TCR_Public/120130.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

            Monday, January 30, 2012, Vol. 16, No. 29

                            Headlines

AHERN RENTALS: U.S. Trustee Names 5-Member Creditors' Panel
ALEXANDER GALLO: Plan Outline Hearing Scheduled for Jan. 31
AMERICA LTD: Case Summary & 20 Largest Unsecured Creditors
AMERICAN LASER: Creditors Object to Auction Plan
ARIZONA WASH: Case Summary & 15 Largest Unsecured Creditors
BEHRINGER HARVARD: R. Aisner Named Co-General Partner Vice-Chair

BLM AIR: Creditors Have Until Feb. 17 to File Proofs of Claim
BLUEKNIGHT ENERGY: Declares Quarterly Distributions on Units
BOUNDARY BAY: U.S. Trustee Names 5-Member Creditors' Panel
BROCADE COMMUNICATIONS: S&P Raises Corp. Credit Rating to 'BB+'
BXP 1 LLC: Court Discharges Angela Ortiz as Receiver

CAREFREE WILLOWS: Files Third Amended Disclosure Statement
CLARE OAKS: Taps CliftonLarsonAllen LLP as Accountants
CLEAN BURN: Judge Taps Sara A. Conti as Ch. 11 Trustee
COLORADO ALTITUDE: Can Hire Lathrop as Counsel in Patent Suit
COMMERCIAL VEHICLE: S&P Raises Corporate Credit Rating to 'B'

CONCHO RESOURCES: S&P Raises Corporate Credit Rating to 'BB+'
CONSTRUCTION SUPERVISION: Case Summary & Unsecured Creditors
CONTINENTAL RESOURCES: S&P Raises Corp. Credit Rating to 'BB+'
CRYSTALLEX INT'L: Written Submissions to ICSIDDUe Feb. 10
DELTA AIR: Eyeing Merger With USAir Too; Taps Goldman & Blackstone

DRINKS AMERICAS: Issues 18.2 Million Common Shares
EAST HARLEM: Court OKs Feb. 1 Extension of Plan Deadline
ENER1 INC: Maturity of $6.5-Mil. Bzinfin Loan Extended to Jan. 27
ENERGY COMPOSITES: Expiration of Warrants Extended to Dec. 31
FIRSTFED FINANCIAL: March 14 Hearing on Plan Disclosures

FRONTIER AIRLINES: Republic Names New CEO of Unit Ahead of Split
FUSION TELECOMMUNICATIONS: Inks Purchasing Pact with GNYHA
GELT PROPERTIES: U.S. Trustee Names 3-Member Creditors' Panel
GMX RESOURCES: Whitebox, et al., to Resell 3.8MM Common Shares
GRACEWAY PHARMACEUTICALS: Files Chapter 11 Plan; To Sell Assets

GREYSTONE PHARMA: David Cocke Appointed as Liquidating Trustee
GSC GROUP: BDCM Wins Nod to Send Plan to Confirmation on Feb. 14
H&H BAGELS: Gets Evicted From Last Remaining Location
HORIZON LINES: OPERS Discloses 6.5% Equity Stake
IMPERIAL CAPITAL: Revised Plan Supported by Creditors Committee

INTELLICELL BIOSCIENCES: Stuart Goldfarb Resigns as Director
INTERNATIONAL GOSPEL: Buyer Not Entitled to Co-Broker Commission
INTERTAPE POLOYMER: Wells Fargo Discloses 19.1% Equity Stake
IRVINE SENSORS: Company Name Changed to "ISC8 Inc."
JER/JAMESON: Withdraws Plea to Hire AlixPartners as Fin'l Advisor

JER/JAMESON: Inks Stipulation Rejecting Appeal of Dismissal Order
JER/JAMESON: Wants Until Feb. 20 to File Schedules and Statements
JER/JAMESON: Withdraws Request to Employ Houlihan Lokey
JER/JAMESON: Withdraws Motion to Employ Pachulski Stang
JEWISH COMMUNITY: Files List of 20 Largest Unsecured Creditors

KINGSBURY CORP: Can Use Borrow & Use Cash Collateral Thru Feb. 24
KM LINCOLN: Case Summary & 5 Largest Unsecured Creditors
KM TOUHY: Case Summary & 4 Largest Unsecured Creditors
LAKE TAHOE: Argonaut Dev't and Richard Baker Want Case Dismissed
LAKE TAHOE: City National Bank Wants Case Converted to Chapter 7

LANDAMERICA 1031: Inks $38MM Deal With Lloyd's in E&O Coverage Row
LEE ENTERPRISES: Court Approves KPMG LLP as Auditor
LEONARD WALLACE: Court Won't Reinstate Automatic Stay
LUXOR HOMES: Voluntary Chapter 11 Case Summary
MAEVERS INVESTMENTS: Case Summary & 3 Largest Unsecured Creditors

MARCO POLO: Plan Filing Period Extended to Feb. 17
MARITIME COMMUNICATIONS: Committee Gets Nod to Hire Burr & Forman
MARITIME COMMUNICATIONS: Gets Final OK to Borrow $100,000 from SCF
MARTIN COUNTY: Voluntary Chapter 11 Case Summary
MC2 CAPITAL: U.S. Trustee Names 3-Member Creditors' Panel

MEDICURE INC: Reports $1.1 Million Net Income in Q2 2012
MAJESTIC STAR: Termination of QSub Status Violates Automatic Stay
MGIC INVESTMENT: Posts Third Straight Quarterly Loss
MID MICHIGAN: Files List of 20 Largest Unsecured Creditors
MOHEGAN TRIBAL: Expects up to $24MM Net Income in Fiscal Q1 2012

MOHEGAN TRIBAL: Commences Debt Refinancing Transactions
MOHEGAN TRIBAL: S&P Lowers Issuer Credit Rating to 'CC'
MONTANA ELECTRIC: Creditors Panel Can Retain Harold Dye as Counsel
MONTANA ELECTRIC: S&P Lowers Issuer Credit Rating to 'D'
MT. VERNON: Court Approves Continued Use of Cash Collateral

MT. VERNON: Cancels Auction, Wants Chapter 11 Case Dismissed
MT. VERNON: First Mariner Wants Stay Lifted to Allow Foreclosure
NEWPAGE CORP: Seeks Approval of Long-Term Incentive Plan
NORTHAMPTON GENERATING: Can Hire Tap Moore & Van as Counsel
NUVILEX INC: Patricia Gruden Resigns as Interim CFO

OAK VALLEY: S&P Cuts $17.985-Mil. Revenue Bond Rating to 'BB+'
OLYMPIC HOTEL: Case Summary & 11 Largest Unsecured Creditors
ORAGENICS INC: Koski Credit Facility Hiked by $750,000
OVERLAND STORAGE: Files Form S-3, Registers 15MM Common Shares
PACIFIC MONARCH: Taps Baker & McKenzie as Special Counsel

PITT PENN: Sec. 548 Look-Back Period Cannot Be Equitably Tolled
POST STREET: Withdraws Motion to Employ Nossaman LLP Lit. Counsel
POWER EFFICIENCY: Amends Certificate of Incorporation
QUANTUM CORP: Reports $3.9 Million Net Income in Dec. 31 Quarter
RCS CAPITAL: Proposes to Hire Daryl Williams as Special Counsel

REALOGY CORP: Proposes to Issue $593 Million of Senior Notes
REALOGY CORP: S&P Rates $325-Mil. Senior Secured Notes at 'CCC-'
ROAR INVESTMENTS: Voluntary Chapter 11 Case Summary
SANITARY AND IMPROVEMENT: Voluntary Chapter 11 Case Summary
SAVANNAH INTERESTS: Trustee Won't Form Creditors' Panel

SCOTTS MIRACLE-GRO: S&P Raises Corporate Credit Rating to 'BB+'
SKINNY NUTRITIONAL: Ironridge Global Discloses 9.9% Equity Stake
SMART-TEK SOLUTIONS: Kinross-Kennedy Resigns as Accountants
SNOKIST GROWERS: Wants to Hire Emmer Associates as Consultant
SOLUTIA INC: To Be Acquired by Eastman Chemical in $4.7BB Deal

SPARETIME FAMILY: Utah Court Confirms Chapter 11 Plan
SUMMER VIEW: U.S. Bank Objects to Disclosure Statement
SUMMER VIEW: Files Amended Schedules of Assets and Liabilities
SUSTAINABLE ENVIRONMENTAL: Effecting a 1 for 15 Reverse Split
TMST INC: Gets SEC Verbal Notice of Intention to Revoke Securities

TRAILER BRIDGE: S&P Withdraws 'D' Corporate Credit Rating
TRAVELPORT HOLDINGS: Computershare Named Successor Trustee
TRIDENT MICROSYSTEMS: U.S. Trustee Names 3-Member Creditors' Panel
TRIUS THERAPEUTICS: Says SEC Reviewing Annual & Quarterly Reports
TTC PLAZA: U.S. Trustee Fails to Appoint Committee

VIVAKOR INC: Suspending Filing of Reports with SEC
VU1 CORP: Richard Sellers Discloses 7.2% Equity Stake
WESTCLIFF MEDICAL: Plan Confirmation Hearing Set for Feb. 8
WHITING PETROLEUM: S&P Raises Corporate Credit Rating to 'BB+'
ZARD DEVELOPMENT: Voluntary Chapter 11 Case Summary

ZOO ENTERTAINMENT: David Smith Discloses 26.5% Equity Stake

* Restructuring Professionals Expect Rise in Smaller Bankruptcies
* Centerbridge's Gallogly Sees 'Steady' Opportunity in Europe
* Cohen & Grigsby Taps Marty Wagner to ERISA Litigation Groups
* Deutsche Bank's Distressed Debt Head Lanktree to Launch Fund

* 7th Cir. Appoints Cassling as Northern Ill. Bankruptcy Judge
* 6th Cir. Appoints Mashburn as Middle Tenn. Bankruptcy Judge

* BOND PRICING -- For Week From Jan. 23 to 27, 2012



                            *********

AHERN RENTALS: U.S. Trustee Names 5-Member Creditors' Panel
-----------------------------------------------------------
August B. Landis, Acting United States Trustee for Region 17,
pursuant to 11 U.S.C. Sec. 1102(a) and (b), appointed five
unsecured creditors to serve on the Official Committee of
Unsecured Creditors of Ahern Rentals, Inc.

The Creditors Committee members are:

     1. Multiquip, Inc.

        Represented by:

        Jim Morse
        18910 Wilmington Avenue
        Carson, CA 90746
        Tel: (800) 496-4260
        Fax: (310) 638-5676
        E-mail: JMORSE@multiquip.com

     2. JLG, Industries, Inc.

        Represented by:

        Matt Coldsmith
        13712 Crayton Boulevard
        Hagerstown MD 21742
        Tel: (240) 420-8784
        Fax: (717) 485-6064
        E-mail: mwcoldsmith@jlg.com

     3. Skyjack Inc.

        Represented by:

        Alan Dengo
        201 Woodlawn Road
        Guelph, ON, Canada N1H 1B8
        Tel: (800) 265-2738
        Fax: (519) 837-8104
        E-mail: alan.dengo@skyjack.com

        Skyjack Corp
        Attn: Alan Dengo
        3451 Swenson Avenue
        St. Charles, IL 60174

     4. P-FLEET

        Represented by:

        Richard Solomon
        12651 High Bluff Drive, Suite 300
        San Diego CA 92130
        Tel: (858) 793-8516
        Fax: (858) 793-8263
        E-mail: richard@sgsslaw.com

     5. CMD TRUCKING

        Represented by:

        Carlos M. Del Valle
        946 Florence Street
        Imperial Beach, CA 91932
        Tel: (619) 215-4407
        Fax: (619) 429-6174
        E-mail: CMBTRUCKING@hotmail.com

                        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.


ALEXANDER GALLO: 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 11:00 a.m., to
consider adequacy of the disclosure statement explaining Alexander
Gallo Holdings, LLC, et al.'s proposed Plan of Liquidation dated
Dec. 29, 2011.

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

According to the Disclosure Statement, the Plan provides for the
limited substantive consolidation of the Debtors' estates, but
solely for the purposes of the Plan, including voting on the Plan
by the holders of claims and making any distributions to holders
of claims.

On the Effective Date, (i) the Debtors will, in accordance with
the Plan, cause the Liquidating Trust Assets to be transferred to
the Liquidating Trust, and (ii) the Liquidating Trust will assume
all obligations of the Debtors under the Plan.

Under the Plan, Plan Expenses will be funded from the sale
proceeds.

Administrative expense claims, compensation and reimbursement
claims, priority tax claims, and Bayside DIP facility claims will
be satisfied in full.

Each Holder of an allowed general unsecured claim will receive a
pro rata share of the proceeds of the liquidating trust assets,
including, but not limited to the proceeds of the preserved
actions, until all allowed general unsecured claims are paid in
full or the liquidating trust assets are exhausted.

Equity interest holders in any Debtor will not receive any
Distribution on account of equity interests.

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

                      About Alexander Gallo

Marietta, Georgia-based Alexander Gallo Holdings LLC --
http://www.alexandergalloholdings.com-- is the largest full
service, IT-enabled court reporting and litigation support
services company in the United States.  AGH offers court
reporting, litigation support, trial software and other similar
services and has the only true national footprint in its market,
with roughly 55 offices located throughout the United States, and
a preferred provider network which serves as an extension of
Alexander Gallo's geographic reach.  Founded in 1999 by Alexander
J. Gallo, a former court reporter, AGH has made 18 acquisitions
since 2003.  Mr. Gallo has remained as CEO.

AGH, along with affiliates, filed for Chapter 11 protection
(Bankr. S.D.N.Y. Lead Case No. 11-14220) on Sept. 7, 2011.
Alexander Gallo will sell the business via 11 U.S.C. Sec. 363 to
Bayside Capital Inc., which had acquired $22 million in second-
lien debt.  The price wasn't disclosed.

Alexander Gallo disclosed assets of $208 million and debt totaling
$258 million as of June 30, 2011.  Liabilities include $47 million
on a first-lien revolving credit and term loan where Wells Fargo
Bank NA is agent.  In addition to the second-lien debt held by
Bayside, there is $33 million in junior unsecured subordinated
notes owing to Harvest Equity Partners LLC plus another
$148 million in junior unsecured subordinated notes owing to
insider Gallo Holdings LLC.  As reported in the Troubled Company
Reporter on Nov. 1, 2011, the Alexander Gallo disclosed
$41,981,048 in assets and $259,153,046 in liabilities as of the
Chapter 11 filing.

Bayside is providing $20 million in financing for the Chapter 11
effort.  The new loan will have a first priority lien on
unencumbered assets and a lien behind the first-lien debt.

Bankruptcy Judge Allan J. Gropper presides over the case.  Thomas
R. Califano, Esq., Jeremy R. Johnson, Esq., Esq., and Daniel G.
Egan, Esq., at DLA Piper LLP (US), in New York, serve as the
Debtors' general counsel.  Squire, Sanders & Demsey (US) LLP
serves as the Debtor's corporate counsel.  The Debtors' financial
advisor is Gordian Group, LLC.  Marc L. Pfefferle, a partner at
Carl Marks Advisory Group LLC, serves as the Debtors' chief
restructuring advisor.  Kurtzman Carson Consultants LLC serves as
the Debtor's claims agent.  KPMG LLP serves as their auditors to
provide auditing, tax compliance and tax consulting services.

As reported in the TCR on Dec. 8, 2011, an affiliate of Bayside
Capital, Inc., completed the acquisition of the assets of
Alexander Gallo Holdings, LLC.


AMERICA LTD: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: America LTD, Inc.
        dba America's Warehousing & Logistics
        P.O. Box 226
        Cambridge, MD 21613

Bankruptcy Case No.: 12-11094

Chapter 11 Petition Date: January 24, 2012

Court: United States Bankruptcy Court
       District of Maryland (Baltimore)

Judge: Duncan W. Keir

Debtor's Counsel: Howard M. Heneson, Esq.
                  HOWARD M. HENESON, P.A.
                  810 Glen Eagles Court
                  Suite 301
                  Towson, MD 21286
                  Tel: (410) 494-8388
                  Fax: (410) 494-8389
                  E-mail: hheneson@bankruptcymd.com

Scheduled Assets: $1,545,042

Scheduled Liabilities: $775,975

A list of the Company's 20 largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/mdb12-11094.pdf

The petition was signed by C. Fred Robinson, Jr., president.


AMERICAN LASER: Creditors Object to Auction Plan
------------------------------------------------
Lana Birbrair at Bankruptcy Law360 reports that the official
committee of unsecured creditors for American Laser Centers LLC
objected Wednesday to a plan for the company to auction its
assets, saying that a unit of private equity lender Versa Capital
Management LLC had failed to provide an adequate wind-down budget.

In its limited objection, the Creditors Committee took issue with
an approved plan for stalking horse bidder Bellus ALC Investments
1 LLC to acquire the laser hair removal company with a $46 million
credit bid, according to Law360.

                    About American Laser Centers

ALC Holdings LLC, dba American Laser Centers, operates 156 laser
hair-removal clinics in 27 states.  At the peak, the Farmington
Hills, Michigan-based company had 222 stores generating $130.6
million in annual revenue.

ALC Holdings, along with its affiliates, filed a Chapter 11
bankruptcy petition (Bankr. D. Del. Lead Case No. 11-13853) on
Dec. 8, 2011.  Assets are $80.4 million.  Liabilities include
$40.3 million owing on a first-lien debt and $51 million in
subordinated notes.  Some $17.9 million is owing to trade
suppliers.

The Company selected Zolfo Cooper LLC as its adviser; Landis Rath
& Cobb LLP as legal counsel; Traverse LLC as restructuring
adviser; SSG Capital Advisors LLC as investment bankers; and BMC
Group as claims agent.

Prepetition, the Company signed a deal for Philadelphia-based
private equity firm Versa Capital Management LLC to acquire
assets, subject to higher and better offers at a bankruptcy court-
sanctioned auction.  Versa has agreed to pay $30 million plus $18
million of new-money financing to support the bankruptcy, unless
outbid at an auction in January 2012.

Bellus ALC Investments 1 is represented by Nancy A. Peterman,
Esq., at Greenberg Traurig LLP.

An official committee of unsecured creditors has retained Herrick
Feinstein LLP and Ashby & Geddes, P.A., as counsel; and J.H. Cohn
LLP as financial advisor.

Albert Altro serves as the Debtors' chief restructuring officer.


ARIZONA WASH: Case Summary & 15 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: Arizona Wash Systems, Inc.
        dba Metro Car Wash
        3050 N. Oracle Road
        Tucson, AZ 85705

Bankruptcy Case No.: 12-01225

Chapter 11 Petition Date: January 23, 2012

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

Judge: James M. Marlar

Debtor's Counsel: Sally M. Darcy, Esq.
                  MCEVOY, DANIELS & DARCY P.C.
                  Camp Lowell Corporate Center
                  4560 East Camp Lowell Drive
                  Tucson, AZ 85712
                  Tel: (520) 326-0133
                  Fax: (520) 326-5938
                  E-mail: DarcySM@aol.com

Scheduled Assets: $766,725

Scheduled Liabilities: $1,208,117

A list of the Company's 15 largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/azb12-01225.pdf

The petition was signed by Sean Storer, vice president/director.


BEHRINGER HARVARD: R. Aisner Named Co-General Partner Vice-Chair
----------------------------------------------------------------
Behringer Harvard Advisors II LP, the co-general partner of
Behringer Harvard Short-Term Opportunity Fund I LP, elevated
Robert S. Aisner from his positions as Chief Executive Officer and
President to Vice Chairman of the Co-General Partner.  Michael J.
O'Hanlon was appointed as Chief Executive Officer and President of
the Co-General Partner to fill the vacancies created thereby and,
in such capacity, will serve as principal executive officer of the
Company.

Mr. O'Hanlon, 60, also serves as Chief Executive Officer and
President of several other Behringer Harvard?sponsored programs,
including Behringer Harvard Opportunity REIT I, Inc., and
Behringer Harvard Opportunity REIT II, Inc., effective as of
Jan. 20, 2012.  Prior to his appointment as an officer of the
Company, Mr. O'Hanlon was an independent director of Behringer
Harvard Multifamily REIT II, Inc., a public non-traded REIT
sponsored by Behringer Harvard, from September 2011 through
December 2011.  From September 2010 to December 2011, Mr. O'Hanlon
was President and Chief Operating Officer of Billingsley Company,
a major Dallas, Texas based owner, operator and developer that has
interests in commercial office, industrial, retail, and
multifamily properties.  From November 2007 to October 2009, Mr.
O'Hanlon served as Chief Executive Officer and President for
Inland Western Retail Real Estate Trust, Inc., a public non-traded
REIT, where he was responsible for an $8.5 billion national retail
and office portfolio consisting of 335 properties and 51 million
square feet.  From January 2005 to October 2007, Mr. O'Hanlon
served as head of Asset Management for Inland Real Estate Group of
Companies.  In total, Mr. O'Hanlon has over 30 years of management
experience with public and private firms with commercial real
estate portfolios, with a broad range of responsibilities
including overseeing acquisitions, dispositions, restructurings,
joint ventures and capital raising, and with experience with a
diverse group of real estate-related investments including
multifamily and debt-related investments. M r. O'Hanlon received a
Masters of Business Administration, Finance-Money and Financial
Markets degree in 1979 from Columbia University Graduate School of
Business.  Mr. O'Hanlon has also received a Bachelor of Science,
Accounting degree in 1973 from Fordham University.  Mr. O'Hanlon
has served and been an active member of the Real Estate
Roundtable, NAREIT, ICSC and ULI.

                      About Behringer Harvard

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

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

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

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

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

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

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


BLM AIR: Creditors Have Until Feb. 17 to File Proofs of Claim
-------------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of New York
has established Feb. 17, 2012, as the deadline for any individual
or entity to file proofs of claim against BLM Air Charter LLC

                    About BLM Air Charter LLC

New York City-based BLM Air Charter LLC has a 50% tenant-in-common
interest in an Embraer Legacy 600, Model EMB-135 BJ aircraft, and
certain related aircraft accessories.  Bernard L. Madoff
Investment Securities LLC is the 100% economic owner of BLM and is
also BLM's largest creditor. The other co-owner of the Aircraft is
BDG Aircharter, Inc.

Pursuant to a corporate care agreement entered into on May 2008,
Rolls-Royce Corporation provides repair and maintenance services
for the Aircraft's engines.  BLM Air sought Chapter 11 protection
after When Rolls-Royce threatened to terminate the Agreement
absent full payment of all amounts due.

BLM filed for Chapter 11 on Nov. 12, 2009 (Bankr. S.D.N.Y. Case
No. 09-16757.)  In its petition, the Debtor estimated assets and
debts both ranging from $10,000,001 to $50,000,000.

The Debtor has tapped Howard L. Simon, Esq., and Regina Griffin,
Esq., at Windels Marx Lane & Mittendorf, LLP, in New York, serve
as bankruptcy counsel to the Debtor.  The Debtor filed an
application to hire J. Mesinger Corporate Jet Sales, Inc. as
aircraft broker effective Sept. 29, 2010.


BLUEKNIGHT ENERGY: Declares Quarterly Distributions on Units
------------------------------------------------------------
Blueknight Energy Partners, L.P., announced that the board of
directors of its general partner has declared quarterly cash
distributions of $0.11 per common unit and $0.17 per preferred
unit payable on Feb. 14, 2012, on all outstanding common and
preferred units to unit holders of record as of the close of
business on Feb. 3, 2012.  The common unit distribution represents
the first quarterly cash distribution made on the Partnership's
common units since May 2008.  The distribution on the preferred
units reflects a pro rata distribution rate during the fourth
quarter of 2011 of 2.125% of the issue price of $6.50 per unit
through Oct. 24, 2011, and 2.75% beginning Oct. 25, 2011.

"The resumption of common unit distributions marks a significant
achievement for our company," said Alex Stallings, BKEP's Chief
Financial Officer and Secretary.  "People have worked tirelessly
over the past few years to be in a position to resume
distributions.  We are enthusiastic with where we are as a company
and with our ability to build unitholder value."

                      About Blueknight Energy

Blueknight Energy Partners, L.P. (Pink Sheets: BKEP)
-- http://www.bkep.com/-- provides integrated terminalling,
storage, processing, gathering and transportation services for
companies engaged in the production, distribution and marketing of
crude oil and asphalt product. It provides services for the
customers, and its only inventory consists of pipeline linefill
and tank bottoms necessary to operate the assets. It has three
operating segments: crude oil terminalling and storage services,
crude oil gathering and transportation services, and asphalt
services.

The Company reported a net loss of $23.79 million on
$152.62 million of total revenue for the year ended Dec. 31, 2010,
compared with a net loss of $16.50 million on $156.77 million of
total revenue during the prior year.

The Company also reported net income of $25.89 million on
$131.12 million of total revenue for the nine months ended
Sept. 30, 2011, compared with a net loss of $10.60 million on
$113.53 million of total revenue for the same period a year ago.

The Company's balance sheet at Sept. 30, 2011, showed
$320.77 million in total assets, $333.23 million in total
liabilities, and a $12.46 million total partners' deficit.


BOUNDARY BAY: U.S. Trustee Names 5-Member Creditors' Panel
----------------------------------------------------------
Frank M. Cadigan, Assistant United States Trustee for Region 16,
pursuant to 11 U.S.C. Sec. 1102(a) and (b), appointed five
unsecured creditors to serve on the Official Committee of
Unsecured Creditors of Boundary Bay Capital, LLC.

The Creditors Committee members are:

     1. Albert C. Wazlak
        1901 Pine Street
        Huntington Beach, CA 92648
        Tel: (714) 809-6100
        Fax: (714)787-0900

     2. Harrington Construction Co., Inc.
        Attn: West Harrington
        22632 Golden Springs Drive, #215
        Diamond Bar, CA 91765
        Tel: (909) 861-5452
        Fax: (909) 861-2871

     3. Lynell Burmark
        713 Saranac Drive
        Sunnyvale, CA 94087
        Tel: (408) 733-0288
        Fax: (408) 732-4316

     4. Andrea Jupina
        P.O. Box 234192
        Encinatas, CA 92023-4192
        Tel: (858) 779-1088

     5. Joy Campbell
        2702 50th Ave. NE
        Tacoma, WA 98422
        Tel: (253) 606-1558

                        About Boundary Bay

Boundary Bay Capital, LLC, is a California limited liability
company with its headquarters in Irvine, California.  The Company
was in the business of making loans secured by liens on real
property and notes secured by other secured notes (which, in turn,
are secured by liens or real property).  The Company also owns
some real property through foreclosure.

Boundary Bay Capital filed for Chapter 11 bankruptcy protection
(Bankr. C.D. Calif. Case No. 11-14298) on March 28, 2011.  Evan D.
Smiley, Esq., and Hutchison B. Meltzer, Esq., at Weiland, Golden,
Smiley, Wang Ekvall & Strok, LLP, in Costa Mesa, Calif., serve as
the Debtor's bankruptcy counsel.

Affiliate Cartwright Properties, LLC, filed a separate Chapter 11
petition (Bankr. C.D. Calif. Case No. 10-17823) on June 9, 2010.

In its schedules, the Debtor disclosed $15,876,118 in assets and
$54,448,485 in liabilities.


BROCADE COMMUNICATIONS: S&P Raises Corp. Credit Rating to 'BB+'
---------------------------------------------------------------
Standard & Poor's Ratings Services raised its corporate credit
rating on San Jose, Calif.-based Brocade Communications Systems
Inc. to 'BB+' from 'BB'. The outlook is stable.

"In addition, we raised our issue-level rating on the company's
$300 million senior secured notes due Jan. 15, 2018 from 'BBB-' to
'BBB'. We also raised the rating on the $300 million senior
secured notes due Jan. 15, 2020 to 'BBB' from 'BBB-'. The '1'
recovery rating on all the senior secured notes remains unchanged
and indicates our expectation of very high (90% to 100%) recovery
for noteholders in the event of a payment default," S&P said.

"The upgrade reflects Brocade's improved credit profile through
continued debt reductions during the past year," said Standard &
Poor's credit analyst Andrew Chang, "as well as our expectation
that the company will maintain its 'intermediate' financial risk
profile (as defined in our criteria)." "Macro headwinds and
industry conditions are likely to limit revenue growth in fiscal
2012, but we expect consistent cash flow generation resulting in
sustained adjusted leverage in the 2x range or somewhat below. We
view Brocade's business risk profile as 'fair' (as defined in our
criteria), characterized by a strong presence in its mature core
storage area network (SAN) segment and a small market share in the
much larger and highly competitive Ethernet switching segment."

"The stable outlook reflects Brocade's improved credit profile,
characterized by ongoing debt reduction and lower leverage, as
well as our expectation that the company's financial policy will
remain consistent with an intermediate financial risk profile. Its
current business profile and modest expected improvement in its
financial profile limit a possible upgrade over the coming year,"
S&P said.

"Alternatively, we would consider a lower rating if the company
pursues a more aggressive financial policy via a sizable debt-
financed acquisition or shareholder returns such that leverage is
sustained above 3x," S&P said.


BXP 1 LLC: Court Discharges Angela Ortiz as Receiver
----------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of New York
approved a Stipulation and Consent discharging Angela Ortiz from
her duties as receiver in a mortgage foreclosure action for the
premises located at 1636-1640 University Avenue also known as
1636-1640 Dr. Mar. Martin Luther King, Jr. Boulevard, Bronx, New
York in the County of Bronx, City and State of New York.  The
Stipulation and Consent was entered by and among BXP 1 LLC, the
Receiver and creditors.

The Court awarded Ms. Ortiz a commission of $9,961.  Sally E.
Unger, Esq., was awarded $42,000 as counsel to the Receiver.

The stipulation and consent, provides, among other things, that:

   -- the Receiver will cancel her liability insurance with the
      Hartford Fire Insurance Company, effective as of Sept. 30,
      2011, and will turn over to 1636-40 Universe Debt, LLC's
      counsel any refunds she receives from the liability carrier
      and the surety within a reasonable period of time of her
      receipt thereof;

   -- creditors and the Receiver mutually and generally release
      one another from any and all claims or liability; and

   -- upon payment of the funds in her possession, the Receiver
      will be deemed released from all liability and obligations
      with respect to the monies collected and paid out and all
      acts of the Receiver arising out of and by virtue of the
      Receivership.

                          About BXP 1 LLC

Porter Ranch, California-based BXP 1 LLC owns six apartment
buildings in the Bronx, New York.  On July 13, 2010, Angela Ortiz
was appointed as receiver of the Debtor's real property.

The Debtor filed a Chapter 11 bankruptcy protection (Bankr.
S.D.N.Y. Case No. 10-15608) on Oct. 27, 2010.  Backenroth Frankel
& Krinsky, LLP, represents the Debtor in the Chapter 11 case.
In its schedules, the Debtor disclosed $19,356,812 in total assets
and $13,931,125 in total debts as of the Petition Date.

In June 2011, the Debtor and 1636-40 Universe Debt LLC, the
lender, reached a stipulation consenting to the receiver's
continued control of the property and the receiver's retention of
Sally E. Unger, Esq. at Kossoff & Unger, as her counsel.

As reported in the Troubled Company Reporter on Sept. 26, 2011,
the Court confirmed the Debtor's Plan of Reorganization on
Sept. 8, 2011.


CAREFREE WILLOWS: Files Third Amended Disclosure Statement
----------------------------------------------------------
Carefree Willows, LLC, has filed a third amended disclosure
statement in support of its plan of reorganization dated
Dec. 28, 2011.

The Plan contemplates the contribution of the sum of $7,132,177
from a combination of Kenneth L. Templeton, Carefree Holdings, LP,
MLPGP, LLC, and the Templeton Family Trust Dated October 8, 1992,
and the Ken II Trust Dated May 4, 1998.

The Debtor intends to sell or refinance the Property prior to the
Maturity Date in order to comply with the final payment to AG and
any other payments required under the Plan.

The classification and treatment of claims under the plan are:

     A. Class 1 (AG Secured Claim) - The amount of the AG Allowed
        Secured Claim will be the sum of $30,000,000, less all
        post-petition payments made by the Debtor to AG up to the
        Confirmation Date.  AG will retain its security interest
        in the Property and rents as evidenced by the AG Deed of
        Trust, as well as all other security interests as created
        by the loan documents.  On or before the 15th day of each
        and every month, commencing on the 15th day of the next
        month following the Effective Date, the Debtor will make a
        monthly payment to AG based upon a 30-year amortization of
        the AG Allowed Secured Claim at the AG Interest Rate.

        On or before the 15th day of each and every month,
        commencing on the 15th day of the next month following the
        Effective Date, the Debtor will make a monthly payment to
        AG based on a 30-year amortization of the AG Allowed
        Secured Claim at the AG Interest Rate.  The balance owed
        on the AG Allowed Secured Claim, will be paid on or before
        10 years following the Effective Date, or at an earlier
        date as the Debtor may propose at the confirmation
        hearing.

     B. Class 2 (AG Total Deficiency Claim):  The AG Undisputed
        Deficiency will be paid in full on or before the Effective
        Date.  The sum of $3,720,000 will be placed in a
        segregated interest bearing escrow account at a location
        mutually agreed by the parties, or ordered by the
        Bankruptcy Court, until a final determination is made in
        the State Court Proceeding as to the amount owed to AG on
        account of the AG Disputed Deficiency.

     C. Class 3 (Service 1st Bank of Nevada): The Allowed Secured
        Claim of the Service 1st Bank of Nevada will retain its
        lien against the Debtor's 32 passenger bus, will bear
        interest at the rate of 6% per annum, or another rate as
        the Court will determine is appropriate at the
        Confirmation Hearing, and will be paid by equal monthly
        payments over a period of 48 months, commencing on the
        first day of the first month following the Effective Date.

     D. Class 4 (Unsecured Claims): Allowed Unsecured Claims
        electing the first alternative will be paid 95% of their
        Allowed Claims, without interest, on the Effective Date.

        Allowed Unsecured Claims electing the second alternative
        will be paid 5.37% of their allowed claim on the Effective
        Date, and will receive 50% of the net proceeds above the
        amount of $35,000,000 derived from any sale or refinance
        of the Property under the terms of the Plan up to a
        maximum amount of 14% of the Allowed Claim of the
        creditor.

     E. Class 5 (Membership Interests):  The members will retain
        their membership interests in the Reorganized Debtor.

Carefree Holdings, LP, and Willows Investment Group, LLC, will
continue be the managing members of the Reorganized Debtor.  Ken
Templeton will continue to be the principal person in charge of
management of the Reorganized Debtor.

Post-confirmation the Property will continue to be managed by Ken
Templeton Realty and Investment, Inc.  Compensation, paid monthly,
will continue at the same pre-petition rate of 6% of all amount
collected.

A copy of the Third Amended Disclosure Statement is available for
free at:

    http://bankrupt.com/misc/CAREFREE_WILLOWS_ds_3rdamended.pdf

                    About Carefree Willows LLC

Carefree Willows, LLC, is the owner of an existing 300-unit senior
housing complex, located 3250 S. Town Center Drive, in Las Vegas.
Nevada.  Carefree Willows filed a Chapter 11 petition (Bankr. D.
Nev. Case No. 10-29932) on Oct. 22, 2010.  Alan R. Smith, Esq., at
the Law Offices of Alan R. Smith, in Reno, Nevada, serves as
counsel to the Debtor.  The Debtor disclosed $30,604,014 in assets
and $36,531,244 in liabilities as of the Chapter 11 filing.


CLARE OAKS: Taps CliftonLarsonAllen LLP as Accountants
------------------------------------------------------
Clare Oaks, asks the U.S. Bankruptcy Court for the Northern
District of Illinois for permission to employ CliftonLarsonAllen
LLP as accountants.

The Debtor relates that on Jan. 12, 2012, it entered into a third
engagement agreement with CLA (the ? Cost Report Agreement, and
together with the Audit Agreement and Consulting Agreement, the
?Engagement Agreements) for the audit of its Project Cost Report.

   1. The Audit Agreement requires CLA to: (a) update and complete
the audit of the Debtor's financial statements for the year ended
June 30, 2009; and (b) update and complete the audit of the
Debtor's financial statements for the year ended June 30, 2010.
Prepetition, CLA started, but did not complete, the financial
statement audits.  The fee to update and complete the two
financial statement audits will be no more than approximately
$27,000.

   2. The Consulting Agreement requires CLA to provide, inter
alia, accounting and consulting services related to Medicare and
Medicaid reimbursement and cost reporting issues.  The fee for
these services will be no more than $30,000.

   3. The Cost Report Agreement requires CLA to audit the Debtor's
Project Cost Report and to provide an opinion on whether the
Project Cost Report is fairly presented, in all material respects,
in conformity with generally accepted accounting principles.  The
fee for these services will range between $5,000 and $7,500.

Pursuant to the Engagement Agreements, CLA has agreed that its
audit and consulting services will cost no more than $64,500,
itemized as:

   a) Update and complete audit of financial statements for year
ended June 30, 2009 ($12,000);

   b) Update and complete audit of financial statements for year
ended June 30, 2010 ($15,000);

   c) Provide accounting support related to Medicare and Medicaid
reimbursement and cost reporting issues, as well as other general
consulting services required by the Debtor ($30,000); and

   d) Audit the Project Cost Report (between $5,000 and $7,500).

Chad Kunze, a partner and C.P.A. at CliftonLarsonAllen LLP, tells
the Court that the billing rates pursuant to the Audit Agreement
and Cost Report Agreement are:

         Professional                              Rate
         ------------                              ----
         Chad Kunze, audit partner                 $295
         Tim Richter, audit in-charge              $175
         Chris Piche', quality review              $385
         Various Audit Staff                   $130 ? 175
         Client service assistants              $80 ? 105

The billing rates pursuant to the Consulting Agreement are:

         Consultant                                Rate
         ----------                                ----
         Chad Kunze, partner                       $295
         Debbie Elsey, reimbursement principal     $380
         Other Consultants (Clinical, Nursing,
           Billing, etc.)                      $275 - $400
         Tim Richter, cost report in-charge        $175
         Various Reimbursement Staff           $130 ? $175
         Client service assistants              $80 ? $105

Mr. Kunze also tells the Court that CLA holds an unsecured claim
against the Debtor of $27,541 for unpaid services related to its
preparation of Medicare cost reports, tax extension requests,
arbitrage rebate reports, and other services.  Mr. Kunze assures
the Court that the fact that CLA holds an unsecured claim for
services rendered prepetition will not impact the judgment of the
CLA professionals or the quality of services provided.  But if the
Court believes that holding such claim disqualifies CLA from
employment, CLA agrees to waive it.

                          About Clare Oaks

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

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

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


CLEAN BURN: Judge Taps Sara A. Conti as Ch. 11 Trustee
------------------------------------------------------
Martin Bricketto at Bankruptcy Law360 reports that U.S. Bankruptcy
Judge Thomas W. Waldrep Jr. on Wednesday appointed a Chapter 11
trustee for Burn Fuels LLC following Perdue BioEnergy LLC's
defeated bid to convert the proceedings into a Chapter 7
liquidation.

Law360 relates that Judge Waldrep Jr. tapped Sara A. Conti of
Carrboro, N.C., as trustee and lodged an order during a Jan. 10
hearing to reject Perdue BioEnergy's motion to convert the case
and grant the U.S. Bankruptcy Administrator's motion to appoint a
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.  Neal, Bradsher & Taylor, P.A., serves as its
accountants.

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.


COLORADO ALTITUDE: Can Hire Lathrop as Counsel in Patent Suit
-------------------------------------------------------------
Colorado Altitude Training LLC won Court authority to employ
Lathrop & Gage LLP as special counsel, nunc pro tunc to Nov. 23,
2011, to represent the Debtor in a patent infringement action
filed by Stephen Nevin in state court.  The Debtor also obtained
permission to pay Lathrop & Gage a $40,000 retainer from its post-
petition earnings.

Hypoxico LLC objected to the Application and Stephen Nevin filed a
joinder to the Objection.  Hypoxico and Nevin do not object to the
employment, only to the payment of the retainer, alleging that the
funds with which such retainer would be paid are their cash
collateral.

The Court, however, held that neither Hypoxico nor Mr. Nevin have
a judgment finding the Debtor liable for infringement, much less
finding that the Debtor's profits are attributable to the
infringing use and should be subjected to a constructive trust.
While Hypoxico did formerly have a judgment against the Debtor,
that judgment was set aside and a new trial was ordered, which is
set to commence on Jan. 30, 2012.

Mr. Nevin argues that he has an interest in cash collateral
pursuant to his pre-petition security interest in the Debtor's
accounts receivable and other assets.  The Court, however, noted
that the Debtor has segregated the proceeds of its pre-petition
accounts receivable ($2,000) and is not proposing to use such
funds to pay the retainer to the firm.

A Feb. 2 hearing on the application is vacated and Hypoxico's
motion to continue that hearing is denied as moot.

A copy of Bankruptcy Judge Elizabeth E. Brown's Jan. 26 order is
available at http://is.gd/zTvME8from Leagle.com.

Based in Louisville, Colorado, Colorado Altitude Training LLC
filed a Chapter 11 petition (Bankr. D. Colo. Case No: 10-21951) on
May 14, 2010.  Judge Elizabeth E. Brown presides over the case.
Peter J. Lucas, Esq. -- lucasp@appellucas.com -- in Denver.  In
its petition, the Debtor estimated $100,001 to $500,000 in assets
and $1 million to $10 million in debts.  The petition was signed
by L.M. Kutt, CEO.


COMMERCIAL VEHICLE: S&P Raises Corporate Credit Rating to 'B'
-------------------------------------------------------------
Standard & Poor's Ratings Services raised its corporate credit
rating on New Albany, Ohio-based Commercial Vehicle Group Inc.
(CVG) to 'B' from 'B-'. "Our rating outlook is stable," S&P said.

"At the same time, we raised the issue rating on CVG's $250
million second-lien senior secured notes due 2019 to 'B' from 'B-
'. The recovery rating is '4', indicating our expectation that
lenders would receive average (30% to 50%) recovery in the event
of a payment default," S&P said.

"We also raised our assessment of the company's financial profile
to 'aggressive' (by our definition) from 'highly leveraged' to
reflect the lower leverage and expectations for some free cash
flow generation in 2012 and 2013," S&P said.

"The upgrade reflects the progress made by CVG during the past two
years of North American commercial vehicle production expansion to
improve revenues, EBITDA, and leverage," said Standard & Poor's
credit analyst Nancy Messer. "We believe that for 2011, CVG will
have reduced lease-adjusted leverage to below 5x and earned
adjusted EBITDA of about $67 million. We expect free cash flow in
2012 to break even or move into positive territory."

"We look for commercial truck production volumes in North America
to continue rising this year and next," continued Ms. Messer,
"which should benefit CVG, which derives about 40% of its revenues
from sales to the highly cyclical Class 8 truck market in North
America." "ACT Research Co. LLC forecasts a double-digit volume
increase in 2012, year over year, in Class 8 production, to about
295,000 units and a further small expansion in 2013. Although we
do not expect production volumes in this upcycle to reach peak
production of 376,000 units reached in 2006, we view a longer-term
replacement trend of 220,000-230,000 trucks per year to be
sustainable. The current upcycle is being driven by the relatively
high average age of the U.S. Class 8 truck fleet, combined with
improving truck tonnage, among other factors. Some of the
company's other markets?-construction (23% of revenues), for
example -? are also cyclical, while aftermarket (14%) is less
volatile."

"Our outlook on CVG is stable. We believe that commercial-truck
production in North America -- which accounts for around 40% of
CVG's sales -- will continue to expand in 2012 and into 2013,
likely reaching a near-term peak in the latter year. Expanding
markets should improve CVG's operating efficiencies and enable
it to increase earnings enough to reduce leverage and increase
cash flow in each of 2012 and 2013. For the current rating, we
expect adjusted leverage to remain below 5x. Moreover, we expect
funds from operations to total debt of 15% or higher and a break-
even or positive free operating cash flow (FOCF) in 2012," S&P
said.

"We could raise the rating if CVG reduces leverage -- as measured
by debt to EBITDA, including our adjustments -- to significantly
below 4x and produces consistent FOCF in 2012 and 2013. This could
occur if adjusted EBITDA were to increase to $80 million or better
and improve from that point. To raise the rating, we would also
need to believe that the company would not undertake transforming
acquisitions or acquisitions requiring leverage. And, for an
upgrade, we would need to believe that the company's market
position and operating execution are sufficiently robust to
withstand the possible downturn in commercial-vehicle production
volumes in North America in 2014 without causing free cash flow to
turn negative," S&P said.

"We could lower our ratings if CVG's markets do not continue
improving in 2012, if CVG does not realize expected savings from
restructuring efforts, or if the company cannot adequately manage
working-capital funding requirements. We could lower the ratings
if, for example, it appears CVG's adjusted EBITDA falls back to
the level of $60 million in 2012. We could also lower the rating
if the company were to use a meaningful amount of liquidity for
acquisitions or capacity expansion, exceeding our estimate of
about $30.5 million for capital spending, in the year ahead," S&P
said.


CONCHO RESOURCES: S&P Raises Corporate Credit Rating to 'BB+'
-------------------------------------------------------------
Standard & Poor's Rating Services raised its corporate credit
rating on Midland, Texas-based Concho Resources Inc. to 'BB+' from
'BB'. The outlook is stable.

"At the same time we raised the senior unsecured rating to 'BB+'
from 'BB'. The recovery rating remains '3', indicating our
expectation of meaningful (50% to 70%) recovery in the event of a
payment default," S&P said.

"The upgrade on Concho reflects its strong reserve replacement
performance, solid production growth, and the expectation that
Concho will continue to grow its midsize reserve base which
totaled 342.6 million barrels of oil equivalent reserves as of
June 30, 2011," said Standard & Poor's credit analyst Stephen
Scovotti. "In addition, we view it as highly favorable that the
company's reserves are focused on oil and its gas assets tend to
be liquids rich. The ratings on the company also reflect the
company's participation in the competitive and highly cyclical oil
and gas industry and its geographically concentrated reserve
base."

"The stable outlook on Concho incorporates our expectation that
its debt to EBITDAX will remain at less than 2.5x while the
company continues to post production growth. We could lower the
rating if contrary to our current expectations; financial measures
deteriorate such that debt to EBITDAX increases above 3.0x for a
sustained period, due to lower-than-anticipated oil price
realizations, a more aggressive capital spending program, or
acquisitions that are not funded in a balanced manner. We do not
expect to upgrade Concho in the near term," S&P said.


CONSTRUCTION SUPERVISION: Case Summary & Unsecured Creditors
------------------------------------------------------------
Debtor: Construction Supervision Services, Inc.
        aka CSSI
        300 Sigma Drive
        Garner, NC 27529

Bankruptcy Case No.: 12-00569

Chapter 11 Petition Date: January 24, 2012

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

Judge: Randy D. Doub

Debtor's Counsel: William P Janvier, Esq.
                  JANVIER LAW FIRM, PLLC
                  1101 Haynes Street, Suite 102
                  Raleigh, NC 27604
                  Tel: (919) 582-2323
                  Fax: (866) 809-2379
                  E-mail: bill@janvierlaw.com

Scheduled Assets: $8,203,552

Scheduled Liabilities: $8,976,014

A list of the Company's 20 largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/nceb12-00569.pdf

The petition was signed by Jeremy Spivey, president.


CONTINENTAL RESOURCES: S&P Raises Corp. Credit Rating to 'BB+'
--------------------------------------------------------------
Standard & Poor's Rating Services raised its corporate credit
rating on Enid, Okla.-based Continental Resources Inc.
(Continental) to 'BB+' from 'BB'. The outlook is stable.

"At the same time we raised the senior unsecured rating to 'BB+'
from 'BB'. The recovery rating remains '3', indicating our
expectation of meaningful (50% to 70%) recovery in the event of a
payment default," S&P said.

"The upgrade on Continental reflects its strong reserve
replacement performance, solid production growth, and the
expectation that Continental will continue to grow its midsize
reserve base, which totaled 508 million barrels of oil equivalent
reserves on Dec. 31, 2011," said Standard & Poor's credit analyst
Stephen Scovotti. "In addition, given the current price of
hydrocarbons, we view it as highly favorable that the company's
reserves are focused on oil, and its gas assets tend to be liquids
rich. The ratings on the company also reflect its participation in
the competitive and highly cyclical oil and gas industry and its
geographically concentrated reserve base."

"The stable outlook on Continental incorporates our expectation
that its debt to EBITDAX will remain at less than 2.0x while the
company continues to post production growth. We could lower the
rating if contrary to our current expectations, financial measures
deteriorate such that debt to EBITDAX increases above 3.0x for a
sustained period, due to lower-than-anticipated oil price
realizations or a more aggressive capital spending program. We do
not expect to upgrade the company in the near term," S&P said.


CRYSTALLEX INT'L: Written Submissions to ICSIDDUe Feb. 10
---------------------------------------------------------
Crystallex International Corporation said that at an initial
hearing on Dec. 1, 2011 the arbitral tribunal appointed under the
rules of the Additional Facility of the International Centre for
the Settlement of Investment Disputes in respect of the Company's
arbitration claim agreed upon a schedule of written submissions
and set the final oral hearing date.  Based upon the schedule set
for the claim, Crystallex is obligated to file its first written
submission with ICSID on Feb. 10, 2012 and Venezuela's first
written submission is due to be filed on Aug. 31, 2012.  Both
parties will file additional submissions in 2013, Crystallex on
Jan. 18, 2013 and Venezuela on June 10, 2013 with the final oral
hearing set for Nov. 11-22, 2013 in Washington, D.C.

                        About Crystallex

Crystallex International Corporation is a Canadian based mining
company, with a focus on acquiring, exploring, developing and
operating mining projects.  Crystallex has successfully operated
an open pit mine in Uruguay and developed and operated three gold
mines in Venezuela.  The Company's principal asset is its
international claim in relation to its investment in the Las
Cristinas gold project located in Bolivar State, Venezuela.

The Company also reported a net loss and comprehensive loss of
US$33.71 million for the nine months ended Sept. 30, 2011,
compared with a net loss and comprehensive loss of
US$27.66 million for the same period during the prior year.

The Company's balance sheet at Sept. 30, 2011, showed
US$19.77 million in total assets, US$115.07 million in total
liabilities and a US$95.29 million total shareholders' deficiency.

Crystallex obtained an initial order from the Ontario Superior
Court of Justice (Commercial List) for protection under the
Companies' Creditors Arrangement Act (Canada) dated Dec. 23, 2011.

Crystallex has also commenced a proceeding under chapter 15 of the
United States Bankruptcy Code in the United States Bankruptcy
Court for the District of Delaware in order to ensure that
relevant CCAA orders are enforced in the United States.  The U.S.
Bankruptcy Court has recognized Crystallex's CCAA proceeding as
well as the initial order and subsequent stay extension of the
Ontario Superior Court of Justice.

                      Venezuela Arbitration

Crystallex has been informed that the arbitral tribunal for its
claim against the Bolivarian Republic of Venezuela with respect to
the Las Cristinas Project has agreed upon a schedule of written
submissions from the parties and has set a hearing date of
November 11, 2013.  The Company is diligently advancing its
arbitration claim, while remaining receptive to settlement
alternatives with Venezuela.  The Company will continue to
vigorously pursue this claim while it remains under creditor
protection.


DELTA AIR: Eyeing Merger With USAir Too; Taps Goldman & Blackstone
------------------------------------------------------------------
The Wall Street Journal's Gina Chon, Anupreeta Das and Susan Carey
report that people familiar with the matter said Delta Air Lines
Inc. is studying US Airways Group Inc. as a possible acquisition
target.  The WSJ sources also have said Delta has been assessing a
similar move for American Airlines parent AMR Corp.

The sources told the Journal Delta is working with Goldman Sachs
Group Inc. as one of its financial advisers, along with Blackstone
Group.

WSJ notes a Delta-American combo could draw antitrust scrutiny,
given the massive size of the merged company.  Sources told the
Journal that Delta has conducted an antitrust analysis and
believes with concessions, it would have a good chance of
obtaining regulatory approval.

According to the Journal, people familiar with the matter said
Delta hasn't yet approached US Airways and is still weighing which
deal if any would make most sense and have the best odds of
success.

The people, according to the Journal, cautioned that these are
very early-stage explorations and any deal, if it happens, may not
be reached until a year or so from now.

The sources said Delta sees itself as a consolidator in the
airline industry and is studying several options.

The Journal's sources also said US Airways is open to being both a
buyer or a seller and is expecting Delta to reach out.  The Wall
Street Journal and Bloomberg News reported that US Airways' CEO
Doug Parker confirmed in a telephone conference call Wednesday
that his Company is studying an acquisition of AMR and that it has
retained advisers to help assess a possible bid.  According to the
WSJ report, Mr. Parker said USAir has retained investment bankers
Barclays Capital and Millstein & Co. and law firm Latham & Watkins
LLP to explore the carrier's options now that AMR is reorganizing
in bankruptcy court.

According to the Journal, US Airways-AMR merger would form a
company on par with Delta or United Air Lines, which became the
largest U.S. carrier after its merger with Continental Airlines in
2010.

In 2008, Delta merged with Northwest Airlines.  It became the
largest airline at that time until the UAL-Continental deal.

In 2006, US Airways made a $8.7 billion hostile bid for Delta when
that company was in bankruptcy proceedings, but that effort
failed.  US Airways itself is the product of a 2005 merger of the
old US Airways, which was coming out of bankruptcy, and America
West Airlines.

Private-equity firm TPG Capital is also considering a deal with
AMR.

                     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)


DRINKS AMERICAS: Issues 18.2 Million Common Shares
--------------------------------------------------
As previously reported, Drinks Americas Holdings, Ltd., and
Worldwide Beverage Imports, LLC, entered into a Stock Purchase
Agreement, dated June 27, 2011, and an Amendment No. 1 to the
Stock Purchase Agreement, dated Nov. 1, 2011.

Under Section 6(i) of the Original Purchase Agreement, upon the
completion of various conditions, the Company agreed to issue such
number of shares of its common stock required such that: (x)
Worldwide will own 49%, (y) management of the Company will own
35%, (z) two consultants of Worldwide, or their respective
designees, will own 2.5% each, of the number of shares issued and
outstanding of the Company at such time.

Pursuant to the Amendment Agreement, the Resulting Ownership was
amended such that the issuance of the 35% ownership to the
Company's management is also conditioned upon the cancellation of
all outstanding Series C Preferred Stock of the Company.

As previously reported, Worldwide granted license and distribution
rights to the Company of up to 39 SKUs of products owned or
licensed by Worldwide.  Furthermore, Worldwide agreed to (i)
forgive a $300,000 loan owed to it by the Company; and (ii)
deliver to the Company $1,200,000 in inventory related to the
Rights, the sales proceeds of which are to be contributed to the
capital of the Company.

On Jan. 19, 2011, the Company issued an aggregate of 18,180,297
shares of the Company's common stock.  4,175,348 shares,
representing the 49% allocation of the Resulting Ownership, were
issued to Worldwide.  An aggregate of 7,306,859 shares,
representing the 35% allocation of the Resulting Ownership, was
issued to various members of the Company's management.  The
allocation of the 7,306,859 shares was determined by taking into
consideration the proportionate amount of each recipient's
investment into the Company and the Series C Preferred Stock held
and cancelled by each recipient.  An aggregate of 943,836 shares,
representing the 5% allocation of the Resulting Ownership, was
issued to two consultants of Worldwide in equal amounts.

The shares issued in connection with the Resulting Ownership
obligations under the Original Purchase Agreement and the
Amendment Agreement were issued by the Company in reliance upon
the exemption from securities registration afforded by Section
4(2) of the Securities Act of 1933, as amended.  No advertising or
general solicitation was employed in offering the securities.

                        About Drinks Americas

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

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

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

The Company's balance sheet at Oct. 31, 2011, showed $2.52 million
in total assets, $5.35 million in total liabilities, and a
$2.83 million total stockholders' deficiency.


EAST HARLEM: Court OKs Feb. 1 Extension of Plan Deadline
--------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of New York
has approved the stipulation by and between East Harlem Property
Holdings, LP, and C-III Acquisition LLC extending the Debtor's
exclusive periods to file a plan of reorganization and solicit
acceptances of a filed plan through and including Feb. 1, 2012.
The Debtor has filed a motion with the Bankruptcy Court seeking
the entry of an order granting a 120-day extension of the Debtor's
exclusive filing period and solicitation period.

To the extent the Debtor fails to file a Plan by Jan. 26, 2012, or
that Plan is not in form or substance satisfactory to C-III in its
sole discretion, C-III will have until Jan. 27, 2012 at 4:00 p.m.
(EST) to file an opposition to the motion.

The motion will be adjourned to Feb. 1, 2012 at 10:00 a.m. (EST),
or as soon thereafter as counsel may be heard.

To the extent that the Debtor files a Plan and that Plan is
acceptable in form and substance to C-III in its sole discretion,
then (i) the Debtor's exclusive period within which to solicit
acceptances of that Plan is hereby extended through and including
March 31, 2012, and (ii) the confirmation hearing on that Plan
will occur on or before April 30, 2012.

Attorneys for C-III Acquisitions LLC may be reached at:

         Alfredo R. Perez, Esq.
         WEIL, GOTSHAL & MANGES, LLP
         700 Louisiana Street, Suite 1600
         Houston, TX 77002
         Tel: (713) 546-5000

About East Harlem

East Harlem Property Holdings, LP, is a limited partnership formed
in Delaware on March 13, 2007.  The Debtor owns 100% of the
limited liability company membership interests in 27 special
purpose entities), which own, in the aggregate, approximately
1,200 residential units and 50 commercial units located within 47
buildings located in New York, New York.  The Real Properties are
primarily located in an area bounded by 100th Street to the south,
188th Street to the north, Pleasant Avenue to the east and Park
Avenue to the west.

The Debtor filed for Chapter 11 relief (Bankr. S.D.N.Y. Case No.
11-14368) on Sept. 15, 2011.  Judge James M. Peck presides over
the bankruptcy case.  Joseph S. Maniscalco, Esq., and Jordan
Pilevsky, Esq., at Lamonica Herbst & Maniscalco, LLP, in Wantagh,
New York, represents the Debtor as counsel.  In its petition, the
Debtor listed assets of between $100 million and $500 million and
debts of between $10 million and $50 million.  The petition was
signed by Linda  Greenfield, vice president of Harlem Housing,
LLC, sole and managing member of East Harlem GP, LLC, general
partner.


ENER1 INC: Maturity of $6.5-Mil. Bzinfin Loan Extended to Jan. 27
-----------------------------------------------------------------
Ener1, Inc., as borrower, and Bzinfin, as agent, and certain
investment funds managed by Goldman Sachs Asset Management, L.P.,
and Bzinfin, as lenders, entered into a Letter Amendment effective
as of Jan. 20, 2012, to the Loan Agreement, pursuant to which the
parties extended the maturity date of the related $6,500,000 term
loan to Jan. 27, 2012.

Bzinfin S.A. and its affiliates disclosed that, as of Jan. 20,
2012, they beneficially own 104,376,280 shares of common stock of
Ener1 representing 47.3% of the shares outstanding.  A full-text
copy of the amended Schedule 13D disclosure is available for free
at http://is.gd/iibOb1

                           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.

Ener1 Inc. filed for bankruptcy protection (Bankr. S.D.N.Y. Case
No. 12-10299) on Jan. 26, 2012, to implement a prepackaged plan of
reorganization.

The Company disclosed assets of $73.9 million and debt of
$90.5 million as of Dec. 31, 2011.   It owes $57.3 million on
8.25% senior notes and $11.2 million under a line of credit
provided by Bzinfin S.A.

Under its restructuring, the Debtor will reduce funded debt from
$91 million to $46 million, under a plan where debt holders will
receive newly issued debt and equity.

Reed Smith LLP is Ener1's legal adviser and its financial adviser
is Houlihan Lokey Capital Inc.  The Garden City Group Inc. is the
claims and notice agent.


ENERGY COMPOSITES: Expiration of Warrants Extended to Dec. 31
-------------------------------------------------------------
The Board of Directors of Trailblazer Resources, Inc., formerly
Energy Composites Corporation, approved the extension of the
expiration date of all of its outstanding warrants to Dec. 31,
2012, such that all of the warrants will be deemed to have been
continuously exercisable through the new expiration date of each
warrant.  In addition, the Board approved a decrease in the
exercise price of the warrants so that each warrant is now
exercisable to purchase one share of the Company's common stock at
a price of $1.50 per share.

                      About Energy Composites

Wisconsin Rapids, Wisconsin-based Energy Composites Corporation is
a manufacturer of composite structures and vessels for a range of
clean technology industries.  Based on its research of companies
in this sector, the Company believe it has the Midwest's largest
and most automated manufacturing capabilities with its world-
class, automated 73,000 square foot climate-controlled
manufacturing facility in Wisconsin Rapids, Wisconsin.

The Company reported a net loss of $6.36 million on $0 of revenue
for the nine months ended Sept. 30, 2011, compared with a net loss
of $3.34 million on $0 of revenue for the same period a year ago.

The Company's balance sheet at Sept. 30, 2011, showed $8.76
million in total assets, $11.02 million in total liabilities and a
$2.25 million total stockholders' deficit.

The Company does not generate any revenues, but incur general and
administrative expenses related to its status as a publicly-held
company, such as legal and accounting fees along with transfer
agent fees.

As reported in the TCR on April 27, 2011, Moquist Thorvilson
Kaufmann Kennedy & Pieper LLC, in Edina, Minnesota, expressed
substantial doubt about Energy Composites' ability to continue as
a going concern, following the Company's 2010 results.  The
independent auditors noted that the Company had net losses for the
years ended Dec. 31, 2010, and 2009, and had an accumulated
deficit at Dec. 31, 2010.


FIRSTFED FINANCIAL: March 14 Hearing on Plan Disclosures
--------------------------------------------------------
BankruptcyData.com reports that FirstFed Financial creditor Holdco
Advisors filed with the U.S. Bankruptcy Court a Chapter 11 Plan of
Reorganization and related Disclosure Statement.

According to the Disclosure Statement, "The Plan provides for the
reorganization of the Debtor and for Holders of certain Allowed
Claims to receive equity in the Reorganized Debtor, with the
option for each Holder of General Unsecured Claims to receive
instead a "cash out" right of payment and/or a security that
results in cash from certain of the Debtor's assets, including
Cash held by the Debtor as of the Effective Date. In order to
effectuate the Distributions, the Plan provides that all of the
assets of the Debtor's Estate (including Causes of Action not
expressly released under the Plan) shall vest in the Reorganized
Debtor and then, where applicable, be distributed pursuant to the
Plan."

The Court scheduled a March 14, 2012 hearing to consider approval
of the adequacy of the Disclosure Statement.

                     About FirstFed Financial

Irvine, Calif.-based FirstFed Financial Corp. is the bank
holding company for First Federal Bank of California and its
subsidiaries.  The Bank was closed by federal regulators on
Dec. 18, 2009.

FirstFed Financial Corp. filed for Chapter 11 protection (Bankr.
C.D. Calif. Case No. 10-10150) on Jan. 6, 2010.  Jon L. Dalberg,
Esq., at Landau Gottfried & Berger LLP, represents the Debtor in
its restructuring effort.  Garden City Group is the claims and
notice agent.  The Debtor disclosed assets at $1 million and
$10 million, and debts at $100 million and $500 million.


FRONTIER AIRLINES: Republic Names New CEO of Unit Ahead of Split
----------------------------------------------------------------
Dow Jones' Daily Bankruptcy Review reports that Republic Airways
Holdings Inc. on Thursday named David Siegel as chief executive,
president and interim chief operating officer of its Frontier
Airlines unit as it prepares to dispose of the loss-making
Frontier business.

                     About Frontier Airlines

Based in Denver, Colorado, Frontier Airlines --
http://www.frontierairlines.com/-- is the second-largest jet
service carrier at Denver International Airport.

Frontier Airlines Holdings, Inc. and its affiliates filed for
Chapter 11 protection on April 10, 2008 (Bankr. S.D.N.Y. Case No.
08-11297 thru 08-11299).  Benjamin S. Kaminetzky, Esq., and Hugh
R. McCullough, Esq., at Davis Polk & Wardwell, represented the
Debtors in their restructuring efforts. Togul, Segal & Segal LLP
was the Debtors' Conflicts Counsel, Faegre & Benson LLP was the
Debtors' Special Counsel, and Kekst and Company was the Debtors'
Communications Advisors.

In June 2009, Republic Airways Holdings offered to acquire the
Debtors' assets for $108 million.  In July 2009, Southwest
Airlines countered with a $113.6 million bid.  In August 2009,
Republic won the bidding, paying $109 million and assuming about
$1 billion of debt and aircraft-lease obligations.

In September 2009, the Bankruptcy Court confirmed the Company's
Plan of Reorganization which was premised on the Republic deal.
Republic closed the deal in October 2009.  Frontier Airlines
became a wholly owned subsidiary of Indianapolis-based Republic,
along with Chautauqua Airlines, Lynx Aviation, Republic Airlines
and Shuttle America.  The Republic deal permitted unsecured
creditors to have a 9.6% recovery on claims as high as $350
million.


FUSION TELECOMMUNICATIONS: Inks Purchasing Pact with GNYHA
----------------------------------------------------------
Fusion Telecommunications International, Inc., has entered into an
exclusive Group Purchasing agreement for Cloud Services and
Communications Solutions with the group purchasing organizations
Essensa and Innovatix, LLC., subsidiaries of GNYHA Ventures, Inc.

Fusion and the GPO organizations will offer GPO members in
healthcare and other vertical markets a full range of cloud
services, including cloud computing, emergency preparedness and
disaster recovery, storage and security.  Fusion sales teams in
markets across the United States and Puerto Rico will also provide
GPO members with discounted pricing for hosted voice solutions
that include a full complement of advanced service features,
Unified Communications and Presence, Internet and other broadband
data services, as well as a comprehensive portfolio of leading
edge hardware designed to meet the specific needs of the
healthcare industry.  In combination with the GPOs' extensive
expertise in servicing healthcare's unique requirements, Fusion's
robust Cloud and Communications service offerings, which include
complete consultative needs assessment, value analysis and
professional services, will seek to reduce GPO member costs while
increasing operating efficiencies.  The Fusion-GPO agreement was
entered into to meet the demands of today?s challenging economic
environment, with the increasing need for significant cost
reduction competing for simultaneous increases in productivity and
efficiency through service expansion and enhancement.

Matthew Rosen, Fusion's Chief Executive Officer, said, "We are
extremely excited about the tremendous potential of this
relationship, which has sharpened our focus on the explosive
growth in the healthcare industry, and comes at a time of
significant expansion in our portfolio of Cloud Services.  We
believe it positions us well to serve the dramatic increase in GPO
Members' cloud computing, voice and data requirements.  Our
commitment to the GPO membership is simple: we aim to deliver
cutting edge solutions designed to save money while at the same
time increase productivity and improve the customer experience."

                   About Fusion Telecommunications

New York City-based Fusion Telecommunications International, Inc.
(OTC BB: FSNN) is a provider of Internet Protocol ("IP") based
digital voice and data communications services to corporations and
carriers worldwide.

Fusion Telecommunications reported a net loss of $5.8 million on
$41.8 million of revenues for 2010, compared with a net loss of
$9.6 million on $40.9 million of revenues for 2009.

The Company reported a net loss of $3.54 million on $30.77 million
of revenue for the nine months ended Sept. 30, 2011, compared with
a net loss of $4.37 million on $30.46 million of revenue for the
same period during the prior year.

The Company's balance sheet at Sept. 30, 2011, showed
$4.71 million in total assets, $14.99 million in total
liabilities, and a $10.28 million total stockholders' deficit.

As reported by the TCR on April 26, 2011, Rothstein, Kass &
Company, P.C., in Roseland, New Jersey, expressed substantial
doubt about Fusion Telecommunications' ability to continue as a
going concern.  The independent auditors noted that the Company
the Company has negative working capital balances, incurred
negative cash flows from operations and net losses since
inception, and has limited capital to fund future operations.


GELT PROPERTIES: U.S. Trustee Names 3-Member Creditors' Panel
-------------------------------------------------------------
Roberta A. DeAngelis, United States Trustee for Region 3, pursuant
to 11 U.S.C. Sec. 1102(a) and (b), appointed three unsecured
creditors to serve on the Official Committee of Unsecured
Creditors of Gelt Properties, LLC, et al.

The Creditors Committee members are:

     1. Arline Construction Services, LLC
        Attn: Tyrone F. Pitts, President
        1100 East State Street
        Camden, NJ 08105
        Tel: (609) 352-9119
        Fax: (856) 583-1132

     2. Shalom Deitsch
        1484 Schirra Drive
        Ambler, PA 19002
        Tel: (215) 901-4321
        Fax: (215) 591-9312

     3. Jeff Gatter
        1258 Brandywine Creek Road
        P.O. Box 501
        Unionville, PA 19375
        Tel: (610) 701-1640
        Fax: (610) 486-1138

                       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.  Craig
Howe, CPA, and Howe, Keller & Hunter, P.C., serve as the
Committee's accountants.


GMX RESOURCES: Whitebox, et al., to Resell 3.8MM Common Shares
--------------------------------------------------------------
GMX Resources, Inc., filed with the U.S. Securities and Exchange
Commission a Form S-3 registration statement relating to the
resale of up to 3,877,254 shares of common stock, par value
$0.001, of GMX Resources Inc. that may be offered and sold from
time to time by Whitebox Multi-Strategy Partners, LP, Pandora
Select Partners, LP, HFR RVA Combined Master Trust, et al.

The selling shareholders and certain transferees may offer and
sell from time to time the shares of common stock at market
prices, in negotiated transactions or otherwise, or distribute all
or a portion of the shares to their shareholders.  The timing and
amount of any sale are within the sole discretion of the selling
shareholders.  The selling shareholders may sell the shares of
common stock directly or through underwriters, brokers or dealers
or through a combination of these methods.  The selling
shareholders will pay commissions or discounts to underwriters,
brokers or dealers in amounts to be negotiated prior to the sale.
The Company will not receive any of the proceeds from the sale of
the shares covered by this prospectus.

The Company's common stock is listed on The New York Stock
Exchange under the symbol "GMXR."  On Jan. 24, 2012, the closing
sale price of the Company's common stock on The New York Stock
Exchange was $1.17 per share.

A full-text copy of the Form S-3 prospectus is available at:

                       http://is.gd/YMscct

                       About GMX Resources

GMX Resources Inc. -- http://www.gmxresources.com/-- is an
independent natural gas production company headquartered in
Oklahoma City, Oklahoma.  GMXR has 53 producing wells in Texas &
Louisiana, 24 proved developed non-producing reservoirs, 48 proved
undeveloped locations and several hundred other development
locations. GMXR has 9,000 net acres on the Sabine Uplift of East
Texas.  GMXR has 7 producing wells in New Mexico.  The Company's
strategy is to significantly increase production, revenues and
reinvest in increasing production.  GMXR's goal is to grow and
build shareholder value every day.

The Company reported a net loss of $138.29 million on
$96.52 million of oil and gas sales for the year ended Dec. 31,
2010, compared with a net loss of $181.08 million on $94.29
million of oil and gas sales during the prior year.

The Company also reported a net loss of $129.53 million on $90.62
million of oil and gas sales for the nine months ended Sept. 30,
2011, compared with net income of $8.58 million on $69.34 million
of oil and gas sales for the same period a year ago.

The Company's balance sheet at Sept. 30, 2011, showed $575.98
million in total assets, $432.65 million in total liabilities and
$143.32 million in total equity.

                           *     *     *

In November 2011, Moody's downgraded the rating of GMX Resources'
corporate family rating (CFR) to 'Caa3' from 'Caa1', the
Probability of Default (PDR) rating to 'Ca' from 'Caa1', and the
Speculative Grade Liquidity (SGL) rating to SGL-4 from SGL-3. The
outlook is negative.

The downgrade of GMX's PDR and note ratings reflect the company's
announcement that greater than 50% of the holders of the notes due
2019 have accepted a proposed exchange offer, which Moody's views
as a distressed exchange.  The lowering of the CFR and SGL ratings
reflects Moody's expectation of potential liquidity issues through
the first quarter of 2013, as well as elevated leverage following
the issuance of at least $100 million of proposed secured notes
under the exchange offer and a proposed $55 million volumetric
production payment (VPP), both of which the company expects to be
executed before the end of 2011.  Moody's treats VPPs as debt in
Moody's leverage calculations.  The negative outlook reflects the
potential for the CFR and note ratings to be lowered if liquidity
deteriorates further.

As reported by the TCR on Dec. 21, 2011, Standard & Poor's Ratings
Services lowered its corporate credit rating on GMX Resources Inc.
to 'SD' (selective default) from 'CC'.  "We also lowered the
company's issue-level ratings to 'D' from 'CC', reflecting its
completion of an exchange offer for a portion of its $200 million
11.375% senior notes due 2019," S&P said.

"The rating actions follow the company's announcement that it has
completed the exchange offer for its 11.375% senior notes due
2019," said Standard & Poor's credit analyst Paul B. Harvey.  "The
exchange offer included $53 million principle of 11.375% senior
notes that accepted an exchange of $1,000 principle for $750
principle of new 11% senior secured notes due 2017.  We consider
the completion of such an exchange, at a material discount to par,
to be a distressed exchange and, as such, tantamount to a default
under our criteria."


GRACEWAY PHARMACEUTICALS: Files Chapter 11 Plan; To Sell Assets
---------------------------------------------------------------
Lisa Uhlman at Bankruptcy Law360 reports that Graceway
Pharmaceuticals LLC filed a Chapter 11 plan Wednesday in Delaware
bankruptcy court that calls for the liquidation of substantially
all its remaining assets and the resolution of all claims against
the company.

                     About Graceway Pharmaceuticals

Based in Bristol, Tennessee, Graceway Pharmaceuticals LLC offers
dermatology, respiratory, and women's health products. Its Zyclara
Cream is used for the treatment of external genital and perianal
warts (EGW) in patients 12 years of age and older. The company
offers products for the treatment of dermatology conditions, such
as actinic keratosis, superficial basal cell carcinoma, external
genital warts, atopic dermatitis, and acne; and respiratory
conditions, such as asthma.

Graceway Pharmaceuticals and its affiliates filed Chapter 11
bankruptcy petitions (Bankr. D. Del. Lead Case No. 11-13036) on
Sept. 29, 2011.

The company's debt includes $430.7 million owing on a first-lien
revolving credit and term loan.  Second-lien debt is $330 million,
with mezzanine debt totaling another $81.4 million.

Attorneys at Young Conaway Stargatt & Taylor LLP serve as counsel
to the Debtors.  Latham & Watkins LLP is the co-counsel.  Alvarez
and Marsal North America, LLC, is the financial advisor.  Lazard
Freres & Co. LLC is the investment banker.  PricewaterhouseCoopers
LLP is the tax consultant.  BMC Group serves as claims and notice
agent.

Lowenstein Sandler PC serves as the committee counsel.


GREYSTONE PHARMA: David Cocke Appointed as Liquidating Trustee
--------------------------------------------------------------
The Official Committee of Unsecured Creditors of Greystone
Pharmaceuticals, Inc., selected David J. Cocke as Liquidating
Trustee, pursuant to the Second Amended Plan of Reorganization
proposed by First Texas Pharmaceuticals, Inc.  This appointment
has been approved by First Texas.

Under the Plan, First Texas will provide financing in an amount of
approximately $5,000,000, which will be used to implement the Plan
and for working capital.  First Texas has acquired a funding
agreement of approximately $5,000,000, which will be used to
implement the Plan.  First Texas intends to obtain the funding
from MSB Fairway Capital Partners.  The initial draw on the line
of credit for payments due on Effective Date, other expenses (fees
of legal counsel for First Texas) and for working capital is
expected to be not less than $2,500,000.

                 About Greystone Pharmaceuticals

Fort Myers, Florida-based Greystone Pharmaceuticals, Inc. -- aka
Greystone Medical, Inc., and Greystone Medical Group, Inc. --
operates a pharmaceutical company.  The Company filed for Chapter
11 bankruptcy protection (Bankr. W.D. Tenn.  Case No. 09-32236) on
Nov. 2, 2009.  Kevin Crumbo has been appointed as Chapter 11
trustee in the Debtor's case.  Butler, Snow, O'Mara, Stevens &
Cannada PLLC serves as the trustee's counsel.  David J. Cocke,
Esq., at Evans Petree PC, in Memphis, Tenn., represents the
Unsecured Creditors' Committee as counsel.  In its schedules, the
Debtor disclosed $25,467,546 in assets, and $22,601,150 in
liabilities as of the Petition Date.


GSC GROUP: BDCM Wins Nod to Send Plan to Confirmation on Feb. 14
----------------------------------------------------------------
Judge Arthur Gonzales approved the adequacy of the disclosure
statement explaining Black Diamond Capital Management, L.L.C.'s
Fourth Amended Joint Chapter 11 Plan for GSC Group, Inc. and its
affiliated debtors.

Pursuant to the Disclosure Statement Order entered on Jan. 12,
2012, the U.S. Bankruptcy Court for the Southern District of New
York authorized BDCM to cause the commencement of soliciting votes
on the Plan.

Epiq Bankruptcy Solutions, LLC is authorized to act as
solicitation and voting agent with respect to the BDCM Plan and to
perform balloting services.

The record date for determining which creditors are entitled to
vote on the Plan is fixed as Oct. 5, 2011.

All ballots must be properly completed and executed so as to be
actually received by the Solicitation Agent no later than 4:00
p.m. prevailing Eastern Time on Feb. 6, 2012.

A hearing on the confirmation of the Plan will be held on Feb. 14,
at 2:00 p.m. prevailing Eastern Time.  Objections to the Plan
confirmation must be in writing; state with particularity the
basis and nature of any objection; and filed with the Court no
later than Feb. 10, at 4:00 p.m.

BDCM is set to file a Plan Supplement no later than Jan 27, 2012.
BDCM is also authorized to make non-substantive changes to the
Disclosure Statement, Plan, Ballots, Confirmation Hearing Notice
and related documents without further Court order.

As reported by The Troubled Company Reporter on Jan. 24, 2012, the
Fourth Amended BDCM Plan provides for the continued operation of
the Debtors' existing investment management business.  BDCM
maintained that its plan is a more preferable and value-preserving
alternative to the GSC Chapter 11 Trustee's Modified Joint Plan of
Liquidation.  The BDCM Plan offers all unsecured creditors three
recovery options: (1) a fast cash payout; (2) a partial cash
payment close to the Effective Date plus a delayed cash payout
from the proceeds of the Liquidating Trust; or (3) shares of
Reorganized GSC Group Series B Preferred Stock and shares of
Reorganized GSC Group Convertible Class B Common Stock, which will
comprise between 33% and 49%, at BDCM's discretion, of the
Reorganized GSC Group Common Stock with 24.9% of the voting
rights.  The BDCM Plan also provides that Preferred Equity
Interest holders will receive shares of Reorganized GSC Group's
Class A Common Stock equal to between 51% and 67%, at BDCM's
discretion, of the total GSC Common Stock, while the Trustee Plan
does not provide any recovery for the interest holders.

A clean version of the BDCM 4th Amended Disclosure Statement dated
Jan. 12, 2012, is available for free at:

       http://bankrupt.com/misc/GSCGrp_DS4thAmdJan12.PDF

In a Dec. 20 stipulation, the Chapter 11 Trustee agreed to support
the BDCM Plan, and adjourned seeking confirmation of its own Plan
to allow BDCM to pursue confirmation of the BDCM Plan provided
that BDCM consummates its Plan by Mar. 31, 2012.  In return, BDCM
has provided the Chapter 11 Trustee with $1 million to satisfy
allowed Chapter 11 professional fees and agreed to provide
$4 million in escrow funds for the Reorganized Debtors to use to
satisfy any "Straddle Tax" (i.e., any income tax liability
required to be paid had the Effective Date occurred on or before
Dec. 31, 2011).

                         About GSC Group

Florham Park, New Jersey-based GSC Group, Inc. --
http://www.gsc.com/-- was a private equity firm that specialized
in mezzanine and fund of fund investments.  Originally named
Greenwich Street Capital Partners Inc. when it was a subsidiary of
Travelers Group Inc., GSC became independent in 1998 and at one
time had $28 billion of assets under management.  Market reverses,
termination of some funds, and withdrawal of customers'
investments reduced funds under management at the time of
bankruptcy to $8.4 billion.

GSC Group, Inc., filed for Chapter 11 bankruptcy protection
(Bankr. S.D.N.Y. Case No. 10-14653) on Aug. 31, 2010.  Michael B.
Solow, Esq., at Kaye Scholer LLP, served as the Debtor's
bankruptcy counsel.  Epiq Bankruptcy Solutions, LLC, is the
Debtor's notice and claims agent.  Capstone Advisory Group LLC
served as the Debtor's financial advisor.  The Debtor estimated
its assets at $1 million to $10 million and debts at $100 million
to $500 million as of the Chapter 11 filing.

Since Jan. 7, 2011, the Debtors have been operated by James L.
Garrity Jr., as Chapter 11 trustee for the Debtors.  The Chapter
11 trustee tapped Shearman & Sterling LLP as his counsel, and
Togut, Segal & Segal LLP as his conflicts counsel.

No committee of unsecured creditors has been appointed in the
case.

The Chapter 11 trustee completed the sale of business in July 2011
and filed a liquidating Chapter 11 plan and explanatory disclosure
statement in late August.  The bankruptcy court authorized the
trustee to sell the business to Black Diamond Capital Finance LLC,
as agent for the secured lenders.  Proceeds were used to pay
secured claims.  The price paid by the lenders' agent was designed
for full payment on $256.8 million in secured claims, with
$18.6 million cash left over.  Black Diamond bought most assets
with a $224 million credit bid, a $6.7 million note, $5 million
cash, and debt assumption.  A minority group of secured lenders
filed an appeal from the order allowing the sale.  Through a suit
in state court, the minority lenders failed to halt Black Diamond
from completing the sale.

The Chapter 11 Trustee and Black Diamond Capital Management, LLC
have filed rival repayment plans for GSC Group.  Patrick J. Nash,
Jr., Esq. and Paul Wierbicki, Esq. of Kirkland & Ellis LLP serve
as counsel to BDCM.


H&H BAGELS: Gets Evicted From Last Remaining Location
-----------------------------------------------------
Dow Jones' Daily Bankruptcy Review reports that the production of
New York's most-recognized bagel brand abruptly ended as the
struggling H&H Bagel was evicted from its last remaining location.

As reported in the Troubled Company Reporter on Oct. 28, 2011, Dow
Jones' DBR Small Cap said that H&H Bagels faces a possible
eviction from its Manhattan plant, in what would be another blow
to an ailing company.

H&H Bagels is the New York institution that bills itself as the
world's largest manufacturer of bagels.


HORIZON LINES: OPERS Discloses 6.5% Equity Stake
------------------------------------------------
In a Schedule 13D filing with the U.S. Securities and Exchange
Commission filed on Jan. 25, 2012, Public Employees Retirement
System of Ohio disclosed that it beneficially owns 213,475 shares
of common stock of Horizon Lines, Inc., representing 6.5024% of
the shares outstanding.  A full-text copy of the filing is
available for free at http://is.gd/UdCEqa

                       About Horizon Lines

Charlotte, N.C.-based Horizon Lines, Inc. (NYSE: HRZ) is the
nation's leading domestic ocean shipping and integrated logistics
company.  The Company owns or leases a fleet of 20 U.S.-flag
containerships and operates five port terminals linking the
continental United States with Alaska, Hawaii, Guam, Micronesia
and Puerto Rico.  The Company provides express trans-Pacific
service between the U.S. West Coast and the ports of Ningbo and
Shanghai in China, manages a domestic and overseas service partner
network and provides integrated, reliable and cost competitive
logistics solutions.

The Company's balance sheet at Sept. 25, 2011, showed
$677.4 million in total assets, $801.7 million in total
liabilities, and a stockholders' deficit of $124.3 million.

Ernst & Young LLP, in Charlotte, North Carolina, expressed
substantial doubt Horizon Lines' ability to continue as a going
concern, following the Company's results for the fiscal year ended
Dec. 26, 2010.  The independent auditors noted that there is
uncertainty that Horizon Lines will remain in compliance with
certain debt covenants throughout 2011 and will be able to cure
the acceleration clause contained in the convertible notes.

"The Company believes the Oct. 5, 2011 refinancing transactions
more fully described in Note 18 to these financial statements have
resolved the concern as to compliance with debt covenants
throughout the remainder of 2011," the Company said in the filing.
"In addition, the Company believes it will be in compliance with
its debt covenants through 2012."

                           Refinancing

The Company was not in compliance with the maximum senior secured
leverage ratio and the minimum interest coverage ratio under its
Senior Credit Facility at the close of its third fiscal quarter
ended Sept. 25, 2011.  Non-compliance with these financial
covenants constituted an event of default, which could have
resulted in acceleration of the maturity.  None of the
indebtedness under the Senior Credit Facility or Notes was
accelerated prior to the completion of a comprehensive refinancing
on Oct. 5, 2011.

The Senior Credit Facility and 99.3% of the 4.25% Convertible
Senior Notes were repaid as part of the refinancing.  In addition,
as a result of the completion of the refinancing, the short-term
obligations under the Senior Credit Facility, the Notes and the
Bridge Loan have been classified as long-term debt.

As a result of the efforts to refinance the Company's debt and the
2011 amendments to the Senior Credit Facility, the Company paid
$17.3 million in financing costs and recorded a loss on
modification of debt of $0.6 million during 2011.

                          *     *     *

As reported by the TCR on Aug. 26, 2011, Standard & Poor's Ratings
Services lowered its long-term corporate credit rating on Horizon
Lines Inc. to 'SD' from 'CCC'.

The rating action on Horizon Lines follow the company's decision
to defer the interest payment on its $330 million senior
convertible notes due August 2012, exercising the 30-day grace
period.  "Under our criteria, we view failure to make an interest
payment within five business days after the due date for
payment a default, regardless of the length of the grace period
contained in an indenture," said Standard & Poor's credit analyst
Funmi Afonja.


IMPERIAL CAPITAL: Revised Plan Supported by Creditors Committee
---------------------------------------------------------------
Imperial Capital Bankcorp, Inc., and Holdco Advisors, L.P., as
joint proponents, advised the U.S. Bankruptcy Court that since
filing their Second Amended Chapter 11 Plan and Revised Second
Amended Disclosure Statement on Jan. 5, 2012, they have had
ongoing discussions with the Official Unsecured Creditors
Committee that have resulted in revisions to both the proposed
Plan and Disclosure Statement.

The Committee believes that (i) the revised Plan represents the
best alternative available under the circumstances of the Chapter
11 case at this time and (ii) the Disclosure Statement provides
sufficient information to enable voting creditors to make an
informed decision regarding the Plan.  The Committee, however,
reserves its rights to object to the Plan, with respect to (i) the
information to be contained in the Plan Supplement, including,
without limitation, the identities of the members of the
New Board and the Plan Committee, the identity of the trustee for
each of the D&O Litigation Trust and the Proceeds Distribution
Election Trust, and the trust agreement for each of the Proceeds
Distribution Election Trust and the D&O Litigation Trust, (ii) any
amendments or modifications to the Plan or Disclosure Statement
and (iii) any other material change in circumstances.

The revised proposed plan, filed Jan. 12, 2012, segregates the
various claims against and interests in the Debtor into 8 Classes:
Secured Claims (Class 1, Non-FDIC Priority Claims (Class 2), FDIC
Priority Claim (Class 3), TOPrS Unsecured Claims (Class 4), FDIC
Non-Priority Claims (Class 5), Other Unsecured Claims (Class 6),
Convenience Claims (Class 7), and Interests (Class 8).

Claims in Classes 1, 2, 3, and 7 are unimpaired under the Plan and
Holders thereof are not entitled to vote.  Claims in Classes 4, 5,
and 6 are Impaired and entitled to vote.  Interests in Class 8 are
deemed to reject the Plan.

Each Holder of a TOPrS Unsecured Claim in Class 4 will receive on
the Initial Distribution Date (i) its Stock Pro Rata Distribution
of the New Series A Common Stock, and (ii) such Holder's Pro Rata
share of the D&O Litigation Trust Interests, which inter alia,
will entitle such Holder to receive its Pro Rata Share of
distributions of D&O Litigation Trust Assets from the D&O
Litigation Trust in accordance with the Plan and the D&O
Litigation Trust Agreement.  Alternatively, such Holder may make
the Proceeds Distribution Election.

FDIC Non-Priority Claims in Class 5 and Other Secured Claims in
Class 6 will receive the same treatment for Claims in Class 4
above.

Holders of Interests in Class 8 will neither receive nor retain
any property under the Plan and all Interests of the Debtor will
be canceled as of the Effective Date.

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

      http://bankrupt.com/misc/imperialcapital.doc715.pdf
      http://bankrupt.com/misc/imperialcapital.doc715-1.pdf

About Imperial Capital Bancorp

La Jolla, California-based Imperial Capital Bancorp, Inc., filed
for Chapter 11 bankruptcy protection (Bankr. S.D. Calif. Case No.
09-19431) on Dec. 18, 2009.  Gary E. Klausner, Esq., Eve H.
Karasik, Esq., and Gregory K. Jones, Esq., at Stutman, Treister &
Glatt, P.C., in Los Angeles, serves as the Debtor's bankruptcy
counsel.  FTI Consulting Inc. serves as its financial advisor.
The Company disclosed $40.4 million in assets and $98.7 million in
liabilities.

Tiffany L. Carroll, the U.S. Trustee for Region 15, appointed
three members to the official committee of unsecured creditors in
the Debtor's case.  David P. Simonds, Esq., and Christina M.
Padien, Esq., at Akin Gump Strauss Hauer & Feld LLP, in Los
Angeles represents the Committee as counsel.


INTELLICELL BIOSCIENCES: Stuart Goldfarb Resigns as Director
------------------------------------------------------------
Stuart Goldfarb resigned as a director of Intellicell Biosciences,
Inc., effective Jan. 18, 2012.  There was no disagreement or
dispute between Mr. Goldfarb and the Company which led to his
resignation.

                   About Intellicell Biosciences

Intellicell BioSciences, Inc., headquartered in New York, N.Y.,
was formed on Aug. 13, 2010, under the name "Regen Biosciences,
Inc." as a pioneering regenerative medicine company to develop and
commercialize regenerative medical technologies in large markets
with unmet clinical needs.  On Feb. 17, 2011, the company changed
its name from "Regen Biosciences, Inc." to "IntelliCell
BioSciences Inc".  To date, IntelliCell has developed proprietary
technologies that allow for the efficient and reproducible
separation of stromal vascular fraction (branded
"IntelliCell(TM)") containing adipose stem cells that can be
performed in tissue processing centers and in doctors' offices.

The Company's balance sheet at Sept. 30, 2011, showed $1.0 million
in total assets, $21.2 million in total current liabilities, and a
stockholders' deficit of $20.2 million.

"The Company has incurred losses since inception resulting in an
accumulated deficit of $20.1 million and a working capital deficit
of $21.0 million as of Sept. 30, 2011, respectively, however, if
the non-cash expense related to the Company's derivative liability
is excluded the accumulated deficit amounted to $3.1 million and
working capital deficit amounted to $3.7 million, respectively,?
the Company said in the filing.

"Further losses are anticipated in the continued development of
its business, raising substantial doubt about the Company's
ability to continue as a going concern."


INTERNATIONAL GOSPEL: Buyer Not Entitled to Co-Broker Commission
----------------------------------------------------------------
Bankruptcy Judge Henry J. Boroff denied the request of Jeff Ross
to alter a prior judgment or set a new trial with respect to the
Court's order denying Mr. Ross a co-broker commission.  Mr. Ross
bought at an auction for $1.3 million a real estate located at 554
Massachusetts Avenue in Boston, Massachusetts, previously owned by
International Gospel Party Boosting Jesus Groups, Inc.  He also
purportedly served as co-broker.  On Sept. 6, 2011, the Court
approved payment of a commission on the sale to Cabot & Company,
the authorized broker, but denied Cabot's request to share that
commission with Mr. Ross.  By his Motion for Reconsideration, Mr.
Ross now wants the Court to reconsider that Order and allow
payment or to schedule a new hearing (perhaps evidentiary) on the
matter. In denying the request, Judge Boroff said the proposed
payment to Mr. Ross cannot credibly be characterized as a broker's
commission, because he  was not a broker in the proposed
transaction.  A broker is one who acts as an agent for another,
the Court said, citing a definition in Black's Law Dictionary 219
(9th ed. 2009).

"[Ross] cannot get paid as his own agent.  Cabot was authorized by
this Court's allowance of its Employment Application to share its
commission with a broker.  It was not authorized to share its
commission with a buyer.  The former is a co-brokerage.  The
latter is akin to a kickback," Judge Boroff said.

A copy of the Court's Jan. 24, 2012 Memorandum of Decision is
available at http://is.gd/XBe9tNfrom Leagle.com.

International Gospel Party Boosting Jesus Groups Inc., a
Massachusetts non-profit organization, filed for Chapter 11
protection (Bankr. D. Mass. Case No. 10-19012) on Aug. 19, 2010.
Its real estate at 554 Massachusetts Avenue in Boston was the only
discernible asset at the time of filing.  In its Schedule, the
Debtor estimated the Property's value at $1,425,100, and disclosed
encumbrances totaling $775,000.  Shortly after the case filing, it
became apparent that the Debtor was operating without the benefit
of cash collateral authorization.  Accordingly, on Oct. 12, 2010,
the Court, sua sponte, ordered the appointment of a Chapter 11
trustee; on Oct. 15, the Court approved the appointment of
Attorney Joseph G. Butler.


INTERTAPE POLOYMER: Wells Fargo Discloses 19.1% Equity Stake
------------------------------------------------------------
In an amended Schedule 13G filing with the U.S. Securities and
Exchange Commission, Wells Fargo & Company and its affiliates
disclosed that, as of Dec. 31, 2011, they beneficially own
11,278,974 shares of common stock of Intertape Polymer Group Inc.
representing 19.13% of the shares outstanding.  As previously
reported by the TCR on Jan. 24, 2011, Wells Fargo disclosed
beneficial ownership of 11,756,371 shares.  A full-text copy of
the amended filing is available at http://is.gd/TzUzPD

                 About Intertape Polymer Group

Intertape Polymer Group Inc. (TSX:ITP) (NYSE:ITP) develops and
manufactures specialized polyolefin plastic and paper based
packaging products and complementary packaging systems for
industrial and retail use.  Headquartered in Montreal, Quebec and
Sarasota/Bradenton, Florida, the Company employs approximately
2,100 employees with operations in 17 locations, including 13
manufacturing facilities in North America and one in Europe.

The Company reported a net loss of US$56.44 million on US$720.51
million of sales for the year ended Dec. 31, 2010, compared with a
net loss of US$14.39 million on US$615.46 million during the prior
year.

The Company's balance sheet at Sept. 30, 2011, showed US$466
million in total assets, US$318.14 million in total liabilities
and US$147.86 million in shareholders' equity.

                         *     *     *

In August 2010, Moody's Investors Service revised the rating
outlook on Intertape Polymer Group Inc. to negative from stable
and affirmed the B2 Corporate Family Rating.  Moody's also
affirmed the SGL-3 speculative grade liquidity rating and
instrument ratings.  Moody's said the B2 Corporate Family Rating
reflects Intertape's narrow operating margins, lack of pricing
power, largely commoditized product line and reliance on cyclical
end markets, such as industrial, building and construction
segments.  Intertape is operating in a fragmented and highly
competitive industry.  The presence of large competitors with
significant financial resources restricts Intertape's ability to
recover raw material increases from customers and constrains the
rating.

In the Sept. 5, 2011, edition of the TCR, Standard & Poor's
Ratings Services raised its corporate credit rating on Montreal,
Canada-based Intertape Polymer Group Inc. to 'B-' from 'CCC+'.
The outlook is stable.  "The upgrade reflects improvement in the
company's operating performance and our expectation that Intertape
will be able to at least maintain its improved operating
performance in the future," said Standard & Poor's credit analyst
Paul Kurias.


IRVINE SENSORS: Company Name Changed to "ISC8 Inc."
---------------------------------------------------
A special meeting of stockholders of Irvine Sensors Corporation
was held on Jan. 19, 2012.  These proposals were approved:

  (1) The sale of substantially all of the assets used or held for
      use in connection with, necessary for or relating to the
      Company's thermal imaging business pursuant to that certain
      Asset Purchase Agreement dated Oct. 17, 2011, with Vectronix
      Inc.;

  (2) An amendment to the Company's Certificate of Incorporation
      to increase the number of authorized shares of the Company's
      Common Stock to 800,000,000; and

  (3) An amendment to the Company's Certificate of Incorporation
      to change the Company's name from "Irvine Sensors
      Corporation" to "ISC8 Inc."

                       About Irvine Sensors

Headquartered in Costa Mesa, Calif., Irvine Sensors Corporation
(OTC BB: IRSN) -- http://www.irvine-sensors.com/-- is a vision
systems company engaged in the development and sale of
miniaturized infrared and electro-optical cameras, image
processors and stacked chip assemblies and sale of higher level
systems incorporating said products.  Irvine Sensors also conducts
research and development related to high density electronics,
miniaturized sensors, optical interconnection technology, high
speed network security, image processing and low-power analog and
mixed-signal integrated circuits for diverse systems applications.

The Company reported a net loss of $15.76 million on
$14.09 million of total revenues for the fiscal year ended Oct. 2,
2011, compared with a net loss of $11.15 million on $11.71 million
of total revenues for the fiscal year ended Oct. 3, 2010.

The Company's balance sheet at Oct. 2, 2011, showed $10.58 million
in total assets, $29.29 million in total liabilities and a $18.71
million total stockholders' deficit.


JER/JAMESON: Withdraws Plea to Hire AlixPartners as Fin'l Advisor
-----------------------------------------------------------------
JER/Jameson Mezz Borrower II, LLC, et al., notified the U.S.
Bankruptcy Court for the District of Delaware that they had
withdrawn their request to employ AlixPartners, LLP, to provide
financial advisory and consulting services.

As reported in the Troubled Company Reporter on Jan. 19, 2012,
AlixPartners will assist the Debtors in preparing their schedules
of assets and liabilities and statements of financial affairs.

The standard hourly rates charged by AlixPartners professionals
anticipated to be assigned to the case are:

             Managing Directors        $815 - $970
             Directors                 $620 - $760
             Vice Presidents           $455 - $555
             Associates                $305 - $405
             Analysts                  $270 - $300
             Paraprofessionals         $205 - $225

In addition, AlixPartners will seek reimbursement for reasonable
and necessary out-of-pocket expenses.

                         About Jameson Inn

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

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

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

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

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

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

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

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

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

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

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


JER/JAMESON: Inks Stipulation Rejecting Appeal of Dismissal Order
-----------------------------------------------------------------
JER/Jameson Mezz Borrower II, LLC, et al., asked the U.S.
Bankruptcy Court for the District of Delaware to approve a
stipulation dismissing the appeal of opinion and order granting
motion for (a) dismissal of the Debtors' Chapter 11 cases; and (b)
relief from the automatic stay.

On Oct. 21, 2011, CDCF JIH Funding LLC and ColFin JIH Funding, LLC
asked the Court to dismiss the case of JER/Jameson Mezz Borrower
II LLC.  The Colony JIH lenders also requested for a relief from
the automatic stay.

On Dec. 22, 2011, the Court dismissed the case of Mezz II.

The Debtors related that on Dec. 28, 2011, the Debtors appealed
the dismissal order and the accompanying opinion, and requested
that the Court grant a stay from the dismissal order pending the
appeal.  On Dec. 29, the Court denied the relief requested.

The stipulation was entered among the Debtors, and Colony JIH
lenders.

                         About Jameson Inn

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

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

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

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

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

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

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

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

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

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

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


JER/JAMESON: Wants Until Feb. 20 to File Schedules and Statements
-----------------------------------------------------------------
JER/Jameson Mezz Borrower I, LLC, et al., ask the U.S. Bankruptcy
Court for the District of Delaware to extend until Feb. 20, 2012,
their time to file their schedules of assets and liabilities and
statements of financial affairs.

This is the Debtors' third quest for exclusivity extension.  The
Debtors relate that their ability to file schedules and statement
has been affected by the prior delays related to litigation
surrounding the case dismissal motion.  Moreover, the proposed
counsel (Ashby & Geddes, P.A.) was retained recently and has been
working to get up to speed in the cases.

The Debtors set a Feb. 22, 2012 hearing at 2:00 p.m.  Objections,
if any, were due Jan. 25.

                         About Jameson Inn

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

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

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

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

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

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

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

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

Judge Mary F. Walrath presides over the case.  The Debtors tapped
Ashby & Geddes, P.A. to represent their restructuring efforts.
Epiq Bankruptcy Solutions, LLC, serves as its noticing, claims and
balloting agent.

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

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


JER/JAMESON: Withdraws Request to Employ Houlihan Lokey
-------------------------------------------------------
JER/Jameson Mezz Borrower II, LLC, et al., notified the U.S.
Bankruptcy Court for the District of Delaware that they had
withdrawn their request to employ Houlihan Lokey Howard & Zukin
Capital Inc. as its investment banker.

As reported in the Troubled Company Reporter on Nov. 17, 2011,
among other things, the Debtors had proposed to hire the firm to:

   (a) assist the Company in the development and distribution
       of selected information, documents and other materials,
       including, if appropriate, advising the Company in the
       preparation of an offering memorandum;

   (b) assist the Company in evaluating indications of interest
       and proposals regarding any transactions from current
       and potential lenders, equity investors, acquirers
       and strategic partners;

   (c) assist the Company with the negotiation of any
       Transactions including participating in negotiations
       with creditors and other parties involved in any
       Transactions; and

   (d) provide expert advice and testimony regarding financial
       matters related to any Transactions(s), if necessary.

                         About Jameson Inn

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

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

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

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

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

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

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

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

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

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

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


JER/JAMESON: Withdraws Motion to Employ Pachulski Stang
-------------------------------------------------------
JER/Jameson Mezz Borrower II, LLC, et al., notified the U.S.
Bankruptcy Court for the District of Delaware that they had
withdrawn their request to employ Pachulski Stang Ziehl & Jones
LLP as counsel.

As reported in the Troubled Company Reporter on Nov. 18, 2011, the
Debtors had proposed to hire the firm to:

     a. provide legal advice with respect to the Debtors' powers
        and duties as a debtors in possession in the continued
        operation of its businesses and management of its
        property;

     b. prepare on behalf of the Debtors any necessary
        applications, motions, answers, orders, reports, and other
        legal papers;

     c. appear in Court on behalf of the Debtors;

     d. represent the Debtors in connection with the proposed
        sale of substantially all of the Debtors' assets;

     e. prepare and pursue confirmation of a plan and approval
        of a disclosure statement; and

     f. perform other legal services for the Debtors that may
        be necessary and proper in these proceedings.

                         About Jameson Inn

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

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

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

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

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

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

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

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

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

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

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


JEWISH COMMUNITY: Files List of 20 Largest Unsecured Creditors
--------------------------------------------------------------
Jewish Community Center Of Greater Manmouth County has filed with
the U.S. Bankruptcy Court for the District of New Jersey a list of
its 20 largest unsecured creditors.

Debtor's List of 20 Largest Unsecured Creditors:

  Entity                          Nature of Claim     Claim Amount
  ------                          ---------------     ------------
JCPL
76 S Main Street
Akron, OH 44308-1812                  Utility          $168,401.35

Constellation New Energy, Inc. #1
Bank of America Lockbox Services Constel
14217 Collection Dr
Chicago, IL 60693-0001                                  $68,884.45

Dajon Associates
12 Dyatt Place
Hackensack, NJ                                          $53,160.00

JCC Association                       Trade Debt        $38,330.00

Eisner Amper LLP                                        $26,185.34

New Jersey Natural Gas                                  $22,765.97

ADP, Inc.                                               $15,144.74

Jumping Brook Country Club                              $15,142.63

Bertram - Camp Lunch                                    $12,037.17

Sobel & Co., LLC                                        $11,850.00

Concept Professional Systems Inc.                       $10,268.99

Pitney Bowes Global Financial Services                   $9,180.63

Jersey Elevator                                          $9,034.20

Kleen-Rite Commercial Corp                               $8,257.98

656                                                      $8,000.00

UGI Energy Services                                      $7,711.68

West Side Foods-Sr.Nutrition                             $7,421.71

Tee Construction Inc.                                    $7,275.00

Rosenfeld, Aaron                                         $7,044.85

Nasar Bros Lawn Care                                     $6,600.00

                       About Jewish Community

Headquartered in Deal Park, New Jersey, Jewish Community Center Of
Greater Monmouth County, A Not-For-Profit Corporation --
http://jccmonmouth.org/-- offers services, programs, events,
activities, and facilities to Jewish families and individuals in
Monmouth County.

Jewish Community filed for Chapter 11 bankruptcy (Bankr. D. N.J.
Case No. 11-44738) on Dec. 5, 2011.  Judge Michael B. Kaplan
presides over the case.  Timothy P. Neumann, Esq., at Broege,
Neumann, Fischer & Shaver, serves as the Debtor's bankruptcy
counsel.  According to its petition, the Debtor estimated
assets of $10 million to $50 million and debts of $1 million to
$10 million.


KINGSBURY CORP: Can Use Borrow & Use Cash Collateral Thru Feb. 24
-----------------------------------------------------------------
The Honorable J. Michael Deasy permits Kingsbury Corporation to
continue to borrow funds postpetition from, and use the cash
collateral of, Diamond Business Credit, LLC through Feb 24, 2012.

The Debtor may continue to use cash collateral strictly in
accordance with the current budget, a copy of which is available
for free at:

  http://bankrupt.com/misc/KINGSBURYCORP_BudgetTilFeb24.pdf

                      About Kingsbury Corp.

Kingsbury Corp. -- http://www.kingsburycorp.com/-- makes and
assembles machine systems.

Kingsbury Corporation and affiliate Ventura Industries, LLC, filed
Chapter 11 petition (Bankr. D. N.H. Case Nos. 11-13671 and 11-
13687) on Sept. 30, 2011.  Jennifer Rood, Esq., and Robert J.
Keach, Esq., at Berstein, Shur, Sawyer & Nelson, serve as counsel
to the Debtors.  In its schedules, the Debtor disclosed
$10,134,679 in assets, and $24,534,973 in liabilities as of the
petition date.

Donnelly Penman & Partners serves as its investment banker.

William K. Harrington, the U.S. Trustee for Region 1, appointed
five unsecured creditors to serve on the Official Committee of
Unsecured Creditors of Kingsbury Corporation.


KM LINCOLN: Case Summary & 5 Largest Unsecured Creditors
--------------------------------------------------------
Debtor: KM Lincoln, LLC
        3654 W. Jarvis
        Skokie, IL 60076

Bankruptcy Case No.: 12-02185

Chapter 11 Petition Date: January 23, 2012

Court: United States Bankruptcy Court
       Northern District of Illinois (Chicago)

Judge: Jack B. Schmetterer

Debtor's Counsel: Paul M. Bauch, Esq.
                  BAUCH & MICHAELS LLC
                  53 West Jackson Boulevard Ste 1115
                  Chicago, IL 60604
                  Tel: (312) 588-5000
                  Fax: (312) 427-5709
                  E-mail: pbauch@bauch-michaels.com

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

Estimated Debts: $50,001 to $100,000

A copy of the list of five largest unsecured creditors is
available for free at http://bankrupt.com/misc/ilnb12-02185.pdf

The petition was signed by Kun Chae Bae, manager.


KM TOUHY: Case Summary & 4 Largest Unsecured Creditors
------------------------------------------------------
Debtor: KM Touhy, LLC
        3654 W. Jarvis
        Skokie, IL 60076

Bankruptcy Case No.: 12-02199

Chapter 11 Petition Date: January 23, 2012

Court: United States Bankruptcy Court
       Northern District of Illinois (Chicago)

Judge: Jack B. Schmetterer

Debtor's Counsel: Paul M. Bauch, Esq.
                  BAUCH & MICHAELS LLC
                  53 West Jackson Boulevard Ste 1115
                  Chicago, IL 60604
                  Tel: (312) 588-5000
                  Fax: (312) 427-5709
                  E-mail: pbauch@bauch-michaels.com

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

Estimated Debts: $50,001 to $100,000

A copy of the list of four largest unsecured creditors is
available for free at http://bankrupt.com/misc/ilnb12-02199.pdf

The petition was signed by Kun Chae Bae, manager.


LAKE TAHOE: Argonaut Dev't and Richard Baker Want Case Dismissed
----------------------------------------------------------------
Creditors Argonaut Develoment Co., , et al. (classified as Class
2(n) under the Fourth Amended Plan of Reorganization of Lake Tahoe
Development Co., LLC, and Richard H. Banker, M.D. (classified as
Class 2(l) under the Plan), ask the U.S. Bankruptcy Court for the
Eastern District of California to dismiss the Debtor's Chapter 11
case.

The Creditors represent:

1. The Plan is objectionable to Creditors in that it purports to
re-impose a stay against Creditors' rights to foreclose on real
property after Creditors moved for and received relief from stay.
Beyond Creditors' particular objection, the Debtor's Chapter 11
case is mired in a seemingly endless effort by the Debtor to avoid
the reality that it cannot confirm a feasible plan.

2. Since the case was filed on Oct. 5, 2009, relief from stay has
been granted to multiple secured creditors, including the
Creditors herein, to foreclose on nearly half of the separate
parcels that comprised Debtor's original "project".  According to
the Creditors, no point is served in continuing the case.

3. The Debtor's Second Supplemental Brief in support of the Plan
reflects that the viability of the Plan depends on the success of
13 appeals by the Debtor to the El Dorado County Assessor
regarding taxes on its 13 remaining parcels.  The assessment
appeals hearing, scheduled for March 22 and 23, 2012, is 2 months
after the next hearing on the Plan.

4. The Debtor's schedule for the payment of its property taxes
over 5 years, which Debtor asserts has been approved by El Dorado
County, provides for Debtor's payment to El Dorado County on
Jan. 31, 2012, of $261,339.

5. If the Court is not inclined to dismiss the Debtor's Chapter 11
case outright, the Creditors suggest that the hearing on its
motion be continued to a date in February 2012, to see whether
Debtor makes any payment to El Dorado County by Jan. 31.
Conditioned upon proof that Debtor has made the required payment
to El Dorado County on Jan. 31, then in the alternative, the
Creditors suggest that the hearing on this Motion be continued to
April 2012, to consider the results of the Debtor's assessment
appeals scheduled for March 22 and 23.

                   About Lake Tahoe Development

Based in Zepher Cove, Nevada, Lake Tahoe Development Co., LLC, is
a real estate development company with substantial expertise in
the real estate land entitlement and permitting areas in the
unique geographic location of South Lake.  Its principal, Randy
Lane, who is the sole owner of Mountain Ventures, LLC, which is
the managing member of the Debtor, has resided and developed real
estate in South Lake Tahoe since 1976.

The Company owns an interest in two separate real estate
development projects.  The first project owned exclusively by the
Debtor is a large, mixed use, condominium, 19 hotel and retail
space development comprised of 29 separate real estate parcels
with multiple lien holders holding liens against various parcels
located at the California/Nevada state line on Highway 50, South
Lake Tahoe, California.  The second is property owned by the
Debtor located at 1259 Emerald Bay Road, South Lake Tahoe, CA (the
"Gateway Project"), which is separate and apart from the Project,
24 and is being developed by Danny Freeman pursuant to a
development agreement.

The Company filed for Chapter 11 protection on Oct. 5, 2009
(Bankr. E.D. Calif. Case no. 09-41579).  Daniel L. Egan, Esq.,
Megan A. Lewis, Esq., and Jason G. Cinq-Mars, Esq., at Wilke,
Fleury, Hoffelt, Gould & Birney, LLP, serve as counsel to the
Debtor.  The Debtor estimated assets at $100 million and
$500 million, and debts at $50 million and $100 million in its
Chapter 11 petition.


LAKE TAHOE: City National Bank Wants Case Converted to Chapter 7
----------------------------------------------------------------
City National Bank asks the U.S. Bankruptcy Court for the Eastern
District of California to convert the Chapter 11 case of Lake
Tahoe Development Co., LLC, to one under Chapter 11 of the
Bankruptcy Code.

CNB asserts that the Plan is not feasible and thus unconfirmable
because (1) the Debtor is incapable of selling or developing the
fragmented pieces of what remains of the Chateau Project; and (2)
there is no evidence that after the payment to the Tax Collector
due in January 2102 ? which will almost completely deplete the
Debtor's remaining cash ? the Debtor will have the ability to pay
the installments in the future necessary to comply with the Tax
Collector's "agreement" with respect to the unpaid real property
taxes accrued (a) prior to the Oct. 4, 2011 filing of the Debtor's
Chapter 11 petition; and (b) following the filing of the petition
through the 2010/2011 tax year.  Moreover, in April 2012, the
Debtor will have to pay all of the 2011/2012 real property taxes,
including the 10% penalty on account of the late payment of the
first installment, past due as of Dec. 11, 2011.  CNB says the
Debtor lacks the funds to do so, and neither the Plan nor the
disclosure statement even hint at the source of such payment.

The Creditors also contend that the Debtor's failure to pay a
"penny" of postpetition real property taxes violates obligations
imposed by 28 U.S.C. Sections 959 and 960.

About Lake Tahoe Development

Based in Zepher Cove, Nevada, Lake Tahoe Development Co., LLC, is
a real estate development company with substantial expertise in
the real estate land entitlement and permitting areas in the
unique geographic location of South Lake.  Its principal, Randy
Lane, who is the sole owner of Mountain Ventures, LLC, which is
the managing member of the Debtor, has resided and developed real
estate in South Lake Tahoe since 1976.

The Company owns an interest in two separate real estate
development projects.  The first project owned exclusively by the
Debtor is a large, mixed use, condominium, 19 hotel and retail
space development comprised of 29 separate real estate parcels
with multiple lien holders holding liens against various parcels
located at the California/Nevada state line on Highway 50, South
Lake Tahoe, California.  The second is property owned by the
Debtor located at 1259 Emerald Bay Road, South Lake Tahoe, CA (the
"Gateway Project"), which is separate and apart from the Project,
24 and is being developed by Danny Freeman pursuant to a
development agreement.

The Company filed for Chapter 11 protection on Oct. 5, 2009
(Bankr. E.D. Calif. Case no. 09-41579).  Daniel L. Egan, Esq., and
Megan A. Lewis, Esq., at Wilke, Fleury, Hoffelt, Gould & Birney,
LLP, in Sacramento, Calif., serve as counsel to the Debtor.  The
Debtor estimated assets at $100 million and $500 million, and
debts at $50 million and $100 million in its Chapter 11 petition.


LANDAMERICA 1031: Inks $38MM Deal With Lloyd's in E&O Coverage Row
------------------------------------------------------------------
Martin Bricketto at Bankruptcy Law360 reports that the trustee
liquidating a LandAmerica Financial Group Inc. subsidiary asked a
Virginia bankruptcy court on Thursday to approve a nearly $38
million settlement with Lloyd's of London underwriters over errors
and omissions insurance policy claims.

Gerard A. McHale Jr., liquidation trustee for LandAmerica 1031
Exchange Services Inc., said the settlement is a good alternative
to a protracted legal battle for insurance coverage against the
claims of 1031 exchange customers and government investigations,
according to Law360.

                    About LandAmerica Financial

LandAmerica Financial Group, Inc., provides real estate
transaction services with offices nationwide and a vast network of
active agents.  LandAmerica and its affiliates operate through
approximately 700 offices and a network of more than 10,000 active
agents throughout the world, including Mexico, Canada, the
Caribbean, Latin America, Europe, and Asia.

LandAmerica Financial Group and its affiliate LandAmerica 1031
Exchange Services, Inc., filed for Chapter 11 protection Nov. 26,
2008 (Bankr. E.D. Va. Lead Case No. 08-35994).  Attorneys at
Willkie Farr & Gallagher LLP and McGuireWoods LLP serve as co-
counsel.  Zolfo Cooper is the restructuring advisor.  Epiq
Bankruptcy Solutions serves as claims and notice agent.

Attorneys at Akin Gump Strauss Hauer & Feld LLP and Tavenner &
Beran, PLC, serve as counsel to the Creditors Committee of 1031
Exchange.  Bingham McCutchen LLP and LeClair Ryan serve as counsel
to the Creditors Committee of LFG.

In its bankruptcy petition, LFG disclosed total assets of $3.32
billion and total debts of $2.84 billion as of Sept. 30,
2008.

On March 6, 2009, affiliate LandAmerica Assessment Corporation,
aka National Assessment Corporation, filed its own petition for
Chapter 11 relief.  Affiliate LandAmerica Title Company filed for
for Chapter 11 relief on March 27, 2009.   LandAmerica Credit
Services, Inc., filed for Chapter 11 in July 2009.


LEE ENTERPRISES: Court Approves KPMG LLP as Auditor
---------------------------------------------------
The Hon. Kevin Gross of the U.S. Bankruptcy Court for the District
of Delaware authorized Lee Enterprises, Inc., et al., to employ
KPMG LLP as auditor.

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


                       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
protection (Bankr. D. Del. Lead Case No. 11-13918) on Dec. 12,
2011, with a prepackaged plan of reorganization.  The Debtor
selected Young Conaway Stargatt & Taylor LLP as co-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.

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

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 a New Second Lien Term
Loan Facility.  This commitment also includes the potential
payment of up to $10 million as backstop cash to Reorganized Lee
Enterprises to acquire the loans.

Deutsche Bank Trust Company Americas, as DIP Agent and Prepetition
Agent, is represented in the Debtors' cases by Sandeep "Sandy"
Qusba, Esq., and Terry Sanders, Esq., at Simpson Thacher &
Bartlett LLP.  The Initial Backstop Lenders are represented by
Matthew S. Barr, Esq., and Brian Kinney, Esq., at Milbank, Tweed,
Hadley & McCloy LLP.


LEONARD WALLACE: Court Won't Reinstate Automatic Stay
-----------------------------------------------------
Chief Bankruptcy Judge Terry L. Myers denied the request of
Leonard and Pamela Wallace for reinstatement of the automatic stay
in their Chapter 11 case.

The Wallaces filed a joint voluntary Chapter 11 petition (Bankr.
D. Idaho Case No. 11-21077) on Aug. 15, 2011.  On Nov. 28, 2011,
the Court entered a memorandum of decision and related order
granting creditors Norman and Rodney Hayes relief from the
automatic stay of Sec. 362(a), thus allowing the creditors to
pursue foreclosure of a judicial lien in the Idaho state courts.
The Stay Decision and Stay Order followed contested hearings in
which Mrs. Wallace and Mr. Wallace were represented, in their
capacities as chapter 11 debtors in possession, by counsel.  No
appeal was taken from the Stay Order; No other relief from the
Stay Order was timely sought.  The Wallaces' Motion was filed pro
se after their counsel withdrew from the case in late December.
Since that time, the Debtors have mounted their own defense to a
motion to convert or dismiss the case filed by the U.S. Trustee,
asserted a claim objection to the claim of the Hayes Creditors,
and attempted to advance a "combined" disclosure statement and
chapter 11 plan.

In denying the Motion, Judge Myers said the Court has clearly and
unambiguously held that, once the automatic stay has been
terminated, it may not be "reinstated" on the Debtors' motion.

A copy of the Court's Jan. 24, 2012 Memorandum of Decision is
available at http://is.gd/DyZ8aMfrom Leagle.com.

The Wallaces previously filed for Chapter 11 (Bankr. D. Idaho Case
No. 09-20496) on May 14, 2009.  Bruce A. Anderson, Esq.,
represented the Debtors in the 2009 case.  The Wallaces estimated
assets and debts ranging from $10 million to $50 million.


LUXOR HOMES: Voluntary Chapter 11 Case Summary
----------------------------------------------
Debtor: Luxor Homes LLC
        12255 E. Paraiso Drive
        Lot 5
        Scottsdale, AZ 85255

Bankruptcy Case No.: 12-01222

Chapter 11 Petition Date: January 23, 2012

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

Judge: Redfield T. Baum Sr.

Debtor's Counsel: Steven N. Berger, Esq.
                  ENGELMAN BERGER, P.C.
                  One Columbus Plaza, Suite 700
                  3636 N Central Avenue
                  Phoenix, AZ 85012-1985
                  Tel: (602) 271-9090
                  Fax: (602) 222-4999
                  E-mail: snb@engelmanberger.com

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

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

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

The petition was signed by Gerald D. Haarer, president/CEO of
manager.

Affiliate that filed separate Chapter 11 petition:

                                                 Petition
   Debtor                              Case No.     Date
   ------                              --------     ----
SQC Investments Inc.                   12-01220   01/23/12


MAEVERS INVESTMENTS: Case Summary & 3 Largest Unsecured Creditors
-----------------------------------------------------------------
Debtor: Maevers Investments, LLC
        524 West Main Street
        Jackson, MO 63755

Bankruptcy Case No.: 12-10054

Chapter 11 Petition Date: January 23, 2012

Court: United States Bankruptcy Court
       Eastern District of Missouri (Cape Girardeau)

Judge: Barry S. Schermer

Debtor's Counsel: Erica Dawn Koetting, Esq.
                  O'LOUGHLIN, O'LOUGHLIN & KOETT
                  1736 North Kingshighway
                  Cape Girardeau, MO 63701
                  Tel: (573) 334-9104
                  Fax: (573) 334-5256
                  E-mail: ericak@oloughlinlawfirm.com

Estimated Assets: $0 to $50,000

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

A list of the Company's three largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/moeb12-10054.pdf

The petition was signed by James K. Maevers, managing member.


MARCO POLO: Plan Filing Period Extended to Feb. 17
--------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of New York
has extended Marco Polo Seatrade B.V., et al.'s exclusive
periods to file a Chapter 11 plan and solicit acceptances of a
filed plan through and including Feb. 17, 2012, and April 18,
2012, respectively.

As reported in the TCR on Jan. 25, 2012, the Debtors told that the
extension of the exclusivity periods will ensure that they will
have sufficient time to consummate their proposed plan and address
any issues that may arise without the unnecessary disruption from
potential competing plans.  According to the Debtors, the Senior
Lenders and the official committee of unsecured creditors
consented to the proposed extension of exclusivity.

                         About Marco Polo

Marco Polo Seatrade B.V. operates an international commercial
vessel management company that specializes in providing commercial
and technical vessel management services to third parties.
Founded in 2005, the Company mainly operates under the name of
Seaarland Shipping Management and maintains corporate headquarters
in Amsterdam, the Netherlands.  The primary assets consist of six
tankers that are regularly employed in international trade, and
call upon ports worldwide.

Marco Polo and three affiliated entities filed for Chapter 11
protection (Bankr. S.D.N.Y. Lead Case No. 11-13634) on July 29,
2011.  The other affiliates are Seaarland Shipping Management
B.V.; Magellano Marine C.V.; and Cargoship Maritime B.V.

Marco Polo is the sole owner of Seaarland, which in turn is the
sole owner of Cargoship, and also holds a 5% stake in Magellano.
The remaining 95% stake in Magellano is owned by Amsterdam-based
Poule B.V., while another Amsterdam company, Falm International
Holding B.V. is the sole owner of Marco Polo.  Falm and Poule
didn't file bankruptcy petitions.

The filings were prompted after lender Credit Agricole Corporate
& Investment Bank seized one ship on July 21, 2011, and was on
the cusp of seizing two more on July 29.  The arrest of the
vessel was authorized by the U.K. Admiralty Court.  Credit
Agricole also attached a bank account with almost US$1.8 million
on July 29.  The Chapter 11 filing precluded the seizure of the
two other vessels.

The cases are before Judge James M. Peck.  Evan D. Flaschen, Esq.,
Robert G. Burns, Esq., and Andrew J. Schoulder, Esq., at Bracewell
& Giuliani LLP, serve as the Debtors' bankruptcy counsel.
Kurtzman Carson Consultants LLC serves as notice and claims agent.

The petition noted that the Debtors' assets and debt are both
more than US$100 million and less than US$500 million.

Tracy Hope Davis, United States Trustee for Region 2, appointed
three members to serve on the Official Committee of Unsecured
Creditors.  The Committee has retained Blank Rome LLP as its
attorney.

Secured lender Credit Agricole Corporate and Investment Bank is
represented by Alfred E. Yudes, Jr., Esq., and Jane Freeberg
Sarma, Esq., at Watson, Farley & Williams (New York) LLP.


MARITIME COMMUNICATIONS: Committee Gets Nod to Hire Burr & Forman
-----------------------------------------------------------------
The Official Committee of Unsecured Creditors of Maritime
Communications/Land Mobile, LLC gets approval from the U.S.
Bankruptcy Court of Northern District of Mississippi to retain
Burr & Forman LLP as its counsel in the Debtor's bankruptcy case
nunc pro tunc to Oct. 11, 2011.

The Troubled Company Reporter previously related that as the
Committee's counsel, Burr & Forman will be tasked to (i) give
legal advice with respect to the Committee's duties; (ii) assist
the Committee in its investigation of the acts, conduct, assets,
liabilities, financial condition of the Debtor, the operation of
the Debtor's business, and any other matter relevant to the case;
and (iii) participate in the formulation of a Chapter 11 plan.

The hourly rates of the firm's attorneys who will be primarily
responsible for representing the Committee will range from $340 to
$395 for certain partners and $210 to $280 for certain associates.
The hourly rates of the firm's paralegals will range from $85 to
$175.

                   About Maritime Communications

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

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


MARITIME COMMUNICATIONS: Gets Final OK to Borrow $100,000 from SCF
------------------------------------------------------------------
Maritime Communications/Land Mobile, LLC, won final approval from
the U.S. Bankruptcy Court for the Northern District of Mississippi
to borrow up to $100,000 from Southeastern Commercial Finance LLC.

The $100,000 Loan is the Debtor's Second DIP Loan as it previously
sought court approval to access a $150,000 loan from SCF in August
2011.  The Court entered the Second DIP Loan Final Order on
Jan. 11, 2012.

In exchange for the Second DIP Loan, the Debtor agrees to entitle
SCF to a perfected first priority lien in its assets.

SCF will not assess the Debtor with any costs, fees and expenses
in connection with the Second DIP Loan.  The Second DIP Loan is
due and payment six months from the entry of the Second DIP Loan
Final Order.  Repayment of the Second DIP Loan will not take
priority over the payment of U.S. Trustee quarterly fees.

Proceeds of the Second DIP Loan will be used by the Debtors to pay
its trade creditors, salaries and postpetition operating costs.

A group of entities collectively referred to as SkyTel asserted
objections against the Second DIP Loan.  The SkyTel Objection is
overruled, subject to the terms of the Second DIP Loan Final
Order.

Nothing in the Final Order is deemed an adjudication that the
Debtor owns certain Federal Communications Commission licenses,
and SkyTel reserves and maintains the right to continue to assert
that the Debtor does not own the FCC Licenses.

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

     http://bankrupt.com/misc/MARITIMECOMMS_2ndDIPLoan.pdf

                   About Maritime Communications

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

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


MARTIN COUNTY: Voluntary Chapter 11 Case Summary
------------------------------------------------
Debtor: Martin County Marine Corp.
        aka Martin County Marina
        P.O. Box 1713
        Palm City, FL 34991

Bankruptcy Case No.: 12-11819

Chapter 11 Petition Date: January 24, 2012

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

Judge: Erik P. Kimball

Debtor's Counsel: Bradley S. Shraiberg, Esq.
                  SHRAIBERG, FERRARA, & LANDAU P.A.
                  2385 NW Executive Center Dr. #300
                  Boca Raton, FL 33431
                  Tel: (561) 443-0801
                  Fax: (561) 998-0047
                  E-mail: bshraiberg@sfl-pa.com

Estimated Assets: $50,001 to $100,000

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

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

The petition was signed by Steve Brown, director.

Affiliate that filed separate Chapter 11 petition:

                                                 Petition
   Debtor                              Case No.     Date
   ------                              --------     ----
Thomas E. Nickerson Jr.                09-36481   11/30/09


MC2 CAPITAL: U.S. Trustee Names 3-Member Creditors' Panel
---------------------------------------------------------
August B. Landis, Acting United States Trustee for Region 17,
pursuant to 11 U.S.C. Sec. 1102(a) and (b), appointed three
unsecured creditors to serve on the Official Committee of
Unsecured Creditors of MC2 Capital Partners, LLC.

The Creditors Committee members are:

     1. Sozo Studio LLC
        111 Rhode Island Street, #12
        San Francisco, CA 94103
        Tel: (415) 431-7000
        Fax: (415) 431-7003
        E-mail: cynthia@sozostudio.com

     2. Egan Plumbing, Inc.
        725 Industrial Road
        San Carlos, CA 94070
        Tel: (650) 592-0472
        Fax: (650) 592-4768
        E-mail: tony@eganplumbing.com

     3. Bay Area Construction Framers, Inc.
        4777 Bennett Drive, Suite E
        Livermore, CA 94551
        Tel: (925) 454-8514
        Fax: (925) 454-0507
        E-mail: tlorenz@bacframers.com

MC2 Capital Partners, LLC, based in San Rafael, California, filed
for Chapter 11 bankruptcy (Bankr. N.D. Calif. Case No. 11-14366)
on Dec. 1, 2011.  Judge Alan Jaroslovsky presides over the case.
John H. MacConaghy, Esq., at MacConaghy and Barnier, PLC, presides
over the case.  In its petition, the Debtor estimated $10 million
to $50 million in assets and $50 million to $100 million in debts.

The Debtor's Manager is Monahan Pacific Corporation.  Thomas
Monahan -- an officer and director of Monahan Pacific Corporation
and the holder of 95% of the LLC equity interests in the Debtor --
signed the petition.  He has been appointed as responsible
individual for the Debtor.


MEDICURE INC: Reports $1.1 Million Net Income in Q2 2012
--------------------------------------------------------
Medicure Inc. reported its second quarter 2012 financial results.

Second Quarter 2012 Highlights:

    * Net revenue from the sale of AGGRASTAT are consistent with
      the second quarter last year at $792,000, excluding the one-
      time sale of unfinished product, and have increased $0.2
      million for the six months ended Nov. 30, 2011, compared
      with the same period from the prior year;

    * Net income for the quarter was $1.1 million, compared to
      $0.7 million for the second quarter last year, an increase
      primarily attributed to the one-time sale of unfinished
      product discussed below, and reduced finance expense as a
      result of the debt settlement from the first quarter,
      partially offset, by higher selling and general
      administrative costs;

    * Recorded $1.5 million of revenue during the second quarter
      after having met all conditions relating to a one-time sale,
      entered into during the first quarter, of unfinished product
      to (Iroko Cardio LLC, for USD$1.9 million and an option to
      access clinical and regulatory information recently used to
      expand the approved use of AGGRASTAT in the European Union.

Total net revenue in the second quarter increased to $2.2 million
from $0.8 million for the same quarter last year.  The increase in
revenue for the second quarter of fiscal 2012 is largely
attributable to a one-time sale to Iroko Cardio LLC, of which all
conditions of the sale were met during the second quarter.  There
were no similar sales of unfinished products during the three
months ended Nov. 30, 2010.

Net revenue from the sale of finished AGGRASTAT product for the
three months ended Nov. 30, 2011, was consistent with the same
quarter last year at $792,000 and $802,000 respectively.   Net
revenue from the sale of finished AGGRASTAT product for the six
months ended November 30, 2011 increased by $217,000 or 13% to
$1,850,000 from $1,633,000 for the same period last year.

Net income for the quarter was $1.1 million or $0.01 per share,
compared to $0.7 million or $0.01 per share in the second quarter
a year ago.  Net income for the six months ended Nov. 30, 2011,
was $24.6 million or $0.15 per share, compared to a loss of $0.9
million or ($0.01) per share for the same period a year ago,
primarily due to a $23.9 million non cash gain relating to the
settlement of the Companies long-term debt in the first quarter as
well as the one-time sale previously described.

At Nov. 30, 2011, the Company had cash totalling $2,544,769
compared to $750,184 as of May 31, 2011.  Cash flows from (used
in) operating activities for the six months ended November 30,
2011 were $1,829,361, compared to ($29,878) for the six months
ended Nov. 30, 2010.

                        About Medicure Inc.

Based in Winnipeg, Manitoba, Canada, Medicure Inc. (TSX/NEX:
MPH.H) -- http://www.medicure.com/-- is a biopharmaceutical
company engaged in the research, development and commercialization
of human therapeutics.  The Company has rights to the commercial
product, AGGRASTAT(R) Injection (tirofiban hydrochloride) in the
United States and its territories (Puerto Rico, U.S. Virgin
Islands, and Guam).  AGGRASTAT(R), a glycoprotein GP IIb/IIIa
receptor antagonist, is used for the treatment of acute coronary
syndrome (ACS) including unstable angina, which is characterized
by chest pain when one is at rest, and non-Q-wave myocardial
infarction.

The Company reported a loss and comprehensive loss of C$2.01
million on C$3.62 million of net product sales for the fiscal year
ended May 31, 2011, compared with a loss and comprehensive loss of
C$5.53 million on C$3.31 million of net product sales during the
prior year.

The Company's balance sheet at Aug. 31, 2011, showed C$5.81
million in total assets, C$7.61 million in total liabilities and a
C$1.79 million total shareholders' deficiency.

KPMG LLP, in Winnipeg, Canada, noted that Medicure has experienced
operating losses since incorporation that raises significant doubt
about its ability to continue as a going concern.


MAJESTIC STAR: Termination of QSub Status Violates Automatic Stay
-----------------------------------------------------------------
Bankruptcy Judge Kevin Gross rejected the request of the Internal
Revenue Service to dismiss the lawsuit, The Majestic Star Casino,
LLC, et al., et al. v. Barden Development, Inc., Don H. Barden,
John M. Chase, Jr., United States of America on behalf of the
Internal Revenue Service, and State of Indiana Department of
Revenue, Adv. Proc. No. 10-56238 (Bankr. D. Del.).

The Court, instead, granted Majestic Star Casino's motion for
summary judgment against all defendants on Counts I and II of the
Debtors' Complaint.  The Debtors seek to avoid a transfer and
disposition of alleged property of the estate under Sections 549,
550 and 362 of the United States Code.  At issue is whether a non-
debtor parent's revocation of its "S" corporation status, which
subsequently by operation of the Internal Revenue Code, 26 U.S.C.
Sec. et. seq. revoked the debtor-subsidiary's "qualified
subchapter "S" subsidiary" -- QSub -- status, is an avoidable
transfer of estate property in violation of Bankruptcy Code Sec.
549.

BDI is the non-debtor parent of the Debtors, including The
Majestic Star Casino II -- MSC II.  Prior to and as of Nov. 23,
2009, BDI was classified as an "S" corporation under subchapter S3
of the IRC and, effective 2005, BDI elected to classify its
wholly-owned subsidiary, MSC II, as a QSub4.  Mr. Barden is the
sole shareholder of BDI and is the President and Chief Executive
Officer of MSC II.

Because it was a QSub, MSC II was not required to pay federal and
state income taxes on its net taxable income under chapter 1 of
the IRC and chapter 2 of the Indiana Code.  Additionally, MSC II
was not required to file income tax returns separate from BDI.
Instead, since a QSub is treated as a flow-through entity, BDI's
income tax return included all items of income or loss generated
by MSC II.  Although this income and loss must be reported on its
tax return, an "S" corporation like BDI generally is not required
to pay tax on such income; rather, the items of income and loss
are reported on the personal tax return of the "S" corporation's
shareholders -- in this case, BDI's sole shareholder, Mr. Barden
-- who may be required to pay tax on the income.

On the Petition Date, both BDI and MSC II retained their status as
an "S" corporation and QSub, respectively.  After the Petition
Date, but before March 16, 2010, BDI filed a notice with the IRS
revoking its status as an "S" corporation as of Jan. 1, 2010.  As
a result, U.S. Treasury regulations dictated that, MSC II's QSub
status was automatically terminated as of the end of the prior tax
year, Dec. 31, 2009, and both BDI and MSC II became "C"
corporations as of Jan. 1, 2010.

As a consequence of becoming a "C" corporation, MSC II became
responsible for filing its own tax returns and paying income taxes
on its holdings and operations, which include the Majestic Star II
riverboat casino and the Majestic Star Hotel at Buffington Harbor
in Gary, Indiana.  Neither BDI nor Mr. Barden sought or obtained
authorization from the Court for the Revocation.

According to Judge Gross, the Defendants' revocation of BDI's "S"
corporation status which automatically terminated the Debtors'
QSub status was an exercise of control over the Debtors' property
in violation of Sec. 362.  A copy of the Court's Jan. 24, 2012
Memorandum Opinion is available at http://is.gd/MovwCCfrom
Leagle.com.


MGIC INVESTMENT: Posts Third Straight Quarterly Loss
----------------------------------------------------
American Bankruptcy Institute reports that MGIC Investment Corp.,
the mortgage insurer that injected $200 million into a subsidiary
last month to keep writing policies, posted its sixth straight
loss as borrowers struggled to make home-loan payments.

MGIC Investment reported a net loss of $165.20 million on
$337.16 million of total revenues for the three months ended
Sept. 30, 2011, compared with a net loss of $51.52 million on
$382.32 million of total revenues for the same period during the
prior year.

The Company reported a net loss of $350.59 million on
$1.05 billion of total revenues for the nine months ended
Sept. 30, 2011, compared with a net loss of $177.06 million on
$1.15 billion of total revenues for the same period a year ago.

The Company's balance sheet at Sept. 30, 2011, showed $7.74
billion in total assets, $6.35 billion in total liabilities and
$1.38 billion in total shareholders' equity.

A full-text copy of the Company's 3rd Quarter Form 10-Q is
available for free at http://is.gd/XCPkxx

MGIC Investment Corporation is a holding company.  Through its
wholly owned subsidiaries, the Company provides private mortgage
insurance in the United States.  As of Dec. 31, 2009, the
Company's principal subsidiary, Mortgage Guaranty Insurance
Corporation, was licensed in all 50 states of the United States,
the District of Columbia, Puerto Rico and Guam.  During the year
ended Dec. 31, 2009, MGIC wrote all of its new insurance
throughout the United States.  In addition to mortgage insurance
on first liens, the Company, through its subsidiaries, provides
lenders with various underwriting, and other services and products
related to home mortgage lending.  There are two principal types
of private mortgage insurance: primary and pool.  As of Dec. 31,
2009, the Company was not issuing new commitments for pool
insurance.


MID MICHIGAN: Files List of 20 Largest Unsecured Creditors
----------------------------------------------------------
Mid Michigan Crushing & Recycling LLC has filed with the U.S.
Bankruptcy Court for the Eastern District of Michigan a list of
its 20 largest unsecured creditors.

Debtor's List of 20 Largest Unsecured Creditors:

  Entity
  ------
Eagle Crusher ComPanY
P.O. Box 537
Galion, OH 44833

Foley & Mansfield
130 E. Nine Mile Road
Femdale, Ml 48220

Foster Blue Water Oil, LLC
P.O. Box 430
Richmond, MI 48062

H&P Transportation, Inc.
19780 Dovetail Drive
Brownstown, MI 48183

Mid-Michigan RecYcling
G-5310 N. Dort HwY
Flint, MI 48505

Southeastern EquiPment
48545 Grand River Ave
Novi, MI 48374

Sparks Commercial Tires
P.O. Box 177
Findlay, OH 45839

Delecke Welding
73L60 S. Fulton
Armada, MI 48005

Detroiter TruckstoP
21055 West Road
Woodhaven, MI 48183

Diesel Truck & Trailer
1365 Blairmoor Court
Gross Pointe Woods, MI

George W. Smith & Co. PC
29229 Northwestern HUY
Southfield, Ml 49034

Michigan CAT
P.O. Box 77000
Detroit, MI 48277

Michigan Wire Cloth
400 E. Walker Road
St. Johns, MI 48879

Powerscreen of MI
7819 W. Jefferson Avenue
Detroit, MI 48209

Tiremaxx
12801 Newsburgh Rd
Livonia, MI 48150

TMH Security Service Inc
P.O. Box 250032
West Bloomfield, MI 48325

Cech Corporation
3984 Cabaret Trail West
Saginaw, MI 48603

CMA Heary Haul,Inc.
7644Whitmore Lake Road
Brighton, MI 48116

Simplicity
4960 Collections Center Dr.
Chicago, IL 60693

Ron Weaver Gravel,Inc.
PO Box 220
Dansville, MI 48819

Mid Michigan Crushing & Recycling LLC is headquartered in Fenton,
Michigan.  It filed for Chapter 11 bankruptcy (Bankr. E.D. Mich.
Case No. 11-35834) on Dec. 29, 2011.  Judge Daniel S. Opperman
presides over the case.  Nikayela D. Lockett, Esq., at The Lockett
Law Firm, P.C., serves as the Debtor's bankruptcy counsel.  In its
petition, the Debtor estimated $500,001 to $1 million in assets
and $500 million to $1 billion in debts.


MOHEGAN TRIBAL: Expects up to $24MM Net Income in Fiscal Q1 2012
----------------------------------------------------------------
The Mohegan Tribal Gaming Authority, the owner and operator of
Mohegan Sun in Uncasville, Connecticut, and Mohegan Sun at Pocono
Downs in Wilkes-Barre, Pennsylvania, announced the preliminary
operating results for its first quarter ended Dec. 31, 2011.

Based on preliminary analysis performed for the quarter ended
Dec. 31, 2011, the Authority anticipates these operating results:

   * Net income attributable to the Authority is expected to range
     between $23.5 million and $24.5 million, an increase of
     between 82% and 89% compared to the first quarter of fiscal
     2011

   * Income from operations is expected to range between $52.4
     million and $54.6 million, an increase of between 18% and 23%
     compared to the first quarter of fiscal 2011

   * Adjusted EBITDA, a non-GAAP measure, is expected to range
     between $73.5 million and $76.5 million, an increase of
     between 7% and 12% compared to the first quarter of fiscal
     2011

   * Net revenues are expected to range between $344.8 million and
     $358.9 million, an increase of between 3% and 7% compared to
     the first quarter of fiscal 2011

   * Gaming revenues are expected to range between $311.2 million
     and $323.9 million, an increase of between 1% and 5% compared
     to the first quarter of fiscal 2011

   * Gross slot revenues are expected to range between
     $225.4 million and $234.6 million, an increase of between 1%
     and 5% compared to the first quarter of fiscal 2011

   * Table games revenues are expected to range between
     $83.4 million and $86.8 million, an increase of between 3%
     and 8% compared to the first quarter of fiscal 2011

   * Non-gaming revenues are expected to range between $58.9
     million and $61.3 million, an increase of between 10% and 15%
     compared to the first quarter of fiscal 2011

   * Interest expense, net of capitalized interest, is expected to
     range between $28.2 million and $29.4 million, a decrease of
     between 5% and 1% compared to the first quarter of fiscal
     2011

These preliminary operating results are subject to the completion
of customary closing procedures by the Authority, and may change.
The Authority intends to report its final first quarter fiscal
2012 operating results in late January 2012.

                       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: Commences Debt Refinancing Transactions
-------------------------------------------------------
The Mohegan Tribal Gaming Authority, the owner and operator of
Mohegan Sun in Uncasville, Connecticut, and Mohegan Sun at Pocono
Downs in Wilkes-Barre, Pennsylvania, has commenced a series of
debt refinancing transactions designed to extend the maturity
dates of the Authority's capital structure, including private par
exchange offers supported by a bondholder group holding
approximately $598 million in principal amount of the Authority's
notes and an amendment and restatement of the Authority's credit
facility.

The Authority is commencing a private offer to exchange any and
all of the notes held by eligible holders for new notes and a
related solicitation of consents to certain amendments of the old
notes and the indentures governing the old notes.  Eligible
holders of old notes who tender their old notes and deliver their
consents prior to 5:00 p.m., New York City time, on Feb. 6, 2012,
unless extended by the Authority will receive $1,000 in principal
amount of new notes for each $1,000 of old notes exchanged plus a
cash consent payment.

The exchange offers and consent solicitations will expire at 5:00
p.m., New York City time, on Feb. 22, 2012.  Tendered old notes
may be validly withdrawn at any time prior to 5:00 p.m., New York
City time, on Feb. 6, 2012, but not thereafter.

Holders of old notes accepted in the exchange offers will also
receive a cash payment equal to the accrued and unpaid interest in
respect of those old notes from the most recent interest payment
date to, but not including, the settlement date of the exchange
offer.

In connection with the exchange offers, the Authority is
soliciting consents from holders of the old notes to certain
proposed amendments, which would eliminate or waive substantially
all of the restrictive covenants contained in the indentures and
the old notes themselves, eliminate certain events of default,
modify certain covenants, and modify or eliminate certain other
provisions, including, in some cases, certain provisions relating
to defeasance, contained in the indentures and the old notes.
Holders who tender old notes pursuant to the exchange offers must
also deliver consents in order for their old notes to be accepted
in the exchange offers.  Holders may not deliver consents with
respect to their old notes without also tendering those old notes,
other than pursuant to the retail consent solicitation.

                      Credit Facility Amendment

In connection with the exchange offers, the Authority is seeking
to amend and restate its credit facility to, among other things,
(i) reduce the aggregate size of the facility from $675 million to
$475 million, comprised of a $200 million revolving credit
facility and a $275 million term loan, and (ii) extend the
maturity date of the credit facility from March 9, 2012, to
March 31, 2015.  Consummation of the credit facility amendment and
restatement is conditioned upon, among other things, the
concurrent completion of the exchange offers and the first lien
debt offering.

The Company currently expects that, upon consummation of the
amendment and restatement, at the Company's election, the interest
rate per annum applicable to loans under the credit facilities
will be based on a fluctuating rate of interest determined by
reference to either (i) a base rate or (ii) a Eurodollar rate,
plus in either case, a margin based on the Company's total
leverage ratio.  Currently the margin for (i) the base rate loans
is expected to range from 2.25% to 3.25% and (ii) the Eurodollar
rate loans is expected to range from 3.50% to 4.50%.  The Company
also expects to pay commitment fees on the unused portion of the
revolving loans based on a leverage-based pricing grid that will
range from 0.25% to 0.50%.  The term loan portion of the credit
facility is expected to amortize at a rate of 0.25% of the
principal amount thereof per fiscal quarter.

The Company's obligations under the credit facility will be fully
and unconditionally guaranteed, on a joint and several basis, by
all of the Company's restricted subsidiaries.  The Company's
obligations under the credit facility will be collateralized by
liens on substantially all of the Company's and the Company's
restricted subsidiaries' assets, including substantially all of
the assets that comprise Mohegan Sun and Mohegan Sun at Pocono
Downs.

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

                        http://is.gd/92iZAM

                       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: S&P Lowers Issuer Credit Rating to 'CC'
-------------------------------------------------------
Standard & Poor's Ratings Services took the following rating
actions on Uncasville, Conn.-based Mohegan Tribal Gaming Authority
(MTGA):

    "We lowered our issuer credit rating to 'CC' from 'CCC'. The
    rating remains on CreditWatch with negative implications," S&P
    said.

    "We lowered our issue-level rating on MTGA's $675 million
    revolving credit facility to 'CC' from 'CCC'. The rating
    remains on CreditWatch with negative implications," S&P said.

    "We revised the CreditWatch implications for our 'CCC-' issue-
    level rating on the $200 million second-lien notes due 2017 to
    developing from negative," S&P related.

    "We revised the CreditWatch implications on our 'CCC+' issue-
    level rating on Mohegan Tribe of Indians' priority
    distribution bonds to developing from negative," S&P said.

"The ratings on MTGA's senior notes and senior subordinated notes
remain at 'CC'. We had previously lowered these issue-level
ratings to 'CC' and placed them on CreditWatch with negative
implications on Nov. 24, 2010, given our belief that a debt
restructuring was becoming increasingly likely," S&P said.

"At the same time, we assigned the proposed second-lien notes due
2017, proposed third-lien notes due 2016, and proposed senior
subordinated toggle notes due 2018 our preliminary issue-level
rating of 'CCC'. Due to the variability of the post-exchange
capital structure given uncertainty around the size of the new
notes issuances, we are not assigning dollar amounts to these
issues at this time," S&P said. The exchange offers are
conditioned upon the minimum acceptance thresholds:

    90% of the outstanding principal of the 8% senior subordinated
    notes due 2012 and 6.125% senior notes due 2013;

    75% of the outstanding principal of the 7.125% senior
    subordinated notes due 2014 and 6.875% senior subordinated
    notes due 2015; and

    50.1% of the outstanding principal of the second-lien notes
    due 2017.

"In addition, given limited clarity around the form and priority
that the new $225 million first-lien debt issue will take, we are
not assigning preliminary issue-level ratings to the planned new
bank facility and new first-lien debt at this time. However,
issue-level ratings on each debt issue will be at or below the
post-exchange issuer credit rating," S&P said.

The rating actions follow MTGA's announcement of a comprehensive
refinancing plan. It announced that it is offering to exchange the
existing notes at par:

    6.125% senior notes due 2013 and 8% senior subordinated notes
    due 2012 for new 10.5% third-lien notes due 2016;

    7.125% senior subordinated notes due 2014 and 6.875% senior
    subordinated notes due 2015 for new 11% senior subordinated
    toggle notes due 2018; and

    11.5% second-lien senior secured notes due 2017 for new notes
    with no change in the maturity or interest rate.

MTGA also announced that it is seeking an amendment and
restatement of its bank credit facility. The amended and restated
credit facility would reduce the size of the facility to $475
million (comprising a $200 million revolver and a $275 million
term loan) and extend the maturity to March 31, 2015 from March 9,
2012. MTGA also plans to raise $225 million in new first-lien
debt.

"It is our view that the exchange offers and the extension of
MTGA's bank facility are a de facto restructuring and, thus, are
tantamount to a default according to our criteria," noted Standard
& Poor's credit analyst Melissa Long.

"The offers to debtholders require a maturity extension, averaging
three to four years. Although MTGA is offering an increase in the
interest rates on the new debt, we believe the increase in pricing
does not adequately compensate lenders for the extension of
maturities, which, under our criteria, will result in lenders
receiving less value than the promise of the original securities.
We believe that lenders would accept MTGA's offers because of the
perceived risk that the issuer may not otherwise fulfill its
original obligations. Additionally, we view these offers as
distressed rather than opportunistic, because apart from these
offers, there is a realistic possibility of a conventional default
over the near term given MTGA's near-term maturities ($675 million
bank credit facility due March 9, 2012 and $250 million 8% senior
subordinated notes due April 1, 2012) and its maturity profile
over the medium term," S&P said.

"Upon consummation of the proposed transaction, which is subject
to varying minimum thresholds of acceptance, we would lower all
issue-level ratings, except for the second-lien notes and priority
distribution bonds, to 'D', and the issuer credit rating to 'SD'
(selective default). As soon as is possible thereafter, we will
reassess MTGA's capital structure and assign new ratings based on
the amount of notes successfully tendered," S&P said.

"It is our preliminary expectation that, in the event the exchange
succeeds, the issuer credit rating would likely be 'B-' following
the consummation of the exchange transactions. We recognize that
although the current proposed exchange would not be a deleveraging
event, the post-exchange capital structure could eliminate, or at
least substantially reduce, MTGA's debt maturities over the next
few years. However, MTGA will still be highly leveraged, and our
measure of MTGA's post-exchange interest coverage ratio will be
weak, likely around 1.5x," S&P said.

"The CreditWatch listing reflects our expectation that we will
lower the issuer credit rating to 'SD' upon the close of the
exchange offer, or lower the rating to 'D' in the event MTGA does
not complete its plan and cannot meet its near-term maturities,"
S&P said.


MONTANA ELECTRIC: Creditors Panel Can Retain Harold Dye as Counsel
------------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Montana has granted
the Official Committee of Unsecured Creditors in the Chapter 11
case of Southern Montana Electric Generation and Transmission
Cooperative, Inc., permission to retain Harold Dye, Esq., and Dye
& Moe, PLLP, as its general counsel

As reported in the TCR on Jan. 24, 2012, the hourly rates of
professionals and paraprofessionals of Dye & Moe are:

              Harold V. Dye       $250
              Nancy K. Moe        $175
              Nik G. Geranios     $175
              Paralegal            $60

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

                  About Southern Montana Electric

Based in Billings, Montana, Southern Montana Electric Generation
and Transmission Cooperative, Inc., was formed to serve five
other electric cooperatives.  The city of Great Falls later joined
as the sixth member.  Including the city, the co-op serves a
population of 122,000.  In addition to Great Falls, the service
area includes suburbs of Billings, Montana.

Southern Montana filed for Chapter 11 bankruptcy (Bankr. D.
Mont. Case No. 11-62031) on Oct. 21, 2011.  Southern Montana
estimated assets of $100 million to $500 million and estimated
debts of $100 million to $500 million.  Timothy Gregori signed the
petition as general manager.

Jon E. Doak, Esq., at Doak & Associates, P.C., in Billings,
Montana, serves as the Debtor's counsel.  In December 2011,
Southern Montana also sought permission to employ the Goodrich Law
Firm, P.C., as general co-counsel.

Also in December, Lee A. Freeman was appointed as Chapter 11
trustee.  Mr. Freeman retained Horowitz & Burnett, P.C., as his
counsel and Waller & Womack, P.C., as local counsel.

The United States Trustee for Region 18 has appointed an Official
Committee of Unsecured Creditors in the case.

Standard & Poor's Ratings Services in October lowered its issuer
credit rating on SME to 'CC' from 'BBB', and placed the rating on
CreditWatch with developing implications.  These actions follow
the cooperative's Oct. 21 bankruptcy filing under Chapter 11 of
the U.S. Bankruptcy Code.  According to SME, the filing was in
response to failure on the part of some of its members to honor
contractual obligations, including payment to the cooperative for
services.


MONTANA ELECTRIC: S&P Lowers Issuer Credit Rating to 'D'
--------------------------------------------------------
Standard & Poor's Ratings Services lowered its issuer credit
rating on Southern Montana Electric Generation & Transmission
Cooperative to 'D' from 'CC'. At the same time, Standard & Poor's
removed the rating from CreditWatch with developing implications,
where it was placed Oct. 24, 2011.

"The downgrade follows the cooperative's failure to make a $1.6
million interest payment on Nov. 28, 2011," said Standard & Poor's
credit analyst Peter Murphy. The payment pertains to senior first
mortgage promissory notes, series 2010A and 2010B, which are
outstanding in the amount of $75 million, and $10 million.

"We had placed the ratings on CreditWatch following the utility's
Oct. 21 bankruptcy filing under Chapter 11 of the U.S. Bankruptcy
Code. Southern Montana said at the time that the move was in
response to failure on the part of some of its members to honor
contractual obligations, including payment to the cooperative for
services," S&P said.


MT. VERNON: Court Approves Continued Use of Cash Collateral
-----------------------------------------------------------
The U.S. Bankruptcy Court for the District of Maryland approved a
Stipulation and Consent Order granting Mt. Vernon Properties,
LLC's continued use of cash collateral of First Mariner Bank and
granting adequate protection through Feb. 29, 2012.

First Mariner holds properly perfected, valid, first-priority and
second-priority security interests and liens on the property
located at 13 East Read Street, Baltimore, Maryland, as well as
the Debtor's personal property assets located at 712 St. Paul
Street, Baltimore, Maryland.

Pursuant to the Stipulation, any and all revenues, proceeds,
products, profits and rents of or from the East Read Property, the
St. Paul Property received on a post-petition basis by the Debtor
will continue to be collected, received and maintained by the
Debtor in a separate debtor-in-possession account at First Mariner
Bank.

Susan J. Klein, Esq., and Lawrence D. Coppel, Esq., at Gordon,
Feinblatt, Rothman, Hoffberger & Hollander LLC, argue for First
Mariner Bank.

                    About Mt. Vernon Properties

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


MT. VERNON: Cancels Auction, Wants Chapter 11 Case Dismissed
------------------------------------------------------------
Mt. Vernon Properties, LLC, asks the U.S. Bankruptcy Court for the
District of Maryland to dismiss its Chapter 11 case.  The Debtor
believes that it would be advantageous to have its bankruptcy case
dismissed, rather than move forward with the sale pursuant to
Section 363 of the Bankruptcy Code that will, in all likelihood,
leave no funds available for distribution to unsecured creditors.

The Debtor sought and obtained permission to sell real properties
subject to liens of City National Bank, Fannie Mae, First Mariner
Bank, Colombo Bank and Carrolton Bank free and clear of liens,
claims and interests.

Pursuant to Section 1112(b) of the Bankruptcy Code, the Court may
dismiss a Chapter 11 case for "cause."  Section 1112(b) identifies
16 examples of "cause" for dismissal, including substantial or
continuing loss to or diminution of the estate and the absence of
a reasonable likelihood of rehabilitation, and inability to
effectuate a plan.

In objection to the Debtor's motion, Fannie Mae contends that the
Debtor's statements about future distributions to creditors are
completely baseless.  According to Fannie Mae, the sale has not
yet occurred, therefore the Debtor cannot substantiate its
assertion.

"[I]t is an abuse of the bankruptcy process for the Debtor to
voluntarily initiate these proceedings, drag them out for six (6)
months, enjoy the benefits of the automatic stay while collecting
management fees from the pre-petition lenders' cash collateral,
initiate a sales process, all at the significant time and expense
of lenders, only to "change its mind" at the eleventh hour and
dismiss this case, thus ridding itself of the scrutiny and
restrictions that the Code imposes," asserts Christopher J.
Giaimo, Esq., -- cgiaimo@bankerlaw.com -- , at Baker & Hostetler,
LLP, in Washington, D.C., counsel for Fannie Mae.

In a separate Court filing, Carrolton Bank, with the consent of
City National Bank, Fannie Mae, First Mariner Bank and Colombo
Bank, asks the Court to appoint a Chapter 11 Trustee.

                    About Mt. Vernon Properties

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


MT. VERNON: First Mariner Wants Stay Lifted to Allow Foreclosure
----------------------------------------------------------------
First Mariner Bank asks the U.S. Bankruptcy Court for the District
of Maryland to lift the automatic stay under Section 362(a) of the
Bankruptcy Code, to allow it to exercise its rights and remedies
under applicable non-bankruptcy law including, but not limited to,
foreclosure on the real property and improvements with respect to
the real property and improvements known as 13 E. Read Street and
712 St. Paul Street, Baltimore, Maryland and any tangible and
intangible personal property owned by Mt. Vernon Properties, LLC.

The Bank has a properly perfected first priority lien and security
interest in the leases, rents and other monies owed to the Debtor
with respect to the Read Street and Paul Street Properties.

As previously reported in the Troubled Company Reporter on Jan. 2,
2012, the Court approved a stipulation and consent order
continuing the Debtor's authority to use cash collateral of First
Mariner Bank and granting adequate protection through the earlier
of a closing on the auction sale of the real property subject to
First Mariner's liens or Feb. 29, 2012.

First Mariner asserts the Debtor is in default of the cash
collateral stipulations due to the Debtor's failure to cooperate
with the auctioneer.

According to First Mariner, there is cause for relief from the
automatic stay because the Debtor has acted in bad faith.  "After
the filing of the bankruptcy the case languished.  The Debtor and
its secured creditors thereafter agreed to an auction sale of the
Debtor's properties.  To enable the Debtor to sell the properties
in a commercially reasonable manner an auctioneer was retained at
the expense of the secured creditors.  It was a condition to the
continued use of cash collateral for the Debtor to auction the
Properties.  Without any notice to its secured creditors,
including the Bank, the Debtor cancelled the auction sale and
moved to dismiss its case."

                    About Mt. Vernon Properties

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


NEWPAGE CORP: Seeks Approval of Long-Term Incentive Plan
--------------------------------------------------------
BankruptcyData.com reports that NewPage Corp. filed with the U.S.
Bankruptcy Court a motion for an order approving a long-term
incentive plan (LTIP), the second of two performance incentive
plans comprising the Debtors' executive incentive program for
certain insider participants.  The LTIP provides for performance-
based incentive payments to 15 executives based upon their
achievements, as measured by four objective goals, and provides
for a targeted aggregate payout of approximately $8.6 million
based on achievement of the goals.   The Court scheduled a Feb. 7,
2012 hearing to consider the motion.

                        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.


NORTHAMPTON GENERATING: Can Hire Tap Moore & Van as Counsel
-----------------------------------------------------------
Judge J. Craig Whitley authorizes Northampton Generating Company,
L.P., to hire Moore & Van Allen PLLC as its bankruptcy counsel as
of the Petition Date.

                   About Northampton Generating

Northampton Generating Co. LP is the owner of a 112 megawatt
electric generating plant in Northampton, Pennsylvania.  The plant
is fueled with waste products, including waste coal, fiber waste,
and tires.  The power is sold under a long-term agreement to an
affiliate of FirstEnergy Corp.

Northampton Generating filed for Chapter 11 bankruptcy (Bankr.
W.D.N.C. Case No. 11-33095) on Dec. 5, 2011.  Attorneys at Moore &
Van Allen PLLC serve as counsel to the Debtors.  Houlihan Lokey
Capital, Inc., is the financial advisor.

The Debtor estimated assets and debts of up to $500 million.  Debt
includes $73.4 million owing on senior bonds issued through the
Pennsylvania Economic Development Financing Authority.

The U.S. Trustee was unable to appoint a committee because no one
was willing to serve.


NUVILEX INC: Patricia Gruden Resigns as Interim CFO
---------------------------------------------------
Patricia Gruden, after returning from retirement to aid Nuvilex,
Inc., in successfully restructuring and rebuilding over the past
year, in discussions with Drs. Ryan and Crabtree, requested to
retire as the Company's Interim Chief Financial Officer.

The Company officially accepted her resignation as of Jan. 19,
2012.  Effective on the same date, in order to assure a smooth
transition and to fill the vacancy created by Ms. Gruden's
resignation, the Company appointed Robert F. Ryan, M.S., Ph.D.,
President and Chief Executive Officer, as the Company's Interim
Chief Financial Officer.  This change has no effect on the present
ongoing activities of the company including, but not limited to,
the acquisition of the assets of SG Austria, which are still
moving forward successfully.

Ms. Gruden will continue to aid the Company in the capacity of
Chairwoman of the Board of Directors and Dr. Ryan will retain the
position of President and Chief Executive Officer of the Company,
in addition to becoming Interim Chief Financial Officer.

                        About Nuvilex Inc.

Silver Spring, Md.-based Nuvilex, Inc., Nuvilex, Inc. operates
independently and through wholly-owned subsidiaries.  The Company
is dedicated to bringing to market scientifically derived products
designed to improve the health and well-being of those who use
them.  The Company's current strategy is to focus on developing
and marketing products in the biotechnology arena it believes have
potential for long-term corporate growth.

The Company's balance sheet at Oct. 31, 2011, showed $1.7 million
in total assets, $3.5 million in total liabilities, $580,000 of
preferred stock, and a shareholders' deficit of $2.4 million.

M&K CPAS, PLLC, in Houston, Texas, expressed substantial doubt
about Nuvilex's ability to continue as a going concern, following
the Company's results for the fiscal year ended April 30, 2011.
The independent auditors noted that the Company has suffered
recurring losses from operations.


OAK VALLEY: S&P Cuts $17.985-Mil. Revenue Bond Rating to 'BB+'
--------------------------------------------------------------
Standard & Poor's Ratings Services lowered its long-term rating to
'BB+' from 'BBB-' on Oak Valley Hospital District, Calif.'s
$17.595 million series 2011 hospital revenue bonds. Standard &
Poor's also revised the outlook to negative from stable.

The district operates the 35-bed Oak Valley District Hospital in
Oakdale, Calif.

"The rating action reflects our view of such factors as the
district's operational liquidity, which will become significantly
thinner as the replacement hospital project is finished in 2012,
weak maximum annual debt service coverage for fiscal 2011,
challenged operating income levels in fiscal 2012 to date, and
relatively small revenue base," said Standard & Poor's credit
analyst Kevin Holloran.

The new hospital under construction (which management anticipates
will open in March) is adjacent to the existing hospital in a
125,000-square-foot building, and contains an emergency room, two
surgery suites, five post-anesthesia beds, two endoscopy procedure
rooms, and seven outpatient surgical preparation and recovery
rooms.

"The negative outlook reflects our concern over the district's
operational decline in fiscal 2012 to date and the spend-down in
liquidity that is significantly lower than originally projected
and places pressure on the credit profile," S&P said.


OLYMPIC HOTEL: Case Summary & 11 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Olympic Hotel LLC
        8447 Wilshire Blvd., Suite 401
        Beverly Hills, CA 90211

Bankruptcy Case No.: 12-12449

Chapter 11 Petition Date: January 23, 2012

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

Judge: Sandra R. Klein

Debtor's Counsel: Philip D. Dapeer, Esq.
                  PHILIP DAPEER, A LAW CORPORATION
                  2625 Townsgate Rd, Ste 330
                  Westlake Village, CA 91361
                  Tel: (323) 954-9144
                  Fax: (323) 954-0457
                  E-mail: PhilipDapeer@AOL.com

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

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

A list of the Company's 11 largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/cacb12-12449.pdf

The petition was signed by Britt Jones, sole manager and member.


ORAGENICS INC: Koski Credit Facility Hiked by $750,000
------------------------------------------------------
Oragenics, Inc., has entered into a Fifth Amendment to its
Unsecured Revolving Line of Credit with the Koski Family Limited
Partnership, the Company's largest shareholder.  The Fifth
Amendment increased the available borrowing under the Credit
Facility by $750,000, from $7,500,000 to $8,250,000.  All other
terms of the Credit Facility remained the same as in the previous
amendments.  Oragenics has since drawn down on the additional
availability provided by the Fifth Amendment.

"We appreciate the KFLP's additional financial support through the
recent amendment to the Credit Facility. This funding will enable
us to continue to focus on our operational and strategic
priorities, including the marketing of our oral care probiotics
for humans and companion pets," stated John N. Bonfiglio, Ph.D.,
Chief Executive Officer and President of Oragenics.

Oragenics' Audit Committee and Board of Directors approved
entering into of the Fifth Amendment.  Funds provided under the
Fifth Amendment to the Credit Facility are able to be drawn
immediately.

A full-text copy of the amendment is available for free at:

                        http://is.gd/txNQHe

                        About Oragenics Inc.

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

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

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

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


OVERLAND STORAGE: Files Form S-3, Registers 15MM Common Shares
--------------------------------------------------------------
Overland Storage, Inc., filed with the U.S. Securities and
Exchange Commission a Form S-3 registration statement relating to
the offer and sell up to an aggregate of 15,000,000 shares of the
Company's common stock from time to time in one or more offerings
and in amounts, at prices and on terms that the Company will
determine at the time of the offering.  The Company will provide
the specific terms of the shares of its common stock, including
their offering price and the methods by which the Company will
sell the shares of its common stock, in supplements to this
prospectus.  The Company may offer and sell the shares of its
common stock on an immediate, continuous or delayed basis directly
to investors or through underwriters, dealers or agents, or
through a combination of these methods.

The Company's common stock is traded on The NASDAQ Capital Market
under the symbol "OVRL".  On Jan. 24, 2012, the last reported sale
price for the Company's common stock on The NASDAQ Capital Market
was $2.36 per share.  Any shares of our common stock sold pursuant
to a prospectus supplement will be listed on The NASDAQ Capital
Market.

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

                        http://is.gd/ElPobh

                      About Overland Storage

San Diego, Calif.-based Overland Storage, Inc. (Nasdaq: OVRL) --
http://www.overlandstorage.com/-- is a global provider of unified
data management and data protection solutions designed to enable
small and medium enterprises (SMEs), corporate departments and
small and medium businesses (SMBs) to anticipate and respond to
change.

The Company reported a net loss of $14.50 million on $70.19
million of net revenue for the fiscal year ended June 30, 2011,
compared with a net loss of $12.96 million on $77.66 million of
net revenue during the prior fiscal year.

Moss Adams LLP, in San Diego, California, noted that the Company's
recurring losses and negative operating cash flows raise
substantial doubt about the Company's ability to continue as a
going concern.

The Company's balance sheet at Sept. 30, 2011, showed $37.97
million in total assets, $34.44 million in total liabilities and
$3.53 million in total shareholders' equity.


PACIFIC MONARCH: Taps Baker & McKenzie as Special Counsel
---------------------------------------------------------
Pacific Monarch Resorts, Inc., and its affiliated debtors seek
permission from the U.S. Bankruptcy Court for the Central District
of California employ Baker & McKenzie Abogados, S.C., as their
special counsel regarding Mexican tax and regulatory law.

Baker & McKenzie has provided legal advice and services to the
Debtors since February of 2000.  During the one year period prior
to the Petition Date, Baker & McKenzie received compensation in
the aggregate amount of $234,954 from the Debtors for prepetition
services rendered on the Debtors' behalf.  As of the Petition
Date, the Debtors owe Baker $87,360 for prepetition services.

The firm's current hourly rates range from:

        Principal Partner           $400 - $565
        National Partner            $280 - $350
        Associate                   $170 - $250
        Trainee Lawyer              $100 - $200

To the best of the Debtors' knowledge, Baker & McKenzie does not
represent or hold any interest adverse to the Debtors or the
Debtors' estates with respect to the matters for which it is
sought to be employed.

                       About Pacific Monarch

Pacific Monarch Resorts, Inc., and certain affiliated debtors
filed voluntary Chapter 11 petitions (Bankr. C.D. Calif. Lead Case
No. 11-24720) on Oct. 24, 2011, disclosing $100 million to $500
million in both assets and debts.  The affiliated debtors are
Vacation Interval Realty Inc., Vacation Marketing Group Inc., MGV
Cabo LLC, Desarrollo Cabo Azul, S. de R.L. de C.V., and Operadora
MGVM S. de R.L. de C.V.

Based in Laguna Hills, California, Pacific Monarch and its
affiliates generate revenue primarily from the sale and financing
of "vacation ownership points" in a timeshare program commonly
known and marketed as "Monarch Grand Vacations," a multi-location
vacation timeshare program that establishes a uniform plan for the
development, ownership, use and enjoyment of specified resort
accommodations for the benefit of its members.  MGV is a nonprofit
mutual benefit corporation whose members are timeshare owners, and
it is administered by a board of directors elected by MGV members.

As of the Petition Date, MGV owned Resort Accommodations within
these resorts: Palm Canyon Resort (Palm Springs), Riviera Oaks
Resort & Racquet Club (Ramona), Riviera Beach & Spa Resort -
Phases I and II (Dana Point), Riviera Shores Beach (Dana Point),
Cedar Breaks Lodge (Brian Head), Tahoe Seasons Resort (South Lake
Tahoe), Desert Isle of Palm Springs (Palm Springs), the Cancun
Resort (Las Vegas), and the Cabo Azul Resort (Los Cabos, Mexico).
Future Vacation Accommodations are currently in the pre-
development stage in Kona, Hawaii and Las Vegas, Nevada.
Additionally, the Cabo Azul Resort has construction in progress on
two buildings.

The Pacific Monarch entities do not include the entities that
actually own the timeshare properties that have been dedicated to
use by the purchasers of timeshare points.  The trusts that own
the properties are not liable for the Pacific Monarch entities'
obligations.

MGV is not a debtor.

Judge Erithe A. Smith presides over the jointly administered
cases.  Lawyers at Stutman, Treister & Glatt PC serve as counsel
to the Debtors.  The petition was signed by Mark D. Post, chief
executive officer and director.

Creditor Ikon Financial Services is represented by Christine R.
Etheridge.  Creditor California Bank & Trust is represented in the
case by Michael G. Fletcher at Frandzel Robins Bloom & Csato, L.C.
Marshall F. Goldberg, Esq. at Glass & Goldberg argues for creditor
Fifth Third Bank.  Creditor The Macerich Company is represented by
Brian D. Huben, Esq. at Katten Muchin Rosenman LLP.  Interested
Party DPM Acquisition is represented by Joshua D. Wayser, Esq. at
Katten Muchin Rosenman LLP.


PITT PENN: Sec. 548 Look-Back Period Cannot Be Equitably Tolled
---------------------------------------------------------------
Bankruptcy Judge Brendan Linehan Shannon denied the request of
Industrial Enterprises of America, Inc., for reconsideration of
the Court's prior Opinion and Order dated Nov. 29, 2011, granting,
in part, defendants Susan Collyer and Matthew Collyer's motion to
dismiss an avoidance action.

On April 29, 2011, almost two years to the day after entering
Chapter 11, IEAM sued the Collyers and others asserting state law
claims as well as Bankruptcy Code-based claims under Setions 544,
548, and 550.  The suit against the Collyers is but one of several
that IEAM has filed to recover property allegedly transferred from
the company to a variety of defendants in the years before its
bankruptcy.  The Collyers, like many defendants in the other
cases, moved to dismiss the entire lawsuit on Fed. R. Civ. P.
12(b)(6) grounds.  After receiving IEAM's response to the
Collyers' motion, the Court issued a Memorandum Order dismissing
IEAM's Sec. 548 claim, but allowing the other claims against the
Collyers to proceed.

In a Jan. 24, 2012 Opinion available at http://is.gd/o6yuvcfrom
Leagle.com, the Court said Section 548's two-year look-back period
cannot be equitably tolled.

The case is Industrial Enterprises of America, Inc. Plaintiff, v.
Robert Burtis, Stacy Cannan, Thomas F. Cannan, Matthew Collyer,
Susan Collyer, Ian Engelberg, Richard Mazzuto, Rick Mazzuto, Sarah
Mazzuto, William Mazzuto, and Haley Udolf Defendants, Adv. Proc.
No. 11-51868 (Bankr. D. Del.).

                   About Industrial Enterprises

Pittsburgh, Pennsylvania-based Industrial Enterprises of America,
Inc., f/k/a Advanced Bio/Chem, Inc., filed for Chapter 11
protection (Bankr. D. Del. Case No. 09-11508) on May 1, 2009.
Pitt Penn Holding Co., Inc., and Pitt Penn Oil Co., LLC, each
filed voluntary petitions for Chapter 11 relief (Bankr. D. Del.
Case Nos. 09-11475 and 09-11476) on April 30, 2009.  EMC
Packaging, Inc., filed a voluntary petition for Chapter 11 relief
(Bankr. D. Del. Case No. 09-11524) on May 4, 2009.  Unifide
Industries, LLC, and Today's Way Manufacturing LLC, each filed a
voluntary petition for Chapter 11 relief (Bankr. D. Del. Case Nos.
09-11587 and 09-11586) on May 6, 2009.

PPH, PPO, EMC, Unifide, and Today's Way are each subsidiaries of
IEAM.  The cases are jointly administered under Case No. 09-11475.

Christopher D. Loizides, Esq., at Loizides, P.A., in Wilmington,
Del., represents the Debtors as counsel.  In its petition,
Industrial Enterprises disclosed total assets of $50,476,697 and
total debts of $17,853,997.

Industrial Enterprises originally operated as a holding company
with four wholly owned subsidiaries, PPH, EMC, Unifide, and
Today's Way.  PPH, through its wholly owned subsidiary, PPO, was a
leading manufacturer, marketer and seller of automotive chemicals
and additives.

EMC's original business consisted of converting hydrofluorocarbon
gases R134a and R152a into branded private label refrigerant and
propellant products.  Unifide was a leading marketer and seller of
automotive chemicals and additives.  Today's Way manufactured and
packaged the products which were sold by Unifide.


POST STREET: Withdraws Motion to Employ Nossaman LLP Lit. Counsel
-----------------------------------------------------------------
Post Street, LLC, asks the U.S. Bankruptcy Court for the Northern
District of California for an order acknowledging the withdrawal
of Nossaman LLP as the its special litigation counsel.

On July 28, 2011, the Court entered the order authorizing the
employment of Nossaman LLP as special counsel and its role was
limited to serving as local counsel.

The Debtor relates that since the commencement of the case
Nossaman has incurred de minimus attorney's fees in connection
with its role as special litigation counsel to the Debtor.
Consequently, Nossaman has advised the Debtors that, upon the
Court granting the order requested herein, Nossaman will not
seek the payment of any fees from the Debtors' estates.

The Debtor has determined that it no longer requires the services
of Nossaman in connection with the case.

                       About Post Street LLC

Post Street LLC, based in San Francisco, California, filed for
Chapter 11 bankruptcy (Bankr. Case No. 11-32255) on June 15, 2011.
Judge Thomas E. Carlson presides over the case.  Jeffrey C.
Krause, Esq., Eric D. Goldberg, Esq., H. Alexander Fisch, Esq.,
and Michael S. Neumeister, Esq., at Stutman, Treister and Glatt,
in Los Angeles, serves as the Debtor's bankruptcy counsel.
Nossaman LLP serves as special litigation counsel.  In its amended
schedules, the Debtor disclosed assets of $280,815 plus unknown
amount and liabilities of $56,092,852 as of the Chapter 11 filing.
The petition was signed by Stanley W. Gribble, authorized agent.

Affiliate Post 240 Partners, LP, aka Festival Retail Fund 1 228
Post Street, LP, filed for Chapter 11 bankruptcy (Bank. N.D.
Calif. Case No. 11-33788) on Oct. 19, 2011.  The Debtor estimated
both assets and debts of $50 million to $100 million.

Post Street, LLC, and Post 240 Partners, L.P., own 34.41% and
65.59% tenant in common interests, respectively, in a building
located at 228-240 Post Street, Union Square, San Francisco.


POWER EFFICIENCY: Amends Certificate of Incorporation
-----------------------------------------------------
Power Efficiency Corporation, on Jan. 18, 2012, amended its
Amended and Restated Certificate of Incorporation when it adopted
the Certificate of Designation of Rights, Preferences and
Limitations of Series E Convertible Preferred Stock.  The
amendment to the Certificate of Incorporation authorized the
issuance of 1,000 shares of Series E Convertible Preferred Stock
valued at $10,000 per share.

The Series E Preferred Stock is convertible into an aggregate of
up to 1,000,000,000 shares of the Company's common stock, such
that each one share of Series E Preferred Stock is initially
convertible into 1,000,000 shares of the Common Stock.  The Series
E Preferred Stock is subject to mandatory conversion at such time
as the Company has a sufficient number of authorized shares of
Common Stock to fully convert all of the outstanding Series E
Preferred Stock.  The Series E Preferred Stock will be converted
automatically, without further action by the holders, at such
time.

Series E Preferred Stockholders can vote with the shares of Common
Stock on an as converted basis and have liquidation rights that
are pari passu with all of the Company's other preferred stock.
The Series E Preferred Stock has no preemptive rights and cannot
be amended without 75% of the Series E Preferred Stockholders
approval.

                      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.


QUANTUM CORP: Reports $3.9 Million Net Income in Dec. 31 Quarter
----------------------------------------------------------------
Quantum Corp. reported net income of $3.91 million on $173.49
million of total revenue for the three months ended Dec. 31, 2011,
compared with net income of $5.86 million on $176.22 million of
total revenue for the same period during the prior year.

The Company reported net income of $2.25 million on $492.06
million of total revenue for the nine months ended Dec. 31, 2011,
compared with net income of $6.19 million on $507.17 million of
total revenue for the same period during the previous year.

The Company's balance sheet at Dec. 31, 2011, showed $415.19
million in total assets, $456.93 million in total liabilities and
a $41.73 million stockholders' deficit.

"We are pleased with the continued momentum we saw across key
areas in the December quarter," said Jon Gacek, president and CEO
of Quantum.  "Quantum branded revenue, which now makes up more
than 80 percent of total product and service revenue, grew year-
over-year for the ninth consecutive quarter.  We also achieved a
new high for disk and software revenue, with a strong contribution
from new product sales, and generated our highest level of branded
tape automation revenue in eight quarters."

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

                        http://is.gd/zSSt2V

                        About Quantum Corp.

Based in San Jose, California, Quantum Corp. (NYSE:QTM) --
http://www.quantum.com/-- is a storage company specializing in
backup, recovery and archive.  Quantum provides a comprehensive,
integrated range of disk, tape, and software solutions supported
by a world-class sales and service organization.

                          *     *     *

In January 2011, Moody's Investors Service upgraded Quantum
Corporation's Corporate Family and Probability of Default ratings
to B2 from B3 and revised the ratings on the senior secured debt
obligations to Ba3 from B1.  The rating outlook is positive.  The
upgrade of the CFR to B2 reflects Quantum's improved operating
performance, which stems from strong customer adoption and growth
of its higher margin branded disk-based systems and software
products, which Moody's expects to continue in FY12.

In March 2011, Standard & Poor's Ratings Services raised its
corporate credit rating on storage manufacturer Quantum Corp. to
'B' from 'B-'.  The outlook is stable.  "The upgrade reflects that
the company has posted four sequential quarters of sustained
EBITDA generation, despite ongoing declines in its core tape
business and the absence of an EMC licensing arrangement," said
Standard & Poor's credit analyst Lucy Patricola.  In addition,
debt/EBITDA has been stable for the last four quarters at about 4x
and reduced from 2009 levels, primarily reflecting application of
free cash flow to debt reduction.


RCS CAPITAL: Proposes to Hire Daryl Williams as Special Counsel
---------------------------------------------------------------
RCS Capital Development, LLC, seeks permission from the U.S.
Bankruptcy Court for the District of Arizona to employ Daryl M.
Williams of the law firm Baird, Williams & Greer, LLP, as special
counsel in matters related to certain proceedings in which Baird,
Williams & Greer, LLP, represented the Debtor prior to the
Petition Date.

BWG, along with a local firm, Bifferato Gentilotti, LLC,
represented debtor and Debtor's interest as a creditor and party-
in-interest in the chapter 15 case of ABC Learning Centres Limited
n/k/a ZYX Learning Centres Limited, et al., Case No. 10-11711.
BWG also represents the Debtor in an appeal related to the Chapter
15 Case now pending before the Delaware District Court, Case No.
11-cv-245.

The current rates charged for services of attorneys and
paraprofessionals of BWG are:

        Daryl M. Williams    $450 per hour
        Craig M. LaChance    $300 per hour
        Carson T. H. Emmons  $250 per hour
        Paralegals           $165 per hour

The Debtor agrees to reimburse the firm for its expenses.

                         About RCS Capital

RCS Capital Development, LLC, et al., filed a Chapter 11 petition
(Bankr. D. Ariz. Case No. 11-28746) on Oct. 12, 2011.  Michael W.
Carmel, Esq., at Michael W. Carmel, Ltd., in Phoenix, Ariz.,
represents the Debtor as counsel.

RCS's bankruptcy schedules reflect assets of US$57,038,210, of
which the largest is a judgment in the approximate amount of
US$57,000,000 against ABC Learning Centres Ltd., an Australia-
based operator of childcare centers.  RCS's bankruptcy schedules
reflect liabilities of approximately of US$47,169,203, the most
significant of which is the disputed US$41,000,000 claim of ABC.

Judge Randolph J. Haines presides over RCS's case.

RCS had various contractual relationships with ABC that resulted
in litigation in Maricopa County.  That litigation resulted in a
US$50 million jury verdict verdict against ABC and judgment (worth
US$56,456,732 as of Nov. 15, 2011).  Liquidators for ABC filed for
recognition under Chapter 15 of the Bankruptcy Code in the U.S.
Bankruptcy Court for the District of Delaware about 2 weeks after
after RCS obtained its verdict.  Judge Gross entered an order on
Nov. 16, 2010, that recognized the Chapter 15 proceeding.

ABC liquidators contended in papers filed in Delaware that RCS
violated the Chapter 15 order by continuing actions in Nevada to
seize property in which the liquidators claimed an interest.  At a
hearing in U.S. Bankruptcy Court in Delaware on Oct. 4, 2011, the
liquidators asked Judge Gross to rule that RCS violated the
automatic stay.  The liquidators also wanted RCS to be held in
contempt, directed to return property and assessed with punitive
damages.  Judge Gross concluded the Oct. 4, 2011 hearing and said
he would rule later.

As reported in the TCR on Oct. 17, 2011, Bill Rochelle, the
bankruptcy columnist for Bloomberg News, noted that perhaps hoping
to preclude Judge Gross from handing down an unfavorable ruling,
RCS filed its own Chapter 11 petition on Oct. 12, 2011, in
Phoenix.


REALOGY CORP: Proposes to Issue $593 Million of Senior Notes
------------------------------------------------------------
Realogy Corporation is proposing to issue approximately $593
million aggregate principal amount of senior secured first lien
notes due 2020 and approximately $325 million aggregate principal
amount of senior secured notes due 2020 in a private offering that
is exempt from the registration requirements of the Securities Act
of 1933, as amended.  Each series of Notes will be guaranteed on a
senior secured basis by Domus Intermediate Holdings Corp., the
Company's parent, and each domestic subsidiary of the Company that
is a guarantor under its senior secured credit facility and
certain of its outstanding securities.  Each series of Notes will
also be guaranteed by Domus Holdings Corp., the Company's indirect
parent, on an unsecured senior subordinated basis.  Each series of
Notes will be secured by substantially the same collateral as the
Company's existing first lien obligations under its senior secured
credit facility.  The priority of the collateral liens securing
the First Lien Notes will be (i) equal to the collateral liens
securing the Company's first lien obligations under its senior
secured credit facility and (ii) senior to the collateral liens
securing the Company's other secured obligations that are not
secured by a first priority lien, including the New First and a
Half Lien Notes and the Company's second lien obligations under
its senior secured credit facility.  The priority of the
collateral liens securing the New First and a Half Lien Notes will
be (i) junior to the collateral liens securing the Company's first
lien obligations under its senior secured credit facility and the
First Lien Notes and (ii) senior to the collateral liens securing
the Company's second lien obligations under its senior secured
credit facility.

The Notes will not be registered under the Securities Act or any
state securities law and may not be offered or sold in the United
States absent registration or an applicable exemption from
registration under the Securities Act and applicable state
securities laws.  The Notes will be offered in the United States
only to qualified institutional buyers under Rule 144A of the
Securities Act and outside the United States under Regulation S of
the Securities Act.

The Company intends to use the net proceeds from the offering of
the Notes of approximately $918 million, (i) to prepay $629
million of its first lien term loan borrowings under its senior
secured credit facility which are due to mature in October 2013,
(ii) to repay all of the $133 million in outstanding borrowings
under its non-extended revolving credit facility which is due to
mature in April 2013, and (iii) to repay $156 million of the
outstanding borrowings under its extended revolving credit
facility which is due to mature in April 2016.  In conjunction
with the repayments described in clauses (ii) and (iii) of $289
million, the Company will be reducing the commitments under its
revolving credit facility by a like amount.  The proposed offering
of the Notes is subject to market and other conditions, and may
not occur as described or at all.

                         About Realogy Corp.

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

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

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

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

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

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


REALOGY CORP: S&P Rates $325-Mil. Senior Secured Notes at 'CCC-'
----------------------------------------------------------------
Standard & Poor's Ratings Services assigned Realogy Corp.'s
proposed $593 million senior secured first-lien notes due 2020 its
preliminary issue-level rating of 'B-'. "We also assigned this
debt our preliminary recovery rating of '1', indicating our
expectation for very high (90% to 100%) recovery for noteholders
in the event of a payment default," S&P said.

"In addition, we revised our rating outlook on Realogy to
developing from positive and affirmed all ratings on the company,
including our 'CCC' corporate credit rating," S&P said.

"Further, we assigned our preliminary issue-level rating of 'CCC-'
to Realogy's proposed $325 million senior secured first-and-a-half
lien notes due 2020 and placed our issue-level rating on Realogy's
existing first-and-a-half lien notes on CreditWatch with positive
implications. We also assigned the new debt our preliminary
recovery rating of '5', indicating our expectation for modest (10%
to 30%) recovery for noteholders in the event of a payment
default. The preliminary recovery rating of '5' on the planned
secured 1.5-lien notes is different from the recovery rating of
'6' (0% to 10% recovery) on the existing 7.875% secured 1.5-lien
notes due 2019. This reflects a lower amount of first-lien debt
outstanding under our simulated default scenario than under
our previous analysis. Upon closing of the transaction, we will
revise the recovery rating on the 7.875% notes upward to '5' from
'6', and will raise the issue-level rating to 'CCC-', from 'CC',
in accordance with our notching criteria," S&P said.

"While the first-lien and the first-and-a-half lien notes will be
secured by the same collateral as the company's existing first-
lien credit facility, the priority of the lien on the first-and-a-
half lien notes will be junior to that of the first-lien credit
facility. This is the same security and priority as the company's
existing $700 million senior secured first-and-a-half lien notes
due 2019," S&P said.

The company intends to use the proceeds from the proposed notes
issuances to prepay $629 million of the company's non-extended
term loan B due 2013, to repay $133 million currently outstanding
under the company's non-extended revolving credit facility due
2013 and terminate the related commitment, and to repay $156
million outstanding under the company's extended revolving
credit facility due 2016.

"The outlook revision to developing from positive reflects that we
could either raise or lower our 'CCC' rating on Realogy, depending
on the degree of improvement in the U.S. residential housing
market in 2012 and 2013," said Standard & Poor's credit analyst
Emile Courtney. "Upside potential exists in the event we become
more confident that Realogy can generate adequate EBITDA to cover
total interest expense and other calls on cash flow, and otherwise
maintain a manageable liquidity position with adequate cash
balances and revolver availability. However, the proposed notes
are anticipated to raise interest costs by approximately $50
million annually, increasing total fixed charges that the company
has to cover. We estimate annualized interest expense will
increase to around $680 million pro forma for the proposed notes,
compared with our measure of EBITDA of around $520 million in the
12 months ended September 2011. For Realogy to cover fixed
charges, including $50 million in estimated capital expenditures
annually, EBITDA would need to increase by around 40% from current
levels. This is plausible over the next two to three years in the
event of a robust housing recovery, but transaction sides and home
prices (in the aggregate) at Realogy would probably need to
improve in the high-single-digits area in each of the next few
years. In this scenario, the company would likely experience
positive operating leverage and EBITDA margin improvement from its
more efficient cost structure after years of cost-cutting," S&P
said.

"Our downside rating scenario involves a failure of the
residential real estate market to recover sufficiently over the
next few years to enable full coverage of fixed charges. Fannie
Mae's current forecast is for 3% growth in existing home sales and
about a 2% decline in the median home price in 2012. Fannie Mae's
forecast for 2013 is for an increase of slightly above 3% in
existing home sales and flat median home prices. As a result,
additional interest costs from the proposed notes places the
burden upon Realogy's business to outperform Fannie Mae's forecast
in a meaningful way over the next few years. While we believe this
burden results in a downside ratings scenario, we acknowledge
private-equity sponsor Apollo is likely to support Realogy's
liquidity needs for a period of time, if necessary," S&P said.

"The developing outlook on Realogy reflects that we could raise or
lower our 'CCC' rating depending on the degree of improvement the
U.S. residential housing market in 2012 and 2013. Upside potential
exists if we become more confident that Realogy can generate
adequate EBITDA to cover total interest expense and other calls on
cash flow, and otherwise maintain a manageable liquidity position
with adequate cash balances and revolver availability," S&P said.

"However, the proposed notes are anticipated to raise interest
costs by approximately $50 million annually, and we believe a
robust housing recovery over the next few years will be required
for Realogy to grow EBITDA sufficiently to enable the company to
cover its fixed charges. As a result, our downside rating scenario
involves a failure of the residential real estate market to
recover sufficiently over the next few years to enable full
coverage of fixed charges. However, we acknowledge private-equity
sponsor Apollo is likely to support Realogy's liquidity needs for
a period of time, if necessary," S&P said.

"Furthermore, while the prospects for an IPO over the near term
are speculative because of the overhang from unresolved
residential housing foreclosures and uncertainty regarding a
sustainable recovery in existing home sale transaction volumes and
pricing, an IPO would likely result in meaningful deleveraging for
Realogy. This is because of the company's exchange offer in early
2011 that resulted in $2.11 billion in new convertible notes in
the capital structure we believe will likely convert to equity
upon an IPO. Conversion and use of potential future IPO proceeds
for debt repayment could result in a financial profile for Realogy
in the 'B' rating category, if an IPO should occur," S&P said.


ROAR INVESTMENTS: Voluntary Chapter 11 Case Summary
---------------------------------------------------
Debtor: Roar Investments, LLC
        1064 Clinton Avenue
        Irvington, NJ 07111

Bankruptcy Case No.: 12-11608

Chapter 11 Petition Date: January 24, 2012

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

Judge: Rosemary Gambardella

Debtor's Counsel: John W. King, Esq.
                  LAW OFFICE OF JOHN KING
                  17 Academy Street, Suite 110
                  Newark, NJ 07102
                  Tel: (917) 279-7764
                  E-mail: kingjohnw@hotmail.com

Scheduled Assets: $2,802,400

Scheduled Liabilities: $2,800,000

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

The petition was signed by Tommaso Gambino, president.


SANITARY AND IMPROVEMENT: Voluntary Chapter 11 Case Summary
-----------------------------------------------------------
Debtor: Sanitary and Improvement District No. 268 of Sarpy County
        c/o Fullenkamp Doyle & Jobeun
        11440 W. Center RD
        Omaha, NE 68144

Bankruptcy Case No.: 12-80115

Chapter 11 Petition Date: January 23, 2012

Court: United States Bankruptcy Court
       District of Nebraska (Omaha Office)

Debtor's Counsel: Brian C. Doyle, Esq.
                  FULLENKAMP DOYLE & JOBEUN
                  11440 West Center Road
                  Omaha, NE 68144
                  Tel: (402) 334-0700
                  Fax: (402) 334-0815
                  E-mail: brian@fdjlaw.com

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

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

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

The petition was signed by William Torczon, chairman.


SAVANNAH INTERESTS: Trustee Won't Form Creditors' Panel
-------------------------------------------------------
Donald F. Walton, United States Trustee for Region 21, has
informed the Hon. Lamar W. Davis, Jr., of the U.S. Bankruptcy
Court for the Southern District of Georgia that he will not form a
committee of unsecured creditors at this time.

Savannah Interests LLC, based in Conifer, Colorado, filed for
Chapter 11 bankruptcy (Bankr. S.D. Ga. Case No. 11-42698) Dec. 30,
2011.  Lawyers at Morris, Manning & Martin LLP represent the
Debtor as counsel.  In its petition, the Debtor estimated
$10 million to $50 million in assets and $1 million to $10 million
in debts.  The petition was signed by David Hennessy, CEO of
Gulfstream Capital Corp., managing member.


SCOTTS MIRACLE-GRO: S&P Raises Corporate Credit Rating to 'BB+'
---------------------------------------------------------------
Standard & Poor's Ratings Services raised its corporate credit
rating on Ohio-based The Scotts Miracle-Gro Co. (Scotts) to 'BB+'
from 'BB'. The outlook is stable.

"At the same time, we raised our unsecured debt rating to 'BB'
from 'BB-'. Our '5' unsecured recovery rating, indicating our
expectation for modest (10%-30%) recovery for noteholders in the
event of a payment default, is unchanged," S&P said.

"The ratings revision reflects our view that the company's capital
structure has largely stabilized following deleveraging activity
since the company's 2007 leveraged recapitalization and the
completion of several financing transactions over the past year,"
said Standard & Poor's credit analyst Linda Phelps.

"Our ratings on Scotts partly reflect our view of the company's
current financial policy; we believe the company's financial risk
profile, which we characterize as significant, and credit metrics
will remain relatively stable. Our ratings also reflect Scotts'
business risk profile, which we characterize as 'fair,' reflecting
the company' strong market positions, well-recognized brand names,
and favorable long-term demographic trends in the consumer lawn
and garden care segment. However, the company is exposed to
fluctuations in operating performance as a result of the highly
seasonal and weather-dependent nature of the industry, as well as
fluctuations in commodity and energy costs," S&P said.

The ratings take into account, among other factors:

    "Our view that the company's credit metrics will remain
    relatively stable, with average leverage in the low- to mid-2x
    area," S&P said.

    "Our expectation for low- to mid-single-digit sales growth for
    fiscal 2012 as a result of normalized weather patterns, along
    with some EBITDA margin erosion as a result of higher
    commodity costs for fiscal 2012," S&P said.

    "Our expectation that the company will substantially support
    capital expenditures, dividends, share repurchases, and modest
    acquisition activity with cash from operations," S&P said.

"Our rating outlook on Scotts is stable. We believe that based on
the company's current financial policy, credit metrics will remain
relatively stable for the next year. In addition, the currently
low adjusted leverage provides some cushion with respect to modest
fluctuations in operating performance," S&P said.


SKINNY NUTRITIONAL: Ironridge Global Discloses 9.9% Equity Stake
----------------------------------------------------------------
In a Schedule 13G filing with the U.S. Securities and Exchange
Commission, Ironridge Global IV, Ltd., and its affiliates
disclosed that, as of Jan. 23, 2012, they beneficially own
65,100,000 shares of common stock of Skinny Nutritional Corp.
representing 9.99% of the shares outstanding.  A full-text copy of
the filing is available at http://is.gd/7xM2ZN

                     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.


SMART-TEK SOLUTIONS: Kinross-Kennedy Resigns as Accountants
-----------------------------------------------------------
John Kinross-Kennedy, CPA, resigned as Smart-tek Solutions, Inc.'s
independent registered public accounting firm.  Kinross audited
the financial statements of the Company for the transitional
period ended Dec. 31, 2010, and the fiscal years ended June 30,
2010, and 2009.  The report of Kinross on those financial
statements, the most recent dated April 16, 2011, did not contain
an adverse opinion or disclaimer of opinion and was not qualified
or modified as to uncertainty, audit scope or accounting
principles.  Between June 30, 2008, and Nov. 28, 2011, there were
no disagreements with Kinross on any matter of accounting
principles or practices, financial statement disclosure, or
auditing scope or procedure, which disagreements, if not resolved
to the satisfaction of Kinross, would have caused Kinross to make
reference to the subject matter of the disagreement in its review
of the Company's consolidated financial statements for the
transitional period ended Dec. 31, 2010, and the fiscal years
ended June 30, 2010 and 2009.

On Jan. 20, 2012, upon the authorization and approval of the board
of directors, the Company engaged PMB Helin Donovan Consultants
and Certified Public Accountants as its independent registered
public accounting firm.

No consultations occurred between the Company and PMB during the
transitional period ended Dec. 31, 2010, and the fiscal years
ended June 30, 2010 and 2009 and through Jan. 20, 2012, regarding
either (i) the application of accounting principles to a specific
completed or contemplated transaction, the type of audit opinion
that might be rendered on the Company's financial statements, or
other information provided that was an important factor considered
by the Company in reaching a decision as to an accounting,
auditing, or financial reporting issue, or (ii) any matter that
was the subject of disagreement requiring disclosure under Item
304(a)(1)(iv) of Regulation S-K or reportable event requiring
disclosure under Item 304(a)(1)(v) of Regulation S-K.

                    About Smart-tek Solutions

Newport Beach, Calif.-based Smart-tek Solutions Inc. has two
business lines.  Through its wholly owned subsidiary Smart-Tek
Communications Inc. the Company specializes in the design and
development of Radio Frequency Identification (RFID) integration,
monitoring and tracking solutions to meet industry demands.
Through its wholly owned subsidiary Smart-Tek Automated Services
Inc. the Company provides professional employer organization
services.

The Company reported a comprehensive loss of $3.19 million on
$15.25 million of revenue for the nine months ended Sept. 30,
2011, compared with a comprehensive income of $1.40 million on
$10.11 million of revenue for the same period a year ago.

The Company's balance sheet at Sept. 30, 2011, showed $6.40
million in total assets, $8.38 million in total liabilities, all
current, and a $1.98 million total stockholders' deficit.

John Kinross-Kennedy, of Irvine, California, expressed substantial
doubt about the Company's ability to continue as a going concern.
Mr. Kinross-Kennedy noted that that the Company has suffered
recurring losses until the latest fiscal year, and has a working
capital deficiency of $994,278 and a stockholders' deficiency of
$438,164 at June 30, 2010.


SNOKIST GROWERS: Wants to Hire Emmer Associates as Consultant
-------------------------------------------------------------
Snokist Growers asks the U.S. Bankruptcy Court for the Eastern
District of Washington for permission to employ:

         James E. (Jim) Allison
         EMMER ASSOCIATES, INC.
         P.O. Box 129
         Evergreen, CO 80437
         Tel: (303) 770-4975
         E-mail: jallison@mho.net

to provide professional consulting services regarding potential
sale of its assets and negotiations with major creditors.

Mr. Allison asserts that it is owed $6,304 as a result of
prepetition services provided for the Debtor from Dec. 1 to
Dec. 6, 2011.

                       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., at Lane Powell, P.C., in Seattle.


SOLUTIA INC: To Be Acquired by Eastman Chemical in $4.7BB Deal
--------------------------------------------------------------
Eastman Chemical Company and Solutia Inc. said Friday they have
entered into a definitive agreement, under which Eastman will
acquire Solutia.  Under the terms of the agreement, Solutia
stockholders will receive $22 in cash and 0.12 shares of Eastman
common stock for each share of Solutia common stock.  Based on the
Jan. 26 closing prices, Solutia shareholders will receive cash and
stock valued at $27.65 per Solutia common share, representing a
premium of 42% and a total transaction value of roughly $4.7
billion, including the assumption of Solutia's debt.

Eastman has entered into an agreement with Citigroup Global
Markets Inc. and Barclays Bank PLC which contains commitments for
a $3.5 billion senior unsecured bridge term loan facility and sets
out the principal terms of a senior unsecured term loan facility
for up to $1.25 billion, with any commitments in respect of the
term loan facility reducing on a dollar-for-dollar basis
commitments under the bridge term loan facility.  A combination of
cash on hand and borrowings will be used to pay the cash
consideration payable in the Merger, and to refinance a portion of
outstanding debt.  Final terms of the debt financing will be set
forth in definitive agreements relating to such indebtedness.

Eastman and Solutia share several key fundamentals, such as
complementary technologies and business capabilities, a polymer
science backbone, similar operating philosophies and a high
performance culture.  In addition, the overlap of key end-markets
is expected to provide opportunities for growth.

According to the Companies' joint statement, the acquisition is
also a significant step in Eastman's strategy to extend its global
presence in emerging markets.  In particular, it should
significantly accelerate Eastman's growth efforts and offer
excellent growth opportunities in Asia Pacific.  By leveraging
infrastructure in the region, Eastman expects to have a compound
annual growth rate in Asia Pacific approaching 10% for the next
several years.

Eastman expects the transaction to be immediately accretive to
earnings, excluding acquisition-related costs and charges.  After
giving effect to the acquisition of Solutia, including expected
cost synergies, Eastman expects 2012 EPS to be roughly $5
excluding acquisition-related costs and charges.  Eastman is also
increasing its 2013 EPS expectation to greater than $6.

Further, Eastman expects to realize significant tax benefits from
Solutia's historical net operating losses and other tax attributes
that are expected to contribute to free cash flow (defined as cash
from operations minus capital expenditures and dividends) of
roughly $1.0 billion through 2013.

Eastman also recognizes the potential for meaningful revenue
synergies by leveraging both companies' technology and business
capabilities and end-market overlaps, particularly in automotive
and architectural.

Citi and Barclays Capital are acting as financial advisors to
Eastman on the transaction, and Jones Day is acting as legal
counsel.  Eastman's management and Board of Directors remain
committed to maintaining an investment grade credit rating and to
its current annual dividend rate of $1.04 per share.

Deutsche Bank Securities Inc. and Moelis & Company LLC acted as
financial advisors to Solutia on this transaction.  Perella
Weinberg Partners LP acted as financial advisors to Solutia's
Board of Directors.  In addition, the Valence Group, LLC conducted
an independent evaluation of Solutia's long range plan for
Solutia's Board of Directors.  Kirkland & Ellis LLP acted as legal
counsel to Solutia.

The transaction, which was approved by the Boards of Directors of
both companies, remains subject to approval by Solutia's
shareholders and receipt of required regulatory approvals as well
as other customary closing conditions. The transaction is expected
to close in mid-2012.

"The acquisition of Solutia is a significant step in our growth
strategy and one that I am confident will strengthen Eastman as a
top-tier specialty chemical company with strong, stable margins,"
said Jim Rogers, chairman and chief executive officer of Eastman.

"The addition of Solutia will broaden our geographic reach into
emerging geographies, particularly Asia Pacific, establish a
powerful combined platform with extensive organic growth
opportunities, and expand our portfolio of sustainable products,
all of which are consistent with our growth strategy.

"This transaction is also expected to deliver immediate value to
our stockholders in the form of accretion and strong cash
generation, as well as create potential upside through the
combination of two leading global chemical companies," said Mr.
Rogers.

"This complimentary transaction will accelerate the growth of our
businesses around the world. The shared commitment to innovation,
quality and technical service will allow us to better serve our
customers and creates opportunity for our employees around the
globe," said Jeffry N. Quinn, chairman, president and chief
executive officer of Solutia.  "This transaction provides
Solutia's shareholders with immediate value and an attractive
premium, as well as the opportunity to benefit from the future
prospects of a leading global chemicals producer with the
financial strength, a diversified mix of premium products, and the
geographic footprint to capitalize on long-term growth
opportunities."

"I commend the excellent management team and employees of Solutia.
Over the past several years, Solutia has transformed itself into a
financially strong, innovative performance materials and specialty
chemicals company, with enviable market leading positions in
virtually every market it serves," added Mr. Rogers. "That, in
addition to both companies' success integrating prior
acquisitions, gives me confidence we will achieve a smooth
transition. We look forward to welcoming Solutia employees to
Eastman."

                           *     *     *

Dow Jones Newswires' Doug Cameron reports that while Eastman in
its current form had good growth prospects, Mr. Rogers said in an
interview that it started looking at potential deals last summer,
with Solutia meeting all its target criteria.

Dow Jones notes Solutia will add $2.1 billion in revenue to
Eastman's $7 billion base and reduce its reliance on domestic
customers to below 50% of sales.

Dow Jones notes Eastman is offering $22 in cash and 0.12 shares
for each Solutia share.  Based on Eastman's $47.12 Thursday close,
the per-share offer of $27.65 marks a 42% premium to Solutia's
Thursday close.  On Friday, Jan. 27, Solutia shares were ahead 40%
at $27.25, while Eastman gained 5.3% to $49.60, valuing the
Company at $6.8 billion.

                           About Solutia

Solutia Inc. (NYSE:SOA), headquartered in St. Louis, Missouri,
produces and sells a diverse portfolio of performance materials
and specialty chemicals.  End markets for Solutia's products
include automotive, architectural (residential and commercial),
aerospace, process manufacturing, construction,
electronic/electrical, and industrial.

Solutia carries Moody's Investors Service's 'Ba3' Corporate Family
Rating.   Solutia emerged from Chapter 11 bankruptcy protection in
early 2008.


SPARETIME FAMILY: Utah Court Confirms Chapter 11 Plan
-----------------------------------------------------
Bankruptcy Judge R. Kimball Mosier confirmed the Plan of
Reorganization dated Sept. 8, 2011, proposed by Sparetime Family
Fun Center Inc., saying the Plan complies with, and the Debtor has
satisfied, all applicable confirmation requirements of the
Bankruptcy Code.  The Court held a confirmation hearing Jan. 10
and issued its Findings and Conclusions Regarding Confirmation of
Debtor's Plan of Reorganization on Jan. 25, a copy of which is
available at http://is.gd/qwC0Ngfrom Leagle.com.

Roy, Utah-based Sparetime Family Fun Center Inc., dba Vorwaller
Investments LLC, filed for Chapter 11 bankruptcy (Bankr. D. Utah
Case No. 10-26552) on May 17, 2010.  Judge Judith A. Boulden
presides over the case.  Matthew M. Boley, Esq. --
mmb@pkhlawyers.com -- at Parsons Kinghorn Harris, served as
the Debtor's counsel.  In its petition, the Debtor estimated
$1 million to $10 million in assets and debts.  The petition was
signed by Kimberly J. Vorwaller, president.


SUMMER VIEW: U.S. Bank Objects to Disclosure Statement
------------------------------------------------------
Secured creditor U.S. Bank National Association, as Trustee for
the Registered Holders of Wachovia Bank Commercial Mortgage Trust,
Commercial Mortgage Pass-Through Certificates, Series 2004-C,
objects on a limited basis to the adequacy of the Disclosure
Statement filed by Summer View Sherman Oaks, LLC.

The Debtor's Plan proposes a kind of cramdown of Lender's
interests, with certain aspects of the cramdown undefined and, in
Lender's view, insufficiently described.  Further, the Lender does
not believe the Plan, with or without clarification, can be
confirmed over Lender's objections.

The Lender and the Debtor are presently engaged in discussions
regarding the Plan and possible changes in the Plan.  If those
discussions are successful, the Lender understands the Debtor will
file an Amended Plan of Reorganization embodying a modified
consensual plan.  If the discussions are unsuccessful, Lender
intends to oppose the Plan at the confirmation hearing.

U.S. Bank National Association is represented by:

         Alan D. Smith, Esq.
         Jeffrey S. Goodfried, Esq.
         PERKINS COlE LLP
         1888 Century Park East, Suite 1700
         Los Angeles, California 90067
         Tel: (310) 788-9900
         Fax: (310) 788-3399
         E-mail: ADSmith@perkinscoie.com
                 JGoodfried@perkinscoie.com

As reported in the TCR on Dec. 5, 2011, Summer View Sherman Oaks,
LLC, will seek approval of the disclosure statement explaining its
plan of reorganization filed Nov. 15, 2011, at a hearing scheduled
for Jan. 11, 2012, at 10:00 a.m.

At the hearing Debtor will ask the Court to fix the following
requisite dates and deadlines:

Feb. 15, 2012,                -- Plan Objection Deadline
Feb. 22, 2012, at 5:00 p.m.   -- Balloting Deadline
Feb. 24, 2012                 -- Deadline for Submission of Ballot
                                 Summary
Feb. 29, 2012, at 10:00 a.m.  -- Confirmation Hearing

Responses to any objections to confirmation of the Plan may be
filed and served by Feb. 22, 2012.

Pursuant to the Plan, the goal is to sell the Property prior to
July 2012-September 2012 (the Maturity Date of the U.S. Bank loan
is July 11, 2014).  The Debtor intends to start making payments to
the creditors on the Effective date and pay off the Loan and all
the creditors from the proceeds of sale.

Allowed Secured Claims of U.S. Bank, owed $18,118,041, will
receive monthly payments of $78,584 until the property is sold.
According to loan documents, the loan must be paid off on
July 11, 2014, with a balloon payment.

Allowed Unsecured Claims, excluding Insiders, owed $24,340, will
be paid in 8 quarterly payments of $3,042 (without interest), or
from the proceeds of the sale, if sale occurred before the
creditor is paid in full.

Interests will receive the balance of the proceeds after
payments to all creditors.

Funding for distributions under the Plan will be sourced from:

a. Proceeds from the sale of the Property;
b. Debtor's cash on hand as of the Effective Date of the Plan;
c. Payment reserve held by the Lender; and
d. Post-confirmation income.

A copy of the Plan of Reorganization and the Disclosure Statement
is available for free at:

         http://bankrupt.com/misc/summerview.dkt137.pdf

                    About Summer View Sherman

The West Hollywood, California-based Summer View Sherman Oaks,
LLC, aka Summer View Sherman Oaks Apartments LLC, a single-asset
real estate company, is the owner of a 169-unit apartment building
locate at 15353 Weddington Street, in Sherman Oaks, California.
The sole member of the Debtor is the Efim Sobol Family Trust Dated
November 18, 1995.  Dr. Efim Sobol's mother, Sonia Sobol, 88 years
old, is the sole trustee and beneficiary of the Efim Sobol Trust.

The Company filed for bankruptcy under Chapter 11 (Bankr. C.D.
Calif. Case No. 11-19800) on Aug. 15, 2011.  Judge Alan M. Ahart
presides over the case.  The Debtor disclosed $23,228,304 in
assets and $16,535,378 in liabilities as of the Chapter 11 filing.
The petition was signed by Sonia Sobol, member.

Terry D. Shaylin, Esq., and Alik Segal, Esq., at Karasik Law
Group, LLP, in Los Angeles, Calif., represent the Debtor as
counsel.


SUMMER VIEW: Files Amended Schedules of Assets and Liabilities
--------------------------------------------------------------
Summer View Sherman Oaks, LLC, has filed with the U.S. Bankruptcy
Court for the Central District of California its amended schedules
of assets and liabilities, disclosing:

    Name of Schedule             Assets         Liabilities
    ----------------            -----------     -----------
A. Real Property               $21,000,000
B. Personal Property            $2,228,305
C. Property Claimed as
    Exempt
D. Creditors Holding
    Secured Claims                              $16,117,391
E. Creditors Holding
    Unsecured Priority
    Claims                                         $282,048
F. Creditors Holding
    Unsecured Non-priority
    Claims                                         $180,018
                                -----------      -----------
       TOTAL                    $23,228,305     $16,579,456

The Debtor disclosed $23,228,304 in assets and $16,535,378 in
liabilities in its original schedules.

A copy of Summer View's amended schedules is available for free at
http://bankrupt.com/misc/SUMMER_VIEW_sal.pdf

                    About Summer View Sherman

The West Hollywood, California-based Summer View Sherman Oaks,
LLC, aka Summer View Sherman Oaks Apartments LLC, a single-asset
real estate company, is the owner of a 169-unit apartment building
locate at 15353 Weddington Street, in Sherman Oaks, California.
The sole member of the Debtor is the Efim Sobol Family Trust Dated
November 18, 1995.  Dr. Efim Sobol's mother, Sonia Sobol, 88 years
old, is the sole trustee and beneficiary of the Efim Sobol Trust.

The Company filed for bankruptcy under Chapter 11 (Bankr. C.D.
Calif. Case No. 11-19800) on Aug. 15, 2011.  Judge Alan M. Ahart
presides over the case.
The petition was signed by Sonia Sobol, member.

Terry D. Shaylin, Esq., and Alik Segal, Esq., at Karasik Law
Group, LLP, in Los Angeles, Calif., represent the Debtor as
counsel.


SUSTAINABLE ENVIRONMENTAL: Effecting a 1 for 15 Reverse Split
-------------------------------------------------------------
Sustainable Environmental Technologies Corporation filed a
Certificate of Amendment of the Articles of Incorporation with the
Secretary of State of California, on Jan. 19, 2012.  The Financial
Industry Regulatory Authority effected the Amendment as of
Jan. 25, 2012.  For 20 business days after the Effective Date, the
Company's trading symbol will be "SETSD".  However, after the 20-
day period, the "D" will be dropped from the Company's trading
symbol.

The Company filed the Amendment to implement a one for fifteen
(1:15) reverse stock split of the Company's outstanding shares of
common stock and to decrease the Company's authorized shares of
our common stock to 100,000,000 shares, and the Company's
authorized preferred stock to 10,000,000 shares.  As of the
effective date, the Amendment will go into effect.

For any shareholder who desires to exchange their paper pre-split
certificates for a paper post-split certificates, please contact
Computershare at 1-800-962-4284.  For any shareholder who has
stock deposited into a brokerage account, please contact your
broker directly as to the time it will take to update such
accounts.

                   About Sustainable Environmental

Upland, Calif.-based Sustainable Environmental Technologies
Corporation (formerly RG Global Lifestyles, Inc.) offers water and
wastewater treatment engineering and construction services.

The Company's balance sheet at Sept. 30, 2011, showed $3.21
million in total assets, $3.40 million in total liabilities and a
$192,319 total stockholders' deficit.

During the quarter ended Dec. 31, 2010, the Company incurred an
operating loss from continuing operations before income taxes of
$265,464.  As of Dec. 31, 2010, the Company had a working capital
deficit of approximately $2.3 million.  "These conditions raise
substantial doubt about the Company's ability to continue as a
going concern," the Company said in the filing.


TMST INC: Gets SEC Verbal Notice of Intention to Revoke Securities
------------------------------------------------------------------
In a regulatory Form 8-K filing Tuesday, TMST, Inc. f/k/a
Thornburg Mortgage, Inc., discloses that on Jan. 23, 2012, it
received verbal notification from the Denver Regional Office of
the Securities and Exchange Commission that the Office intends to
recommend that the Commission institute a public administrative
proceeding against the Company pursuant to Section 12(j) of the
Securities Exchange Act of 1934, as amended, to revoke the
registration of the Company's securities based on the Company's
substantial periodic reporting delinquencies.

The notification follows the Wells Notice sent by the Division of
Enforcement to the Company on Dec. 13, 2011, and the Division's
review of the Trustee's Wells Submission that requested that the
Staff not make an enforcement recommendation.  Although the Office
asserts that the Company has been delinquent in the filing of its
quarterly and annual reports under Section 13(a) and periodic
reports under Section 15(d) of the Exchange Act since the
commencement of its Chapter 11 bankruptcy, the Company, relying on
the Commission's Release No. 9660 dated June 30, 1972, has been
timely in its filing with the Commission under Form 8-K the
Company's Monthly Operating Reports filed each month with the
Bankruptcy Court.

                     About Thornburg Mortgage

Based in Santa Fe, New Mexico, Thornburg Mortgage Inc. (NYSE: TMA)
-- http://www.thornburgmortgage.com/-- was a single-family
residential mortgage lender focused principally on prime and
super-prime borrowers seeking jumbo and super-jumbo adjustable
rate mortgages.  It originated, acquired, and retained investments
in adjustable and variable rate mortgage assets.  Its ARM assets
comprised of purchased ARM assets and ARM loans, including
traditional ARM assets and hybrid ARM assets.

Thornburg Mortgage and its four affiliates filed for Chapter 11
bankruptcy (Bankr. D. Md. Lead Case No. 09-17787) on May 1, 2009.
Thornburg changed its name to TMST, Inc.

Judge Duncan W. Keir is handling the case.  David E. Rice, Esq.,
at Venable LLP, in Baltimore, Maryland, served as counsel to
Thornburg Mortgage.  Orrick, Herrington & Sutcliffe LLP served as
special counsel.  Jim Murray, and David Hilty, at Houlihan Lokey
Howard & Zukin Capital, Inc., served as investment banker and
financial advisor.  Protiviti Inc. served as financial advisory
services.  KPMG LLP served as the tax consultant.  Epiq Systems,
Inc., serves claims and noticing agent.  Thornburg disclosed total
assets of $24.4 billion and total debts of $24.7 billion, as of
Jan. 31, 2009.

On Oct. 28, 2009, the Court approved the appointment of Joel I.
Sher as the Chapter 11 Trustee for the Company, TMST Acquisition
Subsidiary, Inc., TMST Home Loans, Inc., and TMST Hedging
Strategies, Inc.  He is represented by Shapiro Sher Guinot &
Sandler.

As reported in the TCR on Jan. 28, 2011, the Chapter 11 trustee
for TMST, Inc., formerly known as Thornburg Mortgage, Inc., filed
on behalf of the Debtors, except for ADFITECH, Inc., a monthly
operating report for December 2011 on Jan. 19, 2011.

TMST, Inc., et al., ended December with $103,209,028 in cash.
Payments to attorneys and other professionals totaled $776,816 for
the current month.  The Debtors reported a net loss of $805,688 on
net operating revenue of $4,145 in December.  Operating loss was
$110,765.  Reorganization expenses totaled $694,865.

At Dec. 31, 2011, the Debtors had $104.8 million in total
assets, $3.431 billion in total liabilities, and a stockholders'
deficit of $3.326 billion.

A copy of the December 2011 operating report is available for
free at http://is.gd/kU9dVq


TRAILER BRIDGE: S&P Withdraws 'D' Corporate Credit Rating
---------------------------------------------------------
Standard & Poor's Ratings Services withdrew its 'D' corporate
credit rating on U.S.-based transportation company Trailer Bridge
Inc. The rating was withdrawn at the company's request.


TRAVELPORT HOLDINGS: Computershare Named Successor Trustee
----------------------------------------------------------
Travelport Limited's indirect wholly-owned subsidiaries,
Travelport LLC and Travelport Inc., entered into three separate
Instruments of Resignation, Appointment and Acceptance with The
Bank of Nova Scotia Trust Company of New York and Computershare
Trust Company, N.A.  Under each Tripartite Agreement, Travelport
LLC and Travelport Inc. formally accepted the resignation of the
Resigning Trustee and appointed the Successor Trustee under each
of the following Indentures:

   (a) Indenture, dated as of Aug. 18, 2010, by and among
       Travelport LLC, Travelport Inc., the guarantors named
       therein and The Bank of Nova Scotia Trust Company of New
       York, relating to the 9% Senior Notes due 2016;

   (b) Indenture, dated as of Aug. 23, 2006, by and among
       Travelport LLC, the guarantors listed therein and The Bank
       of Nova Scotia Trust Company of New York; and

   (c) Indenture, dated as of Aug. 23, 2006, by and among
       Travelport LLC, the guarantors listed therein and The Bank
       of Nova Scotia Trust Company of New York.

Each Tripartite Agreement provides, among other things, that (i)
the Resigning Trustee assigns, transfers, delivers, and confirms
to the Successor Trustee all right, title, and interest of the
Resigning Trustee in and to the trust created by the Indenture
described in each of the Tripartite Agreement, and the Resigning
Trustee resigns as Trustee, Registrar, Paying Agent, and Agent
under the Indenture, (ii) Travelport LLC and Travelport Inc,
accept the resignation of the Resigning Trustee as Trustee,
Registrar, Paying Agent, and Agent under the Indenture and
appoints the Successor Trustee as Trustee, Registrar, Paying
Agent, and Agent under the Indenture and (iii) the Successor
Trustee accepts its appointment as Trustee under the Indenture and
assumes all the rights, powers, and trusts of the Trustee under
the Indenture, and accepts its appointment as Registrar, Paying
Agent, and Agent under the Indenture.

                     About Travelport Holdings

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

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

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

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

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

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

                          *     *     *

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

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


TRIDENT MICROSYSTEMS: U.S. Trustee Names 3-Member Creditors' Panel
------------------------------------------------------------------
Roberta A. Deangelis, United States Trustee for Region 3, pursuant
to 11 U.S.C. Sec. 1102(a) and (b), appointed five unsecured
creditors to serve on the Official Committee of Unsecured
Creditors of Trident Microsystems (Far East) Ltd.

The Creditors Committee members are:

     1. United Microelectronics Corporation
        Attn: Rex Lo
        488 De Guigne Drive
        Sunnyvale, CA 94085
        Tel: (408) 523-7800
        Fax: (408) 733-8090

     2. ARM Limited
        Attn: Ehab Youssef
        110 Fulbourn Road,
        Cambridge CB19NJ England
        Tel: (408) 576-1460
        Fax: (408) 576-1574

     3. Wipro Technologies
        Attn: Vasudevan Sarangapani
        425 National Avenue
        Mountainview, CA 94043
        Tel: (650) 316-3493
        Fax: (650) 316-3467

                   About Trident Microsystem

Sunnyvale, California-based Trident Microsystems, Inc., currently
designs, develops, and markets integrated circuits and related
software for processing, displaying, and transmitting high quality
audio, graphics, and images in home consumer electronics
applications such as digital TVs, PC-TV, and analog TVs, and set-
top boxes.  The Company has research and development facilities in
Beijing and Shanghai, China; Freiburg, Germany; Eindhoven and
Nijmegen, The Netherlands; Belfast, United Kingdom; Bangalore and
Hyderabad, India; Austin, Texas; and Sunnyvale, California. The
Company has sales offices in Seoul, South Korea; Tokyo, Japan;
Hong Kong and Shenzhen, China; Taipei, Taiwan; San Diego,
California; Mumbai, India; and Suresnes, France. The Company also
has operations facilities in Taipei and Kaoshiung, Taiwan; and
Hong Kong, China.

Trident Microsystems and its Cayman subsidiary, Trident
Microsystems (Far East) Ltd. filed for Chapter 11 bankruptcy
protection (Bankr. D. Del. Lead Case No. 12-10069) on Jan. 4,
2011.  Trident said it expects to shortly file for protection in
the Cayman Islands.

Judge Christopher S. Sontchi presides over the case.  Lawyers at
DLA Piper LLP (US) serve as the Debtors' counsel.  FTI Consulting,
Inc., is the financial advisor.  Kurtzman Carson Consultants is
the claims and notice agent.

Trident had $309,992,980 in assets and $39,607,591 in liabilities
as of Oct. 31, 2011.  The petition was signed by David L.
Teichmann, executive VP, general counsel & corporate secretary.


TRIUS THERAPEUTICS: Says SEC Reviewing Annual & Quarterly Reports
-----------------------------------------------------------------
Trius Therapeutics, Inc., said in a regulatory filing that the
Securities and Exchange Commission has requested additional
information regarding the Company's 2010 Annual Report and 2011
Third Quarter Report.  The review is in connection with the
obligations, consideration, milestones and revenue recognized in
the third quarter of 2011 under the Company's Agreement with Bayer
Pharma AG.

On July 26, 2011, the Company entered into a Collaboration and
License Agreement with Bayer which is an exclusive agreement to
develop and commercialize the Company's lead antibiotic, tedizolid
phosphate, in China, Japan and substantially all other countries
in Asia, Africa, Latin America and the Middle East, excluding
North and South Korea.  In exchange for development and
commercialization rights, Bayer paid the Company $25.0 million
upfront and agreed to support approximately 25% of the future
development costs of tedizolid required for global approval for
treatment of acute bacterial skin and skin structure infections
and pneumonia, subject to certain adjustments and limitations.

The Company does not believe that the SEC's inquiry will result in
a revision to the Form 10-Q, but the Company can provide no
assurance in that regard.

                      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."


TTC PLAZA: U.S. Trustee Fails to Appoint Committee
--------------------------------------------------
Judy A. Robbins, United States Trustee for Region 7, has not been
able to appoint a committee of unsecured creditors as contemplated
by 11 U.S.C. Section 1102 as there are no three eligible unsecured
creditors.

TTC Plaza L.P. filed for Chapter 11 bankruptcy (Bankr. S.D. Tex.
Case No. 11-38381) on Oct. 3, 2011, before Judge Marvin Isgur.
Jack Nicholas Fuerst, Esq., in Houston, Texas, represents the
Debtor.  The Debtor scheduled assets of $12,016,768 and
liabilities of $5,312,263. The petition was signed by William Wu,
managing partner.


VIVAKOR INC: Suspending Filing of Reports with SEC
--------------------------------------------------
Vivakor, Inc., filed a Form 15 notifying of its suspension of its
duty under Section 15(d) to file reports required by Section 13(a)
of the Securities Exchange Act of 1934 with respect to its common
stock.  Pursuant to Rule 12h-3, the Company is suspending
reporting because there are currently less than 300 holders of
record of the common shares.  There were only 180 holders of the
common shares as of Jan. 25, 2012.

                         About Vivakor Inc.

Coralville, Iowa-based Vivakor, Inc., is a transdisciplinary
research company that develops products in the fields of molecular
medicine, electro-optics, biological handling and natural and
formulary compounds.

The Company's balance sheet at September 30, 2010, showed
$2.65 million in total assets, $2.66 million in total liabilities,
and a stockholders' deficit of $11,602.

As reported in the Troubled Company Reporter on April 9, 2010,
McGladrey & Pullen, LLP, in Cedar Rapids, Iowa, expressed
substantial doubt about Vivakor, Inc.'s ability to continue as a
going concern, following the Company's 2009 results.  The
independent auditors noted that the Company's ability to become a
profitable operating company is dependent upon obtaining financing
adequate to fulfill its research and market introduction
activities, and achieving a level of revenues adequate to support
the Company's cost structure.


VU1 CORP: Richard Sellers Discloses 7.2% Equity Stake
-----------------------------------------------------
In an amended Schedule 13G filing with the U.S. Securities and
Exchange Commission, Richard G. Sellers disclosed that, as of
Dec. 31, 2011, he beneficially owns 402,159 shares of common stock
of Vu1 Corporation representing 7.22% of the shares outstanding.
A full-text copy of the Schedule is available for free at:

                        http://is.gd/XuO4u8

                       About Vu1 Corporation

New York City-based Vu1 Corporation (OTC BB: VUOC)
-- http://www.Vu1.com/-- designs, develops and manufactures
mercury-free light bulbs using the Company's proprietary Electron
Stimulated Luminescence(TM), or ESL, lighting technology.

The Company reported a net loss of $5.5 million on $7,816 of
revenue for the nine months ended Sept. 30, 2011, compared with a
net loss of $3.1 million on $nil revenue for the same period last
year.

The Company's balance sheet at Sept. 30, 2011, showed $2.7 million
in total assets, $3.9 million in total liabilities, and a
stockholders' deficit of $1.2 million.

As reported in the TCR on April 11, 2011, Peterson Sullivan, LLP,
in Seattle, Wash., expressed substantial doubt about Vu1
Corporation's ability to continue as a going concern, following
the Company's 2010 results.  The independent auditors noted that
the Company incurred a net loss of $4,626,250, and it had negative
cash flows from operations of $3,529,351 in 2010.  "In addition,
the Company had an accumulated deficit of $70,499,569 at Dec. 31,
2010."


WESTCLIFF MEDICAL: Plan Confirmation Hearing Set for Feb. 8
-----------------------------------------------------------
The Hon. Theodor Albert of the U.S. Bankruptcy Court for the
Central District of California will convene a hearing on Feb. 8,
2012, at 10:00 a.m., to consider the confirmation of Westcliff
Medical Laboratories, Inc., and Biolabs, Inc.'s First Amended
Liquidating Plan of Reorganization.

Any objection to the Plan and ballots accepting or rejecting the
Plan were due Jan. 25, 2012.

The Debtor has until 5:00 p.m. PST on Feb. 1, to file a reply to
any opposition to Plan confirmation and a Memorandum of Points and
Authorities in support of Plan confirmation, together with a
summary of the outcome of the voting by all timely received
ballots.

As reported in the Troubled Company Reporter on Sept. 26, 2011,
the Debtors seek to accomplish payments to creditors under the
Plan by liquidating all of the remaining assets of their estates,
if any, and distributing the proceeds from the liquidation of
those assets coupled with the remaining net proceeds from the
prior sale of substantially all of the assets of their estates and
collections from outstanding accounts receivable in accordance
with the priorities set forth in the Bankruptcy Code.

For purposes of the Plan, the two Debtors are being treated as one
consolidated legal entity.  As a result, the holder of an allowed
claim of a specific priority and amount against one of the Debtors
will receive the identical treatment under the Plan as the holder
of an allowed claim with the same priority and amount against the
other Debtor.

Class 1 Secured Claims, estimated to total $79,053, will be paid
in full out of the Estate Funds.  Class 2 is the secured claim of
the Debtors' Senior Lenders.  Senior Lenders will continue to
retain their lien and security interest in any of their collateral
still in existence on the Plan Effective Date.  Class 3 non-Tax
Priority Claims will be paid in full in cash.

All Estate Funds remaining after all allowed secured and priority
claims have been funded will be distributed to holders of Class 4
General Unsecured Claims on a pro rata basis until each Class 4
claim holder will get payment equal to 10% of its allowed amount.

Class 5 is the deficiency claim of the Senior Lenders, totaling
$7.6 million.  Remaining Net Estate Funds after Class 4 Claims
have been paid will be distributed to Class 5 Claims.

Class 6 Interests in the Debtors will receive no distribution.

Under a prepared liquidation analysis, the Debtors believe that
all general unsecured creditors will receive more money under the
Plan that they would receive in a Chapter 7 liquidation of the
Debtors because confirmation of the Plan avoids substantial
additional costs association with a Chapter 7 proceeding:

                     Payout Under Plan     Payout Under Chap. 7
                     -----------------     --------------------
    Class 4 Claims          35.8%                 33.5%
    Class 5 Claims          28.8%                 26.1%

A copy of WestCliff Medical's Sept. 14 Disclosure Statement and
accompanying exhibits is available for free at:

         http://bankrupt.com/misc/WESTCLIFF_DSSept14.PDF

                      About Westcliff Medical

Santa Ana, California-based Westcliff Medical was, prior to the
sale of substantially all of its assets, which closed on June 16,
2010, the operator of approximately 170 branded, stand-alone,
patient service center laboratories and STAT labs.  Westcliff
filed a Chapter 11 petition on May 19, 2010, in Santa Ana,
California (Bankr. C.D. Calif. Case No. 10-16743).  Ron Bender,
Esq., Jacqueline L. Rodriguez, Esq., Todd M. Arnold, Esq., and
John-Patrick M. Fritz, Esq., at Levene, Neale, Bender, Yoo &
Brill, LLP, in Los Angeles, Calif., assist the Debtor in its
restructuring effort.  In its schedules, the Debtor listed
$61,210,303 in assets and $66,244,135 in liabilities.  Parent
BioLabs Inc. also filed for Chapter 11.  The parent has no assets
aside from owning Westcliff.


WHITING PETROLEUM: S&P Raises Corporate Credit Rating to 'BB+'
--------------------------------------------------------------
Standard & Poor's Ratings Services raised its corporate credit
rating on Whiting Petroleum Corp. to 'BB+' from 'BB'. "We also
raised our issue-level rating on Whiting's senior subordinated
notes to 'BB+' from 'BB'," S&P said.

"These actions follow Whiting's announcement that it increased its
proven reserves by 13% to 345.2 mmboe at year-end 2011. About 85%
of the proven reserves are high value oil/NGLs, and about 70% of
the reserves are developed. Our outlook for crude oil prices is
more favorable than for natural gas prices over the next several
years," S&P said.

"The upgrade is based on Whiting's increased scale; proven
reserves now stand at 345.2 mmboe and production averaged 73.2
thousand barrels of oil equivalent for the month of December,"
said Standard & Poor's credit analyst Carin Dehne Kiley. "About
85% of Whiting's proven reserves and production are from higher
value oil and natural gas liquids. While we expect Whiting to
outspend cash flow to fund capital expenditures this year, we
expect the company will maintain total debt to EBITDAX (earnings
before interest, tax, depreciation, amortization, and exploration
expense) below 2.5x over the next 12 months."

The ratings on Whiting reflect a "fair" business risk and a
"significant" financial risk, as S&P criteria define the terms.
"Whiting has a leading acreage position, with over 680,000 net
acres, in the oil-rich Bakken and Three Forks formations in the
Williston Basin, and a high proportion of oil in its production
and reserve mix (about 85%). As of year-end 2011, the company
had 345.2 thousand barrels of oil equivalent (mmboe) of proven
reserves (86% oil/natural gas liquids, with a nearly 14-year
reserves-to-production ratio). Production in the fourth quarter of
2011 averaged 70.7 mboe/d, which was below guidance due to the
later-than-expected arrival of service rigs in the Williston Basin
to perform maintenance/repairs on 66 wells in the Sanish field.
The expected rigs have now arrived and the company is catching up
on its planned service work (32 wells will have been brought back
on production by the end of January). As a result, we expect
Whiting to meet its projected production growth target of 13% to
19% in 2012," S&P said.

"The outlook is stable. We expect Whiting to maintain debt
leverage below 2.5x in the near-term, despite outspending cash
flows under our price deck. We would consider a downgrade if debt
leverage increases above 3.0x for a sustained period, due to
lower-than-anticipated oil price realizations, a more aggressive
capital spending program, or acquisitions that are not funded in a
balanced manner. We do not anticipate a near-term upgrade due to
Whiting's scale relative to its investment-grade peers," S&P said.


ZARD DEVELOPMENT: Voluntary Chapter 11 Case Summary
---------------------------------------------------
Debtor: Zard Development, Inc.
        2223 N. Cicero Ave.
        Chicago, IL 60639

Bankruptcy Case No.: 12-02378

Chapter 11 Petition Date: January 24, 2012

Court: United States Bankruptcy Court
       Northern District of Illinois (Chicago)

Judge: Jack B. Schmetterer

Debtor's Counsel: Brett M. Scheive, Esq.
                  LAW OFFICES OF BRETT SCHEIVE
                  17 N State St., Suite 990
                  Chicago, IL 60602
                  Tel: (312) 269-0009
                  E-mail: bscheive@scheivelaw.com

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

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

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

The petition was signed by Steven Bahary, president.


ZOO ENTERTAINMENT: David Smith Discloses 26.5% Equity Stake
-----------------------------------------------------------
In an amended Schedule 13D filing with the U.S. Securities and
Exchange Commission on Jan. 25, 2012, David E. Smith and his
affiliates disclosed that they beneficially own 2,216,290 shares
of common stock of Zoo Entertainment, Inc., representing 26.5% of
the shares outstanding.  The percentage is based on a total of
8,011,435 shares of Common Stock outstanding as of Nov. 14, 2011,
as reported in the Company's Form 10-Q filed with the SEC on Nov.
21, 2011.  A full-text copy of the Schedule 13D is available for
free at http://is.gd/VOAgM5

                       About Zoo Entertainment

Cincinnati, Ohio-based Zoo Entertainment, Inc. (NASDAQ CM: ZOOG)
is a developer, publisher and distributor of interactive
entertainment for Internet-connected consoles, handheld gaming
devices, PCs, and mobile devices.

The Company reported a net loss of $19.74 million on $8.59 million
of revenue for the nine months ended Sept. 30, 2011, compared with
a net loss of $837,000 on $43.71 million of revenue for the same
period during the prior year.

The Company's balance sheet at Sept. 30, 2011, showed $6.19
million in total assets, $13.03 million in total liabilities and a
$6.84 million total stockholders' deficit.

As reported in the TCR on Apr 26, 2011, EisnerAmper LLP, in
Edison, N.J., expressed substantial doubt about Zoo
Entertainment's ability to continue as a going concern, following
the Company's 2010 results.  The independent auditors noted that
the Company has both incurred losses and experienced net cash
outflows from operations since inception.


* Restructuring Professionals Expect Rise in Smaller Bankruptcies
-----------------------------------------------------------------
Dow Jones' DBR Small Cap reports that bankruptcy experts believe
2012 will be another year marked by small-cap bankruptcies,
according to a new survey.

A majority of experts expect the number of corporate bankruptcies
to increase this year over 2011 lows, but those experts say there
won't be an increase in the number of filings among corporations
with more than $1 billion in assets, according to the report.


* Centerbridge's Gallogly Sees 'Steady' Opportunity in Europe
-------------------------------------------------------------
Dow Jones' Daily Bankruptcy Review reports that Mark Gallogly, co-
founder and managing principal of Centerbridge Partners, on
Thursday offered a cautious outlook for distressed opportunities
in Europe, speaking at the Dow Jones Private Equity Analyst
conference in New York.


* Cohen & Grigsby Taps Marty Wagner to ERISA Litigation Groups
--------------------------------------------------------------
Cohen & Grigsby, a business law firm with headquarters in
Pittsburgh, PA and an office in Bonita Springs, FL, is pleased to
announce the recent appointment of Martha Jo Wagner as a director
in the firm's ERISA and Employee Benefits and ERISA Litigation
Groups.  In this role, she provides practical business solutions,
emphasizing cost containment and legal risk management, to complex
benefit problems.

Prior to joining Cohen & Grigsby, Wagner was a partner in the
Washington, D.C. office of Venable LLP where she led teams of
company personnel, lawyers, and consultants that: assessed the
risks of reducing retiree health benefits for a client with more
than 100 retiree health plans and hundreds of millions of dollars
in long-term liabilities; created a disciplined, systematic and
automated health contract review process for a client with more
than 300 benefit designs and more than 65 health care vendors; and
designed and implemented more than a half dozen voluntary and
involuntary severance programs offered simultaneously to almost
10,000 employees.  She is a Fellow of the American College of
Employee Benefits Counsel, serves as a frequent speaker on diverse
benefit topics, and is the past Management Co-Chair of the
American Bar Association Section of Labor and Employment Law
Employee Benefits Committee.

Wagner received her J.D. from the Georgetown University Law
Center. She holds a Bachelor of Arts degree from the University of
Maryland.

                     About Cohen & Grigsby

Since 1981, Cohen & Grigsby, P.C. -- http://www.cohenlaw.com/--
and its attorneys have provided sound legal advice and solutions
to clients that seek to maximize their potential in a constantly
changing global marketplace. Comprised of more than 130 lawyers,
Cohen & Grigsby maintains offices in Pittsburgh, PA and Naples,
FL. The firm's practice areas include Business & Tax, Labor &
Employment, Immigration/International Business, Real Estate &
Public Finance, Litigation, Estates & Trust, Intellectual
Property, Bankruptcy & Creditors Rights, and Public Affairs.
Cohen & Grigsby represents private and publicly held businesses,
nonprofits, multinational corporations, individuals and emerging
businesses across a full spectrum of industries.


* Deutsche Bank's Distressed Debt Head Lanktree to Launch Fund
--------------------------------------------------------------
Dow Jones' Daily Bankruptcy Review reports that Deutsche Bank AG's
head of U.S. distressed debt trading, C.J. Lanktree, left the bank
this week, and is preparing to launch a distressed-debt fund,
according to people familiar with the matter.


* 7th Cir. Appoints Cassling as Northern Ill. Bankruptcy Judge
--------------------------------------------------------------
The Seventh Circuit Court of Appeals appointed Bankruptcy Judge
Donald R. Cassling to a fourteen-year term of office at Northern
District of Illinois, Chicago, effective January 18, 2012 (vice,
Schmetterer).

Judge Cassling can be reached at:

          Honorable Donald R. Cassling
          United States Bankruptcy Court
          Everett McKinley Dirksen
          United States Courthouse
          219 South Dearborn Street, Room 662
          Chicago, IL 60604

Term expiration: January 17, 2026


* 6th Cir. Appoints Mashburn as Middle Tenn. Bankruptcy Judge
-------------------------------------------------------------
The Sixth Circuit Court of Appeals appointed Bankruptcy Judge
Randal S. Mashburn to a fourteen-year term of office in the Middle
District of Tennessee, Nashville, effective January 12, 2012
(vice, Paine).

Judge Mashburn can be reached at:

          Honorable Randal S. Mashburn
          United States Bankruptcy Court
          Middle District of Tennessee
          701 Broadway, Room #220
          Nashville, TN 37203
          Telephone No.: (615) 736-5587
          Fax No.: (615) 736-2716

          Law Clerk: Nancy B. King
          Telephone No.: (615) 736-5587

          Judicial Assistant: Bethany Morris
          Telephone No.: (615) 736-5587
          (Effective date of employment - January 30, 2012)

          Term expiration: January 12, 2026


* BOND PRICING -- For Week From Jan. 23 to 27, 2012
---------------------------------------------------

  Company           Coupon   Maturity  Bid Price
  -------           ------   --------  ---------
AMBAC INC            9.375   8/1/2011    11.950
AMBAC INC            9.500  2/15/2021    10.000
AMBAC INC            7.500   5/1/2023    14.140
AMBAC INC            5.950  12/5/2035    11.125
ACARS-GM             8.100  6/15/2024     1.000
AGY HOLDING COR     11.000 11/15/2014    36.000
AHERN RENTALS        9.250  8/15/2013    32.350
ALION SCIENCE       10.250   2/1/2015    49.775
AMR CORP             9.000   8/1/2012    25.750
AM AIRLN PT TRST    10.180   1/2/2013    67.000
AM AIRLN PT TRST     9.730  9/29/2014    23.750
AMR CORP             6.250 10/15/2014    30.500
AM AIRLN PT TRST     7.379  5/23/2016    18.000
AM AIRLN PT TRST     7.377  5/23/2019    19.000
AMR CORP            10.200  3/15/2020    26.000
AMR CORP            10.150  5/15/2020    20.000
AMR CORP             9.880  6/15/2020    21.000
AMR CORP            10.290   3/8/2021    19.100
AMR CORP            10.550  3/12/2021    22.745
AMR CORP            10.000  4/15/2021    22.900
AMR CORP            10.125   6/1/2021    15.500
AMR CORP             9.750  8/15/2021    22.125
AMR CORP             9.800  10/1/2021    21.100
AMERICAN ORIENT      5.000  7/15/2015    47.252
AMERIGAS FINANCE     7.000  5/20/2022   103.600
BROADVIEW NETWRK    11.375   9/1/2012    91.000
BANKUNITED FINL      3.125   3/1/2034     4.915
BLOCKBUSTER INC     11.750  10/1/2014     1.625
BON-TON DEPT STR    10.250  3/15/2014    64.263
CALIF BAPTIST        7.600 11/15/2012    20.000
CALIF BAPTIST        7.900 11/15/2017    20.000
CIRCUS & ELDORAD    10.125   3/1/2012    71.000
DIRECTBUY HLDG      12.000   2/1/2017    29.000
DIRECTBUY HLDG      12.000   2/1/2017    20.125
DELTA PETROLEUM      3.750   5/1/2037    73.000
DUNE ENERGY INC     10.500   6/1/2012    90.650
EDDIE BAUER HLDG     5.250   4/1/2014     6.750
EASTMAN KODAK CO     7.250 11/15/2013    27.500
EASTMAN KODAK CO     7.000   4/1/2017    28.500
EASTMAN KODAK CO     9.950   7/1/2018    28.000
EASTMAN KODAK CO     9.200   6/1/2021    23.000
ENERGY CONVERS       3.000  6/15/2013    37.750
EVERGREEN SOLAR     13.000  4/15/2015    45.000
EVERGREEN SOLAR      4.000  7/15/2020     0.250
FARMER MAC           0.640  3/28/2014   100.173
FED FARM CREDIT      0.470 12/19/2013   100.156
FED FARM CREDIT      0.350  1/27/2014   100.000
FED FARM CREDIT      0.650  12/9/2014   100.000
FED FARM CREDIT      0.640  4/27/2015    99.975
FED FARM CREDIT      1.720   2/1/2019   100.888
FED FARM CREDIT      3.280  1/29/2029   101.384
FED HOME LN BANK     0.210 12/10/2012   100.041
FED HOME LN BANK     0.270 12/10/2012    99.978
FED HOME LN BANK     0.750 12/19/2014   100.000
FED HOME LN BANK     1.520 12/15/2016   100.000
FED HOME LN BANK     2.200 11/28/2018   100.000
FED HOME LN BANK     3.000 12/21/2021    99.925
FED HOME LN BANK     3.000 12/30/2021   100.000
FED HOME LN BANK     3.300  12/1/2026   105.156
FANNIE MAE           0.950  1/25/2016    99.962
FANNIE MAE           1.250  1/30/2017   100.983
FAIRPOINT COMMUN    13.125   4/2/2018     4.950
FIBERTOWER CORP      9.000 11/15/2012    15.250
GREAT ATLA & PAC     5.125  6/15/2011     1.000
GENERAL MILLS IN     3.150 12/15/2021   101.286
GLB AVTN HLDG IN    14.000  8/15/2013    44.440
GMX RESOURCES        5.000   2/1/2013    62.812
GMX RESOURCES        5.000   2/1/2013    62.450
GLOBALSTAR INC       5.750   4/1/2028    45.000
HALLIBURTON CO       4.500 11/15/2041   102.185
HAWKER BEECHCRAF     8.500   4/1/2015    26.750
HAWKER BEECHCRAF     9.750   4/1/2017    11.000
ELEC DATA SYSTEM     3.875  7/15/2023    93.060
HUTCHINSON TECH      3.250  1/15/2026    70.000
IDEX CORP            4.200 12/15/2021   102.816
KELLWOOD CO          7.625 10/15/2017    24.050
LEHMAN BROS HLDG     6.000  7/19/2012    26.750
LEHMAN BROS HLDG     5.000  1/22/2013    26.000
LEHMAN BROS HLDG     5.625  1/24/2013    27.500
LEHMAN BROS HLDG     5.100  1/28/2013    27.000
LEHMAN BROS HLDG     5.000  2/11/2013    24.350
LEHMAN BROS HLDG     4.800  2/27/2013    26.000
LEHMAN BROS HLDG     4.700   3/6/2013    25.000
LEHMAN BROS HLDG     5.000  3/27/2013    25.125
LEHMAN BROS HLDG     5.750  5/17/2013    26.750
LEHMAN BROS HLDG     4.800  3/13/2014    27.250
LEHMAN BROS HLDG     5.000   8/3/2014    24.000
LEHMAN BROS HLDG     6.200  9/26/2014    27.500
LEHMAN BROS HLDG     5.150   2/4/2015    25.125
LEHMAN BROS HLDG     5.250  2/11/2015    26.000
LEHMAN BROS HLDG     8.800   3/1/2015    26.500
LEHMAN BROS HLDG     7.000  6/26/2015    24.000
LEHMAN BROS HLDG     8.500   8/1/2015    26.250
LEHMAN BROS HLDG     5.000   8/5/2015    25.880
LEHMAN BROS HLDG     7.000 12/18/2015    26.000
LEHMAN BROS HLDG     5.500   4/4/2016    26.550
LEHMAN BROS HLDG     5.750   1/3/2017     0.500
LEHMAN BROS HLDG     8.920  2/16/2017    26.000
LEHMAN BROS HLDG    11.000  6/22/2022    25.750
LEHMAN BROS HLDG    11.000  7/18/2022    26.500
LEHMAN BROS HLDG    11.500  9/26/2022    25.750
LEHMAN BROS HLDG    10.000  3/13/2023    25.000
LEHMAN BROS HLDG    10.375  5/24/2024    25.000
LEHMAN BROS INC      7.500   8/1/2026     3.000
LEHMAN BROS HLDG    11.000  3/17/2028    26.250
LOCAL INSIGHT       11.000  12/1/2017     0.501
MASHANTUCKET PEQ     8.500 11/15/2015     5.025
MF GLOBAL LTD        9.000  6/20/2038    36.250
MANNKIND CORP        3.750 12/15/2013    53.204
DIOCESE PHOENIX      3.500  12/1/2015   100.000
PMI GROUP INC        6.000  9/15/2016    22.375
PMI CAPITAL I        8.309   2/1/2027     0.563
PENSON WORLDWIDE     8.000   6/1/2014    42.578
REDDY ICE CORP      13.250  11/1/2015    45.900
RADIAN GROUP         5.625  2/15/2013    71.000
REAL MEX RESTAUR    14.000   1/1/2013     4.900
RESIDENTIAL CAP      8.500   6/1/2012    88.875
RESIDENTIAL CAP      8.500  4/17/2013    67.125
SABMILLER HLD IN     4.950  1/15/2042    99.974
THORNBURG MTG        8.000  5/15/2013    10.500
TOUSA INC            9.000   7/1/2010    12.967
TOUSA INC            9.000   7/1/2010    12.967
TRAVELPORT LLC      11.875   9/1/2016    30.300
TRAVELPORT LLC      11.875   9/1/2016    29.125
TIMES MIRROR CO      7.250   3/1/2013    35.000
TRIBUNE CO           5.250  8/15/2015    35.500
MOHEGAN TRIBAL       8.000   4/1/2012    81.000
MOHEGAN TRIBAL       7.125  8/15/2014    67.000
TRICO MARINE         3.000  1/15/2027     1.000
TEXAS COMP/TCEH     10.250  11/1/2015    28.000
TEXAS COMP/TCEH     10.250  11/1/2015    28.250
TEXAS COMP/TCEH     10.250  11/1/2015    28.000
VERSO PAPER         11.375   8/1/2016    43.944
WILLIAM LYONS        7.625 12/15/2012    27.500
WILLIAM LYON INC    10.750   4/1/2013    27.500
WILLIAM LYON INC     7.500  2/15/2014    27.500
WESTERN EXPRESS     12.500  4/15/2015    52.500
YELLOW CORP          5.000   8/8/2023    19.500




                           *********

Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par.  Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable.  Those sources may not,
however, be complete or accurate.  The Monday Bond Pricing table
is compiled on the Friday prior to publication.  Prices reported
are not intended to reflect actual trades.  Prices for actual
trades are probably different.  Our objective is to share
information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy or
sell any security of any kind.  It is likely that some entity
affiliated with a TCR editor holds some position in the issuers"
public debt and equity securities about which we report.

Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets.  At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.
Don't be fooled.  Assets, for example, reported at historical cost
net of depreciation may understate the true value of a firm's
assets.  A company may establish reserves on its balance sheet for
liabilities that may never materialize.  The prices at which
equity securities trade in public market are determined by more
than a balance sheet solvency test.

A list of Meetings, Conferences and Seminars appears in each
Wednesday's edition of the TCR.  Submissions about insolvency-
related conferences are encouraged.  Send announcements to
conferences@bankrupt.com/

On Thursdays, the TCR delivers a list of recently filed
Chapter 11 cases involving less than $1,000,000 in assets and
liabilities delivered to nation's bankruptcy courts.  The list
includes links to freely downloadable images of these small-dollar
petitions in Acrobat PDF format.

Each Friday's edition of the TCR includes a review about a book of
interest to troubled company professionals.  All titles are
available at your local bookstore or through Amazon.com.  Go to
http://www.bankrupt.com/books/to order any title today.

Monthly Operating Reports are summarized in every Saturday edition
of the TCR.

The Sunday TCR delivers securitization rating news from the week
then-ending.

For copies of court documents filed in the District of Delaware,
please contact Vito at Parcels, Inc., at 302-658-9911.  For
bankruptcy documents filed in cases pending outside the District
of Delaware, contact Ken Troubh at Nationwide Research &
Consulting at 207/791-2852.

                           *********

S U B S C R I P T I O N   I N F O R M A T I O N

Troubled Company Reporter is a daily newsletter co-published
by Bankruptcy Creditors" Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Frederick, Maryland,
USA.  Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine
Tumanda, Howard C. Tolentino, Joseph Medel C. Martirez, Denise
Marie Varquez, Ronald C. Sy, Joel Anthony G. Lopez, Cecil R.
Villacampa, Sheryl Joy P. Olano, Carlo Fernandez, Christopher G.
Patalinghug, and Peter A. Chapman, Editors.

Copyright 2012.  All rights reserved.  ISSN: 1520-9474.

This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without prior
written permission of the publishers.  Information contained
herein is obtained from sources believed to be reliable, but is
not guaranteed.

The TCR subscription rate is $775 for 6 months delivered via e-
mail.  Additional e-mail subscriptions for members of the same
firm for the term of the initial subscription or balance thereof
are $25 each.  For subscription information, contact Christopher
Beard at 240/629-3300.


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