 is   
  impaired.

  * Class 4 General Unsecured Claims will receive quarterly
  payments plus interest at the WSJ Prime Rate.  For the first 2
  years following the Effective Date, the Debtor will make equal
  quarterly payments of $30,000 per quarter, plus interest.  If
  amounts remain owing after the first 2 years, the remaining
  amounts will be paid in equal quarterly installments payments,
  plus interest, so that all Claims are paid in full with 5
  years of the Effective Date.  Class 4(a) Convenience
  Class Claims will receive 75% of their Allowed Unsecured
  Claims, without interest, within 30 days of the Effective
  Date.  Class 4 and 4(a) are impaired.

  * Class 5 Limited Partner Loan Claims will receive no   
  distributions on their claims until all allowed claims in
  Classes 1, 1(a), 2, 4 and 4(a) are paid in full.  Class 5
  Claims will not accrue interest.  Class 5 is impaired.

  * Class 6 Subordinated Claims of TAO Development will receive no   
  distributions on its claims until all allowed claims in
  Classes 1, 1(a), 2, 4, and 4(a) are paid in full.  Class 6
  will not accrued interest.  Class 6 is impaired.

  * None of the Class 7 Equity Interest holders of the Debtor
  will retain any Equity Interest in the Reorganized Debtor.
  In exchange for the New Equity Contribution, each holder of
  an Equity Interest in the Debtor's partnership will retain
  its partnership interest in the Reorganized Debtor.

The business of the Reorganized Debtor will continue to be managed
by its general partner, TAO Development, through Clayton Isom and
Rashid Al-Hmoud, CEO and CFO of TAO Development.  TAO Development
will continue to receive its asset management fee of 1.5% of gross
revenue of the Reorganized Debtor to defray its overhead and
expenses after all Plan payments and other other obligations for
any given month are paid in full.  The Debtor will assume the
existing management agreement with HMC Hospitality Operating
Company for operation of the Hotel.  Staffing for the Hotel will
continue to be provided by Corporate Solutions and the Republic
Entities.

A full-text copy of the Disclosure Statement is available for free
at http://bankrupt.com/misc/tao-sahi.doc156.pdf

                 About Tao-Sahi LP

Tao-Sahi LP owns the Holiday Inn NW - Seaworld in San Antonio,
Texas.  Tao-Sahi has no employees.  The Hotel is managed under
contract with an independent management company.  Tao-Sahi filed
for Chapter 11 bankruptcy (Bankr. W.D. Tex. Case No. 11-52027) on
June 7, 2011, to stay foreclosure of the hotel and restructure its
debts.  Judge Ronald B. King presides over the case.  Marvin E.
Sprouse, III, Esq., and Jack Skaggs, Esq., at Jackson Walker LLP,
in Austin, Tex., serve as bankruptcy counsel.  Bolton Real Estate
Consultants, Ltd., serves as the Debtor's appraiser.  In its
Schedules, the Debtor disclosed $24,735,728 in assets and
$20,584,065 in debts.  The petition was signed by Clayton Isom,
CEO of Tao Development Group, LLC, general partner.

S2 Acquisition LLC, an opportunity fund associated with Square
Mile Capital Management in New York, acquired the hotel debt from
the failed Silverton Bank.  S2 Acquisition is represented by Tom
Rogers, Esq., and Shari L. Heyan, Esq., at Greenberg Traurig.


T.A.S. PROPERTIES: Case Summary & 3 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: T. A. S. Properties, LLC
     1030 Main Street
     Kimball, TN 37347

Bankruptcy Case No.: 11-17124

Chapter 11 Petition Date: December 28, 2011

Court: United States Bankruptcy Court
      Eastern District of Tennessee (Chattanooga)

Judge: John C. Cook

Debtor's Counsel: David J. Fulton, Esq.
              SCARBOROUGH, FULTON & GLASS
              701 Market Street, Suite 1000
              Chattanooga, TN 37402
              Tel: (423) 648-1880
              Fax: (423) 648-1881
              E-mail: djf@sfglegal.com

Scheduled Assets: $5,500,000

Scheduled Liabilities: $7,080,500

A copy of the list of three largest unsecured creditors is
available for free at http://bankrupt.com/misc/tneb11-17124.pdf

The petition was signed by Travis L. Shields, chief manager.


TAVERN ON THE GREEN: New York Requests Casual Eatery on Site
------------------------------------------------------------
Dow Jones' DBR Small Cap reports that New York City put out a
long-awaited call for a new operator for the shuttered Tavern on
the Green restaurant, which will transform what was once a fine-
dining cash cow into a casual eatery with a significantly reduced
footprint.

                About Tavern on the Green

Tavern on the Green LP was the operator of the 75-year-old
restaurant in New York's Central Park.  Tavern on the Green was
founded in 1934 by New York Parks Commissioner Robert Moses and
the license was bought by restaurateur Warner LeRoy in 1974.  The
Company filed for Chapter 11 (Bankr. S.D.N.Y. Case No. 09-15450)
on Sept. 9, 2009, estimating up to $50 million each in assets and
debts. The restaurant closed New Year's Eve 2010.

New York City -- the Tavern's landlord -- and the Debtor both
claimed ownership of the "Tavern on the Green" trademark.

In March 2010, the city of New York City won the right to the
trade name.  Following the trademark ruling, the bankruptcy judge
converted the case to Chapter 7.  Jil Mazer-Marino, appointed
Chapter 7 trustee, appealed the ruling.  The parties put the
appeal on ice while they negotiated settlement.


TODD & COPPER: Case Summary & 3 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: Todd & Copper, LLC
     6160 North Conquistador Street
     Las Vegas, NV 89149

Bankruptcy Case No.: 11-29530

Chapter 11 Petition Date: December 27, 2011

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

Judge: Bruce A. Markell

Debtor's Counsel: Mark W. Patterson, Esq.
              PATTERSON & ASSOCIATES, LTD.
              3127 East Warm Springs Road
              Suite 100, Building 6
              Las Vegas, NV 89120
              Tel: (702) 362-5650
              Fax: (702) 479-7992
              E-mail: mpatterson@pattersonjennings.com

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

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

A list of the Company's three largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/nvb11-29530.pdf

The petition was signed by Kelly R. Graham, manager.

TRILOGY DEVELOPMENT: Court Rules on BBSSI Summary Judgment Bid
--------------------------------------------------------------
Bankruptcy Judge Dennis R. Dow ruled on the motion for summary
judgment filed by BB Syndication Services, Inc., against A.T.
Switzer Company and the motion for summary judgment filed by BBSSI
against Applied Technical Services, Inc., Harsco Corporation,
Metro Tile Contractors, Inc., and Walton Construction Co., LLC,
and the objections by BBSSI and J.E. Dunn to mechanics' liens
claimed by various claimants and the objections by BBSSI to the
mechanic's lien claim of Dunn.  BBSSI seeks judgment as a matter
of law that Switzer, ATS, Harsco, Metro and Walton do not retain a
valid mechanic's lien against property of the Trilogy Development
Company LLC bankruptcy estate.

In a Dec. 29 memorandum opinion available at http://is.gd/7dY415
from Leagle.com, the Bankruptcy Court held that BBSSI is not
entitled to judgment as a matter of law against Metro and Walton,
but will enter judgment as a matter of law against Switzer and
ATS.  The Court also overrule, with one exception, the objections
to mechanic's lien claims.

Trilogy Development Company LLC is a real estate development
company that owned and developed a site for construction of a
hotel, office building and parking garage.  On Dec. 5, 2005,
Trilogy and Dunn, together with its subcontractors and other
general contractors and their subcontractors, entered into a
contract providing for construction services and materials on the
real estate, and construction on the Project began soon
thereafter.

BBSSI made a construction loan to finance the costs of
construction of the Project and holds a deed of trust to secure
that loan.  Disputes arose during construction on the Project and
Debtor stopped paying its contractors.  Dunn and other contractors
and subcontractors stopped work on the Project and filed
mechanics' liens.  Thereafter, in May 2009, Trilogy filed a
Chapter 11 petition and in January 2010, it filed an adversary
action against all mechanic's lien claimants and BBSSI seeking a
determination of the validity and priority of the liens.

Procedures were put into place to deal with the multiple
mechanic's liens and objections thereto.  BBSSI -- which had taken
over as Plaintiff in place of Trilogy -- and Dunn both filed
reports specifying their objections to each mechanic's lien.  The
various Claimants then filed objections to the reports.  The trial
was bifurcated and the Court first heard and decided the issues of
priority between Dunn's lien and BBSSI's deed of trust and Dunn's
compliance with statutory notice requirements in Phase I.  The
issues regarding validity and amount of the mechanic's liens were
heard in Phase II.

In August 2010, an auction was held to sell the asset and the sale
was approved by the Court on August 31, 2010. In the fall of 2010,
the Court resolved Phase I by summary judgment and trial. In April
2011, a two day trial was held on the Phase II issues. The Court
took evidence on some of the liens and others were submitted on
stipulation. BBSSI filed the two motions for summary judgment.

                     About Trilogy

Kansas City, Mo.-based Trilogy Development Company, LLC, was
founded by advertising magnate Bob Bernstein to build a mixed-use
development at 48th St. and Belleview Ave.  The Company sought
Chapter 11 protection (Bankr. W.D. Mo. Case No. 09-42219) on
May 15, 2009.  Jonathan A. Margolies, Esq., and R. Pete Smith,
Esq., at McDowell, Rice, Smith & Buchanan represent the Debtor.
In its petition, the Debtor estimated its assets and at
$100 million to $500 million.


TRIMONT REAL ESTATE: Investors Sue to Stop Las Vegas Loan Sale
--------------------------------------------------------------
Dow Jones' Daily Bankruptcy Review reports that bond investors
filed a lawsuit against TriMont Real Estate Advisors and a lender
to stop a steeply discounted sale of a Las Vegas hotel loan,
putting a spotlight on controversial ways firms are dealing with a
growing number of defaults, according to an RBS Securities report
on Thursday and a legal filing.


UNITED TILE: 11th Cir. Affirms Ruling Subordination Agreement
-------------------------------------------------------------
Southeastern Commercial Finance, LLC, purchased a portfolio of
loans from Dominion Business Finance LLC.  One loan in that
portfolio was made to United Tile & Stone, Inc., and was secured
in part by mortgages on two pieces of United Tile's real property
-- one in Tampa, Florida, and one in Sarasota County, Florida.  At
the time Dominion acquired and recorded those mortgages, the Tampa
and Sarasota properties were subject to recorded mortgages held by
First Community Bank of America.  Dominion had, however, entered
into a subordination agreement with First Community providing that
Dominion's mortgages on the Tampa and Sarasota properties would be
ahead of First Community's mortgages on those properties in the
mortgage chain.

In October 2008 First Community sued Southeastern, Dominion, and
United Tile in Florida state court seeking, among other things,
reformation of the subordination agreement to reflect that First
Community and Dominion had made a mutual mistake by providing for
complete subordination instead of subordinating only First
Community's lien on United Tile's personal property.  When United
Tile filed for reorganization under Chapter 11 of the Bankruptcy
Code, the bankruptcy court removed First Community's state court
suit and docketed it as an adversary proceeding.

After holding a trial, the bankruptcy court found that Dominion
and First Community had made a mutual mistake in their
subordination agreement by providing for complete subordination
instead of subordinating only First Community's lien on United
Tile's personal property.  The bankruptcy court reformed the
subordination agreement to reflect that First Community retained a
first-position mortgage on the Tampa property and a mortgage on
the Sarasota property in a position that was ahead of Dominion's
mortgage on that property.  The bankruptcy court also found that
Southeastern was not a bona fide purchaser without notice because
Southeastern had "implied actual notice" of the mutual mistake.
The court thus ruled that Southeastern's mortgages on the Tampa
and Sarasota properties were subject to the reformed subordination
agreement.

Southeastern and Dominion appealed to the district court, which
affirmed the bankruptcy court's decision, concluding that
substantial evidence supports the bankruptcy court's findings.
Southeastern brought the matter to the U.S. Court of Appeals for
the Eleventh Circuit on three contentions: that clear and
convincing evidence did not establish that First Community and
Dominion made a mutual mistake warranting reformation; that First
Community's gross negligence precluded reformation; and that
Southeastern should take Dominion's loan to United Tile subject to
the unreformed subordination agreement because Southeastern was a
bona fide purchaser without notice of the mutual mistake.

In a Dec. 30 decision, the Eleventh Circuit affirmed the lower
courts' decision, holding that the bankruptcy court did not
clearly err in finding that Southeastern had implied actual notice
of the mutual mistake.

The appellate case is, SOUTHEASTERN COMMERCIAL FINANCE, LLC, an
Alabama corporation, Plaintiff-Appellant, DOMINION BUSINESS
FINANCE LLC, consolidated, Plaintiffs, v. FIRST COMMUNITY BANK OF
AMERICA, Defendant-Appellee, No. 11-12021 (11th Cir.).  A copy of
the Eleventh Circuit's ruling is available at http://is.gd/uhwI4J
from Leagle.com.

Tampa, Florida-based United Tile & Stone Inc., dba Tile World of
Italy -- http://www.twiflorida.com/-- makes and sells ceramic  
floor and wall tiles.  It filed for Chapter 11 bankruptcy (Bankr.
M.D. Fla. Case No. 08-19499) on Dec. 8, 2008.  Judge Catherine
Peek McEwen presides over the case.  M. Lynn Pope, Esq. --
mlplaw@yahoo.com -- atDavid W. Steen, PA, serves as the Debtor's
counsel.  In its petition, the Debtor estimated $1 million to
$10 million in assets and $10 million to $50 million in debts.


VALLEY BEEF: Files for Chapter 11 Bankruptcy Protection
-------------------------------------------------------
Lisa Brown at post-dispatch.com reports that Valley Beef LLC filed
on Dec. 29, 2011, for Chapter 11 protection in St. Louis,
Missouri, listing between $500,000 and $1 million in debts and
under $50,000 in assets.

According to the report, the Company's largest unsecured creditors
are US Foods, which is owed $117,850, and Pulaski Bank, which has
claims totaling $195,205.

The report relates Robert Eggmann, Esq. -- reggmann@demlawllc.com
-- at Desai Eggmann Mason, said the Company plans to keep the five
remaining restaurants open during the bankruptcy reorganization.  
Mr. Eggmann said his client filed the bankruptcy to restructure
debt and expects to emerge from bankruptcy within six months.

Valley Beef is a franchisee of Lion's Choice, which was founded in
1967 as Brittany Beef and has 15 company-owned restaurants in the
St. Louis area.


VITRO SAB: Quickly Seeks to Set Aside Stay Disrupting Plan
----------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Vitro SAB de CV wasted no time in asking the U.S.
Circuit Court of Appeals in New Orleans to set aside an injunction
issued less than a day before.

Mr. Rochelle notes that the appeals court's temporary stay has the
effect of telling non-bankruptcy Vitro subsidiaries to take no
action helping the parent win approval of its bankruptcy
reorganization plan in a court in Mexico.  Setting aside the stay
will prevent bondholders from going forward with a state court
hearing on Jan. 6 where the result may be detrimental to Vitro's
reorganization efforts in Mexico.

The report relates that on Dec. 29 the appeals court temporarily
halted implementation of the lower courts' decisions "to give the
court more time to consider the motion for a stay more carefully."  
In papers filed Dec. 30, Vitro argued the temporary stay doesn't
preserve the status quo.  Rather, Vitro contends the stay changes
the status quo by allowing bondholders with some of the $1.2
billion in defaulted debt to hold another hearing on Jan. 6 in a
state court in New York.  At the hearing later this week, the
bondholders will be asking the New York judge to continue and
expand an injunction telling the subsidiaries to block the parent
from completing the Mexican bankruptcy reorganization.

Mr. Rochelle discloses that the state court suit is now the focus
of disputes that quickly ascended from the bankruptcy court to the
circuit court.  The bankruptcy judge in Dallas ruled that the
state court's order violated the so-called automatic stay in
bankruptcy because it interfered with a property interest of the
Vitro parent.  When a federal district judge last week refused to
halt enforcement of the bankruptcy court order, the bondholders
sought a stay from the appeals court in New Orleans.  The circuit
court granted a temporary stay on Dec. 29.

Vitro argued in papers filed in the circuit court on Dec. 30 that
stopping the bankruptcy court order is "nonsensical."  It would
require Vitro subsidiaries to breach a contract they signed before
bankruptcy when they agreed to support the parent's reorganization
plan.

                  About Vitro SAB

Headquartered in Monterrey, Mexico, Vitro, S.A.B. de C.V. (BMV:
VITROA; NYSE: VTO), through its two subsidiaries, Vitro Envases
Norteamerica, SA de C.V. and Vimexico, S.A. de C.V., is a global
glass producer, serving the construction and automotive glass
markets and glass containers needs of the food, beverage, wine,
liquor, cosmetics and pharmaceutical industries.

Vitro is the largest manufacturer of glass containers and flat
glass in Mexico, with consolidated net sales in 2009 of MXN23,991
million (US$1.837 billion).

Vitro defaulted on its debt in 2009, and sought to restructure
around US$1.5 billion in debt, including US$1.2 billion in notes.
Vitro launched an offer to buy back or swap US$1.2 billion in
debt from bondholders.  The tender offer would be consummated
with a bankruptcy filing in Mexico and Chapter 15 filing in the
United States.  Vitro said noteholders would recover as much as
73% by exchanging existing debt for cash, new debt or convertible
bonds.

        Concurso Mercantil & Chapter 15 Proceedings

Vitro SAB on Dec. 13, 2010, filed its voluntary petition for a
pre-packaged Concurso Plan in the Federal District Court for
Civil and Labor Matters for the State of Nuevo Leon, commencing
its voluntary concurso mercantil proceedings -- the Mexican
equivalent of a prepackaged Chapter 11 reorganization.  Vitro SAB
also commenced parallel proceedings under Chapter 15 of the U.S.
Bankruptcy Code (Bankr. S.D.N.Y. Case No. 10-16619) in Manhattan
on Dec. 13, 2010, to seek U.S. recognition and deference to its
bankruptcy proceedings in Mexico.

Early in January 2011, the Mexican Court dismissed the Concurso
Mercantil proceedings.  The judge said Vitro couldn't push
through a plan to buy back or swap US$1.2 billion in debt from
bondholders based on the vote of US$1.9 billion of intercompany
debt when third-party creditors were opposed.  Vitro as a result
dismissed the first Chapter 15 petition following the ruling by
the Mexican court.

On April 12, 2011, an appellate court in Mexico reinstated the
reorganization.  Accordingly, Vitro SAB on April 14 re-filed a
petition for recognition of its Mexican reorganization in U.S.
Bankruptcy Court in Manhattan (Bankr. S.D.N.Y. Case No. 11-
11754).

The Vitro parent told the Mexico stock exchange that it received
sufficient acceptances of its reorganization pending in a court
in Monterrey.  The approval vote was evidently obtained using
claims of affiliates.  The bondholders are opposing the Mexican
reorganization plan because shareholders could retain ownership
while bondholders aren't being paid in full.  Bondholders
previously cited an "independent analyst" who estimated the
Mexican plan was worth 49% to 54% of creditors' claims.

In the present Chapter 15 case, the Debtor seeks to block any
creditor suits in the U.S. pending the reorganization in Mexico.

                 Chapter 11 Proceedings

A group of noteholders opposed the exchange -- namely Knighthead
Master Fund, L.P., Lord Abbett Bond-Debenture Fund, Inc.,
Davidson Kempner Distressed Opportunities Fund LP, and Brookville
Horizons Fund, L.P.  Together, they held US$75 million, or
approximately 6% of the outstanding bond debt.  The Noteholder
group commenced involuntary bankruptcy cases under Chapter 11 of
the U.S. Bankruptcy Code against Vitro Asset Corp. (Bankr. N.D.
Tex. Case No. 10-47470) and 15 other affiliates on Nov. 17, 2010.

Vitro engaged Susman Godfrey, L.L.P. as U.S. special litigation
counsel to analyze the potential rights that Vitro may exercise
in the United States against the ad hoc group of dissident
bondholders and its advisors.

A larger group of noteholders, known as the Ad Hoc Group of Vitro
Noteholders -- comprised of holders, or investment advisors to
holders, which represent approximately US$650 million of the
Senior Notes due 2012, 2013 and 2017 issued by Vitro -- was not
among the Chapter 11 petitioners, although the group has
expressed concerns over the exchange offer.  The group says the
exchange offer exposes Noteholders who consent to potential
adverse consequences that have not been disclosed by Vitro.  The
group is represented by John Cunningham, Esq., and Richard
Kebrdle, Esq. at White & Case LLP.

The U.S. affiliates subject to the involuntary petitions are
Vitro Chemicals, Fibers & Mining, LLC (Bankr. N.D. Tex. Case
No.10-47472); Vitro America, LLC (Bankr. N.D. Tex. Case No. 10-
47473); Troper Services, Inc. (Bankr. N.D. Tex. Case No. 10-
47474); Super Sky Products, Inc. (Bankr. N.D. Tex. Case No. 10-
47475); Super Sky International, Inc. (Bankr. N.D. Tex. Case No.
10-47476); VVP Holdings, LLC (Bankr. N.D. Tex. Case No. 0-47477);
Amsilco Holdings, Inc. (Bankr. N.D. Tex. Case No. 10-47478);
B.B.O. Holdings, Inc. (Bankr. N.D. Tex. Case No. 10-47479);
Binswanger Glass Company (Bankr. N.D. Tex. Case No. 10-47480);
Crisa Corporation (Bankr. N.D. Tex. Case No. 10-47481); VVP
Finance Corporation (Bankr. N.D. Tex. Case No. 10-47482); VVP
Auto Glass, Inc. (Bankr. N.D. Tex. Case No. 10-47483); V-MX
Holdings, LLC (Bankr. N.D. Tex. Case No. 10-47484); and Vitro
Packaging, LLC (Bankr. N.D. Tex. Case No. 10-47485).

A bankruptcy judge in Fort Worth, Texas, denied involuntary
Chapter 11 petitions filed against four U.S. subsidiaries.  On
April 6, 2011, Vitro SAB agreed to put Vitro units -- Vitro
America LLC and three other U.S. subsidiaries -- that were
subject to the involuntary petitions into voluntary Chapter 11.
The Texas Court on April 21 denied involuntary petitions against
the eight U.S. subsidiaries that didn't consent to being in
Chapter 11.

Kurtzman Carson Consultants is the claims and notice agent to
Vitro America, et al.  Alvarez & Marsal North America LLC, is the
Debtors' operations and financial advisor.

The official committee of unsecured creditors appointed in the
Chapter 11 cases of Vitro America, et al., has selected Sarah
Link Schultz, Esq., at Akin Gump Strauss Hauer & Feld LLP, in
Dallas, Texas, and Michael S. Stamer, Esq., Abid Qureshi, Esq.,
and Alexis Freeman, Esq., at Akin Gump Strauss Hauer & Feld LLP,
in New York, as counsel.  Blackstone Advisory Partners L.P.
serves as financial advisor to the Committee.

The U.S. Vitro companies sold their assets to American Glass
Enterprises LLC, an affiliate of Sun Capital Partners Inc., for
US$55 million.


VITRO SAB: U.S. Trustee Wants VAC Cases Converted to Chapter 7
--------------------------------------------------------------
William T. Neary, United States Trustee for Region 6, asks the
U.S. Bankruptcy Court for the Northern District of Texas to
convert the Chapter 11 cases of Vitro Asset Corp., et al., to
Chapter 7.  

The Former Alleged Debtors are Vitro Asset Corp. (Lead Case No.
11-32600), Mukki LLC f/k/a Vitro America, LLC (Case No. 11-32602),
Tayo Inc f/k/a Super Sky Products, Inc. (Case No. 11-32604),
BarleySammy Inc. f/k/a Super Sky International (Case No. 11-
32605), VVP Finance Corporation (Case No. 11-32611), VVP Funding
Corporation (Case No. 11-33161), and VVP Holdings, LLC (Case No.
11-33565).

In support of his motion, the United States Trustee states:

  1. The Debtors no longer generate any revenue because they
      have sold substantially all of their assets to American
      Glass Enterprises, LLC.  

  2. Without revenue, the Debtors cannot reorganize.  

  3. The Debtors have accrued $5,070,962 in postpetition
      liabilities, which diminishes estate assets.  These
      postpetition liabilities include over half a million in
      unpaid professional fees, which will continue to accrue so
      long as this case remains in chapter 11.

  4. The cases could be more efficiently liquidated by a Chapter
      7 trustee.

                    About Vitro SAB

Headquartered in Monterrey, Mexico, Vitro, S.A.B. de C.V. (BMV:
VITROA; NYSE: VTO), through its two subsidiaries, Vitro Envases
Norteamerica, SA de C.V. and Vimexico, S.A. de C.V., is a global
glass producer, serving the construction and automotive glass
markets and glass containers needs of the food, beverage, wine,
liquor, cosmetics and pharmaceutical industries.

Vitro is the largest manufacturer of glass containers and flat
glass in Mexico, with consolidated net sales in 2009 of MXN23,991
million (US$1.837 billion).

Vitro defaulted on its debt in 2009, and sought to restructure
around US$1.5 billion in debt, including US$1.2 billion in notes.
Vitro launched an offer to buy back or swap US$1.2 billion in debt
from bondholders.  The tender offer would be consummated with a
bankruptcy filing in Mexico and Chapter 15 filing in the United
States.  Vitro said noteholders would recover as much as 73% by
exchanging existing debt for cash, new debt or convertible bonds.

        Concurso Mercantil & Chapter 15 Proceedings

Vitro SAB on Dec. 13, 2010, filed its voluntary petition for a
pre-packaged Concurso Plan in the Federal District Court for
Civil and Labor Matters for the State of Nuevo Leon, commencing
its voluntary concurso mercantil proceedings -- the Mexican
equivalent of a prepackaged Chapter 11 reorganization.  Vitro SAB
also commenced parallel proceedings under Chapter 15 of the U.S.
Bankruptcy Code (Bankr. S.D.N.Y. Case No. 10-16619) in Manhattan
on Dec. 13, 2010, to seek U.S. recognition and deference to its
bankruptcy proceedings in Mexico.

Early in January 2011, the Mexican Court dismissed the Concurso
Mercantil proceedings.  The judge said Vitro couldn't push through
a plan to buy back or swap US$1.2 billion in debt from bondholders
based on the vote of US$1.9 billion of intercompany debt when
third-party creditors were opposed.  Vitro as a result dismissed
the first Chapter 15 petition following the ruling by the Mexican
court.

On April 12, 2011, an appellate court in Mexico reinstated the
reorganization.  Accordingly, Vitro SAB on April 14 re-filed a
petition for recognition of its Mexican reorganization in U.S.
Bankruptcy Court in Manhattan (Bankr. S.D.N.Y. Case No. 11-
11754).

The Vitro parent told the Mexico stock exchange that it received
sufficient acceptances of its reorganization pending in a court in
Monterrey.  The approval vote was evidently obtained using claims
of affiliates.  The bondholders are opposing the Mexican
reorganization plan because shareholders could retain ownership
while bondholders aren't being paid in full.  Bondholders
previously cited an "independent analyst" who estimated the
Mexican plan was worth 49% to 54% of creditors'
claims.

In the present Chapter 15 case, the Debtor seeks to block any
creditor suits in the U.S. pending the reorganization in Mexico.

                Chapter 11 Proceedings

A group of noteholders opposed the exchange -- namely Knighthead
Master Fund, L.P., Lord Abbett Bond-Debenture Fund, Inc.,
Davidson Kempner Distressed Opportunities Fund LP, and Brookville
Horizons Fund, L.P.  Together, they held US$75 million, or
approximately 6% of the outstanding bond debt.  The Noteholder
group commenced involuntary bankruptcy cases under Chapter 11 of
the U.S. Bankruptcy Code against Vitro Asset Corp. (Bankr. N.D.
Tex. Case No. 10-47470) and 15 other affiliates on Nov. 17, 2010.

Vitro engaged Susman Godfrey, L.L.P. as U.S. special litigation
counsel to analyze the potential rights that Vitro may exercise in
the United States against the ad hoc group of dissident
bondholders and its advisors.

A larger group of noteholders, known as the Ad Hoc Group of Vitro
Noteholders -- comprised of holders, or investment advisors to
holders, which represent approximately US$650 million of the
Senior Notes due 2012, 2013 and 2017 issued by Vitro -- was not
among the Chapter 11 petitioners, although the group has expressed
concerns over the exchange offer.  The group says the exchange
offer exposes Noteholders who consent to potential adverse
consequences that have not been disclosed by Vitro.  The group is
represented by John Cunningham, Esq., and Richard Kebrdle, Esq. at
White & Case LLP.

The U.S. affiliates subject to the involuntary petitions are Vitro
Chemicals, Fibers & Mining, LLC (Bankr. N.D. Tex. Case No.10-
47472); Vitro America, LLC (Bankr. N.D. Tex. Case No. 10-47473);
Troper Services, Inc. (Bankr. N.D. Tex. Case No. 10-47474); Super
Sky Products, Inc. (Bankr. N.D. Tex. Case No. 10-47475); Super Sky
International, Inc. (Bankr. N.D. Tex. Case No. 10-47476); VVP
Holdings, LLC (Bankr. N.D. Tex. Case No. 0-47477); Amsilco
Holdings, Inc. (Bankr. N.D. Tex. Case No. 10-47478); B.B.O.
Holdings, Inc. (Bankr. N.D. Tex. Case No. 10-47479); Binswanger
Glass Company (Bankr. N.D. Tex. Case No. 10-47480); Crisa
Corporation (Bankr. N.D. Tex. Case No. 10-47481); VVP Finance
Corporation (Bankr. N.D. Tex. Case No. 10-47482); VVP Auto Glass,
Inc. (Bankr. N.D. Tex. Case No. 10-47483); V-MX Holdings, LLC
(Bankr. N.D. Tex. Case No. 10-47484); and Vitro Packaging, LLC
(Bankr. N.D. Tex. Case No. 10-47485).

A bankruptcy judge in Fort Worth, Texas, denied involuntary
Chapter 11 petitions filed against four U.S. subsidiaries.  On
April 6, 2011, Vitro SAB agreed to put Vitro units -- Vitro
America LLC and three other U.S. subsidiaries -- that were subject
to the involuntary petitions into voluntary Chapter 11. The Texas
Court on April 21 denied involuntary petitions against the eight
U.S. subsidiaries that didn't consent to being in Chapter 11.

Kurtzman Carson Consultants is the claims and notice agent to
Vitro America, et al.  Alvarez & Marsal North America LLC, is the
Debtors' operations and financial advisor.

The official committee of unsecured creditors appointed in the
Chapter 11 cases of Vitro America, et al., has selected Sarah
Link Schultz, Esq., at Akin Gump Strauss Hauer & Feld LLP, in
Dallas, Texas, and Michael S. Stamer, Esq., Abid Qureshi, Esq.,
and Alexis Freeman, Esq., at Akin Gump Strauss Hauer & Feld LLP,
in New York, as counsel.  Blackstone Advisory Partners L.P. serves
as financial advisor to the Committee.

The U.S. Vitro companies sold their assets to American Glass
Enterprises LLC, an affiliate of Sun Capital Partners Inc., for
US$55 million.


WASHINGTON LOOP: Trustee Can Employ S. Berman as Gen. Counsel
-------------------------------------------------------------
On Nov. 22, 2011, the U.S. Bankruptcy Court for the Middle
District of Florida entered its order approving the motion of the
Chapter 11 trustee of Washington Loop, LLC, to employ Steven M.
Berman and Shumaker, Loop and Kendrick, LLP as counsel.

                  About Washington Loop

Punta Gorda, Florida-based Washington Loop, LLC, operates an
aggregate mine in Charlotte County, Florida.  The Company owns two
parcels of real property and improvements -- the Loop Property and
the Mirror Lakes Property -- which, together, comprise roughly 474
adjoining acres in Punta Gorda, Charlotte County.  The Company
filed for Chapter 11 bankruptcy protection on March 31, 2011
(Bankr. M.D. Fla. Case No. 11-06053).  Judge Jeffery P. Hopkins
presides over the case. Steven M. Berman, Esq., and Hugo S.
deBeaubien, Esq., at Shumaker, Loop & Kendrick, LLP, in Tampa,
Fla., represent the Debtor as counsel.  The Debtor disclosed
$45,098,259 in assets and $19,703,694 in liabilities as of the
Chapter 11 filing.

The Debtor was dismissed from a prior Chapter 11 case (Case No.
10-27981) by order of the Court entered on March 17, 2011.  In the
prior Chapter 11 case, the Debtor's Schedule F, as filed under
penalty of perjury, listed some 34 general unsecured creditors
totaling claims of $1,953,354.  All Schedule F debts were listed
as non-contingent, liquidated, and undisputed.

The Debtor now declares that all Schedule F debts are
unliquidated.  These schedules were filed no less than two weeks
after the dismissal of the prior Chapter 11 case, and only six
weeks after the Debtor filed its Schedule F in that case.

Don Walton, the United States Trustee for Region 21, and Charles
A. Robinson Living Trust, creditor and interest holder against
Washington Loop, filed separate requests to convert the Debtor's
2011 Chapter 11 reorganization case to Chapter 7 liquidation.

Washington Loop filed with the Court a Chapter 11 plan and an
explanatory disclosure statement on Aug. 18, 2011.  The Troubled
Company Reporter published a summary of the Plan in its Sept. 6,
2011 edition.  The Plan is a reorganization plan accomplished
through the continuation of the Debtor's primary business: the
mining of the 750-acre property in Punta Gorda, Florida.  The
Debtor seeks to accomplish payment under the Plan primarily from
the proceeds of the sale of mining materials and or the refinance
of the Washington Loop Property.

The Plan proposes to pay secured creditors -- ROBBIE, Mirror Lakes
V, Mike Treworgy and Wells Fargo Equip Finance -- the present
value of their claim at a market interest rate over an 84-month
period through net income generated from the mining operation and
through a sale or refinance of the Washington Loop Property.  The
Effective Date of the proposed Plan is Dec. 15, 2011.  The first
payment due under the plan is Jan. 15, 2012.  Allowed Class 8
General Unsecured Claims will receive 100% of their allowed claim
on or before the 84th month following the Effective Date.

A full-text copy of the Disclosure Statement is available for free
at http://ResearchArchives.com/t/s?76c8

On Sept. 19, 2011, the Court appointed of Louis X. Amato as
Chapter 11 trustee, which is represented by Shumaker, Loop &
Kendrick, LLP.


WASHINGTON MUTUAL: Trust-Preferreds to Seek Plan Denial Jan. 11
---------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that holders of $1.5 billion in Washington Mutual Inc.
trust-preferred securities scheduled a Jan. 11 hearing where they
will ask the bankruptcy judge to halt the process of confirming
the bank holding company's latest reorganization plan.

At the Jan. 11 hearing, WaMu will ask Judge Mary F. Walrath to
approve a new set of disclosure materials so some creditor classes
can vote again on a revised version of the plan designed to remedy
defects the judge pointed out in September.

The report relates that in January 2010, the bankruptcy judge
ruled against the trust-preferred holders, concluding they no
longer had any interest in the securities because they were
automatically converted into preferred stock of the holding
company when the bank subsidiary was taken over by regulators.

According to the report, the holders appealed.  Final papers on
the appeal were filed in May.  WaMu and the holders are awaiting a
ruling on the appeal from a U.S. district judge in Delaware.

Mr. Rochelle says that the trust-preferred holders argued in
papers filed in bankruptcy court that their appeal automatically
blocks approval of the WaMu reorganization plan because it calls
for transferring the securities to JPMorgan Chase & Co. "free and
clear" of all claims, including the holders' argument that they
are the owners.  The theory is based on the doctrine that an
appeal automatically blocks the lower court from further dealings
with the subject matter on appeal.  Because the plan transfers the
securities and deals with the issue of ownership, the holders
contend the plan can't go forward because it answers the same
questions being decided on appeal.

The report relates that Judge Walrath ruled against the holders on
the same issue in September when she concluded that the appeal
didn't preclude her from moving ahead with confirmation of a prior
version of the plan.  As it turned out, Judge Walrath concluded
that the plan violated some creditors' rights and couldn't be
confirmed.

                About Washington Mutual

Based in Seattle, Washington, Washington Mutual Inc. --
http://www.wamu.com/-- was the holding company for Washington  
Mutual Bank as well as numerous non-bank subsidiaries.

Washington Mutual Bank was taken over on Sept. 25, 2008, by U.S.
government regulators. The next day, WaMu and its affiliate, WMI
Investment Corp., filed separate petitions for Chapter 11 relief
(Bankr. D. Del. 08-12229 and 08-12228, respectively).  WaMu owns
100% of the equity in WMI Investment. When WaMu filed for
protection from its creditors, it disclosed assets of
$32,896,605,516 and debts of $8,167,022,695.  WMI Investment
estimated assets of $500 million to $1 billion with zero debts.

WaMu is represented by Brian Rosen, Esq., at Weil, Gotshal &
Manges LLP in New York City; Mark D. Collins, Esq., at Richards,
Layton & Finger P.A. in Wilmington, Del.; and Peter Calamari,
Esq., and David Elsberg, Esq., at Quinn Emanuel Urquhart Oliver &
Hedges, LLP.  The Debtor tapped Valuation Research Corporation as
valuation service provider for certain assets.

Fred S. Hodara, Esq., at Akin Gump Strauss Hauer & Fled LLP in New
York, and David B. Stratton, Esq., at Pepper Hamilton LLP in
Wilmington, Del., represent the Official Committee of Unsecured
Creditors.  Stephen D. Susman, Esq., at Susman Godfrey LLP and
William P. Bowden, Esq., at Ashby & Geddes, P.A., represent the
Equity Committee. The official committee of equity security
holders also tapped BDO USA as its tax advisor. Stacey R.
Friedman, Esq., at Sullivan & Cromwell LLP and Adam G. Landis,
Esq., at Landis Rath & Cobb LLP in Wilmington, Del., represent
JPMorgan Chase, which acquired the WaMu bank unit's assets prior
to the Petition Date.

On Jan. 7, 2011, the Bankruptcy Court entered a 107-page opinion
determining that the global settlement agreement, among certain
parties including WMI, the Federal Deposit Insurance Corporation
and JPMorgan, upon which the Plan is premised, and the
transactions contemplated therein, are fair, reasonable, and in
the best interests of WMI. However, the Opinion and related order
denied confirmation, but suggested certain modifications to the
Company's Sixth Amended Joint Plan of Affiliated Debtors that, if
made, would facilitate confirmation.

WaMu filed a Modified Sixth Amended Joint Plan and a related
Supplemental Disclosure Statement, which it believes would address
the Bankruptcy Court's concerns.

On Sept. 13, 2011, Judge Walrath denied confirmation of WaMu's
Modified Sixth Amended Plan and granted equity committee standing
to prosecute claims for equitable disallowance but stayed the
ruling pending mediation.

WaMu filed a Seventh Amended Plan in December 2011 to carry out a
global settlement intended to remove nearly all opposition to the
reorganization.

The Plan proposes to pay more than $7 billion to creditors and
incorporates a global settlement agreement resolving issues among
the Debtors, JPMorgan Chase, the Federal Deposit Insurance Corp.
in its corporate capacity and as receiver for WaMu Bank, certain
large creditors, certain WMB senior noteholders, and the
creditors' committee. The Settlement Noteholders are Appaloosa
Management, L.P., Aurelius Capital Management LP, Centerbridge
Partners, LP, and Owl Creek Asset Management, L.P.


WASHINGTON MUTUAL: Court Clears US$50MM Deal on S&L Crisis Suit
---------------------------------------------------------------
Dow Jones' Daily Bankruptcy Review reports that Washington Mutual
Inc. will collect $50 million from the U.S. government under a
settlement approved Thursday ending nearly two decades of
litigation arising out of the savings and loan crisis of the late
1980s.

                About Washington Mutual

Based in Seattle, Washington, Washington Mutual Inc. --
http://www.wamu.com/-- was the holding company for Washington
Mutual Bank as well as numerous non-bank subsidiaries.

Washington Mutual Bank was taken over on Sept. 25, 2008, by U.S.
government regulators. The next day, WaMu and its affiliate, WMI
Investment Corp., filed separate petitions for Chapter 11 relief
(Bankr. D. Del. 08-12229 and 08-12228, respectively).  WaMu owns
100% of the equity in WMI Investment. When WaMu filed for
protection from its creditors, it disclosed assets of
$32,896,605,516 and debts of $8,167,022,695.  WMI Investment
estimated assets of $500 million to $1 billion with zero debts.

WaMu is represented by Brian Rosen, Esq., at Weil, Gotshal &
Manges LLP in New York City; Mark D. Collins, Esq., at Richards,
Layton & Finger P.A. in Wilmington, Del.; and Peter Calamari,
Esq., and David Elsberg, Esq., at Quinn Emanuel Urquhart Oliver &
Hedges, LLP.  The Debtor tapped Valuation Research Corporation as
valuation service provider for certain assets.

Fred S. Hodara, Esq., at Akin Gump Strauss Hauer & Fled LLP in New
York, and David B. Stratton, Esq., at Pepper Hamilton LLP in
Wilmington, Del., represent the Official Committee of Unsecured
Creditors.  Stephen D. Susman, Esq., at Susman Godfrey LLP and
William P. Bowden, Esq., at Ashby & Geddes, P.A., represent the
Equity Committee. The official committee of equity security
holders also tapped BDO USA as its tax advisor. Stacey R.
Friedman, Esq., at Sullivan & Cromwell LLP and Adam G. Landis,
Esq., at Landis Rath & Cobb LLP in Wilmington, Del., represent
JPMorgan Chase, which acquired the WaMu bank unit's assets prior
to the Petition Date.

On Jan. 7, 2011, the Bankruptcy Court entered a 107-page opinion
determining that the global settlement agreement, among certain
parties including WMI, the Federal Deposit Insurance Corporation
and JPMorgan, upon which the Plan is premised, and the
transactions contemplated therein, are fair, reasonable, and in
the best interests of WMI. However, the Opinion and related order
denied confirmation, but suggested certain modifications to the
Company's Sixth Amended Joint Plan of Affiliated Debtors that, if
made, would facilitate confirmation.

WaMu filed a Modified Sixth Amended Joint Plan and a related
Supplemental Disclosure Statement, which it believes would address
the Bankruptcy Court's concerns.

On Sept. 13, 2011, Judge Walrath denied confirmation of WaMu's
Modified Sixth Amended Plan and granted equity committee standing
to prosecute claims for equitable disallowance but stayed the
ruling pending mediation.

WaMu filed a Seventh Amended Plan in December 2011 to carry out a
global settlement intended to remove nearly all opposition to the
reorganization.

The Plan proposes to pay more than $7 billion to creditors and
incorporates a global settlement agreement resolving issues among
the Debtors, JPMorgan Chase, the Federal Deposit Insurance Corp.
in its corporate capacity and as receiver for WaMu Bank, certain
large creditors, certain WMB senior noteholders, and the
creditors' committee. The Settlement Noteholders are Appaloosa
Management, L.P., Aurelius Capital Management LP, Centerbridge
Partners, LP, and Owl Creek Asset Management, L.P.


WAZOO SPORTS: Kentucky Sports Network Files for Ch. 11
------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Wazoo Sports Inc., an Internet and television
broadcaster of Kentucky-based sporting events, filed a Chapter 11
petition (Bankr. E.D. Tenn. Case No. 11-61739) on Dec. 29 in
London, Kentucky, saying assets and debt are both less than $10
million.  The company borrowed the first half of an intended $2
million loan in July.  Bankruptcy was the result of the inability
to close the second half of the financing.  Most of Wazoo's
programming is basketball and football, making revenue "highly
seasonal," a court filing says.


WILLIAM LYON: Prepack Documents Are Approved by Court
-----------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that William Lyon Homes Inc. was given court approval on
Dec. 29 for a package of agreements underpinning the prepackaged
Chapter 11 reorganization filed on Dec. 19.  The approved
agreements included the restructuring-support agreement,
procedures for a rights offering, and an agreement with creditors
agreeing to purchase new equity if others don't.  The confirmation
hearing for approval of the plan is set for Feb. 10.

                  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.


* Judge Arthur Gonzalez to Retire in March, May Join Academe
------------------------------------------------------------
Chief Bankruptcy Judge Arthur J. Gonzalez of the U.S. Bankruptcy
Court for the Southern District of New York is set to retire in
March.

"Many judges are lucky to handle just one era-defining case during
their tenures on the bench. In his 16 years as a federal
bankruptcy judge, Arthur J. Gonzalez has handled three," wrote
Michael J. de la Merced of The New York Times' DealBook.

Judge Gonzalez handled Enron, which filed in December 2001;
WorldCom which followed months later; and Chrysler, which filed in
2009.

In a NY Times interview, Judge Gonzalez, 64, said of the mega
cases he handled, the Chrysler case was the toughest.  The judge
approved the sale of Chrysler's core assets to Fiat of Italy just
after 11 p.m. on June 1, 2009, and in a matter of 10 days
bondholders brought an appeal up to the U.S. Supreme Court.

"If you had asked me at the beginning of the case, I wouldn?t have
thought it would have gone to the Supreme Court,? Judge Gonzalez
said.  "But this decision was important for the case to get done."

The Supreme Court declined to hear the case, essentially
reaffirming Judge Gonzalez's decision.

According to NY Times, Judge Gonzalez said he was unlikely to take
the well-worn route of former judges -- and that of his daughter,
a recent law school graduate -- of joining a major law firm.
Instead, he plans to continue teaching at New York University's
law school.  "If I decide I want to go home, I can go home," he
said. "I have control of my life."


* Upcoming Meetings, Conferences and Seminars
---------------------------------------------

April 3-5, 2012
  TURNAROUND MANAGEMENT ASSOCIATION
    TMA Spring Conference
     Grand Hyatt Atlanta, Atlanta, Ga.
         Contact: http://www.turnaround.org/

Apr. 19-22, 2012
  AMERICAN BANKRUPTCY INSTITUTE
    Annual Spring Meeting
     Gaylord National Resort & Convention Center,
     National Harbor, Md.
         Contact: 1-703-739-0800; http://www.abiworld.org/

July 14-17, 2012
  AMERICAN BANKRUPTCY INSTITUTE
    Southeast Bankruptcy Workshop
     The Ritz-Carlton Amelia Island, Amelia Island, Fla.
         Contact: 1-703-739-0800; http://www.abiworld.org/

Aug. 2-4, 2012
  AMERICAN BANKRUPTCY INSTITUTE
    Mid-Atlantic Bankruptcy Workshop
     Hyatt Regency Chesapeake Bay, Cambridge, Md.
         Contact: 1-703-739-0800; http://www.abiworld.org/

November 1-3, 2012
  TURNAROUND MANAGEMENT ASSOCIATION
    TMA Annual Convention
     Westin Copley Place, Boston, Mass.
         Contact: http://www.turnaround.org/

Nov. 29 - Dec. 2, 2012
  AMERICAN BANKRUPTCY INSTITUTE
    Winter Leadership Conference
     JW Marriott Starr Pass Resort & Spa, Tucson, Ariz.
         Contact: 1-703-739-0800; http://www.abiworld.org/

April 10-12, 2013
  TURNAROUND MANAGEMENT ASSOCIATION
    TMA Spring Conference
     JW Marriott Chicago, Chicago, Ill.
         Contact: http://www.turnaround.org/

October 3-5, 2013
  TURNAROUND MANAGEMENT ASSOCIATION
    TMA Annual Convention
     Marriott Wardman Park, Washington, D.C.
         Contact: http://www.turnaround.org/



                    *********

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

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

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

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

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

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

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

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

                    *********

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

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

Copyright 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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