TCR_Public/120118.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 18, 2012, Vol. 16, No. 17

                            Headlines

3POWER ENERGY: Creditors Agree to Convert Debt Into Equity
ACARTHA GROUP: Case Summary & 20 Largest Unsecured Creditors
AGCO GAS: Case Summary & 16 Largest Unsecured Creditors
ALCO CORPORATION: Case Summary & 20 Largest Unsecured Creditors
AMERICAN AIRLINES: Sec. 341 Meeting of Creditors Tomorrow

AMERICAN AIRLINES: PBGC Demands Documents for Benefit Plans
AMERICAN AIRLINES: Proposes Weil Gotshal as Bankruptcy Counsel
AMERICAN AIRLINES: Seeks Nod for E&Y as Auditor
AMERICAN AIRLINES: Proposes Perella as Financial Advisor
BBW ENTERPRISES: Voluntary Chapter 11 Case Summary

AHERN RENTALS: Seeks to Employ Oppenheimer as Financial Advisor
AHERN RENTALS: Proposes Gordon Silver as Attorneys
AHERN RENTALS: Seeks Approval of CRG as Restructuring Advisor
ALDA PHARMACEUTICALS: Incurs C$1.8 Million Loss in Fiscal 2011
ALLY FINANCIAL: Declares Dividends on Preferred Stock

AMERICAN PACIFIC: Trustee Wants Ch. 7 as Losses Continue
BANCINSURE INC: A.M. Best Downgrades FSR to 'B'
BAKER LOFTS: Voluntary Chapter 11 Case Summary
BIG PINES: Case Summary & Largest Unsecured Creditor
BIOZONE PHARMACEUTICALS: Sells 600,000 Shares for $300,000

BRANCH-SMITH PRINTING: Sell All Assets to Ovation Graphics
BUP, INC.: Case Summary & 11 Largest Unsecured Creditors
CAMARILLO PLAZA: Proposes to Employ Janet Lawson as Attorney
CARA OPERATIONS: DBRS Confirms Issuer Rating at 'B'
CHARLESTON ASSOCIATES: Can Use Cash Collateral Use Thru Feb. 29

CLARE AT WATER: Gets Final Court Nod to Access Cash Collateral
CLEAN BURN: Court Approves Neal Bradsher as Accountants
CLEAN BURN: BA Says Appointment of Chap. 11 Trustee Necessary
CLINTON COURT: Has No Assets to Administer, Wants Case Dismissal
C.M. MEIERS: Case Summary & 20 Largest Unsecured Creditors

DKG & ASSOCIATES: Case Summary & 20 Largest Unsecured Creditors
COOPERATIVA DE SEGUROS: A.M. Best Affirms FSR at 'B-'
DAIS ANALYTIC: Amends 29.4 Million Common Shares Offering
DAYBREAK OIL: Incurs $408,000 Net Loss in Nov. 30 Quarter
DELTRON INC: Incurs $7.8 Million Net Loss in Fiscal 2011

DON VICHE: Voluntary Chapter 11 Case Summary
DRUG AND VIOLENCE: Case Summary & 20 Largest Unsecured Creditors
DUNE ENERGY: Completes 10-1/2% Senior Notes Exchange Offer
DUNE ENERGY: TPG Opportunities Discloses 13.7% Equity Stake
EDEN RESEARCH: Case Summary & 20 Largest Unsecured Creditors

ENER1 INC: Maturity of Bzinfin Loan Agreement Extended to Jan. 20
EQUINE VISION: Voluntary Chapter 11 Case Summary
FOUR JAYS: Case Summary & 9 Largest Unsecured Creditors
EUROCLASS MOTORS: Plan Filing Period Extended Until Jan. 30
FAITH CHRISTIAN: No MORs Filed; U.S. Trustee Wants Dismissal

FUEL DOCTOR: Enters Into Agency Agreement with Senibellacorp
GARCIA ENTERPIRSES: Case Summary & 20 Largest Unsecured Creditors
GELT PROPERTIES: Can Hire O'Kelly Ernst as Litigation Counsel
GELTECH SOLUTIONS: Deregisters Unsold Securities
GENTA INC: Has 1.5 Billion Outstanding Common Shares

GLEN ROSE: Gastek CEO and 3 Others Named to Board of Directors
GRAND RIVER: Hearing on Cash Collateral Access Scheduled for Today
GREAT PLAINS: Wants Receiver Ordered to Turn Over Assets
GREAT PLAINS: Hires Bernstein Law Firm as Chapter 11 Counsel
GREAT PLAINS: Wants to Use RBS Citizens' Cash Collateral

GREAT PLAINS: Seeks to Borrow $300,000 From Managing Member
GREEN PLANET: Board OKs SingerLewak as Accountants; CFO Resigns
GREENWICH SENTRY: Court Confirms GS & GSP First Amended Plans
H GRANADOS: Case Summary & 20 Largest Unsecured Creditors
HAYDEL PROPERTIES: Case Summary & Largest Unsecured Creditor

HOSTESS BRANDS: Meeting to Form Creditors Committee Today
INNER CITY: Wants Until March 6 to Propose a Chapter 11 Plan
INVESTICO DEVELOPMENT: Voluntary Chapter 11 Case Summary
JOHN D. OIL: Case Summary & 20 Largest Unsecured Creditors
KOREA TECHNOLOGY: Startup DIP Loan Will Now be on Unsecured Basis

LA VILLITA: Bankruptcy Court Confirms Reorganization Plan
LACK'S STORES: Plan Outline Ok'd; Feb. 1 Confirmation Hearing Set
LEE ENTERPRISES: IRS Objects to Amended Prepack Plan
LEHMAN BROTHERS: Dist. Judge to Rule on Whether JPM Suit Belongs
LEHMAN BROTHERS: SEC Backs LBI in $3-Bil. Barclays Dispute

LEHMAN BROTHERS: 3 Law Firms Submit Tender in PSALM's Claim
LEHMAN BROTHERS: Wins Approval of Settlement With Alston
LEHMAN BROTHERS: Wins Approval of Settlement of $7.7BB Sasco Suit
LEHMAN BROTHERS: Committee Backs Monetization of Neuberger Stake
LEHMAN BROTHERS: Underwriters Reach $417MM Deal in Class Suit

LEHMAN BROTHERS: Asia Unit to Pay $1.5-Bil. to Creditors
LEHMAN BROTHERS AUSTRALIA: Chapter 15 Case Summary
LIBERATOR INC: Honored with Multiple AVN Awards Nominations
LMW HOLDINGS: Voluntary Chapter 11 Case Summary
MADISON 92ND: Plan Outline Hearing Scheduled for Jan. 31

MAJESTIC CAPITAL: Taps R&Q Quest as Investment Banker
MAKENA GREAT: Has Interim OK to Use Wells Fargo Cash Collateral
MESTLER CONSTRUCTION: Case Summary & Creditors List
METAL STORM: Settles Dispute with ASOF Over Convertible Security
METAL STORM: Proposes to Issue 41.6 Million Ordinary Shares

METAL STORM: Maturity of Convertible Note Extended to March 2015
MOHEGAN TRIBAL: Files Mohegan Sun Statistical Report
MOHEGAN TRIBAL: Incurs $6.8 Million Net Loss in Fiscal 2011
MT3 PARTNERS: Judge Beesley Orders Chapter 11 Case Dismissed
MOUNTAIN ENVIRONMENTAL: Case Summary & Creditors List

NATIVE WHOLESALE: Hires Fredericks Peebles as Special Counsel
NBOR CORP: Wants Involuntary Case Dismissed for Bad Faith Filing
NCOAT INC: Amends Plan of Orderly Liquidation
NEWPAGE CORP: Court Modifies Order Approving PwC Employment
NORTHERN BERKSHIRE: Further Fine-Tunes Proposed Chapter 11 Plan

NEVADA CANCER: Institute's Sale to UCSD Wins Court Approval
NEVADA CANCER: Notifies Court of Counsel's Hourly Rates Changes
NORTEL NETWORKS: Fraud Trial of Ex-Officials Set to Begin
OXLEY DEVELOPMENT: Motion to Dismiss or Convert Case Denied
PACIFIC SUNWEAR: To Close Hundreds of Stores

PARTNERS MUTUAL: A.M. Best Upgrades FSR From 'C++'
PEAK BROADCASTING: Case Summary & 30 Largest Unsecured Creditors
PHOENIX LIFE: A.M. Best Affirms FSR at 'B+'
PLUM TV: Court Sets Jan. 23 Hearing to Consider Auction Sale
POWER EFFICIENCY: Seeks Stockholder Consent to Amend Pref. Stock

PRESTIGE TELECOM: Has Until Feb. 14 to Submit Plan to Creditors
RCC SOUTH: SFI Belmont's Reorganization Plan Wins Court Approval
REAL MEX: Gets Two-Month Extension to File Chapter 11 Plan
REGAL ENTERTAINMENT: Board Approves $1.8-Mil. Bonus to Executives
RIDGE PARK: Exclusive Solicitation Period Extended Until March 22

S & V PROPERTY: Voluntary Chapter 11 Case Summary
SEARS HOLDINGS: Vendors Seek Faster Payments
SEAVIEW PLACE: Plan Confirmed With Technical Changes
SHENGDATECH INC: Exclusive Filing Period Extended to March 19
SHENGDATECH INC: Lease Decision Deadline Extended to March 16

SKINNY NUTRITIONAL: Robert Miller Named Chief Sales Officer
SNOKIST GROWERS: Court OKs Bailey & Busey as Counsel
SONOMA VINEYARDS: Plan of Reorganization Wins Court Approval
SOUTH EDGE: Stutman Treister Serves as New Counsel
SP NEWSPRINT: Committee Taps Ashby & Geddes as Delaware Counsel

SP NEWSPRINT: Committee Taps BDO Consulting as Financial Advisor
SP NEWSPRINT: Committee Can Retain Lowenstein as Counsel
STONER AND COMPANY: Case Summary & 15 Largest Unsecured Creditors
TALON THERAPEUTICS: James Flynn Discloses 45.2% Equity Stake
TEKTRON MICRO: Case Summary & 20 Largest Unsecured Creditors

TELIPHONE CORP: Reports US$2 Million Net Income in Fiscal 2011
TIMMINCO LIMITED: Owes More Than $26MM to Investissement Quebec
TRAILER BRIDGE: Reaches Deal With Noteholders, Files Plan
TRIUS THERAPEUTICS: Michael Powell Ceases to Hold 5% Equity Stake
TURKPOWER CORP: Delays Form 10-Q for Nov. 30 Quarter

U.S. EAGLE: Committee Can Retain Eisneramper as Accountant
U.S. EAGLE: Can Hire Hilco Real as Real Estate Broker
U.S. EAGLE: Plan Filing Period Further Extended to Jan. 30
USEC INC: Expects to Expense $137MM in Q4 Related to ACP Project
VEGAS, INC.: Voluntary Chapter 15 Case Summary

VOICES OF FAITH: Seeks to Hire Geiger Law as Co-Counsel
WALLDESIGN INC: Union Wants Management Replaced by Trustee
WALLDESIGN INC: Sec. 341 Creditors' Meeting Set for Feb. 29
WEGENER CORP: Incurs $856,632 Net Loss in Dec. 2 Quarter
WESTSIDE MEDICAL: Files Liquidating Plan to Pay Unsecured Claims

* Cadwalader's Top Restructuring Trio Joins Pillsbury

* Upcoming Meetings, Conferences and Seminars



                            *********

3POWER ENERGY: Creditors Agree to Convert Debt Into Equity
----------------------------------------------------------
3Power Energy Group Inc. concluded settlement agreements with the
bulk of historical debts creditors from shareholders and service
providers to convert their debts into equity in 3Power by issue of
new shares and warrants.  This step will enhance the Company's
balance sheet and support the project funding process.  The bulk
of the converted debts belong to Falak Holding LLC which will
continue financing the company operation cost until the completion
of the funding process.

"We believe in the success of 3Power and we will continue our
support to the company," said Mohammed Falaknaz, chairman of
3Power and vice president of Falak Holding.

"This is a vote of trust in our company future and business plan.
We are committed to achieve our goals for the benefit of our
shareholders' value," adds Bala, the company CEO.

                        About 3Power Energy

3Power Energy Group Inc. was incorporated in Nevada in December
2002.  On March 30, 2011, the Company changed its name from Prime
Sun Power Inc. to 3Power Energy and increased its authorized share
capital to 300,000,000 shares.  The Company plans to pursue a
business model producing renewable generated electrical power and
other alternative energies.

On May 13, 2011, the Company acquired 100% of the issued and
outstanding common stock of Seawind Energy Limited, in exchange
for the issuance of 40,000,000 restricted shares of the Company's
common stock.  The acquisition was accounted for as a reverse
merger and, accordingly, the Company is the legal survivor and
Seawind Energy is the accounting survivor.

The Company's balance sheet at Sept. 30, 2011, showed
$4.50 million in total assets, $5.72 million in total liabilities,
all current, and a $1.21 million total shareholders' deficiency.

The Company reported a net loss of $2.64 million on $491,092 of
sales for the six months ended Sept. 30, 2011, compared with net
income of $341,201 on $3.55 million of sales for the same period
during the prior year.

"The ability of the Company to continue as a going concern is
dependent upon, among other things, its successful execution of
its plan of operations and ability to raise additional financing
or capital.  There is no guarantee that the Company will be able
to raise additional financing or capital or sell any of services
or products at a profit.  These factors, among others, raise
substantial doubt regarding the Company's ability to continue as a
going concern," the Company said in its Form 10-Q for the quarter
ended Sept. 30, 2011.


ACARTHA GROUP: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Acartha Group, LLC
        Two Tower Center Boulevard, 20th floor
        East Brunswick, NJ 08816

Bankruptcy Case No.: 12-10123

Chapter 11 Petition Date: January 8, 2012

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

Debtor's Counsel: David L. Finger, Esq.
                  FINGER & SLANINA, P.A.
                  One Commerce Center
                  1201 Orange Street, Suite 725
                  Wilmington, DE 19801-1155
                  Tel: (302) 884-6766
                  Fax: (302) 984-1294
                  E-mail: dfinger@delawgroup.com

Debtor?s
Co-Counsel:       JACOBS PARTNERS, LLC

Estimated Assets: $0 to $50,000

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

The Company?s list of its 20 largest unsecured creditors filed
with the petition is available for free at:
http://bankrupt.com/misc/deb12-10123.pdf

The petition was signed by Dixon R. Brown, Trustee of the BDM 1996
Irrevocable Trust, managing member of Moriss Ent., 100% equity
owner.

Affiliates that filed separate Chapter 11 petitions:

        Entity                        Case No.       Petition Date
        ------                        --------       -------------
Acartha Technology Partners, L.P.     --                  01/08/12
MIC VII, LLC                          --                  01/08/12


AGCO GAS: Case Summary & 16 Largest Unsecured Creditors
-------------------------------------------------------
Debtor: AGCO Gas, LLC
        432 W. Grant Street
        Calexico, CA 92231

Bankruptcy Case No.: 12-00208

Chapter 11 Petition Date: January 9, 2012

Court: U.S. Bankruptcy Court
       Southern District of California (San Diego)

Debtor's Counsel: Gloria Martinez-Senftner, Esq.
                  MARTINEZ BUSINESS & IMMIGRATION LAW GROUP, PC
                  2999 Douglas Boulevard, Suite 215
                  Roseville, CA 95661
                  Tel: (916) 797-9907
                  E-mail: gloria.senftner@gmail.com

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

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

The Company?s list of its 16 largest unsecured creditors filed
with the petition is available for free at:
http://bankrupt.com/misc/casb12-00208.pdf

The petition was signed by Andres Garcia, managing member of
limited liability company.

Affiliate that filed separate Chapter 11 petition:

        Entity                        Case No.       Petition Date
        ------                        --------       -------------
Andres Garcia                         --                  01/05/12


ALCO CORPORATION: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Alco Corporation
        Carretera PR 2
        KM 27.6
        Dorado, PR 00646

Bankruptcy Case No.: 12-00139

Chapter 11 Petition Date: January 12, 2012

Court: U.S. Bankruptcy Court
       District of Puerto Rico (Old San Juan)

Debtor's Counsel: Carmen D. Conde Torres, Esq.
                  C. CONDE & ASSOC.
                  254 San Jose Street, 5th Floor
                  San Juan, PR 00901-1523
                  Tel: (787) 729-2900
                  Fax: (787) 729-2203
                  0E-mail: notices@condelaw.com

Scheduled Assets: $11,200,030

Scheduled Liabilities: $7,762,314

The petition was signed by Alfonso Rodriguez, president.

Debtor's List of Its 20 Largest Unsecured Creditors:

        Entity                     Nature of Claim    Claim Amount
        ------                     ---------------    ------------
Betteroads Asphalt, Corp.          --                   $2,990,899
P.O. Box 21420
San Juan, PR 00928-1420

Department of Treasury             --                     $426,799
Bankruptcy Division
P.O. Box 9024140
San Juan, PR 00902-4140

Lolita Garcia de Rodriguez         --                     $393,454
P.O. Box 9022889
San Juan, PR 00902-2889

Jose Amable De Los Santos          --                     $222,800

St. James Security Services, Inc.  --                     $219,746

San Lorenzo Mine                   --                     $204,282

Empresas Ortiz Brunet Inc.         --                     $170,067

Parking & Traffic Line, Corp.      --                     $154,264

IRS                                --                     $153,220

LRG Holdings                       --                     $123,665

Cantera Hipodromo, Inc.            --                     $116,507

Crim                               --                     $115,036

Puerto Rico Aggregates Co.         --                      $94,102

Autoridad de Energia Electrica     --                      $72,885

Sucecion Ortiz Toro                --                      $69,685

Nevares, Sanchez Y Alvarez, PSC    --                      $50,243

Clab, Inc.                         --                      $47,210

Transporte Nuevo Milenio, Inc.     --                      $31,062

Enrique Amadeo Fuertes             --                      $30,969

Asoc. Due¤os de Camiones           --                      $30,809


AMERICAN AIRLINES: Sec. 341 Meeting of Creditors Tomorrow
---------------------------------------------------------
Tracy Hope Davis, U.S. Trustee for Region 2, will convene a
meeting of creditors of AMR Corporation and its debtor affiliates
on January 19, 2012 at 1:00 p.m. (EST) at 80 Broad Street, 4th
Floor, in New York.

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

The meeting offers creditors a one-time opportunity to examine the
Debtors' representative under oath about the Debtors' financial
affairs and operations that would be of interest to the general
body of creditors.  Attendance by the Debtor's creditors at the
meeting is welcome, but not required.  The meeting may be
continued and concluded at a later date specified in a notice
filed with the U.S. Bankruptcy Court for the Southern District of
New York.

                      About American Airlines

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

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

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

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

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

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

Jack Butler, John Lyons, Felecia Perlman and Jay Goffman at
Skadden, Arps, Slate, Meagher & Flom LLP entered their appearance
as proposed counsel to the Official Committee of Unsecured
Creditors in AMR's chapter 11 proceedings on Dec. 9, 2011.
The Committee has selected Togut, Segal & Segal LLP as co-counsel
for conflicts and other matters; Moelis & Company LLC as its
investment banker, and Mesirow Financial Consulting, LLC as its
financial advisor.

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


AMERICAN AIRLINES: PBGC Demands Documents for Benefit Plans
-----------------------------------------------------------
The Pension Benefit Guaranty Corp. seeks a court ruling requiring
AMR Corp. to produce documents and authorizing the agency to serve
subpoenas for testimony from the company in connection with its
benefit plans.

The move comes after AMR, the parent of American Airlines Inc.,
allegedly refused to provide information to PBGC about its four
benefit plans for employees and retirees.

AMR administers four single-employer defined-benefit plans for
approximately 130,000 participants.  Each plan is covered by the
federal pension plan termination insurance program established
under Title IV of the Employment Retirement Income Security Act.

In court papers, PBGC expressed concern that AMR may seek
bankruptcy court approval to terminate the benefit plans without
first providing the agency with information it needs to evaluate
such request.

"Termination of any of the Debtors' pension plans would be a
momentous event with grave consequences for the participants who
are counting on receiving their promised benefits and for the
federal pension insurance program," PBGC said in court papers.

"Such a decision cannot be made until all relevant business
information has been evaluated, allowing for every alternative to
termination to be thoroughly considered," the agency further said.

PBGC also said the termination of any of the AMR benefit plans
would add significantly to the agency's $26 billion deficit.

If all four plans terminated, the resulting liabilities assumed by
PBGC would constitute a multi-billion dollar loss, resulting in a
claim of about $10 billion, and lost benefits to plan participants
in an amount the agency estimates to be $1 billion, according to
court papers.

The hearing on PBGC's request is scheduled for January 27, 2012.
The deadline for filing objections is January 20, 2012.

PBGC is one of the members of the Official Committee of Unsecured
Creditors.  The agency is represented by:

        Carole Neville, Esq.
        Fruman Jacobson, Esq.
        SNR DENTON US LLP
        1221 Avenue of the Americas
        New York, NY 10020-1089
        Tel: (212) 768-6700
        Fax: (212) 768-6800
        E-mail: carole.neville@snrdenton.com
                fruman.jacobson@snrdenton.com

PBGC may be reached at:

        PENSION BENEFIT GUARANTY CORPORATION
        Israel Goldowitz, Chief Counsel
        Karen L. Morris, Deputy Chief Counsel
        Kartar S. Khalsa, Assistant Chief Counsel
        Stephanie Thomas, Assistant Chief Counsel
        Nathaniel Rayle, Attorney
        Kimberly E. Neureiter, Attorney
        Desiree M. Amador, Attorney
        Office of the Chief Counsel
        1200 K Street NW, Suite 340
        Washington, D.C. 20005
        Tel: (202) 326-4020
        Fax: (202) 326-4112
        E-mail: neureiter.kimberly@pbgc.gov

PBGC Director Josh Gotbaum, on Jan. 12, released a statement on
the importance of American Airlines' pension plans.

"Some have suggested that American must duck its pension
commitments and kill its pension plans in order to survive.  We
think that commitments to 130,000 workers and retirees shouldn't
be disposable, that American should have to prove in court that
this drastic step is necessary."

"For other airlines, it hasn't been.  American's competitors found
ways to increase revenues and get competitive costs while honoring
pension benefits. Delta maintained its non-pilots plan, and both
Northwest and Continental kept their plans going after their
bankruptcies."

"Counsel for American claims that it needs to kill its employees'
pensions in order to be competitive with other major carriers.
The numbers tell a different story:   Delta Airlines, which
reorganized in bankruptcy, pays an average of $13,210 per employee
in pension costs -- almost 2/3 more than American's pre-bankruptcy
cost of $8,102.  (Source: 2010 annual reports)"

"American has more than $4 billion in cash; some of that money
should already have been paid into its pension plans.  However,
Congress, hoping to preserve plans, allowed American to defer the
payments.  It would be a tragedy if American repaid Congress's
generosity by turning around and killing the plans anyway."

Mr. Gotbaum stressed that the PBGC is always ready to provide a
safety net to employees whose companies can no longer afford their
commitments, but that doesn't mean that it's good for employees
and retirees when we do.  There are legal limits to the amounts we
can pay, and we don't cover retiree health care, he said.  That's
why PBGC always tries first to preserve plans, he added.  "We will
continue to encourage American to fix its financial problems and
still keep its pension plans," he stated.

"We stand with American's workers and retirees who are concerned
about their futures.  Many of the airline's employees took lower
wages so the plans could continue.  Now, it's American's turn to
step up so workers aren't short-changed," Mr. Gotbaum said.

An American Airline retiree, Chris McCann, wrote a letter to the
Court expressing his concern for the continuation of the pension
and medical benefits that the Company rewarded its employees in
return for their hard work and collective commitment.  Mr. McCann
pointed out that, in light of current economic condition, in a job
marketplace void of opportunities for aged workers, retirees on a
pre-planned fixed income are unable in most cases to financially
respond or offset a significant reduction in their budgets.

                      About American Airlines

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

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

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

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

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

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

Jack Butler, John Lyons, Felecia Perlman and Jay Goffman at
Skadden, Arps, Slate, Meagher & Flom LLP entered their appearance
as proposed counsel to the Official Committee of Unsecured
Creditors in AMR's chapter 11 proceedings on Dec. 9, 2011.
The Committee has selected Togut, Segal & Segal LLP as co-counsel
for conflicts and other matters; Moelis & Company LLC as its
investment banker, and Mesirow Financial Consulting, LLC as its
financial advisor.

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


AMERICAN AIRLINES: Proposes Weil Gotshal as Bankruptcy Counsel
--------------------------------------------------------------
American Airlines Inc. and its affiliated debtors seek court
approval to employ Weil, Gotshal & Manges LLP as their legal
counsel.

The services to be provided by the firm include the preparation of
court papers in connection with the Debtors' bankruptcy plans and
the administration of their estates.  Weil Gotshal will also
handle the prosecution and defense of lawsuits, and the
negotiation of disputes involving the Debtors.

Weil Gotshal will be paid for its services on an hourly basis and
will get reimbursed for expenses.  The firm's hourly rates range
from $760 to $1,075 for members and counsel; $430 to $750 for
associates; and $175 to $310 for paraprofessionals.  The firm
agreed to cap its hourly rate at $1,000 for the representation.

Weil Gotshal received approximately $2.2 million retainer,
according to court papers.

Alfredo Perez, Esq., a member of Weil Gotshal & Manges LLP,
disclosed in a declaration that his firm does not hold or
represent interest adverse to the Debtors' estates, and that it is
a "disinterested person" under Section 101(14) of the Bankruptcy
Code.

                      About American Airlines

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

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

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

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

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

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

Jack Butler, John Lyons, Felecia Perlman and Jay Goffman at
Skadden, Arps, Slate, Meagher & Flom LLP entered their appearance
as proposed counsel to the Official Committee of Unsecured
Creditors in AMR's chapter 11 proceedings on Dec. 9, 2011.
The Committee has selected Togut, Segal & Segal LLP as co-counsel
for conflicts and other matters; Moelis & Company LLC as its
investment banker, and Mesirow Financial Consulting, LLC as its
financial advisor.

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


AMERICAN AIRLINES: Seeks Nod for E&Y as Auditor
-----------------------------------------------
American Airlines Inc. and its affiliated debtors asked Judge Sean
Lane to approve the hiring of Ernst & Young LLP as their auditor
and tax adviser.

The Debtors tapped the firm to complete their annual report, which
is due to be filed with the U.S. Securities and Exchange
Commission next month, according to court papers.

Pursuant to a letter agreement with the Debtors, Ernst & Young
will audit their financial statements as well as the reports
prepared by independent accountants and auditors.  The firm will
also advise the Debtors about the tax implications of their
restructuring and post-bankruptcy operations.

Ernst & Young will get $182,100 per month for services rendered in
connection with the audit of AMR Corp.'s and American Airlines'
financial statements, and $100,000 per month for the audit of AMR
Eagle Holding Corp.'s financial statements.  The Debtors will also
reimburse the expenses incurred by the firm.

James Bradow, a partner at Ernst & Young, disclosed in court
papers that his firm does not hold or represent interest adverse
to the Debtors.

The hearing on the proposed hiring of Ernst & Young is scheduled
for January 27, 2012.  The deadline for filing objections is
January 20, 2012.

                      About American Airlines

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

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

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

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

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

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

Jack Butler, John Lyons, Felecia Perlman and Jay Goffman at
Skadden, Arps, Slate, Meagher & Flom LLP entered their appearance
as proposed counsel to the Official Committee of Unsecured
Creditors in AMR's chapter 11 proceedings on Dec. 9, 2011.
The Committee has selected Togut, Segal & Segal LLP as co-counsel
for conflicts and other matters; Moelis & Company LLC as its
investment banker, and Mesirow Financial Consulting, LLC as its
financial advisor.

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


AMERICAN AIRLINES: Proposes Perella as Financial Advisor
--------------------------------------------------------
American Airlines Inc. and its affiliates seek approval to hire
Perella Weinberg Partners LP as a financial adviser and investment
banker, with a promise of $6.5 million in fees for the firm when
either a bankruptcy plan is approved or the sale of almost all of
their assets is completed.

The firm, which will also get a monthly fee of $225,000 and
reimbursed expenses, will provide labor-related restructuring
services.  These services include a review and analysis of
available strategic alternatives with respect to the Debtors'
labor agreements, pension and other post-retirement plans, among
other things.

Randall White, associate general counsel of AMR Corp., said the
services to be provided by Perella will be "appropriately
directed" by the Debtors to avoid duplication of services.

Earlier, the Debtors also proposed to employ Rothschild Inc. as a
financial adviser and investment banker.  Rothschild, however,
will only provide capital structure-related restructuring advice.

Adam Verost, managing director of Perella Weinberg Partners LP,
disclosed in a declaration that his firm does not hold or
represent interest adverse to the Debtors and their estates.

                      About American Airlines

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

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

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

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

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

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

Jack Butler, John Lyons, Felecia Perlman and Jay Goffman at
Skadden, Arps, Slate, Meagher & Flom LLP entered their appearance
as proposed counsel to the Official Committee of Unsecured
Creditors in AMR's chapter 11 proceedings on Dec. 9, 2011.
The Committee has selected Togut, Segal & Segal LLP as co-counsel
for conflicts and other matters; Moelis & Company LLC as its
investment banker, and Mesirow Financial Consulting, LLC as its
financial advisor.

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


BBW ENTERPRISES: Voluntary Chapter 11 Case Summary
--------------------------------------------------
Debtor: BBW Enterprises-Arizona, LLC
        3774 S. Danyell Drive
        Chandler, AZ 85249

Bankruptcy Case No.: 12-00247

Chapter 11 Petition Date: January 6, 2012

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

Judge: Redfield T. Baum, Sr.

Debtor's Counsel: Don C. Fletcher, Esq.
                  LAKE AND COBB
                  1095 West Rio Salado Parkway #206
                  Tempe, AZ 85281
                  Tel: (602) 523-3000
                  Fax: (602) 523-3001
                  E-mail: dfletcher@lakeandcobb.com

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

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

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

The petition was signed by Douglas Brundage, member.


AHERN RENTALS: Seeks to Employ Oppenheimer as Financial Advisor
---------------------------------------------------------------
Ahern Rentals Inc. asks the U.S. Bankruptcy Court for the District
of Nevada for authority to employ Oppenheimer & Co. Inc. as
financial advisor and investment banker.

Oppenheimer will render general financial advisory, investment
banking, and restructuring services, including but not limited to:

   a. familiarizing itself with the business, operations,
      properties, financial condition and prospects of
      Debtor;

   b. if the Debtor determines to undertake a "transaction,"
      advising and assisting Debtor in structuring and
      effecting the financial aspects of such a transaction
      or transactions;

   c. providing financial advice and assistance to the Debtor
      in developing and seeking approval of a plan of
      reorganization;

   d. if requested by Debtor, providing financial advice and
      assistance to Debtor in structuring any new securities or
      evidences of indebtedness to be issued under the Plan and
      analyzing the feasibility of potential capital structures
      for the Debtor;

   e. if requested by the Debtor, assisting in negotiations
      with entities or groups affected by the Plan; and

If the Debtor's restructuring involves a sale, Oppenheimer will:

   a. provide financial advice and assistance to the Debtor in
      connection with a sale, identify potential acquirors
      and, at Debtor's request, contact such potential
      acquirors;

   b. at Debtor's request, assist Debtor in preparing a
      Sale memorandum; and

   c. if requested by Debtor, assist Debtor and/or
      participate in negotiations with potential
      acquirors.

Further, if the restructuring involves a financing, Oppenheimer
will:

   1. provide financial advice and assistance to the Debtor
      in structuring and effecting a financing;

   2. if Oppenheimer and Debtor deem it advisable, assist
      Debtor in developing and preparing a memorandum to be used
      in soliciting potential investors, it being agreed that (A)
      the financing offering memorandum will be based entirely
      upon information supplied by the Company, and (B) the Debtor
      will be solely responsible for the accuracy and
      completeness of the memorandum; and

   3. identify potential investors and contact or assist the
      Debtor in contacting, and/or participating in negotiations
      with, potential Investors.

As set for the in engagement letter, Oppenheimer will receive:

   (a) a monthly fee in the amount of $50,000 per month
       beginning on the fifth month of which 50% of the
       monthly fee shall be credited toward a restructuring
       transaction fee, sale transaction fee, or financing
       Fee;

   (b) a restructuring transaction fee equal to the greater
       of (a) 0.5% of the aggregate amount of Debtor's Second
       Priority Notes due 2013 that are reinstated, and
       (b) $500,000 but in no even greater than $1,000,000
       upon the effectiveness of a Plan;

   (c) a sale transaction fee equal to 0.375% of the
       transaction value upon the consummation of a
       sale;

   (d) a financing fee, upon consummation of any financing, equal
       to: (i) 0.5% of the aggregate gross commitment of any new
       first lien senior secured indebtedness issued or
       reinstated; (ii) 1.0% of the aggregate gross commitment of
       any new first lien "lastout" or "first-loss" or similar
       senior secured indebtedness issued or reinstated; (iii)
       1.5% of the aggregate gross proceeds of any new
       indebtedness ranked junior to any senior debt issued; (iv)
       2.0% of the gross proceeds of any equity or equity-linked
       securities or obligations issued; and (v) with respect to
       any other securities or indebtedness issued, such placement
       fees or other compensation as will be customary under the
       circumstances and mutually agreed in good faith by the
       Debtor and Oppenheimer; and/or

   (e) a DIP financing fee equal to $390,000 earned and
       payable upon final approval of the Debtor's
       debtor-in-possession credit facility.

The Debtor will only pay either a sale transaction fee or
restructuring transaction fee in the event both are earned as
provided therein, not both.  Further, the minimum financing fee
payable to Oppenheimer is $500,000 and the maximum financing fee
payable to Oppenheimer is $1,000,000.

During the 90-day period prior to the Petition Date, Debtor paid
Oppenheimer a total of $175,000, in advance for services to be
rendered and in arrears for expenses incurred.

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

                        About Ahern Rentals

Ahern Rentals, Inc. -- http://www.ahern.com/-- is an equipment
rental company in the United States.  The company also sells new
and used rental equipment, parts and supplies related to
its rental equipment, and merchandise used by the construction
industry, as well as provides maintenance and repair services.

Ahern Rentals filed a voluntary Chapter 11 petition (Bankr. D.
Nev. Case No. 11-53860) on Dec. 22, 2011, after failing to obtain
an extension of the Aug. 21, 2011 maturity of its revolving credit
facility.  Judge Bruce T. Beesley presides over the case.  Lawyers
at Gordon Silver serve as the Debtor's counsel.  The Debtor's
financial advisors are Oppenheimer & Co. and The Seaport Group.
Kurtzman Carson Consultants LLC serves as claims and notice agent.

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

The Company filed for Chapter 11 because it was unable to extend
the maturity of its revolving credit facility.

The Debtor estimated $500 million to $1 billion in assets and
debts.  The Company has $50 million of DIP financing from existing
lenders.


AHERN RENTALS: Proposes Gordon Silver as Attorneys
--------------------------------------------------
Ahern Rentals Inc. asks the U.S. Bankruptcy Court for the District
of Nevada for authority to retain Gordon Silver as its attorneys.

Gordon Silver will, among other things:

   a) advise the Debtor with respect to its rights, powers
      and duties as debtor and debtor-in-possession in
      the continued operation and management of its
      business;

   b) prepare and pursue confirmation of a plan of
      reorganization and approval of a disclosure
      statement;

   c) prepare on behalf of the Debtor all necessary
      applications, motions, answers, proposed orders,
      other pleadings, notices, schedules and other
      documents, and reviewing all financial and other
      reports to be filed;

   d) advise the Debtor concerning and preparing responses
      to applications, motions, pleadings, notices and
      other documents which may be filed by other parties
      herein; and

   e) appear in Court to protect the interests of the Debtor.

Prior to the Petition Date, Debtor paid GS the sum of $173,383.50
for legal services rendered in connection with its restructuring.
GS is also currently holding in retainer the sum of $211,616.50.

The compensation of GS's attorneys and paraprofessionals are
proposed at varying rates currently ranging from $130.00 per hour
to $175.00 per hour for paraprofessionals, ranging from $185.00
per hour to $350.00 per hour for associates, and from $455.00 per
hour to $750.00 per hour for shareholders of GS, subject to change
from time to time as provided for in the Retention Agreement.

Neither GS nor any of its shareholders or associates (a) has any
present connection with Debtor, Debtor's creditors, or other
parties-in-interest or (b) holds or represents any interest
adverse to the estate.  GS and any of its shareholders or
associates thus are disinterested within the meaning of 11 U.S.C.
Sec 101(14) of the Bankruptcy Code.

                        About Ahern Rentals

Ahern Rentals, Inc. -- http://www.ahern.com/-- is an equipment
rental company in the United States.  The company also sells new
and used rental equipment, parts and supplies related to
its rental equipment, and merchandise used by the construction
industry, as well as provides maintenance and repair services.

Ahern Rentals filed a voluntary Chapter 11 petition (Bankr. D.
Nev. Case No. 11-53860) on Dec. 22, 2011, after failing to obtain
an extension of the Aug. 21, 2011 maturity of its revolving credit
facility.  Judge Bruce T. Beesley presides over the case.  Lawyers
at Gordon Silver serve as the Debtor's counsel.  The Debtor's
financial advisors are Oppenheimer & Co. and The Seaport Group.
Kurtzman Carson Consultants LLC serves as claims and notice agent.

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

The Company filed for Chapter 11 because it was unable to extend
the maturity of its revolving credit facility.

The Debtor estimated $500 million to $1 billion in assets and
debts.  The Company has $50 million of DIP financing from existing
lenders.


AHERN RENTALS: Seeks Approval of CRG as Restructuring Advisor
-------------------------------------------------------------
Ahern Rentals Inc. asks the U.S. Bankruptcy Court for the District
of Nevada for authority to retain CRG Partners Group LLC as
financial and restructuring advisor.

The Debtor has selected CRG Partners because of the firm is
familiar with equipment rental companies and bankruptcy practice,
and is well qualified to act as financial and restructuring
advisor to Debtor.

CRG will provide financial and restructuring advisory services in
the Chapter 11 Case, which may include, but are not limited to:

   a. reviewing and analyzing the business operations,
      liquidity situation, assets and liabilities,
      financial condition, and prospects of Debtor,
      including performance improvement;

   b. assisting the Debtor in its communication with the Debtor's
      secured and unsecured lenders and vendors;

   c. assessing the Debtor's 13-week cash flow projection;
      and

   d. assisting the Debtor in its operations during the
      Chapter 11 Case, including but not limited to,
      producing various information and reports for
      the various constituencies and this Court.

Within the one-year period immediately preceding the Chapter 11
petition date, the Debtor paid CRG $175,000 for advisory services
rendered in connection with Debtor's restructuring.  CRG is also
holding a retainer the sum of $72,895.

CRG has agreed to provide its restructuring services on an hourly
basis and according to the terms in the Engagement Agreement.  The
compensation of the CRG Professionals shall be at varying rates
currently ranging from $325 per hour to $675 per hour.

CRG will also be reimbursed for reasonable out-of-pocket expenses
incurred, which will include, among other things, travel, airfare,
taxi, lodging, mileage, out-of-town meals, photocopying, delivery
service, postage, telephone, vendor charges and other out-of-
pocket expenses incurred in providing professional services.

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

                        About Ahern Rentals

Ahern Rentals, Inc. -- http://www.ahern.com/-- is an equipment
rental company in the United States.  The company also sells new
and used rental equipment, parts and supplies related to
its rental equipment, and merchandise used by the construction
industry, as well as provides maintenance and repair services.

Ahern Rentals filed a voluntary Chapter 11 petition (Bankr. D.
Nev. Case No. 11-53860) on Dec. 22, 2011, after failing to obtain
an extension of the Aug. 21, 2011 maturity of its revolving credit
facility.  Judge Bruce T. Beesley presides over the case.  Lawyers
at Gordon Silver serve as the Debtor's counsel.  The Debtor's
financial advisors are Oppenheimer & Co. and The Seaport Group.
Kurtzman Carson Consultants LLC serves as claims and notice agent.

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

The Company filed for Chapter 11 because it was unable to extend
the maturity of its revolving credit facility.

The Debtor estimated $500 million to $1 billion in assets and
debts.  The Company has $50 million of DIP financing from existing
lenders.


ALDA PHARMACEUTICALS: Incurs C$1.8 Million Loss in Fiscal 2011
--------------------------------------------------------------
ALDA Pharmaceuticals Corp. filed with the U.S. Securities and
Exchange Commission its annual report on Form 20-F, reporting
a loss and comprehensive loss of C$1.87 million on C$305,592 of
revenue for the year ended June 30, 2011, compared with a loss and
comprehensive loss of C$3.99 million on C$1.46 million of sales
during the prior year.

The Company's balance sheet at June 30, 2011, showed C$190,494 in
total assets, C$1.25 million in total liabilities and a
C$1.06 million total shareholders' deficiency.

The Company has no history of pre-tax profit and in the previous
three years has had only limited annual revenues for each of the
years it has been operating.  The Company sustained operating
losses for each of its fiscal years and has sustained significant
accumulated operating losses.  The continued operation of the
Company will be dependent upon its ability to generate operating
revenues and to procure additional financing.  The Company may not
be successful in generating revenues or raising capital in the
future.  Failure to generate revenues or raise capital could cause
the Company to cease operations.  The auditor's reports to the
shareholders are expressed in accordance with Canadian reporting
standards, which do not require a reference to conditions and
events that cast substantial doubt on the Company's ability to
continue as a going concern when these are adequately disclosed in
the financial statements.

A full-text copy of the Form 20-F is available at:

                       http://is.gd/Zo48LD

                   About ALDA Pharmaceuticals

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

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


ALLY FINANCIAL: Declares Dividends on Preferred Stock
-----------------------------------------------------
The board of directors of Ally Financial Inc. has declared
quarterly dividend payments for certain outstanding preferred
stock.  Each of these dividends were declared by the board of
directors on Jan. 4, 2012, and are payable on Feb. 15, 2012.

A quarterly dividend payment was declared on Ally's Fixed Rate
Cumulative Mandatorily Convertible Preferred Stock, Series F-2, of
approximately $134 million, or $1.125 per share, and is payable to
the U.S. Department of the Treasury.  A quarterly dividend payment
was also declared on Ally's Fixed Rate Cumulative Perpetual
Preferred Stock, Series G, of approximately $45 million, or $17.50
per share, and is payable to shareholders of record as of Feb. 1,
2012.  Additionally, a dividend payment was declared on Ally's
Fixed Rate/Floating Rate Perpetual Preferred Stock, Series A, of
approximately $22 million, or $0.53 per share, and is payable to
shareholders of record as of Feb. 1, 2012.

Including the aforementioned dividend payments on the Series F-2
Preferred Stock, Ally will have paid a total of approximately $5.4
billion to the U.S. Treasury since February 2009.  This amount
includes preferred stock dividends, interest payments and proceeds
received by the U.S. Treasury in its sale of Ally trust preferred
securities.

                       About Ally Financial

Ally Financial Inc., formerly GMAC Inc. -- http://www.ally.com/
-- is one of the world's largest automotive financial services
companies.  The company offers a full suite of automotive
financing products and services in key markets around the world.
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%.

The Company 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 Sept. 30, 2011, showed $181.95
billion in total assets, $162.22 billion in total liabilities and
$19.73 billion in total equity.

                              ResCap

According to the Form 10-Q for the quarter ended Sept. 30, 2011,
although Ally's continued actions through various funding and
capital initiatives demonstrate support for ResCap, there can be
no assurances for future capital support.  Consequently, there
remains substantial doubt about ResCap's ability to continue as a
going concern.  Should Ally no longer continue to support the
capital or liquidity needs of ResCap or should ResCap be unable to
successfully execute other initiatives, it would have a material
adverse effect on ResCap's business, results of operations, and
financial position.

Ally has extensive financing and hedging arrangements with ResCap
that could be at risk of nonpayment if ResCap were to file for
bankruptcy.  At Sept. 30, 2011, Ally had $1.9 billion in secured
financing arrangements with ResCap of which $1.2 billion in loans
was utilized.  At Sept. 30, 2011, the hedging arrangements were
fully collateralized.  Amounts outstanding under the secured
financing and hedging arrangements fluctuate.  If ResCap were to
file for bankruptcy, ResCap's repayments of its financing
facilities, including those with Ally, could be slower.  In
addition, Ally could be an unsecured creditor of ResCap to the
extent that the proceeds from the sale of Ally's collateral are
insufficient to repay ResCap's obligations to the Company.  It is
possible that other ResCap creditors would seek to recharacterize
Ally's loans to ResCap as equity contributions or to seek
equitable subordination of Ally's claims so that the claims of
other creditors would have priority over Ally's claims.  In
addition, should ResCap file for bankruptcy, Ally's $331 million
investment related to ResCap's equity position would likely be
reduced to zero.  If a ResCap bankruptcy were to occur and a
substantial amount of Ally's credit exposure is not repaid to the
Company, it could have an adverse impact on Ally's near-term net
income and capital position, but Ally does not believe it would
have a materially adverse impact on Ally's consolidated financial
position over the longer term.

                         *     *     *

As reported by the TCR on May 6, 2011, Standard & Poor's Ratings
Services raised its long-term counterparty credit ratings on both
Ally Financial Inc. (formerly GMAC Inc.) and subsidiary
Residential Capital LLC (ResCap) to 'B+' from 'B'.  The outlook on
both ratings is stable.  "Ally, an automobile- and mortgage-
finance and servicing company, and ResCap, its mortgage
subsidiary, improved their capital, credit quality, earnings, and
liquidity in recent months," said Standard & Poor's credit analyst
Brendan Browne.  They also settled a material portion of their
mortgage repurchase risk and have been profitable.

In February 2011, Moody's Investors Service upgraded the issuer
and senior unsecured ratings of Ally Financial Inc. and its
supported subsidiaries to B1 from B3.  Concurrently, Moody's
upgraded the senior secured (second lien) and senior unsecured
ratings of mortgage finance subsidiary Residential Capital LLC to
Caa3 and Ca, respectively, from C.  The rating outlook for both
Ally and ResCap is stable.

Moody's said the Ally and ResCap upgrades reflect a decline in
ResCap's exposure to portfolio under-performance and mortgage
repurchase risks and an associated decrease in contingent risks to
Ally relating to its support of ResCap.  Additional factors
supporting Ally's upgrade include its strengthened liquidity and
capital positions and prospects for continued profitability in its
core auto finance and mortgage businesses based upon positive
asset quality performance trends.


AMERICAN PACIFIC: Trustee Wants Ch. 7 as Losses Continue
--------------------------------------------------------
Christopher R. Barclay, the Chapter 11 trustee of the bankruptcy
estate of American Pacific Financial Corporation, asks the U.S.
Bankruptcy Court for the District of Nevada to convert the case to
one under Chapter 7 of the Bankruptcy Code.

The trustee notes that as of Nov. 30, 2011, the balance in the
bankruptcy estate's bank accounts totaled $276,201.  The accrued
but unpaid Chapter 11 claims of professionals in the case total
more than $405,000, net of retainers held by some professionals.
Under the circumstances, despite substantial improvement in
the cash on hand since date of the trustee's appointment, the
Chapter 11 case remains administratively insolvent and expenses
will only continue to increase deepening the degree of insolvency.

The trustee explains that that the case must be converted because:

   -- the Chapter 11 estate is continuing to suffer losses and
      rehabilitation or confirmation of a plan is unlikely,
      especially if it involves continued management and control
      by Larry Polhill;

   -- the Debtor has no ongoing operations and will not be
      reorganized;

   -- in the trustee's opinion, the earlier plan also did not
      provide for a sufficient distribution to creditors on
      account of their claims;

   -- the nature of the Debtor's accounting reports and
      documentation appear designed to make it difficult to gain a
      clear understanding of the Debtor's business affairs;

   -- even if an orderly liquidation plan is proffered, a
      Chapter 7 would be a more efficient and less costly
      alternative to a liquidating plan; and

   -- the Debtor failed to maintain appropriate insurance.

The trustee is represented by:

         James P. Hill, Esq.
         Christine A. Roberts, Esq.
         Elizabeth E. Stephens, Esq.
         SULLIVAN, HILL, LEWIN, REZ & ENGEL
         A Professional Law Corporation
         228 South Fourth Street, First Floor
         Las Vegas, NV 89101
         Tel: (702) 382-6440
         Fax: (702) 384-9102

                About American Pacific Financial

Las Vegas, Nevada-based American Pacific Financial Corporation has
been involved in private equity and sub-debt investment in various
types of companies since 1978.  APFC's assets include loans and
investments in distressed real estate development projects and in
other types of distressed operating companies throughout various
industries.  The Company filed for Chapter 11 bankruptcy
protection (Bankr. D. Nev. Case No. 10-27855) on Sept. 21, 2010.
The Company disclosed $16,597,647 in assets and $160,977,435 in
liabilities as of the Chapter 11 filing.

The Debtor is represented by Kaaran Thomas, Esq., and Ryan J.
Works, Esq., at McDonald Carano Wilson, LLP, in Las Vegas, Nevada.
Christopher R. Barclay, the Chapter 11 trustee appointed to take
over management of the assets, has selected Sullivan, Hill, Lewin,
Rez & Engel, as counsel.


BANCINSURE INC: A.M. Best Downgrades FSR to 'B'
-----------------------------------------------
A.M. Best Co. has downgraded the financial strength rating (FSR)
to B (Fair) from B++ (Good) and the issuer credit rating to "bb"
from "bbb" of BancInsure Inc. (BancInsure) (Oklahoma City, OK).
The outlook for both ratings is negative.

The rating downgrades for BancInsure are due to its decline in
overall risk-adjusted capitalization and its continued poor
underwriting performance.

A.M. Best has seen a marked deterioration in BancInsure's
operating performance after the initial impact of the recession
and financial market downturn in 2008.  BancInsure has reported
unfavorable underwriting results in the past three years due to
adverse developments in the financial institution industry,
directors and officers liability and the non-financial institution
workers' compensation lines of business, all of which have
contributed to large net losses in the past three years.

During 2011, BancInsure's surplus declined $10.3 million or 27.8%
with a combined ratio of 122.6%.  The company's surplus growth in
2009 was due to a $7.5 million capital infusion.

BancInsure provides various coverages to banks and other financial
institutions throughout the United States.

The outlook reflects BancInsure's continued poor operating
performance that has weakened capitalization.  As a result, A.M.
Best is concerned that the company could be challenged to grow
capital and surplus.  For the negative outlook to be removed
BancInsure will have to demonstrate sustained improvement in its
operating performance, while maintaining an appropriate level of
risk-adjusted capitalization.

A.M. Best believes positive rating actions are unlikely in the
near term.  However, if BancInsure's negative trends in declining
overall risk-adjusted capitalization and adverse operating
performance continue it could result in further deterioration of
the company's ratings as reflected by the continuation of the
negative outlook.

Conversely, there could be positive movement in the current
ratings and/or outlook if there were a sustained turnaround in
BancInsure's underwriting and operating results, along with a
sustained improvement in its risk-adjusted capital position.

A.M. Best remains the leading rating agency of alternative risk
transfer entities, with more than 200 such vehicles rated in the
United States and throughout the world.


BAKER LOFTS: Voluntary Chapter 11 Case Summary
----------------------------------------------
Debtor: Baker Lofts, LLC
        217 E. 24th Street
        Holland, MI 49423

Bankruptcy Case No.: 12-00189

Chapter 11 Petition Date: January 11, 2012

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

Judge: James D. Gregg

Debtor's Counsel: Robert F. Wardrop, II, Esq.
                  WARDROP & WARDROP, P.C.
                  300 Ottawa Avenue, N.W., Suite 150
                  Grand Rapids, MI 49503
                  Tel: (616) 459-1225
                  E-mail: bkfilings@wardroplaw.com

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

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

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

The petition was signed by Scott T. Bosgraaf, member.


BIG PINES: Case Summary & Largest Unsecured Creditor
----------------------------------------------------
Debtor: Big Pines Mountain House, LLC
        P.O. Box 451
        Genoa, NV 89411

Bankruptcy Case No.: 12-50048

Chapter 11 Petition Date: January 10, 2012

Court: U.S. Bankruptcy Court
       District of Nevada (Reno)

Debtor's Counsel: Stephen R. Harris, Esq.
                  HARRIS - PETRONI, LTD
                  417 West Plumb Lane
                  Reno, NV 89509
                  Tel: (775) 786-7600
                  Fax: (775) 786-7764
                  E-mail: steve@renolaw.biz

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

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

The petition was signed by Paul Winger, managing member.

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

        Entity                     Nature of Claim    Claim Amount
        ------                     ---------------    ------------
LaMae Rochelle Remaklus            Loan                   $315,000
135 Vesta
Reno, NV 89502


BIOZONE PHARMACEUTICALS: Sells 600,000 Shares for $300,000
----------------------------------------------------------
Biozone Pharmaceuticals, Inc., on Jan. 11, 2012, sold an aggregate
of 600,000 units with gross proceeds to the Company of $300,000.

Each unit was sold for a purchase price of $0.50 per unit and
consists of (i) one share of common stock and (ii) a four-year
warrant to purchase 50% percent of the number of shares of Common
Stock purchased at an exercise price of $1.00 per share, subject
to adjustment upon the occurrence of certain events.  The warrants
may be exercised on a cashless basis after 12 months from the date
of closing, if there is no effective registration statement
covering the shares of common stock issuable upon exercise of the
warrant.

The Company has granted the investors "piggy-back" registration
rights with respect to the shares of common stock underlying the
Units and the shares of common stock underlying the Warrants, for
a period of 12 months from the date of closing.

The Units were issued to "accredited investors," as such term is
defined in the Securities Act of 1933, as amended, and were
offered and sold in reliance on the exemption from registration
afforded by Section 4(2) and Regulation D (Rule 506) under the
Securities Act of 1933 and corresponding provisions of state
securities laws.

                   About Biozone Pharmaceuticals

Biozone Pharmaceuticals, Inc., formerly, International Surf
Resorts, Inc., was incorporated under the laws of the State of
Nevada on Dec. 4, 2006, to operate as an internet-based provider
of international surf resorts, camps and guided surf tours.  The
Company proposed to engage in the business of vacation real estate
and rentals related to its surf business and it owns the website
isurfresorts.com.  During late February 2011, the Company began to
explore alternatives to its original business plan.  On Feb. 22,
2011, the prior officers and directors resigned from their
positions and the Company appointed a new President, Director,
principal accounting officer and treasurer and began to pursue
opportunities in medical and pharmaceutical technologies and
products.  On March 1, 2011, the Company changed its name to
Biozone Pharmaceuticals, Inc.

Since March 2011, the Company has been engaged primarily in
seeking opportunities related to its intention to engage in
medical and pharmaceutical businesses.  On May 16, 2011, the
Company acquired substantially all of the assets and assumed all
of the liabilities of Aero Pharmaceuticals, Inc., pursuant to an
Asset Purchase Agreement dated as of that date.  Aero manufactures
markets and distributes a line of dermatological products under
the trade name of Baker Cummins Dermatologicals.

On June 30, 2011, the Company acquired the Biozone Labs Group
which operates as a developer, manufacturer, and marketer of over-
the-counter drugs and preparations, cosmetics, and nutritional
supplements on behalf of health care product marketing companies
and national retailers.

BioZone as of Oct. 29, 2011, is in default with respect to eleven
senior secured convertible promissory notes issued to various
accredited investors with an aggregate principal amount of
$2,250,000 due to the fact that the Company has not paid the
amount due on maturity.

The Company's balance sheet at Sept. 30, 2011, showed
$10.70 million in total assets, $10.88 million in total
liabilities, and a $177,712 total shareholders' deficiency.

"Our current balances of cash will not meet our working capital
and capital expenditure needs for the next twelve months.  In
addition, as of September 30, 2011, we have a shareholder
deficiency of $177,712 and negative working capital of $1,740,163.
Because we are not currently generating sufficient cash to fund
our operations and we have debt that is in default, we may need to
rely on external financing to meet future operating, debt
repayment and capital requirements.  These conditions raise
substantial doubt about our ability to continue as a going
concern."


BRANCH-SMITH PRINTING: Sell All Assets to Ovation Graphics
----------------------------------------------------------
Sandra Baker at Star-Telegram reports that Branch-Smith Printing
Co., a family-owned business and one of Fort Worth, Texas' oldest
companies, has sold most of its assets to Ovation Graphics of Fort
Worth and faces creditors' claims in federal and state courts.

Terms of the December sale were not disclosed, the report says. It
occurred about a week before three paper suppliers who say they
are owed more than $1.1 million filed a petition in U.S.
Bankruptcy Court in Fort Worth forcing Branch-Smith, founded in
1910, into involuntary bankruptcy, according to the report.

Star-Telegram notes that Clampitt Paper Co. in Fort Worth, and
Olmstead-Kirk Paper Co. and Western-BRW Paper Co., both in Dallas,
filed a Chapter 7 petition Dec. 13 asking that Branch-Smith be
liquidated to pay the debts.  Olmstead-Kirk is owed the most,
$723,146, followed by Clampitt at $302,482, and Western-BRW,
$135,301, court records show, the report discloses.

The bankruptcy case will have "no impact" on the company moving
forward, said Daniel Hanson, president of Ovation Graphics, which
obtained the rights to the Branch-Smith name, Star-Telegram
reports.

"We believe there is significant inherent goodwill in the Branch-
Smith name," the report quotes Mr. Hanson as saying.

Branch-Smith had gross sales of $15.3 million in 2010 and has 80
employees.  All of the employees are being retained, Mr. Hanson,
as cited by Star-Telegram, said.

According to the report, Mr. Hanson said the company's printing
facilities at 120 St. Louis Ave., which recently faced foreclosure
by Frost Bank, were sold to a major owner of Ovation Graphics.
The bank said it is owed on a $1.25 million loan from
February 2009, the report relays.

Branch-Smith also faces lawsuits in state district court in
Tarrant County, reports Star-Telegram.  All Points Capital Corp.
sued in July seeking more than $916,793 on two notes from 2007
that went into default a year ago, Star-Telegram relates citing
court filing.  In December, Star-Telegram recalls, a logistics and
freight service firm sued the printing company seeking $21,313 in
back payment.

Based in Fort Worth, Texas, Branch-Smith Printing --
http://www.branchsmith.com/-- specializes in binding and mailing
services to national publishers of association journals, catalogs,
city magazines, business-to-business magazines, corporate
newsletters, special-interest periodicals, and academic
publications and books, as well as producing large-format
packaging and retail marketing products.


BUP, INC.: Case Summary & 11 Largest Unsecured Creditors
--------------------------------------------------------
Debtor: BUP, Inc.
          dba Plyler's Buffett & Family Restaurant
        234 Allegheny Boulevard
        Brookville, PA 15825

Bankruptcy Case No.: 12-10047

Chapter 11 Petition Date: January 10, 2012

Court: U.S. Bankruptcy Court
       Western District of Pennsylvania (Erie)

Judge: Thomas P. Agresti

Debtor's Counsel: Gary H. Simone, Esq.
                  RISHOR SIMONE
                  101 E. Diamond Street, Suite 208
                  Butler, PA 16001
                  Tel: (724) 283-7215
                  Fax: (724) 283-0229
                  E-mail: rishor.simone1@1stcounsel.com

Estimated Assets: $0 to $50,000

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

The Company?s list of its 11 largest unsecured creditors is
available for free at:
http://bankrupt.com/misc/pawb12-10047.pdf

The petition was signed by H. Scott Plyler.


CAMARILLO PLAZA: Proposes to Employ Janet Lawson as Attorney
------------------------------------------------------------
Camarillo Plaza, LLC, seeks permission from the U.S. Bankruptcy
Court for the Central District of California to employ Janet A.
Lawson, Esq., as its attorney.  Ms. Lawson will, among other
things:

   (a) advise the Debtor concerning the rights, duties, and
       obligations of a debtor-in-possession under the Bankruptcy
       Code, the Federal Rules of Bankruptcy Procedure, and the
       requirements of the United States Trustee;

   (b) represent the Debtor in all hearings and meetings before
       the Bankruptcy Court;

   (c) prosecute and defend appropriate adversary proceedings in
       the Bankruptcy Court;

   (d) prosecute any claim objection; and

   (e) prepare a disclosure statement and a plan of
       reorganization.

To the Debtor's knowledge, Ms. Lawson does not represent interest
adverse to the estate.

Janet A. Lawson's present hourly rate is $300.  The Debtor paid
Ms. Lawson a $20,000 retainer.

Shopping center operator Camarillo Plaza LLC, based in Los
Angeles, California, filed for Chapter 11 bankruptcy (Bankr. C.D.
Calif. Case No. 11-59637) on Dec. 5, 2011.  Judge Sheri Bluebond
was assigned to the case.  At the Debtor's behest the next day,
the case was transferred to the Northern Division (Bankr. C.D.
Calif. Case No. 11-bk-15562).  The case in the Los Angeles
Division was closed, and Judge Robin Riblet took over from Judge
Bluebond.

The Debtor scheduled assets of $21,646,714 and liabilities of
$12,286,585 as of the Chapter 11 filing.  Janet A. Lawson, Esq.,
in Ventura County, California, serves as the Debtor's counsel.


CARA OPERATIONS: DBRS Confirms Issuer Rating at 'B'
---------------------------------------------------
DBRS has confirmed its Issuer Rating of B for Cara Operations
Limited and its B rating on Cara's Senior Secured Second-Lien
Notes, based on a RR4 recovery rating.  The trends are Stable.
This action removes the ratings from Under Review with Developing
Implications, where they were placed on October 18, 2011,
following the Company's announcement that it had made a bid to
enter a support agreement with Prime Restaurants Inc. (Prime) to
acquire all of the outstanding shares of Prime.  Cara subsequently
terminated its acquisition agreement with Prime following a rival
agreement from Fairfax Financial Holdings, thereby eliminating any
potential for changes to Cara's business risk and financial
profile that may have resulted from the acquisition.

That said, DBRS notes that there has been some softness in Cara's
operating results over the past year, due primarily to the impact
of the Company's planned reduction in its conversion strategy
(transitioning corporate owned stores to franchise locations) and
a continuing soft consumer environment.  As such, DBRS believes
that Cara will require adequate financial flexibility to respond
to the increasingly competitive Canadian restaurant landscape and
challenging economic environment, while pursuing its plan for
further growth.  Cara's inherently positive free cash flow
generating capacity should provide it with the ability to maintain
its financial profile.  Therefore, DBRS believes that Cara remains
best positioned in its current rating category for the time being.
However, further deterioration in the Company's credit metrics
caused by weaker-than-expected operating performance and/or
aggressive financial management may result in a negative rating
action.


CHARLESTON ASSOCIATES: Can Use Cash Collateral Use Thru Feb. 29
---------------------------------------------------------------
Judge Kevin Carey of the U.S. Bankruptcy Court for the District of
Delaware granted Charleston Associates LLC continued access to
cash collateral of its secured lender Bank of America, N.A., for
the interim period from Jan. 1, 2012 through Feb. 29, 2012.

The Debtor negotiated a 12th stipulation with C-III Asset
Management LLC, in its capacity as special servicer on behalf of
BofA, for the continued cash collateral use.  The stipulation
provides that the Debtor can use rental income and other income
generated from its Shopping Center solely for the purpose of
funding (i) ordinary and necessary costs of operating and
maintaining the Shopping Center, and (ii) certain professional
fees and expenses.  All costs, fees and expenses will be limited
as set forth in prepared budgets, copies of which are available
for free at:

  http://bankrupt.com/misc/CHARLESTONASSO_BudgetJantoFeb2012.pdf

With respect to budgeted fees and expenses for the law firm of
Neal Wolf & Associates, the allowed costs are those incurred in
the adversary proceeding against City National Bank and RA
Southeast Land Company, Adversary Proceeding No. 10-01452-lbr,
pending in the U.S. Bankruptcy Court for the District of Nevada.

The Debtor is indebted to BofA, its secured lender, in the amount
of $64 million.  All income generated from the Shopping Center,
including all rent, is deemed to constitute cash collateral in
which BofA has an interest.

As adequate protection of its interest in the cash collateral,
BofA is granted liens in the assets of the Debtor's estates.

Moreover, in interim settlement of disputes between the parties
with respect to the valuation of the Shopping Center, the Debtor
agrees to make monthly payments of $225,000 to BofA.

                    About Charleston Associates

Based in Las Vegas, Nevada, Charleston Associates, LLC, is the
successor by merger to Boca Fashion Village Syndications Group,
LLC.  The Debtor initially owned a 96-acre parcel of real estate
in Las Vegas, Nevada and began developing a large community
shopping center thereon.  Situated at the northeast corner of
the intersection of Charleston Boulevard and Rampart Boulevard,
the entire shopping center was to be known as "The Shops at Boca
Park."

The Debtor developed Phases I and II (approximately 54 acres) into
an operating shopping center whose tenants currently include
Target, Petland, Vons, Famous Footwear, Ross, OfficeMax, and a
number of other major national retailers and local retailers.  The
Debtor transferred developed portions of Phases I and II to
affiliates, but retained and continues to own nearly nine acres of
land in Phases I and II.

Phase III encompassed approximately 41.72 acres.  The Debtor
divided Phase III into two parcels consisting of the approximately
18.28-acre parcel that is the Boca Fashion Village property, and
an approximately 23.44-acre parcel of undeveloped land adjacent
thereto.  The Undeveloped Land, which remains largely unimproved,
was subsequently the subject of a "friendly foreclosure" by City
National Bank.

The Debtor developed Boca Fashion Village into an operating
shopping center whose tenants currently include The Cheesecake
Factory, Gordon Biersch, Total Wine and More, Grimaldi's Pizzeria,
Kona Grill, REI, Pink the Boutique, and many other national and
local retailers.  Boca Fashion Village consists of three in-line
buildings containing 138,869 square feet of rentable area and an
additional 3.74 acre site.  The 3.74 acre site was formerly
subject to a ground lease, but is currently owned by Quality Real
Estate Management ("QREM"), and is being renovated to accommodate
the opening of a Fry's Electronics, Inc. store, a "big-box" retail
electronics store.  Approximately 118,258 square feet, or 85.2% of
the rentable area in Boca Fashion Village, is currently leased.
In addition, there is a cellular tower located on the property
that is currently leased to Nextel.

Charleston Associates filed for Chapter 11 protection (Bankr. D.
Del. Case No. 10-11970) on June 17, 2010.  Judge Kevin J. Carey
presides over the case.  Neal L. Wolf, Esq., Dean Gramlich, Esq.,
and Jordan M. Litwin, Esq., at Neal Wolf & Associates, LLC,
in Chicago, Ill., represent the Debtor as counsel.  Bradford J.
Sandler, Esq., and Kathleen P. Makowski, Esq., at Pachulski Stang
Ziehl & Jones, LLP, in Wilmington, Del., represent the Debtor as
Delaware counsel.  In its schedules, the Debtor disclosed
$92,348,446 in assets and $65,064,894 in liabilities.

Attorneys at Brinkman Portillo Ronk, PC, represent the Official
Committee of Unsecured Creditors as counsel.  Thomas M. Horan,
Esq., Steven K. Kortanek, Esq., and Ryan Cicoski, Esq., at Womble
Carlyle Sandridge & Rice, LLP, in Wilmington, Del., represent the
Committee as Delaware counsel.


CLARE AT WATER: Gets Final Court Nod to Access Cash Collateral
--------------------------------------------------------------
The Honorable Susan Pierson Sonderby entered a final order on
Dec. 29, 2011 granting The Clare at Water Tower access to the cash
collateral of The Bank of New York Mellon Trust Company, N.A., as
Master Trustee under the Master Trust Indenture dated July 1,
2010, and its prepetition lenders pursuant to a prepared budget.

BNY is entitled to adequate protection of its interests in the
Prepetition Collateral, including the Cash Collateral, for any
diminution in value of those interests.  Among other things, BNY
is granted replacement liens and superpriority claims on the
Debtor's assets for the benefit of the Prepetition Lenders.

No Cash Collateral may be used to (i) challenge the validity or
enforceability of the Prepetition Debt, the Prepetition Secured
Liens or the Replacement Lien, or (ii) assert causes of action
against BNY or the Prepetition Lenders.

                  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.
Houlihan Lokey Capital, Inc., as its investment banker and
financial advisor.  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.


CLEAN BURN: Court Approves Neal Bradsher as Accountants
-------------------------------------------------------
The U.S. Bankruptcy Court for the Middle District of North
Carolina authorized Clean Burn Fuels, LLC, to employ Neal,
Bradsher & Taylor, P.A., as its accountants to prepare and file
the Debtor's tax return for the year ending Dec. 31, 2011, and to
perform any other services incident thereto.

                         About Clean Burn

Founded in 2005, Clean Burn Fuels LLC is the first company to
produce ethanol in North Carolina.  It completed the construction
of its ethanol plant in August 2010 and started producing and
selling ethanol and dried distillers grains with solubles (DDGS)
shortly thereafter.

Clean Burn filed for Chapter 11 bankruptcy protection (Bankr.
M.D.N.C. Case No. 11-80562) on April 3, 2011.  John A. Northen,
Esq., at Northen Blue, L.L.P., in Chapel Hill, N.C., represents
the Debtor.

Charles M. Ivey, Esq., at Ivey McClellan Gatton, in Greensboro,
N.C., represents the Creditors' Committee as counsel.

Since the petition date, the Debtor has not operated its ethanol
plant.


CLEAN BURN: BA Says Appointment of Chap. 11 Trustee Necessary
-------------------------------------------------------------
Michael D. West, Bankruptcy Administrator for the Middle District
of North Carolina, asks the bankruptcy court to appoint a Chapter
11 trustee in the bankruptcy case of Clean Burn Fuels, LLC.
According to Mr. West, the possibility of claims against officers
and directors of the Debtors supports the appointment of a Chapter
11 trustee.

Mr. West relates that monthly reports filed by the Debtor show
continuing losses.  He adds that as the Debtor has no income, all
administrative costs represent a diminution in the funds available
to prepetition creditors.  The remaining activities in the case
would be more efficiently conducted by a Chapter 11 trustee,
Mr. West maintains.

Perdue BioEnergy, major creditor and litigant, has filed a motion
to convert the case.  According to Mr. West, although the
litigation position of Perdue must be considered in the analysis,
the issue it raises as to current management of the Debtor is
serious and supports appointment of a Chapter 11 trustee.

                          About Clean Burn

Founded in 2005, Clean Burn Fuels LLC is the first company to
produce ethanol in North Carolina.  It completed the construction
of its ethanol plant in August 2010 and started producing and
selling ethanol and dried distillers grains with solubles (DDGS)
shortly thereafter.

Clean Burn filed for Chapter 11 bankruptcy protection (Bankr.
M.D.N.C. Case No. 11-80562) on April 3, 2011.  John A. Northen,
Esq., at Northen Blue, L.L.P., in Chapel Hill, N.C., represents
the Debtor.

Charles M. Ivey, Esq., at Ivey McClellan Gatton, in Greensboro,
N.C., represents the Creditors Committee as counsel.

Since the Chapter 11 petition date, the Debtor has not operated
its ethanol plant.


CLINTON COURT: Has No Assets to Administer, Wants Case Dismissal
----------------------------------------------------------------
Clinton Court Development LLC has asked the U.S. Bankruptcy Court
for the Southern District of New York to dismiss its Chapter 11
case.

The Debtor said, in its motion, that there is no longer the need
for bankruptcy court protection.  On Nov. 3, 2011, the Court
entered an order granting the motion of T.D. Bank, N.A., for
relief from the automatic stay provisions of 11 U.S.C. Sec.
Section 362.  The Debtor was advised that TD Bank is prepared to
proceed with its foreclosure sale of the Debtor's real property
located at 525 Clinton Avenue, Brooklyn, New York and 508 Waverly
Avenue, Brooklyn, New York, respectively.  Since the Debtor has no
other substantial assets to administer in the proceeding, there
was no need for the bankruptcy case to continue.

The Debtor also related that Kevin Cahill, the receiver appointed
in the foreclosure proceeding, remained in place and in accordance
with an order to show cause entered by the Court on Oct. 11, 2011,
pending a hearing and final determination on the receiver motion.
At this juncture, the Debtor does not intend to oppose the
receiver motion and submits that the receiver motion should be
carried to the same return date as the dismissal motion.

A hearing was held Dec. 19, 2011, however, according to the
Debtor's docket, remote electronic access to the transcript is
restricted until March 22, 2012.

                  About Clinton Court Development

Clinton Court Development LLC, the owner of a 13-story mixed-use
building on Clinton Avenue in Brooklyn, filed for Chapter 11
protection (Bankr. S.D.N.Y. Case No. 11-14673) on Oct. 5, 2011,
claiming the property is worth about $17 million.  Mortgages total
roughly $42.3 million.  The primary secured creditor is TD Bank
NA.  The Company also owns a two-story commercial building on
Waverly Avenue in Brooklyn.

Judge Robert E. Gerber presides over the case.  The Debtor is
represented by Robert R. Leinwand, Esq., at Robinson Brog Leinwand
Greene Genovese & Gluck P.C. as counsel.  The Debtor scheduled
$17,210,000 in assets and $47,347,150 in liabilities.  The
petition was signed by David Weiss, manager.

Attorneys for TD Bank N.A., are H. Michael Lynch, Esq., and Gary
O. Ravert, Esq., at Lynch & Associates.


C.M. MEIERS: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: C.M. Meiers Company, Inc.
          dba CMM of Texas
              Integrated Benefit Consultants
        21045 Califa Street, Suite 100
        Woodland Hills, CA 91367

Bankruptcy Case No.: 12-10229

Chapter 11 Petition Date: January 9, 2012

Court: U.S. Bankruptcy Court
       Central District of California (San Fernando Valley)

Judge: Maureen Tighe

Debtor's Counsel: Elaine Nguyen, Esq.
                  WEINTRAUB & SELTH APC
                  11766 Wilshire Boulevard, Suite 1170
                  Los Angeles, CA 90025
                  Tel: (310) 207-1494
                  Fax: (310) 442-0660
                  E-mail: elaine@wsrlaw.net

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

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

The Company?s list of its 20 largest unsecured creditors filed
with the petition is available for free at:
http://bankrupt.com/misc/cacb12-10229.pdf

The petition was signed by Eric Rothman, vice president.


DKG & ASSOCIATES: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: DKG & Associates, Ltd.
        10800 NW 92 Terr, Suite 102
        Miami, FL 33178
        Tel: (305) 805-9066

Bankruptcy Case No.: 12-10329

Chapter 11 Petition Date: January 6, 2012

Court: U.S. Bankruptcy Court
       Southern District of Florida (Miami)

Judge: Robert A. Mark

Debtor's Counsel: Scott Alan Orth, Esq.
                  LAW OFFICES OF SCOTT ALAN ORTH, P.A.
                  3880 Sheridan Street
                  Hollywood, FL 33021
                  Tel: (305) 757-3300
                  Fax: (305) 757-0071
                  E-mail: orthlaw@bellsouth.net

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

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

The Company?s list of its 20 largest unsecured creditors is
available for free at:
http://bankrupt.com/misc/flsb12-10329.pdf

The petition was signed by Keith George, managing partner.


COOPERATIVA DE SEGUROS: A.M. Best Affirms FSR at 'B-'
-----------------------------------------------------
A.M. Best Co. has revised the outlook to stable from positive and
affirmed the financial strength rating of B- (Fair) and issuer
credit rating of "bb-" of Cooperativa de Seguros de Vida de Puerto
Rico (COSVI) (San Juan, PR).  COSVI is a cooperative life
insurance company owned by cooperative organizations in Puerto
Rico.

The revised outlook reflects COSVI's negative statutory operating
results in 2011, lower than expected risk-adjusted capitalization
as measured by Best's Capital Adequacy Ratio and high, albeit
decreasing, exposure to common stocks, real-estate and mortgages
relative to capital.  A.M. Best believes there is uncertainty
surrounding COSVI's ability to generate consistent and sustainable
positive earnings from its core lines of business.  However, a
number of initiatives geared toward administrative efficiencies
are expected to stabilize operating results in the medium term.
While improved, the balance sheet strength remains a challenge for
COSVI due to leverage represented by borrowed money and a capital
structure, which despite restructuring, retains a small amount of
surplus notes.

Partially offsetting these negative rating factors are COSVI's
improved quality of capital, mostly due to a program that converts
the high level of surplus notes to common equity, a decrease in
investment risk due to changes in the company's investment
strategy and a well established presence in the cooperative and
life insurance marketplace in Puerto Rico, where it offers a
diversified product portfolio.  During 2011, COSVI was able to
convert almost 70% of its interest bearing surplus notes to common
stock capital.  A.M. Best expects the remaining scheduled
conversion to be completed in the near future. In addition, COSVI
has the commitment of its members to support the entity's
financial flexibility.

Key rating factors that could result in a positive rating action
include a measurable track record of sustained profitability,
growth in risk-adjusted and absolute capital, reduced volatility
in operating results and continued reduction in COSVI's investment
margin balances.  Key rating factors that could result in a
negative rating action include further deterioration of COSVI's
operating results, erosion in capital or changes to investment
strategy that result in increases in margin investing or
additional investment losses.


DAIS ANALYTIC: Amends 29.4 Million Common Shares Offering
---------------------------------------------------------
Dais Analytic Corporation filed with the U.S. Securities and
Exchange Commission a Pre-Effective Amendment No. 3 to Form S-1
registration statement relating to a public offering of up to
29,411,765 shares of the Company's common stock.

The public offering price for the common stock offered is
estimated to be up to $0.40 per share.  The Company's common stock
is quoted on the OTC Bulletin Board under the symbol "DLYT.OB".
On Jan. 13 , 2012, the last reported sale price for the Company's
common stock was $0.33 per share.  The proposed aggregate price of
the shares offered hereby assuming an offering price of $0.40 per
share is $11,764,706.

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

                        http://is.gd/VzrDOw

                        About Dais Analytic

Odessa, Fla.-based Dais Analytic Corporation has developed and
patented a nano-structure polymer technology, which is being
commercialized in products based on the functionality of these
materials.  The initial product focus of the Company is ConsERV,
an energy recovery ventilator.  The Company also has new product
applications in various developmental stages.

Cross, Fernandez & Riley LLP, in Orlando, Fla., expressed
substantial doubt about the Company's ability to continue as a
going concern, following the Company's 2010 financial results.
The independent auditors noted that the Company has incurred
significant losses since inception and has a working capital
deficit and stockholders' deficit of $2,861,448 and $6,722,092 at
Dec. 31, 2010.

The Company reported a net loss of $1.43 million on $3.34 million
of revenue for the year ended Dec. 31, 2010, compared with a net
loss of $7.12 million on $1.53 million of revenue during the prior
year.

The Company reported a net loss of $3.38 million on $2.61 million
of revenue for the nine months ended Sept. 30, 2011, compared with
a net loss of $1.94 million on $2.36 million of revenue for the
same period during the prior year.

The Company's balance sheet at Sept. 30, 2011, showed
$2.69 million in total assets, $8.79 million in total liabilities,
and a $6.09 million total stockholders' deficit.


DAYBREAK OIL: Incurs $408,000 Net Loss in Nov. 30 Quarter
---------------------------------------------------------
Daybreak Oil and Gas, Inc., filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q, reporting a
net loss of $408,318 on $290,912 of oil and gas sales for the
three months ended Nov. 30, 2011, compared with a net loss of
$451,002 on $259,064 for the same period during the prior year.

The Company reported a net loss of $1.2 million on $1.1 million of
oil and gas sales for the fiscal year ended Feb. 28, 2011,
compared with a net loss of $2.3 million on $471,442 of oil and
gas sales for the fiscal year ended Feb. 28, 2010.

For the nine months ended Nov. 30, 2011, the Company reported a
net loss of $822,246 on $1 million of oil and gas sales, compared
with a net loss of $1.21 million on $759,121 of oil and gas sales
for the same period a year ago.

The Company's balance sheet at Nov. 30, 2011, showed $3.51 million
in total assets, $4.18 million in total liabilities, and a
$664,175 total stockholders' deficit.

As reported in the TCR on June 1, 2011, MaloneBailey, LLP, in
Houston, expressed substantial doubt about Daybreak Oil's ability
to continue as a going concern, following the Company's results
for the fiscal year ended Feb. 28, 2011.  The independent auditors
noted that the Company suffered losses from operations and has
negative operating cash flows.

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

                        http://is.gd/p5c2aT

                        About Daybreak Oil

Daybreak Oil and Gas, Inc. is an independent oil and natural gas
exploration, development and production company.  The Company is
headquartered in Spokane, Washington and has an operations office
in Friendswood, Texas.  The Company's common stock is quoted on
the OTC Bulletin Board market under the symbol DBRM.OB.  Daybreak
has over 20,000 acres under lease in the San Joaquin Valley of
California.


DELTRON INC: Incurs $7.8 Million Net Loss in Fiscal 2011
--------------------------------------------------------
Deltron, Inc., filed with the U.S. Securities and Exchange
Commission its annual report on Form 10-K, reporting a net loss of
$7.89 million on $3.50 million of sales for the year ended
Sept. 30, 2011, compared with a net loss of $360,590 on
$2.54 million of sales for the nine months ended Sept. 30, 2010.

The Company's balance sheet at Sept. 30, 2011, showed
$4.03 million in total assets, $12.38 million in total
liabilities, and a $8.35 million total stockholders' deficit.

WilsonMorgan LLP, in Irvine, Calif., noted that the Company has
suffered recurring losses from operations and has a net capital
deficiency that raises substantial doubt about its ability to
continue as a going concern.

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

                        http://is.gd/I3IFVm

                         About Deltron Inc.

Based in Garden Grove, Calif., Deltron, Inc., is a manufacturing
company with two distinct business segments: polyurethane and
rebreather.  The Company's primary business is Elasco, Inc., which
is focused on manufacturing technology for plastic and
polyurethane products.  The Company's secondary business segment
is focused on the development of deep-sea exploration breathing
technology marketed as Blu Vu.


DON VICHE: Voluntary Chapter 11 Case Summary
--------------------------------------------
Debtor: Don Viche Investments
        1966 W. 20th Street
        Los Angeles, CA 90018

Bankruptcy Case No.: 12-10485

Chapter 11 Petition Date: January 6, 2012

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

Judge: Barry Russell

Debtor's Counsel: Tony M. Soliman, Esq.
                  SOLIMAN LAW GROUP, PC
                  1600 N. Broadway, Suite 740
                  Santa Ana, CA 92706
                  Tel: (855) 695-3231

Estimated Assets: $0 to $50,000

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

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

The petition was signed by Ruperto Rojas, chief executive officer.


DRUG AND VIOLENCE: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: Drug and Violence Prevention Partners, Inc.
        4516 Lovers Lane, Suite 355
        Dallas, TX 75229

Bankruptcy Case No.: 12-30235

Chapter 11 Petition Date: January 10, 2012

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

Judge: Stacey G. Jernigan

Debtor's Counsel: Joyce W. Lindauer, Esq.
                  JOYCE W. LINDAUER, ATTORNEY AT LAW
                  8140 Walnut Hill Lane, Suite 301
                  Dallas, TX 75231
                  Tel: (972) 503-4033
                  Fax: (972) 503-4034
                  E-mail: courts@joycelindauer.com

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

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

The Company?s list of its 20 largest unsecured creditors filed
with the petition is available for free at:
http://bankrupt.com/misc/txnb12-30235.pdf

The petition was signed by Kenneth Greenwood, president/CEO.

Affiliates that filed separate Chapter 11 petitions:

        Entity                        Case No.       Petition Date
        ------                        --------       -------------
Kenneth Greenwood                     11-36180            09/30/11
James Stouffer                        12-30210            01/06/12


DUNE ENERGY: Completes 10-1/2% Senior Notes Exchange Offer
----------------------------------------------------------
Dune Energy, Inc., on Dec. 22, 2011, completed its out-of-court
restructuring, which included the consummation of the purchase of
$297,012,000 aggregate principal amount, or 99%, of the Company's
10 1/2% Senior Secured Notes due 2012 in exchange for shares of
the Company's newly issued common stock, shares of a new series of
preferred stock that mandatorily converted into common stock and
approximately $50 million aggregate principal amount of newly
issued Floating Rate Senior Secured Notes due 2016.  In connection
with the issuance of the common stock in the exchange offer, the
Company entered into a Registration Rights Agreement, dated Jan.
10, 2012, with certain holders of the Old Notes.  Under the
Agreement, the Company agreed to use its commercially reasonable
efforts to file with the United States Securities and Exchange
Commission and to cause to become effective a registration
statement relating to an offer to issue common stock having terms
substantially identical to the common stock received by such
holders of the Old Notes through the exchange offer.  The Company
also agreed to use its commercially reasonable efforts to keep the
shelf registration statement effective until the earliest to occur
of:

   (i) the disposition of all shares of registrable securities
       registered under the shelf registration statement in
       accordance with such registration statement or the
       cessation of all such shares to be outstanding; or

  (ii) the availability under Rule 144 of the Securities Act of
       1933, as amended, for each holder of registrable securities
       to immediately freely resell without restriction all
       registrable securities held by such holder and covered by
       the shelf registration statement.

A full-text copy of the Registration Rights Agreement is available
for free at http://is.gd/IEZv9p

                         About Dune Energy

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

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

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

                          *     *     *

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

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

In the Jan. 2, 2012, edition of the TCR, Moody's Investors Service
revised Dune Energy, Inc.'s Probability of Default Rating (PDR) to
Caa3/LD from Ca following the closing of the debt exchange offer
of the company's 10.5% secured notes.  Simultaneously, Moody's
upgraded the Corporate Family Rating (CFR) to Caa3 reflecting
Dune's less onerous post-exchange capital structure and affirmed
the Ca rating on the secured notes.  The revision of the PDR
reflects Moody's view that the exchange transaction constitutes a
distressed exchange.  Moody's will remove the LD (limited default)
designation in two days, change the PDR to Caa3, and withdraw all
ratings.


DUNE ENERGY: TPG Opportunities Discloses 13.7% Equity Stake
-----------------------------------------------------------
In a Schedule 13G filing with the U.S. Securities and Exchange
Commission, TPG Opportunities Advisors, Inc., disclosed that, as
of Dec. 22, 2011, they beneficially own 5,303,846 shares of common
stock of Dune Energy, Inc., representing 13.7% of the shares
outstanding.  The percentage is based on a total of approximately
38,600,000 shares of common stock outstanding on a post-
restructuring basis, following the reverse stock split.  A full-
text copy of the Schedule 13G is available for free at:

                        http://is.gd/w1kxKV

                         About Dune Energy

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

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

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

                           *     *     *

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

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

In the Jan. 2, 2012, edition of the TCR, Moody's Investors Service
revised Dune Energy, Inc.'s Probability of Default Rating (PDR) to
Caa3/LD from Ca following the closing of the debt exchange offer
of the company's 10.5% secured notes.  Simultaneously, Moody's
upgraded the Corporate Family Rating (CFR) to Caa3 reflecting
Dune's less onerous post-exchange capital structure and affirmed
the Ca rating on the secured notes.  The revision of the PDR
reflects Moody's view that the exchange transaction constitutes a
distressed exchange.  Moody's will remove the LD (limited default)
designation in two days, change the PDR to Caa3, and withdraw all
ratings.


EDEN RESEARCH: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Eden Research, LLC
        10 W. Airpark Vista Boulevard
        Dayton, NV 89403

Bankruptcy Case No.: 12-50044

Chapter 11 Petition Date: January 10, 2012

Court: U.S. Bankruptcy Court
       District of Nevada (Reno)

Judge: Bruce T. Beesley

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

Scheduled Assets: $1,009,314

Scheduled Liabilities: $2,377,460

The Company?s list of its 20 largest unsecured creditors filed
with the petition is available for free at:
http://bankrupt.com/misc/nvb12-50044.pdf

The petition was signed by Mary Mains, managing member/CEO.


ENER1 INC: Maturity of Bzinfin Loan Agreement Extended to Jan. 20
-----------------------------------------------------------------
Ener1, Inc., as borrower, Bzinfin S.A., as agent, certain
investment funds managed by Goldman Sachs Asset Management, L.P.,
and Bzinfin S.A., as lenders, entered into a Letter Amendment,
dated Jan. 6, 2012, and effective as of Jan. 9, 2012, amending the
terms of the $4,500,000 Loan Agreement, dated as of Nov. 16, 2011.
Pursuant to the Third Amendment, the Parties extended the maturity
date of the Loan Agreement from Jan. 9, 2012, to Jan. 20, 2012.  A
copy of the Amendment is available for free at http://is.gd/FRYp1A

                            About Ener1

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

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

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

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


EQUINE VISION: Voluntary Chapter 11 Case Summary
------------------------------------------------
Debtor: Equine Vision, LLC
        120 Spring Valley Road
        Valencia, PA 16059

Bankruptcy Case No.: 12-20107

Chapter 11 Petition Date: January 10, 2012

Court: U.S. Bankruptcy Court
       Western District of Pennsylvania (Pittsburgh)

Debtor's Counsel: Brian C. Thompson, Esq.
                  GRUDOWSKI & THOMPSON, P.C.
                  400 Penn Center Boulevard, Suite 306
                  Pittsburgh, PA 15235
                  Tel: (412) 823-8080
                  Fax: (412) 823-8686
                  E-mail: bthompson@grudowskithompson.com

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

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

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

The petition was signed by Dyann Hermann, managing member.


FOUR JAYS: Case Summary & 9 Largest Unsecured Creditors
-------------------------------------------------------
Debtor: Four Jays Development, Inc.
          dba Steel Castles
        37 Challedon Drive
        Candler, NC 28715

Bankruptcy Case No.: 12-10025

Chapter 11 Petition Date: January 11, 2012

Court: U.S. Bankruptcy Court
       Western District of North Carolina (Asheville)

Judge: George R. Hodges

Debtor's Counsel: David G. Gray, Esq.
                  81 Central Avenue
                  Asheville, NC 28801
                  Tel: (828) 254-6315
                  E-mail: judyhj@bellsouth.net

Scheduled Assets: $1,874,521

Scheduled Liabilities: $2,499,166

The Company?s list of its Nine largest unsecured creditors filed
with the petition is available for free at:
http://bankrupt.com/misc/ncwb12-10025.pdf

The petition was signed by John K. Jonas, president.


EUROCLASS MOTORS: Plan Filing Period Extended Until Jan. 30
-----------------------------------------------------------
The U.S. Bankruptcy Court for the District of Puerto Rico has
granted Euroclass Motors, Inc.'s third motion for the extension of
its exclusive periods to file and solicit acceptances of a filed
plan through and including Jan. 30, 2012, and May 3, 2012,
respectively.  The extension will be the final extension of the
Debtor's exclusive periods per order of the Bankruptcy Court.

The Debtor will use the extension to reconcile claims filed in its
Chapter 11 case and for the preparation of its audited financial
statements.

                      About Euroclass Motors

San Juan, Puerto Rico-based Euroclass Motors, Inc. filed for
Chapter 11 protection (Bankr. D. P.R. Case No. 11-05772) on
July 6, 2011.  Ramon Vega Diaz, president of the Debtor, filed the
petition.  The Chapter 11 case of Euroclass Motors, Inc., has been
reassigned to the Hon. Mildred Caban Flores.

The Debtor estimated assets between $1 million and $10 million
and estimated debts between $10 million and $50 million.

Charles Alfred Cuprill, at Charles A Cuprill, PSC Law Office, in
San Juan, Puerto Rico, represents the Debtor in this case.

Affiliate Autos Vega, Inc., is a car dealership engaged in the
sales of new and used cars and trucks car parts, accessories and
providing vehicle repair and maintenance, based in San Juan,
Puerto Rico.  The Company filed for Chapter 11 bankruptcy
protection (Bankr. D. P.R. Case No. 11-05773) on July 6, 2011.
The Debtor disclosed $22,959,296 in assets and $34,224,323 in
liabilities.


FAITH CHRISTIAN: No MORs Filed; U.S. Trustee Wants Dismissal
------------------------------------------------------------
Donald F. Walton, the U.S. Trustee for Region 21, asks the
Bankruptcy Court for the dismissal or conversion of the Chapter 11
case of Faith Christian Family Church of Panama City Beach Inc.

Jason H. Egan, Esq., representing the U.S. Trustee, informs the
Court that since filing the Chapter 11 case, the Debtor has not
filed a single monthly operating report.  The Debtor's May, June,
July, August, September, and October reports are past due at this
time.

Mr. Egan adds that the Debtor has not paid any quarterly fees to
the United States Trustee since filing its chapter 11 case on
May 24, 2011.  Quarterly fees to the United States Trustee for the
second quarter of 2011 were due on or before July 31, 2011.
Quarterly fees for the third quarter of 2011 were due on or before
Oct. 31, 2011.  The quarterly fee balance outstanding for the
second and third quarters of 2011 is estimated to be $1,300.
However, without any financial information, the U.S. Trustee has
no way to accurately calculate fees due.

                About Faith Christian Family Church

Faith Christian Family Church of Panama City Beach Inc. operates
the Faith Christian Family Church in Panama City Beach, Florida.
The church filed for Chapter 11 bankruptcy protection (Bankr. N.D.
Fla. Case No. 11-50288) on May 24, 2011.  The Debtor disclosed
$11,339,469 in assets, and $3,361,477 in debts as of the Chapter
11 filing.  Charles M. Wynn, Esq., at Charles M. Wynn Law Offices,
P.A., serves as the Debtor's bankruptcy counsel.


FUEL DOCTOR: Enters Into Agency Agreement with Senibellacorp
------------------------------------------------------------
Fuel Doctor Holdings, Inc., on Jan. 1, 2012, entered into an
agency agreement with Senibellacorp S.A., an unaffiliated company
located in Ecuador pursuant to which the Agent will have the
exclusive right and license to sell, market and distribute the
Company's fuel saving component which reduces the utilization of
fuel known as "Fuel Doctor" to potential clients in Argentina,
Bolivia, Brazil, Chile, Colombia, Ecuador, French Guiana, Guyana,
Paraguay, Peru, Suriname, Uruguay, and Venezuela.  The exclusivity
of the Agreement is subject to the Agent meeting certain minimum
purchase orders requirements during the Term of the Agreement.

The Agreement will have an initial term commencing on the
Effective Date and ending on June 30, 2012, subject to the Agent's
ability to extend the term through Dec. 16, 2012, provided that
the Agent is then not in default under the Agreement.
Notwithstanding the foregoing, the Agreement may be terminated (i)
by either party upon a material breach of the Agreement (ii) by
the Company upon a change of ownership of the Agent or (iii) by
mutual written agreement of the parties.  The Agent will have the
option to extend the term for an additional five-year term upon
delivery of written notice to Company no earlier than 180 days or
later than 90 days prior to the expiration of the Term and the
option will be based on satisfying, among other things, the the
quantity order requirements.

In consideration for the grant of the exclusive license, the Agent
agreed to provide the Company with certain fees for each Product
purchased by Agent.  The fees payable to the Company will be for a
period of 12 months after the Effective Date of the Agreement and
thereafter the Company and Agent may mutually agree upon any price
modification.  In the event that the parties fail to agree upon
such price modifications, the Agreement will be terminated
immediately.

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

                        http://is.gd/s3ROfX

                         About Fuel Doctor

Calabasas, Calif.-based Fuel Doctor Holdings, Inc., is the
exclusive distributor for the United States and Canada of a fuel
efficiency booster (the FD-47), which plugs into the lighter
socket/power port of a vehicle and increases the vehicle's miles
per gallon through the power conditioning of the vehicle's
electrical systems.  The Company has also developed, and plans on
continuing to develop, certain related products.

For the nine months ended Sept. 30, 2011, the Company has reported
a net loss of $1.9 million on $811,576 of revenues, compared with
a net loss of $1.7 million on $603,329 of revenues for the
corresponding period last year.

The Company had an accumulated deficit at Sept. 30, 2011, had a
net loss and net cash used in operating activities for the interim
period then ended.  "While the Company is attempting to generate
sufficient revenues, the Company's cash position may not be
sufficient to support the Company's daily operations," the Company
said in the filing.


GARCIA ENTERPIRSES: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------------
Debtor: Garcia Enterprises, LP
        741 Cesar Chavez Boulevard
        Calexico, CA 92231

Bankruptcy Case No.: 12-00206

Chapter 11 Petition Date: January 9, 2012

Court: U.S. Bankruptcy Court
       Southern District of California (San Diego)

Debtor's Counsel: Gloria Martinez-Senftner, Esq.
                  MARTINEZ BUSINESS & IMMIGRATION LAW GROUP, PC
                  2999 Douglas Boulevard, Suite 215
                  Roseville, CA 95661
                  Tel: (916) 797-9907
                  E-mail: gloria.senftner@gmail.com

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

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

The Company?s list of its 20 largest unsecured creditors filed
with the petition is available for free at:
http://bankrupt.com/misc/casb12-00206.pdf

The petition was signed by Andres Garcia, general & managing
partner.

Affiliate that filed separate Chapter 11 petition:

        Entity                        Case No.       Petition Date
        ------                        --------       -------------
Andres Garcia & Estela Garcia         --                  01/05/12


GELT PROPERTIES: Can Hire O'Kelly Ernst as Litigation Counsel
-------------------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of Pennsylvania
authorized Gelt Properties, LLC, and Gelt Financial Corporation to
employ O'Kelly Ernst Bielli & Wallen, LLC, as their special
counsel to represent their interests in the pending litigation
by New Century Bank, d/b/a Customers Bank in the Philadelphia
Court of Common Pleas.

                       About Gelt Properties

Based in Huntington Valley, Pennsylvania, Gelt Properties, LLC,
and affiliate Gelt Financial Corporation borrow money from
traditional lenders and make loans to commercial borrowers.  They
also acquire and manage real estate.  Gelt Properties and Gelt
Financial filed for (Bankr. E.D. Pa. Case Nos. 11-15826 and 11-
15826) on July 25, 2011.  Judge Magdeline D. Coleman presides over
the cases.  Albert A. Ciardi, III, Esq., Jennifer E. Cranston,
Esq., and Thomas Daniel Bielli, Esq., at Ciardi Ciardi & Astin,
P.C., in Philadelphia, Pa., serve as the Debtors' bankruptcy
counsel.  The petitions were signed by Uri Shoham, the Debtors'
chief financial officer.  The Debtors' other professionals
include: Eisenberg, Gold & Cettei P.C. as its special counsel to
provide proper legal counsel to the Debtors with regard to
defending against certain actions, Cohen and Forman as their
special counsel to advise them upon all matters which may arise or
which may be incident to the bankruptcy proceedings.

Gelt Properties disclosed $4,727,090 in assets and $4,842,792 in
liabilities as of the Chapter 11 filing.  Its affiliate, Gelt
Financial, has filed its schedules disclosing $20,340,725 in
assets and $17,050,558 in liabilities as of the Chapter 11 filing.

On Sept. 15, 2011, a committee of unsecured creditors was
appointed.  Schoff McCabe, P.C. represents the Committee.


GELTECH SOLUTIONS: Deregisters Unsold Securities
------------------------------------------------
GelTech Solutions, Inc., filed with the U.S. Securities and
Exchange Commission a Post-Effective Amendment No. 1 to a
Registration Statement on Form S-1 to deregister the securities
which were registered under the Registration Statement but were
not sold.  The selling shareholder may continue to sell as
permitted by Rule 144.

Based on the information provided by the selling shareholder named
in the Registration Statement, the Company has calculated that of
the 2,500,000 shares of common stock, 783,831 of the shares issued
to the selling shareholder were not sold under the Registration
Statement and 100,320 of the pro-rata shares were not issued by
the Company to the selling shareholder.  The Company therefore is
filing this Post-Effective Amendment to deregister these shares.

                      About GelTech Solutions

Jupiter, Fla.-based GelTech Solutions. Inc. (OTC Bulletin Board:
GLTC) -- http://www.GelTechsolutions.com/-- is a Delaware
corporation organized in 2006.  The Company creates innovative,
Earth-friendly, cost-effective products that help industry,
agriculture, and the general public accomplish environmental and
safety goals, such as water conservation and the protection of
lives, homes, and property from fires.  The Company's current
business model is focused on the following products: 1)
FireIce(R), a fire suppression product, 2) SkinArmor(TM), an
ointment used for protecting skin from direct flame and high
temperatures, and 3) Soil2O(TM), a line of agricultural moisture
retention products.

The Company reported a net loss of $6.02 million on $221,804 of
sales for the fiscal year ended June 30, 2011, compared with a net
loss of $3.53 million on $566,240 of sales during the prior year.

Salberg & Company, P.A., in Boca Raton, Florida, expressed
substantial doubt about the Company's ability to continue as a
going concern.  The independent auditors noted that the Company
has a net loss and net cash used in operating activities in 2011
of $6,026,641 and $3,636,213, respectively, and has an accumulated
deficit of $15,669,827 at June 30, 2011.

The Company's balance sheet at Sept. 30, 2011, showed $1.71
million in total assets, $1.92 million in total liabilities, and
a $214,870 total stockholders' deficit.


GENTA INC: Has 1.5 Billion Outstanding Common Shares
----------------------------------------------------
The number of outstanding shares of Genta Incorporated common
stock par value $0.001 as of Jan. 13, 2011, is 1,529,054,259.

                      About Genta Incorporated

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

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

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

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

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

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

                        Bankruptcy Warning

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


GLEN ROSE: Gastek CEO and 3 Others Named to Board of Directors
--------------------------------------------------------------
Glen Rose Petroleum Corporation announced the appointment to the
board of Mikhail Afendikov, Robert L.M. Hilliard, MD, Misbah Al
Droubi, and Cliff M. West, Jr., each to serve until the next
meeting of the shareholders of the Company.

Mikhail Afendikov, 47, has been the CEO of Gastek LLC, and oil and
gas exploration company in the Ukraine, since 2005 and, since
2005, has served as the CEO of Clarkson Investments LLC, a private
equity Company.  Since 1994, Mr. Afendikov has been a director of
V.E.M.A. Shippin Co. Ltd.  Mr. Afendikov received a medical degree
from Donetsk State Medical University in Ukraine in 1987 and a
doctorate degree in business administration from Kennedy-Western
University in 1995.

Robert L.M. Hilliard, MD, 46, currently is the Chief Operating
Officer for United Healthcare Community Plan of Texas, a
subsidiary of UnitedHealth Group, a position he has held since
October 2011.  From June 2009 until September 2011, Dr. Hilliard
was Chief Medical Officer for Molina Healthcare of Texas, and from
November 2007 until June 2009, Dr. Hilliard was the Regional
Medical Director for Western Commercial Markets for Humana.  Dr.
Hilliard majored in social work from The University of Texas at
Austin, a Medical Degree from the University of Texas Health
Science Center at San Antonio, and his Masters in Business
Administration from the J.L. Kellogg School of Management at
Northwestern University.

Misbah Al Droubi, 53, currently is the Chairman of BUIC Capital
Management, a private equity company with offices in Spain,
advising Middle Eastern and European investors with regard to
diverse commercial investments, a position he has held since 2008.
From 2005 until 2007, Mr. Al Droubi was the CEO of Hares Group, a
private investment company. In 2005 he led the merger of Rudis, an
oil exploration company in Ukraine and Cardinal Resources, a
London based oil exploration company, and has continued to be a
principal shareholder and director of Cardinal Resources.

Cliff M. West, Jr., 72, was appointed by the Board of Directors to
serve as a director and as the Executive Vice President and Chief
Operating Officer of the Company.  Since 2008, Mr. West has been
and independent consultant to several oil and gas explorations
companies in Texas, exploration and field operations.  From 2004
until 2008, Mr. West was the Executive Vice President and COO of
Cardinal Houston Resources, an oil and gas exploration company in
Texas. During that period, Mr. West also served as the COO of
Taurex Resources, plc and Condor Exploration, Inc., both oil and
gas exploration companies in Texas.  Mr. West also served as a
director of each of those companies.  Mr. West a B.A. in Geology
in 1961 from the University of Southern Mississippi and his M.S.
in Geology from West Virginia University in 1963.  Mr. West is a
member of the American Association of Petroleum Geologists, the
Society of Exploration Geophysicists, and the Houston Geological
Society and is a Registered Professional Geoscientist in the State
of Texas and an American Certified Petroleum Geologist.

                          About Glen Rose

Glen Rose Petroleum Corporation presently is focused on the
development of on-shore U.S. oil and gas assets.  Glen Rose has
five leases covering 10,500 gross acres in the Wardlaw Field and
5,400 gross acres in the Adamson Field, both located in Edwards
County, TX.

The Company's net loss for the 2011 fiscal year was $14,662,555,
as compared to a restated net loss of $12,176,826 for the 2010
fiscal year.

The Company's balance sheet at Sept. 30, 2011, showed
$8.32 million in total assets, $17.69 million in total
liabilities, and a $9.36 million total shareholders' deficit.

The Company said it has incurred substantial losses from
operations and it has negative operating cash flows which raises
substantial doubt about its ability to continue as a going
concern.


GRAND RIVER: Hearing on Cash Collateral Access Scheduled for Today
------------------------------------------------------------------
The Hon. Daniel S. Opperman of the U.S. Bankruptcy Court for the
Eastern District of Michigan will convene a hearing today,
Jan. 18, 2012, at 11:00 a.m., to consider Grand River
Infrastructure Inc.'s request for continued access to Fifth Third
Bank's cash collateral.

Previously, the Court approved a stipulation between the Debtor
and Fifth Third, authorizing the Debtor to use the cash collateral
until Jan. 19, 2012.

Pursuant to the stipulation, among other things:

   1. the Bank asserts that, as of Nov. 1, 2011, the Debtor owed
   $7,296,787;

   2.  the Bank asserts that it has a first-priority lien on,
   among other things, all of Debtor's cash collateral;

   3. As adequate protection from any diminution in the value of
   any of the collateral, Bank will have: (a) a lien on the types
   and descriptions of property that were described in the
   prepetition loan documents, and to all proceeds and products
   thereof; and (b) an administrative priority equivalent in
   priority to a claim under Section 507(b) of the Code.  The lien
   will be to the same extent and with the same priority as
   existed immediately prior to the Petition Date.

                 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.  The Debtor disclosed
$21,750,635 in assets and $9,289,690 in liabilities as of the
Chapter 11 filing.  The petition was signed by David C. Marsh,
vice president.

Daniel M. Mcdermott, the U.S. Trustee for Region 9, appointed five
unsecured creditors to serve on the Official Committee of
Unsecured Creditors.  The Committee is represented by Erman,
Teicher, Miller, Zucker & Freedman, P.C.


GREAT PLAINS: Wants Receiver Ordered to Turn Over Assets
--------------------------------------------------------
Great Plains Exploration LLC asks the Bankruptcy Court to compel a
receiver to turn over the Debtors' assets.  The Debtors argue that
the receiver is the "custodian" being referred to in 11 U.S.C.
Sec. 543 and therefore required to turn over all property and
control to the Debtors.

After filing of the petitions for Oz Gas and Great Plains, counsel
for the Debtors communicated the filing to and spoke with counsel
for Mark E. Dottore as receiver.  Counsel for the Debtors followed
that conversation with an e-mail to counsel for the Receiver,
attaching copies the filing certificates for the two case and
requested immediate turnover of the property and records of the
two Debtors.  Neither the Receiver nor his counsel have responded
to the request for turnover.

The Debtors contend that, without control of their property and
records, they are unable to adequately prosecute their
reorganization proceedings; cannot comply with the requirements of
the Bankruptcy Code, Bankruptcy Rules and the Bankruptcy Court by
filing accurate lists, schedules and Statements of Financial
Affairs; and cannot fulfill their requirements to maintain and
protect their property and deal appropriately with their
creditors.

The Debtors contend there is no excuse for the Receiver's failure
to immediately deliver control of the records and assets to the
Debtors other than to further the Receiver's influence in the
matter and make it more difficult for the Debtors to regain
control of their property and assets and to manage their
businesses.

On June 18, 2010, Oz Gas and Great Plains, along with other non-
debtor parties including Richard M. Osborne and The Richard M.
Osborne Trust, entered into a Forbearance Agreement with RBS
Citizens, N.A., dba Charter One, which asserts $30 million in
claims, pursuant to which RBS agreed to forbear from enforcing its
rights and remedies under the loan agreements until July 1, 2011.
RBS claims that the Forbearance Agreement expired on July 1, 2011,
and the lines of credit have not been paid off.  Great Plains said
all required payments under the Forbearance Agreement were made as
agreed.

On Nov. 21, 2011, at the request of RBS, a receiver was appointed
for all three corporate Debtors, in the United States District
Court for the Northern District of Ohio at case No. 11-cv-2089-
CAB.  The Order Appointing Receiver was appealed to the Sixth
Circuit Court of Appeals on Dec. 19, 2011 and the appeal is
currently pending.

                  About Great Plains Exploration,
                      Oz Gas and John D. Oil

Mentor, Ohio-based Great Plains Exploration LLC engaged primarily
in the acquisition, development, production, exploration, and sale
of oil and gas.  Great Plains primarily sells its oil and gas
products to gas marketing companies and refiners.

Oz Gas, LTD. and Great Plains filed voluntary Chapter 11 petitions
(Bankr. W.D. Pa. Case Nos. 12-10057 and 12-10059) on Jan. 11,
2012.  John D. Oil and Gas Company filed a voluntary Chapter 11
petition (Bankr. W.D. Pa. Case No. 12-10063) on Jan. 13, 2012.

Judge Thomas P. Agresti oversees the cases.  Robert S. Bernstein,
Esq., at Bernstein Law Firm P.C., serves as counsel to the
Debtors.  Each of Great Plains and Oz Gas estimated $10 million to
$50 million in assets and debts.  The petitions were signed by
Richard M. Osborne, CEO.

John D. Oil, also based in Mentor, Ohio, was in the business of
acquiring, exploring, developing, and producing oil and natural
gas in Northeast Ohio.  It had 58 producing wells.  Its balance
sheet at Sept. 30, 2011, showed $8.12 million in total assets,
$12.92 million in total liabilities and a $4.79 million total
deficit.


GREAT PLAINS: Hires Bernstein Law Firm as Chapter 11 Counsel
------------------------------------------------------------
Great Plains Exploration LLC seeks Court permission to hire
Bernstein Law Firm, P.C., as its Chapter 11 counsel.  The
individuals presently designated to represent the Debtor and their
hourly rates are:

          Professionals                    Hourly Rate
          -------------                    -----------
          Robert S. Bernstein, Esq.            $465
          Nicholas D. Krawec, Esq.             $360
          Kirk B. Burkley, Esq.                $340
          Peter J. Ashcroft, Esq.              $250
          Shawn Mcclure, Esq.                  $245
          Kit F. Pettit, Esq.                  $270
          Jodi L. Hause, Esq.                  $250
          Lara E. Shipkovitz, Esq.             $185
          Maribeth Thomas                      $170
          Susan Harding (Paralegal)            $115
          Tiffiany Waldschmidt
             (Administrative Assistant)        $100

Robert S. Bernstein, Esq., attests that his firm has no connection
with any creditors, or any other party-in-interest, or their
attorneys.

                  About Great Plains Exploration,
                      Oz Gas and John D. Oil

Mentor, Ohio-based Great Plains Exploration LLC engaged primarily
in the acquisition, development, production, exploration, and sale
of oil and gas.  Great Plains primarily sells its oil and gas
products to gas marketing companies and refiners.

Oz Gas, LTD. and Great Plains filed voluntary Chapter 11 petitions
(Bankr. W.D. Pa. Case Nos. 12-10057 and 12-10059) on Jan. 11,
2012.  John D. Oil and Gas Company filed a voluntary Chapter 11
petition (Bankr. W.D. Pa. Case No. 12-10063) on Jan. 13, 2012.

Judge Thomas P. Agresti oversees the cases.  Each of Great Plains
and Oz Gas estimated $10 million to $50 million in assets and
debts.  The petitions were signed by Richard M. Osborne, CEO.

John D. Oil, also based in Mentor, Ohio, was in the business of
acquiring, exploring, developing, and producing oil and natural
gas in Northeast Ohio.  It had 58 producing wells.  Its balance
sheet at Sept. 30, 2011, showed $8.12 million in total assets,
$12.92 million in total liabilities and a $4.79 million total
deficit.

On June 18, 2010, Oz Gas and Great Plains, along with other non-
debtor parties including Richard M. Osborne and The Richard M.
Osborne Trust, entered into a Forbearance Agreement with RBS
Citizens, N.A., dba Charter One, which asserts $30 million in
claims, pursuant to which RBS agreed to forbear from enforcing its
rights and remedies under the loan agreements until July 1, 2011.
RBS claims that the Forbearance Agreement expired on July 1, 2011,
and the lines of credit have not been paid off.  Great Plains said
all required payments under the Forbearance Agreement were made as
agreed.

On Nov. 21, 2011, at the request of RBS, a receiver was appointed
for all three corporate Debtors, in the United States District
Court for the Northern District of Ohio at case No. 11-cv-2089-
CAB.  District Judge Christopher A. Boyko issued an order
appointing Mark E. Dottore as receiver.  The Order Appointing
Receiver was appealed to the Sixth Circuit Court of Appeals on
Dec. 19, 2011 and the appeal is currently pending.


GREAT PLAINS: Wants to Use RBS Citizens' Cash Collateral
--------------------------------------------------------
Great Plains Exploration LLC seeks Bankruptcy Court authority to
use revenues from the production, drilling, and sale of oil to
fund general operations, including, wages, taxes, insurance
payments and maintenance costs, while in Chapter 11 proceedings.
The Debtor said the revenues constitute cash collateral of
prepetition lender, RBS Citizens, N.A., dba Charter One.  To
protect RBS' interest, Great Plains proposes to grant RBS
replacement liens.

Great Plains has prepared a 13-week budget and said it projects
neutral or positive cash flow during the period.

In August 2007, Oz Gas and Great Plains executed and delivered to
RBS a Revolving Credit Note for $25 million.  Oz Gas and Great
Plains granted RBS a security interest in their assets, including
accounts; inventory; fixed collateral, including, but not limited
to, machinery and equipment, producing wells, undeveloped oil and
gas properties, and related sales contracts.

In March 2008, John D. and Richard M. Osborne executed and
delivered to RBS an Amended and Restated Revolving Credit Note for
$9.5 million.  John D. granted RBS a security interest in their
assets.

On June 18, 2010, Oz Gas and Great Plains, along with other non-
debtor parties including Richard M. Osborne and The Richard M.
Osborne Trust, entered into a Forbearance Agreement with RBS
pursuant to which RBS agreed to forbear from enforcing its rights
and remedies under the loan agreements until July 1, 2011.  RBS
claims that the Forbearance Agreement expired on July 1, 2011, and
the lines of credit have not been paid off.

Notwithstanding the expiration date, Great Plains said all
required payments under the Forbearance Agreement were made as
agreed.

On Nov. 21, 2011, at the request of RBS, a receiver was appointed
for all three corporate Debtors, in the United States District
Court for the Northern District of Ohio at case No. 11-cv-2089-
CAB.  District Judge Christopher A. Boyko issued an order
appointing Mark E. Dottore as receiver.  The Order Appointing
Receiver was appealed to the Sixth Circuit Court of Appeals on
Dec. 19, 2011 and the appeal is currently pending.

RBS claims that the total balance due and owing on the Oz/GP Note
and the John D. Note is roughly $30 million.

                  About Great Plains Exploration,
                      Oz Gas and John D. Oil

Mentor, Ohio-based Great Plains Exploration LLC engaged primarily
in the acquisition, development, production, exploration, and sale
of oil and gas.  Great Plains primarily sells its oil and gas
products to gas marketing companies and refiners.

Oz Gas, LTD. and Great Plains filed voluntary Chapter 11 petitions
(Bankr. W.D. Pa. Case Nos. 12-10057 and 12-10059) on Jan. 11,
2012.  John D. Oil and Gas Company filed a voluntary Chapter 11
petition (Bankr. W.D. Pa. Case No. 12-10063) on Jan. 13, 2012.

Judge Thomas P. Agresti oversees the cases.  Robert S. Bernstein,
Esq., at Bernstein Law Firm P.C., serves as counsel to the
Debtors.  Each of Great Plains and Oz Gas estimated $10 million to
$50 million in assets and debts.  The petitions were signed by
Richard M. Osborne, CEO.

John D. Oil, also based in Mentor, Ohio, was in the business of
acquiring, exploring, developing, and producing oil and natural
gas in Northeast Ohio.  It had 58 producing wells.  Its balance
sheet at Sept. 30, 2011, showed $8.12 million in total assets,
$12.92 million in total liabilities and a $4.79 million total
deficit.


GREAT PLAINS: Seeks to Borrow $300,000 From Managing Member
-----------------------------------------------------------
Great Plains Exploration LLC seeks permission from the Bankruptcy
Court to borrow $300,000 in DIP financing from Richard M. Osborne,
its managing member.

Great Plains noted that although it is seeking to continue using
cash collateral, it cannot operate without additional cash.  Great
Plains said it will need the extra funding to remain current with
its post-petition obligations, including equipment loans.

Great Plains said the proceeds of the DIP Loan will be advanced to
Great Plains as needed so that it may fund operating and capital
costs for 13 weeks in accordance with a budget.

Great Plains said Mr. Osborne has, in the past, infused
significant amounts of capital on behalf of Great Plains to make
various secured payments for obligations for which he is also
personally guaranteed.

The Osborne loan will bear interest at 2% and will be entitled to
superpriority administrative expense priority, above all other
expenses of administration -- other than quarterly fees of the
United States Trustee and professional fees as allowed by the
Court.

                  About Great Plains Exploration,
                      Oz Gas and John D. Oil

Mentor, Ohio-based Great Plains Exploration LLC engaged primarily
in the acquisition, development, production, exploration, and sale
of oil and gas.  Great Plains primarily sells its oil and gas
products to gas marketing companies and refiners.

Oz Gas, LTD. and Great Plains filed voluntary Chapter 11 petitions
(Bankr. W.D. Pa. Case Nos. 12-10057 and 12-10059) on Jan. 11,
2012.  John D. Oil and Gas Company filed a voluntary Chapter 11
petition (Bankr. W.D. Pa. Case No. 12-10063) on Jan. 13, 2012.

Judge Thomas P. Agresti oversees the cases.  Robert S. Bernstein,
Esq., at Bernstein Law Firm P.C., serves as counsel to the
Debtors.  Each of Great Plains and Oz Gas estimated $10 million to
$50 million in assets and debts.  The petitions were signed by
Richard M. Osborne, CEO.

John D. Oil, also based in Mentor, Ohio, was in the business of
acquiring, exploring, developing, and producing oil and natural
gas in Northeast Ohio.  It had 58 producing wells.  Its balance
sheet at Sept. 30, 2011, showed $8.12 million in total assets,
$12.92 million in total liabilities and a $4.79 million total
deficit.

On June 18, 2010, Oz Gas and Great Plains, along with other non-
debtor parties including Richard M. Osborne and The Richard M.
Osborne Trust, entered into a Forbearance Agreement with RBS
Citizens, N.A., dba Charter One, which asserts $30 million in
claims, pursuant to which RBS agreed to forbear from enforcing its
rights and remedies under the loan agreements until July 1, 2011.
RBS claims that the Forbearance Agreement expired on July 1, 2011,
and the lines of credit have not been paid off.  Great Plains said
all required payments under the Forbearance Agreement were made as
agreed.

On Nov. 21, 2011, at the request of RBS, a receiver was appointed
for all three corporate Debtors, in the United States District
Court for the Northern District of Ohio at case No. 11-cv-2089-
CAB.  District Judge Christopher A. Boyko issued an order
appointing Mark E. Dottore as receiver.  The Order Appointing
Receiver was appealed to the Sixth Circuit Court of Appeals on
Dec. 19, 2011 and the appeal is currently pending.


GREEN PLANET: Board OKs SingerLewak as Accountants; CFO Resigns
---------------------------------------------------------------
The board of directors and the audit committee of the board of
directors of Green Planet Group, Inc., approved the engagement of
SingerLewak LLP as the Company's new independent registered public
accounting firm.

During the Company's two most recent fiscal years ended March 31,
2011, and 2010, and through Jan. 12, 2012, neither the Company,
nor anyone acting on its behalf, consulted with SingerLewak
regarding (i) the application of accounting principles to a
specified transaction, either completed or proposed, or the type
of audit opinion that might be rendered on the Company's financial
statements, and SingerLewak did not provide either a written
report or oral advice to the Company that SingerLewak concluded
was an important factor considered by the Company in reaching a
decision as to any accounting, auditing, or financial reporting
issue; or (ii) any matter that was the subject of any
disagreement, as defined in Item 304 (a)(1)(iv) of Regulation S-K
and the related instructions, or a reportable event within the
meaning set forth in Item 304(a)(1)(v) of Regulation S-K.

On Jan. 3, 2012, James C. Marshall, chief financial officer of the
Company, resigned from all his positions with the Company and all
of its subsidiaries.

The Company is considering candidates for the position of Chief
Financial Officer, which candidates include existing employees of
the Company.  In the interim, the Company will rely on existing
employees to assume Mr. Marshall's responsibilities.

                         About Green Planet

Scottsdale, Ariz.-based Green Planet Group, Inc., is a specialty
energy conservation chemical company that produces and supplies
technologies to the global transportation, industrial and consumer
markets.  These technologies include gasoline, oil and diesel
additives for engines and other transportation-related fluids and
industrial lubricants.  The Company also operates an industrial
staffing and employment business by providing employees to the
light industrial, medical, aviation maintenance and IT industries
on a national basis.

The Company's balance sheet at Sept. 30, 2011, showed
$3.9 million in total assets, $21.0 million in total
liabilities, and a stockholders' deficit of $17.1 million.

                         *     *     *

As reported in the TCR on July 21, 2011, Semple, Marchal & Cooper,
LLP, in Phoenix, Ariz., said that Green Planet Group's significant
operating losses and negative working capital raise substantial
doubt about its ability to continue as a going concern.


GREENWICH SENTRY: Court Confirms GS & GSP First Amended Plans
-------------------------------------------------------------
On Dec. 22, 2010, the Bankruptcy Court for the Southern District
of New York confirmed the First Amended Chapter 11 Plan of
Reorganization for Greenwich Sentry, L.P., and the First Amended
Chapter 11 Plan for Greenwich Sentry Partners, L.P.

Holders of BLMIS trustee claims (Class 3), limited partnership
interests (Class 5) of both GS and GSP voted to accept the Plans
in accordance with Section 1126(c) and (d) of the Bankruptcy Code.

All objections received, if any, have been overruled in their
entirety or withdrawn.

A copy of the Order confirming the Plans is available for free at:

       http://bankrupt.com/misc/greenwichsentry.doc306.pdf

As reported in the Troubled Company Reporter on Oct. 18, 2011, the
central feature of the Greenwich Sentry Partners Plan is the BLMIS
trustee settlement, wherein the Debtor believing, pursuant to its
good faith business judgment, that avoidance action claims of the
BLMIS trustee would be difficult to defend, has agreed, in sum, to
allow the BLMIS trustee a claim and judgment in the amount of
$5,985,000 and the BLMIS trustee has agreed to seek recovery of
his claim only from certain specified assets of the Debtor, to
allow the Debtor's customer claim against BLMIS in the amount of
$2,011,304, to share recovery on certain litigation claims with
the Debtor, and to provide for the distribution of the retained
assets to creditors and limited partners free and clear of the
BLMIS trustee claims.

The BLMIS trustee agreed to support the Plans and Disclosure
Statement and to vote his claim in favor of the Plans pursuant to
the settlement agreements.  BLMIS is a broker-dealer registered
with the Securities and Exchange Commission, though customer
accounts maintained by the Debtors at BLMIS.  The Debtors have
been informed that holder of not less than $60 million in limited
partner interests in GS also favor the Court's approval of the
Disclosure Statements and confirmation of the Plans.

The Plans provide the Debtors' creditors with substantial
recoveries and allows for recovery of equity.

Full-text copies of the Disclosure Statements are available for
free at http://ResearchArchives.com/t/s?7730

           Derivative Claimants' Objection Resolved

The Debtors reached a deal with derivative plaintiffs David I.
Ferber SEP IRA and Frank E. Pierce and Frank E. Pierce IRA.
The settlement resolves a renewed motion that seeks, essentially,
authorization to prosecute the claims asserted in the derivative
actions (Ferber SEP IRA v. Fairfield Greenwich Group, et al., No.
600469/2009 and Pierce, et al. v. Fairfield Greenwich Group, et
al., No. 600498/2009) filed prior to the Petition Date, in 2009,
by the Movants in the Supreme Court of the State of New York.

The stipulation provides that subject to the Court's approval and
in the event the Plans are confirmed, Walker, Truesdell, Roth &
Associates, Inc., will be appointed as the Litigation Trustee of
each Debtor's Litigation Trust under the Confirmation Order.

Any stay of the Litigation Trustees' prosecution of any causes of
action to be prosecuted by the Litigation Trustees pursuant to the
Plans, will be deemed to be lifted as of the Effective Date.

Ferber and Pierce are represented by:

         Robert A. Wallner, Esq.
         Kent A. Bronson, Esq.
         Kristi Stahnke McGregor, Esq.
         Charles Slidders, Esq.
         MILBERG LLP
         One Pennsylvania Plaza
         New York, NY 10119
         Tel: (212) 594-5300

              - and -

         Stephen A. Weiss, Esq.
         Parvin Aminolroaya, Esq.
         Christopher M. Van de Kieft, Esq.
         SEEGER WEISS LLP
         77 Water Street
         New York, NY 10005
         Tel: (212) 584-0700

                      About Greenwich Sentry

Liquidators of Fairfield Sentry Limited, filed a Chapter 15
petition for Fairfield in June 2010 (Bankr. S.D.N.Y. Case No.
10-13164).  In July 2010, Kenneth Krys and Christopher Stride of
Krys & Associates (BVI) Limited, the liquidators of Fairfield
Sentry Limited, Fairfield Sigma Limited and Fairfield Lambda
Limited obtained cross-border recognition as foreign main
proceedings by the U.S. Bankruptcy Court of the funds' insolvency
proceedings, pending in the British Virgin Islands.  The
liquidators are represented in the U.S. by Brown Rudnick LLP.

Fairfield Sentry Limited was the largest "feeder fund" to Bernard
L. Madoff Investment Securities LLC, and invested approximately
95% of its assets with BLMIS.  BLMIS was placed into liquidation
proceedings in the United States in December 2008, after it was
revealed that Bernard Madoff operated BLMIS as a Ponzi scheme for
many years.  Fairfield Sigma Limited and Fairfield Lambda Limited
were both feeder funds of Fairfield Sentry Limited, and invested
all of their assets with Fairfield Sentry Limited.

Greenwich Sentry, L.P., and an affiliate filed for Chapter 11
protection (Bankr. S.D.N.Y. Case No. 10-16229) on Nov. 19, 2010,
hoping to settle lawsuits filed against it in connection with its
investments with Bernard L. Madoff.  Paul R. DeFilippo, Esq., at
Wollmuth Maher & Deutsch LLP, in New York, represents the Debtors
in the Chapter 11 cases.

Bernard L. Madoff was charged by the Securities and Exchange
Commission in December 2008 of orchestrating the largest Ponzi
scheme in history, with losses topping US$50 billion. In March
2009, Mr. Madoff pleaded guilty to 11 federal crimes and admitted
to turning his wealth management business into a Ponzi scheme.  A
trustee was appointed to liquidate and has been filing clawback
suits against investors who withdrew phony profits from Mr.
Madoff.

On May 18, 2009, Irving H. Picard, the trustee liquidating the
estate of Mr. Madoff and his firm, Bernard L. Madoff Investment
Securities, LLC, filed a lawsuit against Fairfield Sentry and
Greenwich, seeking the return of $3.55 billion that Fairfield
withdrew from Madoff during the period from 2002 to Madoff's
arrest in December 2008.  Since 1995, the Fairfield funds invested
about $4.5 billion with BLMIS.

Mr. Picard claims that Fairfield knew or should have known about
the fraud give that it received from BLMIS unrealistically high
and consistent annual returns of between 10% and 21% in contrast
to the vastly larger fluctuations in the S&P 100 Index.

In schedules filed with the Court, Greenwich Sentry disclosed
$317,073,770 in total assets and $206,337,244 in total
liabilities.


H GRANADOS: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: H Granados Communications, Inc.
        20257 Prairie Street
        Chatsworth, CA 91311

Bankruptcy Case No.: 12-10197

Chapter 11 Petition Date: January 8, 2012

Court: U.S. Bankruptcy Court
       Central District of California (San Fernando Valley)

Judge: Alan M. Ahart

Debtor's Counsel: Elaine Nguyen, Esq.
                  WEINTRAUB & SELTH APC
                  11766 Wilshire Boulevard, Suite 1170
                  Los Angeles, CA 90025
                  Tel: (310) 207-1494
                  Fax: (310) 442-0660
                  E-mail: elaine@wsrlaw.net

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

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

The Company?s list of its 20 largest unsecured creditors filed
with the petition is available for free at:
http://bankrupt.com/misc/cacb12-10197.pdf

The petition was signed by Henry Granados, president.


HAYDEL PROPERTIES: Case Summary & Largest Unsecured Creditor
------------------------------------------------------------
Debtor: Haydel Properties, LP
        211-B Eisenhower Drive
        Biloxi, MS 39531

Bankruptcy Case No.: 12-50048

Chapter 11 Petition Date: January 11, 2012

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

Judge: Katharine M. Samson

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

                         - and ?

                  Robert Gambrell, Esq.
                  GAMBRELL & ASSOCIATES, PLLC
                  101 Ricky D. Britt Boulevard, Suite 3
                  Oxford, MS 38655
                  Tel: (662) 281-8800
                  Fax: (662) 202-1002
                  E-mail: rg@ms-bankruptcy.com

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

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

The petition was signed by Michael D. Haydel, manager of general
partner.

Debtor's List of Its Largest Unsecured Creditors contains only One
entry:

        Entity                     Nature of Claim    Claim Amount
        ------                     ---------------    ------------
Margaret A. Haydel                 Personal Loans         $200,000
801 41st Avenue
Gulfport, MS 39501

   
HOSTESS BRANDS: Meeting to Form Creditors Committee Today
---------------------------------------------------------
Tracy Hope Davis, United States Trustee for Region 2, will hold an
organizational meeting on Jan. 18, 2012, at 10:30 a.m. in the
bankruptcy case of Hostess Brands Inc.  The meeting will be held
at:

         Millennium Broadway Hotel New York
         145 W. 44th Street, Room 411 (4th Floor)
         New York, NY 10036

The sole purpose of the meeting will be to form a committee or
committees of unsecured creditors in the Debtors' cases.

The organizational meeting is not the meeting of creditors
pursuant to Section 341 of the Bankruptcy Code.  A representative
of the Debtor, however, may attend the Organizational Meeting, and
provide background information regarding the bankruptcy cases.

To increase participation in the Chapter 11 proceeding, Section
1102 of the Bankruptcy Code requires that the United States
Trustee appoint a committee of unsecured creditors as soon as
practicable.  The Committee ordinarily consists of the persons,
willing to serve, that hold the seven largest unsecured claims
against the debtor of the kinds represented on the committee.
Section 1103 of the Bankruptcy Code provides that the Committee
may consult with the debtor, investigate the debtor and its
business operations and participate in the formulation of a plan
of reorganization.  The Committee may also perform other services
as are in the interests of the unsecured creditors whom it
represents.

                       About Hostess Brands

Founded in 1930, Irving, Texas-based Hostess Brands Inc., is known
for iconic brands such as Butternut, Ding Dongs, Dolly Madison,
Drake's, Home Pride, Ho Hos, Hostess, Merita, Nature's Pride,
Twinkies and Wonder.  Hostess has 36 bakeries, 565 distribution
centers and 570 outlets in 49 states.

Hostess filed for Chapter 11 bankruptcy protection early morning
on Jan. 11, 2011 (Bankr. S.D.N.Y. Case Nos. 12-22051 through
12-22056) in White Plains, New York.  Debtor-affiliates that filed
separate Chapter 11 petition are IBC Sales Corporation, IBC
Trucking LLC, IBC Services LLC, Interstate Brands Corporation, and
MCF Legacy Inc.  Hostess Brands disclosed assets of $982 million
and liabilities of $1.43 billion as of Dec. 10, 2011.  Debt
includes $860 million on four loan agreements.  Trade suppliers
are owed as much as $60 million.

The bankruptcy filing was made two years after predecessors
Interstate Bakeries Corp. and its affiliates emerged from
bankruptcy (Bankr. W.D. Mo. Case No. 04-45814).  Ripplewood
Holding LLC, after providing $130 million to finance the plan,
obtained control of IBC's business following the prior
reorganization.  Hostess Brands is privately held.  The new owners
pursued new Chapter 11 cases to escape from what they called
"uncompetitive and unsustainable" union contracts, pension plans,
and health benefit programs.

In 2011, Hostess retained Houlihan Lokey to explore sales of its
smaller assets and individual brands.  Houlihan Lokey oversaw the
sale of Mrs. Cubbison's to Sugar Foods Corporation for $12
million, but was unable to sell any of Hostess' core assets.

Judge Robert D. Drain oversees the case.  Hostess has hired Jones
Day as bankruptcy counsel; Stinson Morrison Hecker LLP as general
corporate counsel and conflicts counsel; Perella Weinberg Partners
LP as investment bankers, and Kurtzman Carson Consultants LLC as
administrative agent.

Matthew Feldman, Esq., at Willkie Farr & Gallagher, and Harry
Wilson, the head of turnaround and restructuring firm MAEVA
Advisors, are representing the Teamsters union.


INNER CITY: Wants Until March 6 to Propose a Chapter 11 Plan
------------------------------------------------------------
Inner City Media Corporation, et al., ask the U.S. Bankruptcy
Court for the Southern District of New York to extend their
exclusive period to file and solicit acceptances for the proposed
Chapter 11 plan until March 6, 2012, and May 5, respectively.

As reported in the Troubled Company Reporter on Jan. 12, 2012,
Judge Shelley C. Chapman entered a bridge order extending through
Jan. 23, 2012, the exclusive periods by which the Debtors may file
Chapter 11 plan and solicit acceptances for that plan.

The Debtors, in their motion, relates that their request was in
relation to their exploring various strategic alternatives,
including a plan of reorganization and a sale of all or a portion
of their assets.

The Debtors noted that the relief requested in the sale motion
includes certain deadlines that are scheduled to occur after the
expiration of the Debtors' exclusive periods.  For example, the
proposed bid deadline is Feb. 13, 2012; the proposed date of the
auction is Feb. 16; and the proposed sale hearing is Feb. 21.

The Debtors request was meant to preserve all of their options in
case the proposed sale cannot be consummated and there is a
resulting need to proceed with a Chapter 11 plan.

The Debtor set a Jan. 23 hearing at 2:00 p.m. (EDT), on the
requested exclusivity extensions.  Objections, if any, are due
Jan. 18, at 4:00 p.m.

                         About Inner City

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

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

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

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

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

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

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


INVESTICO DEVELOPMENT: Voluntary Chapter 11 Case Summary
--------------------------------------------------------
Debtor: Investico Development Corporation
        22580 Telegraph Road
        Southfield, MI 48033

Bankruptcy Case No.: 12-40376

Chapter 11 Petition Date: January 8, 2012

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

Judge: Walter Shapero

Debtor's Counsel: Robert N. Bassel, Esq.
                  P.O. Box T
                  Clinton, MI 49236
                  Tel: (248) 677-1234
                  Fax: (248) 369-4749
                  E-mail: bbassel@gmail.com

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

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

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

The petition was signed by Nadim Hakim, president.

Affiliate that filed separate Chapter 11 petition:

        Entity                        Case No.       Petition Date
        ------                        --------       -------------
In re Trimark Development LLC         10-40876            01/13/10


JOHN D. OIL: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: John D. Oil and Gas Company
          fka Liberty Self-Stor, Inc.
        8500 Station Street, Suite 345
        Mentor, OH 44060

Bankruptcy Case No.: 12-10063

Chapter 11 Petition Date: January 13, 2012

Court: U.S. Bankruptcy Court
       Western District of Pennsylvania (Erie)

Judge: Thomas P. Agresti

Debtor's Counsel: Robert S. Bernstein, Esq.
                  BERNSTEIN LAW FIRM, P.C.
                  2200 Gulf Tower
                  Pittsburgh, PA 15219
                  Tel: (412) 456-8101
                  Fax: (412) 456-8251
                  E-mail: rbernstein@bernsteinlaw.com

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

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

The petition was signed by Richard M. Osborne, CEO.

Affiliates that filed separate Chapter 11 petitions:

        Entity                        Case No.       Petition Date
        ------                        --------       -------------
Great Plains Exploration, LLC         12-10058            01/11/12
Oz Gas, Ltd.                          12-10057            01/11/12

Debtor's List of Its 20 Largest Unsecured Creditors:

        Entity                     Nature of Claim    Claim Amount
        ------                     ---------------    ------------
Dworken & Bernstein, LPA           Legal Services          $95,592
60 South Park Pl
Painesville, OH 44077

Geauga County Treasurer            Taxes                   $43,428
211 Main Street, Room 1-A
Chardon, OH 44024

Hahn Loser                         Legal Services          $27,532
200 Public Square, Suite 2800
Cleveland, OH 44114

Lake County Treasurer              Taxes                   $17,218

Kohrman Jackson & Krantz PLL       Legal Services          $16,786

Maloney + Novotny LLC              Accounting Services     $15,185

Pure Compliance                    Trade Debt               $8,704

Charter One MC SB                  Trade Debt               $5,757

RR Donnelly Receivables, Inc.      Trade Debt               $3,608

Registrar & Transfer Company       Trade Debt                 $723

Tri-State Measurement              Trade Debt                 $575

Deep Springs Trout Club            Trade Debt                 $368

Teleco of Cleveland                Trade Debt                 $329

Ashtabulha Co. Treasurer           Taxes                      $273

ComDoc, Inc.                       Trade Debt                 $200

Ohio Treasurer of State            Taxes                      $140

Cannon IV, Inc.                    Trade Debt                 $129

Portage County Treasurer           Taxes                       $76

Paragon Business Forms             Trade Debt                  $71

New York State Thruway             Trade Debt                  $28


KOREA TECHNOLOGY: Startup DIP Loan Will Now be on Unsecured Basis
-----------------------------------------------------------------
Debtors Korea Technology Industry America, Inc., Uintah Basin
Resources, LLC, and Crown Asphalt Ridge, L.L.C., filed with the
U.S. Bankruptcy court for the District of Utah on Dec. 23, 2011,
an amended motion for approval of postpetition financing.

The Debtors and their lender, Rutter & Wilbanks Corporation, have
agreed that the loan of up to $5,000,000 contemplated by the
Original Startup DIP Financing Motion will be on an unsecured,
subordinated basis rather than on a superpriority, secured basis,
except that $300,000 of the loan, which will be used to pay for
costs of extracting tar sands (and thereby produce income) will be
on a superpriority, secured basis.  A copy of the Amended Startup
DIP Loan Agreement is available for free at:

       http://bankrupt.com/misc/koreatechnology.doc240.pdf

A summary of the terms of the Amended Startup DIP Facility is
shown below:

   Borrowers:                 Korea Technology Industry, Inc.,
                              Uintah Basis Resources, LLC, and
                              Crown Asphalt Ridge, L.L.C.

   Lender:                    Rutter & Wilbanks Corporation

   Regular Interest Rate:     5%

   Default Interest Rate:     10%

   Fees and expenses:         No fees, but the Debtors will pay
                              the expenses of the lender.

   Maturity:                  Earlier of Aug. 31, 2012, the
                              effective date of a plan of
                              reorganization, the termination of
                              the Start up DIP loan agreement, or
                              the payment in full of the
                              obligations thereunder.

   Liens, collateral and      No lien or collateral or priority
   priority:                  for Advances except that, to secure
                              the Extraction Costs Advances (which
                              can total no more than $300,000),
                              the Lender will receive under
                              section 364(c)(1), a superpriority
                              administrative expense priority;
                              under section 364(d), a fully
                              perfected lien on materials that are
                              extracted utilizing Extraction Cost
                              Advances.

   Limitation on use          The proceeds of the Startup DIP
   of proceeds:               facility will be used only for costs
                              associated with the completion of
                              construction and commissioning of
                              the hot water extraction and
                              evaporation process portions of the
                              Debtors' procession facility and
                              operation of the "dry froth"
                              circuit.

A full-text copy of the Original Startup Financing Motion is
available for free at:

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

                      About Korea Technology

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

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

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


LA VILLITA: Bankruptcy Court Confirms Reorganization Plan
---------------------------------------------------------
On Dec. 15, 2011, U.S. Chief Bankruptcy Judge Ronald B. King
confirmed La Villita Motor Inns, J.V.'s Second Amended Plan of
Reorganization, as submitted Dec. 13, 2011.  The Court had
approved the Disclosure Statement for the First Amended Plan on
Nov. 18, 2011.

The Plan provides for the implementation of a global settlement
among the Debtor, the Lender and the Guarantor providing for,
among other things, the restructuring of the obligations owing to
the Lender pursuant to the Lender Loan Documents (including the
Loan Modification Agreement, Deed in Lieu of Foreclosure,
Guaranty, Escrow Agreement, Closing Instruction Letter and
Subordination Agreement provided in the Plan Supplement) and the
incurrence of the Subordinated Loan (with Subordinated Creditor
Westgrove Properties Ltd.) in order to fund the obligations under
the Plan.

                      Classification Summary

The Plan segregates the various Claims against the Debtor and
Interests in the Debtor into 5 Classes:

   Class 1. Priority Secured Tax Claims
   Class 2. Lender Secured Claim
   Class 3. General Unsecured Claims
   Class 4. Insider Claims
   Class 5. Equity Interests

Classes 2, 3 and 4 are impaired.  Classes 1 and 5 are unimpaired.

On or before the Effective Date, the Fixed Rate Note to the Lender
will be amended and restated pursuant to the Loan Modification
Agreement which provides for, among other things, the bifurcation
of the loans under the Fixed Rate Note into two loan tranches --
the Tranche A Loan in the principal amount of $7,182,269,
following application of the Closing Date Principal Payment and
the Tranche B Loan in the principal amount of $1,499,976.

The Tranche A Loan will be paid $48,629 monthly up to and
including the month immediately preceding the Jan. 1, 2015
Maturity Date.  Any other amounts owing under the Tranche A Loan
will be paid in accordance with the terms of the Note.
Notwithstanding the foregoing, all outstanding principal, interest
and other amounts under the Tranche A Loan will be due and payable
on the Maturity Date.

The outstanding principal balance of the Tranche B Loan, interest
and all other amounts due under the Tranchr B Loan will be due and
payable on the Maturity Date.

In the event all outstanding amounts under the Tranche A Loan are
paid in full on or before the Maturity Date, then the outstanding
amounts under the Tranche B Loan will be deemed discharged and
released.

General Unsecured Claims will be paid in full, with simple
interest of 7.5% p.a., over a period of three years from the
Effective Date.

Class 4 Insider Claims, constituted by accrued management fees in
the amount of $3,014,088, will only be paid after payment in full
of the Class 2 Lender Claim and Class 3 General Unsecured Claims
and will be specifically subordinated to payment in full of the
obligations owed to Lender under the Loan Modification Agreement.

Equity Interests will retain their Equity Interests in the Debtor
as they existed on the Petition Date.

A copy of the Second Amended Plan of Reorganization is available
for free at http://bankrupt.com/misc/lavillita.doc226.pdf

                  About La Villita Motor Inns JV

San Antonio, Texas-based La Villita Motor Inns JV is a joint
venture, formed on or about April 14, 1980, that owns and operates
a hotel located at 100 La Villita in San Antonio, Texas, known as
the Riverwalk Plaza Hotel.  It filed for Chapter 11 bankruptcy
protection (Bankr. Case No. 10-54864) on Dec. 17, 2010.  The
Debtor estimated assets at $10 million to $50 million and debts at
$1 million to $10 million.

The Debtor's original bankruptcy counsel was Oppenheimer, Blend,
Harrison & Tate, Inc. that subsequently merged with Strasburger &
Price, L.L.P.  ORIX filed a motion seeking to disqualify Debtor's
counsel following the merger and the Bankruptcy Court granted
ORIX's motion by order entered on Sept. 29, 2011.  Hohmann, Taube
& Summers, L.L.P., in Austin, Texas, replaced OBHT as counsel.


LACK'S STORES: Plan Outline Ok'd; Feb. 1 Confirmation Hearing Set
-----------------------------------------------------------------
The U.S. Bankruptcy Court will convene a hearing on Feb. 1, 2012,
at 2 p.m. Central Time, to consider confirmation of the First
Amended Joint Plan of Reorganization of Lack's Stores
Incorporated, et al.

Eligible creditors have until Jan. 23 at 5:00 p.m. Central Time to
submit written objections to the Plan confirmation.  Any objection
must state the specific grounds for the objection.

Replies, if any, to a confirmation objection must be filed with
the Court so as to be received no later than Jan. 27, 2012.

On Dec. 14, 2011, the Honorable Jeff Bohm approved the disclosure
statement explaining the Plan and authorized the Debtors to
solicit votes on the Plan.  All objections to the Disclosure
Statement not otherwise withdrawn, settled or resolved were
overruled.

For purposes of Plan solicitation, only holders of claims as of
Dec. 7, 2011 are entitled to vote on the Plan.

In order to be counted, ballots on the Plan must be received by
the Balloting Agent no later than Jan. 23, at 5:00 p.m. Pacific
Time.  Ballots must be received by mail, overnight delivery, or
hand delivery.

As reported in the Troubled Company Reporter on Oct. 17, 2011, the
Plan is designed to accomplish three primary objectives:

   (1) the collection of Lack's Customer Notes portfolio in the
       ordinary course of business;

   (2) the sale of remaining real and personal property that is
       not necessary to the continued collection of Customer
       Notes; and

   (3) the use of proceeds from collection of Customer Notes and
       sales of the Debtors' other remaining assets to satisfy
       Claims in accordance with the Plan.

A full-text copy of the Disclosure Statement, dated Oct. 5, is
available for free at http://ResearchArchives.com/t/s?772e

                       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 .  Katherine D.
Grissel, Esq., Michaela Christine Crocker, Esq., and Richard H.
London, Esq., at Vinson & Elkins LLP, assist the Debtor in its
restructuring effort.  The Debtor estimated its assets and debts
at $100 million to $500 million.

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


LEE ENTERPRISES: IRS Objects to Amended Prepack Plan
----------------------------------------------------
The United States, on behalf of the Internal Revenue Service,
objects to the Amended Joint Prepackaged Plan of Reorganization
for Lee Enterprises Inc.

A hearing is set for Jan. 23 at 2:00 p.m. to consider confirmation
of the prepack plan.

The IRS has not filed any claims in the case but said it is still
in the process of determining whether it might have claims against
Lee.  The IRS objects to the third party non-debtor limitation of
liability, exculpation, injunction and release provisions set
forth in the Plan.  The IRS said the injunction provisions violate
the Anti-Injunction Act, I.R.C. Sec. 7421(a).  The IRS also said
the Plan fails to preserve its setoff and recoupment rights.

Lee's plan has been proposed to, among other things, amend and
extend the maturity of the Debtors' prepetition credit facilities
and the so-called PD LLC Notes as part of an overall effort to
restructure the Debtors' balance sheet.  The Plan was proposed
prepetition and obtained the support of 100% of holders of claims
related to the Prepetition Credit Agreement, totaling roughly
$827.9 million, and 100% of the holders of PD LLC Notes claims,
totaling roughly $133.8 million.

Lee is a borrower under an Amended and Restated Credit Agreement,
dated Dec. 21, 2005, with lenders Deutsche Bank Trust Company
Americas, as Administrative Agent; Deutsche Bank Securities Inc.
and SunTrust Capital Markets, Inc., as Joint Lead Arrangers, DBSI,
as Book Running Manager, SunTrust Bank, as Syndication Agent, and
Bank of America, N.A., The Bank of New York and The Bank of Tokyo-
Mitsubishi, Ltd., Chicago Branch, as Co-Documentation Agents.

The PD LLC Notes consist of notes issued by St. Louis Post
Dispatch LLC, a joint venture formed in 2000 in connection with
the transfer by Pulitzer Inc. and Herald Inc. of their interests
in the assets and operations of the St. Louis Post-Dispatch and
certain related businesses.

Priority Non-Tax Claims, Other Secured Claims, The Herald Claim,
General Unsecured Claims, and Intercompany Claims against, as well
as Interests in, all of the Debtors will not be impaired by the
Plan, and as a result votes on the Plan were not solicited from
holders of those claims and interests.

Under the Plan, Holders of Allowed Prepetition Credit Agreement
Claims will receive a Pro Rata Share of the loans under a new
first-lien term loan facility of up to $689.51 million in
aggregate amount.  Each Holder of Allowed Prepetition Credit
Agreement Claims other than the proposed backstop lenders that has
elected to convert up to the Holder's Maximum Exchange Amount of
funded Prepetition Credit Agreement Claims will receive a Pro Rata
Share of (i) loans under a new second-lien term loan facility to
be entered into by the Debtors; and (ii) 15.0% of the common stock
of Reorganized Lee Enterprises.

Certain Holders of Prepetition Credit Agreement Claims, Goldman
Sachs Lending Partners LLC, Mutual Quest Fund, Monarch Master
Funding Ltd, Mudrick Distressed Opportunity Fund Global, LP and
Blackwell Partners, LLC have committed to acquire up to a maximum
amount of $166.25 million of loans under the New Second Lien Term
Loan Facility.  This commitment also includes the potential
payment of up to $10 million in aggregate of Backstop Cash to
Reorganized Lee Enterprises on the Effective Date to acquire such
loans.

Deutsche Bank Trust Company Americas, as administrative agent and
collateral agent; and Deutsche Bank Securities Inc. and Goldman
Sachs Lending Partners LLC as joint lead arrangers and joint book
running managers, have syndicated a $40 million DIP credit
facility.  The DIP facility matures on the earliest to occur of:

     -- the later of (a) the six-month anniversary of the petition
        date, and (b) March 31, 2012; and

     -- the effective date of the Plan.

Early in the case, the Debtors won interim permission to borrow
half of the loan commitment pending a final hearing.  The
Bankruptcy Court approved the DIP facility on a final basis this
month.

On the Plan Effective Date, the Debtors have the option to convert
the DIP Revolving Facility Agreement to a New First Lien Revolving
Credit Facility.  All obligations under the New First Lien
Revolving Credit Facility will be secured by first priority liens
on substantially all of the assets of the Reorganized Lee Debtors.

Meanwhile, under the Plan, Holders of PD LLC Notes are to receive
secured promissory notes -- New PD LLC Notes -- and not less than
$5,145,000 cash to reduce the principal amount of PD LLC Notes.
Lee Enterprises will also return to Pulitzer $2,692,000 in cash it
received from Pulitzer in Nov. 9, 2011, pursuant to the
Prepetition Credit Agreement to reduce the subordinated
intercompany payable from Lee Enterprises to Pulitzer on a dollar
for dollar basis.  The Noteholders will also receive a non-
refundable fee of $3,500,000 on the Plan Effective Date and
payable in kind.  The existing PD LLC Notes will be cancelled.

The Debtors anticipate that the aggregate principal amount of the
New PD LLC Notes at issuance will be $126,355,000.  The New PD LLC
Notes will, among other things, (i) mature on Dec. 31, 2015; (ii)
bear interest at an initial fixed rate of 10.55%, increasing by 75
basis points on a yearly basis beginning Jan. 1, 2013; (iii) be
secured by first priority security interests in and liens upon all
of the assets of Pulitzer and its subsidiaries -- except Star
Publishing Company, as to which the Noteholders will receive first
priority security interests in and liens upon (a) assets of Star
Publishing that are not related to TNI Partners and (b) the
intercompany notes issued by Pulitzer in favor of Star Publishing.

A full-text copy of Lee's Plan and Disclosure Statement is
available at http://is.gd/8mYUUE

Deutsche Bank Trust Company Americas, as DIP Agent and Prepetition
Agent, is represented in the Debtors' cases by:

          Sandeep "Sandy" Qusba, Esq.
          Terry Sanders, Esq.
          SIMPSON THACHER & BARTLETT, LLP
          425 Lexington Avenue
          New York, NY 10017
          Tel: (212) 455-3760
          E-mail: squsba@stblaw.com
                  tsanders@stblaw.com

The Initial Backstop Lenders are represented by:

          Matthew S. Barr, Esq.
          Brian Kinney, Esq.
          MILBANK, TWEED, HADLEY & McCLOY LLP
          One Chase Manhattan Plaza
          New York, NY 10005-1413
          Telephone: (212) 530-5000
          Facsimile: (212) 530-5219
          E-mail: mbarr@milbank.com
                  bkinney@milbank.com

                       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 weekly
newspapers and specialty publications in 23 states.  Revenue for
the 12 months ended December 2010 was $780 million.  The Company
has 6,200 employees, with 4,650 working full-time.

Lee Enterprises and certain of its affiliates filed for chapter 11
(Bankr. D. Del. Lead Case No. 11-13918) on Dec. 12, 2011.

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.


LEHMAN BROTHERS: Dist. Judge to Rule on Whether JPM Suit Belongs
----------------------------------------------------------------
A New York district judge is "working on" a decision on whether
Lehman Brothers Holdings Inc.'s $8.6 billion lawsuit against
JPMorgan Chase & Co. belongs in district court, according to a
January 3, 2011 report by Bloomberg News.

U.S. District Judge Richard Sullivan told the two sides last
month that a bankruptcy judge may be ready to rule soon on
JPMorgan's move to dismiss the lawsuit.  He would then decide
whether the case raises non-bankruptcy issues that require a
district judge, Bloomberg News reported.

JPMorgan previously said the lawsuit should be handled by a
district judge, and that a bankruptcy court cannot rule on LBHI's
allegation that the bank caused monetary damage to the company in
2008.

Citing a ruling in the Anna Nicole Smith case that described
limits to the power of bankruptcy judges, the bank said a
district judge must decide LBHI's common-law damage claims in its
lawsuit.

JPMorgan, the biggest U.S. bank, is fighting the lawsuit that
alleges the bank helped cause LBHI's bankruptcy by demanding the
$8.6 billion in collateral.

JPMorgan served as LBHI's main clearing bank in the 2008
financial crisis, lending the company's brokerage more than
$100 billion a day to settle trades and repurchase agreements.

                      About Lehman Brothers

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

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

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

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

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

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

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

               International Operations Collapse

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

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

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


LEHMAN BROTHERS: SEC Backs LBI in $3-Bil. Barclays Dispute
----------------------------------------------------------
The U.S. Securities and Exchange Commission sided with Lehman
Brothers Holdings Inc.'s brokerage in a $3 billion dispute with
Barclays Plc over assets, saying the brokerage did not have
enough money to pay customers, according to a December 26, 2011
report by Bloomberg News.

The agency said that as long as there is a shortfall, Barclays
has only a conditional claim on as much as $1.3 billion reserved
for customers, Bloomberg News reported.

James Giddens, the trustee liquidating the brokerage, previously
said he identified about a $5 billion shortfall in customer
reserve accounts.  The SIPA Trustee made the statement in support
of his assertion that Barclays shouldn't be allowed to claim
money from the defunct brokerage.

"The commission wishes to ensure that assets held in the special
reserve bank account for the exclusive benefit of customers as
well as other assets required to be held for the benefit of
customers are properly administered in the event a broker-dealer
is liquidated," the SEC said.

Lehman's past "compliance failures" -- including a failure to set
aside enough securities for customers, miscoding of accounts and
underreported credits -- caused the deficiency, the SIPA Trustee
said, Bloomberg News cited.

Last year, Barclays and the trustee both appealed U.S. Bankruptcy
Judge James Peck's ruling that gave Barclays "only a conditional
right" to $769 million in the reserve account unless the trustee
had enough to pay customers.  In addition to the $769 million,
reserves include $507 million in margin for customer transactions
at the Options Clearing Corp., the SEC said.

                      About Lehman Brothers

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

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

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

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

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

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

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

               International Operations Collapse

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

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

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


LEHMAN BROTHERS: 3 Law Firms Submit Tender in PSALM's Claim
-----------------------------------------------------------
Three law firms have submitted offers in the re-bid process
undertaken by the Philippine's Power Sector Assets and
Liabilities Management Corporation on its foray to recover some
$3.5-million claims with legally-insolvent Lehman Brothers, Myrna
M. Velasco of The Manila Bulletin reported on Jan. 1.

"There have been three bidders which submitted eligibility
documents," PSALM president and chief executive officer Emmanuel
R. Ledesma Jr. has disclosed, according to the report.

The submission deadline was re-scheduled by the company last
December 22; after a bidding failure in October, the report
related.  The PSALM chief executive has deferred naming the
bidders, but he hinted that "all three are big local law firms
with foreign partners," the Bulletin said.

The CEO added that PSALM's bids and awards committee "has yet to
finalize if the bidders will qualify."  The announcement of the
winning party will be second week of January 2012, according to
the report.

The cost to be recouped from Lehman Brothers Special Financing
Inc. involved PSALM's principal only swap deal with the former, a
hedging transaction which is likened to an insurance purchase
which requires the company to pay an annual expense premium
equivalent to 2.687-percent of the notional amount of $100
million for 19 years, the Bulletin explained.  PSALM admitted
that it already made two premium payments for the transaction.

The approved budget for the legal consultant is P20 million, but
Energy Secretary Rene D. Almendras previously indicated the
actual cost may still go higher depending on the expenses to be
incurred in the proceedings, the Bulletin related.

In PSALM's tender notice, it emphasized that the biggest weight
will be given to the "applicable experience of the firm and its
associates/affiliates" -- this accounted for 50-percent of the
criteria and rating system, the Bulletin reported.

                      About Lehman Brothers

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

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

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

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

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

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

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

               International Operations Collapse

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

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

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


LEHMAN BROTHERS: Wins Approval of Settlement With Alston
--------------------------------------------------------
Lehman Brothers Holdings Inc. obtained court approval to settle
nearly $100 million of claims against the company and Lehman
Brothers Special Financing Inc.

The claims were filed by Elliot Associates and Elliott
International following the termination of their derivatives
deals with the Lehman units.  Alston Investments and Ashton
Investments purchased those claims in June of this year.

Pursuant to the terms of the settlement, Alston's claims will be
slashed by as much as 42% or $34.5 million.  Meanwhile, Ashton's
claims will be reduced by approximately 45% or $51.9 million.

Alston will have an allowed claim of $24 million while the other
investment firm will have an allowed claim of more than $32
million against each of the Lehman units.

                      About Lehman Brothers

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

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

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

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

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

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

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

               International Operations Collapse

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

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

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


LEHMAN BROTHERS: Wins Approval of Settlement of $7.7BB Sasco Suit
-----------------------------------------------------------------
Lehman Brothers Holdings Inc. obtained court approval to settle a
$7.7 billion lawsuit filed by investors who bought mortgage-
backed securities issued by Structured Asset Securities Corp.

The deal calls for the settlement of the SASCO suit for a payment
of $40 million.  Of this, $31.7 million will be paid through
LBHI's directors-and-officers liability insurance programs while
the rest will be paid by the company.

LBHI will also shoulder the payment of up to $1.7 million in
connection with the implementation of the settlements of the
SASCO lawsuit and three other cases filed in New York against the
company's directors.

The court order also authorized the payment of $3 million each to
Federal Home Loan Bank of Boston and Stichting Pensioenfonds ABP
by Lehman insurers.

The payment serves as settlement of the lawsuits Federal Home and
Stichting filed against SASCO's officials in connection with
SASCO's issuance of mortgage-backed securities.

                      About Lehman Brothers

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

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

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

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

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

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

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

               International Operations Collapse

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

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

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


LEHMAN BROTHERS: Committee Backs Monetization of Neuberger Stake
----------------------------------------------------------------
The Official Committee of Unsecured Creditors expressed support
for court approval of Lehman Brothers Holdings Inc.'s motion to
monetize its equity interests in Neuberger Berman Group LLC
investment management business.

In a court filing, the Creditors' Committee said the proposed
deal between LBHI and Neuberger Berman will generate as much as
$1.5 billion.  It further said that the company will benefit from
future increases in Neuberger Berman's value under the deal.

LBHI also drew support from the ad hoc group of Lehman Brothers
creditors.  The group asked for approval of the motion after the
company made changes to the terms of the proposed deal to improve
its overall structure.

The amendments provide for an additional 2.5% return on the
preferred interests to the company and a reduction of the
discount to be applied by the valuation agents when determining
the purchase price of the common interests.

A copy of the term sheet containing the amended terms of the
proposed deal is available without charge at:

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

                      About Lehman Brothers

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

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

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

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

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

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

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

               International Operations Collapse

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

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

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


LEHMAN BROTHERS: Underwriters Reach $417MM Deal in Class Suit
-------------------------------------------------------------
Proposed settlements are to be approved by Judge Lewis Kaplan of
the U.S. District Court for the Southern District of New York.
The proposed settlements are valued at $507 million, consisting
of $417 million to be paid by underwriters and $90 million from
former Lehman executives and officers, including former CEO
Richard Fuld.

Underwriters for Lehman Brothers Holdings Inc. agreed to pay $417
million to settle a suit in multidistrict litigation accusing the
bank and its underwriters of misleading investors about risky
subprime mortgage positions in their securities offerings,
including retirement accounts.  The underwriters include Bank of
America, Wells Fargo, and Morgan Stanley.

"We're basically in a salvage mode when you have a case like
this," David Kessler, Esq., at Kessler Topaz Meltzer & Check, in
Radnor, Pennsylvania, told Nate Raymond of The American Lawyer.
"Anytime you get a half billion dollars in a case involving a
bankrupt entity, it's a pretty good result."

Mr. Kessler, according to The American Lawyer, said that
settlements were the works with additional underwriters, and that
the lawyers would most likely file court papers detailing the
agreements later this week.  The report also added that Max
Berger, Esq., at Bernstein Litowitz Berger & Grossman, in New
York, said the additional deals would bring the total settlements
in the case so far to $517 million.

Following this week's agreements, Kessler said that the focus of
the case will now turn to non-settling defendants UBS Financial
Services Inc. and Ernst & Young, the report related.  UBS is
facing different allegations than other underwriters because it
underwrote principal protected notes, structured investment
products that Kessler said were guaranteed regardless of Lehman's
bankruptcy, the report pointed out.

As for Ernst & Young, Anton Valukas's examiner's report concluded
that the auditor had signed off on the Lehman's "materially
misleading" financial statements, the report recalled.  E&Y,
represented by Miles Rutherberg of Latham & Watkins, has said it
believes it "will ultimately prevail on the remaining claim."

David Kessler may be reached at:

        David Kessler, Esq.
        KESSLER TOPAZ MELTZER & CHECK
        280 King of Prussia Road
        Radnor, PA 19087
        Tel: (610) 822-2226
        Fax: (610) 667-7056
        E-mail: dkessler@ktmc.com

Max Berger may be reached at:

        Max Berger, Esq.
        BERNSTEIN LITOWITZ BERGER & GROSSMAN
        1285 Avenue of the Americas
        New York, NY 10019
        Tel: (212) 554-1403
        Fax: (212) 554-1444
        E-mail: mwb@blbglaw.com

                      About Lehman Brothers

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

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

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

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

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

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

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

               International Operations Collapse

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

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

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


LEHMAN BROTHERS: Asia Unit to Pay $1.5-Bil. to Creditors
--------------------------------------------------------
Lehman Brothers Asia Holdings Ltd. is planning to pay a second
interim dividend of $1.5 billion or 12% to creditors of the
former funding entity of Lehman's Asia Pacific business,
Bloomberg News reported.

Liquidator Patrick Cowley of KPMG said the total dividends are
estimated to be between 37.2% and 53.5%.  The dividend will be
paid early next year, according to the report.

                      About Lehman Brothers

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

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

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

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

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

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

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

               International Operations Collapse

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

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

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


LEHMAN BROTHERS AUSTRALIA: Chapter 15 Case Summary
--------------------------------------------------
Chapter 15 Petitioner: Marcus Ayres

Chapter 15 Debtor: Lehman Brothers Australia Limited
                     aka Grange Securities Limited
                   MLC Centre, Level 46
                   19 Martin Place
                   Sydney, New South Wales 2000
                   Australia

Chapter 15 Case No.: 12-10063

Chapter 15 Petition Date: January 6, 2012

Court: U.S. Bankruptcy Court
       Southern District of New York (Manhattan)

Debtor?s Counsel: David R. Seligman, Esq.
                  KIRKLAND & ELLIS LLP
                  300 North LaSalle
                  Chicago, IL 60654
                  Tel: (312) 862-2463
                  Fax: (312) 862-2200
                  E-mail: david.seligman@kirkland.com

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

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

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

Affiliate that filed separate Chapter 11 petition:

        Entity                        Case No.       Petition Date
        ------                        --------       -------------
Lehman Brothers Holdings Inc.         08-13555            09/15/08


LIBERATOR INC: Honored with Multiple AVN Awards Nominations
-----------------------------------------------------------
Liberator, Inc., has been honored with multiple AVN Awards
nominations, including a nomination for its Decor Series Heart
Wedge products, as well as a potential corporate award for Best
Sex Toy Company.  Winners will be announced at the 29th annual AVN
Awards ceremony held on Saturday, January 21 at The Joint inside
the Hard Rock Hotel & Casino in Las Vegas, NV.

"Liberator is thrilled to receive these nominations from AVN,"
said Louis Friedman, President and CEO of Liberator, Inc.  "To
have our hard work and dedication recognized in multiple award
nominations is humbling and extremely gratifying.  I am proud of
our staff and everyone involved in helping support our corporate
culture to achieve this level of awareness and success in the
industry."

Mr. Friedman continued, "We would also like to thank our retailers
and loyal fans of Liberator products worldwide, because this
wouldn't have been possible without them.  We are proud of our
success to date and look forward to the show."

The AVN Awards is the official awards event of the adult
entertainment industry.  For nearly three decades the AVN Awards
show has been the industry's biggest night and the award itself,
the industry's highest honor.  With a stylish red carpet pre-show
and lavish star-studded ceremony, AVN celebrates outstanding
achievements in the business and has been dubbed "the Oscars of
adult" by Entertainment Weekly.

To view the full list of AVN Awards Nominations, please visit:

              http://avnawards.avn.com/2012-nominees

                         About Liberator Inc.

Headquartered in Atlanta, Georgia, Liberator, Inc. is a provider
of goods and information to consumers who believe that sensual
pleasure and fulfillment are essential to a well-lived and healthy
life.  The information that the Company provides consists
primarily of product demonstration videos that the Company shows
on its websites and instructional DVD's that the Company sells.

The Company reported a net loss of $801,252 on $17.32 million of
net sales for the year ended June 30, 2011, compared with a net
loss of $1.03 million on $11.07 million of net sales during the
prior year.

The Company's balance sheet at Sept. 30, 2011, showed
$6.64 million in total assets, $5.44 million in total liabilities,
and $1.19 million in total stockholders' equity.

Gruber & Company, LLC, in Lake Saint Louis, Missouri, noted that
conditions exist which raise substantial doubt about the Company's
ability to continue as a going concern unless it is able to
generate sufficient cash flows to meet its financing requirements
and attain profitable operations.


LMW HOLDINGS: Voluntary Chapter 11 Case Summary
-----------------------------------------------
Debtor: LMW Holdings, LLC
        5 Laurawood Court
        Laurel, MS 39441

Bankruptcy Case No.: 12-50030

Chapter 11 Petition Date: January 9, 2012

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

Judge: Katharine M. Samson

Debtor's Counsel: Craig M. Geno, Esq.
                  CRAIG M. GENO, PLLC
                  587 Highland Colony Parkway
                  P.O. Box 3380
                  Ridgeland, MS 39157
                  Tel: (601) 427-0048
                  Fax: (601) 427-0050
                  E-mail: cmgeno@cmgenolaw.com

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

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

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

The petition was signed by Thomas J. McQuillan, member.

Affiliates that simultaneously sought Chapter 11 protection:

        Debtor                        Case No.
        ------                        --------
Pine Belt Delis, LLC                  12-50031
New Gourmet Deli, LLC                 12-50034
CLP, LLC                              12-50035
New Direction Gourmet, Inc.           12-50036


MADISON 92ND: Plan Outline Hearing Scheduled for Jan. 31
--------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of New York
will convene a hearing on Jan. 31, 2012, at 10:00 a.m., to
consider adequacy of the Disclosure Statement explaining Madison
92nd Street Associates, LLC's proposed Plan of Reorganization
dated Dec. 14, 2011.  Objections, if any, are due Jan. 24.

As reported in the Troubled Company Reporter on Dec. 28, 2011, the
Plan was proposed by Robert Gladstone, co-manager of the Debtor.

According to the Disclosure Statement, the cornerstone of the Plan
is the sale of the hotel and pursuit of causes of action.  It is
expected, but not guaranteed, that the net sale proceeds will be
sufficient to pay all creditors in full.  However, Courtyard
Marriott Corporation, the manager of the hotel, may attempt to
assert a large rejection claim.  While the Proponent believes that
no such claim would be allowed, it believes that any such claim
will be below $500,000, and possibly zero.  Moreover, the
Proponent believes that Courtyard Marriott and affiliates will owe
the Debtor for damages resulting from its malfeasance in the
Courtyard Action, and in the Rejection Motion.  However, in the
event that the Court approves a larger rejection claim than the
Debtor expects, the Plan will not be held up and can still
confirm, as the Plan essentially represents a "pot plan", whereby
the net proceeds of the sale of the hotel will be distributed to
creditors in order of priority in accordance with the terms of the
Plan.

The Plan is intended to enable the Debtor to conduct the sale
without the likelihood of a subsequent liquidation or the need for
further financial reorganization.  The Proponent believes that the
Debtor will be able to perform its obligations under the Plan and
meet its expenses after the Effective Date without further
financial reorganization.  Also, the Proponent believes that the
Plan permits fair and equitable recoveries, while expediting the
closing of the Chapter 11 Case.

The Plan intends to pay creditors as follows:

   Class                            Estimated Percentage Recovery
   -----                                    of Allowed Claims
                                            -----------------
Class 2 GECC Secured Claims                       95.8%

Class 3 General Unsecured Claims    Undetermined, but as high as
                                                   100%

Class 4 Other Unsecured Claims      Undetermined, but as high as
                                                   100%

Class 5 Equity Interests                     Undetermined

A full-text copy of the Disclosure Statement is available for free
at http://bankrupt.com/misc/MADISON_92ND_ds.pdf

                        About Madison 92nd

Madison 92nd Street Associates, LLC, owns real property improved
by a hotel located at 410 East 92nd Street, New York, known as the
Upper East Side Courtyard by Marriott.  It filed for Chapter 11
bankruptcy protection as lender General Electric Capital Corp.,
owed $74 million, has scheduled a foreclosure sale for Aug. 24,
2011.  The petition (Bankr. S.D.N.Y. Case No. 11-13917) was filed
Aug. 16, 2011, before Judge Stuart M. Bernstein.  J. Ted Donovan,
Esq., at Goldberg Weprin Finkel Goldstein LLP, serves as the
Debtor's counsel.  It scheduled $84,471,069 in assets and
$75,398,580 in debts. The petition was signed by Louis Taic,
managing member of 92nd Hotel Associates, LLC and Jeffrey Kosow,
managing member of JKNY, LLC, members of the Debtor.

Courtyard Management Corporation, which manages and operates the
hotel pursuant to a management agreement, is represented by Thomas
R. Califano, Esq., and William M. Goldman, Esq., at DLA Piper LLP
(US).

The Bankruptcy Judge appointed an examiner to explore the best
route to reorganization for the Debtor amid a rift between two
investor groups.  Thomas R. Slome, the examiner, tapped his firm,
Meyer, Suozzi, English & Klein, P.C., as his counsel .


MAJESTIC CAPITAL: Taps R&Q Quest as Investment Banker
-----------------------------------------------------
Majestic Capital, Ltd., fdba CRM Holdings, Inc., asks for
permission from the U.S. Bankruptcy Court for the Southern
District of New York to employ R&Q Quest Management Services,
Limited, as investment banker to market for sale Majestic
Capital's 100% stock interest in Twin Bridges, Limited, a wholly
owned, non debtor subsidiary of Majestic Capital, and/or the
assets of Twin Bridges in accordance with the terms of the
engagement letter dated Dec. 14, 2011.

Pursuant to the terms of the Engagement Letter and in
consideration of the services to be performed by Quest, the
Debtors have agreed to pay Quest a fee upon consummation of a
Transaction in the amount of the greater of $75,000 or 1.5% of the
cash paid to the Debtors as part of a transaction.  The engagement
is for an initial period of six months, subject to renewal by the
parties.

Nicholas Frost, the President of Quest, attests that the firm is a
"disinterested person," as that term is defined in Section 101(14)
of the Bankruptcy Code.

                      About Majestic Capital

Headquartered in Poughkeepsie, New York City, Majestic Capital,
Ltd., formerly known as CRM Holdings Ltd., has two wholly owned
subsidiaries, Majestic USA and Twin Bridges, a Bermuda-based
reinsurance company.  Twin Bridges and Majestic Insurance, a
downstream subsidiary of Majestic USA are the two principal
insurance companies.

The Company filed for Chapter 11 protection (Bankr. S.D.N.Y. Case
No. 11-36225) on April 29, 2011.

Affiliates also sought Chapter 11 protection (Bankr. S.D.N.Y. Case
Nos. 11-36221 - 11-36234) on April 29, 2011.   The Debtors
retained Murphy & King, P.C. as their general bankruptcy counsel
and Genova & Malin as their local counsel.  The Debtors tapped
Michelman & Robinson, LLP, as special counsel, and Day Seckler,
LLP, as accountants and financial advisors.  The Debtor disclosed
$436,191,000 in assets and $421,757,000 in liabilities as of
Dec. 31, 2010.

Bruce F. Smith, Esq., and Steven C. Reingold, Esq., at Jager Smith
P.C., represent the Official Committee of Unsecured Creditors.
The Committee has also tapped J.H. Cohn LLP as its financial
advisors.


MAKENA GREAT: Has Interim OK to Use Wells Fargo Cash Collateral
---------------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Illinois
has granted The Makena Great American Anza Company, LLC, interim
authorization to use cash collateral of Wells Fargo Bank, N.A.,
and to pay critical expenses pursuant to a Budget.  In addition to
the items listed in the Budget, the Debtor and the Receiver are
authorized to pay a $4,000 start-up management fee to Storage Etc.
Property Management, LLC, pursuant to Section 6.1 of the Property
Management Agreement.

As adequate protection for any diminution in the value of its
prepetition collateral, the Lender is granted Replacement Liens in
the Prepetition Collateral, including, without limitation, cash
collateral.  The Replacement Liens will be in addition to the
security interests of the Lender in the Prepetition Collateral and
cash collateral.  In addition, the Lender is granted a
superpriority administrative claim under Section 507(b) of the
Bankruptcy Code in the full amount allowable.

A copy of the Budget is available for free at:

          http://bankrupt.com/misc/makenagreat.doc21.pdf

The Makena Great American Anza Company, LLC
-- http://www.makenacapital.net/ -- is a commercial shopping
center developers in Southern California.  Makena Great American
leads the way in the acquisition and development of "A-Location"
small commercial shopping centers and corner properties in
Southern California.

The Makena Great American Anza Company, LLC, filed a Chapter 11
petition (Bankr. N.D. Ill. Case No. 11-48549) on Dec. 1, 2011, in
Chicago, Illinois.  Gordon E. Gouveia, Esq., at Shaw Gussis
Fishman Glantz Wolfson & Towbin, LLC, in Chicago, serve as counsel
to the Debtor.  The Debtor estimated up to $50,000,000 in assets
and up to $50,000,000 in liabilities.


MESTLER CONSTRUCTION: Case Summary & Creditors List
---------------------------------------------------
Debtor: Mestler Construction, Inc.
        351 Third Avenue, Suite #4
        Chula Vista, CA 91910

Bankruptcy Case No.: 12-00212

Chapter 11 Petition Date: January 9, 2012

Court: U.S. Bankruptcy Court
       Southern District of California (San Diego)

Judge: Louise DeCarl Adler

Debtor's Counsel: James E. Swingley, Esq.
                  JAMES E. SWINGLEY ATTORNEY AT LAW
                  2320 5th Avenue, Suite 200
                  San Diego, CA 92101
                  Tel: (619) 233-1808
                  Fax: (619) 233-1534
                  E-mail: legctr@sbcglobal.net

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

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

The Company?s list of its 19 largest unsecured creditors filed
with the petition is available for free at:
http://bankrupt.com/misc/casb12-00212.pdf

The petition was signed by Cheryl A. Mestler, president.


METAL STORM: Settles Dispute with ASOF Over Convertible Security
----------------------------------------------------------------
Metal Storm Limited entered into an agreement with The Lind
Partners, LLC, as manager of the Australia Special Opportunity
Fund LP (ASOF), under which:

   * ASOF provided loans to the Company in various tranches
     totalling A$700,000; and

   * subject to obtaining Shareholder approval and the
     satisfaction or waiver of various other conditions, ASOF
     agreed to have the A$700,000 in loans, together with a
     further payment of A$200,000 cash, applied as consideration
     for the issue of a new type of convertible security to ASOF.

Metal Storm obtained shareholder approval on Dec. 8, 2011, to
issue the ASOF Convertible Security to ASOF.

Metal Storm has received correspondence from ASOF under which ASOF
has alleged that the Company has breached the Convertible Security
Agreement and has reserved its rights in relation to the alleged
breach.

Metal Storm and ASOF have been in negotiations and have now
reached an agreement to resolve the matter.

The key details of the agreement are as follows:

   (1) The further payment of A$200,000 cash by ASOF under the
       Convertible Security Agreement is no longer required.

   (2) The Company will make early repayment of A$230,000 of the
       ASOF Loan.

   (3) The residual ASOF Loan will be exchanged for the ASOF
       Security, which will have a face value of A$700,000 (all
       other terms of the ASOF Security remain the same).

   (4) ASOF waives Metal Storm's breaches of the Convertible
       Security Agreement and the impact of those breaches on any
       related agreements with ASOF (including the Deed of Debt
       Forgiveness under which ASOF has agreed to forgive
       approximately A$1.53 million of the face value of Secured
       Notes it has agreed to purchase, subject to various
       conditions being satisfied or waived).

   (5) The Company will pay ASOF's reasonable legal expenses in
       relation to this matter.

Through its holding of shares and the ASOF Security, as well as
its proposed acquisition of Secured Notes with a face value of
approximately A$13 million, ASOF continues to have a vested
interest in the Company's future.  Note holders and shareholders
will have an opportunity to vote on the proposed changes to the
terms of the Company's Secured Notes and Interest Bearing Notes at
their respective meetings scheduled on Jan. 12, 2012.  Shareholder
and note holder approval of the proposed changes are key
conditions on the acquisition of the Secured Notes by ASOF.

After implementation of the agreement with ASOF, Metal Storm will
have approximately $750,000 in cash reserves.  The Company
continues to actively seek to complete private placements for the
Rights Issue shortfall and is working to acquire a larger scale
investment.

                         About Metal Storm

Headquartered in Darra, Queensland, Australia, Metal Storm Limited
is a defense technology company with offices in Australia and the
United States.  It specializes in the research, design,
development and integration of projectile launching systems
utilizing its "electronically initiated / stacked projectile"
technology for use in the defense, homeland security, law
enforcement and industrial markets.

As reported by the TCR on July 25, 2011, PricewaterhouseCoopers,
in Brisbane, Australia, expressed substantial doubt about Metal
Storm's ability to continue as a going concern.  The independent
auditors noted that the Company has suffered recurring losses from
operations and has a net capital deficiency.

The Company reported a net loss of A$8.94 million on
A$3.35 million of revenue for 2010, compared with a net loss of
A$11.31 million on A$1.11 million of revenue for 2009.

The Company's balance sheet at Dec. 31, 2010, showed
A$2.15 million in total assets, A$20.64 million in total
liabilities, all current, and an equity deficit of
A$18.49 million.


METAL STORM: Proposes to Issue 41.6 Million Ordinary Shares
-----------------------------------------------------------
Metal Storm Limited proposes to issue 41,666,667 ordinary shares
pursuant to a convertible security agreement.

The Company relies on case 1 in section 708A (5) of the
Corporations Act 2001 (Act) in respect of the issue of the Shares.

                         About Metal Storm

Headquartered in Darra, Queensland, Australia, Metal Storm Limited
is a defense technology company with offices in Australia and the
United States.  It specializes in the research, design,
development and integration of projectile launching systems
utilizing its "electronically initiated / stacked projectile"
technology for use in the defense, homeland security, law
enforcement and industrial markets.

As reported by the TCR on July 25, 2011, PricewaterhouseCoopers,
in Brisbane, Australia, expressed substantial doubt about Metal
Storm's ability to continue as a going concern.  The independent
auditors noted that the Company has suffered recurring losses from
operations and has a net capital deficiency.

The Company reported a net loss of A$8.94 million on
A$3.35 million of revenue for 2010, compared with a net loss of
A$11.31 million on A$1.11 million of revenue for 2009.

The Company's balance sheet at Dec. 31, 2010, showed
A$2.15 million in total assets, A$20.64 million in total
liabilities, all current, and an equity deficit of
A$18.49 million.


METAL STORM: Maturity of Convertible Note Extended to March 2015
----------------------------------------------------------------
Metal Storm Limited advised that Note Holders have approved the
amendment to the Convertible Note Terms at the meeting of Note
Holders held in Brisbane on Jan. 12, 2012.

As a result of this resolution and the Note Holder resolution
being approved, the maturity date of the notes has been extended
to March 1, 2015, and the conversion price formula has been
amended.

The approval of Note Holders is subject to the Company obtaining
Shareholder approval for a similar resolution to amend the Note
Terms.

                         About Metal Storm

Headquartered in Darra, Queensland, Australia, Metal Storm Limited
is a defense technology company with offices in Australia and the
United States.  It specializes in the research, design,
development and integration of projectile launching systems
utilizing its "electronically initiated / stacked projectile"
technology for use in the defense, homeland security, law
enforcement and industrial markets.

As reported by the TCR on July 25, 2011, PricewaterhouseCoopers,
in Brisbane, Australia, expressed substantial doubt about Metal
Storm's ability to continue as a going concern.  The independent
auditors noted that the Company has suffered recurring losses from
operations and has a net capital deficiency.

The Company reported a net loss of A$8.94 million on
A$3.35 million of revenue for 2010, compared with a net loss of
A$11.31 million on A$1.11 million of revenue for 2009.

The Company's balance sheet at Dec. 31, 2010, showed
A$2.15 million in total assets, A$20.64 million in total
liabilities, all current, and an equity deficit of
A$18.49 million.


MOHEGAN TRIBAL: Files Mohegan Sun Statistical Report
----------------------------------------------------
The Mohegan Tribal Gaming Authority posted on its Web site its
Slot Machine Statistical Report for Mohegan Sun containing
statistics relating to slot handle, gross slot win, gross slot
hold percentage, slot win contribution, free promotional slot play
contribution and weighted average number of slot machines.  The
Slot Machine Statistical Report includes these statistics on a
monthly basis for the three months ended Dec. 31, 2011, and the
fiscal year ended Sept. 30, 2011.  A copy of the Slot Machine
Statistical Report is available at http://is.gd/I4djWs

The Authority also posted on its Web site its Slot Machine
Statistical Report for Mohegan Sun at Pocono Downs, a full-text
copy of which is available at http://is.gd/2oOtuH

                        About Mohegan Tribal

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.

The Authority'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.

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.


MOHEGAN TRIBAL: Incurs $6.8 Million Net Loss in Fiscal 2011
-----------------------------------------------------------
GreenMan Technologies, Inc., filed with the U.S. Securities and
Exchange Commission its annual report on Form 10-K, reporting a
net loss of $6.81 million on $1.76 million of net sales for the
year ended Sept. 30, 2011, compared with a net loss of
$5.64 million on $332,533 of net sales during the prior year.

The Company's balance sheet at Sept. 30, 2011, showed
$3.78 million in total assets, $6.86 million in total liabilities,
and a $3.07 million total stockholders' deficit.

Schechter Dokken Kanter Andrews & Selcer, Ltd., in Minneapolis,
Minnesota, noted in its report on the Company's 2011 financial
results that the Company has continued to incur substantial losses
from operations, has not generated positive cash flows and has
insufficient liquidity to fund its ongoing operations that raise
substantial doubt about the Company's ability to continue as a
going concern.

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

                        http://is.gd/A7QWzh

                    About Greenman Technologies

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


MT3 PARTNERS: Judge Beesley Orders Chapter 11 Case Dismissed
------------------------------------------------------------
Judge Bruce T. Beesley of the U.S. Bankruptcy Court for the
District of Nevada entered an order dismissing the Chapter 11 case
of MT3 Partners, LLC, after noting that no party appeared at the
hearing to dismiss the Chapter 11 case nor filed an objection to
the motion.

As reported in the Troubled Company Reporter on Oct. 26, 2011,
MT3 Partners requested for the dismissal, asserting that it has
been and remains unable to formulate a plan of reorganization.
Furthermore, as there are no unencumbered assets for unsecured
creditors, conversion to a Chapter 7 would not be in the best
interest of the creditors nor the estate.

Reno, Nevada-based MT3 Partners, LLC, filed for Chapter 11
bankruptcy protection (Bankr. D. Nev. Case No. 10-54172) on Oct.
22, 2010.  Jeffrey L. Hartman, Esq., at Hartman & Hartman, in
Reno, Nev., serves as counsel to the Debtor.  The Debtor estimated
its assets at $50 million to $100 million and debts at $10 million
to $50 million.


MOUNTAIN ENVIRONMENTAL: Case Summary & Creditors List
-----------------------------------------------------
Debtor: Mountain Environmental, Inc.
        P.O. Box 472
        Hugo, MN 55038

Bankruptcy Case No.: 12-30107

Chapter 11 Petition Date: January 11, 2012

Court: U.S. Bankruptcy Court
       District of Minnesota (St. Paul)

Judge: Gregory F. Kishel

Debtor's Counsel: Steven B. Nosek, Esq.
                  STEVEN B. NOSEK, P.A.
                  2855 Anthony Lane S, Suite 201
                  St. Anthony, MN 55418
                  Tel: (612) 335-9171
                  Fax: (612) 789-2109
                  E-mail: snosek@visi.com

Scheduled Assets: $2,361,209

Scheduled Liabilities: $2,796,521

The Company?s list of its 20 largest unsecured creditors filed
with the petition is available for free at:
http://bankrupt.com/misc/mnb12-30107.pdf

The petition was signed by Paul Montain, president.


NATIVE WHOLESALE: Hires Fredericks Peebles as Special Counsel
-------------------------------------------------------------
Native Wholesale Supply Company sought and obtained authorization
from the U.S. Bankruptcy Court for the Western District of New
York to employ Fredericks Peebles & Morgan LLP as its special
counsel.

                      About Native Wholesale

Native Wholesale Supply Company is in the business of importing
cigarettes and other tobacco products from Canada and selling them
within the United States.  It purchases the products from Grand
River Enterprises Six Nations, Ltd., a Canadian corporation and
the Debtor's only secured creditor.  Native is an entity organized
under the Sac and Fox Nation and has its principal place of
business at 10955 Logan Road in Perrysburg, New York.

Native filed for Chapter 11 bankruptcy (Bankr. W.D.N.Y. Case No.
11-14009) on Nov. 21, 2011.  The Chapter 11 filing was triggered
to resolve an ongoing dispute with the United States government
regarding up to $43 million in assessments made by the government
against the Debtor pursuant to the Fair and Equitable Tobacco
Reform Act of 2004 and the Tobacco Transition Payment Program and
to restructure the terms of payment of any obligation determined
to be owing by the Debtor to the U.S. under the Disputed
Assessment.  The issues pertaining to the Disputed Assessment
resulted in two lawsuits, subsequently consolidated, now pending
in the Federal District Court.


NBOR CORP: Wants Involuntary Case Dismissed for Bad Faith Filing
----------------------------------------------------------------
NBOR Corporation asks the U.S. Bankruptcy Court for the Northern
District of California to dismiss involuntary Chapter 11
bankruptcy case filed against it.

The Debtor explains that:

   -- the interests of creditors and the debtor would be better
   served by dismissal of the case;

   -- under Bankruptcy Code Section 303, the petitioning creditor
   fails to meet the requirements of Bankruptcy Code Section
   303(b);

   -- the petitioning creditor did not file the petition in good
   faith; and

   -- the petitioning creditor's claim is contingent, subject to
   bona fide dispute as to amount, and less than the statutory
   minimum.

The Debtor proposed a Feb. 1, 2012 hearing at 9:30 a.m. on the
requested dismissal of the case.

                      About NBOR Corporation

Mako Strategies, Inc. filed for an involuntary chapter 11 petition
(Bankr. N.D. Calif. Case No. 11-72855) against Oakland,
California-based NBOR Corporation on Dec. 9, 2011.  Bankruptcy
Judge William J. Lafferty presides over the case.  The petitioner
is represented by Randy Michelson, Esq., at Michelson Law Group.


NCOAT INC: Amends Plan of Orderly Liquidation
---------------------------------------------
nCoat, Inc., and its affiliates have filed a filed an amended
disclosure statement in support of its amended joint plan of
reorganization dated Jan. 9, 2012, with the U.S. Bankruptcy Court
for the Middle District of North Carolina.

The Plan of orderly liquidation contemplates the distribution of
the Net Sales Proceeds to pay all Allowed Administrative Expenses
incurred through the Effective Date, Allowed Priority Unsecured
Claims, and Allowed Secured Claims of the Debtors, with any
remaining Net Sales Proceeds to be divided equally between the
estates of the Debtors and, after payment of Allowed
Administrative Expenses incurred after the Effective Date,
distributed to unsecured creditors in each case in accordance with
the priorities established by the Bankruptcy Code.  The Debtors do
not anticipate that any excess funds will be available from the
subsidiary estates to pay claims of creditors of nCoat.  If
confirmed, a claims review process regarding Allowed Claims is
anticipated to take approximately 180 days after the Confirmation
Date.

The Debtor anticipates that the Net Sales Proceeds will be the
only funds available to satisfy costs of administration and, to
the extent possible, the claims of creditors of the Debtors.  Cash
on hand in the Debtors' estates as of the Petition Date, along
with any post-petition collections or recoveries of cash on hand,
funds on deposit, and accounts receivable have been expended
postpetition in payment of administrative expenses, including the
Debtors' payroll and payroll taxes, operating expenses, and
professional fees incurred to date.  The Debtors do not know of
any causes of action or claims which the Debtors could assert
against a third party on behalf of the subsidiary estates and do
not expect any recoveries pursuant to Bankruptcy Causes of Action
or other litigation.  However, the Committee has informed counsel
for the Debtor that it intends to further investigate potential
claims against insiders and third parties on behalf of nCoat which
could result in recoveries for the benefit of creditors of nCoat.
The Plan provides the opportunity for the Debtor and/or the
Committee to pursue the causes of action if warranted.

The estates of MCC and HPC have a claim against the estate of
nTech arising out of the transfer of the Intellectual Property
from MCC and HPC for no consideration in 2006 and 2007.  However,
the Plan provides for the waiver of the claims against nTech in
consideration for the allocation of the Sale Proceeds as between
the Debtors.

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

As reported in the Troubled Company Reporter on Oct. 28, 2011, the
Plan of orderly liquidation contemplates the distribution of
the net sales proceeds ($671,184) to pay all allowed
administrative expenses incurred through the effective date,
allowed priority unsecured claims, and allowed secured claims
(which remain unpaid) of the Debtors, with any remaining net sales
proceeds to be divided equally between the estates of MCC, HPC and
nTech and, after payment of allowed administrative expenses
incurred after the Effective Date, distributed to unsecured
creditors in each case in accordance with the priorities
established by the Bankruptcy Code.

The Debtors expect that there may be funds remaining in the nTech
estate after the payment of all secured and unsecured creditors,
which would then be distributed to secured and unsecured creditors
of nCoat in accordance with the priorities established by the
Bankruptcy Code.  The Debtors do not anticipate that any excess
funds will be available from the estates of MCC and HPC to pay
claims of creditors of nCoat.

The Allowed Unsecured Claims of nCoat of $788 million (Class 17)
will be paid from the nCoat Available Cash (in full or pro rata
depending upon the amount of nCoat Available Cash) in one or more
distributions after the Effective Date upon the realization of
nCoat Available Cash, and after payment in full of Allowed
Administrative Expenses incurred by nCoat on or after the
Effective Date.

The Debtors has estimated that there will likely be no meaningful
distribution on Class 17 Allowed Unsecured Claims.

The existing equity interests (Class 18) will be extinguished and
no distributions will be made on account of such old equity
interests.

A copy of the Disclosure Statement is available for free at:

           http://bankrupt.com/misc/ncoat.DS.dkt238.pdf

                         About nCoat Inc.

nCoat, Inc., filed for Chapter 11 protection on Aug. 16, 2010,
(Bankr. M.D. N.C. Case No. 10-11512).  John A. Northen, Esq., and
Vicki L. Parrott, Esq., who have offices in Chapel Hill, North
Carolina, represent the Debtor.  The Debtor disclosed $1,375,746
in assets and $913,619,139 in debts.

Affiliates High Performance Coatings, Inc. (Bankr. M.D.N.C. Case
No. 10-11515); MCC, Inc., dba Jet Hot (Bankr. M.D. N.C. Case No.
10-11514); and nTech, Inc. (Bankr. M.D. N.C. Case No. 10-11513)
file separate Chapter 11 petitions on Aug. 16, 2010.

Julie B. Pape, Esq., and William B. Sullivan, Esq., at Womble
Carlyle Sandridge & Rice, PLLC, in Winston-Salem, N.C., represent
the Official Committee of Unsecured Creditors.

On Sept. 28, 2010, the Bankruptcy Court approved the sale
substantially all of the Debtors' assets to Fort Ashford Funds,
LLC, subject to higher and better bids at an auction.  No bids
were received by the Debtors other than the initial bid of
Fort Ashford.  The sale closed on Oct. 1, 2010.

After the Sale Date, the Debtors ceased all business operations,
paid all undisputed secured claims, assumed and assigned certain
executory contracts and unexpired leases to the designee of Fort
Ashford, and retained two employees to close the books and records
and wind up the business affairs of the Debtors.

The Debtors, prior to the Sale Date, specialized in nanotechnology
research, licensing, and the commercialization, distribution and
application of nano-structured as well as multiple non-nano
structured surface coatings.  The Debtors' specialized coatings
were used by the automotive, diesel engine, trucking, recreational
vehicle, motorcycle, aerospace and oil and gas industries for heat
management, corrosion resistance, friction reduction, bond
strength and appearance.


NEWPAGE CORP: Court Modifies Order Approving PwC Employment
-----------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware revised its
prior order authorizing Newpage Corporation, et al., to employ
PricewaterhouseCoopers LLP as their independent auditor and
accountants.  The Court directed PwC to provide 10 business days'
advance notice to the Debtors or the Official Committee of
Unsecured Creditors before:

   (i) commencing work that is reasonably anticipated to cause the
       aggregate fees to PwC to exceed the fixed fee contemplated
       by the Engagement Letters by $100,000 or more; or

  (ii) increasing the hourly billable rates of individuals
       assigned to the engagement.

The order will not prejudice or otherwise affect any of the rights
of the Committee to challenge reasonableness of PwC's compensation
and expense reimbursements, including, without limitation,
pursuant to Sections 330 and 331 of the Bankruptcy Code.

                        About NewPage Corp.

Headquartered in Miamisburg, Ohio, NewPage Corporation was the
leading producer of printing and specialty papers in North
America, based on production capacity, with $3.6 billion in net
sales for the year ended Dec. 31, 2010.  The company's product
portfolio is the broadest in North America and includes coated
freesheet, coated groundwood, supercalendered, newsprint and
specialty papers.  These papers are used for corporate collateral,
commercial printing, magazines, catalogs, books, coupons, inserts,
newspapers, packaging applications and direct mail advertising.

NewPage owns paper mills in Kentucky, Maine, Maryland, Michigan,
Minnesota, Wisconsin and Nova Scotia, Canada.  These mills have a
total annual production capacity of roughly 4.1 million tons of
paper, including roughly 2.9 million tons of coated paper, roughly
1.0 million tons of uncoated paper and roughly 200,000 tons of
specialty paper.

NewPage, along with affiliates, filed Chapter 11 bankruptcy
protection (Bankr. D. Del. Lead Case No. 11-12804) on Sept. 7,
2011.  Martin J. Bienenstock, Esq., Judy G.Z. Liu, Esq., and
Philip M. Abelson, Esq., Dewey & Leboeuf LLP, in New York, serve
as counsel.  Laura Davis Jones, Esq., at Pachulski Stang Ziehl &
Jones LLP, in Wilmington, Delaware, serves as co-counsel.  Lazard
Freres & Co. LLC is the investment banker, and FTI Consulting Inc.
is the financial advisor.  Kurtzman Carson Consultants LLC is the
claims and notice agent.  In its balance sheet, the Debtors
disclosed $3.4 billion in assets and $4.2 billion in total
liabilities as of June 30, 2011.

At an organizational meeting of creditors held on Sept. 21, 2011,
the Committee selected Paul Hastings LLP as its bankruptcy
counsel and Young Conaway Stargatt & Taylor, LLP to act as its
Delaware and conflicts counsel.

NewPage prevailed over most objections from the official
creditors' committee and won agreement from the bankruptcy judge
on final approval of $600 million in secured financing.

Moody's Investors Service assigned a Ba2 rating to the
$350 million first-out revolving debtor-in-possession credit
facility and a B2 rating to the $250 million second-out debtor-in-
possession term loan for NewPage.


NORTHERN BERKSHIRE: Further Fine-Tunes Proposed Chapter 11 Plan
---------------------------------------------------------------
Northern Berkshire Healthcare, Inc., et al., filed on Jan. 5,
2012, a Modified Second Amended Disclosure Statement to accompany
the Debtors' Modified Second Amended Plan of Reorganization.

Pursuant to Section 4.3 of the Plan, each of the Debtors, as
Reorganized Debtors, will continue to exist on and after the
Effective Date as a separate legal entity, with all the powers
available to such legal entity under applicable law and pursuant
to the applicable New Constituent Documents, and without prejudice
to any right to alter or terminate such existence (whether by
merger, sale, or otherwise) in accordance with such applicable
law.

If the Plan is confirmed by the Bankruptcy Court, the Holders of
Allowed Claims related to the MDFA and MHEFA Notes will
respectively receive, in full satisfaction and discharge of
their Claims, new bonds secured by beneficial interests in the New
MDFA Note, New MHEFA Note, and the ECF Notes (and, if NARH or NBH
affiliates with another healthcare institution under certain
conditions, the Affiliation Notes); the Holder of the Allowed VNA
Hoosac Bank Secured Claim will receive proceeds of the sale of the
VNA Building up to the Allowed amount of its Secured Claim; the
Holders of Allowed Other Secured Claims unrelated to the MDFA and
MHEFA Notes or the VNA Building will each receive, in full
satisfaction and discharge of their Claims, a New Note secured by
the same collateral or other collateral of like value except as
otherwise provided in the Plan; and the Holders of Allowed
PBGC Prepetition Claims, Allowed General Unsecured Claims, and the
Allowed VNA Hoosac Bank Deficiency Claim will receive, in full
satisfaction and discharge of their Claims, their Pro-Rata Share
of the Post-Effective Trust Interests conditioned on the
appropriate Classes voting to accept the Plan.  All distributions
under the Plan will be made on or as soon as practicable after the
Effective Date, except as otherwise provided in the Plan.

In addition, ACA has proposed the ACA Insurance Commutation, under
which Commuting Bondholders under the MDFA Note may receive up to
$5 million from ACA, over and above any recoveries to which
Commuting Bondholders would be entitled from the Reorganized
Debtors, which reduces the Allowed amount of the MDFA Note Claim
and the amount of New MDFA Bonds the Commuting Bondholders will
receive.

A copy of the Modified Second Amended Disclosure Statement is
available for free at:

      http://bankrupt.com/misc/northernberkshire.doc438.pdf

                About Northern Berkshire Healthcare

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

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

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

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

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


NEVADA CANCER: Institute's Sale to UCSD Wins Court Approval
----------------------------------------------------------
Dow Jones' DBR Small Cap reports that Nevada Cancer Institute won
bankruptcy court approval Thursday to sell its assets to the
University of California San Diego Health System for $18 million.

                        About Nevada Cancer

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.


NEVADA CANCER: Notifies Court of Counsel's Hourly Rates Changes
---------------------------------------------------------------
Nevada Cancer Institute notifies the U.S. Bankruptcy Court for the
District of Nevada that its proposed reorganization counsel Klee,
Tuchin, Bogdanoff & Stern LLP, has changed its hourly rates,
effective Jan. 1, 2012.

The new rates for the professionals at KTB&S that are most likely
to perform services in the case during the coming year are:

         Michael L. Tuchin, Esq.        $950
         Martin R. Barash, Esq.         $725
         Courtney E. Pozmantier, Esq.   $510
         Jonathan M. Weiss, Esq.        $290*
         Shanda D. Dahl, paralegal      $250*

* The hourly rates for individuals noted with an asterisk have not
changed.  Their 2012 hourly rates are the same as their 2011
hourly rates.

As reported in the Troubled Company Reporter on Dec. 28, 2011,
previous rates of Klee professionals expected to be most active in
the Debtor's case are:

          Professional               Position     Hourly Rate
          ------------               --------     -----------
          Michael L. Tuchin          Partner          $895
          Martin R. Barash           Partner          $715
          Courtney E. Pozmantier     Associate        $490
          Jonathan M. Weiss          Associate        $290
          Shanda D. Dahl             Paralegal        $250

                  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.

The Debtor scheduled $129,240,202 in assets and $99,801,251 in
liabilities.  Lisa Madar signed the petition as secretary.

Chief Bankruptcy Judge Mike K. Nakagawa oversees the case.  The
Debtor is represented by 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.


NORTEL NETWORKS: Fraud Trial of Ex-Officials Set to Begin
---------------------------------------------------------
Dow Jones' Daily Bankruptcy Review reports that Canadian
prosecutors dropped four of seven fraud-related charges against
three former Nortel Networks Corp. executives, ahead of a criminal
trial for the men beginning this week that will mark one of the
final legal chapters in one of the country's biggest corporate
flameouts.

                       About Nortel Networks

Nortel Networks (OTC BB: NRTLQ) -- http://www.nortel.com/-- was
once North America's largest communications equipment provider.
It has sold most of the businesses while in bankruptcy.

Nortel Networks Corp., Nortel Networks Inc., and other affiliated
corporations in Canada sought insolvency protection under the
Companies' Creditors Arrangement Act in the Ontario Superior Court
of Justice (Commercial List).  Ernst & Young was appointed to
serve as monitor and foreign representative of the Canadian Nortel
Group.

The Monitor sought recognition of the CCAA Proceedings in the
U.S. by filing a bankruptcy petition under Chapter 15 of the U.S.
Bankruptcy Code (Bankr. D. Del. Case No. 09-10164).  Mary
Caloway,Esq., and Peter James Duhig, Esq., at Buchanan Ingersoll &
Rooney PC, in Wilmington, Delaware, serves as the Chapter 15
petitioner's counsel.

Nortel Networks Inc. and 14 affiliates filed separate Chapter 11
petitions (Bankr. D. Del. Case No. 09-10138) on Jan. 14, 2009.
Judge Kevin Gross presides over the case.  James L. Bromley, Esq.,
at Cleary Gottlieb Steen & Hamilton, LLP, in New York, serves as
general bankruptcy counsel; Derek C. Abbott, Esq., at Morris
Nichols Arsht & Tunnell LLP, in Wilmington, serves as Delaware
counsel.  The Chapter 11 Debtors' other professionals are Lazard
Freres & Co. LLC as financial advisors; and Epiq Bankruptcy
Solutions LLC as claims and notice agent.  Fred S. Hodara, Esq.,
at Akin Gump Strauss Hauer & Feld LLP, in New York, and
Christopher M. Samis, Esq., at Richards, Layton & Finger, P.A., in
Wilmington, Delaware, represent the Official Committee of
Unsecured Creditors.

Certain of Nortel's European subsidiaries also made consequential
filings for creditor protection.  On May 28, 2009, at the request
of the Administrators, the Commercial Court of Versailles, France
ordered the commencement of secondary proceedings in respect of
Nortel Networks S.A.  On June 8, 2009, Nortel Networks UK Limited
filed petitions in this Court for recognition of the English
Proceedings as foreign main proceedings under chapter 15 of the
Bankruptcy Code.

Nortel Networks divested off key assets while in Chapter 11.
Nortel has raised $3.2 billion by selling its operations as it
prepares to wind up a two-year liquidation due to insolvency.  In
June 2011, Nortel added US$4.5 billion to its cash pile after
agreeing to sell its remaining patent portfolio to Rockstar Bidco,
a consortium consisting of Apple Inc., EMC Corporation,
Telefonaktiebolaget LM Ericsson, Microsoft Corp., Research In
Motion Limited, and Sony Corporation.  The consortium defeated a
$900 million stalking horse bid by Google Inc. at an auction.  The
deal closed in July 2011.

Nortel Networks has filed a proposed plan of liquidation in the
U.S. Bankruptcy Court.  The Plan generally provides for full
payment on secured claims with other distributions going in
accordance with the priorities in bankruptcy law.


OXLEY DEVELOPMENT: Motion to Dismiss or Convert Case Denied
-----------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of Georgia
denied the motion to dismiss or convert Oxley Development Company,
Inc.'s Chapter 11 case.

As reported in the Troubled Company Reporter on Dec. 15, 2011,
Donald F. Walton, U.S. Trustee for Region 21, asked the Court for
the Southern District of Georgia to dismiss the Chapter 11 case of
the Debtor, or in the alternative convert the case to one under
Chapter 7.

The U.S. Trustee stated that the Debtor has not provided certain
information and documents requested by the U.S. Trustee, did not
attend the Initial Debtor Interview scheduled by the U.S. Trustee,
and did not attend the section 341 meeting of creditors scheduled
by the Court, which circumstances constitute cause for conversion
or dismissal pursuant to 11 U.S.C. Sections 1112(b)(4)(C) and (H).

                 About Oxley Development Company, LLC

Oxley Development Company, LLC, based in Kingsland, Georgia, filed
for Chapter 11 bankruptcy (Bankr. S.D. Ga. Case No. 11-21338) on
Oct. 31, 2011.  In its petition, the Debtor scheduled assets of
$125,700,000 and debts of $61,289,500.  The petition was signed by
Carl M. Drury, III, managing member.  William S. Orange, III,
Attorney at Law, is the Debtor's Chapter 11 counsel.


PACIFIC SUNWEAR: To Close Hundreds of Stores
--------------------------------------------
Tyrone Richardson at The Morning Call reports that Pacific Sunwear
of California Inc., is shuttering hundreds of underperforming
stores, including locations in Palmer Park and Phillipsburg malls,
according to store workers.

Pacific Sunwear announced in December that it would shutter
roughly 200 stores over the next 14 months due to lackluster
sales, the report says.

The Morning Call relates that both Palmer Park and Phillipsburg
stores are hosting liquidation sales.  Store workers has said it
wasn't known when the liquidation sales would end, the report
relays.

Pacific Sunwear of California, Inc. -- http://www.pacsun.com/--
is a specialty retailer rooted in the California lifestyle.  The
company sells casual apparel with a limited selection of
accessories and footwear designed to meet the needs of teens and
young adults.  As of May 1, 2010, the company operated 758 PacSun
stores and 125 PacSun Outlet stores for a total of 883 stores in
50 states and Puerto Rico.


PARTNERS MUTUAL: A.M. Best Upgrades FSR From 'C++'
--------------------------------------------------
A.M. Best Co. has removed from under review with positive
implications and upgraded the financial strength rating (FSR) to
A- (Excellent) from C++ (Marginal) and issuer credit rating (ICR)
to "a-" from "b" of Partners Mutual Insurance Company (Partners)
(Waukesha, WI).

Concurrently, A.M. Best has affirmed the FSR of A- (Excellent) and
ICRs of "a-" of Penn National Insurance (Penn National) and its
members, Pennsylvania National Mutual Casualty Insurance Company
(Penn Mutual), Penn National Security Insurance Company (both
domiciled in Harrisburg, PA) and Founders Insurance Company
(Lawrenceville, NJ).  Additionally, A.M. Best affirmed the debt
rating of "bbb" on $50 million 9.5% 30-year surplus notes, due
2034 issued by Penn Mutual. The outlook for all ratings is stable.


Partners' ratings were upgraded following receipt of an executed
affiliation agreement and confirmation of an approved reinsurance
pooling agreement that includes Penn Mutual, Penn National
Security and Partners as reinsurance pool members.  Under the
terms of the pooling agreement, these companies will participate
in the consolidated results of their proportional share as
follows: Penn Mutual (49%), Penn National Security (49%) and
Partners (2%).  The reinsurance pooling agreement provides the
companies with increased diversification through additional spread
of risk, closely aligns the results of their consolidated
operations and provides Penn National with access to the
territories in Wisconsin and Iowa through Partners independent
agency base.  Partners will continue to operate as a separate
entity writing commercial and personal lines in Wisconsin and
Iowa.  Going forward, the affiliation will provide Partners with
greater economies of scale and product enhancements.

The affirmation of Penn National's ratings reflects the group's
excellent risk-adjusted capitalization, generally sound operating
performance and history of organic surplus growth achieved through
retained earnings, which has improved leverage measures during the
recent five-year period.  The ratings also consider management's
initiatives to eliminate the earnings drag of lead-based paint
claims through reinsurance covering all existing and future claims
up to a predetermined limit.

Partially offsetting these positive rating factors are the
significant deterioration in underwriting results in recent years
reflective of adverse development on lead-based paint claims and
significant weather-related losses, the resulting downturn in the
group's pre-tax return on revenue measures, which trail the peer
composite over the long term, and the geographic risk
concentration that exposes results to the potential for weather-
related claims.

Despite these concerns, the outlook reflects A.M. Best's
expectation that earnings should improve over the near term, given
the elimination of lead-based paint claims, and that overall
capitalization will remain fully supportive of management's
conservative operating and investment philosophy.

Factors that could result in upward movement of the group's
ratings include a significant improvement in operating earnings
and resulting return on revenue measures that can be sustained
over a period of time.  Accordingly, this would enhance the
group's ability to generate surplus growth, which has been
impacted in recent years due to operating losses.

However, factors that could result in downward rating pressure
over the near term include additional weakening in operating
earnings due to deteriorating underwriting performance or a
material increase in catastrophe losses beyond expectations, which
weakens overall capitalization.


PEAK BROADCASTING: Case Summary & 30 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: Peak Broadcasting, LLC
        1071 West Shaw Avenue
        Fresno, CA 93711

Bankruptcy Case No.: 12-10183

Chapter 11 Petition Date: January 10, 2012

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

Debtor's Counsel: Michael Seidl, Esq.
                  PACHULSKI, STANG, ZIEHL, YOUNG & JONES
                  919 N. Market Street, Suite 1600
                  P.O. Box 8705
                  Wilmington, DE 19899-8405
                  Tel: (302) 652-4100
                  Fax: (302) 652-4400
                  E-mail: mseidl@pszyj.com

Estimated Assets: $50,000,001 to $100,000,000

Estimated Debts: $50,000,001 to $100,000,000

The petition was signed by Todd Lawley, CEO and managing member.

Affiliates that sought Chapter 11 protection on Jan. 11, 2012:

       Debtor                                  Case No.
       ------                                   --------
Peak Broadcasting of Fresno, LLC               12-10184
Peak Broadcasting of Boise, LLC                12-10185
Peak Broadcasting of Fresno Licenses, LLC      12-10186
Peak Broadcasting of Boise Licenses, LLC       12-10187

Debtor's List of Its 30 Largest Unsecured Creditors:

        Entity                     Nature of Claim    Claim Amount
        ------                     ---------------    ------------
Stephen Investments, Inc.          Rent                    $45,954
2141 Tuolumne, Suite A
Fresno, CA 93721-1235

Arbitron Inc.                      Trade                   $38,318
P.O. Box 3228
Carol Stream, IL 60132-3228

Pacific Gas & Electric             Utility                 $36,305
Box 997300
Sacramento, CA 95899-7300

Pacific Source                     Trade                   $28,742

Premiere Radio Networks            Trade                   $18,103

Katz Radio                         Trade                   $17,143

ASCAP                              Trade                   $15,832

American Tower Corp.               Rent                    $10,937

BMI                                Trade                    $9,634

Clear Channel Radio Sales          Trade                    $8,036

SESAC                              Trade                    $6,619

CDW Direct                         Trade                    $6,018

Harry W. Morrison Foundation       Trade                    $5,481

Sound Exchange                     Trade                    $5,163

Associated Press                   Trade                    $4,533

Idaho Power                        Utility                  $4,512

JMPH 26                            Trade                    $4,100

Office Depot                       Trade                    $3,500

Marketron Broadcast Solutions      Trade                    $2,053

ABM Janitorial                     Trade                    $1,995

Streamguys Inc.                    Trade                    $1,680

Platformic                         Trade                    $1,500

Madera District Fair               Trade                    $1,250

Office Depot                       Trade                    $1,241

US Bancorp.                        Rent                     $1,183

Century Link                       Trade                      $998

Thyssenkrupp Elevator              Trade                      $880

Automotive Rentals, Inc.           Rent                       $831

Integra Telecom                    Trade                      $829

Radio Advertising Bureau           Trade                      $763


PHOENIX LIFE: A.M. Best Affirms FSR at 'B+'
-------------------------------------------
A.M. Best Co. has revised the outlook to positive from stable and
affirmed the financial strength rating (FSR) of B+ (Good) and
issuer credit ratings (ICR) of "bbb-" of the core life insurance
entities of The Phoenix Companies, Inc. (Phoenix) [NYSE: PNX],
which includes Phoenix Life Insurance Company (Phoenix Life) and
PHL Variable Insurance Company.  In addition, A.M. Best has
revised the outlook to positive from stable and affirmed the ICR
of "bb-" of Phoenix, as well as all the debt ratings on the
outstanding securities issued by the group.  All companies are
headquartered in Hartford, CT.  (See below for a detailed listing
of the debt ratings.)

The revised outlook reflects the positive actions taken by
Phoenix's management in improving the company's strategy, which
includes stabilizing Phoenix's balance sheet while transforming
its business profile and successfully executing new business
growth.  Specifically, A.M. Best notes Phoenix's increased
capitalization levels, improved revenues and earnings, reduced
surrender activity, good expense management and continued de-
risking of its investment portfolio.  During the last two years,
the company has repositioned its annuity line by developing and
offering fixed indexed annuities to the middle market.  As a
result, Phoenix has experienced meaningful top line revenue growth
in 2011 with deposits projected to reach approximately $1.2
billion in 2012.

Additionally, Phoenix has expanded its distribution capabilities
within its Saybrus subsidiary, which is now expected to be
profitable, while continuing to expand its relationships with
independent marketing organizations.  Surrenders in both the life
and annuity businesses have trended positively on a sequential
basis as a result of conservation efforts and are now closer to
historical norms.  Additionally, credit impairments are trending
positively and are expected to trend towards long-term historical
levels in 2012.

A.M. Best believes the group continues to maintain relatively
manageable financial leverage, which is expected to be roughly 27%
at year-end 2011, with interest coverage approaching three times,
and both are within A.M. Best guidelines for the organization's
current ratings.  In addition, Phoenix holds additional liquidity
at the holding company to cover its fixed charges by two times.

Somewhat offsetting these positive rating factors are the
potential for a reversal of the aforementioned positive trends.
A.M. Best notes that Phoenix's new business is concentrated around
the highly competitive fixed indexed annuity line of business,
which requires competitive pricing and ongoing risk management.
Also, although surrender activity has slowed, the levels remain
above industry norms and can potentially place additional
liquidity stress on the company at a time when alternative sources
are limited.  Risks also remain in the investment portfolio based
on the above-average size of below investment grade holdings
relative to surplus as well as spread compression due to lower
portfolio reinvestment yields.  Moreover, although Phoenix Life's
risk-adjusted capital level will benefit from a recent reinsurance
transaction on a portion of its closed block, A.M. Best views the
transaction as financial reinsurance and one-time in nature.
Nevertheless, the group has been able to organically grow its
regulatory capital ratios year-over-year through statutory
operating earnings.  A.M. Best believes Phoenix can benefit from
additional administrative system consolidations in order to reduce
general expenses and continue efforts to broaden the product line
while maintaining overall improvements in persistency.

Factors that could lead to positive rating actions include the
continuation of positive growth trends in Phoenix's revenues and
earnings leading to increased risk-adjusted capital levels,
moderating trends in asset impairments, further expense
improvements within policyholder administrative platforms and a
broadening of Phoenix's business profile.

Factors that could lead to negative rating actions include a
return by Phoenix to higher levels of credit risk and investment
impairments, increases in surrender activity or other liquidity
events, significant decline in regulatory capital ratios or a
reversal of the current trend in positive earnings.

Concurrently, A.M. Best has affirmed the FSRs of B+ (Good) and the
ICRs of "bbb-" of Phoenix Life and Annuity Company and American
Phoenix Life and Reassurance Company.  The outlook for both
ratings is stable.  These two Phoenix subsidiaries are immaterial
to the group and are not writing new business.

The following debt ratings have been affirmed:

The Phoenix Companies, Inc.?
-- "bb-" on $300 million 7.45% senior unsecured notes, due 2032

Phoenix Life Insurance Company?
-- "bb" on $175 million 7.15% surplus notes, due 2034


PLUM TV: Court Sets Jan. 23 Hearing to Consider Auction Sale
------------------------------------------------------------
Plum TV, Inc., disclosed that that the U.S. Bankruptcy Court for
the Southern District of New York has scheduled a hearing for Jan.
30, 2012, to consider auction procedures for the sale of the
Company's assets under Section 363 of the Bankruptcy Code.

Additionally, the Bankruptcy Court approved a $250,000 interim
loan to the Company by a "stalking horse" bidder to be used to
fund ongoing operations.  If the Court-supervised auction
procedures are approved at the January 30 hearing, the Company
anticipates that an auction of the Company's assets will be held
on March 1, 2012.

Plum TV, Inc., is the owner of the Plum Network of local cable TV
channels serving upscale and resort markets such as Martha's
Vineyard and the Hamptons.

Plum TV, Inc. fdba Plum TV LLC, filed a Chapter 11 petition
(Bankr. S.D.N.Y. Case No. 12-10017) on Jan. 3, 2011, in Manhattan.
Adam L. Rosen, Esq., at Silverman Acampora LLP, in Jericho, New
York, serves as counsel to the Debtor.  The Debtor estimated up to
$10 million in assets and up to $50 million in liabilities as of
Chapter 11 filing.


POWER EFFICIENCY: Seeks Stockholder Consent to Amend Pref. Stock
----------------------------------------------------------------
Power Efficiency Corporation sent a cover letter and form of
consent to certain holders of its non-registered Series B, Series
C-1 and Series D Convertible Preferred Stock, and to certain of
its holders of common stock, disclosing the terms and conditions
of a potential purchase of approximately $2,500,000 of its newly
created Series E Convertible Preferred Stock, by a single existing
shareholder of the Company, such preferred stock to be convertible
into 250,000,000 shares of Company common stock.  Those
stockholders also received a copy of the non-binding letter of
intent with respect to the Investment.  The purpose of such
correspondence is to seek consent of those stockholders to amend
certain terms of the Designation of Rights, Preferences and
Limitations relating to the Preferred Stock which might be
impacted by the Investment.

The preferred stock and underlying securities which may be issued
in this Investment are not, and will not be, registered under the
Securities Act of 1933, as amended, or state securities laws, and
unless so registered, may not be offered or sold in the United
States except pursuant to an applicable exemption from the
registration requirements of the Securities Act and applicable
state securities laws.

There can be no assurance that the consent of the requisite number
of shares will be received to amend the Designations or that the
Investment will be consummated.

                       About Power Efficiency

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

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

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

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

                        Bankruptcy Warning

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


PRESTIGE TELECOM: Has Until Feb. 14 to Submit Plan to Creditors
---------------------------------------------------------------
The Canadian Press reports that insolvent Prestige Telecom Inc.
said it has received a purchase offer from a company that wants to
acquire its tax losses and been given more time to submit a
proposal to its creditors in bankruptcy court.

The company said the Quebec Superior Court has granted the delay
of its proposal until Feb. 14, according to the report.

The Canadian Press relates that Prestige said that it has received
a purchase offer from a numbered company affiliated with Thornhill
Investments Inc., which has already purchased the Montreal-based
company's assets.

Thornhill has offered to buy all of the company's outstanding
shares for $500,000, less fees and costs, the report discloses.

The company's shares last traded at three cents each but they'll
likely be worthless once the bankruptcy proceeding is complete,
the Canadian Press notes.

According to the report, Prestige said it is reviewing the offer
along with its financial and legal advisers.  Any deal would be
subject to approval of the court, the Canadian Press notes.

                      About Prestige Telecom

Headquartered in Quebec, Canada, Prestige Telecom Inc. was engaged
in construction, engineering, equipment supply, refurbishing and
installation of telecom wireless application and telephone
exchanges and is also engaged in designing, mapping and laying
cable for telecom and cable industries.

In November 2011, Prestige Telecom, Inc., filed with the Office of
the Superintendent of Bankruptcy a notice of intention to submit a
proposal to its creditors pursuant to the Bankruptcy and
Insolvency Act ( Canada ), appointing Raymond Chabot Inc. as
trustee.  Prestige has taken this action in connection with the
receipt from its main lender and secured creditor, Canadian
Imperial Bank of Commerce (CIBC), of a prior notice of its
intention to enforce its secured rights over all or substantially
all of the Company's assets in accordance with section 244 of the
Bankruptcy and Insolvency Act.


RCC SOUTH: SFI Belmont's Reorganization Plan Wins Court Approval
----------------------------------------------------------------
The Hon. Sarah S. Curley of the U.S. Bankruptcy Court for the
District of Arizona confirmed SFI Belmont LLC's Plan of
Reorganization dated Sept. 2, 2011, as non-adversely modified on
Nov. 23, 2011.

The Court considered at a Nov. 22, 2011, hearing the confirmation
of two competing Chapter Plans as proposed by RCC South, LLC and
SFI Belmont Plan.

According to the Debtor's case docket, the transcript of the
hearing or trial on Nov. 22 hearing will not be electronically
available for 90 days from the date of filing of the transcript,
pursuant to Judicial Conference Policy.  Transcript access will be
restricted until Feb. 21, 2012.  During the period, copies of the
transcript may be purchased from the transcription service AV
Tranz.

As reported in the TCR on Sept. 2, 2011, Lender SFI Belmont LLC,
successor-in-interest to iStar FM Loans LLC, a secured creditor
and party-in-interest in the bankruptcy case of RCC South, LLC,
filed a disclosure statement to accompany its Plan of
Reorganization of the Debtor, dated Sept. 2, 2011.

                           Plan Summary

The Lender Plan contemplates appointment of a Plan Administrator
who will establish a Trust from which most of the Debtor's
creditors, except those who own or are otherwise closely
affiliated with the Debtor, will be paid in full.

The Plan also contemplates a transfer of the Debtor's Property to
Belmont, free and clear of all liens, claims, interests and
encumbrances, except for Permitted Encumbrances, in satisfaction
of $55,000,000 of the Belmont Secured Claim (Class 3) and in
consideration for Belmont's agreement to waive its Unsecured Claim
(Class 4), in the amount of approximately $22,000,000, against the
Debtor only, and in consideration for Belmont providing the
Belmont Plan Funding, which will be used to pay the Allowed Claims
against the Debtor.

A copy of the disclosure statement accompanying the Lender Plan is
available for free at http://is.gd/ucJdhb

                         The Debtor's Plan

On Nov. 4, 2011, the Court approved the Debtor's Fourth Amended
Disclosure Statement relating to Plan of Reorganization, as
modified by the Court's Oct. 26, 2011, ruling.

The Debtor related that the Plan is complete, inasmuch as it
proposes a legally binding agreement by the Debtor, and an
intelligent judgment cannot be made without reading it in full.
With the exception of the Classes 1-A through 1-C, all the
creditors of the Debtor are impaired under the terms of the Plan.

The Secured Creditors are impaired because they will be subjected
to different treatment than they had originally contracted for
with the Debtor.  The Unsecured Creditors will be impaired because
they will be subject to different treatment than they originally
contracted for.  Thus, the Debtor will have numerous classes with
the right to vote on its Plan of reorganization.

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

                         About RCC South

Scottsdale, Arizona-based RCC South, LLC, owns and operates two
Class A" office buildings known as Phase III and Phase IV of the
Raintree Corporate Center in Scottsdale Arizona.  The Company
filed for Chapter 11 bankruptcy protection (Bankr. D. Ariz. Case
No. 10-23475) on July 27, 2010.  John J. Hebert, Esq., Philip R.
Rudd, Esq., and Wesley D. Ray, Esq., at Polsenelli Shughart, P.C.,
in Phoenix, Ariz., assist the Debtor in its restructuring
effort.  The Debtor estimated its assets and debts at $50 million
to $100 million as of the Petition Date.


REAL MEX: Gets Two-Month Extension to File Chapter 11 Plan
----------------------------------------------------------
Dow Jones' DBR Small Cap reports that Real Mex Restaurants Inc.
won a two-month extension to file its creditor-repayment plan as
the restaurant operator works to sell its assets in Chapter 11.

                        About Real Mex

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

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

The Debtors are represented by Mark Shinderman, Esq., Fred
Neufeld, Esq., and Haig M. Maghakian, Esq., at Milbank, Tweed,
Hadley & McCloy LLP; and Laura Davis Jones, Esq., and Curtis A.
Helm, Esq., at Pachulski Stang Ziehl & Jones LLP as counsel.  The
Debtors' financial advisors are Imperial Capital, LLC.  The
Debtors' claims, noticing, soliciting and balloting agent is Epiq
Bankruptcy Solutions, LLC.

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

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

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

Counsel to the Majority Prepetition Second Lien Secured
Noteholders are Adam C. Harris, Esq., and David M. Hillman, Esq.,
at Schulte Roth & Zabel LLP; and Russell C. Silberglied, Esq., at
Richards Layton & Finger.

Z Capital Management LLC, which holds nearly 70% of the Opco term
loan, is represented by Derek C. Abbott, Esq., and Chad A. Fights,
Esq., at Morris Nichols Arsht & Tunnell LLP; and Lee R. Bogdanoff,
Esq., and Whitman L. Holt, Esq., at Klee Tuchin Bogdanoff & Stern
LLP.

The Official Committee of Unsecured Creditors retained Kelley Drye
& Warren LLP and Cole, Schotz, Meisel, Forman & Leonard P.A. as
bankruptcy counsel.


REGAL ENTERTAINMENT: Board Approves $1.8-Mil. Bonus to Executives
-----------------------------------------------------------------
Pursuant to the previously disclosed Annual Executive Incentive
Program of Regal Entertainment Group, and based upon the
attainment of performance targets previously established by the
Compensation Committee of the Board of Directors of the Company
under the Incentive Program, on Jan. 11, 2012, the Company
approved annual cash bonus awards for the following individuals:

Name and Principal Positions                         Cash Bonus
----------------------------                         ----------
Amy E. Miles, CEO                                     $750,000
Gregory W. Dunn, President and COO                    $495,000
David H. Ownby, EVP and CFO                           $288,750
Peter B. Brandow, EVP, Gen. Counsel and Secretary     $277,500

Based on its review of the Company's performance, on Jan. 11,
2012, the Committee recommended, and the Company's Board of
Directors approved, an increase in the base salaries for fiscal
2012 for the following individuals:

                                                        Fiscal
Name and Principal Positions                         2012 Salary
----------------------------                         -----------
Amy E. Miles, CEO                                     $800,000
Gregory W. Dunn, President and COO                    $515,000
David H. Ownby, EVP and CFO                           $420,000
Peter B. Brandow, EVP, Gen. Counsel and Secretary     $395,000

                       About Mohegan Tribal

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.

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.

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.


RIDGE PARK: Exclusive Solicitation Period Extended Until March 22
-----------------------------------------------------------------
The U.S. Bankruptcy Court for the Central District of California
has extended Ridge Parks Office LLC's exclusive periods to file a
Chapter 11 plan of reorganization and to solicit acceptances of a
filed plan until Jan. 10, 2012, and March 22, 2012, respectively.

                     About Ridge Park Office

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

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

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


S & V PROPERTY: Voluntary Chapter 11 Case Summary
-------------------------------------------------
Debtor: S & V Property, LP
        35 Donegal Avenue
        Claysville, PA 15323

Bankruptcy Case No.: 12-20121

Chapter 11 Petition Date: January 11, 2012

Court: U.S. Bankruptcy Court
       Western District of Pennsylvania (Pittsburgh)

Judge: Jeffery A. Deller

Debtor's Counsel: Christopher M. Frye, Esq.
                  STEIDL & STEINBERG
                  Gulf Tower, Suite 2830
                  707 Grant Street
                  Pittsburgh, PA 15219
                  Tel: (412) 391-8000
                  Fax: (412) 391-0221
                  E-mail: chris.frye@steidl-steinberg.com

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

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

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

The petition was signed by Amrik S. Virk, managing member of S &
V, LLC, general partner.

Affiliate that filed separate Chapter 11 petition:

        Entity                        Case No.       Petition Date
        ------                        --------       -------------
Five Rivers Petroleum, LLC            11-25202            08/18/11


SEARS HOLDINGS: Vendors Seek Faster Payments
--------------------------------------------
Dow Jones' Daily Bankruptcy Review reports that several lenders
who finance small suppliers to Sears and Kmart say they are
pushing for more timely financial information and faster payment
terms as they grow worried about the struggling retailer's future.
But unlike CIT Group, they aren't pulling the plug.

                       About Sears Holdings

Hoffman Estates, Illinois-based Sears Holdings Corporation
(Nasdaq: SHLD) -- http://www.searsholdings.com/-- is the nation's
fourth largest broadline retailer with more than 4,000 full-line
and specialty retail stores in the United States and Canada.
Sears Holdings operates through its subsidiaries, including Sears,
Roebuck and Co. and Kmart Corporation.  Sears Holdings also owns a
94% stake in Sears Canada and an 80.1% stake in Orchard Supply
Hardware.  Key proprietary brands include Kenmore, Craftsman and
DieHard, and a broad apparel offering, including such well-known
labels as Lands' End, Jaclyn Smith and Joe Boxer, as well as the
Apostrophe and Covington brands.  It also has the Country Living
collection, which is offered by Sears and Kmart.

Kmart Corporation and 37 of its U.S. subsidiaries filed voluntary
Chapter 11 petitions (Bankr. N.D. Ill. Lead Case No. 02-02474) on
Jan. 22, 2002.  Kmart emerged from chapter 11 protection on May 6,
2003, pursuant to the terms of an Amended Joint Plan of
Reorganization.  John Wm. "Jack" Butler, Jr., Esq., at Skadden,
Arps, Slate, Meagher & Flom, LLP, represented the retailer in its
restructuring efforts.  The Company's balance sheet showed
$16,287,000,000 in assets and $10,348,000,000 in debts when it
sought chapter 11 protection.  Kmart bought Sears, Roebuck & Co.,
for $11 billion to create the third-largest U.S. retailer, behind
Wal-Mart and Target, and generate $55 billion in annual revenues.
Kmart completed its merger with Sears on March 24, 2005.

                        Negative Outlook

Standard & Poor's Ratings Services in January 2012 lowered its
corporate credit rating on Hoffman Estates, Ill.-based Sears
Holdings Corp. to 'CCC+' from 'B'. "We removed the rating from
CreditWatch, where we had placed it with negative implications on
Dec. 28, 2011. We are also lowering the short-term and commercial
paper rating to 'C' from 'B-2'. The rating outlook is negative,"
S&P said.

"The corporate credit rating reflects our projection that Sears'
EBITDA will be negative in 2012, given our expectations for
continued sales and margin pressure," said Standard & Poor's
credit analyst Ana Lai. She added, "We further expect that
liquidity could be constrained in 2013 absent a turnaround
or substantial asset sales to fund operating losses."

Moody's Investors Service in January 2012 lowered Sears Holdings
Family and Probability of Default Ratings to B3 from B1.
The outlook remains negative. At the same time Moody's affirmed
Sears' Speculative Grade Liquidity Rating at SGL-2.

The rating action reflects Moody's expectations that Sears will
report a significant operating loss in fiscal 2011.  Moody's added
that the rating action also reflects the company's persistent
negative trends in sales, which continue to significantly
underperform peers.


SEAVIEW PLACE: Plan Confirmed With Technical Changes
----------------------------------------------------
Judge K. Rodney May of U.S. Bankruptcy Court for the Middle
District of Florida has approved the disclosure statement and
confirmed the first amended joint plan of reorganization of
Seaview Place Developers, Inc., et al.

Judge May also approved several modifications to the Plan that
constitute technical changes and/or changes with respect to
particular Claims by agreement with the holders of such Claims,
and do not affect a material adverse change in the treatment of
any Claims or Interests.

The changes to the Plan are:

     A. "BB&T Transferred Property" means the BB&T Collateral
        transferred to BB&T (or its designee or assignee) pursuant
        to this Plan in full satisfaction of settlement of the
        Allowed Amount of any and all Claims held by BB&T, which
        shall specifically include only the following Real
        Property and any and all related entitlements and
        Developer Rights: Seaview Place Condominiums (with 121
        Condo Units, 53 garages, and 45 boat slips), Tract 40-A
        owned by Gulf, and Tract 40-B owned by Gulf.

     B. Class 6 ? Small Claims shall be eliminated (Sections 3.6
        and 4.6).

     C. Section 9.2 shall be amended to include the additional
        condition precedent to the Effective Date of the Plan:

        9.2.5 Transfer of BB&T Transferred Property. The Debtors
        and BB&T, or its designee, shall have effectuated the
        transfer of the BB&T Transferred Property, including but
        not limited to, the execution of deeds, bills of sale,
        assignments, no lien affidavits, and non-foreign status
        certifications and the recording of such documents
        required to be recorded by law.

Under the first amended joint plan of reorganization, the property
of the Debtors' estates, together with any property of the Debtors
that is not Property of their estates and that is not specifically
disposed of or abandoned pursuant to the Plan, will revest in the
respective Debtors on the Effective Date (unless the Debtors are
merged as a single surviving entity, as contemplated in the Plan).
Thereafter, the Reorganized Debtors may operate their businesses
and may use, mortgage, acquire, and dispose of such property free
of any restrictions of the Bankruptcy Code, the Bankruptcy Rules,
and the Bankruptcy Court.  As of the Effective Date, all such
Property of the Reorganized Debtors will be free and clear of all
Liens, Claims, encumbrances, and Equity Interests of any kind,
type, or nature whatsoever except as otherwise specifically
provided under the Plan.

The Debtors' continuing operations and payments to be made under
the Plan will be funded by (1) any available Cash, (2) revenues
generated from future sales of the Debtors' Retained Property, (3)
through the surrender of a substantial portion of their Property
in an amount determined by the Bankruptcy Court or by agreement
among the affected Creditors, sufficient to satisfy all Allowed
Secured Claims, and/or (4) through Exit Financing.

With respect to BB&T's Class 3A Secured Claim, estimated at
$21,690,694, in accordance with the Mediation Agreement, Seaview
and Gulf will, on the Effective Date, transfer, assign, and convey
to BB&T all of their respective right, title, and ownership in the
Seaview Place Condominiums consisting of 121 condominium units, 53
garages, and 45 boat slips, Tract 40-A, and Tract 40-B, along with
any corresponding Developer Rights and all entitlements related to
the BB&T Transferred Property in full and complete satisfaction of
BB&T's Claims against any and all of the Debtors and the Debtors
affiliates released under the Mediation Agreement.

BB&T will continue and ultimately dismiss with prejudice the State
Litigation as to all parties; the Debtors, BB&T, the Principals,
and J&M Development Concepts LLC, will execute mutual general
releases; and as long as Debtors are in compliance with the terms
of the Mediation Agreement, BB&T will not assert an Unsecured
Claim against the Debtors and will vote in favor of and support
Confirmation of the Plan.

Class 3A is Impaired under the Plan and the Holder of the Class 3A
Claim is entitled to vote to accept or reject the Plan.

Allowed Class 5 General Unsecured Claims, estimated at $257,500,
will receive either (Option 1) a Pro Rata Share of Cash available
in the Sales Proceeds Pool as of each Distribution Date, which
Distributions will, to the extent of funding in the Sales Proceeds
Pool, commence on the first anniversary date following the
Effective Date and thereafter on each consecutive anniversary date
following the Effective Date (plus interest at an annual rate of
4%), until such Claims are fully paid, or (Option 2)
alternatively, at the election of the Debtors and the Holder of
such Claim, a lump sum payment of Cash equal to 75% of the Allowed
Amount of such Class 5 Claim (without interest) within 45 days
following the Effective Date, in full and complete satisfaction of
such Claim.

Class 5 is Impaired under the Plan and the Holder(s) of Class 5
Claims are entitled to vote to accept or reject the Plan.

Unless all Equity Interests are canceled and extinguished (i) in
order to satisfy the requirements of 11 U.S.C. Section
1129(b)(2)(B) or (ii) because the DIP Lender has elected to accept
newly issued stock in the Reorganized Debtor(s), in full or
partial satisfaction of its DIP Financing Claim then, on the
Effective Date, each Holder of an Equity Interest in Class 7 will
retain such Equity Interest and will retain, unaltered, the legal,
equitable, and contractual rights to which such Equity Interest
entitles such Holder.

Class 7 is Impaired under the Plan and the Holder(s) of a Class 7
Equity Interest is not entitled to vote to accept or reject the
Plan.

A copy of the First Amended Disclosure Statement is available for
free at:

     http://bankrupt.com/misc/seaviewplace.firstamendedDS.pdf

                  About Seaview Place Developers

Clearwater Beach, Florida-based Seaview Place Developers, Inc.,
filed for Chapter 11 bankruptcy protection (Bankr. M.D. Fla. Case
No. 11-05126) on March 22, 2011.  In its schedules, the Debtor
disclosed $24,769,500 in total assets and $15,147,744 in total
debts as of the Petition Date.

Affiliates Gulf Landings Development Corporation and Harbor Colony
Development, Inc. filed separate petitions for Chapter 11 relief
on July 8, 2011 (Bankr. M.D. Fla. Case No. 11-13101 and Case No.
11-13103).

The Debtors are owned by J&M Developments LLC.  Seaview developed,
built, owns, and now manages a nine-story, waterfront high-rise
condominium (the "Seaview Building") in Pasco County, Florida
commonly known as Seaview Place.  Gulf owns properties in Pasco
and Pinellas Counties, including two tracts adjacent to Seaview
Place.  Harbor owns a vacant real property in Pasco County.

The Debtors' cases are jointly administered under Lead Case 11-
05126.

David S. Jennis, Esq., Chad S. Bowen, Suzy Tate, Esq., and
Kathleen L DiSanto, Esq., at Jennis & Bowen, P.L., in Tampa,
Florida, represent the Debtors as counsel.


SHENGDATECH INC: Exclusive Filing Period Extended to March 19
-------------------------------------------------------------
Judge Bruce T. Beesley of the U.S. Bankruptcy Court for the
District of Nevada has extended the period during which the Debtor
has the exclusive right to file a Chapter 11 plan to and including
March 19, 2012.  The period during which the Debtor has the
exclusive right to solicit votes to accept the plan is extended to
and including June 14, 2012.

In its request for the extension, the Debtor said it needs more
time to investigate fraudulent actions of its prior management and
to locate and secure its assets and the assets of its
subsidiaries.  The Debtor has worked with the Official Committee
of Unsecured Creditors to develop a strategy to recover and
safeguard its assets.  According to the Debtor, the strategy needs
to play out over the coming months in order for the Debtor to be
in a position to propose a plan of reorganization.

                         About ShengdaTech

Headquartered in Shanghai, China, ShengdaTech, Inc., makes nano
precipitated calcium carbonate for the tire industry.
ShengdaTech converts limestone into nano-precipitated calcium
carbonate (NPCC) using its proprietary and patent-protected
technology.  NPCC products are increasingly used in tires, paper,
paints, building materials, and other chemical products.  In
addition to its broad customer base in China, the Company
currently exports to Singapore, Thailand, South Korea, Malaysia,
India, Latvia and Italy.

ShengdaTech sought Chapter 11 bankruptcy protection from creditors
(Bankr. D. Nev. Case No. 11-52649) on Aug. 19, 2011, in Reno,
Nevada, in the United States.

The Shanghai-China based company said in its bankruptcy filing it
would fire all of its officers and restructure to try to recover
from an accounting scandal.

The Company disclosed US$295.4 million in assets and US$180.9
million in debt as of Sept. 30, 2011.

The Company's legal representative in its Chapter 11 case is
Greenberg Traurig, LLP.  On Aug. 23, 2011, the Court entered an
interim order confirming the Board of Directors Special
Committee's appointment of Michael Kang as the Debtor's chief
restructuring officer.

Alvarez & Marsal North America, LLC, is the Company's chief
restructuring officer.

As reported in the TCR on Sept. 7, 2011, the United States
Trustee appointed AG Ofcon, LLC, The Bank of New York, Mellon (in
its role as indenture trustee for bondholders), and Zazove
Associates, LLC, to serve on the Official Committee of Unsecured
Creditors of ShengdaTech, Inc.

Hogan Lovells US serves as counsel for ShengdaTech's official
committee of unsecured creditors.


SHENGDATECH INC: Lease Decision Deadline Extended to March 16
-------------------------------------------------------------
Judge Bruce T. Beesley of the U.S. Bankruptcy Court for the
District of Nevada has extended the deadline by which ShengdaTech,
Inc., must assume or reject the unexpired leases of
non-residential real property through and including March 16,
2012, without prejudice to the Debtor's right to seek a further
extension of the deadline.

                         About ShengdaTech

Headquartered in Shanghai, China, ShengdaTech, Inc., makes nano
precipitated calcium carbonate for the tire industry.
ShengdaTech converts limestone into nano-precipitated calcium
carbonate (NPCC) using its proprietary and patent-protected
technology.  NPCC products are increasingly used in tires, paper,
paints, building materials, and other chemical products.  In
addition to its broad customer base in China, the Company
currently exports to Singapore, Thailand, South Korea, Malaysia,
India, Latvia and Italy.

ShengdaTech sought Chapter 11 bankruptcy protection from creditors
(Bankr. D. Nev. Case No. 11-52649) on Aug. 19, 2011, in Reno,
Nevada, in the United States.

The Shanghai-China based company said in its bankruptcy filing it
would fire all of its officers and restructure to try to recover
from an accounting scandal.

The Company disclosed US$295.4 million in assets and US$180.9
million in debt as of Sept. 30, 2011.

The Company's legal representative in its Chapter 11 case is
Greenberg Traurig, LLP.  On Aug. 23, 2011, the Court entered an
interim order confirming the Board of Directors Special
Committee's appointment of Michael Kang as the Debtor's chief
restructuring officer.

Alvarez & Marsal North America, LLC, is the Company's chief
restructuring officer.

As reported in the TCR on Sept. 7, 2011, the United States
Trustee appointed AG Ofcon, LLC, The Bank of New York, Mellon (in
its role as indenture trustee for bondholders), and Zazove
Associates, LLC, to serve on the Official Committee of Unsecured
Creditors of ShengdaTech, Inc.

Hogan Lovells US serves as counsel for ShengdaTech's official
committee of unsecured creditors.


SKINNY NUTRITIONAL: Robert Miller Named Chief Sales Officer
-----------------------------------------------------------
Skinny Nutritional Corp.'s board of directors determined that
Robert W. Miller, the Company's Chief Sales Officer, is a named
executive officer of the Company.  The Company had hired Mr.
Miller as its Chief Sales Officer on Dec. 6, 2011.  Pursuant to an
employment letter agreed upon between the Company and Mr. Miller
which provides for a three year term commencing on Nov. 1, 2011,
Mr. Miller is entitled to receive:

   (i) a base salary of $150,000;

  (ii) an annual bonus based on performance to be set by the
       Company's CEO, with bonus levels of 20%, 40% and 50%;

(iii) an award of 7,500,000 shares of restricted stock vesting
       over a three year period, provided that he remains employed
       by the Company at each such vesting date, with the first
       tranche vesting on the date approved by the Board;

  (iv) car allowance of $1,000 per month; and

   (v) a severance entitlement of 6 months base salary if he is
       terminated without cause following the first anniversary of
       the commencement of his employment.

                Issuances of Unregistered Securities

Skinny Nutritional, in October 2011, entered into a consulting
agreement with a brand marketing firm.  As partial compensation
for the services to be provided under the consulting agreement,
the Company agreed to issue to the consultant 704,225 shares of
common stock and agreed to issue the consultant additional shares
of Common Stock in the event that the Company approves additional
work by the consultant under the terms of the consulting
agreement.  In addition, the consultant will also be entitled to
monthly cash fees in consideration for its services in accordance
with the terms of the agreement.

In November 2011, the Company entered into a consulting agreement
with an investor relations firm.  As partial compensation for the
services to be provided under the consulting agreement, the
Company agreed to issue to the consultant a maximum of 2,400,000
shares of common stock, with 800,000 shares issuable immediately
and an additional 800,000 shares issuable upon the four month and
eight month anniversary dates of the engagement agreement,
provided that the agreement has not been terminated.  In addition,
the consultant will also be entitled to monthly cash fees in
consideration for its services in accordance with the terms of the
agreement.

On Jan. 9, 2012, the Company granted 2,000,000 shares of
restricted stock to Michael Zuckerman, a non-employee director, in
consideration of his performance of services as a director.  In
addition, on Jan. 9, 2012, the Company granted Mr. Craig Fortin,
the Company's Director of Operations, a restricted stock award of
2,120,000 shares in consideration of his services on behalf of the
Company.

The issuance of the foregoing securities were exempt from
registration under the Securities Act of 1933, as amended, under
Section 4(2) thereof inasmuch as the acquirers represented to the
Company that they were accredited investors and the securities
were issued without any form of general solicitation or general
advertising.

On Jan. 9, 2012, the Company's board of directors approved the
accelerated vesting of an aggregate of 3,575,000 options
previously granted by the Company under its 2009 Equity Incentive
Compensation Plan, including an aggregate of 1,500,000 options
held by each of the Company's Chief Executive Officer and Chief
Financial Officer.  In addition, on that date the Company's board
of directors further approved the issuance of a total of 2,860,000
restricted shares of common stock to certain employees, including
the Company's Chief Executive Officer and Chief Financial Officer,
subject to the execution by the Company and the covered employees
of agreements consenting to the cancellation of certain common
stock purchase options in consideration of the receipt of the
award of restricted shares of common stock.  The total number of
options covered by this arrangement is 3,575,000 employee stock
options which were previously granted by the Company under its
2009 Equity Incentive Compensation Plan.  Of this amount, each of
the Company's Chief Executive Officer and Chief Financial Officer
hold 1,500,000 options.  Upon consummation of this arrangement,
each of the Company's Chief Executive Officer and its Chief
Financial Officer would receive 1,200,000 restricted shares of
common stock in consideration of the surrender of 1,500,000
options.

                     About Skinny Nutritional

Bala Cynwyd, Pa.-based Skinny Nutritional Corp. (OTC BB: SKNY.OB)
-- http://www.SkinnyWater.com/-- has developed and is marketing a
line of enhanced waters, all branded with the name "Skinny Water"
that are marketed and distributed primarily to calorie and weight
conscious consumers.

The Company reported a net loss of $6.91 million on $6.92 million
of net revenue for the year ended Dec. 31, 2010, compared with a
net loss of $7.30 million on $4.14 million of net revenue during
the prior year.

The Company also reported a net loss of $5.86 million on $5.18
million of net revenue for the nine months ended Sept. 30, 2011,
compared with a net loss of $5.39 million on $5.91 million of net
revenue for the same period during the prior year.

The Company's balance sheet at Sept. 30, 2011, showed $3.22
million in total assets, $3.58 million in total liabilities, all
current, and a $366,271 stockholders' deficit.

As reported by the TCR on April 25, 2011, Marcum, LLP, in Bala
Cynwyd, Pennsylvania, expressed substantial doubt about the
Company's ability to continue as a going concern, following the
2010 financial results.  The independent auditors noted that the
Company had a working capital deficiency of $3,517,280, an
accumulated deficit of $37,827,090, stockholders' deficit of
$2,658,043 and no cash on hand.  The Company had net losses of
$6,914,269 and $7,305,831 for the years ended Dec. 31, 2010 and
2009, respectively.  Additionally, the Company is currently in
arrears under its obligation for the purchase of trademarks.
Under the agreement, the seller of the trademarks may choose to
exercise their legal rights against the Company's assets, which
includes the trademarks.


SNOKIST GROWERS: Court OKs Bailey & Busey as Counsel
----------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of Washington
authorized Snokist Growers to employ Bailey & Busey PLLC as its
counsel.  The Debtor will pay the firm based on the firm's
customary hourly rates:

         Roger W. Bailey, Esq.            $225
         Joshua J. Busey, Esq.            $200
         Legal Assistants                  $60

                       About Snokist Growers

Yakima, Washington-based Snokist Growers --
http://www.snokist.com/-- is a century-old cooperative of fruit
growers.  Snokist provides fresh and processed pears, apples,
cherries, plums, and nectarines.

Snokist Growers filed for Chapter 11 bankruptcy (Bankr. E.D. Wash.
Case No. 11-05868) on Dec. 7, 2011, with plans to liquidate after
sales couldn't recover from allegations that it violated food-
safety rules.  Judge Frank L. Kurtz presides over the case.
Lawyers at Bailey & Busey LLC serve as the Debtor's counsel.  In
its petition, the Debtor scheduled $69,567,846 in assets and
$73,392,906 in liabilities.  The petition was signed by Jim Davis,
president.

Counsel for lender Rabo AgriFinance, as agent for itself and
KeyBank, is James Ray Streinz, Esq. -- rays@mcewengisvold.com --
at McEwen Gisvold, LLP.  Counsel for KeyBank National Association
is Bruce W. Leaverton, Esq. -- leavertonb@lanepowell.com -- at
Lane Powell, P.C., in Seattle.


SONOMA VINEYARDS: Plan of Reorganization Wins Court Approval
------------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of California
confirmed Sonoma Vineyards Estate, LLC's Plan of Reorganization
dated as of Aug. 25, 2011.

As reported in the Troubled Company Reporter on Sept. 26, 2011,
the proposed plan for Sonoma Vineyard is to either sell the
entirety or to take the two parcels that are comprised of
58.5 acres and process an application for a 17 estate lot
subdivision so that the property can be sold to a developer which
in turn would result in all creditors being paid in full and
possibly some of the approximately $3,000,000 invested by the
members being returned to them.

The Sonoma County General Plan allows for a 22 lot residential
subdivision on the two lots with APN numbers 142-042-020 and 142
042-021.  Under the Sonoma County General Plan Use Policy LU-18t
it states that if the existing golf course is abandoned on the
48.5 acre parcel then 15 residential homes may be placed on the
parcel.  The second parcel that is just less than 10 acres is
allowed to be divided into two lots.  Both adjacent property
owners have consented to support this subdivision.

The members of Sonoma Vineyard will advance 50% of the cost to the
site planner, architect, engineer and planner to obtain the
necessary approvals from Sonoma County for a tentative map on the
estate lot subdivision with Geneva Leasing advancing the other 50%
pursuant to the terms of a confidential settlement agreement dated
March 9, 2011.  The costs are to be repaid upon the sale of the
property with the tentative map.

A full-text copy of the Disclosure Statement dated Aug. 25, 2011,
is available for free at http://ResearchArchives.com/t/s?76fb

                  About Sonoma Vineyards Estate

Napa, California-based Sonoma Vineyards Estate LLC filed for
Chapter 11 bankruptcy protection (Bankr. N.D. Calif. Case No. 10-
13447) on Sept. 7, 2010.  Michael C. Fallon, Esq., at the Law
Offices of Michael C. Fallon, in Santa Rosa, Calif., assists the
Debtor in its restructuring effort.  In its schedules, the Debtor
listed $10,000,038 in assets and $6,998,010 in liabilities.


SOUTH EDGE: Stutman Treister Serves as New Counsel
--------------------------------------------------
Pursuant to the Joint Plan of Reorganization Proposed by JP Morgan
Chase Bank, N.A., as administrative agent under the Prepetition
Credit Agreement, and the settling builders, as of the Effective
Date of the Plan, Inspirada Builders, LLC, the estate
representative, replaces Cynthia Nelson, trustee, as
representative of the South Edge estate.  Accordingly, as of the
Effective Date, counsel for the South Edge Estate is Stutman,
Treister & Glatt Professional and Schwartzer & McPherson Law Firm.

                         About South Edge

Las Vegas, Nevada-based South Edge LLC owns the Inspirada project,
an uncompleted 2,000-acre residential development in Henderson,
Nevada, about 16 miles (26 kilometers) southeast of Las Vegas.
The eight owners of the project include an affiliate of KB Home, a
49% owner.  Other owners are Coleman Toll LP with 10.5%, Pardee
Homes Nevada Inc. with 4.9%, Meritage Homes with 3.5%, and Beazer
Homes USA Inc. with 2.6%.

JPMorgan Chase Bank, N.A., Credit Agricole Corporate and
Investment Bank, and Wells Fargo Bank, N.A., filed an involuntary
chapter 11 bankruptcy petition (Bankr. D. Nev. Case No. 10-32968)
on Dec. 9, 2010, against South Edge, LLC.  The petitioning
creditors are part of a lender group that provided a $595 million
credit.  New York-based JPMorgan serves as lender and agent for
the group.  South Edge filed motions to dismiss the involuntary
petition.

The Court conducted a contested trial on Jan. 24 and 25, 2011, and
Feb. 2 and 3, 2011.  On Feb. 3, 2011, the Court entered an order
for relief under Chapter 11 of the Bankruptcy Code against the
Debtor and issued an order directing the appointment of a chapter
11 trustee.  The United States Trustee appointed Cynthia Nelson to
serve as Chapter 11 trustee on Feb. 20, 2011.  The Court approved
the appointment three days later.

South Edge is represented by lawyers at Klee, Tuchin, Bogdanoff
and Stern LLP, and The Schwartz Law Firm, Inc., as legal counsel.
The Chapter 11 trustee also tapped Schwartzer & McPherson Law Firm
as local counsel.

Petitioning creditors JPMorgan Chase Bank, N.A., and Wells Fargo
Bank, N.A., are represented by lawyers at Morrison and Foerster
LLP; and Lewis and Roca LLP.  Credit Agricole is represented by
lawyers at Haynes and Boone LLP, and Jolley Urga Wirth Woodbury &
Standish.


SP NEWSPRINT: Committee Taps Ashby & Geddes as Delaware Counsel
---------------------------------------------------------------
The Official Committee of Unsecured Creditors of SP Newsprint
Holdings, LLC, et al., seeks permission from the Bankruptcy Court
to retain Ashby & Geddes, P.A., as its Delaware counsel.  The firm
will:

   (a) provide legal advice regarding the rules and practices of
       the Court applicable to the Committee's powers and duties
       as an official committee appointed under Section 1102 of
       the Bankruptcy Code;

   (b) provide legal advice regarding any sale of the Debtors'
       assets pursuant to Section 363 of the Bankruptcy Code or
       otherwise;

   (c) provide legal advice regarding any disclosure statement and
       plan filed in these cases and with respect to the process
       for approving or disapproving a disclosure statement and
       confirming or denying confirmation of a plan;

   (d) prepare and review applications, motions, complaints,
       answers, orders, agreements and other legal papers filed on
       behalf of the Committee for compliance with the rules and
       practices of the Court;

   (e) appear in Court to present necessary motions, applications
       and pleadings and otherwise protect the interests of the
       Committee and unsecured creditors of the Debtors; and

   (f) perform other legal services for the Committee as the
       Committee believes may be necessary and proper in these
       Chapter 11 cases.

The principal attorneys and paralegals presently designated to
represent the Committee and their current hourly rates are:

   Professional              Position          Hourly Rate
   ------------              --------          -----------
   William P. Bowden         Member               $640
   Karen B. Skomorucha       Associate            $385
   Stacy L. Newman           Associate            $315
   Chris Warwick             Paralegal            $185

The firm will also seek reimbursement for its expenses.

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

The firm can be reached at:

          ASHBY & GEDDES, P.A.
          William P. Bowden, Esq.
          Karen B. Skomorucha, Esq.
          Stacy L. Newman, Esq.
          500 Delaware Avenue, 8th Floor
          P.O. Box 1150
          Wilmington, Delaware 19899
          Tel: (302)654-1888
          Fax: (302)654-2067
          E-mail: wbowden@ashby-geddes.com
                  kskomorucha@ashby-geddes.com
                  snewman@ashby-geddes.com

                         About SP Newsprint

Greenwich, Conn.-based SP Newsprint Holdings LLC -- aka Bulldog
Acquisition I LLC, Bulldog Acquisition II LLC, Publishers Papers,
Southeastern Paper Recycling and SP Newsprint Merger LLC -- and
three affiliates, SP Newsprint Co. LLC, SP Recycling Corporation
and SEP Technologies L.L.C, filed for Chapter 11 bankruptcy
(Bankr. D. Del. Lead Case No. 11-13649) on Nov. 15, 2011.

SP Newsprint Holdings LLC is a newsprint company controlled by
polo-playing mogul Peter Brant.  It is one of the largest
producers of newsprint in North America.  SP Recycling
Corporation, a Georgia corporation and the Debtors' other
operating company, was established in 1980 as a means for SP to
secure a ready supply of recycled fiber, a key raw material for
its newsprint.

SP Newsprint is the second Brant-owned newsprint company to tumble
into bankruptcy proceedings in recent years.  Current and former
affiliated entities are Bear Island Paper Company, L.L.C., Brant
Industries, Inc., F.F. Soucy, Inc., Soucy Partners Newsprint,
Inc., White Birch Paper Company.

Judge Christopher S. Sontchi presides over the case.  Joel H.
Levitin, Esq., Maya Peleg, Esq., and Richard A. Stieglitz Jr.,
Esq. -- jlevitin@cahill.com , mpeleg@cahill.com and
rstieglitz@cahill.com -- at Cahill Gordon & Reindel LLP serve as
the Debtors' lead counsel.  Lee E. Kaufman, Esq., and Mark D.
Collins, Esq. -- kaufman@rlf.com and collins@RLF.com -- at
Richards, Layton & Finger, P.A., serve as the Debtors' Delaware
counsel.  AlixPartners LLP serves as the Debtors' financial
advisors and The Garden City Group Inc. serves as the Debtors'
claims and noticing agent.  In its petition, SP Newsprint Holdings
estimated $100 million to $500 million in assets and debts.  The
petitions were signed by Edward D. Sherrick, executive vice
president and chief financial officer.


SP NEWSPRINT: Committee Taps BDO Consulting as Financial Advisor
----------------------------------------------------------------
The Official Committee of Unsecured Creditors of SP Newsprint
Holdings LLC, et al., seeks permission from the U.S. Bankruptcy
Court for the District of Delaware to retain BDO Consulting, a
division of BDO USA, LLP, as its financial advisor.  BDO
Consulting will, among other things:

   (a) analyze the financial operations of the Debtors pre- and
       post-petition, as necessary;

   (b) analyze the financial ramifications of any proposed
       transactions for which the Debtors seek Bankruptcy Court
       approval including, but not limited to, post-petition
       financing, sale of all or a portion of the Debtors' assets,
       retention of management or employee incentive and severance
       plans;

   (c) conduct any requested financial analysis including
       verifying the material assets and liabilities of the
       Debtors, as necessary, and their values;

   (d) assist the Committee in its review of monthly statements of
       operations submitted by the Debtors;

   (e) perform claims analysis for the Committee; and

   (f) assist the Committee in its evaluation of cash flow or
       other projections, including business plans prepared by the
       Debtors.

BDO will seek payment for compensation of professional services on
a fixed monthly basis of $75,000 per month for the first three
months and $50,000 per month thereafter, plus reimbursement of
actual and necessary expenses.

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

                         About SP Newsprint

Greenwich, Conn.-based SP Newsprint Holdings LLC -- aka Bulldog
Acquisition I LLC, Bulldog Acquisition II LLC, Publishers Papers,
Southeastern Paper Recycling and SP Newsprint Merger LLC -- and
three affiliates, SP Newsprint Co. LLC, SP Recycling Corporation
and SEP Technologies L.L.C, filed for Chapter 11 bankruptcy
(Bankr. D. Del. Lead Case No. 11-13649) on Nov. 15, 2011.

SP Newsprint Holdings LLC is a newsprint company controlled by
polo-playing mogul Peter Brant.  It is one of the largest
producers of newsprint in North America.  SP Recycling
Corporation, a Georgia corporation and the Debtors' other
operating company, was established in 1980 as a means for SP to
secure a ready supply of recycled fiber, a key raw material for
its newsprint.

SP Newsprint is the second Brant-owned newsprint company to tumble
into bankruptcy proceedings in recent years.  Current and former
affiliated entities are Bear Island Paper Company, L.L.C., Brant
Industries, Inc., F.F. Soucy, Inc., Soucy Partners Newsprint,
Inc., White Birch Paper Company.

Judge Christopher S. Sontchi presides over the case.  Joel H.
Levitin, Esq., Maya Peleg, Esq., and Richard A. Stieglitz Jr.,
Esq. -- jlevitin@cahill.com , mpeleg@cahill.com and
rstieglitz@cahill.com -- at Cahill Gordon & Reindel LLP serve as
the Debtors' lead counsel.  Lee E. Kaufman, Esq., and Mark D.
Collins, Esq. -- kaufman@rlf.com and collins@RLF.com -- at
Richards, Layton & Finger, P.A., serve as the Debtors' Delaware
counsel.  AlixPartners LLP serves as the Debtors' financial
advisors and The Garden City Group Inc. serves as the Debtors'
claims and noticing agent.  In its petition, SP Newsprint Holdings
estimated $100 million to $500 million in assets and debts.  The
petitions were signed by Edward D. Sherrick, executive vice
president and chief financial officer.


SP NEWSPRINT: Committee Can Retain Lowenstein as Counsel
--------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware authorized
the Official Committee of Unsecured Creditors of SP Newsprint
Holdings, LLC, et al., to retain Lowenstein Sandler PC as its
counsel.  The firm will:

   (a) provide legal advise as necessary with respect to the
       Committee's powers and duties as an official committee
       appointed under Section 1102 of the Bankruptcy Code;

   (b) assist the Committee in reviewing and negotiating terms for
       unsecured creditors with respect to (i) the interim use of
       its cash collateral, (ii) the Debtors' request for interim
       and final approval of debtor-in-possession financing, (iii)
       for any sale of substantially all of the Debtors' assets,
       including negotiating regarding bidding procedures and
       proposed asset purchase agreements, and (iv) other requests
       for relief which would impact unsecured creditors;

   (c) provide legal advice as necessary with respect to any plan
       and disclosure statement filed in these cases and with
       respect to the process for approving or disapproving
       disclosure statements and confirming or denying
       confirmation of a plan;

   (d) investigate the Debtors' prepetition lenders' liens, any
       potential claims against the Debtors' prepetition lenders,
       and any claims by the estate, including potential claims
       against insiders;

   (e) prepare on behalf of the Committee, as necessary,
       applications, motions, complaints, answers, orders,
       objections, agreements and other legal documents;

   (f) appear in Court to present necessary motions, applications,
       objections and other pleadings, and otherwise protect the
       interests of those represented by the Committee; and

   (g) perform other legal services as may be required and
       authorized by the Committee that are in the best interests
       of general unsecured creditors.

Lowenstein Sandler's current hourly rates for attorneys and other
professionals are:

       Members            $435 - $895
       Senior Counsel     $390 - $660
       Counsel            $350 - $630
       Associates         $250 - $470
       Legal Assistants   $145 - $245

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

                         About SP Newsprint

Greenwich, Conn.-based SP Newsprint Holdings LLC -- aka Bulldog
Acquisition I LLC, Bulldog Acquisition II LLC, Publishers Papers,
Southeastern Paper Recycling and SP Newsprint Merger LLC -- and
three affiliates, SP Newsprint Co. LLC, SP Recycling Corporation
and SEP Technologies L.L.C, filed for Chapter 11 bankruptcy
(Bankr. D. Del. Lead Case No. 11-13649) on Nov. 15, 2011.

SP Newsprint Holdings LLC is a newsprint company controlled by
polo-playing mogul Peter Brant.  It is one of the largest
producers of newsprint in North America.  SP Recycling
Corporation, a Georgia corporation and the Debtors' other
operating company, was established in 1980 as a means for SP to
secure a ready supply of recycled fiber, a key raw material for
its newsprint.

SP Newsprint is the second Brant-owned newsprint company to tumble
into bankruptcy proceedings in recent years.  Current and former
affiliated entities are Bear Island Paper Company, L.L.C., Brant
Industries, Inc., F.F. Soucy, Inc., Soucy Partners Newsprint,
Inc., White Birch Paper Company.

Judge Christopher S. Sontchi presides over the case.  Joel H.
Levitin, Esq., Maya Peleg, Esq., and Richard A. Stieglitz Jr.,
Esq. -- jlevitin@cahill.com , mpeleg@cahill.com and
rstieglitz@cahill.com -- at Cahill Gordon & Reindel LLP serve as
the Debtors' lead counsel.  Lee E. Kaufman, Esq., and Mark D.
Collins, Esq. -- kaufman@rlf.com and collins@RLF.com -- at
Richards, Layton & Finger, P.A., serve as the Debtors' Delaware
counsel.  AlixPartners LLP serves as the Debtors' financial
advisors and The Garden City Group Inc. serves as the Debtors'
claims and noticing agent.  In its petition, SP Newsprint Holdings
estimated $100 million to $500 million in assets and debts.  The
petitions were signed by Edward D. Sherrick, executive vice
president and chief financial officer.


STONER AND COMPANY: Case Summary & 15 Largest Unsecured Creditors
-----------------------------------------------------------------
Debtor: Stoner and Company
        c/o Jay D. Stoner
        840 Noriker Drive
        Fort Collins, CO 80524

Bankruptcy Case No.: 12-10429

Chapter 11 Petition Date: January 11, 2012

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

Judge: Elizabeth E. Brown

Debtor's Counsel: Daniel W. Alexander, Esq.
                  DANIEL W. ALEXANDER, PLLC
                  125 S. Howes Street, Suite 401
                  Fort Collins, CO 80521
                  Tel: (970) 482-3300
                  E-mail: Kdanlawyer@aol.com

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

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

The petition was signed by Jay D. Stoner, president.

Debtor's List of Its 15 Largest Unsecured Creditors:

        Entity                      Nature of Claim   Claim Amount
        ------                      ---------------   ------------
Anderson Consulting Engineers, Inc. Engineering            $66,000
375 E. Horsetooth Road, Building 5  Consulting Services
Fort Collins, CO 80525

The Light Center, Inc.              Lighting Equipments/   $57,525
2725 S. College Avenue              Supplies/Services
Fort Collins, CO 80525

Lind?s Plumbing & Heating, Inc.     Plumbing Services      $42,850
1414 Blue Spruce Drive, Unit A
Fort Collins, CO 80524

Porzak Browning & Bushong LLP       Legal Services         $41,875

Northern Engineering Services, Inc. Engineering            $40,950
                                    Consulting Services

Eheart Design Center, Inc.          Engineering            $35,800
                                    Consulting Services

Soukup, Bush & Associate, CPAs,     Accounting Services    $27,525
P.C.

Earth Engineering Consultants, Inc. Engineering            $13,850
                                    Consulting Services

Pinnacle Consulting Group, Inc.     Engineering            $12,500
                                    Consulting Services

Applegate Group, Inc.               Engineering             $4,700
                                    Consulting Services

B and W Glass                       Glass Services          $4,550

Intermill Land Surveying, Inc.      Surveying Consulting    $1,625

Thompson Crossing Community         HOA Dues                $1,200
Association

Quick Appliance Repair Service,     Appliance Services        $600
Inc.

TST Inc., Consulting Engineers      Engineering               $500
                                    Consulting Services


TALON THERAPEUTICS: James Flynn Discloses 45.2% Equity Stake
------------------------------------------------------------
In an amended Schedule 13D filing with the U.S. Securities and
Exchange Commission, James E. Flynn and his affiliates disclosed
that, as of Jan. 9, 2012, they beneficially own 15,569,573 shares
of common stock of Talon Therapeutcs, Inc.,representing 45.26% of
the shares outstanding.  As previously reported by the TCR on
Sept. 12, 2011, Mr. Flynn disclosed beneficial ownership of
9,506,868 shares.  A full-text copy of the amended filing is
available for free at http://is.gd/d97kJC

                     About Talon Therapeutics

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

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

The Company reported a net loss of $25.98 million for the year
ended Dec. 31, 2010, compared with a net loss of $24.14 million
during the prior year.

The Company also reported a net loss of $17.17 million for the
nine months ended Sept. 30, 2011, compared with a net loss of
$19.71 million for the same period a year ago.

The Company's balance sheet at Sept. 30, 2011, showed
$5.66 million in total assets, $32.66 million in total
liabilities, $30.64 million in 10 million shares authorized, and a
$57.64 million total stockholders' deficit.

The Company does not generate any recurring revenue and will
require substantial additional capital before it will generate
cash flow from its operating activities, if ever.  The Company
does not currently have sufficient capital to fund its entire
development plan beyond 2011.  The Company's continued operations
depend entirely upon obtaining additional capital.  The Company
will be unable to continue development of its product candidates
unless it is able to obtain additional funding through equity or
debt financings or from payments in connection with potential
strategic transactions.  The Company can give no assurances that
any additional capital that it is able to obtain, if any, will be
sufficient to meet its needs.  Moreover, there can be no assurance
that such capital will be available to the Company on favorable
terms or at all, especially given the current economic environment
which has severely restricted access to the capital markets.  If
anticipated costs are higher than planned or if the Company is
unable to raise additional capital, it will have to significantly
curtail planned development to maintain operations through 2011.
These conditions raise substantial doubt as to the Company's
ability to continue as a going concern.

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


TEKTRON MICRO: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Tektron Micro Electronics, Inc.
        7483 - B Candlewood Road
        Hanover, MD 21076

Bankruptcy Case No.: 12-10249

Chapter 11 Petition Date: January 6, 2012

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

Judge: Robert A. Gordon

Debtor's Counsel: Stephen J. Kleeman, Esq.
                  LAW OFFICES OF STEPHEN J. KLEEMAN
                  401 Washington Avenue, Suite 800
                  Towson, MD 21204
                  Tel: (410) 494-1220
                  Fax: (410) 494-4606
                  E-mail: barthelaw@aol.com

Scheduled Assets: $148,393

Scheduled Debts: $2,342,649

The Company?s list of its 20 largest unsecured creditors filed
with the petition is available for free at:
http://bankrupt.com/misc/mdb12-10249.pdf

The petition was signed by William Meyn, president.

TELIPHONE CORP: Reports US$2 Million Net Income in Fiscal 2011
--------------------------------------------------------------
Teliphone Corp. filed with the U.S. Securities and Exchange
Commission its Annual Report on Form 10-K reporting net income
applicable to common shares of US$2.01 million on US$2.25 million
of revenue for the year ended Sept. 30, 2011, compared with a net
loss applicable to common shares of US$590,041 on US$112,915 of
revenue during the prior year.

The Company's balance sheet at Sept. 30, 2011, showed US$3.45
million in total assets, US$1.53 million in total liabilities and
US$1.92 million total stockholders' equity.

KBL, LLP, in New York, noted that the lack of profitable
operations in the past and the need to continue to raise funds
raise substantial doubt about the Company's ability to continue as
a going concern.

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

                        http://is.gd/dsW4xH

                       About Teliphone Corp.

Montreal, Canada-based Teliphone Corp. (OTCQB: TLPH)
-- http://www.teliphone.ca/-- provides broadband telephone
services utilizing its voice over Internet protocol (VoIP)
technology platform.


TIMMINCO LIMITED: Owes More Than $26MM to Investissement Quebec
---------------------------------------------------------------
David Paddon at The Canadian Press reports that the Quebec
government's investment agency is owed more than $26 million by
Timminco Ltd.

In total, the Toronto-based silicon metals company owes
$89 million to its various creditors and has run out of sources of
funding to keep its operations running, according to court
documents obtained by The Canadian Press.

The report discloses that the company owed $21.9 million in
employee benefits, including $4.3 million for termination to
former employees and certain former officers. It also owes various
amounts to pension plans for its Ontario and Quebec employees, the
report notes.

According to The Canadian Press, the documents reveal that
Investissement Quebec provided a $25-million loan to Timminco in
July 2009 and agreed the following March to add $1.4 million of
interest owing to the principal.

The loan, which currently racks up interest at a rate of 12% per
year, is guaranteed by Timminco and secured by all of the assets
of its Becancour Silicon Inc. including its ownership share of
Quebec Silicon Limited Partnership.

As reported in the Troubled Company Reporter on Jan. 5, 2012,
Timminco Limited disclosed that, after consideration of the
available alternatives, its Board of Directors has determined that
it is in the best interests of the stakeholders of Timminco and
its wholly-owned subsidiary, Becancour Silicon Inc. for the
Company to commence proceedings under the Companies' Creditors
Arrangement Act.

The Company's liquidity position has deteriorated as a result of
various factors, including reduced cash flows from silicon metal
operations, solar market developments that have adversely impacted
the timing of a restart of commercial scale production of Timminco
Solar, restricted availability of funding under existing credit
facilities, and inability to secure additional sources of
financing.

Accordingly, the Company applied for and obtained an order
from the Ontario Superior Court of Justice under the CCAA.  The
Court has granted CCAA protection for an initial period of 30
days, expiring on Feb. 2, 2012.  While under CCAA protection,
creditors and others are stayed from enforcing any rights against
the Company.

The Company will remain in possession and control of their current
and future assets, undertaking and properties, and the proceeds
thereof.  The Company's operations will continue uninterrupted
during the CCAA proceeding and obligations to employees and
suppliers of goods and services provided after the filing date
will continue to be met thereafter.

Quebec Silicon Limited Partnership, which is a production
partnership that produces silicon metal for Becancour Silicon and
Dow Corning, has not applied for creditor protection under CCAA
and is not part of these proceedings.

Pursuant to the Initial Order, FTI Consulting Canada Inc. has been
appointed as monitor in the CCAA proceedings.

Timminco produces silicon metal for the chemical (silicones),
aluminum and electronics/solar industries, through its 51%-owned
production partnership with Dow Corning, known as Quebec Silicon.
Timminco is also a producer of solar grade silicon, using its
proprietary technology for purifying silicon metal, for the solar
photovoltaic energy industry, through Timminco Solar, a division
of its wholly owned subsidiary Becancour Silicon.



TRAILER BRIDGE: Reaches Deal With Noteholders, Files Plan
---------------------------------------------------------
Trailer Bridge, Inc. has reached an agreement with its major note
holders and submitted a restructuring plan to the United States
Bankruptcy Court for the Middle District of Florida on
Jan. 14, 2012. If the Plan is approved, the Company will seek to
emerge from Chapter 11 by the end of March 2012.

                     Strategic Reorganization

After working closely with the largest public note holders,
including SEACOR Holdings, Inc. and Whippoorwill Associates, Inc.,
which collectively represent more than 90% of the $82.5 million
9.25% Senior Secured Notes, the Company reached an agreement with
the Majority Note Holders on a plan the Company believes will
strengthen its balance sheet and provide long-term security for
its operations.  As part of this agreement, the Majority Note
Holders have agreed to provide the Company with exit financing to
fund the distributions under the Plan.

Under the proposed Plan, current holders of the Notes would
receive a pro rata share of a $65 million debt instrument and 91%
interest in the newly restructured company.  As a result, upon
emergence from bankruptcy, SEACOR Holdings, Inc. will be the
Company's largest stakeholder and intends to use its extensive
maritime transportation experience to assist the Company in
implementing its strategy to return it to sustainable and
profitable operations.

If the Plan is approved, secured creditors and contract parties
will receive 100% payment on their pre-filing claims and unsecured
creditors will receive their pro rata distribution from funds made
available to them from an exit financing facility provided by the
Majority Note Holders.  Additionally, the holders of Trailer
Bridge's existing common equity will have the option to receive 9%
of the reorganized Company's common equity or a cash payment of
$0.15 per share. Holders of the existing common equity are
encouraged to review the Plan as filed with the Bankruptcy Court
at www.kccllc.net/TrailerBridge, and, upon approval, information
will be sent to such holders regarding their options.

Approval of the Plan is subject to a number of conditions,
including Bankruptcy Court approval, the execution of definitive
documentation, and receipt of necessary acceptances from creditor
classes and equity interest holders.

Throughout this process, Trailer Bridge provided uninterrupted
service to its customers and continued its normal vessel sailing
schedule between Jacksonville, Florida, San Juan, Puerto Rico, and
the Dominican Republic.

                     Comments from Management

William G. Gotimer, Jr. and Mark A. Tanner, the Company's co-Chief
Executive Officers, jointly stated, "We are very pleased to have
reached an agreement that strengthens our ability to provide
quality service to our customers.  We have worked diligently to
keep customers, vendors, employees and shareholders apprised of
our progress, and greatly appreciate their support. We expect to
emerge from this process with a revitalized balance sheet and a
stronger company."

                       About Trailer Bridge

Jacksonville, Fla.-based Trailer Bridge, Inc. --
http://www.trailerbridge.com/-- provides integrated trucking and
marine freight service to and from all points in the lower 48
states and Puerto Rico and Dominican Republic.  This total
transportation system utilizes its own trucks, drivers, trailers,
containers and U.S. flag vessels to link the mainland with Puerto
Rico via marine facilities in Jacksonville, San Juan and Puerto
Plata.

Trailer Bridge filed a voluntary Chapter 11 petition (Bankr. M.D.
Fla. Case No. 11-08348) on Nov. 16, 2011, one day after its
$82.5 million 9.25% Senior Secured Notes became due.

Judge Jerry A. Funk presides over the case.  Gardner F. Davis,
Esq., at Foley & Lardner LLP, and DLA Piper LLP (US) serve as the
Debtor's counsel.  Global Hunter Securities LLC serves as the
Debtor's investment banker.  RAS Management Advisors LLC serves as
the Debtor's financial advisor.  The Debtor listed $97,345,981 in
assets, and $112,538,934 in liabilities.  The petition was signed
by Mark A. Tanner, co-chief executive officer.


TRIUS THERAPEUTICS: Michael Powell Ceases to Hold 5% Equity Stake
-----------------------------------------------------------------
In an amended Schedule 13D filing with the U.S. Securities and
Exchange Commission, Dr. Michael F. Powell and his affiliates
disclosed that, as of Jan. 12, 2012, they beneficially own 177,924
shares of common stock of Trius Therapeutics, Inc., representing
0% of the shares outstanding.  As previously reported by the TCR
on Dec. 7, 2011, Dr. Powell disclosed beneficial ownership of
3,648,874 shares.  A full-text copy of the amended filing is
available at http://is.gd/Xmq55e

                       About Trius Therapeutics

San Diego, Calif.-based Trius Therapeutics, Inc. (Nasdaq: TSRX) --
http://www.triusrx.com/-- is a biopharmaceutical company focused
on the discovery, development and commercialization of innovative
antibiotics for serious, life-threatening infections.  The
Company's first product candidate, torezolid phosphate, is an IV
and orally administered second generation oxazolidinone being
developed for the treatment of serious gram-positive infections,
including those caused by MRSA.  In addition to the company's
torezolid phosphate clinical program, it is currently conducting
two preclinical programs using its proprietary discovery platform
to develop antibiotics to treat infections caused by gram-negative
bacteria.

The Company has incurred losses since its inception and it
anticipates that it will continue to incur losses for at least the
next several years.  The Company does not anticipate that its
existing working capital, including the funds received on
Aug. 6, 2010, from its IPO, alone will be sufficient to fund its
operations through the successful development and
commercialization of torezolid phosphate or any other products it
develops.  As a result, the Company says it will need to raise
additional capital to fund its operations and continue to conduct
clinical trials to support potential regulatory approval of
torezolid phosphate and any other product candidates.

The Company reported a net loss of $23.86 million on $8.03 million
of total revenues for the year ended Dec. 31, 2010, compared with
a net loss of $22.68 million on $5.01 million of total revenues
during the prior year.

The Company also reported a net loss of $5.73 million on $36
million of total revenues for the nine months ended Sept. 30,
2011, compared with a net loss of $15.11 million on $5.51 million
of total revenues for the same period a year ago.

The Company's balance sheet at Sept. 30, 2011, showed $77.02
million in total assets, $15.64 million in total liabilities and
$61.38 million in total stockholders' equity.

"We are pleased to report our consistent achievement of objectives
since our IPO in August 2010," said Jeffrey Stein, Ph.D.,
president and chief executive officer of Trius.  "We look forward
to continuing our track record of solid execution in our clinical
trials and company development."


TURKPOWER CORP: Delays Form 10-Q for Nov. 30 Quarter
----------------------------------------------------
Due to its recent change in independent account, Turkpower
Corporation was unable to compile the necessary financial
information required to prepare a complete filing of its Quarterly
Report for the period ended Nov. 30, 2011.  Thus, the Company
would be unable to file the periodic report in a timely manner
without unreasonable effort or expense.  The Company expects to
file within the extension period.

                     About TurkPower Corporation

New York-based TurkPower Corporation (formerly Global Ink Supply
Co.) was incorporated on Nov. 4, 2004, in Delaware.  On May 11,
2010, Global Ink Supply Co. changed its name to TurkPower
Corporation.

On Dec. 23, 2009, the Company entered into the consulting and
service operations business, offering domestic and international
clients consulting services.  The Company acts as a full-service
operator for wind, hydro, solar, and geothermal energy parks in
Turkey.  The Company also generates revenue by entering into
agreements with other entities to provide consulting services to
clients in the energy market.

The Company reported a net loss of $5.86 million on $64,308 of
revenue for the year ended May 31, 2011, compared with a net loss
of $511,149 on $215,050 of revenue during the prior year.

The Company's balance sheet at Aug. 31, 2011, showed $10.09
million in total assets, $3.71 million in total liabilities and
$6.37 million in total stockholders' equity.

MaloneBailey LLP, in Houston, Texas, noted that the Company has
incurred losses from operations and has a working capital deficit
as of May 31, 2011, which raises substantial doubt about its
ability to continue as a going concern.


U.S. EAGLE: Committee Can Retain Eisneramper as Accountant
----------------------------------------------------------
The U.S. Bankruptcy Court for the District Court of New Jersey
authorized the Official Committee of Unsecured Creditors of U.S.
Eagle Corporation to retain Eisneramper LLP as its accountant and
financial advisor.  The firm will:

Eisneramper will:

   a) gain an understanding of the Debtors' business, books and
      records and reporting systems;

   b) review key pleadings and filings in connection with the
      bankruptcy case, including the Debtors' statement of
      financial affairs, Chapter 11 schedules, and financial
      budgets;

   c) consult with the Committee, the Committee's counsel
      and the Debtors' representatives regarding the
      Debtors' financial performance;

   d) assist the Committee in analyzing budget vs. actual
      results;

   e) consult with the Committee, in preparing and
      reviewing financial information required in a
      Plan of Reorganization, including disclosures;

   f) consult with the Committee, and where necessary,
      assist in the preparation of business plans,
      including long-term projections and liquidation
      analyses;

   g) analyze, formulate and advise in connection with
      potential income tax ramifications of this
      Chapter 11 filing or proposed Plan of Reorganization;

   h) provide expert witness testimony, as required, in
      connection with financial issues relating to this
      Chapter 11 matter;

   i) attend meetings and telephone calls with management,
      counsel and other parties, as necessary; and

   j) provide other services as directed by the Committee
      or its counsel.

EisnerAmper will be paid based on the usual and customary billing
rates of its professionals:

   Designations                Hourly Rates
   ------------                ------------
   Partners/Directors           $400 - $560
   Managers/Senior Managers     $275 - $400
   Paraprofessionals/Staff      $115 - $275

                         About U.S. Eagle

U.S. Eagle filed for Chapter 11 protection (Bankr. D. N.J. Case
No. 11-10392) on Jan. 6, 2011.  Samuel Jason Teele, Esq., at
Lowenstein Sandler PC, serves as the Debtor's bankruptcy counsel.
The Debtor estimated its assets and debts at $10 million to
$50 million.

Affiliates U.S. Eagle Litho, Inc. (Bankr. D. N.J. Case No. 11-
10401), Eagle One Golf Products, Inc. (Bankr. D. N.J. Case No. 11-
10397), Julius Realty Corporation (Bankr. D. N.J. Case No. 11-
10393), Traffic Control Service, Inc., An Arizona Corporation
(Bankr. D. N.J. Case No. 11-10398), Traffic Control Service, Inc.,
A California Corporation (Bankr. D. N.J. Case No. 11-10403), and
Traffic Control Service, Inc., A Nevada Corporation (Bankr. D.
N.J. Case No. 11-10392) filed separate Chapter 11 petitions on
Jan. 6, 2011.

Three Twenty One Capital Partners, LLC serves as exclusive agent
for the Debtors.

On Feb. 22, 2011, the U.S. Trustee appointed an Official Committee
of Unsecured Creditors.  Porzio, Bromberg & Newman, P.C.,
represents the Committee.

No trustee or examiner has been requested or appointed in the
Chapter 11 cases.


U.S. EAGLE: Can Hire Hilco Real as Real Estate Broker
-----------------------------------------------------
The U.S. Bankruptcy Court for the District Court of New Jersey
authorized U.S. Eagle Corporation to employ Hilco Real Estate,
LLC, as real estate broker and Lee & Associates as the sub-listing
broker for certain properties.  The Court vacated its prior order
authorizing the Debtor to employ Grubb & Ellis Company as its real
estate broker.

The Debtor sought a change in its broker because it believes that
a traditional brokerage process would yield few, if any, tangible
results.  The Debtor therefore has modified its sales strategy and
decided to market its properties in a non-traditional (outside of
bankruptcy) process which led to the employment of Hilco.

Hilco will, among other things:

   (a) take the necessary steps to list and market the Riverside
       Properties in a manner to maximize the value thereof;

   (b) facilitate the dissemination of information to interested
       parties with respect to the Riverside Properties; and

   (c) assist the Debtors with the sale process.

Hilco will receive 6 percent of the gross sale proceeds from the
sale of the Riverside Properties if it is the sole real estate
broker.  However, if the buyer of the Riverside Properties is
represented by a separate broker, the Debtors will seek permission
to compensate Hilco at 7 percent of the gross sale proceeds as the
commission will be shared with the buyer's broker.

                         About U.S. Eagle

U.S. Eagle filed for Chapter 11 protection (Bankr. D. N.J. Case
No. 11-10392) on Jan. 6, 2011.  Samuel Jason Teele, Esq., at
Lowenstein Sandler PC, serves as the Debtor's bankruptcy counsel.
The Debtor estimated its assets and debts at $10 million to
$50 million.

Affiliates U.S. Eagle Litho, Inc. (Bankr. D. N.J. Case No. 11-
10401), Eagle One Golf Products, Inc. (Bankr. D. N.J. Case No. 11-
10397), Julius Realty Corporation (Bankr. D. N.J. Case No. 11-
10393), Traffic Control Service, Inc., An Arizona Corporation
(Bankr. D. N.J. Case No. 11-10398), Traffic Control Service, Inc.,
A California Corporation (Bankr. D. N.J. Case No. 11-10403), and
Traffic Control Service, Inc., A Nevada Corporation (Bankr. D.
N.J. Case No. 11-10392) filed separate Chapter 11 petitions on
Jan. 6, 2011.

Three Twenty One Capital Partners, LLC serves as exclusive agent
for the Debtors.

On Feb. 22, 2011, the U.S. Trustee appointed an Official Committee
of Unsecured Creditors.  Porzio, Bromberg & Newman, P.C.,
represents the Committee.

No trustee or examiner has been requested or appointed in the
Chapter 11 cases.


U.S. EAGLE: Plan Filing Period Further Extended to Jan. 30
----------------------------------------------------------
The U.S. Bankruptcy Court for the District of New Jersey has
further extended U.S. Eagle Corporation and its debtor-affiliates'
exclusive periods to file a plan of reorganization and to solicit
acceptances of a plan of reorganization, through and including
Jan. 30, 2012, and April 1, 2012, respectively.

                         About U.S. Eagle

U.S. Eagle filed for Chapter 11 protection (Bankr. D. N.J. Case
No. 11-10392) on Jan. 6, 2011.  Kenneth A. Rosen, Esq., S. Jason
Teele, Esq., and Cassandra M. Porter, Esq., at Lowenstein Sandler
PC, in Roseland, N.J., serve as the Debtor's bankruptcy counsel.
The Debtor estimated its assets and debts at $10 million to
$50 million.

Affiliates U.S. Eagle Litho, Inc. (Bankr. D. N.J. Case No. 11-
10401), Eagle One Golf Products, Inc. (Bankr. D. N.J. Case No. 11-
10397), Julius Realty Corporation (Bankr. D. N.J. Case No. 11-
10393), Traffic Control Service, Inc., An Arizona Corporation
(Bankr. D. N.J. Case No. 11-10398), Traffic Control Service, Inc.,
A California Corporation (Bankr. D. N.J. Case No. 11-10403), and
Traffic Control Service, Inc., A Nevada Corporation (Bankr. D.
N.J. Case No. 11-10392) filed separate Chapter 11 petitions on
Jan. 6, 2011.

Three Twenty One Capital Partners, LLC serves as exclusive agent
for the Debtors.

On Feb. 22, 2011, the U.S. Trustee appointed an Official Committee
of Unsecured Creditors.  Porzio, Bromberg & Newman, P.C.,
represents the Committee.

No trustee or examiner has been requested or appointed in the
Chapter 11 cases.


USEC INC: Expects to Expense $137MM in Q4 Related to ACP Project
----------------------------------------------------------------
USEC Inc. concluded that it expects to expense approximately $127
million of previously capitalized work in progress costs related
to a number of earlier AC100 centrifuge machines used in the lead
cascade test program.  These machines were determined to no longer
be compatible with the commercial plant design for the American
Centrifuge Plant.  This expense is a non-cash charge in the fourth
quarter of 2011 related to these machines.

The Company previously disclosed in its periodic reports that it
was evaluating the ongoing utility of a number of earlier AC100
centrifuge machines that were previously capitalized as part of
construction work in progress.  Following the completion of this
review, which included the evaluation of several potential uses
for these earlier machines and the related economics for each
scenario, the Company determined that these centrifuge machines
have no future economic benefit and should be expensed.  This
conclusion does not affect centrifuge machines that are currently
being operated in the Company's lead cascade in Piketon, Ohio,
which are the current commercial plant design, or any machines
that would be built as part of any research, development and
demonstration (RD&D) program being discussed with the U.S.
Department of Energy (DOE).

On Jan. 13, 2012, the Company also concluded that it expects to
expense approximately $10 million in the fourth quarter of 2011 of
previously capitalized amounts related to prepayments made to a
supplier for the American Centrifuge Plant.  The Company's
contract with this supplier could not be extended and this amount
represents the remaining balance for prepayments for materials
that the Company will not purchase under the contract.  Under the
terms of the contract, the prepayment is credited against a
portion of the purchase price for the materials and the Company
does not plan on purchasing sufficient material to recoup the full
credit prior to expiration of the contract.  These management
decisions were reported to and affirmed by the Board of Directors
at a meeting held on Jan. 13, 2012.

The Company has not yet completed its financial review for the
quarter or year ended Dec. 31, 2011.  However, based on the
Company's analysis to date, the Company expects to record a full
valuation allowance in the fourth quarter of 2011 for the net
deferred tax asset created by the charges, as well as all other
previously recorded net deferred tax assets.  The Company's net
deferred tax assets were approximately $246 million as of
Sept. 30, 2011.  A valuation allowance is required if it is more
likely than not that a deferred tax asset cannot be realized in
the future.  That realization is dependent on having sufficient
taxable income to realize the deferred tax asset.  As described in
the Company's quarterly report on Form 10-Q for the quarter ended
Sept. 30, 2011, in practice, positive and negative evidence is
reviewed with objective evidence receiving greater weight.  One of
the most difficult forms of negative evidence to overcome is a
cumulative loss in recent years.  Based on anticipated fourth
quarter and year end 2011 results, taking into account the charges
described above, the Company expects to have a significant loss
resulting in a cumulative loss in recent years.

In addition, the Company will be continuing as part of its year-
end financial review to evaluate the recoverability of the
remainder of previously capitalized costs related to the American
Centrifuge project (which, including the approximately $137
million, totaled approximately $1.3 billion as of Sept. 30, 2011).
Depending on the outcome of the evaluation, the Company could
expense up to the full amount of previously capitalized costs
related to the American Centrifuge project as early as the fourth
quarter of 2011.  Events that could negatively affect this
evaluation include a failure to enter into an agreement with DOE
to provide funding for the project as part of the RD&D program.

The Company's incurrence of the impairment charges described in
the first paragraph above and the valuation allowance for the
Company's deferred tax assets will not result in future cash
expenditures, however, they will have a direct negative impact on
the Company's net income and shareholder's equity for the period
in which they are recorded.  In addition, the valuation allowance
will result in the Company's inability to record tax benefits on
future losses until the Company generates sufficient taxable
income to support the elimination of the valuation allowance.
However, the valuation allowance will not affect the Company's
ability to use its deferred tax assets if it generates taxable
income in the future.  The impairment charge and the valuation
allowance will not impact the Company's cash flow from operations.

                         About USEC Inc.

Headquartered in Bethesda, Maryland, USEC Inc. (NYSE: USU) --
http://www.usec.com/-- supplies enriched uranium fuel for
commercial nuclear power plants.

The Company reported a net loss of $44.70 million on $1.21 billion
of total revenue for the nine months ended Sept. 30, 2011,
compared with a net loss of $1.50 million on $1.37 billion of
total revenue for the same period a year ago.

The Company's balance sheet at Sept. 30, 2011, showed $4.04
billion in total assets, $2.72 billion in total liabilities and
$1.32 billion in stockholders' equity.

                          *     *     *

USEC Inc. carries 'Caa1' corporate and probability of default
ratings, with "developing" outlook, from Moody's, and 'CCC+' long
term foreign issuer credit rating and 'CCC-' long term local
issuer credit rating, with outlook "developing", from Standard &
Poor's.

In May 2010, S&P said that its rating and outlook on USEC Inc. are
not affected by the announcement that Toshiba Corp. and Babcock &
Wilcox Investment Co., an affiliate of The Babcock & Wilcox Co.,
have signed a definitive investment agreement for $200 million
with USEC.


VEGAS, INC.: Voluntary Chapter 15 Case Summary
----------------------------------------------
Debtor: Vegas, Inc.
          aka Vegas Liquor
        8024 Greenfield Road
        Detroit, MI 48228

Bankruptcy Case No.: 12-40572

Chapter 11 Petition Date: January 11, 2012

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

Judge: Steven W. Rhodes

Debtor's Counsel: Donald C. Darnell, Esq.
                  DARNELL, PLLC
                  7926 Ann Arbor Street
                  Dexter, MI 48130
                  Tel: (734) 424-5200
                  Fax: (734) 786-1605
                  E-mail: dondarnell@darnell-law.com

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

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

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

The petition was signed by Mark Thuwaini, president.


VOICES OF FAITH: Seeks to Hire Geiger Law as Co-Counsel
-------------------------------------------------------
Voices of Faith Ministries, Inc., seeks permission from the U.S.
Bankruptcy Court for the Northern District of Georgia to employ
Geiger Law, LLC, as its co-counsel.  As general bankruptcy
counsel, Geiger Law will:

   (a) advise the Debtor with respect to its powers and duties as
       debtor and debtor-in-possession in the continued management
       and operation of its business and property;


   (b) attend meetings and negotiate with representatives of
       creditors and other parties-in-interest and advise and
       consult on the conduct of the Chapter 11 case, including
       all of the legal and administrative requirements of
       operating in Chapter 11;

   (c) take necessary action to protect and preserve Debtor's
       estate, including the prosecution of actions on its behalf,
       the defense of any actions commenced against the estate,
       negotiations concerning all litigation in which Debtor may
       be involved and objections to claims filed against the
       estate;

   (d) review and prepare on behalf of Debtor all documents and
       agreements as they become necessary and desirable;

   (e) review and prepare on behalf of Debtor all motions,
       administrative and procedural applications, answers,
       orders, reports and papers necessary to the administration
       of the estate;

   (f) negotiate and prepare on Debtor's behalf a plan of
       reorganization, disclosure statement and all related
       agreements or documents and take any necessary action on
       behalf of Debtor to obtain confirmation of such plan;

   (g) review and object to claims, analyze, recommend, prepare,
       and bring any causes of action created under the Bankruptcy
       Code;

   (h) advise Debtor in connection with any sale of assets;

   (i) appear before this Court, any appellate courts, and the
       U.S. Trustee, and protect the interests of Debtor's estate
       before such courts and the U.S. Trustee; and

   (j) perform all other necessary legal services and give all
       other necessary legal advice to the Debtor in connection
       with the Chapter 11 case.

David A. Geiger's current hourly rate is $300.

Geiger Law received 2 retainer payments from Debtor totaling
$10,000 for work to be performed with respect to the Chapter 11
case.

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

Voices of Faith Ministries, Inc., based in Stone Mountain,
Georgia, filed for Chapter 11 bankruptcy (Bankr. N.D. Ga. Case No.
11-85028) on Dec. 5, 2011.  John A. Moore, Esq. --
jmoore@moorelawllc.com -- at The Moore Law Group, LLC, serves as
the Debtor's counsel.  In its petition, the Debtor estimated
assets and debts of $10 million to $50 million.  The petition was
signed by Gary Hawkins, Sr., CEO.


WALLDESIGN INC: Union Wants Management Replaced by Trustee
----------------------------------------------------------
The International Union of Painters and Allied Trades District
Council 15 wants the Bankruptcy Court to appoint a Chapter 11
trustee to oversee Walldesign Inc.'s business.  The union alleges
fraud, dishonesty, incompetence and gross mismanagement on the
part of the debtor's current management.  The union also contends
the debtor has violated the parties' collective bargaining
agreement by failing to honor wage and benefit obligations.  The
union has filed charges before the National Labor Relations Board
over the debtor's unfair labor practices.

The union is objecting to the approval of Walldesign's requests
for authority to pay prepetition obligations it elects to pay, use
cash collateral, and sell personal property.

The union suspects the debtor is trying to undercut union members
by striking a "labor" deal with Imperial Building Group Inc.  The
union believes Imperial may be an alter ego of the debtor or the
debtor's sole owner Michael Bello, pointing out that both
companies operate from the same business location -- owned and
leased by Michael Bello -- performing the same work and servicing
the same customers.  The union also notes the California State
Licensing Board lists Mr. Bellow as the responsible manager of
Imperial and owns 10% or more of Imperial's voting stock/equity.

The union says the hearing on the debtor's requests should be
postponed until an official committee of unsecured creditors is
appointed and has been given an opportunity to review the
requests.

The union is represented by Jordan D. Mazur, Esq. --
jmazur@unioncounsel.net -- at Weinberg Roger & Rosenfeld P.C.

Walldesign is seeking Court approval of procedures for the sale of
various personal properties, which include vehicles and equipment,
to be sold for $50,000 or less each.  The properties were used in
the ordinary course of the debtor's operations.  However, certain
of the assets are now or will become unnecessary or otherwise
idle.  The debtor wants to sell the Idle Assets to bring
additional cash into the estate and to eliminate unnecessary
carrying costs.  The debtor said immediate approval of the sale
procedures is critical in that the Idle Assets are declining in
value each day.

Walldesign is also seeking Court permission to use cash collateral
of Comerica Bank, its primary secured lender, to finance business
operations while in bankruptcy.  The debtor owes Comerica roughly
$4.9 million pursuant to a line of credit, plus corporate credit
card debt, potential letter of credit liability, and related fees
and expenses.  The debtor also faces roughly $5.0 million in
unsecured claims.

The debtor and Comerica have agreed to the use of cash collateral,
subject to the Court's approval of the parties' Stipulation.  The
debtor proposes to grant Comerica replacement liens of the same
type and priority as currently held on all collateral, including
but not limited to, all accounts receivable and assets generated
post-petition.

During the next six months, the debtor projects that it will
generate roughly $9 million in revenues through the completion of
existing backlog, and that it will generate roughly $2.7 million
in cash.

Marc J. Winthrop, Esq., Sean A. O'Keefe, Esq., and Jeannie Kim,
Esq. -- sokccfc@winthropcouchot.com and jkim@winihropcouchot.com
-- at Winthrop Couchot, serve as the Debtor's counsel.

                         About Walldesign

Walldesign Inc., incorporated in 1983, has been in the business of
installing drywall, insulation, plaster and providing related
services to single and multi-family construction projects
throughout California, Nevada and Arizona for over 20 years.
Customers include some of the largest homebuilders in the United
States, such as Pulte, DR Horton, K. Hovnanian, Toll Brothers and
KB Homes.  In fiscal 2011, Walldesign generated more than $43.5
million in annual revenues.

Walldesign, based in Newport Beach, California, said the global
credit crisis that occurred in the third quarter of 2008 had a
severe negative impact on its business: capital for construction
projects dried up, buyers vacated the market for new homes and
profit margins on new jobs eroded.  Although it has significantly
downsized its operations in an effort to remain profitable in the
recessionary conditions, cash flow problems arose during this
process.  These problems slowed payments to vendors, precipitating
collection lawsuits forcing it to seek Chapter 11 protection
(Bankr. C.D. Calif. Case No. 12-10105) on Jan. 4, 2012.

Judge Robert N. Kwan presides over the case.  In its petition, the
Debtor estimated $10 million to $50 million in assets and debts.
The petition was signed by Michael Bello, chief executive officer.


WALLDESIGN INC: Sec. 341 Creditors' Meeting Set for Feb. 29
-----------------------------------------------------------
The U.S. Trustee will hold a Meeting of Creditors under 11 U.S.C.
Sec. 341(a) in the bankruptcy case of Walldesign Inc., on Feb. 29,
2012, at 10:30 a.m. at RM 1-159, 411 W Fourth St., in Santa Ana.

Walldesign Inc., incorporated in 1983, has been in the business of
installing drywall, insulation, plaster and providing related
services to single and multi-family construction projects
throughout California, Nevada and Arizona for over 20 years.
Customers include some of the largest homebuilders in the United
States, such as Pulte, DR Horton, K. Hovnanian, Toll Brothers and
KB Homes.  In fiscal 2011, Walldesign generated more than $43.5
million in annual revenues.

Walldesign, based in Newport Beach, California, said the global
credit crisis that occurred in the third quarter of 2008 had a
severe negative impact on its business: capital for construction
projects dried up, buyers vacated the market for new homes and
profit margins on new jobs eroded.  Although it has significantly
downsized its operations in an effort to remain profitable in the
recessionary conditions, cash flow problems arose during this
process.  These problems slowed payments to vendors, precipitating
collection lawsuits forcing it to seek Chapter 11 protection
(Bankr. C.D. Calif. Case No. 12-10105) on Jan. 4, 2012.

Judge Robert N. Kwan presides over the case.  Marc J. Winthrop,
Esq., Sean A. O'Keefe, Esq., and Jeannie Kim, Esq., at Winthrop
Couchot, serve as the Debtor's counsel.  In its petition, the
Debtor estimated $10 million to $50 million in assets and debts.
The petition was signed by Michael Bello, chief executive officer.


WEGENER CORP: Incurs $856,632 Net Loss in Dec. 2 Quarter
--------------------------------------------------------
Wegener Corporation filed with the U.S. Securities and Exchange
Commission its Quarterly Report on Form 10-Q reporting a net loss
of $856,632 on $1.38 million of revenue for the three months ended
Dec. 2, 2011, compared with a net loss of $25,776 on $2.97 million
of revenue for the three months ended Dec. 3, 2010.

The Company reported a net loss of $1.46 million on $9.11 million
of net revenues for the year ended Sept. 2, 2011, compared with a
net loss of $2.31 million on $8.92 million of net revenues for the
year ended Sept. 3, 2010.

The Company's balance sheet at Dec. 2, 2011, showed $7.16 million
in total assets, $9.50 million in total liabilities, all current,
and a $2.34 million total capital deficit.

In its report on the Company's 2011 results, Habif, Arogeti &
Wynne, LLP, in Atlanta, Georgia, noted that the Company has
suffered recurring losses from operations and has a capital
deficiency that raise substantial doubt about its ability to
continue as a going concern.

                        Bankruptcy warning

The Company's ability to continue as a going concern is dependent
on generating sufficient new orders and revenues in the very near
term to provide sufficient cash flow from operations to pay the
Company's current level of operating expenses, to provide for
inventory purchases and to reduce past due amounts owed to vendors
and service providers.  No assurances may be given that the
Company will be able to achieve sufficient levels of new orders in
the near term to provide adequate levels of cash flow from
operations.  Should the Company be unable to achieve near term
profitability and generate sufficient cash flow from operations,
the Company would need to raise additional capital or obtain
additional borrowings beyond the Company's existing loan facility.
The Company currently has limited sources of capital, including
the public and private placement of equity securities and
additional debt financing.  No assurances can be given that
additional capital or borrowings would be available to allow the
Company to continue as a going concern.  If near term shippable
bookings are insufficient to provide adequate levels of near term
liquidity and any required additional capital or borrowings are
unavailable, the Company will likely be forced to enter into
federal bankruptcy proceedings.

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

                        http://is.gd/6mLrzf

                        About Wegener Corp.

Johns Creek, Ga.-based Wegener Corporation --
http://www.wegener.com/-- was formed in 1977 and is a Delaware
corporation.  The Company conducts its continuing business through
Wegener Communications, Inc. (WCI), a wholly-owned subsidiary.
WCI, a Georgia corporation, is an international provider of
digital video and audio solutions for broadcast television, radio,
telco, private and cable networks.


WESTSIDE MEDICAL: Files Liquidating Plan to Pay Unsecured Claims
----------------------------------------------------------------
Westside Medical Park, LLC submitted a Plan of Liquidation and
Disclosure Statement to the U.S. Bankruptcy Court for the Central
District of California dated Dec. 21, 2011.

The Debtor owned real estate properties in California intended to
be developed primarily for health care uses, but defaulted on a
$61 million debt in November 2011.  The Debtor thus sought
bankruptcy protection to try to preserve value for unsecured
creditors.

The Plan lists the sources of money earmarked to pay creditors.
No payments to interest holders will be made.  Sources of
distribution to creditors will be (i) cash on hand, which totaled
$666,770 as of Nov. 30, 2011; and (ii) any recovery generated from
"avoidance power actions" and litigation, all of which will be
pursued by the Official Committee of Unsecured Creditors.

Most likely, general unsecured creditors can expect payments to
commence within 30 days after entry of a final unappealable order
confirming the Debtor's liquidating plan.

The Debtor calculates the claims of general unsecured creditors
aggregate $1,143,846.  Under the Plan, unsecured creditors will
receive pro rata distributions from the Available Cash and any
recovery from any Avoidance Power Action or litigation.

A copy of the Disclosure Statement dated Dec. 21 is available for
free at http://bankrupt.com/misc/WESTSIDEMEDICAL_DiscStmDec21.PDF

                      About Westside Medical

Los Angeles, California-based Westside Medical Park, LLC, filed
for Chapter 11 bankruptcy protection on November 3, 2010 (Bankr.
C.D. Calif. Case No. 10-57457).  John P. Kreis, P.C., is the
Debtor's general bankruptcy counsel.  Garfield & Tepper serves as
special litigation counsel.  Peregrine Realty Partners has been
tapped as appraiser.  The Debtor estimated assets and debts at $50
million to $100 million as of the Chapter 11 filing.

On Dec. 28, 2010, Peter C. Anderson, the U.S. Trustee, appointed
these entities to serve in the Official Committee of Unsecured
Creditors in the Debtor's case:

  1. Dakota Communications
  2. Burnside & Associates, Inc.
  3. Argo Group US, Inc.
  4. A.C. Martin Partners, Inc.


* Cadwalader's Top Restructuring Trio Joins Pillsbury
-----------------------------------------------------
Pillsbury disclosed that a group of prominent insolvency and
restructuring partners is joining its firmwide Insolvency &
Restructuring practice, and will be resident in the firm's New
York office.  Deryck Palmer, Andrew Troop and Christopher Mirick
arrive from Cadwalader, Wickersham & Taft, where Palmer was the
Co-Chairman of the financial restructuring department and a former
member of the firm's Management Committee.

Deryck Palmer was a recent delegate to the UNCITRAL Working Group
V (Insolvency Law) on behalf of the International Law Institute.
He was also selected as one of the lead counsels to the U.S.
Treasury Department in the General Motors restructuring and
represented the Detroit Public Schools, the sixth-largest school
district in the country, in one of the most successful municipal
restructurings, out of court.  He and his team concentrate their
practice on the representation of all parties involved in
proceedings under Chapter 11 of the Bankruptcy Code, as well as in
workout, corporate restructuring and bankruptcy matters.  They
have handled some of the largest and most significant matters in
the country during the past three decades, including
LyondellBasell Industries in its reorganization case; Millennium
Custodial Trust; Apollo Health Street; and Citibank in the Lehman
Brothers Holdings Chapter 11 case. Other recent clients include
Omnicare, JPMorgan Chase and numerous private equity firms and
hedge funds with investments in distressed credits.

The team represents both creditors and debtors, including
representation of lenders extending credit to troubled borrowers
and entities investing in or acquiring troubled companies or
assets from distressed owners, in various industry sectors
including automotive, retail, real estate, energy, health care,
hospitality and manufacturing.  They enhance Pillsbury's
capabilities in these key industry sectors and bring significant
additional experience representing municipal and health care
entities in debt restructurings and working with traditional and
non-traditional lenders in creating new lending products for
municipalities.

"Insolvency & Restructuring is a key area of strategic growth for
Pillsbury. The addition of these tremendously accomplished lawyers
broadens, deepens and transforms our reach and enhances our
ability to deliver the highest quality service to our clients,"
said Pillsbury Firm Chair Jim Rishwain.  "Deryck's team is a
perfect addition to our insolvency group's established practice.
They bring extensive experience in the financial services sector,
a key industry for Pillsbury and our clients.  Our Finance, M&A,
Litigation, Tax and Real Estate practices, among others, will
benefit with the addition of this elite team and contribute to the
creation of a world-class bankruptcy practice."

"Pillsbury's insolvency group and the firm's industry strengths
form a very dynamic platform for our combined team," Palmer noted.
"Together, we are excited about our practice's remarkable
opportunities and focus on client service as challenges in this
field become more complex across different types of
organizations."

Recognized as one of the "Leading Law Firm Rainmakers" by the
Minority Corporate Counsel Association, Palmer is active in the
American Bankruptcy Institute and the Turnaround Management
Association. For more than 10 years, he served as a foreign
advisor on U.S. bankruptcy law to the People's Republic of China
(PRC) and was instrumental in the drafting of the new PRC
Enterprise Bankruptcy Law.  An Adjunct Professor of Law at New
York Law School, Palmer received his B.A. from Syracuse University
and his J.D. from the University of Michigan.

Andrew Troop and Christopher Mirick have also received accolades
for their work. Most recently, Legal 500 recognized Troop for
being "extremely capable, effective and creative," and IFLR1000
reported that clients praise Mirick for demonstrating "tremendous
leadership skills" and having "very innovative solutions."  Troop
and Mirick focus their practices on business reorganizations and
debtors' and creditors' rights.  Troop's practice includes
representing nonprofit organizations within his primary focus of
debtors' and creditors' rights.  He received his J.D. from
Northwestern University School of Law and his B.A. from Amherst
College.  Mirick has represented private equity clients in
connection with acquiring, selling and reorganizing both domestic
and international portfolio companies.  He has also counseled
mezzanine lenders and private equity investors in defending
fraudulent-transfer and breach-of-duty claims asserted in
connection with companies to which they have extended credit or
invested equity.  A graduate of Amherst College, he holds a J.D.
from Harvard Law School.

Pillsbury's Insolvency & Restructuring practice is a well-
integrated team of lawyers practicing in New York, Los Angeles,
San Francisco, Washington DC, San Diego and Orange County
(together with colleagues in London, Tokyo and Shanghai). Practice
members represent a broad spectrum of clients dealing with
complex, sophisticated and distressed financial situations,
including the representation of distressed entities as well as
clients that lend to distressed entities.  Recent bankruptcy
representation includes the equity committees in Solutia and
Tronox, the debtor in Congoleum, and clients with signification
positions in the Washington Mutual, Delta Airlines, Heller Ehrman
and Coudert Brothers cases.

                      About Pillsbury Winthrop

Pillsbury is a full-service law firm with a keen industry focus on
energy & natural resources, financial services, real estate &
construction, and technology.  Based in the world's major
financial, technology and energy centers, Pillsbury counsels
clients on global regulatory, litigation and corporate matters


* 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.


                  *** End of Transmission ***