TCR_Public/120222.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

          Wednesday, February 22, 2012, Vol. 16, No. 52

                            Headlines

1468 TOWERS: Case Summary & 7 Largest Unsecured Creditors
155 EAST: Sale to Canpartners Approved; Deal to Close March 30
30DC INC: Delays Form 10-Q for Dec. 31 Quarter
3POWER ENERGY: Blames Exec. Changes for Delays in Q3's Form 10-Q
AMBAC FINANCIAL: Indenture Trustees Oppose Plan Confirmation

AMBAC FINANCIAL: Awards $730,000 in Cash Bonuses to Top Execs.
AMBAC FINANCIAL: Disclosure Order in AAC v. DLJ Suit Rejected
AMERICAN AIRLINES: Needs Strong Pacific Business
AMERICAN AIRLINES: To Renegotiate $1.6-Bil. BNDES Debt
AMERICAN AIRLINES: Streamlines Management as Part of Restructuring

AMERICAN AIRLINES: Proposes to Assume Chartis Insurance Programs
AMERICAN AIRLINES: Feb. 29 Final Hearing on Deloitte Hiring
AMERICAN AIRLINES: Interim Order Entered on KPMG as Tax Advisor
AMERICAN DIAGNOSTIC: Access to Cash Collateral Expires March 31
AMERICAN DIAGNOSTIC: Hearing on Competing Plan Outlines on March 6

APPLIED DNA: Incurs $2.4 Million Net Loss in Dec. 31 Quarter
AS SEEN ON TV: Reports $2.2 Million Net Income in Dec. 31 Qtr.
ASPEN DENTAL: Moody's Assigns 'B2' to Amended $50MM Facility
ATLANTIC COUNTY: Moody's Cuts Waste Revenue Bond Rating to 'Ba1'
BAY THREE: Case Summary & 20 Largest Unsecured Creditors

BELTWAY ONE: Keith Harper Approved as Valuation Expert
BERKELEY DELAWARE: Wants Case Dismissal, Opposes Conversion
BORDERS GROUP: Settlement of WARN Suit Approved on Final Basis
BRILEY ENTERPRISES: Case Summary & 7 Largest Unsecured Creditors
BROADCAST INTERNATIONAL: Gem Partners Retains 9.9% Equity Stake

BROADCAST INTERNATIONAL: Castlerigg Holds 9.7% Equity Stake
BROADCAST INTERNATIONAL: ACT Capital Stake Slightly Down to 5.1%
BURBANK LANDING: Files for Chapter 11 in Baton Rouge
BYOB INC: Enforcement Actions Not Subject to Automatic Stay
CEMTREX INC: Delays Form 10-Q for Dec. 31 Quarter

CHURCH STREET: Small Smiles in Chapter 11, Has $12MM DIP Loan
CLARENDON HOLDINGS: Can Implement Plan After Challenge Rejected
COMARCO INC: Dimensional Fund Stake Down to 0.26%
COMSTOCK MINING: Peter Palmedo Discloses 15% Equity Stake
CONFORCE INTERNATIONAL: Incurs $1.2-Mil. Net Loss in Dec. 31 Qtr.

COTTONWOOD CORNERS: Court Rejects Amended Exit Plan
CREDITRON FINANCIAL: Trustee Claims $4.5 Million From Covattos
CRYOPORT INC: Enable Global Discloses 6.9% Equity Stake
CYBERDEFENDER CORP: John Combias Holds 6.1% Equity Stake
DEX ONE: Restructuring Capital Discloses 9.7% Equity Stake

DIGITALGLOBE INC: Moody's Affirms 'Ba3'; Outlook Now Negative
DREIER LLP: Trustee Taps BDO USA for Solvency Related Issues
DRYSHIPS INC: Owns 73.9% of Ocean Rig Outstanding Common Stock
DYNEGY INC: Sub. Notes Holders Seek Claim Classification
DYNEGY INC: Debtors Vacate, Reject New Windsor Office Lease

DYNEGY INC: Time to Remove Actions Extended to June 5
EASTERN LIVESTOCK: Gray Plant's P. Kunkel Approved as Mediator
EASTMAN KODAK: Apple Hits Request for ITC Infringement Probe
EASTMAN KODAK: Business as Usual for Asian Units
ECOSPHERE TECHNOLOGIES: Dennis McGuire Has 17.1% Equity Stake

ECOSPHERE TECHNOLOGIES: K. Grady Has 4.9% Equity Stake
ELITE PHARMACEUTICALS: Has $8.7-Mil. Profit in Dec. 31 Quarter
ENRON CORP: Deutsche Bank Seeks Dismissal of $100-Mil. Texas Suit
ENRON CORP: Appeal in Class Suit vs. JPMorgan Remains Pending
ENRON CORP: Gropper Takes Over Case After Gonzalez's Retirement

EPICEPT CORP: Great Point Holds 4.3% Equity Stake
EVERYWARE INC: Moody's Assigns 'B2' Corporate Family Rating
FOCUS BRANDS: Moody's Assigns 'B2' Corporate Family Rating
FONAR CORP: Reports $1.8 Million Net Income in Dec. 31 Quarter
FONAR CORP: Red Oak Partners No Longer a Shareholder

FOREVER CONSTRUCTION: Fine-tunes Proposed Reorganization Plan
FORT INVESTMENTS: Case Summary & 7 Largest Unsecured Creditors
FRANCISCAN COMMUNITIES: McDonald Hopkins OK'd as Panel's Counsel
FRONTLINE COMMS: Moody's Says Dividend Cut Supports Profile
GAMETECH INT'L: Kristin Fedor Stake Down to 4.5%

GAMETECH INT'L: Richard Fedor Retains 16% Equity Stake
GAMETECH INT'L: Richard Fedor, Jr., Holds 6.6% Equity Stake
GELTECH SOLUTIONS: Incurs $1.4-Mil. Net Loss in Dec. 31 Quarter
GENTA INC: Felix Baker Discloses 9.9% Equity Stake
GENTA INC: RA Capital Discloses 9.9% Equity Stake

GENTA INC: Boxer Capital Discloses 9.9% Equity Stake
GENTA INC: Kevin Tang Discloses 9.9% Equity Stake
GEOEYE INC: Moody's Gives Negative Outlook Amid Contracts Issues
GLOBAL SOLUTIONS: Moody's Cuts Corporate Family Rating to 'Caa1'
GOLDEN TEMPLE: Files for Chapter 11, to Continue Mediation

GREEN PLANET: Delays Form 10-Q for Fiscal Dec. 31 Quarter
GREEN PLANET: ACE Limited Holds 5.3% Equity Stake
GRUBB & ELLIS: To Sell Business to BGC via Chapter 11
GULF STATES: Case Summary & 20 Largest Unsecured Creditors
HARRY ALTICK: Claim for Exemption Denied for Misleading Creditors

HORIZON VILLAGE: Keith Harper OK'd to Provide Valuation Services
HOSTESS BRANDS: Trade Groups, Others Slam Bid to Drop Pensions
HYLAND SOFTWARE: Moody's Affirms 'B2' Corporate Family Rating
IMPLANT SCIENCES: Incurs $3.3 Million Net Loss in Dec. 31 Qtr.
INTEGRATED BIOPHARMA: Delays Form 10-Q for December 31 Quarter

INTEGRATED ENVIRONMENTAL: McAdoo Discloses 15.9% Equity Stake
ISAACSON STRUCTURAL: Seeks to Auction Off New Hampshire Property
J.O.C. FARMS: Case Summary & 20 Largest Unsecured Creditors
JJJ HOLDING: Case Summary & Largest Unsecured Creditor
KMC REAL ESTATE: Doctor Wants Plan Disclosures Disapproved

KITTS DEVELOPMENT: Judge Allows Bank to Proceed With Foreclosure
KURRANT MOBILE: Socius CG No Longer Owns Common Shares
LA JOLLA: Boxer Capital Discloses 8.6% Equity Stake
LA JOLLA: Tang Capital Holds 9.9% Equity Stake
LA JOLLA: RTW Investments No Longer Has Equity Stake

LANCE CHATKIN: Steel Firms May Pursue RICO Action
LANDAMERICA FINANCIAL: Insurers Say $38M Deal With Lloyd's Unfair
LEHMAN BROTHERS: Wants to Compel BLX to Comply With Subpoena
LEHMAN BROTHERS: To Sell 301 2nd Lien Loans for $3.27-Mil.
LEHMAN BROTHERS: Providence Fails in Attempt for "Customer Claims"

LEHMAN BROTHERS: Proposes Gianni Origoni as Special Counsel
LEHMAN BROTHERS: Allowed Claim Holders Required to Submit Docs.
LEHMAN BROTHERS: Wins Nod to Settle Barclays Bank Termination Fee
LIBERATOR INC: Reports $39,959 Net Income in Dec. 31 Quarter
LIQUIDMETAL TECHNOLOGIES: Bank of America Has 5.5% Equity Stake

LOCATION BASED TECHNOLOGIES: Gemini Stake Down to 0.8%
LOS ANGELES DODGERS: Beaten Fan, Others Object to Plan Disclosures
LPATH INC: Amends Form S-1 Registration Statement
MAJESTIC CAPITAL: Hearing on Plan Disclosures Today
MARKETING WORLDWIDE: Socius No Longer Owns Shares

MCCLATCHY CO: Contrarius Holds 10.7% of Class A Shares
MCCLATCHY CO: Paulson & Co. Does Not Own Class A Shares
MCCLATCHY CO: Dimensional Fund Holds 5.3% of Class A Shares
MCCLATCHY CO: BlueMountain Owns 6.7% of Class A Shares
MEDCLEAN TECHNOLOGIES: Manatuck Hill Discloses 6.4% Equity Stake

MF GLOBAL: Trustee Asked to Support "Corporate Personhood" Motion
MF GLOBAL: SIPA Trustee Wants Until May 29 to Decide on Leases
MF GLOBAL: Virginia Retirement to Lead Investors Suit vs. Corzine
MF GLOBAL: Drafted Contingency Plan in Case of Downgrade
MF GLOBAL: "Never Been Stronger," CFO Told S&P Before Collapse

MF GLOBAL: CME Group Sets Up $100-Mil. Fund for Ranchers
MORRIER RANCH: Proposes James P. Hurley as Bankruptcy Counsel
MORRIER RANCH: Files Schedules of Assets and Liabilities
MORRIS SEARS: National Park Service Debt Declared Nondischargeable
MOUNTAIN COUNTRY: Involuntary Chapter 11 Case Summary

MSGI SECURITY: Enable Global Discloses 9.9% Equity Stake
MSR RESORT: Asks Judge Approval on Deal With Marriott
MUSCLEPHARM CORP: Files Form S-1, Registers 194.8-Mil. Shares
MUSCLEPHARM CORP: Socius CG No longer Owns Common Shares
NATIONAL HOLDINGS: Incurs $1-Mil. Net Loss in Dec. 31 Quarter

NATIONAL HOLDINGS: Bedford Oak Discloses 8.5% Equity Stake
NATIONAL SLAVERY: To Repay Back Taxes Under Exit Plan
NEOMEDIA TECHNOLOGIES: Colonel Baer Appointed CFO
NEOMEDIA TECHNOLOGIES: JMC Holdings Discloses 5% Equity Stake
NEUROLOGIX INC: Marc Panoff Resigns as Chief Financial Officer

NEVEL PROPERTIES: Agriprocessors Buyer's Plan Objection Nixed
NEW LEAF: Lorraine DiPaolo Discloses 19.1% Equity Stake
OASIS PETROLEUM: Moody's Affirms 'B3' Corporate Family Rating
OVERLAND STORAGE: Stephens Industry Holds 7.4% Equity Stake
OVERLAND STORAGE: Columbus Capital Discloses 5.2% Equity Stake

PALACIO DEL SOL: Voluntary Chapter 11 Case Summary
PATIENT SAFETY: Kinderhook Capital Has 18.4% Equity Stake
PEACHCREST GARDENS: Case Summary & 13 Largest Unsecured Creditors
PHI GROUP: Delays Form 10-Q for Dec. 31 Quarter
PIONEER CHRISTIAN: Case Summary & 3 Largest Unsecured Creditors

PRECISION OPTICS: Incurs $324,875 Net Loss in Dec. 31 Quarter
RALPH LEO BRUTSCHE: Court Lifts Stay, Denies Cash Collateral Use
RAY ANTHONY: Case Dismissed; Collection Remedies Reinstated
REDCO DEVELOPMENT: Disclosure Statement Conditionally Approved
ROBERTS BROADCASTING: Plans to Sell Stations to Repay Creditors

ROTHSTEIN ROSENFELDT: Trustees Inks $70MM Bank Settlement
ROYAL HOSPITALITY: Ch. 11 Trustee Taps Kruth Stein as Accountant
SALON MEDIA: Incurs $997,000 Net Loss in December 31 Quarter
SECUREALERT INC: Incurs $1.6 Million Net Loss in Dec. 31 Quarter
SHERWOOD BRANDS: Bankruptcy Asset Auction Scheduled for Feb. 29

SNEAKERS SPORTS: Case Summary & 9 Largest Unsecured Creditors
SP NEWSPRINT: PwC Approved to Audit 2011 Financial Statements
STANFORD FINANCIAL: Victims Aren't Eligible For Payouts, SIPC Says
STERLING CHEMICALS: Brings Retiree Premium Fight to Supreme Court
SUPERMEDIA INC: Restructuring Capital Owns 11.3% Equity Stake

SUPERMEDIA INC: Schultze Asset Discloses 9.2% Equity Stake
SYNAGRO TECHNOLOGIES: Moody's Cuts Corp. Family Rating to Caa2
TALON INTERNATIONAL: Lonnie Schnell Discloses 10.7% Equity Stake
TALON INTERNATIONAL: Larry Dyne Discloses 9.2% Equity Stake
TALON THERAPEUTICS: Samuel Isaly Ceases to Hold 5% Equity Stake

TANNIN INC: Files for Chapter 11, Has $42.8MM BP Claim
TELECONNECT INC: Delays Form 10-Q for Dec. 31 Quarter
TELETOUCH COMMUNICATIONS: Lazarus Holds 10.5% Equity Stake
THERMOENERGY CORP: Empire Capital Discloses 4.9% Equity Stake
TRAILER BRIDGE: Seeks More Exclusivity as Insurance Policy

TRANSUNION CORP: Moody's Lowers Corporate Family Rating to 'B2'
TRANSWEST RESORT: Court Rejects Bid for Stay Relief, Examiner
TRAVELODGE: Denies Bankruptcy Risk, Gets Financing
TRIUS THERAPEUTICS: Wellington Stake Down to 2.91%
UNI-PIXEL INC: Revelation Special Discloses 7.4% Equity Stake

VIGOR: Moody's Reviews 'B1' Ratings for Possible Downgrade
VIKING SYSTEMS: DAFNA Capital Discloses 5.2% Equity Stake
VILLAGE AT CAMP: 3rd Amended Plan of Reorganization Wins Court OK
VISUALANT INC: Gemini Master Discloses 8.7% Equity Stake
WASHINGTON MUTUAL: Plan Could Be Implemented as Soon as March 8

WAVE2WAVE COMMUNICATIONS: Files for Bankruptcy Protection
WAVE2WAVE COMMUNICATIONS: Voluntary Chapter 11 Case Summary
WAYTRONX INC: Further Amends Form S-1 Registration Statement
W.R. GRACE: Realigns Business Segments, Has New Officers
W.R. GRACE: FMR LLC Has 12.45% Equity Stake

W.R. GRACE: Vanguard Group Has 5.1% Equity Stake
ZOO ENTERTAINMENT: Socius Capital Discloses 9.9% Equity Stake
ZOO ENTERTAINMENT: Focus Capital Discloses 6.8% Equity Stake

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1468 TOWERS: Case Summary & 7 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: 1468 Towers Street, LLC
        1107 Somerset Ave
        Lakewood, NJ 08701-2139

Bankruptcy Case No.: 12-14094

Chapter 11 Petition Date: February 20, 2012

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

Judge: Kathryn C. Ferguson

Debtor's Counsel: Timothy P. Neumann, Esq.
                  BROEGE, NEUMANN, FISCHER & SHAVER
                  25 Abe Voorhees Drive
                  Manasquan, NJ 08736
                  Tel: (732) 223-8484
                  Fax: (732) 223-2416
                  E-mail: tneumann@bnfsbankruptcy.com

Scheduled Assets: $3,000,000

Scheduled Liabilities: $4,084,583

A list of the Company's seven largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/njb12-14094.pdf

The petition was signed by Dovid Gelbwachs, member.


155 EAST: Sale to Canpartners Approved; Deal to Close March 30
--------------------------------------------------------------
The Associated Press reports Canpartners Realty Holding Co. IV,
main debt holder of Hooters hotel-casino in Las Vegas, Nevada,
will buy the 696-room property east of the Las Vegas Strip under a
sales plan approved Friday by U.S. Bankruptcy Judge Bruce Markell.

Canpartners acquired the resort with a $60 million credit bid.  An
auction failed to attract other bidders, according to the AP.  A
March 30 closing date is scheduled.

According to the AP, plans call for operations to keep running as
usual during the transition, and for all Hooters creditors to be
paid in full.

                      About 155 East Tropicana

155 East Tropicana LLC owns the world's first Hooters Casino
Hotel, a 696-room and 4-suite hotel located one block from the Las
Vegas Strip and across Tropicana Blvd. from MGM Grand.

155 East Tropicana, along with an affiliate, sought Chapter 11
protection (Bankr. D. Nev. Case No. 11-22216) on Aug. 1, 2011.
155 East sought bankruptcy protection to stop a scheduled Aug. 8
foreclosure of the second-lien debt.  The two secured credit
facilities were accelerated early this year.

Canpartners Realty Holding Co. IV LLC acquired 98.4% of the
$130 million in 8.75% second-lien senior secured notes.  An
additional $32.2 million of interest is owing on the second-lien
debt, with US Bank NA as the indenture trustee.  Holders of the
$14.5 million in first-lien debt have Wells Fargo Capital Finance
Inc. as their agent.  The first-lien obligation is fully secured.
Interest has been paid at the default rate.

Gerald M. Gordon, Esq., and Brigid M. Higgins, Esq., at Gordon
Silver, in Las Vegas, Nevada, serve as counsel to the Debtors.
Garden City Group, Inc., is the claims agent.  William G. Kimmel &
Associates has been hired to provide an appraisal of the Debtors'
casino hotel/property.  Alvarez & Marsal serves as financial and
restructuring advisor.  Innovation Capital LLC serves as financial
advisor for capital raising transactions and M&A transactions.


30DC INC: Delays Form 10-Q for Dec. 31 Quarter
----------------------------------------------
30DC, Inc., was unable without unreasonable effort and expense to
prepare its accounting records and schedules in sufficient time to
allow its accountants to complete their review of the Company's
financial statements for the period ended Dec. 31, 2011, before
the required filing date for the subject quarterly report on Form
10-Q.  The Company intends to file the subject Form 10-Q on or
before the fifth calendar day following the prescribed due date.

                          About 30DC Inc.

New York-based 30DC, Inc., provides Internet marketing services
and related training to help Internet companies in operating their
businesses.  It operates in two divisions, 30 Day Challenge and
Immediate Edge.

The Company's balance sheet at Sept. 30, 2011, showed $1.9 million
in total assets, $2.1 million in total liabilities, all current,
and a stockholders' deficit of $233,299.

As reported in the TCR on Dec. 19, 2011, Marcum LLP, in New York,
expressed substantial doubt about 30DC's ability to continue as a
going concern, following the Company's results for the fiscal year
ended June 30, 2011.  The independent auditors noted that the
Company has had recurring losses, and has a working capital and
stockholders' deficiency as of June 30, 2011.

The Company reported a net loss of $1.44 million for the fiscal
year ended June 30, 2011, following a net loss of $1.06 million in
fiscal 2010.  3ODC reported a net loss of $176,941 on $415,258 of
revenues for first quarter ended Sept. 30, 2011.


3POWER ENERGY: Blames Exec. Changes for Delays in Q3's Form 10-Q
----------------------------------------------------------------
As a result of the recent transition of 3Power Energy Group Inc.'s
Chief Executive Officer and Chief Financial Officer duties, the
process of compiling and processing the information required to be
included in the Form 10-Q for the quarter ended Dec. 31, 2011,
could not be completed without incurring undue hardship and
expense.  The Company expects the Form 10-Q to be filed within the
extension period provided under Rule 12b-25 promulgated under the
Securities Exchange Act of 1934, as amended.

As reported in the TCR on Oct. 31, 2011, Toby Durrant resigned as
the Chief Executive Officer, Chief Financial Officer, Chief
Investment Officer and as a member of the Board of 3Power Energy
Group Inc. effective as of Oct. 19, 2011.  Umamaheswaran
Balasubramaniam was named new CEO.

                        About 3Power Energy

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

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

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

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

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


AMBAC FINANCIAL: Indenture Trustees Oppose Plan Confirmation
------------------------------------------------------------
Bank of America, N.A. and other trustees for certain securities
related to the rehabilitation of the Segregated Account of Ambac
Assurance Corporation oppose confirmation of the Second Amended
Plan of Reorganization of Ambac Financial Group, Inc. before the
U.S. Bankruptcy Court for the Southern District of New York.

The other objecting trustees are Wilmington Trust Company and
Wilmington Trust FSB; and Deutsche Bank National Trust Company
and Deutsche Bank Trust Company Americas, and Wells Fargo Bank,
N.A.

The Indenture Trustees are concerned that pursuant to the Plan,
they could be deemed erroneously to have released their claims
against AAC, the Segregated Account, the Office of the
Commissioner of Insurance for the State of Wisconsin, and the
OCI, in his capacity as Rehabilitator of the Segregated Account.
The Indenture Trustees aver that their Claims against AAC and the
Segregated Account with respect to policies issued by and
agreements with AAC are the subject of a rehabilitation
proceeding before the Circuit Court of the State of Wisconsin,
Dane County.

The Indenture Trustees have been informed that the version of the
Plan that was distributed to the parties-in-interest in AFG's
Chapter 11 case contains an exception to the third party release
that was not included in the version of the Plan currently on
file with the Court.  They have been further advised that AFG
intends to file a Third Amended Plan of Reorganization that will
include the new exception, and additional clarificatory language,
to the third party release.  As of this time, AFG has not filed a
Third Amended Plan.

Accordingly, the Bankruptcy Court lacks jurisdiction to negate
the Claims against third parties such as AAC and the Segregated
Account, and those Claims are not properly the subject of any
plan filed by the Debtor, the Indenture Trustees insist.

Bank of America is trustee in connection with securities issued
by certain entities and securitization trusts.

Wells Fargo Bank, N.A. is trustee for certain residential
mortgage-backed securities trusts and indenture trustee on
certain residential student loan-back securities transactions.

Wilmington Trust Company and Wilmington Trust FSB are trustees in
connection with securities issued by certain entities and
securitization trusts.

The Deutsche Bank Entities are trustees for certain residential
mortgage-backed securities, other asset-backed securities,
collateralized loan obligation or collateralized debt obligation
trusts insured by AAC.

Bank of America, Wells Fargo, and WTC are separately represented
by:

         Michael E. Johnson, Esq.
         ALSTON & BIRD LLP
         90 Park Avenue
         New York, NY 10016
         Tel: (212) 210-9400
         Fax: (212) 210-9444
         E-mail: Michael.johnson@alston.com

The Deutsche Bank Entities are represented by:

         Wendy S. Walker, Esq.
         MORGAN LEWIS & BOCKIUS LLP
         101 Park Avenue
         New York, NY 10178-0600
         Tel: (212) 309-6306
         Fax: (212) 309-6001
         E-mail: wwalker@morganlewis.com

              -- and --

         John M. Rosenthal, Esq.
         Kristine E. Bailey, Esq.
         MORGAN, LEWIS & BOCKIUS LLP
         One Market, Spear Street Tower
         San Francisco, California 94105
         Tel: (415) 442-1000
         Fax: (415) 442-1001
         E-mail: jrosenthal@morganlewis.com
                 kbailey@morganlewis.com

                        The Chapter 11 Plan

The Debtor has filed a Chapter 11 plan that is premised on a
global settlement negotiated by the Debtor with the Official
Committee of Unsecured Creditors, Ambac Assurance Corporation, the
segregated account of AAC, the Office of the Commissioner of
Insurance for the State of Wisconsin, the OCI as rehabilitator of
the Segregated Account, and an informal group of holders of the
Debtor's senior notes.

Among other contingencies, consummation of the Debtor's plan is
dependent upon resolution of the claims against the Debtor of the
Department of the Treasury - Internal Revenue Service and the
Debtor's adversary proceeding against the United States.  As noted
in the Debtor's counsel's Nov. 11, 2011 letter to the Court,
substantial progress has been made towards achieving a framework
for resolving the IRS Dispute.

Although no settlement has been reached on all of the issues in
the IRS Dispute, the Debtor has submitted to the U.S. Department
of Justice a proposal for settling the dispute on terms that the
Debtor believes will be acceptable to the United States, Peter A.
Ivanick, Esq., at Dewey & LeBoeuf LLP, in New York, tells Judge
Chapman.

The terms of the Debtor's proposal includes:

  (i) a payment by AAC of approximately $100 million, as
      permitted by the Mediation Agreement;

(ii) a payment by the Debtor of approximately $1.9 million in
      connection with the IRS Claims;

(iii) a $1 billion reduction in the amount of loss carry-
      forwards which might otherwise be available to offset
      future taxable income of the Debtor's consolidated tax
      group; and

(iv) the IRS will be paid 12.5% of any payment to the Debtor by
      AAC associated with NOL Usage Tier C and the IRS will be
      paid 17.5% of any payment to the Debtor by AAC associated
      with NOL Usage Tier D.

Of the $1 billion reduction in the amount of loss carry-forwards
which might otherwise be available, 85% of the reduction will be
borne by the Debtor and 15% of the reduction will borne by AAC.

Any final settlement on the IRS Dispute would require the approval
of the Bankruptcy Court, OCI, the Committee, the IRS, the
Department of Justice, Tax Division, the Joint Committee on
Taxation, the Circuit Court of Dane County, Wisconsin, in which
rehabilitation proceedings are pending with respect to the
Segregated Account, and the boards of directors of the Debtor and
AAC.

                     Plan Voting Ends Feb. 29

Ambac Financial disclosed Feb. 16 that, in order to give it
additional time to negotiate a final settlement of its dispute
with the Department of the Treasury -- Internal Revenue Service,
the voting deadline relating to the Second Amended Plan of
Reorganization of Ambac Financial dated Sept. 30, 2011 has been
extended to Feb. 29, 2012 at 5:00 p.m. (prevailing Pacific Time)
and the Plan objection deadline has been extended to Feb. 29, 2012
at 4:00 p.m.  The Bankruptcy Court hearing relating to the
confirmation of the Plan remains scheduled for March 13, 2012.

                       About Ambac Financial

Ambac Financial Group, Inc., headquartered in New York City, is a
holding company whose affiliates provided financial guarantees and
financial services to clients in both the public and private
sectors around the world.

Ambac Financial filed a voluntary petition for relief under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Case No.
10-15973) in Manhattan on Nov. 8, 2010.  Ambac said it will
continue to operate in the ordinary course of business as "debtor-
in-possession" under the jurisdiction of the Bankruptcy Court and
in accordance with the applicable provisions of the Bankruptcy
Code and the orders of the Bankruptcy Court.

Ambac's bond insurance unit, Ambac Assurance Corp., did not file
for bankruptcy.  AAC is being restructured by state regulators in
Wisconsin.  AAC is domiciled in Wisconsin and regulated by the
Office of the Commissioner of Insurance of the State of Wisconsin.
The parent company is not regulated by the OCI.

Ambac's consolidated balance sheet -- which includes non-debtor
Ambac Assurance Corp -- showed US$30.05 billion in total assets,
US$31.47 billion in total liabilities, and a US$1.42 billion
stockholders' deficit, at June 30, 2010.

On an unconsolidated basis, Ambac said in a court filing that
it has assets of (US$394.5 million) and total liabilities of
US$1.6826 billion as of June 30, 2010.

Bank of New York Mellon Corp., as trustee to seven different types
of notes, is listed as the largest unsecured creditor, with claims
totaling about US$1.62 billion.

Peter A. Ivanick, Esq., Allison H. Weiss, Esq., and Todd L.
Padnos, Esq., at Dewey & LeBoeuf LLP, serve as the Debtor's
bankruptcy counsel.  The Blackstone Group LP is the Debtor's
financial advisor.  Kurtzman Carson Consultants LLC is the claims
and notice agent.  KPMG LLP is tax consultant to the Debtor.

Anthony Princi, Esq., Gary S. Lee, Esq., and Brett H. Miller,
Esq., at Morrison & Foerster LLP, in New York, serve as counsel
to the Official Committee of Unsecured Creditors.  Lazard Freres
& Co. LLC is the Committee's financial advisor.

The confirmation hearing for approval of Ambac's Chapter 11 plan,
originally set for Dec. 8, is now on the calendar for Jan. 19.
Disagreements with the Wisconsin insurance commissioner over the
sharing of tax benefits had held up a plan for the holding
company.

Bankruptcy Creditors' Service, Inc., publishes Ambac Bankruptcy
News.  The newsletter tracks the Chapter 11 proceeding undertaken
by Ambac Financial Group and the restructuring proceedings of
Ambac Assurance Corp. (http://bankrupt.com/newsstand/or 215/945-
7000).


AMBAC FINANCIAL: Awards $730,000 in Cash Bonuses to Top Execs.
--------------------------------------------------------------
Ambac Financial Group, Inc.'s Compensation Committee of the Board
of Directors approved the payment of a cash bonus to Diana N.
Adams, the Company's president and chief executive officer, of
$550,000, and to David Trick, the Company's chief financial
officer, of $180,000 for their performance in 2011, according to
a February 10, 2012 filing with the U.S. Securities and Exchange
Commission.

Moreover, the Compensation Committee approved an increase in Ms.
Adams' base salary for 2012 to $750,000.

As previously reported, Mr. Trick received quarterly retention
payments in 2011, totaling $220,000.

Ambac Assurance Corporation will pay its allocable portion of
those amounts in accordance with AFG's procedures for allocating
expenses.

                       About Ambac Financial

Ambac Financial Group, Inc., headquartered in New York City, is a
holding company whose affiliates provided financial guarantees and
financial services to clients in both the public and private
sectors around the world.

Ambac Financial filed a voluntary petition for relief under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Case No.
10-15973) in Manhattan on Nov. 8, 2010.  Ambac said it will
continue to operate in the ordinary course of business as "debtor-
in-possession" under the jurisdiction of the Bankruptcy Court and
in accordance with the applicable provisions of the Bankruptcy
Code and the orders of the Bankruptcy Court.

Ambac's bond insurance unit, Ambac Assurance Corp., did not file
for bankruptcy.  AAC is being restructured by state regulators in
Wisconsin.  AAC is domiciled in Wisconsin and regulated by the
Office of the Commissioner of Insurance of the State of Wisconsin.
The parent company is not regulated by the OCI.

Ambac's consolidated balance sheet -- which includes non-debtor
Ambac Assurance Corp -- showed US$30.05 billion in total assets,
US$31.47 billion in total liabilities, and a US$1.42 billion
stockholders' deficit, at June 30, 2010.

On an unconsolidated basis, Ambac said in a court filing that
it has assets of (US$394.5 million) and total liabilities of
US$1.6826 billion as of June 30, 2010.

Bank of New York Mellon Corp., as trustee to seven different types
of notes, is listed as the largest unsecured creditor, with claims
totaling about US$1.62 billion.

Peter A. Ivanick, Esq., Allison H. Weiss, Esq., and Todd L.
Padnos, Esq., at Dewey & LeBoeuf LLP, serve as the Debtor's
bankruptcy counsel.  The Blackstone Group LP is the Debtor's
financial advisor.  Kurtzman Carson Consultants LLC is the claims
and notice agent.  KPMG LLP is tax consultant to the Debtor.

Anthony Princi, Esq., Gary S. Lee, Esq., and Brett H. Miller,
Esq., at Morrison & Foerster LLP, in New York, serve as counsel
to the Official Committee of Unsecured Creditors.  Lazard Freres
& Co. LLC is the Committee's financial advisor.

The confirmation hearing for approval of Ambac's Chapter 11 plan,
originally set for Dec. 8, is now on the calendar for Jan. 19.
Disagreements with the Wisconsin insurance commissioner over the
sharing of tax benefits had held up a plan for the holding
company.

Bankruptcy Creditors' Service, Inc., publishes Ambac Bankruptcy
News.  The newsletter tracks the Chapter 11 proceeding undertaken
by Ambac Financial Group and the restructuring proceedings of
Ambac Assurance Corp. (http://bankrupt.com/newsstand/or 215/945-
7000).


AMBAC FINANCIAL: Disclosure Order in AAC v. DLJ Suit Rejected
-------------------------------------------------------------
The Appellate Division of the Supreme Court of New York, First
Department, ruled that the New York Supreme Court erred in
granting a motion to compel disclosure of privileged documents in
the action captioned Ambac Assurance Corp v. DLJ Mortgage
Capital, Inc.

The action arises from the securitization of home equity lines of
credit, which were aggregated into a "pool" by defendant DLJ
Mortgage, and then transferred to a trust that was formed to
issue securities to investors.  The securities would be paid down
based on the cash flow from the pooled loans.  Defendant Credit
Suisse Securities USA LLC served as the underwriter for the
public offering of these securities, and plaintiff Ambac
Assurance Corporation, through plaintiff The Segregated Account
of AMBAC Assurance Corporation, issued an insurance policy
guaranteeing payment of certain classes of the securities issued.

When the loans began to default at what the Plaintiffs considered
to be a high rate, they retained a law firm, which retained RMG
Global to conduct a forensic re-underwriting review of the loans
in the securitization.  Following the Plaintiffs' commencement of
the action based on RMG's findings, the Defendants served demands
seeking any and all records surrounding RMG's review.  The
Plaintiffs provided the Defendants with RMG's conclusions and the
raw data RMG used in its analysis of the loans at issue.
However, the Plaintiffs objected to the remainder of defendants'
demands, including any correspondence between RMG and the law
firm plaintiffs retained, and documents concerning the
methodology employed by RMG in its review, citing attorney work
product and trial preparation privileges.

The Defendants sought to compel disclosure because the Plaintiffs
had placed RMG's findings "at issue."  The Supreme Court granted
the Defendants' motion, finding that the Plaintiffs failed to
meet their burden of establishing privilege and that they waived
privilege by placing the materials "at issue."

Although the party challenging disclosure bears the burden of
establishing that the information sought is immune from
disclosure, the Defendants did not challenge the existence of a
privilege until their reply, the Appeals Court found.
Moreover, the fact "that a privileged communication contains
information relevant to issues the parties are litigating does
not, without more, place the contents of the privileged
communication itself at issue' in the lawsuit," the Appeals Court
opined.  The Plaintiffs did not waive privilege by placing RMG's
review of the loans "at issue," the Appeals Court found.

Since plaintiffs do not "need the privileged documents to sustain
[their] cause of action," they have not "waived the attorney-
client privilege by injecting privileged materials into the
lawsuit," the Appeals Court held.  Nor did plaintiffs waive the
privilege by making a selective non-disclosure, the Appeals Court
concluded.

Moreover, the Appeals Court granted, on consent, a motion seeking
to have it take judicial notice of certain court records.

A copy of the Appeals Court's February 7, 2012 decision is
accessible for free at http://ResearchArchives.com/t/s?7790

                       About Ambac Financial

Ambac Financial Group, Inc., headquartered in New York City, is a
holding company whose affiliates provided financial guarantees and
financial services to clients in both the public and private
sectors around the world.

Ambac Financial filed a voluntary petition for relief under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Case No.
10-15973) in Manhattan on Nov. 8, 2010.  Ambac said it will
continue to operate in the ordinary course of business as "debtor-
in-possession" under the jurisdiction of the Bankruptcy Court and
in accordance with the applicable provisions of the Bankruptcy
Code and the orders of the Bankruptcy Court.

Ambac's bond insurance unit, Ambac Assurance Corp., did not file
for bankruptcy.  AAC is being restructured by state regulators in
Wisconsin.  AAC is domiciled in Wisconsin and regulated by the
Office of the Commissioner of Insurance of the State of Wisconsin.
The parent company is not regulated by the OCI.

Ambac's consolidated balance sheet -- which includes non-debtor
Ambac Assurance Corp -- showed US$30.05 billion in total assets,
US$31.47 billion in total liabilities, and a US$1.42 billion
stockholders' deficit, at June 30, 2010.

On an unconsolidated basis, Ambac said in a court filing that
it has assets of (US$394.5 million) and total liabilities of
US$1.6826 billion as of June 30, 2010.

Bank of New York Mellon Corp., as trustee to seven different types
of notes, is listed as the largest unsecured creditor, with claims
totaling about US$1.62 billion.

Peter A. Ivanick, Esq., Allison H. Weiss, Esq., and Todd L.
Padnos, Esq., at Dewey & LeBoeuf LLP, serve as the Debtor's
bankruptcy counsel.  The Blackstone Group LP is the Debtor's
financial advisor.  Kurtzman Carson Consultants LLC is the claims
and notice agent.  KPMG LLP is tax consultant to the Debtor.

Anthony Princi, Esq., Gary S. Lee, Esq., and Brett H. Miller,
Esq., at Morrison & Foerster LLP, in New York, serve as counsel
to the Official Committee of Unsecured Creditors.  Lazard Freres
& Co. LLC is the Committee's financial advisor.

The confirmation hearing for approval of Ambac's Chapter 11 plan,
originally set for Dec. 8, is now on the calendar for Jan. 19.
Disagreements with the Wisconsin insurance commissioner over the
sharing of tax benefits had held up a plan for the holding
company.

Bankruptcy Creditors' Service, Inc., publishes Ambac Bankruptcy
News.  The newsletter tracks the Chapter 11 proceeding undertaken
by Ambac Financial Group and the restructuring proceedings of
Ambac Assurance Corp. (http://bankrupt.com/newsstand/or 215/945-
7000).


AMERICAN AIRLINES: Needs Strong Pacific Business
------------------------------------------------
Justin Lahart, writing for The Wall Street Journal's Heard on the
Street section, says airlines are in the latter stages of a wave
of consolidation that may have began when AMR Corp. bought TWA
out of bankruptcy in 2001.

"Capacity and costs have been shed, and the number of carriers
has dwindled.  In the final stage, there will be only a handful
of major carriers that control networks extensive enough to
attract the high-paying business travelers necessary to compete
profitably," Mr. Lahart wrote.

"If that is where the game is headed, AMR's position if it
emerges from bankruptcy as a stand-alone airline, rather than
merging with another, looks weak," he said, citing that cost
problems lay at the heart of its troubles.

According to Mr. Lahart, AMR's ability to jettison all of its
pensions is questionable, given that Delta Air Lines merely froze
its plans for flight attendants and ground personnel when it
restructured.

The report said AMR's promise to increase revenue is hard to pull
off.  According to the report, Wolfe Trahan analyst Hunter Keay
said AMR's major problem is that without a strong Pacific
business linked to the fast-growing Asian market, it lacks the
type of network needed to win back the business travelers it has
lost.

Mr. Lahart says buying AMR would give Delta a huge hold on the
New York market, a hub in Chicago and a strong Latin American
network.  If regulators approved the deal -- no sure thing -- the
resulting airline would surpass United Continental and become the
largest airline in the world by passengers, with a globe-spanning
network that could yield substantial profits.

According to Mr. Lahart, the strategic benefits of AMR merging
with US Airways aren't as clear, and AMR CEO Tom Horton has
thrown cold water on it.  US Airways' Phoenix hub would mesh well
with AMR's Latin American business, and AMR's membership in the
Oneworld global marketing alliance would be a plus.  Most
important for US Airways, a merger avoids the difficult situation
of getting squeezed between United Continental and a combined
Delta and AMR. But the combined airline would still lack a strong
Pacific business.

                      About American Airlines

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

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

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

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

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

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

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

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


AMERICAN AIRLINES: To Renegotiate $1.6-Bil. BNDES Debt
------------------------------------------------------
Reuters, citing a Brazilian newspaper's report, said American
Airlines is renegotiating terms of $1.6 billion in debt owed to
Brazil's state development bank to help it emerge more rapidly
from bankruptcy in the United States.

According to Reuters, Brazil's Valor Economico reported that
American Airlines Chief Executive Thomas Horton declined to say
how the company plans to pay the BNDES.  AMR wants to rework
terms of the debt, which it incurred to finance the purchase of
Embraer planes between 1998 and 2002.

According to Reuters, Mr. Horton told Valor AMR could return some
planes to Embraer and pay down a portion of the BNDES debt, among
other potential alternatives.

Reuters says representatives for Embraer and American Airlines
were not immediately available for comment.  A spokesman at Rio
de Janeiro BNDES did not have an immediate comment on the Valor
report.

                      About American Airlines

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

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

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

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

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

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

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

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


AMERICAN AIRLINES: Streamlines Management as Part of Restructuring
------------------------------------------------------------------
American Airlines announced Feb. 15, 2012, the retirement of two
leadership team members, as well as additional changes to its
global leadership team that will streamline its management
organization and advance its restructuring objectives.  The
Company said the organizational changes are designed to further
enhance its focus on customers by fully integrating all of its
customer-facing activities into the customer organization, and by
consolidating its global sales and marketing functions within the
commercial organization.

  * Peter J. Dolara, Senior Vice President -- Mexico, Caribbean
    and Latin America (MCLA), will retire June 30.

  * Thomas R. Del Valle, Senior Vice President -- Airport
    Services and Cargo, will retire by June 30.

  * Craig S. Kreeger, Senior Vice President -- Customer, will
    add Airport Services and operations for MCLA and Europe and
    Pacific to his current management duties.

  * Virasb Vahidi, Chief Commercial Officer, will assume
    additional responsibility for all international Sales and
    Marketing by adding Pacific, Mexico, Caribbean and Latin
    America to his oversight of Europe.

  * Art Torno, currently Vice President -- New York, has been
    named Vice President -- MCLA, assuming Mr. Dolara's airport
    and operations duties and reporting to Kreeger.

AMR Chairman and Chief Executive Officer Tom Horton said, "On
behalf of the company and all of its stakeholders, I want to
thank Peter and Tom for their immeasurable contributions to
American Airlines, and for agreeing to stay on through mid-year
to help us through a critical phase of our restructuring.  Their
dedication and commitment to employees, customers and the
communities we serve represent all that is special about
American."

"As we review every area of our business to restore American to
profitability, growth, and industry leadership, key to our
mission is an intense focus on our customers.  By combining all
our customer contact teams into one organization, and
consolidating our global sales and marketing activities, we will
be even better positioned to continue delivering steady
improvements in our customers' experience.  These organizational
changes represent a significant step forward toward realizing the
goals of our business plan," Mr. Horton added.

Mr. Dolara has provided more than four decades of service to
American and its stakeholders, joining the company in 1971.
Based in Miami, one of American's five key domestic markets and
the gateway to Latin America, he led the development of
American's industry-leading presence throughout the MCLA region.

Mr. Dolara has held numerous sales positions and was Sales
Manager for American's Eastern Division, based in New York City
and became Vice President -- Atlantic/Caribbean and New York City
Sales in March 1984.  He became Senior Vice President in October
1989 and moved to Greater Miami in 1992.

"When you think of airline industry icons, you think of Peter
Dolara.  I remember looking up to him when I joined American, and
my admiration has only grown over the years," Mr. Horton said.
"Peter has always put customers first, and we are fortunate that
he also had the foresight to groom and develop many leaders, such
as Art Torno, who will take over operational responsibilities in
MCLA and continue building our leadership there.  And that's also
why we can finally allow Peter to enjoy his well-deserved
retirement."

Mr. Torno returns to the organization where he has spent the
majority of his American Airlines career. Previous to his tenure
in New York, Torno had responsibility for American's Caribbean
operations, which included San Juan along with 24 island
destinations.  He also ran American's South American operations
from Santiago, Chile, and served in roles overseeing American's
hubs in Miami and San Juan.

Mr. Del Valle has served as Senior Vice President -- Airport
Services and Cargo since September 2007. He was previously
American's Vice President of Customer Services beginning in
August 1999.  In 1989, he joined the international division as
General Manager in Brussels, Belgium.  Mr. Del Valle was named
President of the American Eagle's Executive Airlines operation in
San Juan in 1992, and in 1997 he was appointed Managing Director
-- Customer Services for American Airlines in Los Angeles.  Mr.
Del Valle also has been a strong advocate of and participant in
American's Veterans and Military initiatives that support current
and former service men and women.

"Tom has served admirably in one of the most challenging jobs one
could have in the airline business, keeping our airports running
smoothly for our customers," Mr. Horton said.  "There has been no
better advocate for our airport employees or customers, and he
has also given countless hours of his time to help active
military, veterans and their families.  He is the type of person
and colleague who characterizes the spirit of American Airlines,
and we wish him well in his retirement."

In his expanded role, Mr. Kreeger will add responsibility for
Airport operations worldwide, encompassing North America, Europe
and Pacific, and MCLA.  The addition of Airport operations to Mr.
Kreeger's current responsibilities combines reservations,
inflight and airport operations, three of the most critical
interaction points within the overall customer experience, into
one organization.  This integration will facilitate a more
consistent experience for customers.  Previously, as Senior Vice
President -- International, Mr. Kreeger oversaw all of American's
sales and ground operations activities in Europe and Asia,
becoming Senior Vice President -- Customer Experience in 2010.

"Craig has a wealth of experience in the airline business and a
unique ability to manage complex operations and service delivery
channels that span the globe and encompass a broad range of
customer touch points," Mr. Horton said.  "One of the important
objectives of our management redesign is to ensure we best meet
the needs of our customers and Craig is ideally suited for that
vital mission."

As part of the management redesign, Mr. Vahidi will assume
additional responsibility for all international sales and
marketing, including Europe and Pacific, and Mexico, Caribbean
and Latin America (MCLA).  Mr. Vahidi assumed the role of Chief
Commercial Officer in 2010, with oversight of Sales and
Marketing, Network and Fleet planning, Strategic Alliances,
Revenue Management, Corporate Real Estate and the AAdvantage(R)
program.

Mr. Horton said, "Virasb has made great strides in strengthening
our Sales and Marketing efforts in North America and Europe. Now,
we have an important opportunity to do an even better job for our
corporate and high-value customers by integrating Pacific and
MCLA Sales and Marketing into his organization.  Given Virasb's
oversight of our Strategic Alliances activities, including our
Joint Businesses in the Atlantic and Pacific markets, we believe
these changes will help us be more coordinated, nimble and
effective in meeting the needs of these important customers.  As
we expand our global focus with more international flying in the
years ahead, we need an organizational structure best suited to
these objectives."

With these and other changes announced since AMR launched its
restructuring on Nov. 29, 2011, the company's Leadership Team,
which oversees the company's strategy and operations, has been
reduced from 14 to 10 members.

The Leadership Team consists of Messrs. Horton, Kreeger and
Vahidi, and Jim Ream, Senior Vice President -- Operations, Bella
Goren, Senior Vice President -- Chief Financial Officer, Maya
Leibman, Senior Vice President -- Chief Information Officer, Gary
Kennedy, Senior Vice President -- General Counsel and Chief
Compliance Officer, Jeff Brundage, Senior Vice President -- Human
Resources, Will Ris, Senior Vice President -- Government Affairs,
and Dan Garton, President and Chief Executive Officer of American
Eagle Airlines.

The announcement marks the completion of the first step in the
company's management redesign, which will cascade throughout
American's management organization by the end of summer.  During
the next phase, the Leadership Team will begin the process of
designing their organizations, starting with the management layer
that reports directly to them.

                      About American Airlines

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

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

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

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

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

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

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

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


AMERICAN AIRLINES: Proposes to Assume Chartis Insurance Programs
----------------------------------------------------------------
AMR Corp. and its affiliates seek the Bankruptcy Court's
permission to assume certain insurance programs they entered into
with affiliates of Chartis Inc.

The Debtors are required to maintain certain insurance policies
in connection with the operation of their business.  Since
June 1, 1193, Chartis has provided the Debtors with certain
workers' compensation (including employers' liability), general
liability, and automobile liability insurance coverage pursuant
to insurance policies as part of a comprehensive insurance
program.

Under the Workers Compensation Coverage, the Debtors estimate
their aggregate liability for 5,100 open Workers Compensation
Claims and future Workers' Compensation Claims that the Debtors
estimate will be filed through July 31, 2012 to be approximately
$400 million.

On November 18, 2011, Chartis, in accordance with the Insurance
Program Agreements, issued a collateral call to the Debtors in
the amount of $76.6 million, effectively raising the amount of
collateral required to be held in the Workers' Compensation
Trust Accounts from $413 million to $490.4 million, with the
additional collateral being due and payable on December 19, 2011.
The Debtors and Chartis, however, agreed for Chartis to reduce
the Original Collateral Call by nearly $50 million to $27.5
million, in exchange for the Debtors' agreeing to assume all
Insurance Program Agreements with Chartis.

In addition, Chartis has agreed, subject to assumption of the
Insurance Program Agreements, not to make any additional
collateral calls through the end of July 2012, the end of the
current policy year.  If, however, the Debtors do not assume the
Insurance Program Agreements prior to March 9, 2012, Chartis has
asserted that the $49,130,481 difference between the Original
Collateral Call and the Modified Collateral Call will become
immediately due and payable on March 9, 2012 and that Chartis
intends to pursue its rights with respect thereto.

Under the General Liability Policies, the Debtors are not
currently aware of any open prepetition claims under those
policies and are not aware of any prepetition insurance premiums
or other amounts that are currently outstanding or payable with
respect to the General Liability Polices.  As to the Auto
Liability Policies, the Debtors are currently aware of only four
open prepetition claims and estimate that the potential liability
with respect to such claims under the Auto Liability Policies
should not exceed one million dollars.

Stephen Karotkin, Esq., at Weil, Gotshal & Manges LLP, in New
York, asserts that assumption of the Insurance Program Agreements
will reduce that $76.6 Collateral Call by almost $50 million,
representing a significant benefit to the Debtors' estates.
Although the commencement of these Chapter 11 cases may raise an
issue as to the ability of Chartis to terminate coverage based on
the Debtors' failure to comply with a cash collateral demand made
in accordance with the Insurance Program Agreements, it is not
prudent to take this risk and address the litigation that would
inevitably ensue, particularly where Chartis had agreed to the
significant concessions, he stresses.  If the Debtors are
compelled to obtain alternative coverage, they expect the cost
would be significantly higher and that they would incur
substantial disruption in the claims management process, he
maintains.

The Court will consider the Debtors' request on February 29,
2012.  Objections are due no later than February 22.

                      About American Airlines

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

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

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

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

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

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

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

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


AMERICAN AIRLINES: Feb. 29 Final Hearing on Deloitte Hiring
-----------------------------------------------------------
Judge Sean Lane approved on an interim basis AMR Corp.'s
application to employ Deloitte Financial Advisory Services LLP as
consultants, nunc pro tunc to the Petition Date.

Parties will have until February 24, 2012 to file final
objections to the Debtors' Application.  The Court will convene a
final hearing on the Debtors' Application on February 29, 2012.

Before the Final Hearing and pending further order of the Court,
no compensation or expense reimbursement will be paid by the
Debtors to Deloitte, Judge Lane clarified.

In the Application, the Debtors said they selected the firm
because of its "recognized experience and knowledge" in performing
bankruptcy-related services, according to Randall White, associate
general counsel of AMR Corp.

As consultant, Deloitte Financial will assist in developing tools
and methods for a Trading Partner Response Center that would allow
"vendor questions" to be addressed.  The firm will also provide
personnel to staff the TPRC and assist in training those
personnel.

Deloitte Financial will also advise the Debtors on the development
of tools and procedures for vendor management, on internal and
external communications related to restructuring, on the
preparation of various financial reports, on claims administration
and reconciliation, among other things.

In exchange for its services, Deloitte Financial will be paid on
an hourly basis, and will be reimbursed of its expenses.  Its
hourly rates range from $525 to $700 for partners, principals or
directors; $400 to $550 for senior managers; $340 to $450 for
managers; and $150 to $350 for other professionals.

The firm agreed that its combined blended rate will not exceed
$300 per hour for services related to claims administration and
reconciliation, and $330 per hour for other services.

Deloitte Financial does not hold interest adverse to the Debtors
or their affiliates, according to a declaration by John Little, a
principal of the firm.

                      About American Airlines

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

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

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

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

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

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

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

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


AMERICAN AIRLINES: Interim Order Entered on KPMG as Tax Advisor
---------------------------------------------------------------
Judge Sean Lane approved, on an interim basis, AMR Corp. and its
affiliates' application to employ KPMG LLP as their tax compliance
and tax consultants, nunc pro tunc to the Petition Date.

Parties will have until February 24, 2012 to object to the
Debtors' Application.  The Court will convene a final hearing on
the Debtors' Application on February 29, 2012.

Before the Final Hearing and pending further order of the Court,
no compensation or expense reimbursement will be paid by the
Debtors to KPMG.

As tax consultant, KPMG will provide analysis concerning the tax
implications of the Debtors' bankruptcy cases.  It will also
review the tax section of the Debtors' bankruptcy plan, and
administer tax claims management and schedule of tax liabilities.

The firm also agreed to provide international executive tax
services for American Airlines and its international assignees for
the past three years.

KPMG will be paid on an hourly basis for its tax consulting
services and will be reimbursed for its expenses.  The firm's
hourly rates are:

  Professionals                           Hourly Rate
  -------------                           -----------
  Partner                                   $460-$590
  Partner, Washington Nat'l. Tax/M&A             $540
  Director                                       $410
  Director, Washington Nat'l. Tax/M&A            $440
  Senior Manager                            $355-$495
  Sr. Manager, Washington Nat'l. Tax/M&A         $395
  Manager                                   $295-$410
  Manager, Washington Nat'l. Tax/M&A             $325
  Senior Associate                          $210-$300
  Sr. Associate, Washington Nat'l. Tax/M&A       $230
  Associate                                 $180-$245
  Associate, Washington Nat'l. Tax/M&A           $200

KPMG will also be paid for its tax compliance services at these
rates:

                                     Flat Rates per
  Tax Compliance Services         Debtors' Employee
  -----------------------         -----------------
  US Tax Compliance
    US Federal Income Tax Return       $1,365
    US State Income Tax Return         $465
    US Tax Equalization Calculation    $465
    Pre/Post Departure Interviews      $545
    Cost Projection                    $825
    US Hypothetical Tax Calculation    $330
  Technology Fee                       $15/active assignee/month
  US Payroll Services                  $146/hour
  Global Coordination Fee              5% of global tax services

Melisa Denis, a partner at KPMG, disclosed in a declaration that
her firm does hold or represent interest adverse to the Debtors or
their estates.

                      About American Airlines

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

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

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

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

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

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

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

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


AMERICAN DIAGNOSTIC: Access to Cash Collateral Expires March 31
---------------------------------------------------------------
The Hon. Carol A. Doyle of the U.S. Bankruptcy Court for the
Northern District of Illinois authorized American Diagnostic
Medicine, Inc., to use cash collateral.

The Court ordered that the final order authorizing the Debtor's
use of cash collateral retroactive to Jan. 28, 2011, entered on
April 29, 2011, will continue in full force and effect up until
March 31.

The period to challenge the liens of the lenders will also be
extended until Feb. 29.

The status hearing on the continued use of the cash collateral
will be held March 22, at 10:30 a.m.

As of the Petition Date, the Debtor owes Cole Taylor Bank $829,485
in secured loans.  It also owed Cardinal Health 414, LLC,
$3,362,393 under a junior secured loan.

The April 29 order outlined adequate protection provisions for the
Debtor's use of cash collateral as well as events that will cause
termination of the Debtor's use.  The Debtor agreed to make
adequate protection payments, and grant the lenders replacement
security interest and first security interests in the Debtor's
unencumbered assets.

                    About American Diagnostic

Batavia, Illinois-based American Diagnostic Medicine Inc. provides
imaging technologies to hospitals, clinics, cardiologists,
internal medicine groups and other health care providers
throughout the United States.  It filed for Chapter 11 bankruptcy
protection (Bankr. N.D. Ill. Case No. 11-03368) on Jan. 28, 2011.
Joshua D. Greene, Esq., and Michael J. Davis, Esq., at Springer,
Brown, Covey, Gaetner & Davis, serve as the Debtor's bankruptcy
counsel.  In its schedules, the Debtor disclosed $11.3 million in
total assets and $11.1 million in total debts.

An Official Committee of Unsecured Creditors has been appointed in
the case.  The Committee has hired K&L Gates LLP as its counsel.


AMERICAN DIAGNOSTIC: Hearing on Competing Plan Outlines on March 6
------------------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Illinois
will convene a hearing on March 6, 2012, at 10:30 a.m., to
consider the adequacy of the disclosure statements with respect to
the competing Chapter 11 plans for American Diagnostic Medicine,
Inc.  Objections, if any, are due Feb. 29.

The Plan proposed by the Debtor, according to the Disclosure will
ensure that the best likelihood for success and distribution to
creditors.  The Debtor's Plan translates to a 60% to 75%
distribution to holders of allowed unsecured claims.  Under the
Plan, the primary objectives are: (a) maximize distributions to
all creditor groups on a fair and equitable basis; and (b) provide
sufficient funds to restructure the Debtor.  The treatment of
classes 2 and 5 are provided in the alternative under the Debtor's
Plan:

    * In the event that unsecured creditors in class 5 vote to
      accept the Debtor's Plan, Cardinal Health will reduce its
      $4.2 million secured claim to $3 million, which will provide
      sufficient cash flow for the Debtor to distribute $1.2
      million to holders of allowed class 5 claims over a period
      six years per the terms of the earnout notes.  This would
      translate to a 60% to 75% distribution to general unsecured
      claims depending upon the aggregate total of the claims.

    * In the event the class 5 votes to reject the Debtor's Plan,
      the Debtor will pay Cardinal Health the sum of 4.2 million
      over a period of six years, and all of the equity in the
      Reorganized Debtor will vest with Cardinal Health.  If
      creditors reject the Debtor's Plan and if the Debtor's Plan
      is confirmed over their rejection, no distribution will be
      made to Class 5.

The Plan of Reorganization proposed by the Official Committee of
Unsecured Creditors dated Jan. 17, 2012, contemplates the
reorganization of the Debtor as a going concern, the payment in
full of several Classes of creditors on or shortly after the
Effective Date, and the payment of general unsecured claims (as
well as the Allowed claim of Cardinal Health) over time from a
creditors' trust.  This is accomplished through a series of
transactions, including, among others:

   1. Existing ownership interests (equity) in the Debtor are
      canceled and the ADM Creditor Trust becomes the owner of the
      Reorganized Debtor;

   2. The Committee conducts an auction for the "Beneficial
      Interest" in the ADM Creditor Trust (i.e. the right to
      manage the Reorganized Debtor, receive certain payments for
      doing so, and the right to own the Reorganized Debtor after
      it satisfies its obligations to creditors).

   3. The Committee believes the sale of the Beneficial Interest
      will generate a minimum of $300,000 for creditors.  The Sale
      Proceeds will be used to pay down the amounts owed to
      General Unsecured Creditors and Cardinal Health.

   4. The Reorganized Debtor issues two notes to General Unsecured
      Creditors (each for $950,000) and a separate note to
      Cardinal Health (for $3,000,000).  The Cardinal Health Note
      is secured by a first-priority security interest and the
      Unsecured Creditor Notes are secured by a second-priority
      security interest.

   5. The Reorganized Debtor pays off the Notes over not more than
      a five-year period.

   6. Once the Notes have been paid off in full, the purchaser of
      the Beneficial Interest in the ADM Creditor Trust becomes
      the owner of the Reorganized Debtor.

   7. The ADM Creditor Trust also becomes the owner of certain
      Avoidance Actions, including, among others, claims against
      certain of the Debtor's Insiders and Affiliates.  The ADM
      Creditor Trustee pursues the Avoidance Actions for the
      benefit of General Unsecured Creditors in his business
      judgment.

   8. Administrative Claims, Priority Tax Claims, Other Secured
      Claims, and Non-Tax Priority Claims are unimpaired and will
      be paid in full on or as soon as reasonably practical after
      the Effective Date or receive other treatment as set forth
      in the Committee Plan.

The ADM Creditor Trust will be administered by the ADM Creditor
Trustee, who will be appointed by the Committee.  The ADM Creditor
Trustee will, among other things, oversee the operations of the
Reorganized Debtor, pursue Avoidance Actions, receive payments on
the Unsecured Creditor Notes, and make distributions to Holders of
Allowed General Unsecured Claims, in accordance with the Committee
Plan and ADM Creditor Trust Agreement.

The Committee Plan will be financed through a combination of
available cash, sale proceeds, operating profits from the
Reorganized Debtor's future business operations and recoveries
from avoidance actions and causes of action.

A full-text copy of the Debtor's Plan is available for free at
http://bankrupt.com/misc/AMERICAN_DIAGNOSTIC_ds.pdf

A full-text copy of the Committee Plan is available for free at
http://bankrupt.com/misc/AMERICAN_DIAGNOSTIC_ds_committee.pdf

                    About American Diagnostic

Batavia, Illinois-based American Diagnostic Medicine Inc. provides
imaging technologies to hospitals, clinics, cardiologists,
internal medicine groups and other health care providers
throughout the United States.  It filed for Chapter 11 bankruptcy
protection (Bankr. N.D. Ill. Case No. 11-03368) on Jan. 28, 2011.
Joshua D. Greene, Esq., and Michael J. Davis, Esq., at Springer,
Brown, Covey, Gaetner & Davis, serve as the Debtor's bankruptcy
counsel.  In its schedules, the Debtor disclosed $11.3 million in
total assets and $11.1 million in total debts.

An Official Committee of Unsecured Creditors has been appointed in
the case.  The Committee has hired K&L Gates LLP as its counsel.


APPLIED DNA: Incurs $2.4 Million Net Loss in Dec. 31 Quarter
------------------------------------------------------------
Applied DNA Sciences, Inc., filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q reporting a
net loss of $2.41 million on $516,904 of revenue for the three
months ended Dec. 31, 2011, compared with a net loss of
$1.34 million on $317,817 of revenue for the same period a year
ago.

The Company previously disclosed a net loss of $10.51 million on
$968,848 of revenue for the fiscal year ended Sept. 30, 2011,
compared with a net loss of $7.91 million on $519,844 of revenue
during the prior year.

The Company's balance sheet at Dec. 31, 2011, showed $2.52 million
in total assets, $3.87 million in total liabilities, all current,
and a $1.35 million total deficiency in stockholders' equity.

RBSM LLP, in New York, noted in its report on Applied DNA's fiscal
2011 financial results that the Company has suffered recurring
losses and does not have significant cash or other material
assets, nor does it have an established source of revenues
sufficient to cover its operations, which raises substantial doubt
about its ability to continue as a going concern.

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

                        http://is.gd/wA1gPA

                         About Applied DNA

Stony Brook, N.Y.-based Applied DNA Sciences, Inc., is principally
devoted to developing DNA embedded biotechnology security
solutions in the United States.


AS SEEN ON TV: Reports $2.2 Million Net Income in Dec. 31 Qtr.
--------------------------------------------------------------
As Seen On TV, Inc., filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q reporting net income
of $2.24 million on $2.60 million of revenue for the three months
ended Dec. 31, 2011, compared with a net loss of $979,472 on
$391,710 of revenue for the same period a year ago.

The Company reported a net loss of $10.20 million on $3.35 million
of revenue for the nine months ended Dec. 31, 2011, compared with
a net loss of $1.22 million on $848,941 of revenue for the same
period during the prior year.

The Company's balance sheet at Dec. 31, 2011, showed
$13.27 million in total assets, $32.73 million in total
liabilities, all current, and a $19.46 million total stockholders'
deficiency.

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

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

                       http://is.gd/zlLoWr

                       About As Seen on TV

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


ASPEN DENTAL: Moody's Assigns 'B2' to Amended $50MM Facility
------------------------------------------------------------
Moody's Investors Service assigned a B2 rating to the amended $50
million senior secured revolving credit facility (upsized from $35
million) and affirmed the B2 rating of the amended $320 million
senior secured term loan (upsized from $195 million) of Aspen
Dental Management, Inc.  At the same time, Moody's affirmed
Aspen's B2 Corporate Family and Probability of Default Ratings.
The rating outlook is stable.

Proceeds of the term loan increase will be used to make a one-time
dividend distribution to shareholders totaling approximately $127
million. The company is privately-held by PE firms Leonard Green &
Partners, L.P. and Ares Capital.  As part of the proposed
amendment, the revolving credit facility expiration date will be
extended by six months, to April 2016 (from October 2015), while
the term loan maturity of October 2016 will remain unchanged.

Moody's assigned these ratings:

$50 million senior secured revolving credit facility due April
2016, B2 (LGD3, 45%)

Moody's affirmed the following ratings (with LGD point-estimate
revisions):

Senior secured term loan (upsized to $320 million from $195
million) due October 2016, B2 (LGD3, 45%)

Moody's expects to withdraw the following ratings upon close:

$35 million senior secured revolving credit facility due October
2015, B2 (LGD3, 44%)

Ratings Affirmed:

B2 Corporate Family Rating

B2 Probability of Default Rating

All ratings are subject to review of final documentation.

RATINGS RATIONALE

The affirmation of Aspen's B2 Corporate Family Rating reflects
Moody's view that while the incremental debt associated with the
one-time dividend distribution will result in the deterioration of
certain key credit metrics, it is not sufficient to warrant a
downgrade. While Moody's estimate of Aspen's pro forma debt to
EBITDA increases to roughly 5.8 times from 4.4 times as of
December 31, 2011, Moody's expects gradual improvement over the
intermediate-term due to steady EBITDA growth. The ratings also
reflect the company's limited absolute size relative to other
single-B rated companies, based on revenue and earnings. The
company's aggressive de novo growth strategy is expected to
continue to constrain profitability margins and free cash flow.

The ratings are supported by the company's flexibility to reduce
de novo growth if necessary, and its ability to then generate
positive free cash flow that could be used to reduce debt. In
addition, the credit profile benefits from the large population of
people that are underserved in terms of access to dental care,
which Moody's believes supports Aspen's growth prospects.

An upgrade of the ratings in the near-term is unlikely due to the
company's high financial leverage and aggressive financial
policies. In addition, Moody's expects Aspen's aggressive de novo
growth strategy to constrain free cash flow and debt repayment.
However, if over time, the company were to demonstrate stable same
store sales growth such that adjusted leverage were to be
sustained below 4.0 times and free cash flow to debt were to
exceed 10%, Moody's could upgrade the ratings. The ratings could
be downgraded if Aspen, or the DPM industry in general, were to
face an escalation in regulatory or legal risk. As Moody's views
good equity cushion as a key supporter of the ratings, additional
dividends or shareholder friendly initiatives of significance
could also cause the ratings to be downgraded. From a credit
metrics perspective, the ratings could be downgraded if adjusted
debt to EBITDA were to rise above 6 times or free cash flow were
to turn negative.

The principal methodology used in rating Aspen Dental Management,
Inc. was the Global Business & Consumer Service Industry
Methodology published in Octoner 2010. Other methodologies used
include Loss Given Default for Speculative-Grade Non-Financial
Companies in the U.S., Canada and EMEA published in June 2009.

Aspen Dental Management, Inc. ("Aspen"), headquartered in East
Syracuse, New York, provides general dentistry services to
patients through its owned subsidiaries and affiliated
professional corporations ("PC"). The parent company is a dental
practice management company ("DPM") that provides dental lab
services and various business and management services to its
dentists through long-term management services agreements. The
company is privately-held by PE firms Leonard Green & Partners,
L.P. ("LGP") and Ares Capital ("Ares").


ATLANTIC COUNTY: Moody's Cuts Waste Revenue Bond Rating to 'Ba1'
---------------------------------------------------------------
Moody's downgrades the rating on Atlantic County Utility
Authority's Waste Revenue Bonds to Ba1 from Baa3. The outlook is
negative.

Rating Rationale

The rating downgrade to Ba1 reflects the Authority's fourth
consecutive year in which net operating revenues were insufficient
to cover debt service on a sum sufficient basis (net of state debt
service aid subsidy), a healthy liquidity position, solid waste
tonnages that have recovered from declines in prior years,
however, tonnages which have fallen short of budgetary
expectations for a second consecutive year, challenges to the
practical implementation of the county flow control ordinance and
a debt service reserve fund which has been partially drawn on
since 2002.

What could change the rating UP:

The authority's ability to generate sufficient internal revenues
to cover operations and debt service on at least a sum sufficient
basis over a sustained period of time could have a positive effect
on the rating.

What could change the rating DOWN:

Depletion of the authority's healthy liquidity position or
continued debt service coverage on less than a sum sufficient
basis could have a negative effect on the rating.

Legal Security: Net revenues of the solid waste system.
Bondholders additionally benefit from a debt service reserve which
is cash funded, however the reserve has not been fully funded
since the state required the authority to draw from the fund in
2002 leaving a balance of $2.6 million. The authority covenants to
maintain rates sufficient for net revenues to cover debt service
1.10 times.

Derivatives: None.

Outlook

The negative outlook reflects financial and operational challenges
to the authority and it's ability to collect sufficient waste to
generate revenues to cover debt service on a sum sufficient basis
under the current flow control ordinance.

STRENGTHS:

-Strong cash position with days cash on hand at 585 days

-The county wide flow control ordinance implemented in October of
2010 has enabled the authority to redirect solid waste streams to
authority owned landfills thereby increasing the amount of
annually recurring revenues to the authority

CHALLENGES:

-The authority has relied on state debt service aid to generate
sufficient revenues to meet ongoing operations including capital
improvements and annual repayment of debt service since 1999

-The current flow control ordinance permits the disposal of
commercial waste within authority owned landfill or to landfills
out of state and the authority's largest hauler began disposing of
this waste out of state in October 2011. The authority is revising
the current ordinance to address this loophole, however, timing of
successful implementation could be delayed

-Net revenues, net of state debt service aid, have dropped to
below sum sufficiency for a fourth consecutive year


BAY THREE: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------
Debtor: Bay Three Limited, Inc.
        1356 Fischer Blvd
        Toms River, NJ 08753-3088

Bankruptcy Case No.: 12-14083

Chapter 11 Petition Date: February 20, 2012

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

Judge: Raymond T. Lyons Jr.

Debtor's Counsel: Timothy P. Neumann, Esq.
                  BROEGE, NEUMANN, FISCHER & SHAVER
                  25 Abe Voorhees Drive
                  Manasquan, NJ 08736
                  Tel: (732) 223-8484
                  Fax: (732) 223-2416
                  E-mail: tneumann@bnfsbankruptcy.com

Scheduled Assets: $130,705

Scheduled Liabilities: $2,914,038

A list of the Company's 20 largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/njb12-14083.pdf

The petition was signed by Anthony Baiamonte, III, president.


BELTWAY ONE: Keith Harper Approved as Valuation Expert
------------------------------------------------------
The U.S. Bankruptcy Court for the District of Nevada approved
Beltway One Development Group LLC's second amendment to its
application to employ Keith Harper as valuation expert.

The Debtor requested that the Court reaffirm that the Debtor is
authorized to employ Mr. Harper to provide appraisal and valuation
expert services to the Debtor, allowing compensation and
reimbursement of the other fees and expenses to be paid as an
administrative expense.

The amendment was filed following a deposition on Jan. 4, 2012,
when Wells Fargo pointed out to a misstatement that Harper was not
engaged by Wachovia Bank, N.A. to appraise the Debtor's property.
Harper later acknowledged that he was engaged by Wachovia in 2008
to appraise the Debtor's real property and such omission in his
declaration was an "unintentional drafting oversight."

              About Horizon Village Square, et al.

Four related Las Vegas, Nevada-based entities sought Chapter 11
bankruptcy protection on July 13, 2011.  The businesses are owned
or managed by local business people and firms, including Todd
Nigro, Nigro Development LLC, a Nigro family trust and other
investors.

Horizon Village Square LLC (Bankr. D. Nev. Case No. 11-21034) owns
the Vons-anchored Horizon Village Square Shopping Center near
I-515 and Horizon Drive in Henderson.  The property includes five
retail buildings with nearly 43,000 square feet of space.

Ten Saints LLC (Bankr. D. Nev. Case No. 11-21028) owns the 134-
room Hampton Inn & Suites at St. Rose Parkway and Seven Hills
Drive in Henderson.

Beltway One Development Group LLC (Bankr. D. Nev. Case No.
11-21026) owns the Desert Canyon Business Park at Russell Road and
the Las Vegas Beltway. It has two buildings and 15 acres.

Nigro HQ LLC (Bankr. D. Nev. Case No. 11-21014) owns an office
building at 9115 W. Russell Road occupied by Bank of George,
Infinity Plus LLC and Nigro Construction Inc.

Todd Nigro said the four bankruptcies were caused by threatened
foreclosures -- typically related to Wells Fargo Bank demanding
payments to keep loan-to-value ratios at specified levels.

Judge Mike K. Nakagawa presides over the cases.  Lawyers at Gordon
Silver serve as the Debtors' bankruptcy counsel.  The bankruptcy
petitions estimated assets and debts from $1 million to $10
million each for Nigro HQ; and from $10 million to $50 million in
both assets and debts for Horizon Village, Ten Saints and Beltway
One.

A fifth related business, Russell Boulder LLC, filed for
bankruptcy (Bankr. D. Nev. Case No. 10-29724) on Oct. 19, 2010.
It owns the 600-suite Siena Suites extended stay property at
Boulder Highway and Russell Road.

Edward M. Zachary, Esq., at Bryan Cave LLP, in Bryan Cave LLP, in
Phoenix, Ariz., and Robert M. Charles, Jr., Esq., at Lewis and
Roca LLP, in Las Vegas, Nev., represent Wells Fargo Bank, N.A., as
counsel.


BERKELEY DELAWARE: Wants Case Dismissal, Opposes Conversion
-----------------------------------------------------------
Berkeley Delaware Court, LLC, asks the U.S. Bankruptcy Court for
the Southern District of California to:

   -- dismiss its Chapter 11 proceeding; and

   -- abstain and remand adversary proceeding Berkeley Delaware v
      First-Citizens Bank et al., Adversary number 11-90394 LA.

The Debtor relates that its secured creditor received relief from
the stay and has seized its primary assets, making reorganization
impossible at present.  Dismissal, according to the Debtor, would
be in the best interest of the estate, the Debtor and the
creditors.

The Debtor will seek approval of the dismissal motion at a hearing
on Feb. 23, 2012 at 2:30 p.m.

The Debtor opposes a motion to convert or appoint a trustee.

First Citizens Bank & Trust filed a motion to convert the Debtor's
case to one under Chapter 7 of the Bankruptcy Code or appoint a
Chapter 11 trustee in the Debtor's estate.  It asserts that:

   i) the Debtor paid thousands of dollars to professionals it
      retained postpetition without the Court's permission;

  ii) the Debtor's managing member and his family used estate
      property postpetition without any authority to do so and
      without paying for the use; and

iii) the Debtor co-mingled estate and non-estate funds.

In its request to deny FCB&T's proposal, the Debtor explains that:

   1. the movant, FCB&T is not a proper party to bring the Motion,
      its claim having been satisfied in full, it is not a
      creditor and lacks standing;

   2. the moving papers have twisted facts and made unfounded
      allegations to support its motion, obviously in an attempt
      to gain advantage in pending litigation against the bank.

   3. converting the case would be a futile act as there is
      nothing of value that a trustee would want to administer.

                   About Berkeley Delaware Court

San Diego, California-based, Berkeley Delaware Court, LLC, filed
for Chapter 11 protection (Bankr. S.D. Calif. Case No. 11-07128)
of April 29, 2011.  Dennis Winters, Esq., at Winters Law Firm,
represents the Debtor in its restructuring effort.  The Debtor
disclosed $20,000,000 in assets and $13,712,428 in liabilities as
of the Chapter 11 filing.


BORDERS GROUP: Settlement of WARN Suit Approved on Final Basis
--------------------------------------------------------------
Bankruptcy Judge Martin Glenn approved, on a final basis, a
Settlement and Release Agreement of a WARN Act class action
adversary proceeding filed against Borders Group Inc.  Jared
Pinsker, as Class Representative, initiated a putative class
action adversary proceeding on behalf of himself and other
similarly situated former Border employees.  Pursuant to the
Settlement, the Debtors will pay $240,000: (1) $3,000 to Mr.
Pinsker as the class representative; (2) $158,000 to be divided
equally among the Class Members; and (3) $79,000 in attorneys'
fees to counsel for the Class.  Each Class Member is slated to
receive $797.  The Settlement Agreement further provides that each
Class Member that has not opted-out will release any and all
claims he or she may have against the Debtors.  Moreover, if 5% or
more members of the Class decide to opt-out, the Debtors or the
Liquidating Trust, as applicable, have the right to declare the
Settlement null and void.

The case is JARED PINSKER, on behalf of himself and all others
similarly situated, Plaintiff, v. BORDERS, INC., Defendants, Adv.
Proc. No. 11-02586 (Bankr. S.D.N.Y.).  A copy of the Feb. 17, 2012
Memorandum Opinion is available at http://is.gd/3BIufgfrom
Leagle.com.

                        About Borders Group

Borders Group operated book, music and movie superstores and mall
based bookstores under the Borders, Waldenbooks, Borders Express
and Borders Outlet names, as well as Borders-branded airport
stores in the United States.  At Jan. 29, 2011, the Company
operated 639 stores in the United States and 3 in Puerto Rico.
The Company also operated a proprietary e-commerce Web site --
http://www.Borders.com/-- launched in May 2008, which included
both in-store and online e-commerce components.  As of Feb. 11,
2011, Borders employed a total of 6,100 full-time employees,
11,400 part-time employees, and roughly 600 contingent employees.

Borders Group Inc. and its affiliates filed for Chapter 11
protection (Bankr. S.D.N.Y. Case No. Lead Case No. 11-10614) in
Manhattan on Feb. 16, 2011.  David M. Friedman, Esq., David S.
Rosner, Esq., Andrew K. Glenn, Esq., and Jeffrey R. Gleit, Esq.,
at Kasowitz, Benson, Torres & Friedman LLP, in New York, served as
counsel to the Debtors.  Jefferies & Company's Inc. served as the
financial advisor.  DJM Property Management is the lease and real
estate services provider.  AP Services LLC served as the interim
management and restructuring services provider.  The Garden City
Group, Inc., acted as the claims and notice agent.

Attorneys at Morgan, Lewis & Bockius LLP, and Riemer & Braunstein
LLP, served as counsel to the DIP Agents.  Lowenstein Sandler
represented the official unsecured creditors committee for Borders
Group.

The Debtor disclosed $1.28 billion in assets and $1.29 billion in
liabilities as of Dec. 25, 2010.

Borders selected proposals by Hilco and Gordon Brothers to conduct
going out of business sales for all stores after no going concern
offers of higher value were submitted by the deadline.

In January 2012, Borders' First Amended Joint Chapter 11 Plan of
Liquidation became effective, and the Company emerged from Chapter
11 protection.  The Court confirmed the Plan filed by the Debtors
and the Official Committee of Unsecured Creditors at a Dec. 20,
2011 hearing.

The Debtors have been renamed BGI Inc.


BRILEY ENTERPRISES: Case Summary & 7 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: Briley Enterprises of Greenville, Inc.
        fdba Bradford Creek Golf Club, Inc.
        4747 US 264 East
        Greenville, NC 27834

Bankruptcy Case No.: 12-01290

Chapter 11 Petition Date: February 20, 2012

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

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

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

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

A list of the Company's seven largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/nceb12-01290.pdf

The petition was signed by Joseph D. Briley, vice president.


BROADCAST INTERNATIONAL: Gem Partners Retains 9.9% Equity Stake
---------------------------------------------------------------
In an amended Schedule 13G filing with the U.S. Securities and
Exchange Commission, Gem Partners, LP, and its affiliates
disclosed that, as of Dec. 31, 2011, they beneficially own
7,892,788 shares of common stock of Broadcast International, Inc.,
representing 9.9% of the shares outstanding.  Last year, Gem
Partners disclosed ownership of 7,370,097 shares (9.9%) as of Dec.
31, 2010.  A full-text copy of the filing is available at
http://is.gd/KBP45d

                   About Broadcast International

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

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

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

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

                      Bankruptcy Warning

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


BROADCAST INTERNATIONAL: Castlerigg Holds 9.7% Equity Stake
-----------------------------------------------------------
Castlerigg Master Investments Ltd. and its affiliates jointly
filed with the U.S. Securities and Exchange Commission an amended
Schedule 13G disclosing that, as of Dec. 31, 2011, they
beneficially own 7,769,083 shares of common stock of Broadcast
International, Inc., representing 9.7% of the shares outstanding.
A full-text copy of the filing is available at http://is.gd/hFELPI

As previously reported by the TCR, Broadcast International on Dec.
16, 2010, entered into a loan restructuring agreement with
Castlerigg, the holder of its $15.0 million senior secured
convertible note.  The loan restructuring agreement provides that,
subject to and contingent upon the successful closing of a private
offering with proceeds of not less than $8,500,000, the note will
be amended and restated as an unsecured, senior convertible note
in the principal amount of $5.5 million.  The amended and restated
note will mature three years from closing, bear an annual interest
rate of 6.25%, payable semi-annually, and be convertible into
shares of the Company's common stock at a conversion price of
$1.35 per share, subject to adjustment.  The Company is obligated
to pay approximately $343,750, representing the aggregate amount
interest on the amended and restated note through Dec. 31, 2011,
at the closing of the transactions contemplated by the loan
restructuring agreement.

In consideration for amending the note, which currently represents
obligations to repay $15.0 million of principal and approximately
$2.75 million in accrued but unpaid interest, at the Closing, the
holder will receive $2.5 million in cash, payable from the
proceeds of the private offering, and a number of shares of the
Company's common stock equal to $3.5 million divided by the
price per share of common stock paid by the investors in the
private offering.  The holder will also forgive approximately
$6.25 million of principal and accrued interest indebtedness, and
the holder will surrender to the Company for cancellation warrants
to purchase a total of 5,208,333 shares of the Company's common
stock.

                   About Broadcast International

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

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

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

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

                      Bankruptcy Warning

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


BROADCAST INTERNATIONAL: ACT Capital Stake Slightly Down to 5.1%
----------------------------------------------------------------
In an amended Schedule 13G filing with the U.S. Securities and
Exchange Commission, ACT Capital Management, LLLP, and its
affiliates disclosed that, as of Dec. 31, 2011, they beneficially
own 3,916,379 shares of common stock of Broadcast International,
inc., representing 5.1% of the shares outstanding.  ACT previously
disclosed ownership of 4,117,500 shares (5.5% of total shares
outstanding) as of Dec. 31, 2010.  A full-text copy of the latest
regulatory filing is available at http://is.gd/NL9BRY

                   About Broadcast International

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

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

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

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

                       Bankruptcy Warning

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


BURBANK LANDING: Files for Chapter 11 in Baton Rouge
----------------------------------------------------
Burbank Landing Properties, LLC, filed a bare-bones Chapter 11
petition (Bankr. M.D. La. Case No. 12-10191) on Feb. 20, 2012, in
its hometown in Baton Rouge, Louisiana.  It estimated assets and
debts of $10 million to $50 million.

A related entity, B.R.H. Consultants, Inc., filed a Chapter 11
petition (Case No. 12-10193) on the same day.

According to the docket, schedules of assets and liabilities are
due March 5, 2012.  The Debtors are each required to file a
Chapter 11 plan and disclosure statement by due June 19.

The Debtors have filed applications to employ James M. Herpin and
the law firm of Herpin & deGeneres, LLC, as counsel.


BYOB INC: Enforcement Actions Not Subject to Automatic Stay
-----------------------------------------------------------
At the behest of the Montana Department of Revenue, Bankruptcy
Judge Ralph B. Kirscher held that pending state court actions
involving the Revenue Department and the Debtor, and DOR's
administrative enforcement actions against the Debtor based on the
DOR's regulation of alcoholic beverages in Montana, are exempt
from the automatic stay under 11 U.S.C. Sec. 362(b)(4) under the
DOR's "police and regulatory power."  A copy of the Court's Feb.
17, 2012 Memorandum Of Decision is available at
http://is.gd/lEhAxvfrom Leagle.com.

B.Y.O.B. Inc. filed for Chapter 11 bankruptcy (Bankr. D. Mont.
Case No. 11-62347) on Dec. 23, 2011.  It scheduled total assets of
$304,640.34 and liabilities of $690,962.05.  The Montana
Department of Revenue is the largest creditor listed on Schedule D
with a claim in an amount stated of $275,000 secured by a
statutory lien and inventory with a value stated in the amount of
$172,642.78.


CEMTREX INC: Delays Form 10-Q for Dec. 31 Quarter
-------------------------------------------------
Cemtrex, Inc., was unable to file its Quarterly Report  on Form
10-Q for its three-month period ended Dec. 31, 2011, by the
prescribed date of Feb. 14, 2012, due to a delay with finalizing
its results of operations for that period.  The Company intends to
file the quarterly report by Feb. 22, 2012.

                        About Cemtrex, Inc.

Farmingdale, N.Y.-based Cemtrex, Inc., is engaged in manufacturing
and selling the most advanced instruments for emission monitoring
of particulate, opacity, mercury, sulfur dioxide, nitrogen oxides,
etc.  Cemtrex also provides turnkey services for carbon creation
projects from abatement of greenhouse gases pursuant to Kyoto
protocol and assists project owners in selling of carbon credits
globally.  The Company's products are sold to power plants,
refineries, chemical plants, cement plants & other industries
including federal and state governmental agencies.

The Company's balance sheet at Sept. 30, 2011, showed
$2.42 million in total assets, $2.33 million in total liabilities,
and $94,486 in total stockholders' equity.

Gruber & Company, LLC, in Saint Louis, Missouri, did not include a
going concern qualification in its report on the Company's fiscal
2011 financial results.

As reported in the Troubled Company Reporter on Jan. 21, 2011,
Gruber & Company, LLC, in Saint Louis, Mo., expressed substantial
doubt about Cemtrex's ability to continue as a going concern,
following the Company's results for the fiscal year ended
Sept. 30, 2010.  The independent auditors noted that the Company
has a negative equity and negative working capital.

Cemtrex reported net income of $1.01 million on $13.73 million of
revenue for the 12 months ended Sept. 30, 2011, compared with a
net loss of $1.02 million on $3.30 million of revenue during the
prior year.


CHURCH STREET: Small Smiles in Chapter 11, Has $12MM DIP Loan
-------------------------------------------------------------
Church Street Health Management, LLC, formerly doing business as
Sanus Holdings LLC and FORBA Holdings, LLC, filed a bare-bones
Chapter 11 petition (Bankr. M.D. Tenn. Case No. 3:12-bk-01573) in
Nashville, Tennessee on Feb. 20, 2012.  The Debtor estimated
assets and debts of up to $500 million.

A filing indicates that related debtors are Small Smiles Holding
Company, LLC, Forba NY, LLC, EEHC, Inc., and Forba Services, LLC.

The Company operates Small Smiles Dental Centers, whose 67 clinics
have treated more than 1 million underprivileged children.  Dow
Jones' Daily Bankruptcy Review notes the Company has been the
target of a government investigation and a television news expose.
Dow Jones says the Company filed for Chapter 11 to begin the
process of selling its operations to repay its debts.

The Debtor has engaged Waller Lansden Dortch & Davis, LLP as
bankruptcy counsel, and Alvarez & Marsal Healthcare Industry
Group, LLC, as financial and restructuring advisor.  Martin
McGahan, a managing director at A&M, will serve as chief
restructuring officer of Church Street.

According to the resolution authorizing the bankruptcy filing, the
Debtor intends to enter into a DIP credit agreement with lenders
led by Garrison Loan Agency Services, LLC.  The credit agreement
will provide the Debtor with up to an aggregate principal amount
of $12 million in a revolving credit facility.


CLARENDON HOLDINGS: Can Implement Plan After Challenge Rejected
---------------------------------------------------------------
Clarendon Holdings, LLC, may proceed with the implementation of
its Chapter 11 plan of reorganization and exit bankruptcy
protection after the U.S. District Court for the Northern District
of Carolina denied a motion filed by Gateway Bank and Trust
Company to stay the confirmation order pending a resolution of its
appeal of the order.

Gateway seeks to stay the bankruptcy court's order confirming a
"dirt for debt" plan in which the debtor will surrender to Gateway
the real property that serves as collateral for Gateway's secured
lien.  Under the plan, the debtor will receive a credit equal to
the fair market value of the real property, with the deficiency
being treated as an unsecured claim.  Gateway contends that the
plan is not fair and equitable because it fails to provide Gateway
with the indubitable equivalent of its claim.  Gateway maintains
that the property should be valued based on its liquidation value
and that absent a stay, the debtor will make pro rata
distributions to its unsecured creditors to the detriment of
Gateway.

Senior District Judge Malcolm J. Howard said Gateway has not
demonstrated that it is likely to suffer irreparable harm absent a
stay of the bankruptcy court's order.

On Dec. 20, 2011, the bankruptcy court entered an order confirming
the Chapter 11 plan.

A copy of the District Court's Feb. 14, 2012 Order is available at
http://is.gd/OWM9Gpfrom Leagle.com.

Gateway Bank and Trust Company is represented by Lisa P. Sumner,
Esq., and David M. Warren, Esq. -- lsumner@poynerspruill.com and
dwarren@poynerspruill.com -- at Poyner Spruill LLP.

                     About Clarendon Holdings

Wilmington, North Carolina-based Clarendon Holdings, LLC -- aka
FST LLC, Pentagon Holdings LLC, and Mulberry Holdings, LLC --
filed a Chapter 11 petition (Bankr. E.D.N.C. Case No. 11-02479) on
March 31, 2011.  Clarendon owns real property located at 230 North
Second Street, Wilmington, North Carolina.  Judge Stephani W.
Humrickhouse presides over the case.  George M. Oliver, Esq., at
Oliver & Friesen, PLLC, serves as the Debtor's counsel. In its
petition, the Debtor estimated $1 million to $10 million in assets
and debts.  The petition was signed by Todd J. Toconis,
member/manager.

Affiliate Bannerman Holdings, LLC, filed for Chapter 11 (Bankr.
E.D.N.C. Case No. 10-01053) on Feb. 12, 2010.


COMARCO INC: Dimensional Fund Stake Down to 0.26%
-------------------------------------------------
In an amended Schedule 13G filing with the U.S. Securities and
Exchange Commission, Dimensional Fund Advisors LP disclosed that,
as of Dec. 31, 2011, it beneficially owns 19,419 shares of common
stock of Comarco Inc. representing 0.26% of the shares
outstanding.  A full-text copy of the filing is available for free
at http://is.gd/pshs0U

                        About Comarco Inc.

Based in Lake Forest, California, Comarco, Inc. (OTC: CMRO)
-- http://www.comarco.com/-- is a provider of innovative,
patented mobile power solutions that can be used to power and
charge notebook computers, mobile phones, and many other
rechargeable mobile devices with a single device.

For the nine months ended Oct. 31, 2011, the Company has reported
a net loss $3,954,000 on $7,128,000 of revenue, compared with a
net loss of $2,623,000 on $25,781,000 of revenue for nine months
ended Oct. 31, 2010.

The Company's balance sheet at Oct. 31, 2011, showed $5,051,000 in
total assets, $5,065,000 in total liabilities, and a stockholders'
deficit of $14,000.

As reported in the TCR on May 3, 2011, BDO USA, LLP, in Costa
Mesa, California, expressed substantial doubt about Comarco's
ability to continue as a going concern, following the Company's
results for the fiscal year ended Jan. 31, 2011.  The independent
auditors noted that the Company has suffered recurring losses from
operations, has had declining working capital and uncertainties
surrounding the Company's ability to borrow under its credit
facility.


COMSTOCK MINING: Peter Palmedo Discloses 15% Equity Stake
---------------------------------------------------------
In an amended Schedule 13G filing with the U.S. Securities and
Exchange Commission, Peter F. Palmedo and his affiliates disclosed
that, as of Dec. 31, 2011, they beneficially own 4,981,037 shares
of common stock of Comstock Mining Inc. representing 15.07% of the
shares outstanding.  A full-text copy of the regulatory filing is
available for free at http://is.gd/i18dHr

                       About Comstock Mining

Virginia City, Nev.-based Comstock Mining Inc. is a Nevada-based,
gold and silver mining company with extensive, contiguous property
in the historic Comstock district.  The Company began acquiring
properties in the Comstock in 2003.  Since then, the Company has
consolidated a substantial portion of the Comstock district,
secured permits, built an infrastructure and brought the
exploration project into test mining production.  The Company
continues acquiring additional properties in the Comstock
district, expanding its footprint and creating opportunities for
exploration and mining.  The goal of the Company's strategic plan
is to deliver stockholder value by validating qualified resources
(measured and indicated) and reserves (probable and proven) of
3,250,000 gold equivalent ounces by 2013, and commencing
commercial mining and processing operations by 2011, with annual
production rates of 20,000 gold equivalent ounces.

The Company reported a net loss of $60.32 million for the year
ended Dec. 31, 2010, compared with a net loss of $6.06 million
during the prior year.  The Company had no revenues from
operations for the years ended Dec. 31, 2010 and 2009.

The Company reported a net loss of $9.10 million on $299,246
of hotel revenue for the nine months ended Sept. 30, 2011,
compared with a net loss of $26.63 million on $0 of revenue for
the same period during the prior year.

The Company's balance sheet at Sept. 30, 2011, showed $26.57
million in total assets, $10.01 million in total liabilities and
$16.55 million in total stockholders' equity.


CONFORCE INTERNATIONAL: Incurs $1.2-Mil. Net Loss in Dec. 31 Qtr.
-----------------------------------------------------------------
Conforce International, Inc., filed with the U.S. Securities and
Exchange Commission its Quarterly Report on Form 10-Q reporting a
net loss of US$1.20 million on US$33,152 of product revenue for
the three months ended Dec. 31, 2011, compared with a net loss of
US$608,138 on US$14,810 of product revenue for the same period a
year ago.

The Company reported a net loss of US$2.85 million on US$87,953 of
product revenue for the nine months ended Dec. 31, 2011, compared
with a net loss of US$1.01 million on US$70,529 of product revenue
for the same period during the prior year.

The Company reported a net loss of $2.1 million on $305,824 of
revenue for the fiscal year ended March 31, 2011, compared with a
net loss of $729,903 on $920,937 on revenue for the fiscal year
ended March 31, 2010.

The Company's balance sheet at Dec. 31, 2011, showed US$6 million
in total assets, $2.20 million in total liabilities and
US$3.79 million in shareholders' equity.

BDO Canada LLP expressed substantial doubt about ability to
continue as a going concern.  The independent auditors noted that
the Company has incurred recurring losses.

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

                       http://is.gd/JjUTgK

                   About Conforce International

Headquartered in Concord, Ontario, Canada, Conforce International,
Inc., has been in the shipping container business repairing,
selling or storing containers for over 25 years.  The Company has
been engaged in the research and development of a polymer based
composite shipping container and highway trailer flooring product.
As a result, the Company has developed EKO-FLOR.  The Company is
now outfitting its new manufacturing facility in Peru, Indiana for
the production of EKO-FLOR for the North American highway trailer
market.


COTTONWOOD CORNERS: Court Rejects Amended Exit Plan
---------------------------------------------------
Bankruptcy Judge Robert H. Jacobvitz denied confirmation of
Cottonwood Corners Phase V LLC's amended Chapter 11 plan.
Jefferson-Pilot Investments, Inc., Cottonwood's largest creditor,
had opposed confirmation.  Judge Jacobvitz said JPI is entitled to
interest on reimbursable expenses and attorneys' fees it incurred
pursuant to a 2007 note and mortgage, and to post-petition
interest at the default rate while the chapter 11 case is pending
prior to the effective date of a plan.  Because the class
containing JPI's claim is impaired, Cottonwood must satisfy the
requirements of 11 U.S.C. Sec. 1129(b) with respect to that class.
Under the Plan, as currently formulated, the cram down rate of
interest is 7% per annum.

The Court also held the Plan as currently formulated, the Plan is
not feasible; nor has Cottonwood satisfied the fair and equitable
requirements of 11 U.S.C. Sections 1129(b)(1) and
1129(b)(2)(A)(iii) under the Plan's current formulation.

JPI claims that Cottonwood owes it $4,760,819 as of Jan. 31, 2012,
which includes $4,156,879.34 owed as of the Petition Date.  The
Plan contains two alternatives for treating JPI's claim, which JPI
may choose at its option.  Under Option 1, JPI's loan would be de-
accelerated.  The original payment terms and non-default interest
rate of 5.86% per annum would be reinstated as to the portion of
the debt owed not included in the "arrearage," as defined in the
Plan.  Cottonwood would cure the arrearage over a period of 5.75
years in equal quarterly payments.

Under Option 2, Cottonwood would pay the entire balance of the
indebtedness owed by Cottonwood to JPI two years after the Plan
effective date.  A member of RSF Land & Cattle Company, LLC, which
is itself a member of Cottonwood, would deposit $1 million in cash
or negotiable instruments to be used as additional collateral or
capital to facilitate a refinancing to effectuate the payoff of
JPI.  The Plan does not identify the member of RSF, or where or
when the deposit would be made.  If Cottonwood failed to pay as
agreed, the deed would be delivered to JPI and recorded.
Recordation of the deed would constitute payment in full to JPI.

On Jan. 30, 2007, Cottonwood borrowed $3.5 million from JPI to
fund the buyout of a building and related improvements made by
Circuit City Stores West Coast, Inc., on the property owned by
Cottonwood.

The Debtor filed an Amended Plan of Reorganization on Oct. 7,
2011.  The Court held confirmation hearings on Jan. 25 and 26,
2012.  The parties filed post-hearing briefs on Feb. 7, 2012.

In its ruling, the Court held that Cottonwood may file a new plan
or a further modification to the Plan.

A copy of the Court's Feb. 17, 2012 Memorandum Opinion is
available at http://is.gd/5Ue0TPfrom Leagle.com.

                         About Cottonwood

Cottonwood Corners Phase V LLC is a New Mexico limited liability
company owned 83% by RSF Land & Cattle Company LLC and 17% by SED
CAP.  Its main asset is a pad within a larger shopping center in
Albuquerque, New Mexico.

Cottonwood filed for Chapter 11 bankruptcy (Bankr. D. N.M. Case
No. 11-12663) on June 8, 2011.  Daniel J. Behles, Esq., at Moore,
Berkson & Gandarilla, P.C., serves as the Debtor's counsel.  In
its petition, the Debtor estimated $1 million to $10 million in
assets and debts.  The petition was signed by David S. Smoak,
president.

Faye B. Feinstein, Esq., and Lauren Nachinson, Esq. --
faye.feinstein@quarles.com and lauren.nachinson@quarles.com -- at
Quarles & Brady LLP, in Chicago, argue for Jefferson-Pilot
Investments, Inc.  William R. Keleher, Esq., serves as JPI's local
counsel.


CREDITRON FINANCIAL: Trustee Claims $4.5 Million From Covattos
--------------------------------------------------------------
Ed Palattella at Erie Times-News reports that the trustee
appointed to oversee the case of Telatron Marketing Group Inc. is
pursuing the former owners, Alfred D. and Joyce M. Covatto, for
$4.5 million in costs and expenses that the trustee is alleging
grew out of fraud by the Covattos while they ran the Erie
telemarketing firm.

According to the report, of the $4.5 million, the trustee claims
$727,082 is related to what he says was Telatron's relationship
with Unicredit America Inc., the now-defunct Erie debt-collection
agency accused of using a fake courtroom to intimidate debtors.
The state Attorney General's Office is suing Unicredit -- whose
now-former president is Alfred Covatto's son -- in a consumer-
protection case in Erie County Court.

The report relates that the Telatron trustee said it wants to use
the $4.5 million to help pay Telatron's creditors, which include
the Internal Revenue Service, whose claims total $2.4 million in
unpaid taxes, and the Pennsylvania Department of Revenue, whose
claims total $1.2 million in unpaid taxes.  The sale of Telatron
in January did not raise enough money to pay the taxing
authorities and other creditors in full.

The report says the $4.5 million claim is related to what the
trustee, John Melaragno, described in court records as "fraudulent
transfers."  Mr. Melaragno is claiming the $4.5 million is due to
"excess rent and other costs paid on behalf of insiders of
Creditron" while the Covattos were in charge, according to court
records.  Creditron Financial Corp. did business as Telatron.

The Covattos are disputing the $4.5 million claim, but are
proposing to pay 5% of the amount -- or $223,469 -- over five
years, according to court records, the report says.

Erie Times-News relates that the Covattos have also filed for
bankruptcy, and they are facing claims of their own.  They are
proposing to raise money to settle the debts by, among other
things, selling their house, and by using Alfred Covatto's Social
Security benefits, according to documents filed in U.S. Bankruptcy
Court in Erie.  The proposals are subject to approval by the
creditors and Chief U.S. Bankruptcy Judge Thomas P. Agresti.

The report says the Covattos lack enough assets to cover all the
claims against them and Telatron.  When they filed for personal
Chapter 11 bankruptcy, in May, they disclosed debts of $918,442,
including $851,305 in taxes.  Those debts exclude the $4.5 million
claim.  The Covattos' assets now amount to $2.7 million.

Based in Erie, Pennsylvania, Creditron Financial Corporation dba
Telatron Marketing Group Inc. filed for Chapter 11 bankruptcy
protection (Bankr. W.D. Penn. Case No. 08-11289) on July 3, 2008.
Stephen H. Hutzelman, Esq., at Plate Shapira Hutzelman Berlin May,
et al., represents the Debtor.  The Debtor disclosed $3 million in
total assets, and $4.8 million in total liabilities in its
bankruptcy petition.

A private business from New York City, Y & Y Holdings LLC, bought
Telatron's assets for $600,000 and renamed it Agility Marketing
Inc.


CRYOPORT INC: Enable Global Discloses 6.9% Equity Stake
-------------------------------------------------------
In an amended Schedule 13G filing with the U.S. Securities and
Exchange Commission, Enable Global Capital, LLC, and its
affiliates disclosed that, as of Dec. 31, 2011, they beneficially
own 2,099,754 shares of common stock of CryoPort, Inc.,
representing 6.9% of the shares outstanding.  Enable previously
disclosed ownership of 838,982 shares (roughly 9.9% of the stock
outstanding) as of Feb. 25, 2010.  A full-text copy of the latest
filing is available for free at http://is.gd/VWdNHx

                        About CryoPort Inc.

Headquartered in Lake Forest, Calif., CryoPort, Inc. (OTC BB:
CYRXD) -- http://www.cryoport.com/-- provides innovative cold
chain frozen shipping system dedicated to providing superior,
affordable cryogenic shipping solutions that ensure the safety,
status and temperature of high value, temperature sensitive
materials.  The Company has developed a line of cost-effective
reusable cryogenic transport containers capable of transporting
biological, environmental and other temperature sensitive
materials at temperatures below 0-degree Celsius.

KMJ Corbin & Company LLP expressed substantial doubt about
CryoPort's ability to continue as a going concern, following
the Company's fiscal 2009 results.  The firm noted that the
Company has incurred recurring losses and negative cash flows from
operations since inception.

The Company's balance sheet at Sept. 30, 2011, showed
$6.43 million in total assets, $3.92 million in total liabilities,
and $2.50 million in total stockholders' equity.


CYBERDEFENDER CORP: John Combias Holds 6.1% Equity Stake
--------------------------------------------------------
In a Schedule 13G filing with the U.S. Securities and Exchange
Commission, John A. Combias disclosed that, as of Dec. 31, 2011,
he beneficially owns 1,758,823 shares of common stock of
Cyberdefender Corporation representing 6.14% of the shares
outstanding.  A full-text copy of the filing is available for free
at http://is.gd/ZKILOo

                        About CyberDefender

Los Angeles, Calif.-based CyberDefender Corporation is a provider
of remote LiveTech services and security and computer optimization
software and to the consumer and small business market.  The
Company's mission is to bring to market advanced solutions to
protect computer users against Internet viruses, spyware, identity
theft and related security threats.

The Company reported a net loss of $17.58 million on $39.88
million of total net revenue for the nine months ended Sept. 30,
2011, compared with a net loss of $31.21 million on $31.93 million
of total net revenue for the same period a year ago.

The Company's balance sheet at Sept. 30, 2011, showed
$7.96 million in total assets, $42.54 million in total
liabilities, and a $34.58 million total stockholders' deficit.

                         Bankruptcy Warning

During the third quarter, the Company closed two private offerings
of subordinated convertible promissory notes to accredited
investors, totaling $3.2 million with a commitment for another
$2.0 million.  The Company believes, but cannot insure, that the
$5.2 million will be sufficient to permit the Company to continue
to operate until it can secure the additional financing that it
requires to continue to operate as a going concern and to repay
the approximately $11.7 million of debt owed to GR Match, LLC, due
on March 31, 2012.  The accompanying financial statements have
been prepared assuming that the Company will continue as a going
concern; however, if additional financing is not secured, it would
raise substantial doubt about the Company's ability to continue as
a going concern.

The Company is presently engaged in active discussions with
existing and prospective investors to secure additional financing,
but there are no commitments at this time and the Company can give
no assurance that the additional financing can be secured on
favorable terms, or at all.  If the Company cannot obtain
additional financing, the Company may be forced to further curtail
its operations, or possibly be forced to evaluate a sale of the
Company or consider other alternatives, such as bankruptcy.


DEX ONE: Restructuring Capital Discloses 9.7% Equity Stake
----------------------------------------------------------
In a Schedule 13G filing with the U.S. Securities and Exchange
Commission, Restructuring Capital Associates, L.P., and  
James D. Bennett disclosed that, as of Dec. 31, 2011, they
beneficially own 4,873,043 shares of common stock of Dex One
Corporation representing 9.7% of the shares outstanding.  A full-
text copy of the filing is available at http://is.gd/2OF9bM

                           About Dex One

Dex One, headquartered in Cary, North Carolina, is a local
business marketing services company that includes print
directories and online voice and mobile search.  Revenue was
approximately $1.1 billion for the LTM period ended Sept. 30,
2010.

R.H. Donnelley Corp. and 19 of its affiliates, including Dex
Media East LLC, Dex Media West LLC and Dex Media Inc., filed for
Chapter 11 protection on May 28, 2009 (Bank. D. Del. Case No. 09-
11833 through 09-11852).  They emerged from bankruptcy on Jan. 29,
2010.  On the Effective Date and in connection with its emergence
from Chapter 11, RHD was renamed Dex One Corporation.

                           *     *     *

As reported by the TCR on Nov. 21, 2011, Standard & Poor's Ratings
Services lowered its ratings on Dex One Corp. and related entities
to 'CCC+' from 'B-'.

"The rating action is based on Dex One Corp.'s continued weak
operating performance and its announcement that it is exploring a
potential amendment, which would allow subpar repurchases of its
term debt," said Standard & Poor's credit analyst Chris Valentine.
He explained, "The term loan is trading at a very significant
discount to the par value, which we believe suggests a high
probability of a subpar buyback sometime over the next 12 months.
Under Standard & Poor's criteria, we would view these subpar
buybacks as tantamount to a default."

In the Oct. 10, 2011, edition of the TCR, Moody's Investors
Service has downgraded the corporate family rating (CFR) for Dex
One Corporation's ("Dex One" or "the company") to B3 from B1.  The
downgrade reflects Moody's doubts that the company will be able to
transition its business away from a reliance on print directories
quickly enough to stabilize its revenues and earnings.
Consequently, Moody's expects that the relatively robust levels of
free cash flow that the company is currently generating will
decline at an accelerating pace over time. Moody's ratings outlook
for Dex One remains negative.


DIGITALGLOBE INC: Moody's Affirms 'Ba3'; Outlook Now Negative
-------------------------------------------------------------
Moody's Investors Service has changed the outlook of DigitalGlobe
Inc.'s ratings to negative from stable based on increasing risk
that the US government will seek to renegotiate the terms of its
EnhancedView contract with the company. The status of
DigitalGlobe's US government contracts are intertwined with
election year budget deliberations and expected delivery of a
study of the entire EnhancedView satellite imagery program by the
Obama administration in April. A possible reduction in US
government revenues may lead the company to tap its revolver to
complete the construction of its WorldView-3 satellite, expected
to be deployed in 2014, thereby increasing credit risk. As part of
the rating action, Moody's affirmed the company's Ba3 corporate
family rating ("CFR") and B1 probability of default rating
("PDR"). In addition, due to the uncertainty of the
appropriations, Moody's downgraded the company's liquidity rating
to SGL-2 from SGL-1 as the Moody's anticipates less cash headroom
if the US government contracts are curtailed. Moody's estimates
that DigitalGlobe in aggregate, receives 61% of its revenues from
the US Government.

In August, 2010, DigitalGlobe received a $2.8 billion National
Geospatial-Intelligence Agency ("NGA") award in a series of ten
one-year contracts, which includes a Service Level Agreement
("SLA") for $2.8 billion over 10 years for satellite imagery
collected on the company's existing satellites along with revenue
commitments on imagery collected from future satellites. The
contracts are subject to ongoing reviews by the NGA, with the
budgets dependent on Congressional appropriations. As a condition
of the EnhancedView contract award, DigitalGlobe is constructing
the next-generation WorldView-3 satellite. The company estimates
that it will have about $650 million in EnhancedView related
capital expenditures, of which approximately $215 million has been
spent through the third quarter of 2011.

Moody's has taken these rating actions:

   Issuer: DigitalGlobe, Inc.

   -- Corporate Family Rating, Affirmed Ba3

   -- Probability of Default Rating, Affirmed B1

   -- $100 million Senior Secured Revolver due 2016, Affirmed Ba3
      (LGD3-34%)

   -- Senior Secured Term Loan due 2018, Affirmed Ba3 (LGD3-34%)

   -- Speculative Grade Liquidity Rating, Changed to SGL-2 from
      SGL-1

   -- Outlook, Changed to Negative from Stable

RATINGS RATIONALE

DigitalGlobe's Ba3 rating largely reflects the uncertainty of
future EnhancedView appropriations and potential reduction in the
company's financial flexibility until the construction of its
WorldView-3 satellite is complete. Given the specialized nature of
the high-resolution imagery satellites, Moody's believe that
DigitalGlobe cannot moderate the pace of the construction, and the
company will continue to invest capital heavily through 2014. The
company may alleviate the estimated $50 million to $70 million in
launch costs if it decides to keep the satellite on the ground for
a later deployment.

The ratings are supported by the increasing needs for high
resolution surveillance and mapping applications by the various
arms of the US Government. Also, in the event of a budget impasse,
under "continuing resolutions" provisions, the payments revert to
previous fiscal year's levels, which would preserve DigitalGlobe's
US government revenue stream through 2012. The specialized
products and services provided by commercial imagery providers are
difficult to replicate, and the DoD does not have spare capacity
on its classified imagery satellites to replace the current
service. Thus, while there is high probability that the negotiated
payments beyond 2012 will be reduced, the risk of a full
elimination of the EnhancedView program that governs the DoD's
purchases of commercial satellite imagery is minimal.

In 2010, when the EnhancedView awards were announced to
DigitalGlobe and peer commercial imagery provider GeoEye, the NGA
voiced strong support for the industry, as well as a desire to
maintain two private industry participants to diversify the
sourcing of global imagery. However, with the escalating US budget
deficit, Department of Defense ("DoD") programs are among the most
visible items to cut, and Moody's is not convinced that the same
support for two players exists in the current deliberations.
Therefore, in addition to possible absolute contract cuts, the NGA
allocations may favor one company over the other. As both
companies are building new satellites, the NGA decision may render
one of the two new satellites commercially untenable in the near
term.

DigitalGlobe's SGL-2 liquidity rating indicates good liquidity.
Over the 4-quarter horizon to December 31, 2012 DigitalGlobe's
main source of liquidity is expected to be cash on hand, which was
about $210 million at September 30, 2011. The company also has a
$100 million revolving credit facility which is undrawn.

What Could Change the Rating - Up

Upward rating momentum and/or outlook stabilization will occur if
the US budget deliberations result in the confirmation of the
expected revenue streams which carries the company over to a
successful launch and deployment of the new satellite.
Additionally, ratings may be raised if the company diversifies its
revenues away from the US government, and the resulting cash flow
augments the company's liquidity while free cash flow generation
reaches over $150mm per year.

What Could Change the Rating - Down

Rating downgrades would be driven by unfavorable DoD budget
outcome which would significantly curtail US government revenues,
and if the company is unable to replenish those revenues from
other customers. Given the high technology risk endemic in the
company's business model, ratings would come under pressure if
there is a significant impairment of assets in space that is not
covered by insurance.

The principal methodology used in rating DigitalGlobe, Inc. was
the Global Aerospace and Defense Industry Methodology published in
June 2010. Other methodologies used include Loss Given Default for
Speculative-Grade Non-Financial Companies in the U.S., Canada and
EMEA published in June 2009.

Headquartered in Longmont, Colorado, DigitalGlobe is a commercial
satellite imagery company which operates a constellation of three
Earth imaging satellites - QuickBird, WorldView-1, and WorldView-
2. DigitalGlobe is one of two US-based companies (along with
GeoEye Inc) operating in this industry. DigitalGlobe generated
$324 million in revenues for twelve months ending September 30,
2011.


DREIER LLP: Trustee Taps BDO USA for Solvency Related Issues
------------------------------------------------------------
Sheila M. Gowan, Chapter 11 trustee for Dreier LLP, asks the U.S.
Bankruptcy Court for the Southern District of New York for
permission to employ BDO USA, LLP, as special financial advisor in
connection with solvency related issues, nunc pro tunc to Jan. 23,
2012.

In the fourth quarter of 2010, the trustee, through Diamond
McCarthy LLP and her special counsel ASK Financial LLP, commenced
approximately 50 adversary proceedings to recover fraudulent
and/or preferential transfers.  In many of the Adversary
Proceedings, the solvency of the Debtor has been raised as a
defense.

The trustee and various defendants in the Adversary Proceedings
have entered into scheduling stipulations which require, inter
alia, that the parties make the expert witness disclosures
required by Bankruptcy Rule 7026(a)(2) no later than May 13, 2012.

The trustee explains that prosecution of the Adversary Proceedings
requires the trustee to present expert testimony on the Debtor's
insolvency, and DSI has informed the trustee that it does not wish
to act as a testifying expert on that issue.  The trustee
therefore applies for an order authorizing the employment of BDO
as special financial advisor in connection with solvency related
issues for the purposes set for.

The trustee submits that it is necessary to retain BDO to, inter
alia:

   a. provide assistance in reviewing and analyzing financial
      information and other relevant data relating to the Debtor;

   b. perform forensic and financial analyses, including but not
      limited to the evaluation of solvency, avoidance actions,
      fraudulent conveyances and related party claims;

   c. provide an expert report and possible testimony regarding
      the financial condition of the Debtor at all relevant times;
      and

   d. assist counsel in preparing for any depositions and court
      hearings as requested.

BDO's hourly rates for calendar year 2012 range from $150 to $795
per hour.  BDO has agreed to cap its fees for its highest billed
professional at $625 per hour for the engagement.

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

The trustee is represented by:

         Howard D. Ressler, Esq.
         Stephen T. Loden, Esq.
         DIAMOND McCARTHY LLP
         620 Eighth Avenue, 39th Floor
         New York, NY 10018
         Tel: (212) 430-5400
         Fax: (212) 430-5499
         E-mail: hressler@diamondmccarthy.com

                 About Marc Dreier and Dreier LLP

Marc Dreier founded New York-based law firm Dreier LLP --
http://www.dreierllp.com/-- in 1996.  On Dec. 8, 2008, the U.S.
Securities and Exchange Commission filed a suit, alleging that Mr.
Dreier made fraudulent offers and sales of securities in several
cities, selling fake promissory notes to hedge and other private
investment funds.  The SEC asserted that Mr. Dreier also
distributed phony financial statements and audit opinions, and
recruited accomplices in connection with that scheme.  Mr. Dreier,
currently in prison, was charged by the U.S. government for
conspiracy, securities fraud and wire fraud (S.D.N.Y. Case No.
09-cr-00085).

Dreier LLP sought Chapter 11 protection (Bankr. S.D.N.Y. Case No.
08-15051) on Dec. 16, 2008.  Stephen J. Shimshak, Esq., at Paul,
Weiss, Rifkind, Wharton & Garrison LLP, was tapped as counsel.
The Debtor estimated assets of $100 million to $500 million, and
debts between $10 million and $50 million in its Chapter 11
petition.

Sheila M. Gowan, a partner with Diamond McCarthy, was appointed
Chapter 11 trustee for the Dreier law firm.  Ms. Gowan is
represented by Jason Porter, Esq., at Diamond McCarthy LLP.

Wachovia Bank National Association, the Dreier LLP Chapter 11
trustee, and Steven J. Reisman as post-confirmation representative
of the bankruptcy estate of 360networks (USA) Inc. signed a
petition that put Mr. Dreier into bankruptcy under Chapter 7 on
Jan. 26, 2009 (Bankr. S.D.N.Y. Case No. 09-10371).  Mr. Dreier,
60, pleaded guilty to fraud and other charges in May 2009.  The
scheme to sell $700 million in fake notes unraveled in late 2008.
Mr. Dreier is serving a 20-year sentence in a federal prison in
Minneapolis.


DRYSHIPS INC: Owns 73.9% of Ocean Rig Outstanding Common Stock
--------------------------------------------------------------
DryShips Inc. filed with the U.S. Securities and Exchange
Commission a Schedule 13G disclosing that, as of Dec. 31, 2011, it
beneficially owns 97,301,755 shares of common stock of Ocean Rig
UDW Inc. representing 73.9% of the shares outstanding.  A full-
text copy of the filing is available at http://is.gd/f5c66N

                         About DryShips Inc.

Based in Greece, DryShips Inc. -- http://www.dryships.com/--
-- owns and operates drybulk carriers and offshore oil
deep water drilling units that operate worldwide.  As of Sept. 10,
2010, DryShips owns a fleet of 40 drybulk carriers (including
newbuildings), comprising 7 Capesize, 31 Panamax and 2 Supramax,
with a combined deadweight tonnage of over 3.6 million tons and
6 offshore oil deep water drilling units, comprising of 2 ultra
deep water semisubmersible drilling rigs and 4 ultra deep water
newbuilding drillships.

DryShips's common stock is listed on the NASDAQ Global Select
Market where it trades under the symbol "DRYS".

On Nov. 25, 2010, DryShips Inc. entered into a waiver letter
for its US$230.0 million credit facility dated Sept. 10, 2007,
as amended, extending the waiver of certain covenants through
Dec. 31, 2010.

In its audit report on the Company's financial statements for the
year ended Dec. 31, 2010, Deloitte, Hadjipavlou Sofianos &
Cambanis S.A., noted that the Company's inability to comply with
financial covenants under its original loan agreements as of
Dec. 31, 2009, its negative working capital position and other
matters raise substantial doubt about its ability to continue as a
going concern.

The Company's balance sheet at Sept. 30, 2011, showed
$8.68 billion in total assets, $4.72 billion in total liabilities,
and $3.96 billion in total equity.


DYNEGY INC: Sub. Notes Holders Seek Claim Classification
--------------------------------------------------------
Claren Road Asset Management LLC and CQS DO S1 Limited ask the
Bankruptcy Court to determine the classification of the
subordinated notes claims issued by Dynegy Holdings LLC
prepetition.

CQS is a holder of approximately $49 million principal amount of
Series B 8.316% Subordinated Capital Income Securities due 2027.

Claren Road relates that before the Petition Date, NCG
Corporation n/k/a Dynegy Holdings LLC issued $200 million
aggregate principal amount Series B 8.316% Subordinated
Deferrable Interest Debentures pursuant to an indenture dated as
of May 28, 1997.  It adds that the Debtors also had roughly $3.5
billion in outstanding senior unsecured notes issued under an
indenture dated September 26, 1996, as amended and restated as of
March 23, 1998, as amended and restated as of March 14, 2001, and
under various supplemental indentures thereto.

On behalf of CQS, Paul N. Silverstein, Esq., at Andrews Kurth
LLP, in New York, says that "in a transparent attempt to
disenfranchise the holders of the Subordinated Notes and render
their Plan votes meaningless, Dynegy Holdings LLC and Dynegy
Inc., as Plan proponents have grouped all General Unsecured
Claims into one single Class 3 under their proposed Plan."

Class 3 includes, among others, Senior Notes Claims and
Subordinated Notes Claims.

Claren Road's counsel, Matthew J. Williams, Esq., at Gibson Dunn
& Crutcher LLP, in New York, argues that because the holders of
Subordinated Notes Claims have substantially different rights
against the Debtors than do the holders of Senior Notes Claims,
the Subordinated Notes Claims do not fare nearly as well under the
Plan.  He points out that the Plan demands that claimants holding
Subordinated Notes Claims agree to reduce their allowed claim to
35%.

"If a particular holder of a Subordinated Notes Claim refuses to
do so, no recovery is provided on account of that claim,"
Mr. Williams notes.

Given that even in the best case scenario, holders of Subordinated
Notes Claims are not receiving anything near payment in full, if
that class of creditors were to vote against the Plan, the
absolute priority rule would prohibit Dynegy Inc. from retaining
its equity interests, Mr. Williams argues.

So rather than run this risk, the co-proponents have lumped the
holders of Subordinated Notes Claims with holders of the Senior
Notes Claims for voting purposes, even though they are not
'substantially similar' as required by the Bankruptcy Code, Mr.
Williams contends.  He adds that senior notes claims and
subordinated notes claims have substantially different rights, so
much so that courts have stated it "rather obvious" that separate
classification is appropriate for senior and subordinated debt.

Rather than proposing a plan that would comply with the
Bankruptcy Code like providing that all holders of unsecured
claims receive payment in full prior to Dynegy Inc. and its
equity holders receiving any distribution, the Plan Proponents
have classified the Subordinated Notes Claims together with the
Senior Notes Claims in order to "artificially extinguish a
dissenting class," Mr. Silverstein asserts.  He adds that the
Plan Proponents' efforts constitute a blatant attempt to
circumvent the "cram down" provisions of Section 1129(b)(2)(B) of
the Bankruptcy Code in order to provide Dynegy Inc. with a
recovery while compromising Subordinated Notes Claims.

"This obvious tactical maneuver -- which is tantamount to
'reverse gerrymandering' -- subverts the rights of holders of
Subordinated Notes Claims by ignoring the requirement of Section
1122(a) [of the Bankruptcy Code] that different claims be
separately classified," Mr. Silverstein says.

For these reasons, CQS and Claren Road asks the Court to conduct
a hearing on the Plan's classification scheme -- particularly as
it relates to the classification of Senior Notes Claims and
Subordinated Notes Claims in one class.  They contend that the
hearing will save time and resources of the Debtors' estates and
parties in interest by testing the Plan Proponents' illegitimate
classification scheme before an expensive and time-consuming
solicitation and confirmation process is undertaken.

The Court will hear CQS and Claren Road's requests on Feb. 24,
2012.

                  Appaloosa No Longer Owns Notes

Appaloosa Management L.P. told the Bankruptcy Court that it no
longer owns any Series B 8.316% Subordinated Capital Income
Securities due 2027.  Accordingly, Appaloosa withdrew its request
to determine the classification of its claim and to have it
separately classified under "Subordinated Notes Claims" in the
Debtors' and Dynegy, Inc.'s proposed Chapter 11 Plan of
Reorganization.

                        About Dynegy Inc.

Through its subsidiaries, Houston, Texas-based Dynegy Inc.
(NYSE: DYN) -- http://www.dynegy.com/-- produces and sells
electric energy, capacity and ancillary services in key U.S.
markets.  The power generation portfolio consists of approximately
12,200 megawatts of baseload, intermediate and peaking power
plants fueled by a mix of natural gas, coal and fuel oil.

In August, Dynegy implemented an internal restructuring that
created two units, one owning eight primarily natural gas-fired
power generation facilities and another owning six coal-fired
plants.

Dynegy missed a $43.8 million interest payment Nov. 1, 2011, and
said it was discussing options for managing its debt load with
certain bondholders.

Dynegy Holdings LLC and four other affiliates of Dynegy Inc.
sought Chapter 11 bankruptcy protection (Bankr. S.D.N.Y. Lead Case
No. 11-38111) Nov. 7, 2011, to implement an agreement with a
group of investors holding more than $1.4 billion of senior notes
issued by Dynegy's direct wholly-owned subsidiary, Dynegy
Holdings, regarding a framework for the consensual restructuring
of more than $4.0 billion of obligations owed by DH.  If this
restructuring support agreement is successfully implemented, it
will significantly reduce the amount of debt on the Company's
consolidated balance sheet.

Dynegy Holdings disclosed assets of $13.77 billion and debt of
$6.18 billion, while Roseton LLC and Dynegy Danskammer LLC each
estimated $100 million to $500 million in assets and debt.

Dynegy Holdings and its affiliated debtor-entities are represented
in the Chapter 11 proceedings by Sidley Austin LLP as their
reorganization counsel.  Dynegy and its other subsidiaries are
represented by White & Case LLP, who is also special counsel to
the Debtor Entities with respect to the Roseton and Danskammer
lease rejection issues.

Dynegy was advised by Lazard Freres & Co. LLC and the Debtor
Entities' financial advisor is FTI Consulting.

The Official Committee of Unsecured Creditors has tapped Akin Gump
Strauss Hauer & Feld LLP as counsel nunc pro tunc to Nov. 16,
2011.

Bankruptcy Creditors' Service, Inc., publishes DYNEGY BANKRUPTCY
NEWS.  The newsletter tracks the Chapter 11 proceeding undertaken
by affiliates of Dynegy Inc. (http://bankrupt.com/newsstand/or
215/945-7000)


DYNEGY INC: Debtors Vacate, Reject New Windsor Office Lease
-----------------------------------------------------------
Dynegy Holdings LLC and its affiliates ask the Bankruptcy Court
for authority to reject an unexpired lease by and among Debtor
Dynegy Northeast Generation, Inc., and First Columbia 4-LA LLC of
approximately 10,000 square feet of office space located at Suite
200, 4 London Avenue, in New Windsor, New York.  The rejection
date is as of Jan. 31, 2012.

The Property is currently vacant and has been vacant for
30 days, Sophia P. Mullen, Esq., at Sidley Austin LLP, in New
York, tells the Court.  She notes that the Debtors have already
returned the keys to the Property to the Landlord.

Since the Petition Date, the Debtors have continued to pay rent
while they evaluated their options with respect to the Property,
including attempts to find a subtenant on acceptable terms, Ms.
Mullen says.  She relates that the Debtors are no longer using,
and do not anticipate any future use for, the Property.

Accordingly, the Debtors assert that rejection of the Unexpired
Lease is appropriate and should therefore be approved.

                        About Dynegy Inc.

Through its subsidiaries, Houston, Texas-based Dynegy Inc.
(NYSE: DYN) -- http://www.dynegy.com/-- produces and sells
electric energy, capacity and ancillary services in key U.S.
markets.  The power generation portfolio consists of approximately
12,200 megawatts of baseload, intermediate and peaking power
plants fueled by a mix of natural gas, coal and fuel oil.

In August, Dynegy implemented an internal restructuring that
created two units, one owning eight primarily natural gas-fired
power generation facilities and another owning six coal-fired
plants.

Dynegy missed a $43.8 million interest payment Nov. 1, 2011, and
said it was discussing options for managing its debt load with
certain bondholders.

Dynegy Holdings LLC and four other affiliates of Dynegy Inc.
sought Chapter 11 bankruptcy protection (Bankr. S.D.N.Y. Lead Case
No. 11-38111) Nov. 7, 2011, to implement an agreement with a
group of investors holding more than $1.4 billion of senior notes
issued by Dynegy's direct wholly-owned subsidiary, Dynegy
Holdings, regarding a framework for the consensual restructuring
of more than $4.0 billion of obligations owed by DH.  If this
restructuring support agreement is successfully implemented, it
will significantly reduce the amount of debt on the Company's
consolidated balance sheet.

Dynegy Holdings disclosed assets of $13.77 billion and debt of
$6.18 billion, while Roseton LLC and Dynegy Danskammer LLC each
estimated $100 million to $500 million in assets and debt.

Dynegy Holdings and its affiliated debtor-entities are represented
in the Chapter 11 proceedings by Sidley Austin LLP as their
reorganization counsel.  Dynegy and its other subsidiaries are
represented by White & Case LLP, who is also special counsel to
the Debtor Entities with respect to the Roseton and Danskammer
lease rejection issues.

Dynegy was advised by Lazard Freres & Co. LLC and the Debtor
Entities' financial advisor is FTI Consulting.

The Official Committee of Unsecured Creditors has tapped Akin Gump
Strauss Hauer & Feld LLP as counsel nunc pro tunc to Nov. 16,
2011.

Bankruptcy Creditors' Service, Inc., publishes DYNEGY BANKRUPTCY
NEWS.  The newsletter tracks the Chapter 11 proceeding undertaken
by affiliates of Dynegy Inc. (http://bankrupt.com/newsstand/or
215/945-7000)


DYNEGY INC: Time to Remove Actions Extended to June 5
-----------------------------------------------------
The Bankruptcy Court has ruled that the time period provided by
Rule 9027 of the Federal Rules of Bankruptcy Procedure within
which Dynegy Holdings LLC and its affiliates may file notices of
removal and related proceedings is enlarged and extended through
and including June 5, 2012.

The June 5, 2012 deadline to file removal actions applies to all
matters specified in Rules 9027(a)(2) and (a)(3) of the Federal
Rules of Bankruptcy Procedure.

The Order is without prejudice to the Debtors' right to seek
further extensions of the time within which to remove related
proceedings.

This was the first extension sought by the Debtor.

                        About Dynegy Inc.

Through its subsidiaries, Houston, Texas-based Dynegy Inc.
(NYSE: DYN) -- http://www.dynegy.com/-- produces and sells
electric energy, capacity and ancillary services in key U.S.
markets.  The power generation portfolio consists of approximately
12,200 megawatts of baseload, intermediate and peaking power
plants fueled by a mix of natural gas, coal and fuel oil.

In August, Dynegy implemented an internal restructuring that
created two units, one owning eight primarily natural gas-fired
power generation facilities and another owning six coal-fired
plants.

Dynegy missed a $43.8 million interest payment Nov. 1, 2011, and
said it was discussing options for managing its debt load with
certain bondholders.

Dynegy Holdings LLC and four other affiliates of Dynegy Inc.
sought Chapter 11 bankruptcy protection (Bankr. S.D.N.Y. Lead Case
No. 11-38111) Nov. 7, 2011, to implement an agreement with a
group of investors holding more than $1.4 billion of senior notes
issued by Dynegy's direct wholly-owned subsidiary, Dynegy
Holdings, regarding a framework for the consensual restructuring
of more than $4.0 billion of obligations owed by DH.  If this
restructuring support agreement is successfully implemented, it
will significantly reduce the amount of debt on the Company's
consolidated balance sheet.

Dynegy Holdings disclosed assets of $13.77 billion and debt of
$6.18 billion, while Roseton LLC and Dynegy Danskammer LLC each
estimated $100 million to $500 million in assets and debt.

Dynegy Holdings and its affiliated debtor-entities are represented
in the Chapter 11 proceedings by Sidley Austin LLP as their
reorganization counsel.  Dynegy and its other subsidiaries are
represented by White & Case LLP, who is also special counsel to
the Debtor Entities with respect to the Roseton and Danskammer
lease rejection issues.

Dynegy was advised by Lazard Freres & Co. LLC and the Debtor
Entities' financial advisor is FTI Consulting.

The Official Committee of Unsecured Creditors has tapped Akin Gump
Strauss Hauer & Feld LLP as counsel nunc pro tunc to Nov. 16,
2011.

Bankruptcy Creditors' Service, Inc., publishes DYNEGY BANKRUPTCY
NEWS.  The newsletter tracks the Chapter 11 proceeding undertaken
by affiliates of Dynegy Inc. (http://bankrupt.com/newsstand/or
215/945-7000)


EASTERN LIVESTOCK: Gray Plant's P. Kunkel Approved as Mediator
--------------------------------------------------------------
The Hon. Basil H. Lorch III of the U.S. Bankruptcy Court for the
Southern District of Indiana Eastern authorized James A. Knauer,
the Chapter 11 trustee for Eastern Livestock Co., LLC, to employ
Phillip L. Kunkel and Gray, Plant & Mooty, LLC as standing
mediator.

As reported in the Troubled Company Reporter on Jan. 27, 2012,
Mr. Kunkel will mediate matters, issues or disputes that the
trustee and one or more parties may choose to submit to mediation.
The trustee has discussed his interest in creating a mechanism by
which the Trustee and parties may voluntarily mediate certain of
the disputes and claims in the case.

The National Cattlemen's Beef Association recommended the mediator
to the trustee based upon the mediator's experience with the
industry and with the bankruptcy issues.

The mediator is a principal at the law firm of Gray, Plant &
Mooty, LLC, and is experienced in agriculture-related
bankruptcies, having served as a trustee in bankruptcy cases
involving debtors involved in the cattle industry.

The trustee selected the mediator because the mediator is
experienced and is well-qualified to serve as a mediator with
respect to issues that parties are likely to want to mediate.

Mr. Kunkel assures the Court he does not hold or represent an
interest adverse to the estate on the matters on which he is to be
employed.  The Mediator has disclosed that he or other members of
his firm have advised the NCBA regarding the Debtor's chapter 11
case and its potential impact on the beef industry and has further
disclosed that such representation may continue with respect to
unrelated matters.  The NCBA has not filed a proof of claim and
the Trustee does not believe that the NCBA is a creditor in the
Debtor's case and is adverse to the estate.  Regardless, the
Mediator will not be asked to mediate any disputes to which the
NCBA is a party unless the Mediator obtains all necessary
consents.  The Trustee believes that the Mediator is therefore
"disinterested," as that term is defined by the Bankruptcy Code.

The mediator's services will be billed at an hourly rate of $500
per hour; travel time will be billed at an hourly rate of $250 per
hour.  All reasonable out of pocket expenses of the mediator will
also be reimbursed.  The mediator may use associates or paralegals
with Gray Plant Mooty, the mediator's firm, to assist the mediator
with the organization of documents, review of mediation
submissions, research, and drafting documents for the mediator.
Associates will be billed at an hourly rate of $250; and
paralegals will be billed at an hourly rate of $160.

The trustee will pay one-half of the mediator's fees and expenses;
any party requesting mediation will pay one-half of the mediator's
fees and expenses.  Any party requesting mediation will pay to the
mediator an advance mediation fee of $5,500 at the time they
request mediation.  All fees and expenses will be paid within 15
days of the completion of the mediation and upon submission by the
mediator of an itemized invoice to counsel for the parties.

                      About Eastern Livestock

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

On Dec. 6, 2010, creditors David L. Rings, Southeast Livestock
Exchange, LLC, and Moseley Cattle Auction, LLC, filed an
involuntary Chapter 11 petition (Bankr. S.D. Ind. Case No.
10-93904) for the Company.  The creditors asserted $1.45 million
in claims for "cattle sold," and are represented by Greenebaum
Doll & McDonald PLLC.  The Court entered an Order for Relief on
Dec. 28, 2010.  Judge Basil H. Lorch III, at the behest of the
creditors, appointed a trustee to operate Eastern Livestock's
business.  The Chapter 11 trustee has tapped James M. Carr, Esq.,
at Baker & Daniels LLP, as counsel and Katz, Sapper & Miller, LLP,
as accountants.  BMC Group Inc. is the claims and notice agent.
The Debtor has disclosed $81,237,865 in assets and $40,154,698 in
papers filed in Court.

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

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


EASTMAN KODAK: Apple Hits Request for ITC Infringement Probe
------------------------------------------------------------
Apple Inc. asked the U.S. International Trade Commission to reject
Eastman Kodak Co.'s call to investigate purported infringement of
digital camera patents by the iPhone, iPad and iPod, according to
a Feb. 8 report by Law360.

In a letter to the ITC, Apple's attorney, D. Sean Trainor, Esq. at
Kirkland & Ellis LLP, said Eastman Kodak's bankruptcy means an
investigation would be against the public interest.

"Kodak's complaint does not seek legitimate protection of a
domestic industry," Mr. Trainor said, adding it "appears to be an
attempt to maximize the value of the patent."

                       About Eastman Kodak

Rochester, New York-based Eastman Kodak Company and its U.S.
subsidiaries on Jan. 19, 2012, voluntarily filed for Chapter 11
reorganization (Bankr. S.D.N.Y. Lead Case No. 12-10202) in
Manhattan.  Subsidiaries outside of the U.S. are not included in
the filing and will continue to operate as usual.

The Company, founded in 1880 by George Eastman, was once the
world's leading producer of film and cameras.  In recent years,
Kodak has been working to transform itself from a business
primarily based on film and consumer photography to a smaller
business with a digital growth strategy focused on the
commercialization of proprietary digital imaging and printing
technologies.

Having invested significantly in research and development for over
a century, Kodak has a vast portfolio of patents.  In 1975, Kodak
scientists invented the first digital camera.  Kodak then went on
to develop a vast collection of patented technologies to enhance
digital image capture and processing, technologies that are used
in virtually every modern digital camera, smartphone and tablet,
as well as numerous other devices.  Kodak has 8,900 patent and
trademark registrations and applications in the United States, as
well as 13,100 foreign patents and trademark registrations or
pending registration in roughly 160 countries.

Kodak disclosed $5.10 billion in assets and $6.75 billion in
liabilities as of Sept. 30, 2011.  The net book value of all
assets located outside the United States as of Dec. 31, 2011 is
$13.5 million.

Kodak says it has "significant" legacy liabilities, which include
$1.2 billion in non-U.S. pension liabilities, $1.3 billion of
Other Post-Employment Benefit ("OPEB") liabilities and roughly
$100 million in environmental liabilities.

Kodak has outstanding funded debt in an aggregate amount of
roughly $1.6 billion, consisting primarily of roughly: (a) $100
million outstanding under the first lien revolving credit facility
plus an additional $96 million in face amount of outstanding
letters of credit; (b) $750 million in principal amount of second
lien secured notes; (c) $400 million in principal amount of
convertible notes; and (d) $283 million in principal amount of
other senior unsecured debt.  Kodak also has roughly $425 million
in outstanding trade debt.

Kodak sought bankruptcy protection amid near-term liquidity issues
brought about by steeper-than-expected declines in Kodak's
historically profitable traditional businesses, and cash flow from
the licensing and sale of intellectual property being delayed due
to litigation tactics employed by a small number of infringing
technology companies with strong balance sheets and an awareness
of Kodak's liquidity challenges.

Attorneys at Sullivan & Cromwell LLP and Young Conaway Stargatt &
Taylor, LLP, serve as counsel to the Debtor.  FTI Consulting,
Inc., is the restructuring advisor.   Lazard Freres & Co. LLC, is
the investment banker.   Kurtzman Carson Consultants LLC is the
claims agent.  A group of second lien lenders are represented by
Akin Gump Strauss Hauer & Feld LLP.

Bankruptcy Creditors' Service, Inc., publishes EASTMAN KODAK
BANKRUPTCY NEWS.  The newsletter tracks the Chapter 11 proceeding
undertaken by affiliates of Eastman Kodak and its affiliates
(http://bankrupt.com/newsstand/or 215/945-7000).


EASTMAN KODAK: Business as Usual for Asian Units
------------------------------------------------
Eastman Kodak's business affiliates in the Asia-Pacific continues
to operate in the normal course despite the U.S. parent's
bankruptcy filing, according to Lois Lebegue, Kodak's Asia-Pacific
managing director for consumer digital and graphic communications
groups.

The director said Kodak in Asia is not part of the filing for
bankruptcy by the U.S. office and its subsidiaries, Alma Buelva of
The Philippine Star wrote.  He explained that "the filing is for
restructuring and reorganization to take care of the legacy
pensions and other matters.  We are not affected by it here in
Asia, which is the most solid region for the company."

Mr. Lebegue, however, said Kodak in Asia will naturally go along
the company's global restructuring that should see it focusing on
its most valuable business lines.  He said the plan is to exert
three-fourths of the company's resources for business-to-business
and one-fourth for consumer offerings, the PhilStar reported.

Kodak employs more than 4,000 core people in Asia where it has six
manufacturing plants, 14 subsidiaries and three R&D centers, the
PhilStar related.  As a whole, Asia represents a $1.5-billion
business for Kodak, Mr. Lebegue said.

Armin A. Amio of The BusinessMirror pointed out that Kodak, in
Asia, has been partnering with other solutions providers to grow
its enterprise business.  In the Philippines, it linked up with
Unisys for the National Statistics Office's documentation program,
the report said.  Other major clients include Maybank, HSBC Corp.,
the Hong Kong government, Japan's national assembly, to name a
few, the report added.

The PhilStar noted that in the Philippines, the brand name has
become a local term -- kodakan -- which means to take pictures.

                       About Eastman Kodak

Rochester, New York-based Eastman Kodak Company and its U.S.
subsidiaries on Jan. 19, 2012, voluntarily filed for Chapter 11
reorganization (Bankr. S.D.N.Y. Lead Case No. 12-10202) in
Manhattan.  Subsidiaries outside of the U.S. are not included in
the filing and will continue to operate as usual.

The Company, founded in 1880 by George Eastman, was once the
world's leading producer of film and cameras.  In recent years,
Kodak has been working to transform itself from a business
primarily based on film and consumer photography to a smaller
business with a digital growth strategy focused on the
commercialization of proprietary digital imaging and printing
technologies.

Having invested significantly in research and development for over
a century, Kodak has a vast portfolio of patents.  In 1975, Kodak
scientists invented the first digital camera.  Kodak then went on
to develop a vast collection of patented technologies to enhance
digital image capture and processing, technologies that are used
in virtually every modern digital camera, smartphone and tablet,
as well as numerous other devices.  Kodak has 8,900 patent and
trademark registrations and applications in the United States, as
well as 13,100 foreign patents and trademark registrations or
pending registration in roughly 160 countries.

Kodak disclosed $5.10 billion in assets and $6.75 billion in
liabilities as of Sept. 30, 2011.  The net book value of all
assets located outside the United States as of Dec. 31, 2011 is
$13.5 million.

Kodak says it has "significant" legacy liabilities, which include
$1.2 billion in non-U.S. pension liabilities, $1.3 billion of
Other Post-Employment Benefit ("OPEB") liabilities and roughly
$100 million in environmental liabilities.

Kodak has outstanding funded debt in an aggregate amount of
roughly $1.6 billion, consisting primarily of roughly: (a) $100
million outstanding under the first lien revolving credit facility
plus an additional $96 million in face amount of outstanding
letters of credit; (b) $750 million in principal amount of second
lien secured notes; (c) $400 million in principal amount of
convertible notes; and (d) $283 million in principal amount of
other senior unsecured debt.  Kodak also has roughly $425 million
in outstanding trade debt.

Kodak sought bankruptcy protection amid near-term liquidity issues
brought about by steeper-than-expected declines in Kodak's
historically profitable traditional businesses, and cash flow from
the licensing and sale of intellectual property being delayed due
to litigation tactics employed by a small number of infringing
technology companies with strong balance sheets and an awareness
of Kodak's liquidity challenges.

Attorneys at Sullivan & Cromwell LLP and Young Conaway Stargatt &
Taylor, LLP, serve as counsel to the Debtor.  FTI Consulting,
Inc., is the restructuring advisor.   Lazard Freres & Co. LLC, is
the investment banker.   Kurtzman Carson Consultants LLC is the
claims agent.  A group of second lien lenders are represented by
Akin Gump Strauss Hauer & Feld LLP.

Bankruptcy Creditors' Service, Inc., publishes EASTMAN KODAK
BANKRUPTCY NEWS.  The newsletter tracks the Chapter 11 proceeding
undertaken by affiliates of Eastman Kodak and its affiliates
(http://bankrupt.com/newsstand/or 215/945-7000).


ECOSPHERE TECHNOLOGIES: Dennis McGuire Has 17.1% Equity Stake
-------------------------------------------------------------
In an amended Schedule 13G filing with the U.S. Securities and
Exchange Commission, Dennis and Jacqueline McGuire disclosed that,
as of Dec. 31, 2011, they beneficially own 29,354,487 shares of
common stock of Ecosphere Technologies, Inc., representing 17.1%
based on 145,682,029 shares outstanding as of Dec. 31, 2011.  A
full-text copy of the filing is available for free at:

                        http://is.gd/Hu3OBd

                    About Ecosphere Technologies

Stuart, Fla.-based Ecosphere Technologies, Inc. (OTC BB: ESPH)
-- http://www.ecospheretech.com/-- is a diversified water
engineering, technology licensing and environmental services
company that designs, develops and manufactures wastewater
treatment solutions for industrial markets.  Ecosphere, through
its majority-owned subsidiary Ecosphere Energy Services, LLC
("EES"), provides energy exploration companies with an onsite,
chemical free method to kill bacteria and reduce scaling during
fracturing and flowback operations.

As reported in the TCR on Mar 22, 2011, Salberg & Company, P.A.,
in Boca Raton, Fla., expressed substantial doubt about Ecosphere
Technologies' ability to continue as a going concern, following
the Company's 2010 results.  The independent auditors noted that
the Company has a net loss applicable to Ecosphere Technologies,
Inc. common stock of $22,237,207, and net cash used in
operations of $1,267,206 for the year ended Dec. 31, 2010, and a
working capital deficit, a stockholders' deficit and an
accumulated deficit of $5,459,051, $1,780,735 and $110,025,222,
respectively, at Dec. 31, 2010.  In addition, the Company has
redeemable convertible cumulative preferred stock that is eligible
for redemption at a redemption amount of $3,877,796 including
accrued dividends as of Dec. 31, 2010.

The Company reported a net loss of $5.53 million on $12.80 million
of total revenues for the nine months ended Sept. 30, 2011,
compared with a net loss of $18.80 million on $6.42 million of
total revenues for the same period a year ago.

The Company's balance sheet at Sept. 30, 2011, showed
$9.49 million in total assets, $7.01 million in total liabilities,
$3.95 million in total redeemable convertible cumulative preferred
stock, and a $1.47 million total stockholders' deficit.


ECOSPHERE TECHNOLOGIES: K. Grady Has 4.9% Equity Stake
------------------------------------------------------
In an amended Schedule 13G filing with the U.S. Securities and
Exchange Commission, Kevin P. Grady disclosed that, as of Dec. 31,
2011, he beneficially owns 7,149,010 shares of common stock of
Ecosphere Technologies, Inc., representing 4.9% based on
145,682,029 shares outstanding as of Dec. 31, 2011.  A full-text
copy of the filing is available at http://is.gd/Go60xO

                   About Ecosphere Technologies

Stuart, Fla.-based Ecosphere Technologies, Inc. (OTC BB: ESPH)
-- http://www.ecospheretech.com/-- is a diversified water
engineering, technology licensing and environmental services
company that designs, develops and manufactures wastewater
treatment solutions for industrial markets.  Ecosphere, through
its majority-owned subsidiary Ecosphere Energy Services, LLC
("EES"), provides energy exploration companies with an onsite,
chemical free method to kill bacteria and reduce scaling during
fracturing and flowback operations.

As reported in the TCR on Mar 22, 2011, Salberg & Company, P.A.,
in Boca Raton, Fla., expressed substantial doubt about Ecosphere
Technologies' ability to continue as a going concern, following
the Company's 2010 results.  The independent auditors noted that
the Company has a net loss applicable to Ecosphere Technologies,
Inc. common stock of $22,237,207, and net cash used in
operations of $1,267,206 for the year ended Dec. 31, 2010, and a
working capital deficit, a stockholders' deficit and an
accumulated deficit of $5,459,051, $1,780,735 and $110,025,222,
respectively, at Dec. 31, 2010.  In addition, the Company has
redeemable convertible cumulative preferred stock that is eligible
for redemption at a redemption amount of $3,877,796 including
accrued dividends as of Dec. 31, 2010.

The Company also reported a net loss of $5.53 million on
$12.80 million of total revenues for the nine months ended Sept.
30, 2011, compared with a net loss of $18.80 million on
$6.42 million of total revenues for the same period a year ago.

The Company's balance sheet at Sept. 30, 2011, showed
$9.49 million in total assets, $7.01 million in total liabilities,
$3.95 million in total redeemable convertible cumulative preferred
stock, and a $1.47 million total stockholders' deficit.


ELITE PHARMACEUTICALS: Has $8.7-Mil. Profit in Dec. 31 Quarter
--------------------------------------------------------------
Elite Pharmaceuticals, Inc., filed with the U.S. Securities and
Exchange Commission a Form 10-Q reporting net income attributable
to common shareholders of $8.76 million on $509,938 of total
revenues for the three months ended Dec. 31, 2011, compared with
net income of $5.92 million on $1.22 million of total revenues for
the same period during the prior year.

The Company reported a net loss of $8.05 million on $1.77 million
of total revenues for the nine months ended Dec. 31, 2011,
compared with net income attributable to common shareholders of
$3.02 million on $3.05 million of total revenues for the same
period a year ago.

The Company previously reported a net loss of $13.6 million for
fiscal year ended March 31, 2011, following a net loss of
$8.1 million in fiscal year 2010.

The Company's balance sheet at Dec. 31, 2011, showed $10.34
million in total assets, $24.65 million in total liabilities and a
$14.31 million total stockholders' deficit.

Demetrius & Company, L.L.C., in Wayne, New Jersey, expressed
substantial doubt about Elite Pharmaceuticals' ability to continue
as a going concern.  The independent auditors noted that the
Company has experienced significant losses resulting in a working
capital deficiency and shareholders' deficit.

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

                       http://is.gd/SyJxWh

                   About Elite Pharmaceuticals

Northvale, New Jersey-based Elite Pharmaceuticals, Inc., is a
specialty pharmaceutical company principally engaged in the
development and manufacture of oral, controlled-release products,
using proprietary technology and the development and manufacture
of generic pharmaceuticals.  The Company has one product,
Phentermine 37.5mg tablets, currently being sold commercially.


ENRON CORP: Deutsche Bank Seeks Dismissal of $100-Mil. Texas Suit
-----------------------------------------------------------------
Deutsche Bank AG asks a Texas federal court to dismiss a lawsuit
filed by several Canadian hedge funds alleging that the bank aided
Enron Corp.'s demise and sent officers to prison.

Deutsche Bank asserts that the allegations are weak and can't
support the complaint, Law360 reported.  The lawsuit, where the
hedge funds allege that the financial institutions provided
critical support to the massive fraud that brought down Enron, was
revived in August after four years of negotiations on a proposed
$7.2 billion settlement in a related class complaint, the report
noted.

The revived lawsuit seeks $100 million.  In September last year,
Barclays PLC, JPMorgan Chase & Co. and other major financial
institutions asked the same Texas federal court to dismiss the
complaint with respect to them.  The lawsuit also names Merrill
Lynch & Co. Inc., banks and underwriters accountable for losses
stemming from the spectacular collapse of Enron.

                         About Enron Corp.

Based in Houston, Texas, Enron Corporation filed for Chapter 11
protection (Bankr. S.D.N.Y. Case No. 01-16033) on Dec. 2, 2001,
following controversy over accounting procedures that caused its
stock price and credit rating to drop sharply.

Enron hired lawyers at Togut Segal & Segal LLP; Weil, Gotshal &
Manges LLP; Venable; Cadwalader, Wickersham & Taft, LLP for its
bankruptcy case.  The Official Committee of Unsecured Creditors in
the case tapped lawyers at Milbank, Tweed, Hadley & McCloy LLP.

The Debtors won confirmation of their Plan in July 2004, and the
Plan was declared effective on Nov. 17, 2004.  After approval of
the Plan, the new board of directors decided to change the name of
Enron Corp. to Enron Creditors Recovery Corp. to reflect the
current corporate purpose.  ECRC's sole mission is to reorganize
and liquidate certain of the operations and assets of the "pre-
bankruptcy" Enron for the benefit of creditors.

ECRC has been involved in the MegaClaims Litigation, an action
against 11 major banks and financial institutions that ECRC
believes contributed to Enron's collapse; the Commercial Paper
Litigation, an action involving the recovery of payments made to
commercial paper dealers; and the Equity Transactions Litigation,
which ECRC filed against Lehman Brothers Holdings, Inc., UBS AG,
Credit Suisse and Bear Stearns to recover payments made to the
four banks on transactions involving Enron's stock while the
company was insolvent.


ENRON CORP: Appeal in Class Suit vs. JPMorgan Remains Pending
-------------------------------------------------------------
An appeal from a court order dismissing a purported class action
lawsuit related to JPMorgan Chase & Co.'s banking relationship
with Enron Corp. remains pending, according to JPMorgan's
Nov. 4, 2011 Form 10-Q filing with the U.S. Securities and
Exchange Commission for the quarter ended Sept. 30, 2011.

JPMorgan Chase and certain of its officers and directors are
involved in several lawsuits seeking damages arising out of the
Firm's banking relationships with Enron Corp. and its
subsidiaries.  A number of actions and other proceedings against
Enron previously were resolved, including a class action lawsuit
captioned Newby v. Enron Corp. and adversary proceedings brought
by Enron's bankruptcy estate.  The remaining Enron-related
actions include individual actions by Enron investors, an action
by an Enron counterparty, and a purported class action filed on
behalf of JPMorgan Chase employees who participated in Enron's
401(k) plan asserting claims under Employee Retirement Income
Security Act for alleged breaches of fiduciary duties by JPMorgan
Chase, its directors and named officers.  That action has been
dismissed, and is on appeal to the United States Court of Appeals
for the Second Circuit.

                         About Enron Corp.

Based in Houston, Texas, Enron Corporation filed for Chapter 11
protection (Bankr. S.D.N.Y. Case No. 01-16033) on Dec. 2, 2001,
following controversy over accounting procedures that caused its
stock price and credit rating to drop sharply.

Enron hired lawyers at Togut Segal & Segal LLP; Weil, Gotshal &
Manges LLP; Venable; Cadwalader, Wickersham & Taft, LLP for its
bankruptcy case.  The Official Committee of Unsecured Creditors in
the case tapped lawyers at Milbank, Tweed, Hadley & McCloy LLP.

The Debtors won confirmation of their Plan in July 2004, and the
Plan was declared effective on Nov. 17, 2004.  After approval of
the Plan, the new board of directors decided to change the name of
Enron Corp. to Enron Creditors Recovery Corp. to reflect the
current corporate purpose.  ECRC's sole mission is to reorganize
and liquidate certain of the operations and assets of the "pre-
bankruptcy" Enron for the benefit of creditors.

ECRC has been involved in the MegaClaims Litigation, an action
against 11 major banks and financial institutions that ECRC
believes contributed to Enron's collapse; the Commercial Paper
Litigation, an action involving the recovery of payments made to
commercial paper dealers; and the Equity Transactions Litigation,
which ECRC filed against Lehman Brothers Holdings, Inc., UBS AG,
Credit Suisse and Bear Stearns to recover payments made to the
four banks on transactions involving Enron's stock while the
company was insolvent.


ENRON CORP: Gropper Takes Over Case After Gonzalez's Retirement
---------------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of New York
notified parties-in-interest that the Chapter 11 cases of Enron
Creditors Recovery Corp. and its Debtor affiliates have been
reassigned to Judge Allan L. Gropper from Chief Judge Arthur J.
Gonzalez.

Judge Gonzalez, who has handled Enron's Chapter 11 case since it
filed in December 2001, is set to retire.  Judge Gonzalez has also
handled the Chapter 11 cases of Worldcom, which filed for
bankruptcy in May 2002, and Chrysler in 2009.

Judge Cecelia G. Morris has been appointed Chief Bankruptcy Judge
for a term of five years effective March 1, 2012.

                         About Enron Corp.

Based in Houston, Texas, Enron Corporation filed for Chapter 11
protection (Bankr. S.D.N.Y. Case No. 01-16033) on Dec. 2, 2001,
following controversy over accounting procedures that caused its
stock price and credit rating to drop sharply.

Enron hired lawyers at Togut Segal & Segal LLP; Weil, Gotshal &
Manges LLP; Venable; Cadwalader, Wickersham & Taft, LLP for its
bankruptcy case.  The Official Committee of Unsecured Creditors in
the case tapped lawyers at Milbank, Tweed, Hadley & McCloy LLP.

The Debtors won confirmation of their Plan in July 2004, and the
Plan was declared effective on Nov. 17, 2004.  After approval of
the Plan, the new board of directors decided to change the name of
Enron Corp. to Enron Creditors Recovery Corp. to reflect the
current corporate purpose.  ECRC's sole mission is to reorganize
and liquidate certain of the operations and assets of the "pre-
bankruptcy" Enron for the benefit of creditors.

ECRC has been involved in the MegaClaims Litigation, an action
against 11 major banks and financial institutions that ECRC
believes contributed to Enron's collapse; the Commercial Paper
Litigation, an action involving the recovery of payments made to
commercial paper dealers; and the Equity Transactions Litigation,
which ECRC filed against Lehman Brothers Holdings, Inc., UBS AG,
Credit Suisse and Bear Stearns to recover payments made to the
four banks on transactions involving Enron's stock while the
company was insolvent.


EPICEPT CORP: Great Point Holds 4.3% Equity Stake
-------------------------------------------------
Great Point Partners, LLC, and its affiliates filed with the U.S.
Securities and Exchange Commission an amended Schedule 13G
disclosing that, as of Dec. 31, 2011, they beneficially own  
3,181,818 shares of common stock of EpiCept Corporation
representing 4.29% based on a total of 71,003,667 shares
outstanding as reported by the Company on its Form 10-Q filed on
Nov. 10, 2011.  A full-text copy of the Schedule is available for
free at http://is.gd/S4ThFQ

                    About EpiCept Corporation

Tarrytown, N.Y.-based EpiCept Corporation (Nasdaq and Nasdaq OMX
Stockholm Exchange: EPCT) -- http://www.epicept.com/-- is focused
on the development and commercialization of pharmaceutical
products for the treatment of cancer and pain.  The Company's lead
product is Ceplene(R), approved in the European Union for the
remission maintenance and prevention of relapse in adult patients
with Acute Myeloid Leukemia (AML) in first remission.  In the
United States, a pivotal trial is scheduled to commence in 2011.
The Company has two other oncology drug candidates currently in
clinical development that were discovered using in-house
technology and have been shown to act as vascular disruption
agents in a variety of solid tumors.  The Company's pain portfolio
includes EpiCept(TM) NP-1, a prescription topical analgesic cream
in late-stage clinical development designed to provide effective
long-term relief of pain associated with peripheral neuropathies.

The Company's recurring losses from operations and the Company's
stockholders' deficit raise substantial doubt about its ability to
continue as a going concern and, as a result, the Company's
independent registered public accounting firm, Deloitte & Touche
LLP, in Parsippany, New Jersey, included an explanatory paragraph
in its report on the Company's consolidated financial statements
for the year ended Dec. 31, 2010, which was included in our Annual
Report on Form 10-K, with respect to this uncertainty.

The Company reported a net loss of $12.20 million on $737,000
of total revenue for the nine months ended Sept. 30, 2011,
compared with a net loss of $12.56 million on $703,000 of total
revenue for the same period a year ago.

The Company's balance sheet at Sept. 30, 2011, showed $12.19
million in total assets, $26.44 million in total liabilities and a
$14.25 million total stockholders' deficit.


EVERYWARE INC: Moody's Assigns 'B2' Corporate Family Rating
-----------------------------------------------------------
Moody's Investors Service assigned a B3 rating to the proposed
senior secured term loan of EveryWare, Inc. (EveryWare), the newly
formed holding company of Anchor Hocking, LLC (Anchor) and Oneida,
Ltd (Oneida). In addition, Moody's assigned EveryWare B2 Corporate
Family and Probability of Default Ratings. The outlook is stable.

Proceeds from the proposed $150 million senior secured term loan
and $40 million of drawings under the proposed $75 million asset
based revolver (unrated by Moody's) will be used to repay
substantially all of Anchor's and Oneida's existing outstanding
debt and to pay a $16 million distribution to the company's
shareholders.

Moody's ratings are subject to receipt and review of final
documentation.

New ratings assigned:

EveryWare, Inc.

- Corporate Family Rating at B2

- Probability of Default Rating at B2

Anchor Hocking, LLC and Oneida, Ltd

- $150 million senior secured term loan rating at B3 (LGD 4, 59%)

This is an initial rating for EveryWare, Inc.

RATINGS RATIONALE

The B2 Corporate Family Rating reflects EveryWare's small scale,
the relatively high sensitivity of operating performance to
general economic activity -- and to the restaurant and leisure
sectors in particular -- its relatively high pro forma leverage,
and its lack of track record as a newly formed entity as a result
of the Anchor and Oneida merger. The ratings also reflect the fact
that the company's financial policies will be dictated by the
financial sponsor's return goals. At the same time, the ratings
incorporate EveryWare's good near term liquidity, its portfolio of
well recognized brands, and the likely synergies from combining
Oneida's customer base in the foodservice industries and Anchor's
presence in the retail sector.

"The stable outlook reflects our expectation that the company will
successfully integrate Anchor's and Oneida's businesses and
achieve synergies that will lead to modest credit metrics
improvements" stated Mariko Semetko, an Analyst at Moody's. "The
outlook also reflects our view that the company will maintain good
liquidity and will not make debt funded distributions to its
financial sponsor beyond the initial transaction", added Semetko.

An upgrade in the near term is unlikely given the small scale and
the lack of history as a merged company. Over time, ratings could
be upgraded should the company achieve meaningful synergies and
increase its scale while maintaining adequate liquidity and
conservative financial policies. Specifically, an upgrade would
require debt/EBITDA to be sustained below 4.0 times and
EBITA/interest expense sustained above 2.5 times.

The ratings could be downgraded should operating performance
weaken, should financial policies become more aggressive, or
should liquidity deteriorate. Specifically, the ratings could be
downgraded should debt/EBITDA approach 5.5 times or should
EBITA/interest expense approach 1.5 times.

The principal methodology used in rating EveryWare, Inc. was the
Global Consumer Durables Industry Methodology published in October
2010. Other methodologies used include Loss Given Default for
Speculative-Grade Non-Financial Companies in the U.S., Canada and
EMEA published in June 2009.

EveryWare, Inc., headquartered in Lancaster, OH, sells tableware
to mass retail and foodservice industries. The company's portfolio
of brands includes Anchor, Oneida, Sant'Andrea, Stolzle,
Spiegelau, Viners, Buffalo China and Schonwald. EveryWare is owned
by private equity firm Monomoy Capital Partners. Pro forma fiscal
2011 revenues were approximately $420 million.


FOCUS BRANDS: Moody's Assigns 'B2' Corporate Family Rating
----------------------------------------------------------
Moody's Investors Service stated that Focus Brands Inc.'s ratings
are unaffected by the proposed first lien term loan increase to
$305 million from $290 million and concurrent second lien term
loan decrease to $115 million from $130 million. Pricing on the
first lien tern loan has also been modestly reduced.

Focus Brands' ratings and LGD Assessment changes are:

-- Corporate Family Rating at B2

-- Probability of Default Rating at B2

-- $15 million first lien revolver due 2017 at B1 (LGD 3, 35%)
   from (LGD 3, 33%)

-- $305 million first lien term loan due 2018 at B1 (LGD 3, 35%)
   from (LGD 3, 33%)

-- $115 million second lien term loan due 2018 at Caa1 (LGD 5,
   88%) from (LGD 5, 87%)

These ratings are unchanged and will be withdrawn at the
completion of the transaction:

-- First lien revolver due 2015 at B2 (LGD 3, 49%)

-- First lien term loan due 2016 at B2 (LGD 3, 49%)

Focus Brands intends on using proceeds from the proposed term
loans along with excess cash to refinance existing debt, fund a
dividend to shareholders and pay related fees and expenses. The
ratings are subject to closure of the transaction as proposed, and
Moody's review of final documentation.

The principal methodology used in rating Focus Brands was the
Global Restaurant Industry Methodology published in June 2011.
Other methodologies used include Loss Given Default for
Speculative-Grade Non-Financial Companies in the U.S., Canada and
EMEA published in June 2009.

Focus Brands Inc. owns, operates, and franchises, approximately
3,500 restaurants under the brand names Auntie Anne's, Carvel Ice
Cream, Cinnabon, Moe's Southwest Grill, Schlotzsky's and Seattle's
Best Coffee. Revenues approached $170 million for the latest
twelve month period ended September 2011, with sales of the system
(including franchisees) of approximately $1.4 billion. Focus
Brands has been owned by an affiliate of Roark Capital Group
(Roark) since 2001.


FONAR CORP: Reports $1.8 Million Net Income in Dec. 31 Quarter
--------------------------------------------------------------
Fonar Corporation filed with the U.S. Securities and Exchange
Commission a Form 10-Q reporting net income of $1.81 million on
$9.32 million of net total revenues for the three months ended
Dec. 31, 2011, compared with net income of $1.36 million on
$8.02 million of net total revenues for the same period a year
ago.

The Company's balance sheet at Dec. 31, 2011, showed $33.45
million in total assets, $24.27 million in total liabilities and
$9.17 million in total stockholders' equity.

For fiscal 2011, the Company's independent auditors expressed
substantial doubt about the Company's ability to continue as a
going concern.  Marcum, LLP, in New York, noted that the Company
has negative working capital at June 30, 2011, and is dependent on
asset sales to fund its operations.

The Company reported net income of $3.31 million for the fiscal
year ended June 30, 2011, following a net loss of $3.01 million in
the previous year.

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

                        http://is.gd/XIh5ZX

                            About FONAR

FONAR was incorporated in 1978, making it the first, oldest and
most experienced MRI company in the industry.  FONAR introduced
the world's first commercial MRI in 1980, and went public in 1981.
Since its inception, nearly 300 recumbent-OPEN MRIs and 150
UPRIGHT(R) Multi-Position(TM) MRI scanners worldwide have been
installed.  FONAR's stellar product line includes the Upright(TM)
MRI (also known as the Stand-Up(TM) MRI), the only whole-body MRI
that performs Position(TM) imaging (pMRI(TM)) and scans patients
in numerous weight-bearing positions, i.e. standing, sitting, in
flexion and extension, as well as the conventional lie-down
position.


FONAR CORP: Red Oak Partners No Longer a Shareholder
----------------------------------------------------
Red Oak Partners, LLC, and its affiliates disclosed in an amended
Schedule 13G filed with the U.S. Securities and Exchange
Commission that, as of Dec. 31, 2011, they do not beneficially own
any shares of common stock of Fonar Corporation.  Fonar Corp.
previously disclosed that as of June 2, 2011, it had 442,487
shares, representing 8.03% of the shares outstanding.  A full-text
copy of the latest regulatory filing is available at
http://is.gd/qBAVoK

                         About FONAR Corp.

FONAR was incorporated in 1978, making it the first, oldest and
most experienced MRI company in the industry.  FONAR introduced
the world's first commercial MRI in 1980, and went public in 1981.
Since its inception, nearly 300 recumbent-OPEN MRIs and 150
UPRIGHT(R) Multi-Position(TM) MRI scanners worldwide have been
installed.  FONAR's stellar product line includes the Upright(TM)
MRI (also known as the Stand-Up(TM) MRI), the only whole-body MRI
that performs Position(TM) imaging (pMRI(TM)) and scans patients
in numerous weight-bearing positions, i.e. standing, sitting, in
flexion and extension, as well as the conventional lie-down
position.

The Company's balance sheet at Dec. 31, 2011, showed $33.45
million in total assets, $24.27 million in total liabilities and
$9.17 million in total stockholders' equity.

For Fiscal 2011, the Company's independent auditors expressed
substantial doubt about the Company's ability to continue as a
going concern.  Marcum, LLP, in New York, noted that the Company
has negative working capital at June 30, 2011, and is dependent on
asset sales to fund its operations.


FOREVER CONSTRUCTION: Fine-tunes Proposed Reorganization Plan
-------------------------------------------------------------
Forever Construction, Inc., submitted to the U.S. Bankruptcy Court
for the Northern District of Illinois a First Amended Plan of
Reorganization and an explanatory Disclosure Statement.

The Plan provides for the distributions to the holders of allowed
claims from funds realized from the continued operation of the
Debtor's business, well as existing cash deposits.

Under the Plan, Classes 1, 2, 3 and 4 will be paid of principal
and interest on secured debt at a non-default rate of interest,
pursuant to existing loan documentation, or as modified or renewed
by agreement.

The Debtor will surrender property securing Classes 5, 6, 7's
claims in full satisfaction of the claims.

The allowed general unsecured claims will share pro rata payments
made on a quarterly basis over five years, without interest.

Shareholders will retain their ownership interest in exchange for
a new vale contribution of $2,500.

A full-text copy of the First Amended Disclosure Statement is
available for free at:

  http://bankrupt.com/misc/FOREVER_CONSTRUCTION_ds_1stamended.pdf

                    About Forever Construction

Waukegan, Illinois-based Forever Construction, Inc., is the owner
and operator of several multi-tenant residential properties
located in or near Waukegan, Illinois.  The Debtor filed for
Chapter 11 protection (Bankr. N.D. Ill. Case No. 10-33276) on
July 27, 2010.  Joel A. Schechter, Esq., serves as counsel to the
Debtor.  The Debtor tapped Jon P. Morgan of InTerra Realty as its
real estate sales agent.  The Debtor estimated assets and debts at
$10 million to $50 million in its Chapter 11 petition.  No
creditors committee has been appointed in the case.


FORT INVESTMENTS: Case Summary & 7 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Fort Investments, Inc.
        8610 Gonzalez Lake Dr
        Tampa, FL 33625

Bankruptcy Case No.: 12-02259

Chapter 11 Petition Date: February 20, 2012

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

Debtor's Counsel: Rosalind R Griffie, Esq.
                  THE LAW OFFICE OF ROSALIND R GRIFFIE PA
                  125 South State Road 7
                  Suite 104-336
                  West Palm Beach, FL 33414
                  Tel: (561) 939-4871
                  E-mail: griffielaw@aol.com

Estimated Assets: $0 to $50,000

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

A list of the Company's seven largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/flmb12-02259.pdf

The petition was signed by Alexis Gonzalez, president.


FRANCISCAN COMMUNITIES: McDonald Hopkins OK'd as Panel's Counsel
----------------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Ohio
authorized the Official Committee of Unsecured Creditors in the
Chapter 11 cases of the Franciscan Communities St. Mary of the
Woods, Inc., to retain McDonald Hopkins LLC as counsel.

As reported in the Troubled Company Reporter on Feb. 16, 2012,
Scott N. Opincar, a member of McDonald Hopkins, told the Court
that his hourly rate is $450, and hourly rates of the firm's
personnel are:

         Sean D. Malloy, member                     $505
         Members                                 $280 - $660
         Of Counsel                              $310 - $605
         Associates                              $185 - $395
         Paralegals                              $115 - $245
         Law Clerks                               $60 - $125

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

                   About Franciscan Communities

Illinois-based Franciscan Communities St. Mary of the Woods, Inc.,
owns and operates a senior living community in Avon, Ohio.  The
not-for-profit community is owned and managed by the Franciscan
Sisters of Chicago Service Corp.

Franciscan Communities St. Mary of the Woods filed for Chapter 11
bankruptcy (Bankr. N.D. Ohio Case No. 11-19865) on Nov. 21, 2011,
after it failed to negotiate an out-of-court workout with holders
of tax-free bonds.  Judge Jessica E. Price Smith oversees the
case.  The Debtor disclosed assets of $36 million and debt
totaling $48 million as of the Chapter 11 filing.  In its
schedules, the Debtor disclosed $22,314,854 in assets and
$49,555,487 in liabilities.

The Debtor is represented by Heather Lennox, Esq., Carl E.
Black, Esq., and Daniel M. Syphard, Esq., at Jones Day, as
bankruptcy counsel.  The Garden City Group, Inc., is the claims
and noticing agent.

Franciscan Sisters of Chicago, the sole member of the Debtor, is
providing $4.5 million in DIP loans.  The DIP Lender is
represented by George Mesires, Esq., and Daniel P. Strzalka, Esq.,
at Ungaretti & Harris LLP.  The Bank of New York Mellon Trust
Company, N.A., the bond trustee, is represented by Bruce H. White,
Esq., and Clifton R. Jessup, Esq., at Greenberg Traurig LLP. Wells
Fargo Bank, N.A., as Master Trustee, is represented by Daniel S.
Bleck, Esq., at Mintz, Levin, Cohn, Ferris, Glovsky and Popeo,
P.C., and John R. Weiss, Esq., at Duane Morris LLP.  Sovereign
Bank, provider of the Debtor's letter of credit facility, is also
represented by John R. Weiss, Esq., at Duane Morris LLP.


FRONTLINE COMMS: Moody's Says Dividend Cut Supports Profile
-----------------------------------------------------------
Moody's Investors Service said that Frontier Communications
Corp.'s (Ba2 stable) dividend cut, announced on Feb. 16, will
support the company's liquidity profile, as the roughly $350
million in expected savings over the next 12 months will bolster
Frontier's cash position, enabling it to earmark cash to pay down
a portion of current debt maturities and pay for capital
improvement projects to aid its company's competitive position.
As such, the ratings and the outlook benefit in the near term from
the enhanced liquidity.

Moody's current ratings for Frontier Communications Corporation
and and following affiliate are:

Frontier Communications Corporation

LT Corporate Family Ratings (domestic currency) Rating of Ba2

Probability of Default Rating of Ba2

Speculative Grade Liquidity Rating of SGL-1

Senior Unsecured (domestic currency) Rating of Ba2

Senior Unsecured Bank Credit Facility (domestic currency) Rating
of Ba2

Senior Unsec. Shelf (domestic currency) Rating of (P)Ba2

LGD Senior Unsecured (domestic currency) Assessment of 55 - LGD4

LGD Senior Unsecured Bank Credit Facility (domestic currency)
Assessment of 55 - LGD4

BACKED Senior Unsecured (domestic currency) Rating of Baa2/Ba2

LGD BACKED Senior Unsecured (domestic currency) Assessment of 55 -
LGD4

Underlying Senior Unsecured (domestic currency) Rating of Ba2

LGD Underlying Senior Unsecured (domestic currency) Assessment of
55 - LGD4

RATINGS RATIONALE

The principal methodology used in rating Frontier Communications
was the Global Telecommunications Industry Methodology published
in December 2010. Other methodologies used include Loss Given
Default for Speculative-Grade Non-Financial Companies in the U.S.,
Canada and EMEA published in June 2009.


GAMETECH INT'L: Kristin Fedor Stake Down to 4.5%
------------------------------------------------
In an amended Schedule 13G filing with the U.S. Securities and
Exchange Commission, Kristin A. Fedor disclosed that, as of
Dec. 31, 2011, she beneficially owns 543,731 shares of common
stock of Gametech International Inc representing 4.5% of the
shares outstanding.  Ms. Fedor disclosed in January 2011 ownership
of 645,177 shares, representing 5.4% of the shares outstanding.
A full-text copy of the latest regulatory filing is available for
free at http://is.gd/Bfg6yG

                    About GameTech International

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

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

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

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


GAMETECH INT'L: Richard Fedor Retains 16% Equity Stake
------------------------------------------------------
In an amended Schedule 13G filing with the U.S. Securities and
Exchange Commission, Richard T. Fedor and his affiliates disclosed
that, as of Dec. 31, 2011, they beneficially own 1,995,079 shares
of common stock of Gametech International Inc. representing 16.3%
of the shares outstanding.  Mr. Fedor previously disclosed
ownership of 1,997,963 shares (16.4%) in February 2011.  A full-
text copy of the regulatory filing is available at
http://is.gd/rkQDzj

                   About GameTech International

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

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

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

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


GAMETECH INT'L: Richard Fedor, Jr., Holds 6.6% Equity Stake
-----------------------------------------------------------
In a Schedule 13G filing with the U.S. Securities and Exchange
Commission, Richard T. Fedor Jr., disclosed that, as of Dec. 31,
2011, he beneficially owns 789,073 shares of common stock of
Gametech International Inc. representing 6.6% of the shares
outstanding.  A full-text copy of the regulatory filing is
available for free at http://is.gd/XEcvc3

                   About GameTech International

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

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

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

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


GELTECH SOLUTIONS: Incurs $1.4-Mil. Net Loss in Dec. 31 Quarter
---------------------------------------------------------------
GelTech Solutions, Inc., filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q reporting a
net loss of $1.41 million on $84,551 of sales for the three months
ended Dec. 31, 2011, compared with a net loss of $1.77 million on
$60,637 of sales for the same period a year ago.

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

The Company reported a net loss of $2.87 million on $262,953 of
sales for the six months ended Dec. 31, 2011, compared with a net
loss of $2.76 million on $89,194 of sales for the same period
during the prior year.

Geltech Solution's balance sheet at Dec. 31, 2011, showed $986,182
in total assets, $1.92 million in total liabilities, and a
$937,758 total stockholders' deficit.

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

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

                       http://is.gd/qUdqwU

                      About GelTech Solutions

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


GENTA INC: Felix Baker Discloses 9.9% Equity Stake
--------------------------------------------------
Felix J. Baker and Julian C. Baker disclosed in an amended
Schedule 13G filed with the U.S. Securities and Exchange
Commission that, as of Dec. 31, 2011, they beneficially own
215,000,000 shares of common stock of Genta Incorporation
representing 9.9% of the shares outstanding.  A full-text copy of
the regulatory filing is available at http://is.gd/a8kU8T

                     About Genta Incorporated

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

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

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

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

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

                        Bankruptcy Warning

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


GENTA INC: RA Capital Discloses 9.9% Equity Stake
-------------------------------------------------
In an amended Schedule 13G filing with the U.S. Securities and
Exchange Commission, RA Capital Management, LLC, and its
affiliates disclosed that, as of Dec. 31, 2011, they beneficially
own 210,536,030 shares of common stock of Genta Incorporated
representing 9.99% of the shares outstanding.  A full-text copy of
the filing is available for free at http://is.gd/t0xYbZ

                      About Genta Incorporated

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

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

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

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

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

                         Bankruptcy Warning

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


GENTA INC: Boxer Capital Discloses 9.9% Equity Stake
----------------------------------------------------
In an amended Schedule 13G filing with the U.S. Securities and
Exchange Commission, Boxer Capital, LLC, and its affiliates
disclosed that, as of Dec. 31, 2011, they deemed to beneficially
own 212,667,887 common shares which constitute approximately
9.999% of a notional number of the Genta Incorporated's
outstanding common shares.  Boxer Management and Joseph Lewis each
have shared voting and dispositive power with regard to the common
shares beneficially owned directly by Boxer Capital.  A full-text
copy of the regulatory filing is available at http://is.gd/oXqmnI

                     About Genta Incorporated

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

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

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

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

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

                        Bankruptcy Warning

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


GENTA INC: Kevin Tang Discloses 9.9% Equity Stake
-------------------------------------------------
Kevin C. Tang and his affiliates filed with the U.S. Securities
and Exchange Commission an amended Schedule 13G disclosing that,
as of Dec. 31, 2011, they beneficially own 195,388,893 shares of
common stock of Genta Incorporated representing 9.9% of the shares
outstanding.  A full-text copy of the filing is available at:

                        http://is.gd/071sY8

                      About Genta Incorporated

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

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

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

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

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

                        Bankruptcy Warning

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


GEOEYE INC: Moody's Gives Negative Outlook Amid Contracts Issues
----------------------------------------------------------------
Moody's Investors Service has changed the outlook of GeoEye Inc.'s
ratings to negative from stable based on increasing risk that the
US government will seek to renegotiate the terms of its cost
sharing arrangement with the company to complete the construction
of the GeoEye-2 satellite, expected to be deployed in 2013. The
status of Geoeye's US government contracts are intertwined with
election year budget deliberations and expected delivery of a
study of the entire EnhancedView satellite imagery program by the
Obama administration in April. As part of the rating action,
Moody's affirms the company's B1 corporate family ratings ("CFR")
and probability of default rating. A possible reduction in US
government revenues will adversely affect the company's liquidity,
thereby increasing credit risk. Thus, due to the uncertainty of
the appropriations, Moody's downgraded the company's liquidity
rating to SGL-3 from SGL-1 as the company's may use a significant
portion of its cash over the next 12 months to continue the
construction of Geoeye-2.

In August, 2010, GeoEye received a $2.8 billion National
Geospatial-Intelligence Agency ("NGA") award in a series of ten
one-year contracts, which includes a Service Level Agreement
("SLA") for $150 million per year for satellite imagery,
increasing by $183 million to $333.4 million per year when the
company's GeoEye-2 satellite is expected to become operational in
the second half of 2013. More importantly, the NGA had agreed
provide $337 million in cost share payments towards the build and
launch of Geoeye-2. The contracts are subject to ongoing reviews
by the NGA, with the budgets dependent on Congressional
appropriations. Moody's estimates that GeoEye in aggregate,
receives 66% of its revenues from the US Government.

Issuer: GeoEye Inc.

   -- Corporate Family Rating, Affirmed B1

   -- Probability of Default Rating, Affirmed B1

   -- $400m 9.625% Gtd Sr Sr Global Notes due 10/1/2015, Affirmed
      Ba3 (LGD3-38%)

   -- $125m 8.625% Sr Secured 2nd Lien Notes due 10/1/2016,
      Affirmed B3 (LGD5-89%)

   -- Speculative Grade Liquidity Rating, Changed to SGL-3 from
      SGL-1

   -- Outlook, Changed to Negative from Stable

RATINGS RATIONALE

GeoEye's B1 rating largely reflects the uncertainty of future
EnhancedView appropriations and potential reduction in the
company's financial flexibility over the long term. Under Moody's
estimates, in addition to possible revenue reductions in the
upcoming SLA renewals, GeoEye's long term liquidity position is
highly dependent on the government's funding of the GeoEye-2 cost
share. Moody's believes that the first installment of the GeoEye-2
cost share in the amount of $111 million has already been
accounted for in prior budget appropriations and is scheduled to
be paid in the first half of 2012. However, the final $226 million
cost share payment due upon GeoEye-2 delivery in 2013 may be cut.
Given the specialized nature of the high-resolution imagery
satellites, Moody's believe that GeoEye cannot moderate the pace
of the construction, and the company will continue to invest
capital heavily through 2013. Therefore, without ongoing cost-
share payments from the NGA, the company's liquidity will be
adversely affected as it completes the construction of GeoEye-2.
The company estimates that GeoEye-2 will cost between $800 and
$850 million in total, before capitalized interest, of which
approximately $518 million has been spent through the third
quarter of 2011.

The ratings are supported by the increasing needs for high
resolution surveillance and mapping applications by the various
arms of the US Government. Also, in the event of a budget impasse,
under "continuing resolutions" provisions the contract payments
revert to previous fiscal year's levels, which would preserve
GeoEye's US government revenue stream through 2012. The
specialized products and services provided by commercial imagery
providers are difficult to replicate, and the DoD does not have
spare capacity on its classified imagery satellites to replace the
current service. Thus, while there is high probability that the
negotiated payments beyond 2012 will be reduced, the risk of a
full elimination of the EnhancedView program that governs the
DoD's purchases of commercial satellite imagery is minimal.

In 2010, when the EnhancedView awards were announced to GeoEye and
peer commercial imagery provider DigitalGlobe, the NGA voiced
strong support for the industry, as well as a desire to maintain a
two private industry participants to diversify the sourcing of
global imagery. However, with the escalating US budget deficit,
Department of Defense ("DoD") programs are among the most visible
items to cut, and Moody's is not convinced that the same support
for two players exists in the current deliberations. Therefore, in
addition to possible absolute contract cuts, the NGA allocations
may favor one company over the other. As both companies are
building new satellites, the NGA decision may render one of the
two satellites commercially untenable in the near term.

GeoEye's SGL-3 liquidity rating indicates adequate liquidity. Over
the 4-quarter horizon to December 31, 2012 GeoEye's main source of
liquidity is expected to be cash on hand, which was about $210
million at September 30, 2011. The company anticipates receiving
the $111 million cost share payment from NGA in the first half of
2012 to bolster its liquidity. If the payment is not received or
delayed, the company's cash position will be materially weakened
as it continues to build GeoEye-2.

What Could Change the Rating - Up

Upward rating momentum and/or outlook stabilization will occur if
the US budget deliberations result in the confirmation of the
expected revenue streams and full cost share reimbursement for
GeoEye-2, which carries the company over to a successful launch
and deployment of the new satellite. Additionally, ratings may be
raised if the company diversifies its revenue stream away from the
US government, and the resulting cash flow augments the company's
liquidity while free cash flow generation reaches over $100
million per year.

What Could Change the Rating - Down

Rating downgrades would be driven by unfavorable DoD budget
outcome which would significantly curtail US government revenues,
and if the company is unable to replenish those revenues from
other customers. Given the high technology risk endemic in the
company's business model, ratings would come under pressure if
there is a significant impairment of assets in space that is not
covered by insurance.

The principal methodology used in rating GeoEye Inc. was the
Global Aerospace and Defense Industry Methodology published in
June 2010. Other methodologies used include Loss Given Default for
Speculative-Grade Non-Financial Companies in the U.S., Canada and
EMEA published in June 2009.


GLOBAL SOLUTIONS: Moody's Cuts Corporate Family Rating to 'Caa1'
----------------------------------------------------------------
Moody's Investors Service downgraded Infor Global Solutions
Holdings Ltd.'s debt ratings, including the corporate family
rating to Caa1 from B3 and the first lien secured debt to B2 from
B1.  The downgrade was driven by the very high leverage and large
upcoming debt maturities beginning in 2013. The outlook is stable.

RATINGS RATIONALE

Infor's Debt to EBITDA as of November 30, 2011 was well in excess
of 9x. Though the company has shown increasing revenue and EBITDA
trends for the past several quarters, the company faces challenges
with about $2.6 billion of debt scheduled to mature in 2013.
Current liquidity is insufficient to fund upcoming maturities
without additional equity contributions. While the company is
expected to be free cash flow positive on a rolling four quarter
basis (free cash flow for the LTM period ended November 30, 2011
was $90 million), the free cash flow and cash on hand is
insufficient to materially reduce funded debt of $4.6 billion.

Infor is contemplating several capital structure alternatives
which could address upcoming maturities as well as materially
reduce leverage. If Infor can meaningfully reduce leverage, the
ratings could be upgraded. The ratings could face further negative
pressure particularly as the 2013 maturities approach.

These ratings were downgraded:

Corporate family rating: to Caa1 from B3

Probability of default: to Caa1 from B3

First Lien Senior Secured Revolver due 2013, to B2, LGD2 (27%)
from B1, LGD2 (27%)

First Lien Senior Secured Term Loan due 2013, to B2, LGD2 (27%)
from B1, LGD2 (27%)

This rating was affirmed and point estimate revised:

Second Lien Senior Secured Term Loan due 2014, Caa2, LGD5 (78%)
from LGD5 (79%)

Ratings outlook: stable

The individual debt instrument ratings were assigned using Moody's
Loss Given Default Methodology. The B2 rating on the first lien
debt is driven by its senior most position in the capital
structure.

The principal methodology used in rating Infor was the Global
Software Industry Methodology published in May 2009. Other
methodologies used include Loss Given Default for Speculative-
Grade Non-Financial Companies in the U.S., Canada and EMEA
published in June 2009.

Infor Global Solutions Holdings Ltd., headquartered in Alpharetta,
Georgia and a Cayman Islands exempted company, is a global
provider of financial and enterprise applications software with
$1.9 billion of revenues for the twelve month period ended
November 30, 2011.


GOLDEN TEMPLE: Files for Chapter 11, to Continue Mediation
----------------------------------------------------------
Golden Temple Management, LLC, filed a Chapter 11 petition (Bankr.
D. Ore. Case No. 12-60536) on Feb. 18, 2012.

Springfield, Oregon-based Golden Temple, disclosed $49 million in
assets and $10.4 million in liabilities in schedules attached to
the petition.  Primary assets consist of the 90% ownership of
Golden Temple of Oregon, LLC, valued at $40 million, and the 100%
control of GTO and share in annual profits, valued at $4 million.

Contingent and unliquidated claims of the Debtor include a
holdback on sale of business division to Hearthside Food
Solutions, LLC, valued at $5 million, and potential malpractice
claims against Schwabe, Williamson & Wyatt and other
professionals.

The Debtor has filed with the bankruptcy court a motion to
continue pending mediation sessions.

Prior to the bankruptcy filing, there have been mediation sessions
convened with U.S. District Court Judge Michael Hogan.  There is a
currently pending mediation session scheduled on Feb. 22-24, 2012
in Eugene, Oregon, involving many of the parties involved in
litigation claims.

The Debtor says that the mediation sessions will allow it to craft
a reorganization plan that will satisfy disparate groups of
creditors and provide a dividend to unsecured creditors.


GREEN PLANET: Delays Form 10-Q for Fiscal Dec. 31 Quarter
---------------------------------------------------------
Green Planet Group, Inc., notified the U.S. Securities and
Exchange Commission that in order for the Company to complete the
financial statements and narrative information for the fiscal
quarter ended Dec. 31, 2011, it requires additional time to file
its Form 10-Q for that fiscal quarter.

                        About Green Planet

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

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

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

Green Planet reported a net loss of $15.4 million for the fiscal
year ended March 31, 2011, following a net loss of $15.7 million
for fiscal 2010.  For the six months ended Sept. 30, 2011, the
Company has net income of $15.9 million on $15.4 million of sales.


GREEN PLANET: ACE Limited Holds 5.3% Equity Stake
-------------------------------------------------
In a Schedule 13G filed with the U.S. Securities and Exchange
Commission, ACE Limited disclosed that, as of Dec. 31, 2011, it
beneficially owns 9,955,500 shares of common stock of Green Planet
Group, Inc., representing 5.36% of the shares outstanding.  A
full-text copy of the regulatory filing is available for free at:

                        http://is.gd/qgtX1U

                        About Green Planet

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

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

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

Green Planet reported a net loss of $15.4 million for the fiscal
year ended March 31, 2011, following a net loss of $15.7 million
for fiscal 2010.  For the six months ended Sept. 30, 2011, the
Company has net income of $15.9 million on $15.4 million of sales.


GRUBB & ELLIS: To Sell Business to BGC via Chapter 11
-----------------------------------------------------
Grubb & Ellis Co., a U.S. real estate services company, filed for
Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 12-10685) to
sell almost all its assets to BGC Partners Inc.

Grubb & Ellis said in a statement it expects business to continue
without disruption as it completes the "363" sale process as
expeditiously as possible.

Santa Ana, California-based Grubb & Ellis, which filed for Chapter
11 protection with 16 affiliates, disclosed $150.16 million in
assets and $167.2 million in liabilities as of Dec. 31, 2011.  The
Debtor has a secured debt of $30 million plus interest to BGC Note
Acquisition Co. pursuant to 7.95% Convertible Senior Notes due
2015.  It also said that preferred stock amounts to $106.2 million
as of Dec. 31, 2011.

Grubb & Ellis -- http://www.grubb-ellis.com/-- is one of the
nation's largest commercial real estate services firms, providing
transaction services, property management, facilities management
and valuation services through more than 100 company-owned and
affiliate offices.  The Company employs over 3,000 professionals
and conducts business through over 90 company-owned and affiliate
locations throughout the United States, and, thorugh a network of
non-debtor-affiliates, throughout the world.  The company
completed about 12,000 sale and lease transactions last year and
manages more than 250 million square feet of property.

"We determined that a partnership with BGC provides the best
platform for our brokerage professionals, employees and clients,"
Thomas P. D'Arcy, chief executive officer of Grubb & Ellis, said
in a statement Feb. 19.  "We expect no disruption to the company's
operations."

BGC agreed to provide a loan of as much as $4.8 million to Grubb &
Ellis to keep it operating during the bankruptcy process.

The Debtor has engaged Togut, Segal & Segal, LLP as general
bankruptcy counsel, Zuckerman Gore Brandeis & Crossman, LLP, as
general corporate counsel, and Alvarez & Marsal Holdings, LLC, as
financial advisor in the Chapter 11 case.  Kurtzman Carson
Consultants is the claims and notice agent.

                      Road to Bankruptcy

Michael J. Rispoli blamed the downturn in the U.S. real estate
market between 2007 and 2009 for losses during the period that it
said severely strained its liquidity and hampered its ability to
keep operating.  Mr. Rispoli also blamed the liabilities and
losses associated with NNN Realty Advisors, Inc. and the slower
than projected recovery of the real estate markets in 2010.

In February 2011, Grubb & Ellis hired FBR Capital Markets & Co. to
being a process to divest of its NNN tenant-in-common business.
It also began a process to divest its Alescco Global Advisors
mutual fund business as well as other non core business entities.

In March 2011, with the assistance of JMP Securities, LLC, the
Debtor began a process of actively marketing its remaining core
businesses.  While it engaged in negotiations with a number of
parties, it was unable to reach an agreement that could be
effected outside the bankruptcy process.

BGC Partners, a New York-based broker of financial products, has
agreed to buy the assets via the Chapter 11 process  BGC owns
Newmark Knight Frank, one of the largest commercial real estate
service firms in the U.S.

                            Quick Sale

Grubb & Ellis wants a quick sale of the assets.  The Debtor noted
that brokers representing nearly 30% of the 2011 brokerage revenue
have recently left Grubb & Ellis.  Additionally, two of the
Debtor's largest facilities management counterparties have
terminated their contracts since Dec. 31, 2011.

Grubb & Ellis has filed with the Bankruptcy Court a motion seeking
approval of the sale procedures pursuant to 11 U.S.C. Sec. 363.

The sale to BGC is subject to higher and better offers at an
auction.   The Debtor proposes a March 9 deadline for preliminary
bids, a March 19 deadline for binding bids, an auction on March
31, 2012, and a sale hearing on March 23, 2012.

Pursuant to the term sheet signed by the parties, BGC will buy the
assets for $30.02 million, consisting of a credit bid the full
principal amount outstanding under the (i) $30 million credit
agreement dated April 15, 2011, with BGC Note, (ii) the amounts
drawn under the $4.8 million facility, and (iii) the cure amounts
due to counterparties.  BGC can terminate the contract if the sale
order has not been entered by the bankruptcy court in 25 days
after the execution of the Asset Purchase Agreement.  The parties
expect to file the APA not later than one day prior to the hearing
to consider the Bid Procedures.

Included among the assets to be purchased by BGC are the Debtors'
Chapter 5 avoidance actions.


GULF STATES: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Gulf States Protective Coatings, Inc.
        201 North 16th Street
        La Porte, TX 77571

Bankruptcy Case No.: 12-31315

Chapter 11 Petition Date: February 20, 2012

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

Judge: Karen K. Brown

Debtor's Counsel: Joan Kehlhof, Esq.
                  WIST HOLLAND & KEHLHOF
                  720 N Post Oak Rd, Suite 610
                  Houston, TX 77024
                  Tel: (713) 686-5444
                  Fax: (713) 686-0703
                  E-mail: jkehlhof@whkllp.com

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

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

A list of the Company's 20 largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/txsb12-31315.pdf

The petition was signed by Jane O. McKenzie, president.


HARRY ALTICK: Claim for Exemption Denied for Misleading Creditors
-----------------------------------------------------------------
Bankruptcy Judge Alan Jaroslovsky denied Harry Palmer Altick's
claim for exemption upon the objection of the Chapter 7 trustee
appointed in Mr. Altick's case.  The Court said Mr. Altick
intentionally misrepresented the value of his interest in Gold
Dome LLC to his creditors in his disclosure statement in order to
induce them to go along with his plan.  At that time, Mr. Altick
knew that his interest in Gold Dome had significant value.  The
delay in liquidating the interest in Gold Dome resulted in a
greatly diminished dividend to unsecured creditors.  The Court
said it would be unjust to allow Mr. Altick to benefit from the
fruits of his misrepresentation by claiming an exemption in Gold
Dome.

Mr. Altick filed for Chapter 11 bankruptcy to stop the sale of his
interest in Gold Dome LLC for $350,000 which had been ordered by a
state family law court. Altick scheduled the value of his interest
in Gold Dome as "unknown," but did note that it had assets worth
$3 million and debts of a little under $1 million.  While he was
in Chapter 11, he showed his interest in Gold Dome as having a
value of $900,000 on his operating reports, which were consistent
with his schedules.  However, his disclosure statement, filed on
Feb. 6, 2009, was inconsistent with his schedules and operating
reports and patently false.  In it, he represented that his
interest in Gold Dome was over-encumbered so that it had zero
value.  On April 3, 2009, the court confirmed his plan of
reorganization.

Three years later, Mr. Altick converted his case to Chapter 7.  At
the meeting under 11 U.S.C. Sec. 341, the Chapter 7 trustee, Linda
Green, asked Mr. Altick about Gold Dome.  He told her basically
the same thing as he had represented in his disclosure statement,
that his interest in Gold Dome had no value.  He did not mention
that at the time of his bankruptcy filing there was a sale of his
interest in Gold Dome pending for $350,000.

Mr. Altick's original exemption claims were not controversial. The
only significant asset he claimed as exempt was his residence,
which his schedules showed was over-encumbered.  After conversion,
Ms. Green asked the court to approve the sale of Mr. Altick's
interest in Gold Dome to the other partner for $10,000.  Mr.
Altick then amended his schedules to delete the claim of exemption
as to the residence and add an exemption of $21,000 in Gold Dome.

Ms. Green objected to this claim of exemption on the grounds of
bad faith and on the grounds of claim preclusion (res judicata).
The court elected to decide the legal issue first, and determined
that the exemption was not barred as a matter of law.  It then set
a hearing on whether the evidence established that Mr. Altick was
barred from asserting his exemption due to bad faith.

A copy of the Court's Feb. 15, 2012 Memorandum is available at
http://is.gd/sIApj8from Leagle.com.

Harry Palmer Altick filed his Chapter 11 petition (Bankr. N.D.
Calif. Case No. 08-10419) on March 11, 2008.  Bankruptcy Judge
Alan Jaroslovsky presides over the case.  The Law Offices of David
N. Chandler -- DChandler1747@yahoo.com -- serves as the Debtor's
counsel.  In his petition, the Debtor estimated $1 million to $10
million in both assets and debts.


HORIZON VILLAGE: Keith Harper OK'd to Provide Valuation Services
----------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Nevada authorized
Horizon Village Square LLC to employ Keith Harper of Valuation
Consultants to provide valuation services in response to Wells
Fargo Bank, N.A.'s objection to the confirmation of Debtor's
Chapter 11 Plan.

As reported in the Troubled Company Reporter on Jan. 27, 2012,
through its objection, Wells Fargo contested to the Debtor's
valuation of the real property.

Prepetition, the Debtor engaged Harper to appraise real property
known as the Horizon Village Square Shopping Center located near
the intersection of the I-95 and Horizon Ridge Parkway, at 25
through 75 E. Horizon Ridge Parkway, Henderson, Nevada.

As its appraiser and valuation expert, Mr. Harper will perform
services at the rate of $500 per hour for depositions and $350 per
hour for all other services, plus costs.

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

              About Horizon Village Square et al.

Four related Las Vegas, Nevada-based entities sought Chapter 11
bankruptcy protection on July 13, 2011.  The businesses are owned
or managed by local business people and firms, including Todd
Nigro, Nigro Development LLC, a Nigro family trust and other
investors.

Horizon Village Square LLC (Bankr. D. Nev. Case No. 11-21034) owns
the Vons-anchored Horizon Village Square Shopping Center near
I-515 and Horizon Drive in Henderson.  The property includes five
retail buildings with nearly 43,000 square feet of space.

Ten Saints LLC (Bankr. D. Nev. Case No. 11-21028) owns the 134-
room Hampton Inn & Suites at St. Rose Parkway and Seven Hills
Drive in Henderson.

Beltway One Development Group LLC (Bankr. D. Nev. Case No.
11-21026) owns the Desert Canyon Business Park at Russell Road and
the Las Vegas Beltway. It has two buildings and 15 acres.

Nigro HQ LLC (Bankr. D. Nev. Case No. 11-21014) owns an office
building at 9115 W. Russell Road occupied by Bank of George,
Infinity Plus LLC and Nigro Construction Inc.

Todd Nigro said the four bankruptcies were caused by threatened
foreclosures -- typically related to Wells Fargo Bank demanding
payments to keep loan-to-value ratios at specified levels.

Judge Mike K. Nakagawa presides over the cases.  Lawyers at Gordon
Silver serve as the Debtors' bankruptcy counsel.  The bankruptcy
petitions estimated assets and debts from $1 million to $10
million each for Nigro HQ; and from $10 million to $50 million in
both assets and debts for Horizon Village, Ten Saints and Beltway
One.

A fifth related business, Russell Boulder LLC, filed for
bankruptcy (Bankr. D. Nev. Case No. 10-29724) on Oct. 19, 2010.
It owns the 600-suite Siena Suites extended stay property at
Boulder Highway and Russell Road.

Edward M. Zachary, Esq., at Bryan Cave LLP, in Bryan Cave LLP, in
Phoenix, Ariz., and Robert M. Charles, Jr., Esq., at Lewis and
Roca LLP, in Las Vegas, Nev., represent Wells Fargo Bank, N.A., as
counsel.


HOSTESS BRANDS: Trade Groups, Others Slam Bid to Drop Pensions
--------------------------------------------------------------
Hilary Russ at Bankruptcy Law360 reports that trade groups,
pension advocates, ConAgra Foods Inc. and others joined the
pushback Friday against Hostess Brands Inc.'s move to drop out of
24 multiemployer pension plans in its Chapter 11 case in New York
bankruptcy court.

Law360 relates that the companies say the move would allow Hostess
to dump its $2 billion in pension obligations onto them, unfairly
burdening them with increased costs while lifting the load from
their competitor.

As reported in the TCR on Jan. 23, 2012, a trial is set to begin
March 5, 2012, on the company's bid to terminate existing pensions
and retiree benefits.

Hostess Brands Inc.'s official committee of unsecured creditors,
which is dominated by labor unions and benefit plans, is opposing
the proposal.  Two baking companies have also filed an objection,
arguing that the move could push smaller industry members toward
insolvency.

                        About Hostess Brands

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

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

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

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

Judge Robert D. Drain oversees the case.  Hostess has hired Jones
Day as bankruptcy counsel; Stinson Morrison Hecker LLP as general
corporate counsel and conflicts counsel; Perella Weinberg Partners
LP as investment bankers, FTI Consulting, Inc. to provide an
interim treasurer and additional personnel for the Debtors, and
Kurtzman Carson Consultants LLC as administrative agent.

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

Attorneys for The Bakery, Confectionery, Tobacco Workers and Grain
Millers International Union and Bakery & Confectionery Union &
Industry International Pension Fund are Jeffrey R. Freund, Esq.,
at Bredhoff & Kaiser, P.L.L.C.; and Ancela R. Nastasi, Esq., David
A. Rosenzweig, Esq., and Camisha L. Simmons, Esq., at Fulbright &
Jaworski L.L.P.

An official committee of unsecured creditors has been appointed in
the case.  The committee selected New York law firm Kramer Levin
Naftalis & Frankel LLP as its counsel. Tom Mayer and Ken Eckstein
will head up the legal team for the committee.

The bankruptcy judge on Feb. 3 gave Hostess Brands final authority
for $75 million in secured financing.  The day following the Jan.
11 Chapter 11 filing, Hostess had secured interim approval for a
$35 million loan.


HYLAND SOFTWARE: Moody's Affirms 'B2' Corporate Family Rating
-------------------------------------------------------------
Moody's Investors Service affirmed Hyland Software, Inc.'s B2
corporate family rating ("CFR") and the ratings for the Company's
existing credit facilities. Moody's also assigned a B2 rating to
the Company's proposed $80 million of tack-on first lien term
loans. Hyland will use the net proceeds from the add-on term loans
and cash on hand to pay special dividend to its shareholders. The
outlook for ratings is stable.

RATINGS RATIONALE

The proposed increase in debt to finance dividends will raise
Hyland's Total Debt-to-EBITDA leverage by about 1.3x to 4.3x
(incorporating Moody's standard analytical adjustments). The
transaction effectively reverses the deleveraging attained since
the last dividend recapitalization in December 2010. The
affirmation of Hyland's B2 CFR reflects Moody's expectations that
leverage will again trend down toward less than 4.0x in the next
12 months from EBITDA growth driven by Hyland's projected revenue
growth in the mid- to high-single digits percentages benefiting
from a growing Enterprise Content Management (ECM) software market
and through good sales execution.

The B2 CFR is supported by Hyland's competitive market position,
especially in the mid-market segment, and its well-regarded
industry verticals-focused product offerings in a growing ECM
software market; its high levels of recurring revenues, and the
Company's good free cash flow generation prospects resulting from
revenue growth and high EBITDA margins.

However, the rating is constrained by the aggressive financial
policies of Hyland's shareholders, and the Company's modest
operating scale, particularly relative to the larger and
financially stronger ECM competitors. The rating additionally
considers Hyland's limited product portfolio within the ECM
software segment and the expectation that the Company's financial
leverage will likely remain in the 3.5x to 4.5x range in the
intermediate term.

The stable outlook reflects Moody's expectation that Hyland will
maintain its competitive market position and generate good revenue
growth in the mid-single digits percentages. The outlook also
incorporates Moody's expectation that Hyland will continue to make
small targeted acquisitions to build out its vertical-market
focused growth strategy.

Given Hyland's modest scale, narrow industry focus, and the
potential for future shareholder distributions, a rating upgrade
is unlikely over the near-term. However, to the extent that the
Company is able to increase its scale while maintaining a
conservative and predictable leverage profile and good liquidity
position, the ratings or the outlook could be raised.

Conversely, Moody's could downgrade Hyland's ratings if the
Company's operating performance or market share experience
sustained declines, and as a result the Company is unable to
maintain Total Debt-to-EBITDA (Moody's adjusted) leverage below
5.5x and free cash flow falls below 10% of its adjusted debt.
Additionally, deterioration in liquidity, or a material
degradation in the Company's business or financial risk profile
resulting from aggressive shareholder-oriented financial policies
or a large, transformative acquisition could trigger a downgrade.

These ratings were affirmed:

Corporate Family Rating -- B2

Probability of Default Rating -- B3

$20 Million Senior Secured Revolving Credit Facility due 2015 --
B2 (LGD3 - 35%)

$205 Million ($194 Million outstanding) Senior Secured Term Loan
due 2016 -- B2 (LGD3 - 35%)

The following rating was assigned:

$80 Million of add-on Senior Secured Term Loan due 2016 -- B2
(LGD3 - 35%)

The principal methodology used in rating Hyland Software, Inc. was
the Global Software Industry Methodology published in May 2009.
Other methodologies used include Loss Given Default for
Speculative-Grade Non-Financial Companies in the U.S., Canada and
EMEA published in June 2009.

Headquartered in Westlake, OH, Hyland Software, Inc. provides
Enterprise Content Management software solutions to enterprise
customers. Private equity firm Thoma Bravo owns majority equity
interest in the Company.


IMPLANT SCIENCES: Incurs $3.3 Million Net Loss in Dec. 31 Qtr.
--------------------------------------------------------------
Implant Sciences Corporation filed with the U.S. Securities and
Exchange Commission its Quarterly Report on Form 10-Q reporting a
net loss of $3.29 million on $1.13 million of revenue for the
three months ended Dec. 31, 2011, compared with a net loss of
$9.39 million on $3.14 million of revenue for the same period a
year ago.

The Company also reported a net loss of $15.55 million on $6.65
million of total revenues for the year ended June 30, 2011,
compared with a net loss of $15.52 million on $3.47 million of
total revenues for the same period during the prior year.

The Company reported a net loss of $6.36 million on $2.16 million
of revenue for the six months ended Dec. 31, 2011, compared with a
net loss of $10.03 million on $4.15 million of revenue for the
same period during the prior year.

The Company's balance sheet at Dec. 31, 2011, showed $7 million in
total assets, $33.03 million in total liabilities and a $26.03
million in total stockholders' deficit.

Marcum LLP, in Boston, Massachusetts, expressed substantial doubt
about the Company's ability to continue as a going concern.  The
independent auditors noted that the Company has had recurring net
losses and continues to experience negative cash flows from
operations.   As of Sept. 30, 2011, the Company's principal
obligation to its primary lender was approximately $23,115,000
with accrued interest of approximately $1,705,000.

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

                        http://is.gd/vTu0gz

                     About Implant Sciences

Implant Sciences Corporation (OBB: IMSC.OB) --
http://www.implantsciences.com/-- develops, manufactures and
sells sensors and systems for the security, safety and defense
(SS&D) industries.

                       Bankruptcy Warning

The Company's ability to comply with its debt covenants in the
future depends on its ability to generate sufficient sales and to
control expenses, and will require the Company to seek additional
capital through private financing sources.  In addition, the
Company will require substantial funds for further research and
development, regulatory approvals, and the marketing of its
explosives detection products.  The Company's capital requirements
depend on numerous factors, including but not limited to the
progress of the Company's research and development programs; the
cost of filing, prosecuting, defending and enforcing any
intellectual property rights; competing technological and market
developments; changes in the Company's development of
commercialization activities and arrangements; and the hiring of
additional personnel, and acquiring capital equipment.  There can
be no assurances that the Company will achieve its forecasted
financial results or that the Company will be able to raise
additional capital to operate its business.

Any failure to comply with the Company's debt covenants, to
achieve its projections or obtain sufficient capital on acceptable
terms would have a material adverse impact on the Company's
liquidity, financial condition and operations and could force the
Company to curtail or discontinue operations entirely or file for
protection under bankruptcy laws.


INTEGRATED BIOPHARMA: Delays Form 10-Q for December 31 Quarter
--------------------------------------------------------------
Integrated BioPharma, Inc., informed the U.S. Securities and
Exchange Commission that its quarterly report on Form 10-Q for the
quarterly period ended Dec. 31, 2011, cannot be filed within the
prescribed time period because the Company is experiencing delays
in the collection and compilation of certain information required
to be included in the Form 10-Q.  The Company's Quarterly Report
on Form 10-Q will be filed on or before the fifth calendar day
following the prescribed due date.

                    About Integrated BioPharma

Based in Hillside, N.J., Integrated BioPharma, Inc. (INBP.OB) --
-- http://www.healthproductscorp.us/ -- is engaged primarily in
manufacturing, distributing, marketing and sales of vitamins,
nutritional supplements and herbal products.  The Company's
customers are located primarily in the United States.  The Company
was previously known as Integrated Health Technologies, Inc., and,
prior to that, as Chem International, Inc.  The Company was
reincorporated in its current form in Delaware in 1995.  The
Company continues to do business as Chem International, Inc., with
certain of its customers and certain vendors.

The Company reported a net loss of $2.28 million on $25.13 million
of net sales for the fiscal year ended June 30, 2011, compared
with a net loss of $5.53 million on $20.16 million of net sales
during the prior fiscal year.

The Company's balance sheet at Sept. 30, 2011, showed
$13.41 million in total assets, $20.73 million in total
liabilities, all current, and a $7.32 million total stockholders'
deficiency.

Friedman, LLP, in East Hanover, NJ, expressed substantial doubt
about the Company's ability to continue as a going concern.  The
independent auditors noted that the Company has a working capital
deficiency, recurring net losses and has defaulted on its debt
obligations.


INTEGRATED ENVIRONMENTAL: McAdoo Discloses 15.9% Equity Stake
-------------------------------------------------------------
In an amended Schedule 13G filing with the U.S. Securities and
Exchange Commission, McAdoo Capital, Inc., and its affiliates
disclosed that, as of Dec. 31, 2011, they beneficially own
21,525,579 shares of common stock of Integrated Environmental
Technologies, Ltd., representing 15.9% of the shares outstanding.
A full-text copy of the filing is available for free at:

                        http://is.gd/5vbrAC

                  About Integrated Environmental

Little River, S.C.-based Integrated Environmental Technologies,
Ltd., through its wholly-owned subsidiary I.E.T., Inc., designs,
manufactures, and sells EcaFlo(R) equipment, which utilizes the
Electro-Chemical Activation process to generate environmentally
responsible EcaFlo(R) solutions - anolyte and catholyte - for use
in managing and controlling bacteria, fungi, viruses and other
unwanted microorganisms in an effective and economically
beneficial manner over a variety of commercial and industrial
applications.

The Company's balance sheet at June 30, 2010, showed $1,293,820 in
total assets, $988,674 in total current liabilities, and $305,146
in stockholders' equity.

Following the Company's annual results for 2009, Weaver & Martin
LLC, in Kansas City, Mo., expressed substantial doubt about the
Company's ability to continue as a going concern.  The independent
auditors noted that the Company's ability to continue as a going
concern is dependent upon obtaining additional sources of capital
or borrowings.

In the Form 10-Q, the Company acknowledges that as a result of its
deficiency in working capital at December 31, 2009 and June 30,
2010, its auditors expressed substantial doubt about its ability
to continue as a going concern.  The Company says its ability to
continue as a going concern is dependent upon attaining profitable
operations.


ISAACSON STRUCTURAL: Seeks to Auction Off New Hampshire Property
----------------------------------------------------------------
Isaacson Steel, Inc., and Isaacson Structural Steel, Inc., ask the
U.S. Bankruptcy Court for the District of New Hampshire for
authorization to sell their real estate commonly known and
numbered as 40 Jericho Road, Berlin, New Hampshire and all or
substantially all of Debtor's operating assets.

The Debtors relate that they had engaged in more than preliminary
discussions with several qualified, potential stalking horses or
bidders for the purchased assets.  One has made an oral offer for
the operating assets and the right to lease the real estate from
BIDPA or the City of Berlin, New Hampshire due to environmental
concerns that would have been allayed by the Ground Water
Monitoring Report and the Phase I and II Environmental Surveys
provided by Debtor.  At this time, Debtor expects to enter into a
stalking horse agreement.

In connection with the negotiation of a stalking horse agreement,
the Debtor reserves the right to include, and request the approval
of the stalking horse protection for the benefit of the first
stalking horse to make an offer determined to be fair and
reasonable by the Debtor after considering the advice of Debtor's
professionals and consulting with the Committee, New Hampshire
Business Finance Authority and Passumpsic Savings.

The stalking horse protection includes a break-up fee and a
requirement that an initial bid exceed the purchase price offered
by stalking horse, plus an amount equal to 120% of the Break-up
fee.  In subsequent rounds of bidding, each qualified bidder will
be required to increase the highest bid by at least $25,000.

If Debtor enters into one or more stalking horse agreements, the
Debtor will file a separate motion which seeks approval of the
sale of the real estate or operating assets to the stalking horse
or horses, well as the assumption and assignment of any assigned
contracts subject to higher and better bids made at an auction
conducted in accordance with the bid procedures and assumption and
assignment procedures, as proposed or modified by the order
granting the motion.

                        Agency's Objection

New Hampshire Business Finance Authority, in its objection to the
sale of certain assets, related that the motion contemplates that
a portion of the proceeds from the sale will be deposited into a
non-interest bearing IOLTA account, "...which shall belong to the
Debtors and may be used by the Debtors to pay superpriority
administrative claims, administrative claims..."

BFA asserted that the unencumbered funds, as a portion of the
proceeds of the sale, must be held and disbursed only in
accordance with the terms of the BFA Approval Order.

BFA is represented by:

         George J. Marcus, Esq.
         Jennie L. Clegg, Esq.
         MARCUS, CLEGG & MISTRETTA, P.A.
         One Canal Plaza, Suite 600
         Portland, ME 04101
         Tel: (207) 828-8000

                   About Isaacson Structural Steel

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

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

An official committee of unsecured creditors has been appointed in
Isaacson Structural Steel's case.  Nixon Peabody LLP, and Mesirow
Financial Consultants represents the Committee.

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

No trustee or examiner has been appointed in this case.


J.O.C. FARMS: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: J.O.C. Farms, L.L.C.
        4483 US Hwy 264 East
        Greenville, NC 27834

Bankruptcy Case No.: 12-01285

Chapter 11 Petition Date: February 20, 2012

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

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

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

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

A list of the Company's 20 largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/nceb12-01285.pdf

The petition was signed by Joseph D. Briley, Jr., member/manager.

Affiliate that filed separate Chapter 11 petition:

                                                 Petition
   Debtor                              Case No.     Date
   ------                              --------     ----
Joseph D. Briley, Jr.                  12-01284   02/20/12


JJJ HOLDING: Case Summary & Largest Unsecured Creditor
------------------------------------------------------
Debtor: JJJ Holding LLC
        6995 West Grand River
        Brighton, MI 48114

Bankruptcy Case No.: 12-30682

Chapter 11 Petition Date: February 20, 2012

Court: United States Bankruptcy Court
       Eastern District of Michigan (Flint)

Judge: Daniel S. Opperman

Debtor's Counsel: Charles G. Hodgson, Esq.
                  THE LAW OFFICES OF CHARLES G. HODGSON
                  8163 Grand River Road, Suite 100
                  Brighton, MI 48114
                  Tel: (810) 225-4377
                  Fax: (810) 225-2892
                  E-mail: carterlaw@comcast.net

Estimated Assets: $0 to $50,000

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

Affiliates that filed separate Chapter 11 petitions:

                                                 Petition
   Debtor                              Case No.     Date
   ------                              --------     ----
Charles G Jackson                      10-36697   12/23/10
JDK Holdings LLC                       12-30683   02/20/12
  Assets: $0 to $50,000
  Debts: $1,000,001 to $10,000,000
JFJ Enterprises, LLC                   12-30690   02/20/12
  Assets: $0 to $50,000
  Debts: $1,000,001 to $10,000,000
J T Enterprises LLC                    12-30691   02/20/12

In its list of 20 largest unsecured creditors, JJJ Holding placed
only one entry:

Entity                   Nature of Claim        Claim Amount
------                   ---------------        ------------
Citizens Bank             Bank Loan              $756,388
328 South Saginaw Street
Flint, MI 48502

In its list of 20 largest unsecured creditors, JDK Holdings placed
only one entry:

Entity                   Nature of Claim        Claim Amount
------                   ---------------        ------------
Citizens Bank             Bank loan              $1,213,462
328 South Saginaw Street
Flint, MI 48502

In its list of 20 largest unsecured creditors, JFJ Enterprises
placed only one entry:

Entity                   Nature of Claim        Claim Amount
------                   ---------------        ------------
Citizens Bank             Bank Loan              $997,534
328 South Saginaw Street
Flint, MI 48502

The petitions were signed by David C. Jackson, member.


KMC REAL ESTATE: Doctor Wants Plan Disclosures Disapproved
----------------------------------------------------------
Creditor Satya Garimella filed the U.S. Bankruptcy Court for the
Southern District of Indiana its objection to the Disclosure
Statement explaining KMC Real Estate Investors LLC's proposed Plan
of Reorganization dated Jan. 18, 2012.

According to Dr. Garimella, the Disclosure Statement does not
address his claim and those of similarly-situated guarantors and
therefore does not contain adequate information, as defined in
Section 1125(a) of the Bankruptcy Code, to allow him to make an
informed judgment about the Plan.

Dr. Garimella is one of approximately 30 doctors who, in 2007,
signed agreements guaranteeing repayment of varying amounts of a
$21.5 million construction loan made by Branch Banking and Trust
Company to the Debtor KMC Real Estate Investors, LLC.  BB&T
subsequently assigned the construction loan to creditor RL BB
Financial, LLC.  Rialto's claim in this bankruptcy case is based
upon the amounts due under the construction loan.

                       The Chapter 11 Plan

As reported in the Troubled Company Reporter on Feb. 10, 2012, the
Debtor's ability to fund the Plan is premised on the Debtor's and
the Debtor's former lessee and intended future lessee Kentuckiana
Medical Center, LLC's ability to obtain exit financing, as co-
makers, from a willing lender in the anticipated principal amount
of $37,000,000.  In addition to the $37,000,000 loan, the Debtor
will obtain capital contributions from practicing physicians in
the greatest-Louisville area in the cumulative value of at least
$3,854,000.  The $40,854,000 is believed to be sufficient to allow
KMC to continue to operate the hospital and manage its assets.

The Debtor and KMC have negotiated with Argenta Group LLC, doing
business as Argenta Financial to function as exit lender.

Under the Plan, RL BB Financial, LLC (Rialto) will receive
$16,000,000 in cash in full satisfaction of its secured claim
($21,998,664).

The Debtor will deliver to the holders of allowed class 3-A claim
(unsecured claim of Rialto amounting to $5,997,664) a promissory
note which will bear interest at a rate of 3% per annum, and will
be paid 10 years after the effective date.

In relation to the unsecured claim of Cardinal Health and
Healthcare practice Consultants, the Debtor will commence making
cash distributions to holders of allowed class 3B claims
representing each holder's pro rata portion of regular payments
totaling $7,765 per month for 60 months.

The Debtors' liability to Divlend Equipment Leasing, LLC, under
the subject guaranty will remain intact following confirmation.
The payment unsecured obligations owing to Divlend will be
satisfied according to the KMX Plan documents and any confirmation
order entered in KMC's Chapter 11 case.

Equity Interests Holders of Class 4 Interest will have their
membership interests canceled.

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

               About KMC Real Estate Investors LLC

Clarksville, Indiana-based KMC Real Estate Investors LLC owns
certain real property located in Clark County, Indiana, commonly
known as 4601 Medical Plaza Way, Clarksville, Indiana.  The
Company filed for Chapter 11 bankruptcy protection (Bankr. S.D.
Ind. Case No. 11-90930) on April 1, 2011.  Gary Lynn Hostetler,
Esq., and Courtney Elaine Chilcote, Esq., at Hostetler & Kowalik,
P.C., in Indianapolis, Indiana, serve as the Debtor's bankruptcy
counsel.  The Debtor disclosed it has undetermined assets and
$24,810,090 in liabilities as of the Chapter 11 filing.

Affiliate Kentuckiana Medical Center, LLC, previously sought
Chapter 11 protection (Bankr. S.D. Ind. Case No. 10-93039) on
Sept. 9, 2010.

As reported in the TCR on July 19, 2011, the Bankruptcy Court
granted RL BB Financial relief from stay on the Debtor's assets.
The relief from stay is effective on July 25, 2011, at the close
of business.


KITTS DEVELOPMENT: Judge Allows Bank to Proceed With Foreclosure
----------------------------------------------------------------
Rosalie Rayburn at Albuquerque Journal reports that the ruling by
Judge Robert Jacobvitz of the U.S. Bankruptcy Court in
Albuquerque, New Mexico, allows U.S. Bank to move ahead with a
foreclosure sale to recoup some of the $10.3 million in loans,
fees and interest it is owed by Kitts Development LLC.

The report says Deron Knoner of Keleher and McLeod, the attorney
representing the bank, estimated a foreclosure auction could be
scheduled in about five weeks.

According to the report, First Community Bank, which was acquired
by U.S. Bank last year, sued Kitts in Sandoval County's 13th
Judicial District Court in 2009 in an attempt to foreclose on the
properties.

The report says the Sandoval Court ruled in the bank's favor and
U.S. Bank scheduled a foreclosure auction in September 2011.  The
day before the auction, Kitts manager and principal Tom Joseph
filed for Chapter 11 bankruptcy protection which gave him 120 days
to produce a plan to reorganize his finances so he could pay his
debts.

The report relates that Judge Jacobvitz supported Mr. Knoner's
argument that there was good cause to allow the bank to move ahead
because Kitts had produced no reorganization plan and there was no
reasonable expectation that he would.  Judge Jacobvitz also noted
Kitts did not have any equity in Puerto del Sol, which is
currently valued at $1.2 million.

Based in Rio Rancho, New Mexico, Kitts Development LLC filed
for Chapter 11 protection (Bankr. D. N.M. Case No. 11-14054) on
Sept. 13, 2011.  Judge Robert H. Jacobvitz presides over the case.
William F. Davis, Esq., at William F. Davis & Associates, P.C.,
represents the Debtor.  The Debtor disclosed assets of $1,385,261,
and liabilities of $11,469,939.


KURRANT MOBILE: Socius CG No Longer Owns Common Shares
------------------------------------------------------
In an amended Schedule 13G filing with the U.S. Securities and
Exchange Commission, Socius CG II, Ltd., and its affiliates
disclosed that, as of Dec. 31, 2011, they do not beneficially own
any shares of common stock of Cogito Media Group Inc. formerly
known as Kurrant Mobile Catering, Inc.  A full-text copy of the
filing is available for free at http://is.gd/DGuuYG

In June 2011, Kurrant issued to Socius 58,716,019 shares of common
stock -- representing 9.9% of the total shares outstanding -- to
settle a lawsuit filed by Socius.

                       About Kurrant Mobile

Montreal, Quebec-based Kurrant Mobile Catering, Inc., operates in
a single business segment that includes the publication and
distribution of books and eBooks.  The Company sells its products
to distributors throughout the world.

The Company's balance sheet at Nov. 30, 2010, showed $1.02 million
in total assets, $1.71 million in total liabilities, and a
$686,774 stockholders' deficit.

According to the Form 10-Q for the quarter ended Nov. 30, 2010,
"The Company has incurred net losses and has negative cash flows
from its operations.  These factors raise substantial doubt
regarding Kurrant Mobile's ability to continue as a going concern.
Realization value may be substantially different from carrying
values as shown and these financial statements do not include any
adjustments to the recoverability and classification of recorded
asset amounts and classification of liabilities that might be
necessary should Kurrant Mobile be unable to continue as a going
concern.  The continuation of Kurrant Mobile as a going concern is
dependent upon the continued financial support from its
shareholders, the ability of Kurrant Mobile to obtain necessary
equity financing to continue operations, and the attainment of
profitable operations."


LA JOLLA: Boxer Capital Discloses 8.6% Equity Stake
---------------------------------------------------
Boxer Capital, LLC, et al., filed with the U.S. Securities and
Exchange Commission an amended Schedule 13G disclosing that, as of
Dec. 31, 2011, they beneficially own 6,789,077 shares of common
stock of La Jolla Pharmaceutical Company representing 8.6% based
on 79,141,309 common shares reported outstanding as of Nov. 9,
2011, on the Company's Quarterly Report on Form 10-Q filed on
Nov. 11, 2011.  A full-text copy of the regulatory filing is
available for free at http://is.gd/EgHpsC

                   About La Jolla Pharmaceutical

San Diego, Calif.-based La Jolla Pharmaceutical Company (OTC BB:
LJPC) -- http://www.ljpc.com/-- is a biopharmaceutical company
that has historically focused on the development and testing of
Riquent as a treatment for Lupus nephritis.

La Jolla's balance sheet at Sept. 30, 2011, showed $5.51 million
in total assets, $2.62 million in total liabilities, all current,
$5.14 million in Series C-1 1 redeemable convertible preferred
stock, and a $2.25 million total stockholders' deficit.

The Company reported a net loss of $3.76 million on $0 of revenue
from collaboration agreement for the year ended Dec. 31, 2010,
compared with a net loss of $8.63 million on $8.12 million of
revenue from collaboration agreement during the prior year.

The Company has a history of recurring losses from operations and,
as of Sept. 30, 2011, the Company had no revenue sources, an
accumulated deficit of $426,306,000 and available cash and cash
equivalents of $5,502,000 of which up to $5,140,000 could be
required to be paid upon the exercise of redemption rights under
the Company's outstanding preferred securities.  That redemption
was not considered probable as of Sept. 30, 2011.

As reported by the TCR on April 18, 2011, BDO USA, LLP, in San
Diego, Calif., expressed substantial doubt about the Company's
ability to continue as a going concern, following the 2010
financial results.  The independent auditors noted that the
Company has suffered recurring losses from operations, an
accumulated deficit of $428 million as of Dec. 31, 2010 and has no
current source of revenues.


LA JOLLA: Tang Capital Holds 9.9% Equity Stake
----------------------------------------------
In an amended Schedule 13G filed with the U.S. Securities and
Exchange Commission, Tang Capital Partners, LP, et al., disclosed
that, as of Dec. 31, 2011, they beneficially own 8,327,088 shares
of common stock of La Jolla Pharmaceuticals Company representing
9.9% of the shares outstanding.  A full-text copy of the
regulatory filing is available at http://is.gd/9P98EL

                   About La Jolla Pharmaceutical

San Diego, Calif.-based La Jolla Pharmaceutical Company (OTC BB:
LJPC) -- http://www.ljpc.com/-- is a biopharmaceutical company
that has historically focused on the development and testing of
Riquent as a treatment for Lupus nephritis.

La Jolla's balance sheet at Sept. 30, 2011, showed $5.51 million
in total assets, $2.62 million in total liabilities, all current,
$5.14 million in Series C-1 1 redeemable convertible preferred
stock, and a $2.25 million total stockholders' deficit.

The Company reported a net loss of $3.76 million on $0 of revenue
from collaboration agreement for the year ended Dec. 31, 2010,
compared with a net loss of $8.63 million on $8.12 million of
revenue from collaboration agreement during the prior year.

The Company has a history of recurring losses from operations and,
as of Sept. 30, 2011, the Company had no revenue sources, an
accumulated deficit of $426,306,000 and available cash and cash
equivalents of $5,502,000 of which up to $5,140,000 could be
required to be paid upon the exercise of redemption rights under
the Company's outstanding preferred securities.  That redemption
was not considered probable as of Sept. 30, 2011.

As reported by the TCR on April 18, 2011, BDO USA, LLP, in San
Diego, Calif., expressed substantial doubt about the Company's
ability to continue as a going concern, following the 2010
financial results.  The independent auditors noted that the
Company has suffered recurring losses from operations, an
accumulated deficit of $428 million as of Dec. 31, 2010 and has no
current source of revenues.


LA JOLLA: RTW Investments No Longer Has Equity Stake
----------------------------------------------------
In an amended Schedule 13G filed with the U.S. Securities and
Exchange Commission, RTW Investments, LLC, and its affiliates
disclosed that, as of Dec. 31, 2011, they do not beneficially own
any shares of common stock of La Jolla Pharmaceutical Company.  A
full-text copy of the Schedule is available at http://is.gd/IVVrnA

                   About La Jolla Pharmaceutical

San Diego, Calif.-based La Jolla Pharmaceutical Company (OTC BB:
LJPC) -- http://www.ljpc.com/-- is a biopharmaceutical company
that has historically focused on the development and testing of
Riquent as a treatment for Lupus nephritis.

La Jolla's balance sheet at Sept. 30, 2011, showed $5.51 million
in total assets, $2.62 million in total liabilities, all current,
$5.14 million in Series C-1 1 redeemable convertible preferred
stock, and a $2.25 million total stockholders' deficit.

The Company reported a net loss of $3.76 million on $0 of revenue
from collaboration agreement for the year ended Dec. 31, 2010,
compared with a net loss of $8.63 million on $8.12 million of
revenue from collaboration agreement during the prior year.

The Company has a history of recurring losses from operations and,
as of Sept. 30, 2011, the Company had no revenue sources, an
accumulated deficit of $426,306,000 and available cash and cash
equivalents of $5,502,000 of which up to $5,140,000 could be
required to be paid upon the exercise of redemption rights under
the Company's outstanding preferred securities.  That redemption
was not considered probable as of Sept. 30, 2011.

As reported by the TCR on April 18, 2011, BDO USA, LLP, in San
Diego, Calif., expressed substantial doubt about the Company's
ability to continue as a going concern, following the 2010
financial results.  The independent auditors noted that the
Company has suffered recurring losses from operations, an
accumulated deficit of $428 million as of Dec. 31, 2010 and has no
current source of revenues.


LANCE CHATKIN: Steel Firms May Pursue RICO Action
-------------------------------------------------
Chief Bankruptcy Judge Thomas P. Agresti granted, with certain
limitations, the request of O'Neal Steel, Inc., and Leeco Steel,
LLC, for relief from the automatic stay in the bankruptcy case of
Lance Chatkin to pursue RICO action.

Mr. Chatkin is the President and majority shareholder of General
Purpose Steel, Inc., a company engaged in the sale of steel
products.

On Jan. 14, 2011, prior to the filing of the Chatkin and GPS
bankruptcies, O'Neal and Leeco filed a civil complaint in the
United States District Court for the Northern District of Alabama
at C.A. No. 11-00137-KOB.  Named as defendants in the RICO Action
are Mr. Chatkin, GPS, another steel sales company called Worldwide
Steel Unlimited, Inc., and an individual named Bruce Adelstein.
Mr. Chatkin and GPS allegedly joined with Mr. Adelstein in
creating Worldwide in 2009.  Mr. Chatkin's Petition at Schedule B
indicates he has a 95% share interest in Worldwide, which is
described as a "defunct private corporation," apparently having
ceased operations in April 2010.  The complaint in the RICO Action
sets forth a claim under "RICO" itself (i.e., the Racketeer
Influenced and Corrupt Organizations Act, 18 U.S.C. Sections 1961-
1968 as well as Alabama state law causes of action for fraud,
misrepresentation, negligence and wantonness, civil conspiracy,
and breach of contract and warranty.

The RICO Action complaint alleges that since 2009 O'Neal and Leeco
have bought steel on numerous occasions from Worldwide for the
purpose of reselling the steel to O'Neal and Leeco's customers.
Worldwide, in turn, obtained the steel from GPS.  The purchases by
O'Neal and Leeco from Worldwide were initiated by purchase orders
indicating that the steel must meet certain quality standards
established by ASTM International, a widely recognized
organization that develops and publishes technical standards for
products and materials, including steel.  The complaint further
alleges that GPS and Worldwide, through the actions of Messrs.
Chatkin and Adelstein, engaged in a scheme whereby they would buy
low grade steel from various mills and then sell it to O'Neal and
Leeco, passing it off as higher quality steel through the use of
phony or altered "certificates of conformance" and "mill test
reports" that were provided to O'Neal and Leeco.

The case is O'NEAL STEEL, INC. and LEECO STEEL, LLC., Movants, v.
LANCE CHATKIN, Respondent, Case No. 11-21911 (Bankr. W.D. Pa.).

A copy of the Court's Feb. 17, 2012 Memorandum Opinion and Order
is available at http://is.gd/ojkB3kfrom Leagle.com.

Lance Chatkin filed a Chapter 11 petition (Bankr. W.D. Pa. Case
No. 11-21911) on March 30, 2011.  Turtle Creek, Pennsylvania,
General Purpose Steel, Inc., filed a separate Chapter 11
bankruptcy petition (Bankr. W.D. Pa. Case No. 11-21907) on the
same day.  Judge Thomas P. Agresti presides over the cases.
Steven T. Shreve, Esq., serves as the Debtors' counsel.  GPS
estimated $1 million to $10 million in assets and debts.  The GPS
petition was signed by Mr. Chatkin, president.


LANDAMERICA FINANCIAL: Insurers Say $38M Deal With Lloyd's Unfair
-----------------------------------------------------------------
Christopher Norton at Bankruptcy Law360 reports that a $38 million
settlement that a LandAmerica Financial Group Inc. trustee struck
with Lloyd's of London underwriters over errors and omissions
insurance policy claims would deprive other insured parties of
their rights under the policy, three other insurers told a
Virginia bankruptcy court Thursday.

Gerard A. McHale Jr., liquidation trustee for LandAmerica 1031
Exchange Services Inc., asked the bankruptcy court to approve the
settlement in January, saying it is a good alternative to a
protracted legal battle for insurance coverage against the claims
of 1031 Exchange, Law360 relates.

                    About LandAmerica Financial

LandAmerica Financial Group, Inc., provided real estate
transaction services with offices nationwide and a vast network of
active agents.  LandAmerica Financial Group and its affiliate
LandAmerica 1031 Exchange Services Inc. filed for Chapter 11
protection (Bankr. E.D. Va. Lead Case No. 08-35994) on Nov. 26,
2008.  Attorneys at Willkie Farr & Gallagher LLP and McGuireWoods
LLP served as co-counsel.  Zolfo Cooper served as restructuring
advisor.  Epiq Bankruptcy Solutions served as claims and notice
agent.

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

In its bankruptcy petition, LFG reported total assets of
$3.325 billion and total debts of $2.839 billion as of Sept. 30,
2008.

On March 6, 2009, March 27, 2009, March 31, 2009, July 17, 2009,
Oct. 12, 2009, and Nov. 4, 2009, various LFG affiliates --
LandAmerica Assessment Corporation, LandAmerica Title Company,
Southland Title Corporation, Southland Title of Orange County,
Southland Title of San Diego, LandAmerica Credit Services, Inc.,
Capital Title Group, Inc., and LandAmerica OneStop Inc. -- also
commenced voluntary Chapter 11 cases.  The Chapter 11 cases of
LFG, LES, and the LFG Affiliates are jointly administered under
case number 08-35994.

LandAmerica filed a Joint Plan of Liquidation on Sept. 9, 2009.
The Court on Nov. 23, 2009, entered an order confirming the Joint
Chapter 11 Plan of LFG and its Affiliated Debtors, dated Nov. 16,
2009, as to all Debtors other than OneStop.  The effective date
with respect to the Plan was Dec. 7, 2009.  Plan trustees were
appointed for LFG and LES.


LEHMAN BROTHERS: Wants to Compel BLX to Comply With Subpoena
------------------------------------------------------------
Lehman Brothers Holdings Inc. asked the U.S. Bankruptcy Court in
Manhattan to force Bond Logistix LLC to comply with the subpoena
it served on the firm last year.

Bond Logistix has served as financial adviser of Idaho Housing
Finance Association in connection with its swap deals with
Lehman.  In May of last year, the investment advisory firm was
served a subpoena to turn over documents related to the swap
deals, including valuation spreadsheets, in "native file format"
but it allegedly refused to do so.

Bond Logistix instead produced the documents in paper form, which
are "unreadable," according to Lehman lawyer, Richard Slack,
Esq., at Weil Gotshal & Manges LLP, in New York.

Lehman also questioned the firm's demand for reimbursement of
costs it would incur for reproducing the documents, saying a
provision of U.S. bankruptcy laws does not require a bankrupt
company to reimburse a witness for the costs of responding to a
subpoena.

"BLX can much more readily bear the costs of complying with the
subpoena than Lehman as Lehman is a bankrupt entity," Mr. Slack
further said in court papers.

                      About Lehman Brothers

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

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

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

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

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

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

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

               International Operations Collapse

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

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

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


LEHMAN BROTHERS: To Sell 301 2nd Lien Loans for $3.27-Mil.
----------------------------------------------------------
Lehman Brothers Holdings Inc. announced its plan to sell to a
highest bidder a portfolio of 301 second lien loans.

The company expects to get $3,270,249 from the sale of the loans,
which have an unpaid principal balance of $13,626,041 as of
December 31, 2011.

The final purchase price and number of second lien loans to be
included in the sale is subject to change upon the buyers' due
diligence of the asset, Lehman said in court papers.

Any objection to the proposed sale were due Feb. 17, 2012.

                      About Lehman Brothers

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

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

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

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

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

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

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

               International Operations Collapse

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

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

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


LEHMAN BROTHERS: Providence Fails in Attempt for "Customer Claims"
------------------------------------------------------------------
PEP Credit Investor L.P., Providence Equity Partners VI L.P.,
Providence Equity Partners VI-A L.P., and Providence TMT Special
Situations Fund L.P., asked the bankruptcy court to establish a
discovery and briefing schedule for their objections to the
determinations of their customer claims by James W. Giddens, the
trustee for the liquidation of the business of Lehman Brothers
Inc. pursuant to the Securities Investor Protection Act of 1970.

In the event the Court does not grant the Funds' customer claims
on the papers and legal arguments, the Funds also ask that the
Court schedule an evidentiary hearing to address any remaining
issues by Feb. 29, 2012, or in the alternative, the Funds ask
for a status conference to discuss an appropriate schedule.

Bankruptcy Judge James Peck, however, denied the Motion without
prejudice.

Mr. Giddens filed an objection, contending that the Motion
presents yet another misguided attempt by the Funds to obtain
preferential treatment and disrupt the orderly resolution of the
complex, interrelated claims of LBIE for billions of dollars of
which their accounts are a relatively small part.  He argued that
the bold assertions the Funds now make that they are direct
customers of LBI with respect to the assets they are claiming are
refuted by their own prior statements, as well as by LBI's books
and records.

                    Private Investment Funds

The Funds are private investment funds that, prior to the
commencement of LBI's SIPA proceeding, entered into written prime
brokerage agreements with LBI and entrusted securities to LBI for
the purpose of the Funds' investment strategies.  Notwithstanding
this direct customer-prime broker relationship between the
Funds and LBI, the LBI Trustee has denied the Funds' customer
claims, asserted David J. Molton, Esq., at Brown Rudnick LLP, in
New York.  He notes that the LBI Trustee takes the position that
the Funds are not "customers" of LBI, but instead are customers
only of Lehman Brothers International (Europe).

On January 30, 2009, LBIE filed an omnibus "customer" claim
against LBI to recover $16.3 billion in customer property on
behalf of approximately 1,100 purported LBIE prime brokerage
clients, including the Funds.  Mr. Molton says the Funds never
authorized LBIE to file customer claims on their behalf.  LBIE
also filed a "House" claim that, as amended, seeks $8.9 billion
in securities and cash from LBI as customer property purportedly
associated with trading activity for LBIE's own account, and on
behalf of LBIE's prime-broker clients.  The LBIE House Claim
includes a claim for the Funds' securities entrusted to LBI.

In September 2010, the LBI Trustee issued a partial claim
determination for LBIE's Omnibus Customer Claim, allowing the
claim with respect to a specified list of securities valued at
approximately $6.2 billion.  The LBI Trustee also issued his
determination denying LBIE's House Claim customer status,
rejecting a portion of the House Claim outright and reclassifying
the remainder of LBIE's House Claim as a general unsecured claim.

The LBI Trustee's position that the Funds are not "customers" of
LBI but are customers of LBIE is not only without merit in light
of the contractual agreements between the Funds and LBI, it also
causes significant and ongoing prejudice to the Funds, Mr. Molton
claimed in court papers.  He said that the contractual agreements
creating and governing the Funds' prime brokerage relationship
with LBI and the Funds' ordinary course of dealing with LBI,
unequivocally support the conclusion that the Funds were customers
of LBI.

The Official Committee of Unsecured Creditors appointed in the
Debtors' Chapter 11 cases asserts that the Funds should have
their day in court.  At the very least, they are entitled to a
status conference in which they may obtain some visibility as to
when and how they will receive the information necessary to
evaluate and make progress toward resolution of their claims, the
Creditors' Committee asserted.

LBIE, however, asked the Court to deny the Motion without
prejudice to the Funds' ability to request similar relief at a
later date.  LBIE says it remains engaged in discussions with the
LBI Trustee regarding the Omnibus Customer Claim and LBIE's
objection against the LBI Trustee's determinations of the claims.
LBIE suggests that constructive, out-of-court engagement among
all parties would be a more fruitful and efficient use of
resources at this time than the Funds' pursuit of individual
litigation in the very near term.

                      About Lehman Brothers

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

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

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

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

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

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

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

               International Operations Collapse

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

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

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


LEHMAN BROTHERS: Proposes Gianni Origoni as Special Counsel
-----------------------------------------------------------
Lehman Brothers Holdings Inc. has filed an application to employ
Gianni Origoni Grippo Cappelli & Partners as its special counsel.

Gianni has served as an "ordinary course" professional of the
company.  Its fees and expenses, however, exceeded the $1 million
compensation cap for OCPs, prompting Lehman to file the
application pursuant to Section 327 of the Bankruptcy Code.

The firm will continue to provide the same services, which
include representing Lehman Brothers Derivative Products Inc. and
Lehman Brothers Special Financing Inc. in cases before the Rome
Civil Court.  Gianni will also advise Lehman's affiliated debtors
with respect to transactions aimed at liquidating their assets in
Italy.

Lehman proposed to pay Gianni for its services on an hourly basis
and reimburse the firm for its expenses.

The hourly rate for the firm's associates range from EUR160 to
EUR250 while the rate for its partners ranges from EUR340 to
EUR460.  Meanwhile, the firm's senior partners are paid EUR600
per hour while its senior associates and counsel are paid EUR300
per hour.

In court papers, Andrea Hartley, Esq., a partner at Gianni, said
her firm does not hold nor represent interest adverse to Lehman
or its estate.

                      About Lehman Brothers

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

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

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

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

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

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

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

               International Operations Collapse

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

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

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


LEHMAN BROTHERS: Allowed Claim Holders Required to Submit Docs.
---------------------------------------------------------------
Creditors with allowed claims are required to submit documents to
Lehman Brothers Holdings, Inc.'s claim agent, Epiq Bankruptcy
Solutions LLC, to receive distributions under the payout plan.

The documents include an Internal Revenue Service tax form and a
document certifying that the claimant is not a person or entity
with whom it is illegal for a U.S. person to transact under the
Office of Foreign Assets Control sanctions regulations or the
list of Specially Designated Nationals and Blocked Persons.

Claimants won't receive distributions unless Epiq receives
original copies of the documents by March 1, 2012.

                      About Lehman Brothers

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

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

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

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

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

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

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

               International Operations Collapse

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

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

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


LEHMAN BROTHERS: Wins Nod to Settle Barclays Bank Termination Fee
-----------------------------------------------------------------
Lehman Brothers Holdings Inc. obtained court approval of an
agreement with creditors to settle a dispute over Barclays Bank
PLC's claim of a $7.5 million termination fee connected with the
company's postpetition financing.

Lehman arranged a $450 million loan from the U.K. bank when it
filed for bankruptcy protection but it eventually dropped its
motion for approval of the loan after seeing that cash was
plentiful.  Prior to this, the bankruptcy court issued an interim
order in September 2008, which authorized the company to borrow
$200 million.

In a related development, the Official Committee of Unsecured
Creditors withdrew its motion to reconsider the bankruptcy
court's 2008 interim order.  Barclays also dropped its objection
in light of the settlement and the Committee's decision to
withdraw the motion.

                      About Lehman Brothers

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

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

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

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

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

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

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

               International Operations Collapse

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

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

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


LIBERATOR INC: Reports $39,959 Net Income in Dec. 31 Quarter
------------------------------------------------------------
Liberator, Inc., filed with the U.S. Securities and Exchange
Commission a Form 10-Q reporting net income of $39,959 on $4.29
million of net sales for the quarter ended Dec. 31, 2011, compared
with a net loss of $361,489 on $3.69 million of net sales for the
same period during the prior year.

The Company reported a net loss of $132,986 on $7.24 million of
net sales for the two quarters ended Dec. 31, 2011, compared with
a net loss of $604,047 on $6.32 million of net sales for the same
period a year ago.

The Company had a net loss of $801,252 on $17.32 million of
net sales for the year ended June 30, 2011, following a net loss
of $1.03 million on $11.07 million of net sales during the prior
year.

The Company's balance sheet at Dec. 31, 2011, showed $4.21 million
in total assets, $5.13 million in total liabilities and a $920,159
total stockholders' deficit.

Gruber & Company, LLC, in Lake Saint Louis, Missouri, noted that
conditions exist which raise substantial doubt about the Company's
ability to continue as a going concern unless it is able to
generate sufficient cash flows to meet its financing requirements
and attain profitable operations.

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

                        http://is.gd/cSRA9Y

                        About Liberator Inc.

Headquartered in Atlanta, Georgia, Liberator, Inc. is a provider
of goods and information to consumers who believe that sensual
pleasure and fulfillment are essential to a well-lived and healthy
life.  The information that the Company provides consists
primarily of product demonstration videos that the Company shows
on its websites and instructional DVD's that the Company sells.


LIQUIDMETAL TECHNOLOGIES: Bank of America Has 5.5% Equity Stake
---------------------------------------------------------------
In a Schedule 13G filed with the U.S. Securities and Exchange
Commission, Bank of America Corporation disclosed that, as of
Dec. 30, 2011, it beneficially owns 7,401,187 shares of common
stock of Liquidmetal Technologies Inc. representing 5.53% of the
shares outstanding.  A full-text copy of the filing is available
for free at http://is.gd/qOBxzf

                  About Liquidmetal Technologies

Based in Rancho Santa Margarita, Calif., Liquidmetal Technologies,
Inc. and its subsidiaries are in the business of developing,
manufacturing, and marketing products made from amorphous alloys.
Liquidmetal Technologies markets and sells Liquidmetal(R) alloy
industrial coatings and also manufactures, markets and sells
products and components from bulk Liquidmetal alloys that can be
incorporated into the finished goods of its customers across a
variety of industries.   The Company also partners with third-
party licensees and distributors to develop and commercialize
Liquidmetal alloy products.

The Company classifies operations into two reportable segments:
Liquidmetal alloy industrial coatings and bulk Liquidmetal alloys.

Choi, Kim & Park LLP, in Los Angeles, Calif., expressed
substantial doubt about the Company's ability to continue as a
going concern, following the 2010 financial results.  The Company
has experienced losses from continuing operations during the last
three fiscal years and has an accumulated deficit of $165,879 as
of Dec. 31, 2010.  Net cash provided by continuing operations for
the year ended Dec. 31, 2010 was $10,080.  At Dec. 31, 2010,
working capital deficit was $14,180.  As of Dec. 31, 2010, the
Company's principal source of liquidity is $5,049 of cash and
$1,731 of trade accounts receivable.

The Company's restated statement of operations reflects a net loss
of $4.69 million on $30.27 million of revenue for the year ended
Dec. 31, 2010, compared with net income of $251,000 on $16.94
million of revenue during the prior year.

The Company's balance sheet at Sept. 30, 2011, showed $10.50
million in total assets, $25.72 million in total liabilities and a
$15.22 million total shareholders' deficiency.


LOCATION BASED TECHNOLOGIES: Gemini Stake Down to 0.8%
------------------------------------------------------
Gemini Strategies, LLC, and Steven Winters jointly filed with the
U.S. Securities and Exchange Commission an amended Schedule 13G
disclosing that, as of Dec. 31, 2011, they beneficially own
1,562,247 shares of Location Based Technologies, Inc., common
stock of representing 0.8% based upon 192,260,333 shares of common
stock outstanding as of Jan. 17, 2012, as reported in the Issuer's
most recent report on Form 10-Q, plus the 1,562,247 shares which
are issuable to Gemini upon conversion of the Convertible Notes.
A full-text copy of the amended Schedule 13G filing is available
at http://is.gd/5p9jBF

                 About Location Based Technologies

Headquartered in Irvine, Calif., Location Based Technologies, Inc.
(OTC BB: LBAS) -- http://www.locationbasedtech.com/-- designs,
develops, and sells personal, pet, and vehicle locator devices and
services.

Location Based Technologies reported a net loss of $8.22 million
on $16,969 of total net revenue for the year ended Aug. 31, 2011,
compared with a net loss of $9.06 million on $67,090 of total net
revenue during the prior year.

The Company's balance sheet at Aug. 31, 2011, showed $9.40 million
in total assets, $4.17 million in total liabilities, $685,500 in
commitments and contingencies and $4.53 million in total
stockholders' equity.

Comiskey & Company, in Denver Colorado, expressed substantial
doubt about the Company's ability to continue as a going concern
following the 2011 results.  The independent auditors noted that
the Company has incurred recurring losses since inception and has
an accumulated deficit in excess of $37,000,000.  There is no
established sales history for the Company's products, which are
new to the marketplace.


LOS ANGELES DODGERS: Beaten Fan, Others Object to Plan Disclosures
------------------------------------------------------------------
Lana Birbrair at Bankruptcy Law360 reports that a group including
a Syncora Holdings Ltd. unit, U.S. Bank NA and a fan who suffered
severe injuries last year at a baseball game objected Wednesday to
the Los Angeles Dodgers LLC's pursuit of approval of their
disclosure statement as part of the team's Chapter 11 proceedings.

The four separate objections, including one filed by the
Los Angeles County Treasurer and Tax Collector, reacted to various
perceived faults in the disclosure statement and reorganization
plan, including broad third-party releases from liability without
creditors' consent, Law360 relates.

                     Pot for McCourt Sweetened

Meanwhile, Dow Jones' Daily Bankruptcy Review reports that the Los
Angeles Dodgers Friday tossed several million dollars worth of
real estate in the vicinity of Dodger Stadium into the pile of
assets going to outgoing owner Frank McCourt.

                   Disc. Statement Hearing Today

The hearing to consider the disclosure statement filed in the
Chapter 11 case of Los Angeles Dodgers LLC, is scheduled for
Feb. 22, 2012, at 10:00 a.m.

As reported in the TCR on Jan. 24, 2012, the Debtors filed with
the U.S. Bankruptcy Court for the District of Delaware their Joint
Plan of Reorganization under Chapter 11.  The Plan resolves fully
the financial challenges confronting the Dodgers that precipitated
the filing by the Debtors of the Chapter 11 cases through a sale
of all of the equity of the Dodgers, which will result in a change
in ownership of the team.

As a result of the intended sale and the related reorganization of
the Debtors, the plan contemplates that all creditor claims will
be satisfied in full either through their assumption by the
reorganized debtors or by the payment of cash from proceeds from
the sale of the Dodgers.

The club stated, "The Dodgers are fully committed to maximizing
the value of the debtors' estates.  The Dodgers are not only a
storied franchise with truly global appeal, but also present the
attractive potential for strong cash flow and significant value
enhancement.  The combination of these unique attributes is
helping to drive significant interest from potential bidders in
the Dodger sale process.  The Dodgers expect to identify the
highest and best bid prior to the Confirmation Hearing, which is
anticipated to be in April."

Implementation of the Plan of Reorganization will include the
consummation of a sale transaction on or promptly following the
effective date of the Plan.  The Debtors expect the Effective Date
will occur on or before April 30, 2012.

                     About Los Angeles Dodgers

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

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

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

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

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

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

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

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

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


LPATH INC: Amends Form S-1 Registration Statement
-------------------------------------------------
Lpath, Inc., filed with the U.S. Securities and Exchange
Commission Amendments No. 3 and No. 4 to the Form S-1 registration
statement relating to the Company's offering up to 12,500,000
Units, with each Unit consisting of one share of the Company's
common stock and 0.5 of a warrant to purchase one share of the
Company's Class A common stock.

Units will not be issued or certificated.  The shares of Class A
common stock and the warrants are immediately separable and will
be issued separately, but will be purchased together in this
offering.  The Company is also registering the shares of Class A
common stock issuable upon exercise of the warrants.

The Company's Class A common stock is traded on the OTC Bulletin
Board under the symbol "LPTN."  On Feb. 8, 2012, the closing sale
price of the Company's Class A common stock on the OTC Bulletin
Board was $1.01 per share.  The Company does not intend to list
the warrants on any exchange or other trading system.

Full-text copies of the amended prospectus are available at:

                       http://is.gd/KvCpcH
                       http://is.gd/vQWS6I

                        About Lpath, Inc.

San Diego, Calif.-based Lpath, Inc. is a biotechnology company
focused on the discovery and development of lipidomic-based
therapeutics, an emerging field of medical science whereby
bioactive lipids are targeted to treat human diseases.

The Company reported a net loss of $4.60 million on $7.83 million
of total revenues for the year ended Dec. 31, 2010, compared with
net income of $3.98 million on $11.91 million of total revenues
during the prior year.

As reported by the TCR on March 28, 2011, Moss Adams LLP, in San
Diego, Calif., expressed substantial doubt about the Company's
ability to continue as a going concern after auditing the
Company's financial statements at the end of 2009.  The
independent auditors noted that the Company had incurred
significant cash losses from operations since inception and
expects to continue to incur cash losses from operations in 2010
and beyond.  In its audit report for 2010, the auditor did not
issue a going concern qualification.

The Company's balance sheet at Sept. 30, 2011, showed
$20.04 million in total assets, $15.61 million in total
liabilities, and $4.42 million in total stockholders' equity.


MAJESTIC CAPITAL: Hearing on Plan Disclosures Today
---------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News, reorts
that Majestic Capital Ltd. filed a revised bankruptcy
reorganization plan last week in advance of today's hearing for
approval of the disclosure statement explaining the Chapter 11
plan.

The disclosure statement to be presented for approval Feb. 22
explains how there are more than $1 billion in claims, including
15 significant litigated disputes.  As far as the assets are
concerned, the primary hope for recovery by creditors comes from
Majestic's surplus in two insurance subsidiaries.  The disclosure
statement says that fixing the liabilities of the insurance
companies "may take time to resolve."

Mr. Rochelle relates that the plan in substance provides for
distributions according to the priorities laid out in bankruptcy
law, with secured creditors first receiving their collateral.  The
disclosure statement makes no guess about how much creditors might
recover.

                       About Majestic Capital

Headquartered in Poughkeepsie, New York City, Majestic Capital,
Ltd., formerly known as CRM Holdings Ltd., has two wholly owned
subsidiaries, Majestic USA and Twin Bridges, a Bermuda-based
reinsurance company.  Twin Bridges and Majestic Insurance, a
downstream subsidiary of Majestic USA are the two principal
insurance companies.

The Company filed for Chapter 11 protection (Bankr. S.D.N.Y. Case
No. 11-36225) on April 29, 2011.

Affiliates also sought Chapter 11 protection (Bankr. S.D.N.Y. Case
Nos. 11-36221 thru 11-36234) on April 29, 2011.   The Debtors have
tapped Murphy & King, P.C. as their general bankruptcy counsel and
Genova & Malin as their local counsel.  The Debtors tapped
Michelman & Robinson, LLP, as special counsel, and Day Seckler,
LLP, as accountants and financial advisors.  The Debtor disclosed
$436,191,000 in assets and $421,757,000 in liabilities as of
Dec. 31, 2010.

Bruce F. Smith, Esq., and Steven C. Reingold, Esq., at Jager Smith
P.C., serve as counsel to the Official Committee of Unsecured
Creditors.  J.H. Cohn LLP is the financial advisor.


MARKETING WORLDWIDE: Socius No Longer Owns Shares
-------------------------------------------------
In an amended Schedule 13G filing with the U.S. Securities and
Exchange Commission, Socius CG II, Ltd., and its affiliates
disclosed that, as of Dec. 31, 2011, they do not beneficially own
any shares of common stock of Marketing Worldwide Corporation.  A
full-text copy of the filing is available at http://is.gd/ca4aOp

                     About Marketing Worldwide

Based in Howell, Michigan, Marketing Worldwide Corporation
operates through the holding company structure and conducts its
business operations through its wholly owned subsidiaries
Colortek, Inc., and Marketing Worldwide, LLC.

Marketing Worldwide, LLC, is a complete design, manufacturer and
fulfillment business providing accessories for the customization
of vehicles and delivers its products to large global automobile
manufacturers and certain Vehicle Processing Centers primarily in
North America.  MWW operates in a 23,000 square foot leased
building in Howell Michigan.

Colortek, Inc., is a Class A Original Equipment painting facility
and operates in a 46,000 square foot owned building in Baroda,
which is in South Western Michigan.  MWW invested approximately
$2 million into this paint facility and expects the majority of
its future growth to come from this business.

The Company reported a net loss of $2.27 million on $1.91 million
of revenue for the year ended Sept. 30, 2011, compared with a net
loss of $2.34 million on $4.02 million of revenue during the prior
year.

The Company's balance sheet at Sept. 30, 2011, showed
$1.50 million in total assets, $6.06 million in total liabilities,
$3.49 million in Series A convertible preferred stock, and a
$8.05 million total stockholders' deficiency.

RBSM LLP, in New York, expressed substantial doubt about the
Company's ability to continue as a going concern following the
Company's 2011 financing results.  The independent auditors noted
that the Company has generated negative cash flows from operating
activities, experienced recurring net operating losses, is in
default of loan certain covenants, and is dependent on securing
additional equity and debt financing to support its business
efforts.


MCCLATCHY CO: Contrarius Holds 10.7% of Class A Shares
------------------------------------------------------
In an amended Schedule 13G filing with the U.S. Securities and
Exchange Commission, Contrarius Investment Management Limited and
Contrarius Investment Management (Bermuda) Limited disclosed that,
as of Dec. 31, 2011, they beneficially own 6,493,431 shares of
Class A common stock of The McClatchy Company representing 10.7%
of the shares outstanding.  A full-text copy of the filing is
available for free at http://is.gd/ZzVpSO

                    About The McClatchy Company

Sacramento, Calif.-based The McClatchy Company  (NYSE: MNI)
-- http://www.mcclatchy.com/-- is the third largest newspaper
company in the United States, publishing 30 daily newspapers, 43
non-dailies, and direct marketing and direct mail operations.
McClatchy also operates leading local websites in each of its
markets which extend its audience reach.  The websites offer users
comprehensive news and information, advertising, e-commerce and
other services.  Together with its newspapers and direct marketing
products, these interactive operations make McClatchy the leading
local media company in each of its premium high growth markets.
McClatchy-owned newspapers include The Miami Herald, The
Sacramento Bee, the Fort Worth Star-Telegram, The Kansas City
Star, The Charlotte Observer, and The News & Observer (Raleigh).

The Company's balance sheet at Sept. 25, 2011, showed
$2.98 billion in total assets, $2.76 billion in total liabilities
and $214.83 million stockholders' equity.

The Company reported net income of $54.38 million on $1.26 billion
of net revenues for the year ended Dec. 25, 2011, compared with
net income of $36.18 million on $1.37 billion of net revenues for
the year ended Dec. 26, 2010.

                           *     *     *

McClatchy carries a 'Caa1' corporate family rating from Moody's
Investors Service.  In May 2011, Moody's changed the rating
outlook from stable to positive following the company's
announcement that it closed on the sale of land in Miami for
$236 million.  The outlook change reflects Moody's expectation
that McClatchy will utilize the net proceeds to reduce debt,
including its underfunded pension position, which will reduce
leverage by approximately half a turn and lower required
contributions to the pension plan over the next few years.


MCCLATCHY CO: Paulson & Co. Does Not Own Class A Shares
-------------------------------------------------------
In an amended Schedule 13G filed with the U.S. Securities and
Exchange Commission, Paulson & Co. Inc. disclosed that, as of
Dec. 31, 2011, he does not beneficially own any shares of Class A
common stock of McClatchy Co.  A full-text copy of the filing is
available for free at http://is.gd/a11F0F

                    About The McClatchy Company

Sacramento, Calif.-based The McClatchy Company  (NYSE: MNI)
-- http://www.mcclatchy.com/-- is the third largest newspaper
company in the United States, publishing 30 daily newspapers, 43
non-dailies, and direct marketing and direct mail operations.
McClatchy also operates leading local websites in each of its
markets which extend its audience reach.  The websites offer users
comprehensive news and information, advertising, e-commerce and
other services.  Together with its newspapers and direct marketing
products, these interactive operations make McClatchy the leading
local media company in each of its premium high growth markets.
McClatchy-owned newspapers include The Miami Herald, The
Sacramento Bee, the Fort Worth Star-Telegram, The Kansas City
Star, The Charlotte Observer, and The News & Observer (Raleigh).

The Company's balance sheet at Sept. 25, 2011, showed
$2.98 billion in total assets, $2.76 billion in total liabilities
and $214.83 million stockholders' equity.

The Company reported net income of $54.38 million on $1.26 billion
of net revenues for the year ended Dec. 25, 2011, compared with
net income of $36.18 million on $1.37 billion of net revenues for
the year ended Dec. 26, 2010.

                           *     *     *

McClatchy carries a 'Caa1' corporate family rating from Moody's
Investors Service.  In May 2011, Moody's changed the rating
outlook from stable to positive following the company's
announcement that it closed on the sale of land in Miami for
$236 million.  The outlook change reflects Moody's expectation
that McClatchy will utilize the net proceeds to reduce debt,
including its underfunded pension position, which will reduce
leverage by approximately half a turn and lower required
contributions to the pension plan over the next few years.


MCCLATCHY CO: Dimensional Fund Holds 5.3% of Class A Shares
-----------------------------------------------------------
In a Schedule 13G filing with the U.S. Securities and Exchange
Commission, Dimensional Fund Advisors LP disclosed that, as of
Dec. 31, 2011, it beneficially owns 3,217,728 shares of Class A
common stock of The McClatchy Company representing 5.31% of the
shares outstanding.  A full-text copy of the filing is available
for free at http://is.gd/X4hmMB

                    About The McClatchy Company

Sacramento, Calif.-based The McClatchy Company  (NYSE: MNI)
-- http://www.mcclatchy.com/-- is the third largest newspaper
company in the United States, publishing 30 daily newspapers, 43
non-dailies, and direct marketing and direct mail operations.
McClatchy also operates leading local websites in each of its
markets which extend its audience reach.  The websites offer users
comprehensive news and information, advertising, e-commerce and
other services.  Together with its newspapers and direct marketing
products, these interactive operations make McClatchy the leading
local media company in each of its premium high growth markets.
McClatchy-owned newspapers include The Miami Herald, The
Sacramento Bee, the Fort Worth Star-Telegram, The Kansas City
Star, The Charlotte Observer, and The News & Observer (Raleigh).

The Company's balance sheet at Sept. 25, 2011, showed
$2.98 billion in total assets, $2.76 billion in total liabilities
and $214.83 million stockholders' equity.

The Company reported net income of $54.38 million on $1.26 billion
of net revenues for the year ended Dec. 25, 2011, compared with
net income of $36.18 million on $1.37 billion of net revenues for
the year ended Dec. 26, 2010.

                           *     *     *

McClatchy carries a 'Caa1' corporate family rating from Moody's
Investors Service.  In May 2011, Moody's changed the rating
outlook from stable to positive following the company's
announcement that it closed on the sale of land in Miami for
$236 million.  The outlook change reflects Moody's expectation
that McClatchy will utilize the net proceeds to reduce debt,
including its underfunded pension position, which will reduce
leverage by approximately half a turn and lower required
contributions to the pension plan over the next few years.


MCCLATCHY CO: BlueMountain Owns 6.7% of Class A Shares
------------------------------------------------------
In a Schedule 13G filing with the U.S. Securities and Exchange
Commission, BlueMountain GP Holdings, LLC, disclosed that, as of
Dec. 31, 2011, it beneficially owns 4,047,968 shares of Class A
common stock of The McClatchy Company representing 6.7% of the
shares outstanding.  A full-text copy of the filing is available
for free at http://is.gd/e42Cc4

                    About The McClatchy Company

Sacramento, Calif.-based The McClatchy Company  (NYSE: MNI)
-- http://www.mcclatchy.com/-- is the third largest newspaper
company in the United States, publishing 30 daily newspapers, 43
non-dailies, and direct marketing and direct mail operations.
McClatchy also operates leading local websites in each of its
markets which extend its audience reach.  The websites offer users
comprehensive news and information, advertising, e-commerce and
other services.  Together with its newspapers and direct marketing
products, these interactive operations make McClatchy the leading
local media company in each of its premium high growth markets.
McClatchy-owned newspapers include The Miami Herald, The
Sacramento Bee, the Fort Worth Star-Telegram, The Kansas City
Star, The Charlotte Observer, and The News & Observer (Raleigh).

The Company's balance sheet at Sept. 25, 2011, showed
$2.98 billion in total assets, $2.76 billion in total liabilities
and $214.83 million stockholders' equity.

The Company reported net income of $54.38 million on $1.26 billion
of net revenues for the year ended Dec. 25, 2011, compared with
net income of $36.18 million on $1.37 billion of net revenues for
the year ended Dec. 26, 2010.

                           *     *     *

McClatchy carries a 'Caa1' corporate family rating from Moody's
Investors Service.  In May 2011, Moody's changed the rating
outlook from stable to positive following the company's
announcement that it closed on the sale of land in Miami for
$236 million.  The outlook change reflects Moody's expectation
that McClatchy will utilize the net proceeds to reduce debt,
including its underfunded pension position, which will reduce
leverage by approximately half a turn and lower required
contributions to the pension plan over the next few years.


MEDCLEAN TECHNOLOGIES: Manatuck Hill Discloses 6.4% Equity Stake
----------------------------------------------------------------
In a Schedule 13G filing with the U.S. Securities and Exchange
Commission, Manatuck Hill Partners, LLC, disclosed that, as of
Dec. 31, 2011, it beneficially owns 106,619,669 shares of common
stock of Medclean Technologies, Inc., representing 6.41% of the
shares outstanding.  A full-text copy of the filing is available
for free at http://is.gd/yyxL5d

                   About MedClean Technologies

Based in Bethel, Connecticut, MedClean Technologies, Inc.,
provides solutions for managing medical waste on site including
designing, selling, installing and servicing on site (i.e. "in-
situ") turnkey systems to treat regulated medical waste.

The Company also reported a net loss of $3.69 million on
$1.38 million of total revenues for the nine months ended Sept.
30, 2011, compared with a net loss of $3.50 million on $707,450 of
total revenues for the same period a year ago.

The Company's balance sheet at Sept. 30, 2011, showed
$1.01 million in total assets, $1.88 million in total liabilities,
and a $874,617 total stockholders' deficit.

As reported in the TCR on April 6, 2011, Child, Van Wagoner &
Bradshaw, PLLC, in Salt Lake City, Utah, expressed substantial
doubt about the MedClean Technologies' ability to meet its
obligations and to continue as a going concern, following the
Company's 2010 results.  The independent auditors noted that the
Company has incurred substantial recurring losses.

                       Bankruptcy Warning

The Company has available cash and cash equivalents of
approximately $102,515 at Sept. 30, 2011, which it intends to
utilize for working capital purposes and to continue developing
its business.  To supplement its cash resources, the Company has
secured alternative financing arrangements with two investment
entities.  While the acquisition of cash through these programs is
related to company performance, the Company believes it will have
access to the necessary funds for its to execute its business
plan.  However, the Company continues to incur significant
operating losses that will result in the reduction of its cash
position.  The Company cannot assure that it will be able to
continue to obtain funding through the alternative financing
arrangements and the lack thereof would have a material adverse
impact on its business.  Moreover, any equity funding could be
substantially dilutive to existing stockholders.  The
aforementioned factors raise doubt about the Company's ability to
continue as a going concern.  In the event the Company is unable
to continue as a going concern, it may pursue a number of
different options, including, but not limited to, filing for
protection under the federal bankruptcy code.


MF GLOBAL: Trustee Asked to Support "Corporate Personhood" Motion
-----------------------------------------------------------------
James Giddens, the Trustee for the failed commodity brokerage MF
Global, Inc., has been formally asked to support a court motion
that seeks to recover a reported $1.2 billion in missing customer
funds by arguing the unusual, but legitimate, legal issue of
"corporate personhood" as it applies to the Bankruptcy Code.

Adam Furgatch, the former MF Global client who recently filed the
"corporate personhood" motion in Federal Bankruptcy Court,
submitted a letter to Mr. Giddens, asking him to fulfill his
publicly stated promise to "use all legal avenues available...in
recovering the customer funds, including litigation."  The Court
has scheduled a hearing on the matter for March 6, 2012.

"I look forward to Mr. Giddens' co-operation and assistance in
helping all of us aggrieved customers to reclaim our stolen
funds," said Mr. Furgatch in a radio interview.  "We accept Mr.
Giddens at his word to use all legal avenues available.  My motion
cites Supreme Court decisions and Bankruptcy Code statutes, as
written. So it certainly is a legitimate legal avenue to pursue."

The Furgatch Motion asserts that because the U.S. Supreme Court
has ruled that corporations are to be treated as "persons", then
the "parent" company, MF Global Holdings, by definition, must have
a "child" company, the subsidiary brokerage, MF Global, Inc.
After establishing the parent-child relationship, the argument
then cites clear, specific statutes in the Bankruptcy Code that
mandate that a child's support claims shall have super-priority
status over all other unsecured creditors.

"The Chapter 11 bankruptcy laws apply equally to corporations and
individuals," added Mr. Furgatch.  "The statute on priority status
for unsecured creditors' claims is unambiguous.  It's right there
in U.S.C. Title 11, Section 507. Spousal and child support
obligations come first, before all other creditors' claims."

Mr. Furgatch therefore concludes that "If corporations are
persons, JP Morgan Chase and all other unsecured creditors of the
parent will just have to get in line...the Child comes first."

The letter to the Trustee also makes the analogy that "the parent
corporation, MF Global Holdings, has looted the child/subsidiary
corporation's trust fund in order to engage in a disastrous
gambling spree in the European bond market casinos.  One might
even say that the parent broke into the child's piggy bank to
support its gambling habit.  Under the Bankruptcy Code, as it
applies to a natural person, this irresponsible and selfish
behavior would not be allowed to stand, and rightly so.  Our laws
protect dependent, helpless children from such predatory actions."

The Furgatch Motion also cites Bankruptcy Code statutes that
empower the bankruptcy judge to order the "Parent Company Person"
trustee, Mr. Louis Freeh, to immediately release from the parent
company's declared $41 Billion in assets, all child support funds
necessary to restore the stricken, injured "Brokerage Child
Person" to wholeness and health.

Mr. Giddens is expected to respond in a timely manner to Mr.
Furgatch's request for support so as to best prepare for the court
hearing on March 6th.  Mr. Furgatch, like most ex-MF Global
customers, is currently missing at least 28% of his pre-bankruptcy
MF Global account funds.

Mr. Furgatch, a resident of Hawaii and a fresh, creative voice in
financial and political commentary, has published a copy of his
letter to Trustee Giddens, as well as a copy of the filed motion
and additional background information concerning this legal action
on his website: http://www.AdamFurgatch.com/

The Furgatch Motion has been assigned Court Docket #424 in the
case of MF Global Holdings Ltd., 11-bk-15059, U.S. Bankruptcy
Court, Southern District of New York (Manhattan).

                       About MF Global

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

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

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

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

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

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

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

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


MF GLOBAL: SIPA Trustee Wants Until May 29 to Decide on Leases
--------------------------------------------------------------
James W. Giddens, trustee for the liquidation of the business of
MF Global Inc. under the Securities Investor Protection
Corporation, asks Judge Martin Glenn to further extend the time
within which he may assume or reject executory contracts and
unexpired leases on behalf of the MFGI estate, through and
including May 29, 2012.

As of January 26, 2012, the Debtor is lessee under two unexpired
leases: one is a lease for the property located at 440 South
LaSalle Street, in Chicago, Illinois, and the other is a lease
for the property located at 21800 South Cicero Avenue, in
Matteson, Illinois.  The SIPA Trustee's deadline to assume or
reject those leases will expire on February 27, 2012.

Unless the Lease Decision Deadline is extended, the SIPA Trustee
will be required to make decisions concerning all of the
Unexpired Leases within three weeks, James B. Kobak, Jr., Esq.,
at Hughes Hubbard & Reed LLP, in New York, notes.  The SIPA
Trustee's failure to take any action to assume or reject the
Unexpired Leases or obtain an extension of the current deadline
would result in the Unexpired Leases being deemed rejected, Mr.
Kobak stresses.  At best, the proposed extension would mitigate
the risk of an improvident rejection or assumption of each of the
Unexpired Leases by the SIPA Trustee as to the MFGI estate, Mr.
Kobak maintains.  Pending the SIPA Trustee's election to assume
or reject each of the Unexpired Leases, unless agreed otherwise,
the SIPA Trustee will perform all obligations arising under the
Unexpired Leases from and after the Petition Date in a timely
fashion, including by paying postpetition rent due, as required
by Section 365(d)(3) of the Bankruptcy Code, he assures the
Court.

                         About MF Global

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

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

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

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

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

Jon Corzine, the former New Jersey governor and co-CEO of
Goldman Sachs Group Inc., stepped down as chairman and chief
executive officer of MF Global just days after the bankruptcy
filing.  Seven directors of MF Global Holdings resigned from their
posts on Nov. 28, 2011.

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

The New York Stock Exchange has removed MFGI securities from
listing.

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


MF GLOBAL: Virginia Retirement to Lead Investors Suit vs. Corzine
-----------------------------------------------------------------
Judge Victor Marrero of the U.S. District Court for the Southern
District of New York consolidated 12 lawsuits against MF Global
Holdings Ltd.'s former chief executive Jon S. Corzine, putting
The Virginia Retirement System and Canada's Alberta province as
lead plaintiffs in the consolidated lawsuit, Bloomberg News
reported on January 27.

The lead plaintiffs' combined investment losses of $19 million
give them a larger stake in the lawsuit than seven other
applications for lead plaintiff, the district judge said in a
Jan. 20, 2012 signed order.

Joseph DeAngelis alleged in the first of the similar lawsuits
that MF Global executives led by Mr. Corzine made "materially
misleading" statements about liquidity and financial controls,
Bloomberg recalled.  Mr. DeAngelis also named Henri Steenkamp,
the firm's chief financial officer, and Bradley Abelow, its
president, the report noted.

Meanwhile, certain MF Global Inc. customers are competing to lead
a lawsuit against Mr. Corzine over the alleged theft of $1.2
billion of their assets, according to a separate Feb. 3 Bloomberg
report.

On Jan. 18, 2012, Judge Marrero extended to January 30, 2012, the
deadline to file applications for appointment of lead plaintiff
in the customer action.

Bloomberg noted that court filings show at least seven actions
against Mr. Corzine by future customers in Manhattan.  Plaintiffs
who seek to lead a potential group lawsuit include Sapere CTA
Fund LP, which sued Mr. Corzine and other former MFGH executives
for $90 million; Seattle money manager William Fleckenstein,
along with Kay P. Tee LLC, a firm with a trading account at MF
Global; and David Accomazzo and Roberto Calle, who said in court
papers they filed the first action on behalf of futures
customers, according to Bloomberg.

According to Hagens Berman Sobol Shapiro LLP's January 26, 2012
statement, certain customers' cases are now consolidated with
Joseph Deangelis, et al., v Jon S. Corzine, et al., No. 1:11-cv-
07866-VM.  The filed cases include:

  * David Accomazzo and Roberto E. Calle v. Corzine, No.1:11-cv-
    8467 (the "Accomazzo Action"), which asserts claims under
    the Commodities Exchange Act on behalf of a proposed Class
    consisting of: persons, other than Defendants, their
    employees, affiliates and agents, who held money or other
    assets in MF Global customer accounts as of any time during
    the period October 24th through October 31, 2011.

  * Summit Trust Company v. Corzine, No. 1: 12-cv-0087 (the
    "Summit Action"), asserting claims under the Commodity
    Exchange Act on behalf of a Class consisting of: persons,
    other than Defendants, their employees, affiliates and
    agents, who as of October 31, 2011, had one or more open
    commodity futures trading or derivative contract with MF
    Global and/or had money, securities or other property on
    deposit with MF Global as of that date for the purpose of
    transacting in commodity futures trading or derivative
    contracts, and who have sustained damage as a result of MF
    Global's failure to properly segregate customer funds.

  * Kay P. Tee, LLC v. Corzine, No. 1: 12-cv-195 (the "KPT
    Action"), bringing claims under common law, the Racketeer
    Influenced Corrupt Organization Act ("RICO"), and the
    Commodities Exchange Act on behalf of a Class consisting of:
    all MF Global commodity account holders or customers who
    held open futures positions and/or cash collateral or cash
    deposits for future collateral in their MF Global accounts
    and had not received a return of 100% of their funds as of
    close of business on November 2, 2011.

"While other actions have been filed around the country, we
believe they will all be consolidated in New York," said Reed R.
Kathrein, Esq. -- MFGlobal@hbsslaw.com -- partner at Hagens
Berman Sobol Shapiro LLP   "Once consolidated, an amended
complaint will be filed considering the claims against the
various defendants, including those against banks and
auditors who are alleged in some cases to have participated."

Futures customers are trying to persuade Judge Marrero that their
lawsuits should not be consolidated with an investor lawsuit led
by the Virginia Retirement System, Bloomberg relayed.
Contrary to the investors' claims, futures customers allege that
he and other executives misappropriated customer funds, according
to court papers obtained by Bloomberg.

Even the defendants and the laws they are alleged to have
violated are different, lawyers for Kay P. Tee said in a Feb. 1
letter to the court, Bloomberg noted.  CME Group Inc. and
JPMorgan Chase & Co., banker to MF Global, are also named in
futures customer lawsuits, the report noted.

Separately, Mr. Corzine was sued under U.S. racketeering law by
commodity customers alleging he and other MF Global executives
unlawfully took money from their accounts and failed to segregate
their money as the law requires, according to a separate report
by Linda Sandler of Bloomberg News on February 3, 2012.

The lawsuit, filed in New York on behalf of Robert Marcin and
other MFGI segregated account holders by Grant & Eisenhofer PA,
commodity, further alleged that JPMorgan as MFGI's banker should
have noticed the "depletion" of customer money, and should have
investigated, the report relayed.  The case is Marcin v. Corzine,
12-cv-0499, U.S. District, Southern District of New York.

The main case is DeAngelis v. Corzine, 11-cv-7866, U.S. District
Court, Southern District of New York (Manhattan).

                Plaintiffs Compete to Lead

Plaintiffs, including funds and retirement systems, were
competing to lead a lawsuit against Jon Corzine, MF Global
Holdings Ltd.' former chief executive officer, over the collapse
of the firm, according to reporting by Linda Sandler and Patricia
Hurtado of Bloomberg News, MF Global Bankruptcy News, Issue No.
10, said.

Mr. Corzine is the defendant in at least nine lawsuits before
Judge Victor Marrero of the U.S. District Court in Manhattan,
seeking compensation for losses arising from the company's
bankruptcy, the report related.  The cases have been consolidated
into one based on similar claims that the former CEO and other
company officials made misleading statements about MF Global's
financial condition prior to its bankruptcy, Bloomberg noted.

Banyon Capital Master Fund Ltd., Virginia and Arkansas retirement
systems and the Building Trades United Pension Trust Fund all
filed separate requests in court to serve as lead plaintiff,
Bloomberg disclosed.

The Virginia Retirement System, which wants to lead the lawsuit
together with Canada's Province of Alberta, wrote in a filing the
two together lost more than $19 million on MF Global stock and
debt, the report continued.  They asked court approval of their
hiring law firms Bernstein Litowitz Berger & Grossman LLP, and
Labaton Sucharow LLP, as co-lead counsel for investors suing Mr.
Corzine, the report added.

Henri Steenkamp, the New York-based company's chief financial
officer, and Bradley Abelow, its president were also named as
defendants in the lawsuit.

Another lawsuit against Mr. Corzine was filed by three farmers
and a cattle-raising operation in Montana seeking to represent a
nationwide group of commodities future customers whose money went
missing when MF Global collapsed, Bloomberg reported on Jan. 10.

                  Multiple Suits vs. Corzine

MF Global Bankruptcy News, Issue No. 8, reported that Jon Corzine,
former chief executive of MF Global Holdings Ltd.,
is facing nine lawsuits before a federal judge in Manhattan that
are seeking compensation for losses from the company's collapse,
Linda Sandler and Patricia Hurtado of Bloomberg News reported.

The plaintiffs, including an electricians' union, allege that Mr.
Corzine and other officials of the failed firm made misleading
statements about MF Global's financial condition before its
collapse on October 31, the report noted.

U.S. District Court Judge Victor Marrerro consolidated the cases,
saying that they make similar claims about similar facts and
events, Bloomberg related, citing a court filing.

Mr. Corzine, the former governor of New Jersey, and senior MF
Global officers touted the company's internal financial controls
and liquidity levels in statements that were "materially
misleading or untrue," Joseph DeAngelis on behalf of himself and
other MF Global shareholders wrote on a Nov. 3 complaint, the
report relayed.  Mr. DeAngelis also named Henri Steenkamp, the
New York-based company's chief financial officer, and Bradley
Abelow, its president in the complaint, the report added.

"Defendants had the power and influence -- and exercised such
power and influence -- as to cause MF Global to engage in the
unlawful conduct and practices," Mr. DeAngelis alleged in the
complaint, Bloomberg cited.  "Each of the defendants is liable as
a participant in a fraudulent scheme and course of business that
operated as a fraud or deceit on purchasers of MF Global common
stock."

The lawsuit also wrote that an Oct. 25 release on second-quarter
results "falsely stated" that MF Global had strengthened its
capital and liquidity, the report noted.  Mr. Corzine said in the
release he was confident the company had "the resources and
expertise to continue to successfully manage these exposures,"
the lawsuit said.

                         About MF Global

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

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

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

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

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

Jon Corzine, the former New Jersey governor and co-CEO of
Goldman Sachs Group Inc., stepped down as chairman and chief
executive officer of MF Global just days after the bankruptcy
filing.  Seven directors of MF Global Holdings resigned from their
posts on Nov. 28, 2011.

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

The New York Stock Exchange has removed MFGI securities from
listing.

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


MF GLOBAL: Drafted Contingency Plan in Case of Downgrade
--------------------------------------------------------
Senior Executives at MF Global Holdings Ltd., anticipating
collateral calls on European debt trades, raised the possibility
of removing the transactions from central clearinghouses designed
to reduce risk, Silla Brush and Phil Mattingly of Bloomberg News
reported.

The 23-page "break-the-glass" plan prepared by the broker's
treasury, finance and risk divisions at the request of the board
of directors weeks before the firm's collapse said the bets on
European debt were "the biggest draw on cash" as the company
confronted a possible credit crunch, according to a copy obtained
by Bloomberg News.

The undated document indicates the plan was designed to address
the effects of a credit-rating downgrade on the company's
solvency and liquidity, Bloomberg disclosed.  The document
further instructed employees to maintain daily records of
segregated customer funds and "communicate to key clients about
safety of their excess and margin balances," the report noted

In the plan, the company questioned if the firm should hedge the
bets, known as "repo-to-maturity," or RTM, transactions, for up
to three months and move them out of clearinghouses run by
LCH.Clearnet Group Ltd., Bloomberg relayed.  The plan concluded
that the company needed "a clear strategy and plan for RTM
portfolio," the report said

"How will LCH respond, how much in excess margin will be
required, time period, can/will they force us out?" the plan
asked in a part of the document marked "immediate decision making
required," Bloomberg relayed.  The plan, according to the report,
indicated the company could move some of the cleared positions to
the over-the-counter market because of more favorable terms.

Bloomberg recalled that MF Global's former chairman and chief
executive officer Jon S. Corzine bet $6.3 billion on Italian,
Spanish and other European debt in an effort to transform the
commodity brokerage into an investment bank.  When the firm
collapsed, as much as $1.2 billion in client funds set aside as
collateral for futures trades went missing, the report noted.

Michael G. Stockman, MF Global's chief risk officer at the time,
testified before a congressional panel on Feb. 2, that the
contingency plan had been prepared in October at the board's
request, Bloomberg relayed.  The plan was provided to lawmakers,
who have not made the document public.

The House Financial Services Subcommittee on Oversight and
Investigations conducted the hearing to explore the role of the
rating agencies in the demise of MF Global.

The Subcommittee Chairman U.S. Representative Randy Neugebauer
said the plan represented "much more aggressive scenarios" than
had been considered by the firm in the months before, Bloomberg
relayed.

Michael Roseman, predecessor of Mr. Stockman, also testified
before the Congressional panel, saying that he and Mr. Stockman
warned the firm's top executives and directors about the danger
of the European bets months before the firm's collapse, according
to a separate report by Ben Protess of the New York Times.

"In my view, the board and senior management were highly
sophisticated; they knew and understood how the European debt
bets worked," Mr. Stockman told the panel.  Lawmakers however
were dubious noting that while the positions were the brainchild
of Mr. Corzine, it is up to the risk chiefs to control their
boss's risk-taking, The New York Times noted.

Mr. Roseman said he raised concerns in September 2010 when the
bond buys jumped to $2 billion from $1.5 billion, The New York
Times relayed.  In November, when the positions grew to nearly $5
billion, Mr. Roseman outlined the risks to the board, saying the
bets hinged on the European countries not defaulting, the report
noted.  "The risk scenarios I presented were challenged as being
implausible," Mr. Roseman was quoted as saying to the lawmakers.

The board sided with Mr. Corzine and about the same time, MF
Global began a search to replace Mr. Roseman also from Goldman,
the report noted.

In December, the House Agriculture Committee asked Mr. Corzine
whether he was involved in the decision to have Mr. Roseman leave
his post in early 2011, Reuters stated in another report.  Mr.
Corzine responded that he believed the firm needed someone who
had more knowledge with the broker-dealer side of MF Global's
business, and that there were personnel issues, the report
relayed.

The lawmakers were blunt in saying that Mr. Roseman was replaced
because of his views on the European debt bets, The New York
Times noted.  It appeared that "Mr. Stockman was hired to tell
Mr. Corzine what he wanted to hear," U.S. Representative Bill
Posey voiced during the hearing.

When Mr. Stockman joined MF Global, he did not immediately adopt
his predecessor's unease with the European positions, according
to the New York Times.  The report stated that he began working
in January but did not raise concerns about the European bets
until July.  "For the first several months of my tenure, based on
analyses performed by my department, I believed that the risk
profile associated with the company's European sovereign debt
position was acceptable in light of then-prevailing market
conditions," Mr. Stockman told the Congressional panel.

However, "As credit markets deteriorated in the summer of 2011, I
came to the view that it would be prudent for the company to
mitigate the increased risks," Mr. Stockman was quoted as saying.
The board eventually heeded the concerns but it was too late, The
New York Times said.

"I am, of course, aware of and deeply saddened by numerous press
reports that more than $1 billion in customer funds are missing
and unaccounted for," Mr. Stockman said, The New York Times
relayed.  He however insists that he does not personal knowledge
of any missing funds or unreconciled customer accounts, the
report added.

                         About MF Global

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

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

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

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

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

Jon Corzine, the former New Jersey governor and co-CEO of
Goldman Sachs Group Inc., stepped down as chairman and chief
executive officer of MF Global just days after the bankruptcy
filing.  Seven directors of MF Global Holdings resigned from their
posts on Nov. 28, 2011.

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

The New York Stock Exchange Has Removed MFGI securities from
listing.

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


MF GLOBAL: "Never Been Stronger," CFO Told S&P Before Collapse
--------------------------------------------------------------
A week before MF Global Holdings Ltd. collapsed, the firm's chief
financial officer told Standard & Poor's in an e-mail that the
futures broker had "never been stronger," Bill Rochelle of
Bloomberg News reported.

On Feb. 2, the House Financial Services Subcommittee on Oversight
and Investigations turned to ratings agencies to explain their
role in the demise of MF Global.

S&P provided the Subcommittee with an excerpt of the e-mail from
MF Global CFO Henri Steenkamp, the report said.  S&P also told
the panel that Jon Corzine, former MF Global chief executive
officer, met with its analysts on Oct. 20 to reassure them that
his $6.3 billion bet on European sovereign debt was no threat to
the firm, according to a Jan. 17 letter obtained by Bloomberg
News.  S&P previously ranked MF Global as investment grade until
its failure, while Moody's downgraded it to junk status four days
earlier, the report recalled.

"MF Global is in its strongest position ever," Mr. Steenkamp told
S&P on Oct. 24, according to a letter from Craig Parmelee, a
managing director at S&P to U.S. Representative Randy Neugebauer
obtained by Bloomberg.  S&P said in the letter that it relied on
MF Global's public filings for information on the positions,
Bloomberg relayed.  "S&P does not purport to audit the issuers it
rates and does not undertake to police issuers for fraudulent
activity or misconduct," Mr. Parmelee wrote in the letter.

In a separate letter dated Jan. 17, 2012 to Mr. Neugebauer,
Steven Ross, Esq., a partner at Akin Gump Strauss Hauer & Feld
LLP, in Washington, D.C. -- sross@akingump.com -- counsel to
Moody's, said the rating agency's analysts believed that MF
Global was increasing its trading activity "for the primary
purpose of facilitating customer transactions," Bloomberg
relayed.  Mr. Ross further wrote that MFGI's presentations before
October 21 "did not describe or reflect" the European positions,
Bloomberg cited.

                         About MF Global

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

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

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

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

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

Jon Corzine, the former New Jersey governor and co-CEO of
Goldman Sachs Group Inc., stepped down as chairman and chief
executive officer of MF Global just days after the bankruptcy
filing.  Seven directors of MF Global Holdings resigned from their
posts on Nov. 28, 2011.

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

The New York Stock Exchange has removed MFGI securities from
listing.

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


MF GLOBAL: CME Group Sets Up $100-Mil. Fund for Ranchers
--------------------------------------------------------
CME Group said on February 2, 2012 that it will establish a $100
million fund designed to provide further protection of customer
segregated funds for U.S. family farmers and ranchers who hedge
their business in CME Group futures markets.

"In light of the recent MF Global failure, in which a clearing
firm violated CFTC regulations and misused customer monies that
should have been kept segregated, CME Group is adding this extra
security measure to protect the country's food producers who are
using CME Group futures markets to hedge their crops and
livestock that feed the world," according to the statement.

Under the Family Farmer and Rancher Protection Fund, expected to
be in effect by March 1, 2012, farmers and ranchers using CME
Group products will be eligible for up to $25,000 per account in
the case of losses resulting from the future insolvency of a
clearing member or other market participant.

Farming and ranching cooperatives also will be eligible for up to
$100,000 per cooperative.  If losses in a future failure total
more than $100 million, participants will be eligible for a pro-
rata share of the fund, up to $100 million.  This new fund is
expected to be backed by an insurance policy and will not be
available retroactively.

"Many have been hurt by MF Global's bankruptcy," said CME Group
Executive Chairman Terry Duffy.  "... We believe this targeted
first step is important to reassure hedgers so they can
appropriately manage their risks and avoid business disruptions."

The Family Farmer and Rancher Protection Fund will serve as an
additional layer of customer protection in addition to current
CFTC regulations and CME Group exchange rules.

CME spokesperson Michael Shore told Reuters that the exchange
based "the fund size on what they are still missing following MF
Global."  Another CME source said that the exchange arrived at
the $100 million figure based on the average size of accounts
held by farmers and ranchers with MF Global, Reuters disclosed.

Farmers and ranchers however said the $100 million amount to
"window dressing," the report noted.  Indeed, many farmers saw
the move as an effort to lure back customers or soothe their
anger after the exchange, MF Global's main regulator, drew
criticism over its oversight on the now bankrupt firm, the report
added.

On February 8, 2012, Standard & Poor's cut CME's long-term issuer
credit rating from 'AA' to 'AA'.  S&P also affirmed its 'A-1+'
short-term rating on the company.  The outlook on the long-term
rating is negative reflecting S&P's view of the potential legal
and reputational fall-out from the MF Global bankruptcy.

"We do not believe that the MF Global guarantee and the Farmer
Fund, even if fully called, present significant financial risk to
CME Group," S&P said.  "The potential financial impact of the MF
Global guarantee and the Farmers Fund likely will not be a rating
issue.  But we believe that the ramifications of CME Group's
support of its clearing members' customers expand the firm's
long-standing mandate of guaranteeing trades among its
clearing members."

According to S&P, CME Group has no legal or contractual
obligation to support the customers of its clearing members, and
it had never supported the customers of a failed clearing member
in the past.  "We believe that it is doing so for business
reasons.  MF Global's customers, who number in the thousands,
have been very vocal about not having full access to their
segregated funds or frozen cash balances.  This appears to be
affecting volumes on CME Group's exchanges, which were down in
fourth-quarter 2011 and in January 2012.  While we believe CME
Group is making a rational business decision to support the
liquidity and integrity of its market, such support raises
incremental risks that were not previously factored into our
ratings on the company."

To recall, CME said it would provide a $250 million guarantee,
which later increased to $550 million, to help the MFGI trustee
in releasing the customers' segregated funds and frozen cash
balances.

                     Ranchers Dismiss Fund

Members of the National Cattlemen's Beef Association said the CME
fund amounted to little more than a pile of chickenfeed,
Elizabeth Campbell of Bloomberg News reported on Feb. 9.

All it takes is some "third-grade math," Peter Bonds, a member of
the association, told CME Chief Operating Officer Bryan Durkin,
to understand that given its limit of $25,000 per individual
account, the fund would cover only farmers with about 1,200
feeder cattle -- a fraction of a typical rancher's herd,
Bloomberg related.  More than half the cattle sold in 2010 came
from feedlots with a capacity of at least 24,000 cattle,
according to the U.S. Agriculture Department, Bloomberg noted.
Farmer cooperatives will be eligible for as much as $100,000 in
the event of a brokerage failure, Bloomberg Businessweek reported
in its Feb. 13 issue.

                         About MF Global

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

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

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

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

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

Jon Corzine, the former New Jersey governor and co-CEO of
Goldman Sachs Group Inc., stepped down as chairman and chief
executive officer of MF Global just days after the bankruptcy
filing.  Seven directors of MF Global Holdings resigned from their
posts on Nov. 28, 2011.

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

The New York Stock Exchange has removed MFGI securities from
listing.

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


MORRIER RANCH: Proposes James P. Hurley as Bankruptcy Counsel
-------------------------------------------------------------
Morrier Ranch, Inc., asks the U.S. Bankruptcy Court for the
Eastern District of Washington for permission to employ James P.
Hurley, Esq., as counsel.

Mr. Hurley has represented the Debtor prepetition.  He received
$13,000 for work performed between March 2011, and Dec. 31, 2011.
Mr. Hurley also received $2,000 which was placed in trust.  The
hourly rate of Mr. Hurley is $300.

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

Mr. Hurley can be reached at:

         HURLEY & LARA
         Attorney at Law
         411 North 2nd Street
         Yakima, WA 98901
         Tel: (509) 248-4282

                     About Morrier Ranch, Inc.

Yakima, Washington-based Morrier Ranch, Inc., aka Morrier Hop
Storage, filed for Chapter 11 bankruptcy (Bankr. E.D. Wash. Case
No. 12-00179) on Jan. 17, 2012.  Judge Patricia C. Williams
presides over the case, taking the assignment from Judge Frank L.
Kurtz.  James P. Hurley, Esq., at Hurley & Lara, serves as the
Debtor's counsel.  In its petition, the Debtor estimated $10
million to $50 million in assets, and $1 million to $10 million in
debts.  The petition was signed by Joseph R. Morrier, president.


MORRIER RANCH: Files Schedules of Assets and Liabilities
--------------------------------------------------------
Morrier Ranch, Inc., filed with the U.S. Bankruptcy Court for the
Eastern District of Washington its schedules of assets and
liabilities, disclosing:

     Name of Schedule              Assets         Liabilities
     ----------------            -----------      -----------
  A. Real Property               $11,170,000
  B. Personal Property            $8,508,866
  C. Property Claimed as
     Exempt
  D. Creditors Holding
     Secured Claims                                $4,893,346
  E. Creditors Holding
     Unsecured Priority
     Claims                                                $0
  F. Creditors Holding
     Unsecured Non-priority
     Claims                                        $1,128,740
                                 -----------      -----------
        TOTAL                    $19,678,866       $6,022,086

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

                     About Morrier Ranch, Inc.

Yakima, Washington-based Morrier Ranch, Inc., aka Morrier Hop
Storage, filed for Chapter 11 bankruptcy (Bankr. E.D. Wash. Case
No. 12-00179) on Jan. 17, 2012.  Judge Patricia C. Williams
presides over the case, taking the assignment from Judge Frank L.
Kurtz.  James P. Hurley, Esq., at Hurley & Lara, serves as the
Debtor's counsel.  In its petition, the Debtor estimated $10
million to $50 million in assets, and $1 million to $10 million in
debts.  The petition was signed by Joseph R. Morrier, president.


MORRIS SEARS: National Park Service Debt Declared Nondischargeable
------------------------------------------------------------------
Bankruptcy Judge Margaret A. Mahoney issued an order granting the
United States a judgment declaring Morris Sears' debt owed to the
National Park Service nondischargeable.  The United States is also
granted a judgment declaring the debt nondischargeable owed to the
United States for bond premiums paid in conjunction with various
government contracts.

On July 8, 2009, the United States filed an adversary proceeding
seeking a determination of nondischargeability as to its losses
stemming from the Debtor's alleged fraud.  The United States bases
its request for relief on a string of bond surety agreements that
the Debtor entered into between October 2005 and November 2008.
Specifically, the Debtor acted as surety for numerous government
agencies by issuing payment, performance, and bid bonds.  In
connection with every bond issued, the Debtor submitted an
Affidavit of Individual Surety in which he pledged collateral to
secure the bonds.  The Debtor did business as ABBA Bonding
Company.

The case is In the UNITED STATES OF AMERICA, Plaintiff, v. MORRIS
SEARS d/b/a ABBA BONDING, Defendant, Adv. Proc. No. 09-01070.  A
copy of the Court's Feb. 16, 2012 Order is available at
http://is.gd/jNc4xWfrom Leagle.com.

Morris Sears filed for Chapter 11 bankruptcy protection (Bankr.
S.D. Ala. Case No. 09-11053) on March 5, 2009.


MOUNTAIN COUNTRY: Involuntary Chapter 11 Case Summary
-----------------------------------------------------
Alleged Debtor: Mountain Country Partners, LLC
                9799 St. Augustin Road
                Jacksonville, FL 32257

Case Number: 12-20094

Involuntary Chapter 11 Petition Date: February 17, 2012

Court: Southern District of West Virginia (Charleston)

Judge: Ronald G. Pearson

Petitioner's Counsel: Joseph W. Caldwell, Esq.
                      CALDWELL & RIFFEE
                      P.O. Box 4427
                      Charleston, WV 25364-4427
                      Tel: (304) 925-2100
                      Fax: (304) 925-2193
                      E-mail: jcaldwell@caldwellandriffee.com

Mountain Country's petitioners:

Petitioner               Nature of Claim        Claim Amount
----------               ---------------        ------------
April Baltzell           Note plus Interest     $100,000
21 Terraza del Mar
Dana Point, CA 92629

Robert O. Buck           Note plus Interest     $200,000
1663 Carruthers
Memphis, TN 38112

Kenneth Ervin Young      Note plus Interest     $150,000
43555 Green Hills Way
Fremont, CA 94539

Richard Davis            Note plus Interest     $100,000
P.O. Box 542
Dunedin, FL 34697

J. J. Bradshaw           Note plus Interest     $160,937
26893 Boquet Lyn Road,
Ste. C-248
Santa Clarita, CA 91350

Josette Y. Jones         Note plus Interest     $100,000
354 Blaidell Drive
Claremont, CA 91711-3111

Nan Murphy               Note plus Interest     $100,000
985 Comanche Trail
Anniston, AL 36206


MSGI SECURITY: Enable Global Discloses 9.9% Equity Stake
--------------------------------------------------------
In an amended Schedule 13G filing with the U.S. Securities and
Exchange Commission, Enable Global Capital, LLC, et al., disclosed
that, as of Dec. 31, 2011, they beneficially own 10,486,384 shares
of common stock of MSGI Security Solutions, Inc., representing
9.99% of the shares outstanding.  A full-text copy of the filing
is available for free at http://is.gd/RFqJ1r

                        About MSGI Security

MSGI Security Solutions, Inc., now known as MSGI Technology
Solutions, Inc., (Other OTC: MSGI) -- http://www.msgisecurity.com/
-- is a provider of proprietary solutions to commercial and
governmental organizations.  The Company is developing a global
combination of innovative emerging businesses that leverage
information and technology.  The Company is headquartered in New
York City where it serves the needs of counter-terrorism, public
safety, and law enforcement and is developing new technologies in
nanotechnology and alternative energy as a result of its recently
formed relationship with The National Aeronautics and Space
Administration.

The Company was delayed in filing its Quarterly Report for the
period ended March 31, 2011.

MSGI Technology's balance sheet at Dec. 31, 2010, showed $166,549
in total assets, $29.32 million in total liabilities, all current,
and a $29.15 million total stockholders' deficit.

Amper, Politziner & Mattia, LLP, in Edison, New Jersey, expressed
substantial doubt about MSGI Security Solutions, Inc.'s ability to
continue as a going concern after auditing the Company's
consolidated financial statements for the years ended June 30,
2009, and 2008.  The auditing firm reported that the Company has
suffered recurring losses from operations, and negative cash flows
from operations, and has a substantial amount of notes payable due
on demand or within the next 12 months and has very limited
capital resources.


MSR RESORT: Asks Judge Approval on Deal With Marriott
-----------------------------------------------------
Max Stendahl at Bankruptcy Law360 reports that MSR Resort Golf
Course LLC on Friday urged a New York federal judge to sign off on
a property management settlement with Marriott International Inc.
that would remove a major roadblock to the Company's
restructuring.

According to Law360, MSR asked the court to approve the
stipulation, announced Feb. 13, which would resolve Marriott's
claims for damages after it was terminated as a property manager
of MSR's Doral Golf Resort & Spa.

                          About MSR Resort

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

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

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

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

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

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

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

The Official Committee of Unsecured Creditors is represented by
Martin G. Bunin, Esq., and Craig E. Freeman, Esq., at Alston &
Bird LLP, in New York.


MUSCLEPHARM CORP: Files Form S-1, Registers 194.8-Mil. Shares
-------------------------------------------------------------
Musclepharm Corporation filed with the U.S. Securities and
Exchange Commission a Form S-1 registration statement relating to
the resale of 194,833,333 shares of the Company's common stock,
par value $0.001 per share, by Iconic Hospitality, Ltd., Jim
Sjoerdsma,Gordon Burr, et al., underlying outstanding common stock
purchase warrants, including (i) 119,833,333 shares underlying
warrants held by certain shareholders who purchased common stock
purchase warrants in private transactions and (ii) 75,000,000
shares underlying warrants issued to a consultant for services
rendered pursuant to a consulting agreement.

The Company is not selling any shares of common stock in this
offering and, as a result, will not receive any proceeds from this
offering.  All of the net proceeds from the sale of the Company's
common stock will go to the Selling Security Holders.

The Company's common stock is quoted on the OTCBB under the symbol
"MSLP.OB."  On Feb. 13, 2012, the closing bid price of the
Company's common stock was $0.01 per share.  These prices will
fluctuate based on the demand for the Company's common stock.

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

                        http://is.gd/xJeMJg

                         About MusclePharm

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

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

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

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


MUSCLEPHARM CORP: Socius CG No longer Owns Common Shares
--------------------------------------------------------
In an amended Schedule 13G filed with the U.S. Securities and
Exchange Commission, Socius CG II, Ltd., et al., disclosed that,
as of Dec. 31 2011, they do not beneficially own any shares of
common stock of MusclePharm Corporation.  A full-text copy of the
regulatory filing is available for free at http://is.gd/ybgyQ3

                         About MusclePharm

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

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

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

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


NATIONAL HOLDINGS: Incurs $1-Mil. Net Loss in Dec. 31 Quarter
-------------------------------------------------------------
National Holdings Corporation filed with the U.S. Securities and
Exchange Commission a Form 10-Q reporting a net loss of $1 million
on $25.39 million of total revenues for the three-month period
ended Dec. 31, 2011, compared with net income of $886,000 on
$34.97 million of total revenues for the same period a year ago.

The Company had a net loss of $4.7 million on $126.5 million
of total revenues for fiscal year ended Sept. 30, 2011, compared
with a net loss of $6.6 million on $111.0 million on total
revenues for fiscal 2010.

The Company's balance sheet at Dec. 31, 2011, showed
$15.43 million in total assets, $17.45 million in total
liabilities, $20,000 in noncontrolling interest, and a $2.04
million total National Holdings Corporation stockholders' deficit.

Sherb & Co., LLP, in Boca Raton, Florida, expressed substantial
doubt about National Holdings' ability to continue as a going
concern.  The independent auditors noted that the Company has
incurred significant losses and has a working capital deficit as
of Sept. 30, 2011.

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

                        http://is.gd/yU6Jst

                      About National Holdings

New York, N.Y.-based National Holdings Corporation is a financial
services organization, operating primarily through its wholly
owned subsidiaries, National Securities Corporation, Finance
Investments, Inc., and EquityStation, Inc.  The Broker-Dealer
Subsidiaries conduct a national securities brokerage business
through their main offices in New York, New York, Boca Raton,
Florida, and Seattle, Washington.


NATIONAL HOLDINGS: Bedford Oak Discloses 8.5% Equity Stake
----------------------------------------------------------
In an amended Schedule 13G filed with the U.S. Securities and
Exchange Commission, Bedford Oak Capital, L.P., Bedford Oak and
Harvey P. Eisen Advisors, LLC, disclosed that, as of Dec. 31,
2011, they beneficially own 1,859,650 shares of common stock of
National Holdings Corporation representing 8.5% of the shares
outstanding.  A full-text copy of the filing is available for free
at http://is.gd/s4v3JQ

                      About National Holdings

New York, N.Y.-based National Holdings Corporation is a financial
services organization, operating primarily through its wholly
owned subsidiaries, National Securities Corporation, Finance
Investments, Inc., and EquityStation, Inc.  The Broker-Dealer
Subsidiaries conduct a national securities brokerage business
through their main offices in New York, New York, Boca Raton,
Florida, and Seattle, Washington.

The Company reported a net loss of $4.7 million on $126.5 million
of total revenues for fiscal 2011, compared with a net loss of
$6.6 million on $111.0 million on total revenues for fiscal 2010.

The Company's balance sheet at Dec. 31, 2011, showed $15.43
million in total assets, $17.45 million in total liabilities,
$20,000 in noncontrolling interest, and a $2.04 million total
National Holdings Corporation stockholders' deficit.

Sherb & Co., LLP, in Boca Raton, Florida, expressed substantial
doubt about National Holdings' ability to continue as a going
concern.  The independent auditors noted that the Company has
incurred significant losses and has a working capital deficit as
of Sept. 30, 2011.


NATIONAL SLAVERY: To Repay Back Taxes Under Exit Plan
-----------------------------------------------------
Chelyen Davis at fredericksburg.com reports that U.S. National
Slavery Museum has filed a reorganization plan that counts on
$900,000 per year in donations and would repay the city of
Fredericksburg $15,000 per quarter for back taxes.

According to documents filed with the federal bankruptcy court,
the museum's lawyer, Sandra Robinson, said the museum's
reorganization plan is based on an expectation that the museum
will be able to raise charitable donations.  The museum is working
to regain its state authority to raise funds.

The report relates that Ms. Robinson said the museum
"conservatively estimates" that it can raise $900,000 in its
first full year of fundraising, and that donations in subsequent
years will increase by 50%.  If that held true, the museum would
plan to repay its two secured creditors, starting this October,
over the next four years.

The report adds that Fredericksburg is one of those secured
creditors, and Ms. Robinson said the plan calls for the city tax
bill to be repaid in full over four years, with payments of
$15,000 per quarter being made.  At this time, the city of
Fredericksburg has not agreed to the proposed plan, says the
report.

The other secured creditor is Pei Partnership Architects, listed
in the bankruptcy documents as being owed $3.68 million.  The plan
calls for the remainder of Pei's court judgment to be repaid over
four years.

The report says the museum also has a number of unsecured
creditors, and the plan calls for those to be repaid in annual
installments.

According to the report, Ms. Robinson argued in the document that
this reorganization plan is the best option for creditors, because
if the museum were moved into liquidation, creditors would not be
fully repaid.  Ms. Robinson said she did file two documents to
remove two unsecured creditors -- Hirschler Fleischer and
Lexington Acquisition Inc. -- from the list of creditors, arguing
that both filed after the expiration of a statute of limitations.

A status hearing of the museum's case was set for Feb. 20, 2012.

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


NEOMEDIA TECHNOLOGIES: Colonel Baer Appointed CFO
-------------------------------------------------
Colonel Barry S. Baer has been appointed as NeoMedia Technologies,
Inc.'s Chief Financial Officer.  Colonel Baer will be based in
NeoMedia's headquarters in Boulder, Colorado.

Colonel Baer brings more than 40 years of extensive experience as
an International Finance Leader delivering superior growth,
liquidity and profitability within dynamic high-growth public and
start-up entities.  He has served as both CFO and CEO to a wealth
of public, privately held and not for profit companies and prior
to this served as an officer in the U.S. Army for 27 years,
retiring at the rank of Colonel.  Colonel Baer succeeds James
Doran, who has left NeoMedia to pursue other interests.

"We are delighted to welcome Barry to the NeoMedia team.  His
superior track record as a CFO and his hands-on business
leadership experience make him the perfect candidate to step into
this key role on the NeoMedia executive leadership team," said
Laura Marriott, CEO, NeoMedia.  "The next 12 months will be a time
of critical growth for NeoMedia and with the addition of Barry to
our leadership team, we are more confident than ever that we will
deliver strong financial results and increase shareholder value."

"This is a great time to be joining a company that focuses on
innovating and driving mobile barcode technology forward," said
Colonel Baer.  "The industry is more competitive than ever before
and I'm looking forward to taking on this new challenge and
contributing to NeoMedia's continued success."

                    About NeoMedia Technologies

Atlanta, Ga.-based NeoMedia Technologies, Inc., provides mobile
barcode scanning solutions.  The Company's technology allows
mobile devices with cameras to read 1D and 2D barcodes and provide
"one click" access to mobile content.

The Company has historically incurred net losses from operations
and expects it will continue to have negative cash flows as it
implements its business plan.  The Company said there can be no
assurance that its continuing efforts to execute its business plan
will be successful and that it will be able to continue as a going
concern.

The Company's balance sheet at Sept. 30, 2011, showed
$8.02 million in total assets, $65.98 million in total
liabilities, all current, $5.43 million in Series C convertible
preferred stock, $2.36 million in Series D convertible preferred
stock, and a $65.75 million total shareholders' deficit.

Kingery & Crouse, P.A, in Tampa, Fla., expressed substantial doubt
about the Company's ability to continue as a going concern.  The
accounting firm noted that the Company has suffered recurring
losses from operations and has ongoing requirements for additional
capital investment.


NEOMEDIA TECHNOLOGIES: JMC Holdings Discloses 5% Equity Stake
-------------------------------------------------------------
JMC Holdings, L.P., and Michael J. Cline filed with the U.S
Securities and Exchange Commission an amended Schedule 13G
disclosing that, as of Dec. 31, 2011, they beneficially own
22,704,791 shares of common stock of NeoMedia Technologies, Inc.,
representing 4.99% of the shares outstanding.  A full-text copy of
the filing is available for free at http://is.gd/gnxs2o

On Nov. 8, 2011, the Reporting Persons received a Convertible
Debenture with a $40,750 outstanding principal balance, which
November Debenture was originally issued by the Issuer on Aug. 24,
2006.  All or any portion of the outstanding principal amount of
the November Debenture and accrued but unpaid interest thereon is
convertible into Common Stock of the Issuer at a conversion rate,
at the sole option of the holder, equal to either (i) twenty cents
($0.20) or (ii) 90% of the lowest closing Bid Price during the 125
trading days immediately preceding the date of conversion.  The
November Debenture prohibits the Reporting Persons from converting
any portion thereof to the extent that conversion would result in
the Reporting Persons beneficially owning in excess of 4.99% of
the outstanding shares of Common Stock following such conversion
or receipt of shares as payment of interest.

                   About NeoMedia Technologies

Atlanta, Ga.-based NeoMedia Technologies, Inc., provides mobile
barcode scanning solutions.  The Company's technology allows
mobile devices with cameras to read 1D and 2D barcodes and provide
"one click" access to mobile content.

The Company has historically incurred net losses from operations
and expects it will continue to have negative cash flows as it
implements its business plan.  The Company said there can be no
assurance that its continuing efforts to execute its business plan
will be successful and that it will be able to continue as a going
concern.

The Company's balance sheet at Sept. 30, 2011, showed $8.02
million in total assets, $65.98 million in total liabilities, all
current, $5.43 million in Series C convertible preferred stock,
$2.36 million in Series D convertible preferred stock, and a
$65.75 million total shareholders' deficit.

Kingery & Crouse, P.A, in Tampa, Fla., expressed substantial doubt
about the Company's ability to continue as a going concern.  The
accounting firm noted that the Company has suffered recurring
losses from operations and has ongoing requirements for additional
capital investment.


NEUROLOGIX INC: Marc Panoff Resigns as Chief Financial Officer
--------------------------------------------------------------
Marc L. Panoff, the Chief Financial Officer of Neurologix, Inc.,
resigned and his employment with the Company was terminated on
Feb. 10, 2012.

The Company entered into a Severance Agreement and General
Release, dated Feb. 10, 2012, with Mr. Panoff.

Under the terms of the Panoff Agreement, Mr. Panoff will receive a
severance payment equal to up to five weeks' salary.  Mr. Panoff
agrees to release and forever discharge the Company, its
affiliates, subsidiaries, officers, directors, employees and
agents from any and all claims and causes of action whether known
or unknown.  Mr. Panoff further agrees not to make communications
that have the effect of damaging the reputation of the Company and
not to disclose, use or otherwise make available any confidential
information at any time for any purpose.

                      About Neurologix, Inc.

Fort Lee, N.J.-based Neurologix, Inc. (OTC Bulletin Board: NRGX)
-- http://www.neurologix.net/-- is a clinical-stage biotechnology
company dedicated to the discovery, development, and
commercialization of gene transfer therapies for serious disorders
of the brain and the central nervous system.  The Company's
current programs address such conditions as Parkinson's disease,
epilepsy, depression and Huntington's disease, all of which are
large markets not adequately served by current therapeutic
options.

The Company reported a net loss of $10.16 million on $0 of revenue
for the year ended Dec. 31, 2010, compared with a net loss of
$13.46 million on $0 of revenue during the prior year.

The Company's balance sheet at June 30, 2011, showed $4.96 million
in total assets, $13.62 million in total liabilities, and a
$8.66 million total stockholders' deficit.

BDO USA, LLP, in New York, raised substantial doubt about the
Company's ability to continue as a going concern.  BDO noted that
the Company has suffered recurring losses from operations, expects
to incur future losses for the foreseeable future and has
deficiencies in working capital and capital.


NEVEL PROPERTIES: Agriprocessors Buyer's Plan Objection Nixed
-------------------------------------------------------------
Bankruptcy Judge Thad J. Collins overruled objections filed by
Agri Star Meat & Poultry LLC and SHF Industries, LLC n/k/a SHF
Holdings, LLC, to the Third Modified Chapter 11 Plan filed by
Nevel Properties Corporation.  Nevel owns parcels of property in
Postville, Iowa, that it leased to Agriprocessors, Inc.  After
entering into the leases, Agriprocessors filed bankruptcy and SHF
purchased substantially all of Agriprocessors' assets.  Nevel has
now also filed Chapter 11 bankruptcy.  Nevel has filed a plan to
which no creditors object.  SHF, however, as an interested party,
objected.  The objections stem from SHF's claimed rights in two
properties that Nevel leased to Agriprocessors.  SHF argues that
the Plan has not been proposed in good faith and is not feasible.
SHF wants the Court to require a new plan that protects the
property interests SHF claims.  Among other things, the Court held
that Nevel has presented enough to establish feasibility.  Nevel
has secured a loan for $540,000 by offering creditors shares of
the company.  The fact that Nevel has already received a portion
of these funds, and is holding them in escrow, provides further
support that the Plan has a reasonable likelihood of success, the
Court said.

A copy of the Court's Feb. 17, 2012 Order is available at
http://is.gd/hLll5Mfrom Leagle.com.

Nevel Properties Corporation filed for Chapter 11 bankruptcy
protection(Bankr. N.D. Iowa Case No. 09-00415) on March 2, 2009.
Nevel estimated less than $50,000 in assets and more than $1
million in liabilities.  Nevel is a rental property company owned
by the Rubashkin family, which also owns the Agriprocessors
slaughterhouse.


NEW LEAF: Lorraine DiPaolo Discloses 19.1% Equity Stake
-------------------------------------------------------
Lorraine DiPaolo filed with the U.S. Securities and Exchange
Commission a Schedule 13G disclosing that, as of Feb. 14, 2012,
she beneficially owns 40,604,334 shares of common stock of New
Leaf Brands, Inc., representing 19.1% of the shares outstanding,
A full-text copy of the filing is available for free at:

                        http://is.gd/2kcKeX

                      About New Leaf Brands

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

For the nine months ended Sept. 30, 2011, the Company reported a
net loss of $4.82 million on $1.47 million of net sales, compared
with a net loss of $7.18 million on $3.67 million of net sales for
the same period during the prior year.

The Company's balance sheet at Sept. 30, 2011, showed $3.03
million in total assets, $5.83 million in total liabilities and a
$2.80 million total stockholders' deficit.

As reported by the TCR on June 2, 2011, Eisner Amper LLP, in New
York, N.Y., expressed substantial doubt about the Company's
ability to continue as a going concern, following the Company's
results for the fiscal year ended Dec. 31, 2010.  The independent
auditors noted that the Company has suffered recurring losses from
operations, has a working capital deficiency, was not in
compliance with certain financial covenants related to debt
agreements, and has a significant amount of debt maturing in 2011.


OASIS PETROLEUM: Moody's Affirms 'B3' Corporate Family Rating
-------------------------------------------------------------
Moody's Investors Service changed Oasis Petroleum Inc.'s (Oasis)
outlook to positive from stable and affirmed the company's B3
Corporate Family Rating (CFR), Caa1 senior unsecured note ratings,
and SGL-2 Speculative Grade Liquidity (SGL) rating.

RATINGS RATIONALE

"The positive outlook reflects the company's increased scale and
longer track record of operations in the Williston Basin, with
continuing strong returns driven by oil production and modest F&D
costs," commented Jonathan Kalmanoff, Moody's Analyst.

The B3 CFR reflects the company's small but improving scale,
single basin concentration, and relatively early stage of
operations. The rating is supported by very strong returns with
oil representing 96% of production, a high quality Williston Basin
asset base with a large drilling inventory, and leverage which is
low on a net debt basis. Gross leverage is expected to decline
over the course of 2012 as the large cash balance from 2011 debt
issuances is deployed to fund production growth.

The SGL-2 rating indicates good liquidity through the end of 2012.
While Moody's expects significant negative free cash flow in 2012,
the company's December 31, 2011 cash balance of $491 million and
credit facility availability of $350 million will provide ample
cushion to fund the out-spend of cash flow. The credit facility,
which matures in 2016, has a total commitment of $1 billion and a
borrowing base of $350 million as of October 1, 2011. The
borrowing base is subject to redetermination twice per year in
April and October. Financial covenants under the facility are net
debt to EBITDAX of no more than 4.0x, and a current ratio of at
least 1.0x. Moody's expects Oasis to remain in compliance with
these covenants during 2012. There are no debt maturities prior to
2016 when the credit facility matures. Substantially all of the
company's assets are pledged as collateral for the revolving
credit facility. Any asset sales with proceeds in excess of 5% of
the borrowing base then in effect automatically reduce the
borrowing base. Therefore, depending on usage at the time, an
asset sale may or may not provide additional liquidity to Oasis.

The Caa1 senior unsecured note rating reflects both the overall
probability of default of Oasis, to which Moody's assigns a PDR of
B3, and a loss given default of LGD4-65%. The size of the senior
secured revolver's priority claim relative to the senior unsecured
notes results in the notes being rated one notch beneath the B3
CFR under Moody's Loss Given Default Methodology.

We could upgrade the ratings if Oasis continues to grow its scale
in the Williston Basin while maintaining a leveraged full-cycle
ratio (LFCR) of at least 3.0x and reducing leverage (on a gross
debt basis) in line with expectations. Moody's could downgrade the
ratings if Oasis experiences a deterioration of operating
performance resulting in a LFCR below 3.0x. Moody's could also
downgrade the ratings if the ratio of retained cash flow (RCF) to
debt is expected to be sustained below 20% due to a deterioration
in returns, a leveraging acquisition, distributions, or share
repurchases.

The principal methodology used in rating Oasis Petroleum Inc was
the Global Independent Exploration and Production Industry
Methodology published in December 2011. Other methodologies used
include Loss Given Default for Speculative-Grade Non-Financial
Companies in the U.S., Canada and EMEA published in June 2009.

Oasis Petroleum Inc. is an independent E&P company headquartered
in Houston, Texas.


OVERLAND STORAGE: Stephens Industry Holds 7.4% Equity Stake
-----------------------------------------------------------
In an amended Schedule 13G filed with the U.S. Securities and
Exchange Commission, Stephens Industry 2, L.P., et al., disclosed
that, as of Dec. 31, 2011, they beneficially own 805,503 shares of
common stock of Overland Storage, Inc., representing 7.4% of the
shares outstanding.  The calculation of percentage of beneficial
ownership was derived from the Issuer's Quarterly Report on Form
10-Q filed with the Securities and Exchange Commission on Nov. 12,
2010, in which the Issuer stated that the number of shares of
common stock, $0.0001 par value per share, outstanding as of
Nov. 2, 2010 was 10,952,312 shares.  A full-text copy of the
Schedule is available for free at http://is.gd/dvBtB8

                      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.


OVERLAND STORAGE: Columbus Capital Discloses 5.2% Equity Stake
--------------------------------------------------------------
In an amended Schedule 13G filed with the U.S. Securities and
Exchange Commission, Columbus Capital Management, LLC, and Matthew
D. Ockner disclosed that, as of Dec. 31, 2011, they beneficially
own 1,241,100 shares of common stock of Overland Storage, Inc.,
representing 5.2% of the shares outstanding.  A full-text copy of
the filing is available for free at http://is.gd/9W6b2H

                      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.


PALACIO DEL SOL: Voluntary Chapter 11 Case Summary
--------------------------------------------------
Debtor: Palacio Del Sol, LLC
        305 S. Mac Cadden Pl
        Los Angeles, CA 90020

Bankruptcy Case No.: 12-15857

Chapter 11 Petition Date: February 20, 2012

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

Debtor's Counsel: Kyungsoo Ken Park, Esq.
                  LAW OFFICES OF PARK & ASSOCIATES
                  3600 Wilshire Blvd Ste 1722
                  Los Angeles, CA 90010
                  Tel: (213) 427-9727
                  Fax: (213) 427-9757
                  E-mail: kspark_law@yahoo.com

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

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

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

The petition was signed by Sol Feiner, managing member.


PATIENT SAFETY: Kinderhook Capital Has 18.4% Equity Stake
---------------------------------------------------------
In a Schedule 13G filing with the U.S. Securities and Exchange
Commission, Kinderhook Capital Management, LLC, disclosed that, as
of Dec. 31, 2011, it beneficially owns 6,266,666 shares of common
stock of Patient Safety Technologies, Inc., representing 18.4% of
the shares outstanding.  A full-text copy of the filing is
available for free at http://is.gd/INDaAF

                  About Patient Safety Technologies

Patient Safety Technologies, Inc. (OTC: PSTX) --
http://www.surgicountmedical.com/-- through its wholly owned
operating subsidiary SurgiCount Medical, Inc., provides the
Safety-Sponge(TM) System, a system designed to improve the
standard of patient care and reduce health care costs by
preventing the occurrence of surgical sponges and other retained
foreign objects from being left inside patients after surgery.
RFOs are among one of the most common surgical errors.

The Company reported a net loss of $1.02 million on $6.72 million
of revenue for the nine months ended Sept. 30, 2011, compared with
net income of $1.32 million on $10.25 million of revenue for the
same period a year ago.

The Company's balance sheet at Sept. 30, 2011, showed
$13.25 million in total assets, $2.93 million in total
liabilities, all current, and $10.32 million in total
stockholders' equity.

In its March 31, 2010 report, Squar, Milner, Peterson, Miranda &
Williamson, LLP, in San Diego, California, noted that the
Company's significant recurring net losses through Dec. 31,
2009, and significant working capital deficit as of Dec. 31,
2009, raise substantial doubt about the Company's ability to
continue as a going concern.


PEACHCREST GARDENS: Case Summary & 13 Largest Unsecured Creditors
-----------------------------------------------------------------
Debtor: Peachcrest Gardens Partners, LLC
        P.O. Box 941970
        Atlanta, GA 31141

Bankruptcy Case No.: 12-54372

Chapter 11 Petition Date: February 20, 2012

Court: United States Bankruptcy Court
       Northern District of Georgia (Atlanta)

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

Scheduled Assets: $2,394,140

Scheduled Liabilities: $2,918,592

A list of the Company's 13 largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/ganb12-54372.pdf

The petition was signed by Douglas M. Linneman, manager.


PHI GROUP: Delays Form 10-Q for Dec. 31 Quarter
-----------------------------------------------
PHI Group, Inc., was unable to file, without unreasonable effort
and expense, its Form 10-Q for the fiscal quarter ended Dec. 31,
2011, due to the requirement for additional time by the auditors
to review its financial information to be included in the
referenced Form 10-Q.

                          About PHI Group

Huntington Beach, Calif.-based PHI Group, Inc., through its wholly
owned and majority-owned subsidiaries, is engaged in a number of
business activities, the scope of which includes consulting and
merger and acquisition advisory services, real estate and
hospitality development, mining, natural resources, energy, and
investing in special situations.  The Company invests in various
business opportunities within its chosen scope of business,
provides financial consultancy and M&A advisory services to U.S.
and foreign companies, and acquires selective target companies
under special situations to create additional long-term value for
its shareholders.

The Company reported a net loss of $1.2 million on $409,317 of
revenue for the fiscal year ended June 30, 2011, compared with a
net loss of $3.6 million on $83,990 of revenue for the fiscal year
ended June 30, 2010.

The Company's balance sheet at June 30, 2011, showed $1.6 million
in total assets, $9.2 million in total liabilities, and a
stockholders' deficit of $7.6 million.

Dave Banerjee CPA, in Woodland Hills, Calif., expressed
substantial doubt about PHI Group's ability to continue as a going
concern.  The independent auditors noted that the Company has
accumulated deficit of $28,177,788 and net loss amounting
$1,178,297 for the year ended June 30, 2011.


PIONEER CHRISTIAN: Case Summary & 3 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Pioneer Christian Academy, Inc.
        dba Jonathan Edwards Classical Academy
        4216 Cecil Court S
        Nashville, TN 37207

Bankruptcy Case No.: 12-01545

Chapter 11 Petition Date: February 20, 2012

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

Judge: Marian F. Harrison

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

Scheduled Assets: $2,489,649

Scheduled Liabilities: $620,500

A list of the Company's three largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/tnmb12-01545.pdf

The petition was signed by Samuel Gage, president.


PRECISION OPTICS: Incurs $324,875 Net Loss in Dec. 31 Quarter
-------------------------------------------------------------
Precision Optics Corporation, Inc., filed with the U.S. Securities
and Exchange Commission a Form 10-Q reporting a net loss of
$324,875 on $493,774 of revenue for the three months ended Dec.
31, 2011, compared with a net loss of $330,950 on $435,770 of
revenue for the same period during the prior year.

The Company reported net income of $1.67 million on $998,523 of
revenue for the six months ended Dec. 31, 2011, compared with a
net loss of $488,796 on $1.12 million of revenue for the same
period a year ago.

The Company reported a net loss of $1.05 million for the fiscal
year ended June 30, 2011, compared with a net loss of $660,882 in
the preceding year.

Precision Optics' balance sheet at Dec. 31, 2011, showed $1.67
million in total assets, $501,023 in total liabilities, all
current, and $1.17 million in total stockholders' equity.

As reported in the TCR on Sept. 27, 2010, Stowe & Degon LLC, in
Westborough, Mass., expressed substantial doubt about Precision
Optics' ability to continue as a going concern, following the
Company's results for the fiscal year ended June 30, 2010.  The
independent auditors noted that the Company has suffered recurring
net losses and negative cash flows from operations.

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

                        http://is.gd/6PYOP0

                       About Precision Optics

Headquartered in Gardner, Massachusetts, Precision Optics
Corporation, Inc., has been a developer and manufacturer of
advanced optical instruments since 1982.  The Company designs and
produces high-quality micro-optics, medical instruments and other
advanced optical systems.  The Company's medical instrumentation
line includes laparoscopes, arthroscopes and endocouplers and a
world-class product line of 3-D endoscopes for use in minimally
invasive surgical procedures.


RALPH LEO BRUTSCHE: Court Lifts Stay, Denies Cash Collateral Use
----------------------------------------------------------------
Bankruptcy Judge James S. Starzynski granted the requests of Los
Alamos National Bank and the Grevey-Liberman creditors for relief
from the automatic stay in the Chapter 11 case of Ralph Leo
Brutsche.  The Court denied Mr. Brutsche's request to use cash
collateral to fund his case.  The Court noted there is a
substantial overlap in the collateral of the two creditors.  The
Court said there is no equity in the Summit and that there is no
reasonable prospect of a reorganization in sight. A copy of the
Court's Feb. 16, 2012 Memorandum Opinion is available at
http://is.gd/YckSPdfrom Leagle.com.

Ralph Leo Brutsche filed his voluntary individual Chapter 11
petition (Bankr. D. N.M. Case No. 11-13326) on July 22, 2011.  Mr.
Brutsche is a residential subdivision developer that has worked in
the Santa Fe, New Mexico area for at least 20 years of his 50+
years in the business.  Since 1991 he has worked on a high-end
subdivision that lies between the City of Santa Fe and the Santa
Fe Ski Basin.  Over the years, the project has consisted of
different names and phases, e.g. Summit North, South Side, High
Summit, but all basically are stages of one grand project under
the umbrella name of Santa Fe Summit, or "Summit." Mr. Brutsche
owns 31 lots that are "fully developed," meaning that all plats
have been approved and filed, all infrastructure work is done, and
utilities are available.  He also owns 18 "partially developed"
lots which plats have been approved and filed, but require about
$225,000 in additional infrastructure work to be fully developed.


RAY ANTHONY: Case Dismissed; Collection Remedies Reinstated
-----------------------------------------------------------
The Hon. Thomas P. Agresti of the U.S. Bankruptcy Court for the
Western District of Pennsylvania dismissed the Chapter 11 case of
Ray Anthony International, Inc.

The Court also ordered that:

   -- creditor collection remedies are reinstated;

   -- a creditor's lawsuit must be filed by the later of (1) the
      time deadline prescribed by state law, or (2) thirty days
      after the date of the order;

   -- the Debtor remains legally liable for all of their debts as
      if the bankruptcy petition had not been filed.

                 About Ray Anthony International

West Mifflin, Pennsylvania-based Ray Anthony International, Inc.,
before liquidating substantially all of its assets, owned and
operated a crane rental/leasing company.  The Company filed for
Chapter 11 bankruptcy protection (Bankr. W.D. Pa. Case No. 10-
26576) on Sept. 15, 2010.  The Debtor estimated assets
and debts at $50 million to $100 million as of the Chapter 11
filing.  Affiliate Ray G. Anthony filed a separate Chapter 11
petition (Bankr. W.D. Pa. Case No. 10-26552) on Sept. 14, 2010.

Robert O. Lampl, Esq., John P. Lacher, Esq., and Elsie R. Lampl,
Esq., at the Law Offices of Robert O. Lampl, in Pittsburgh, Pa.,
represent the Debtor as counsel.

The Debtor has sold a large portion of its assets by way of the
B&G Crane Service, LLC and Red White and Blue Crane, LLC sales.

Certain funds from various sales of assets, including but not
limited to, B&G Crane Service, LLC, and Red White and Blue Crane,
LLC, have been placed in to escrow subject to being released and
paid only upon an order of the Bankruptcy Court or agreement by
the parties holding lien claims.  These funds will remain in
escrow under the same terms and conditions and will not be
released without Huntington's written consent.


REDCO DEVELOPMENT: Disclosure Statement Conditionally Approved
--------------------------------------------------------------
Redco Development Co., LLC, is set to seek confirmation of the
Chapter 11 plan and affirmation that the disclosure statement
contains adequate information at a combined hearing on March 15,
2012 at 1:30 p.m.

The combined hearing was scheduled after the Debtor obtained
conditional approval of the Third Amended Disclosure Statement
dated Jan. 17, 2012.

Under the Plan, the Debtor will continue to own and operate the
Miller Building and McCall Condominiums to generate the maximum
revenue possible from those properties while maintaining the
condition of the buildings.  Those banks holding claims secured by
the buildings will be paid from that revenue.  The reduction in
the interest paid to each bank will result in the Debtor
generating some net revenue.  The net revenue will be retained for
other payments required by the plan.

With the reduction in monthly payments and greater revenue from
the new tenants in the McCall Condominiums, the Debtor should be
generating net revenue and will need no further cash contributions
from Russ Dale, the owner.  However, Mr. Dale has demonstrated his
ability to make contributions to the Debtor during the course of
this case.  If funds are needed, Mr. Dale will contribute funds
from the Plaza Building, an apartment building in downtown Medford
that through the first three months of 2011 has generated net
revenue of $31,176.14.

The Debtor will collect the Northgate Note when due, and pay the
claims of Class 2 and Class 4, the administrative claim of its
attorneys as approved by the Court (estimated to be $110,000), and
any balance owing on the Class 1 claims.  The Debtor will retain
$662,500 as a reserve to pay the state and federal taxes
associated with the payoff of the Note.  The remaining balance of
the Northgate Note will be paid pro-rata on Class 9 claims.

Primarily because of the reputation and financial strength of Guy
Farthing, its partner in Northgate LLC, the Debtor anticipates
that the Northgate Note will be paid when due, and, if not, the
Debtor will be successful in legal action to collect the Note.
The guarantors have significant real estate and other business
holdings.  Also, work continues on building the Northgate Mall,
and recently the City approved Amendments to the Conditions of
Approval to the Northgate Map Amendment to allow "big box" stores
to be built in Northgate Mall and allow the builder to "phase-in"
the off-site traffic mitigation improvements required as part of
the approval.

The balance remaining owing to the Class 9 creditors will be paid
from the additional revenues generated from operations.  However,
if the additional revenues fall short, the Debtor can use funds
from the payoff of the Archerd & Dresner Note to make up the
shortfall.  Furthermore, any funds left after payment of taxes
from the tax reserve created by the payment of the Northgate Note
will be held and used to pay the Class 9 claims.

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

  http://bankrupt.com/misc/REDCO_DEVELOPMENT_ds_3rdamended.pdf

                 About Redco Development Co., LLC

Redco Development Co., LLC, in Medford, Oregon, filed for Chapter
11 bankruptcy protection (Bankr. D. Ore.  Case No. 10-64783) on
Aug. 3, 2010.  James Ray Streinz, Esq., in Portland, Oregon,
assists the Debtor in its restructuring effort.  The Debtor
estimated its assets at $10 million to $50 million and debts at
$1 million to $10 million.


ROBERTS BROADCASTING: Plans to Sell Stations to Repay Creditors
---------------------------------------------------------------
Lisa Brown at St. Louis Today reports that Roberts Broadcasting
said it is considering the sale of the stations to repay
creditors.

According to the report, a valuation of each of Roberts
Broadcastings' stations, including their Federal Communications
Commission licenses, is in progress.  A. Thomas DeWoskin, an
attorney representing Roberts Broadcasting in the bankruptcy, said
the company is considering selling one or more of the TV stations.

The report relates that Roberts Broadcasting will seek to sell the
out-of-town stations first before seeking to sell the St. Louis
station.  The four TV stations are WRBU-Channel 46 in St. Louis,
WZRB in Columbia, S.C.; WRBJ in Jackson, Miss.; and WAZE in
Evansville, Ind.

The report notes that Warner Bros. holds a $635,369 claim against
the company from a judgment related to programming fees; King
World Productions holds a $565,846 claim; and CBS Studios holds a
$302,538 claim.

Roberts Broadcasting Company, aka WRBU-TV, filed for Chapter 11
bankruptcy in St. Louis, Missouri, (Bankr. E.D. Mo. Case No.
11-50744) on Oct. 7, 2011.  The Company discloed assets total
$639,623 and its liabilities total $3.19 million.  Affiliates that
filed for Chapter 11 on the same day are Roberts Broadcasting
Company of Jackson, MS, LLC (Bankr. E.D. Mo. Case No. 11-50745);
Roberts Broadcasting Company of Evansville, IN, LLC (Bankr. E.D.
Mo. Case No. 11-50746); and Roberts Broadcasting Company of
Columbia, SC, LLC (Bankr. E.D. Mo. Case No. 11-50747), each
listing under $1 million in assets.


ROTHSTEIN ROSENFELDT: Trustees Inks $70MM Bank Settlement
---------------------------------------------------------
Erica Teichert at Bankruptcy Law360 reports that a Florida bank
has reached a tentative $70 million settlement with three
bankruptcy trustees stemming from the bank's involvement in a
$1.2 billion Ponzi scheme orchestrated by attorney Scott
Rothstein, according to a court filing Thursday.

Gibraltar Private Bank & Trust and its insurers agreed to pay
$20 million upfront with an additional $50 million on the line to
trustees of Rothstein's now-defunct law firm, Rothstein Rosenfeldt
Adler PA and two bankrupt investment funds, Banyon 1030-32 LLC and
Banyon Income Fund LP, according to the motion obtained by Law360.

                     About Rothstein Rosenfeldt

Scott Rothstein, co-founder of law firm Rothstein Rosenfeldt Adler
PA -- http://www.rra-law.com/-- has been suspected of running a
$1.2 billion Ponzi scheme.  U.S. authorities claimed in a civil
forfeiture lawsuit filed November 9, 2009, that Mr. Rothstein, the
firm's former chief executive officer, sold investments in non-
existent legal settlements.  Mr. Rothstein pleaded guilty to five
counts of conspiracy and wire fraud on January 27, 2010.

Creditors of Rothstein Rosenfeldt Adler signed a petition sending
the Florida law firm to bankruptcy (Bankr. S.D. Fla. Case No.
09-34791).  The petitioners include Bonnie Barnett, who says she
lost $500,000 in legal settlement investments; Aran Development,
Inc., which said it lost $345,000 in investments; and trade
creditor Universal Legal, identified as a recruitment firm, which
said it is owed $7,800.  The creditors alleged being owed money
invested in lawsuit settlements.

Herbert M. Stettin, the state-court appointed receiver for
Rothstein Rosenfeldt, was officially carried over as the
Chapter 11 trustee in the involuntary bankruptcy case.

On June 10, 2010, Mr. Rothstein was sentenced to 50 years in
prison.


ROYAL HOSPITALITY: Ch. 11 Trustee Taps Kruth Stein as Accountant
----------------------------------------------------------------
Stephen D. Gerling, Esq., the Chapter 11 trustee for the estates
of Royal Hospitality LLC ask the U.S. Bankruptcy Court for the
Northern District for permission to employ Kruth, Stein,
Squadrito, Liberman and Silverman, LLP as its accountant.

To the best of the trustee's knowledge, Kruth does not hold any
interest adverse to the estate and is a "disinterested person" as
that term is defined in Section 101(14) of the Bankruptcy Code.

                    About Royal Hospitality LLC

Royal Hospitality LLC, dba Comfort Suites, has been operating the
Comfort Suites in Lake George, New York since May 2007.  It filed
for Chapter 11 protection (Bankr. N.D.N.Y. Case No. 10-13090) on
Aug. 19, 2010.  The Debtor disclosed $13,432,001 in assets and
$11,154,770 in liabilities as of the Petition Date.  Richard L.
Weisz, Esq., at Hodgson Russ LLP, in Albany, N.Y., represents the
Debtor as counsel.


SALON MEDIA: Incurs $997,000 Net Loss in December 31 Quarter
------------------------------------------------------------
Salon Media Group, Inc., filed with the U.S. Securities and
Exchange Commission a Form 10-Q reporting a net loss of $997,000
on $1.03 million of net revenues for the three months ended Dec.
31, 2011, compared with a net loss of $724,000 on $962,000 of net
revenues for the same period a year ago.

The Company reported a net loss attributable to common
stockholders of $2.58 million on $4.57 million of net revenues for
the year ended March 31, 2011, compared with a net loss
attributable to common stockholders of $4.86 million on
$4.29 million of net revenues during the prior year.

The Company also reported a net loss of $1.54 million on
$1.95 million of net revenues for the six months ended Sept. 30,
2011, compared with a net loss of $1.34 million on $2.52 million
of net revenues for the same period a year ago.

The Company reported a net loss of $2.54 million on $2.98 million
of net revenues for the nine months ended Dec. 31, 2011, compared
with a net loss of $2.06 million on $3.48 million of net revenues
for the same period during the prior year.

Salon Media's balance sheet at Dec. 31, 2011, showed $1.65 million
in total assets, $12.94 million in total liabilities and a $11.29
million total stockholders' deficit.

Burr Pilger Mayer, Inc., in San Francisco, California, Salon's
independent registered public accounting firm for the years ended
March 31, 2009, 2010, and 2011, included a "going-concern" audit
opinion on the consolidated financial statements for those years.
As reported by the TCR on July 4, 2011, Burr Pilger expressed
substantial doubt about the Company's ability to continue as a
going concern following the fiscal 2011 results.  The independent
auditors noted that the Company has suffered recurring losses and
negative cash flows from operations and has an accumulated deficit
of $108.4 million at March 31, 2011.

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

                        http://is.gd/u2Dqgp

                         About Salon Media

San Francisco, Calif.-based Salon Media Group (OTC BB: SLNM.OB)
-- http://www.Salon.com/-- is an online news and social
networking company and an Internet publishing pioneer.


SECUREALERT INC: Incurs $1.6 Million Net Loss in Dec. 31 Quarter
----------------------------------------------------------------
SecureAlert, Inc., filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q reporting a net loss
of $1.61 million on $5.55 million of total revenues for the three
months ended Dec. 31, 2011, compared with a net loss of $2.06
million on $3.67 million of total revenues for the same period a
year ago.

The Company reported a net loss of $9.85 million on $17.96 million
of total revenues for the fiscal year ended Sept. 30, 2011,
compared with a net loss of $13.92 million on $12.45 million of
total revenues during the prior year.

The Company's balance sheet at Dec. 31, 2011, showed $24.50
million in total assets, $9.70 million in total liabilities and
$14.80 million in total equity.

For Fiscal 2011, the Company's independent auditors expressed
substantial doubt about the Company's ability to continue as a
going concern.  Hansen, Barnett & Maxwell, P.C., in Salt Lake
City, Utah, noted that the Company has incurred losses, negative
cash flows from operating activities and has an accumulated
deficit.

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

                        http://is.gd/QyE18q

                        About SecureAlert Inc.

Sandy, Utah-based SecureAlert, Inc. (OTC BB: SCRA)
-- http://www.securealert.com/-- is an international provider of
electronic monitoring systems, case management and services widely
utilized by more than 650 law enforcement agencies worldwide.
The Company's balance sheet at June 30, 2011, showed $15.18
million in total assets, $10.48 million in total liabilities, and
$4.70 million in total equity.


SHERWOOD BRANDS: Bankruptcy Asset Auction Scheduled for Feb. 29
---------------------------------------------------------------
By order of the U.S. Bankruptcy Court, the assets of mass-market
confectioner Sherwood Brands, Inc., and its affiliates will be
liquidated through auctions that will get under way this week and
next.  The intellectual property, inventory, machinery and
equipment, and related items are being auctioned by Tiger Group's
Remarketing Services Division, while real estate specialists
Tranzon Fox (VAAF 423) will be handling the auction of the
company's manufacturing plant in Chase City and distribution
center in Keysville.

Sealed bids for the intellectual property are due at 5:00 p.m.
(EST) on Friday, Feb. 24.  The intellectual property includes
trademarks, domain names, customer lists and product designs
associated with such popular brands as Asher Candy Canes, Cows,
Wanderfalls, and Fruitburst.  For a sealed bid package, go to
http://www.soldtiger.com/

Live bidding on the real estate, inventory, machinery and
equipment, rolling stock, and office equipment will get under way
at 11:00 a.m. (EST), on Wednesday, Feb. 29, at 807 S. Main St. in
Chase City. For online bidding, go to: http://www.soldtiger.com/

Property inspections for the Keysville property, located at 350
Shaw Dr., and the Chase City site have begun.

While the company had moved its manufacturing operations overseas,
its Virginia facilities continued to house former manufacturing
equipment, as well as packaging equipment used to process and
package its confectionary products, seasonal gift sets and general
merchandise.  In addition to manufacturing, plant support and
material handling equipment, the auction sale will include
Sherwood's component inventory, which includes plush animals,
mugs, toys, as well as finished chocolate and hard candy goods.
The Chase City property provides 91,652 +/- sq. ft. of enclosed
space and is located on 10 +/- acres zoned M1.  The fully-
sprinklered property has clear ceiling heights of approximately 14
ft. in the original section and approximately 21 ft. in the
expansion.  Public water and sewer are available.  The Keysville
property offers 74,687 +/- sq. ft. on 14.9 +/- acres zoned M1.
The fully-sprinklered property has clear ceiling heights of
approximately 13 ft.

Once a major producer of niche-market candies and confections, and
a primary U.S. manufacturer of seasonal candies and gift baskets,
Sherwood Brands, Inc., and its affiliates, eventually succumbed to
the effects of challenging economy.  This led to a Chapter 11
bankruptcy filing for the formerly publicly-traded company that
generated annual sales in excess of $50 million and employed
approximately 600 people.

As a result of the filing, the U.S. Bankruptcy Court in Greenbelt,
Md. ordered the liquidation of some of the most valuable assets of
a brand that once sold its wares on the shelves of such major
retailers as Walgreens, CVS, Rite-Aid, Kroger, Winn-Dixie,
Safeway, Wal-Mart, K-mart, and Target.

"When a company like this falls, there is much lost by employees
and the business community it touches; however, out of the ashes
come many opportunities for buyers," said Jeff Tanenbaum,
president of Tiger Remarketing Services.  "This sale is no
exception, with assets being auctioned ranging from confectionary
and packaging equipment, to gift and candy related products, to
real estate, trademarks, office equipment and so much more."

For more information about the intellectual property, equipment,
and inventory, visit http://www.SoldTiger.com

For complete details about the real estate auction, including
inspection dates and times, visit: http://www.tranzon.com and
search "FX1670-71," or call Steve Fox at (757) 373-3151, or
sfox@tranzon.com

            About Tiger Remarketing Services Division

Tiger Remarketing Services and its affiliates at Tiger Group  --
http://www.TigerGroupLLC.com-- provide advisory, restructuring,
valuation, disposition and auction services within a broad range
of retail, wholesale, and industrial sectors.  Tiger maintains
offices in Boston, Los Angeles, New York and Atlanta.

                        About Tranzon Fox

Tranzon Fox -- http://www.tranzon.com-- is a member company of
Tranzon, L.L.C., and is a full-service auction and real estate
disposition company.  Tranzon has completed over $1.6 billion of
real estate auction sales since its founding in 2000.

                       About Sherwood Brands

Sherwood Brands LLC, Sherwood Brands Inc., Sherwood Brands of
Rhode Island, Inc., Sherwood Brands of Virginia, LLC, and Sherwood
Brands Zip, LLC, filed separate Chapter 11 petitions (Bankr. D.
Md. Case Nos. 11-23807, 11-23809, 11-23812, 11-23813 and 11-
23814) on July 1, 2011.  James M. Greenan, Esq. at McNamee, Hosea,
Jernigan, Kim Greenan & Lynch, P.A., serves as bankruptcy counsel.
In its petition, Sherwood Brands LLC estimated assets of $1
million to $10 million and debts of $10 million to $50 million.


SNEAKERS SPORTS: Case Summary & 9 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Sneakers Sports Grille Point Meadows, Inc.
        4334 Tradewinds Drive
        Jacksonville Beach, FL 32250

Bankruptcy Case No.: 12-00968

Chapter 11 Petition Date: February 18, 2012

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

Debtor's Counsel: Brett A. Mearkle, Esq.
                  LAW OFFICE OF BRETT A. MEARKLE, PA
                  8777 San Jose Blvd., Suite 801
                  Jacksonville, FL 32217
                  Tel: (904) 352-1342
                  Fax: (904) 352-1814
                  E-mail: bmearkle@mearklelaw.com

Scheduled Assets: $2,936,600

Scheduled Liabilities: $5,253,503

A list of the Company's nine largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/flmb12-00968.pdf

The petition was signed by Nicholas D. Pratt, president.


SP NEWSPRINT: PwC Approved to Audit 2011 Financial Statements
-------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware authorized
SP Newsprint Holdings LLC, et al., to employ
PricewaterhouseCoopers LLP as independent accountants.

As reported in the Troubled Company Reporter on Feb. 8, 2012, PwC
will audit the consolidated financial statements of the Debtors as
of and for the year ended Dec. 31, 2011, and provide other
necessary auditing services as requested by the Debtors.

Steven H. Baker, Esq., a partner at PwC, told the Court that PwC
and the Debtors have agreed to a fixed fee for work to be
performed in connection with the audit services in the amount of
$395,000.  If extraordinary circumstances arise that would cause
the fixed amount to increase, PwC will advise the Debtors in
advance of incurring any additional fees.

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

                     About SP Newsprint

Greenwich, Conn.-based SP Newsprint Holdings LLC -- aka Bulldog
Acquisition I LLC, Bulldog Acquisition II LLC, Publishers Papers,
Southeastern Paper Recycling and SP Newsprint Merger LLC -- and
three affiliates, SP Newsprint Co. LLC, SP Recycling Corporation
and SEP Technologies L.L.C, filed for Chapter 11 bankruptcy
(Bankr. D. Del. Lead Case No. 11-13649) on Nov. 15, 2011.

SP Newsprint Holdings LLC is a newsprint company controlled by
polo-playing mogul Peter Brant.  It is one of the largest
producers of newsprint in North America.  SP Recycling
Corporation, a Georgia corporation and the Debtors' other
operating company, was established in 1980 as a means for SP to
secure a ready supply of recycled fiber, a key raw material for
its newsprint.

SP Newsprint is the second Brant-owned newsprint company to tumble
into bankruptcy proceedings in recent years.  Current and former
affiliated entities are Bear Island Paper Company, L.L.C., Brant
Industries, Inc., F.F. Soucy, Inc., Soucy Partners Newsprint,
Inc., White Birch Paper Company.

Judge Christopher S. Sontchi presides over the case.  Joel H.
Levitin, Esq., Maya Peleg, Esq., and Richard A. Stieglitz Jr.,
Esq. -- jlevitin@cahill.com , mpeleg@cahill.com and
rstieglitz@cahill.com -- at Cahill Gordon & Reindel LLP serve as
the Debtors' lead counsel.  Lee E. Kaufman, Esq., and Mark D.
Collins, Esq. -- kaufman@rlf.com and collins@RLF.com -- at
Richards, Layton & Finger, P.A., serve as the Debtors' Delaware
counsel.  AlixPartners LLP serves as the Debtors' financial
advisors and The Garden City Group Inc. serves as the Debtors'
claims and noticing agent.  SP Newsprint Co., LLC, disclosed
$317,992,392 in assets and $322,674,963 in liabilities as of the
Chapter 11 filing.  The petitions were signed by Edward D.
Sherrick, executive vice president and chief financial officer.

The Official Committee of Unsecured Creditors is represented by
Lowenstein Sandler PC.  Ashby & Geddes, P.A., serves as its
Delaware counsel, and BDO Consulting serves as its financial
advisor.


STANFORD FINANCIAL: Victims Aren't Eligible For Payouts, SIPC Says
------------------------------------------------------------------
Amanda Bransford at Bankruptcy Law360 reports that the Securities
Investor Protection Corp. told a Washington federal judge
Wednesday that it was not required to compensate the victims of R.
Allen Stanford's alleged $7 billion Ponzi scheme because his
Antigua-based Stanford International Bank Ltd. was not a member of
the corporation.

                About Stanford International Bank

Domiciled in Antigua, Stanford International Bank Limited --
http://www.stanfordinternationalbank.com/-- is a member of
Stanford Private Wealth Management, a global financial services
network with US$51 billion in deposits and assets under
management or advisement.  Stanford Private Wealth Management
serves more than 70,000 clients in 140 countries.

On February 16, 2009, the United States District Court for the
Northern District of Texas, Dallas Division, signed an order
appointing Ralph Janvey as receiver for all the assets and
records of Stanford International Bank, Ltd., Stanford Group
Company, Stanford Capital Management, LLC, Robert Allen Stanford,
James M. Davis and Laura Pendergest-Holt and of all entities they
own or control.  The February 16 order, as amended March 12,
2009, directs the Receiver to, among other things, take control
and possession of and to operate the Receivership Estate, and to
perform all acts necessary to conserve, hold, manage and preserve
the value of the Receivership Estate.

The U.S. Securities and Exchange Commission, on Feb. 17, charged
before the U.S. District Court in Dallas, Texas, Mr. Stanford and
three of his companies for orchestrating a fraudulent, multi-
billion dollar investment scheme centering on an US$8 billion
Certificate of Deposit program.

A criminal case was pursued against him in June before the U.S.
District Court in Houston, Texas.  Mr. Stanford pleaded not
guilty to 21 charges of multi-billion dollar fraud, money-
laundering and obstruction of justice.  Assistant Attorney
General Lanny Breuer, as cited by Agence France-Presse News, said
in a 57-page indictment that Mr. Stanford could face up to 250
years in prison if convicted on all charges.  Mr. Stanford
surrendered to U.S. authorities after a warrant was issued for
his arrest on the criminal charges.

The criminal case is U.S. v. Stanford, H-09-342, U.S. District
Court, Southern District of Texas (Houston). The civil case is
SEC v. Stanford International Bank, 3:09-cv-00298-N, U.S.
District Court, Northern District of Texas (Dallas).


STERLING CHEMICALS: Brings Retiree Premium Fight to Supreme Court
-----------------------------------------------------------------
Amanda Bransford at Bankruptcy Law360 reports that Sterling
Chemicals Inc. asked the U.S. Supreme Court last week to find that
it was allowed to raise premiums for a class of retired workers
acquired in a merger because Sterling had rejected the merger
contract during its Chapter 11 bankruptcy proceedings.

Sterling asked the high court on Feb. 10 to review the Fifth
Circuit's October ruling that, while Sterling may have ended its
obligations to Cytec Industries Inc. under a 1996 asset purchase
agreement, according to Law360.

                     About Sterling Chemicals

Sterling Chemicals Holdings, a manufacturer of petrochemicals,
acrylic fibers, and pulp chemicals, filed for Chapter 11
protection on July 16, 2001 in the Southern District of Texas
Bankruptcy Court.  D. J. Baker, Esq., at Skadden, Arps, Slate,
Meagher & Flom, represents the Debtors in their restructuring
effort.


SUPERMEDIA INC: Restructuring Capital Owns 11.3% Equity Stake
-------------------------------------------------------------
In an amended Schedule 13G filing with the U.S. Securities and
Exchange Commission, Restructuring Capital Associates, L.P., and
its affiliates disclosed that, as of Dec. 31, 2011, they
beneficially own 1,745,090 shares of common stock of Supermedia
Inc. representing 11.3% of the shares outstanding.  A full-text
copy of the filing is available at http://is.gd/UuowsP

                       About SuperMedia Inc.

DFW Airport, Texas-based SuperMedia Inc. and its subsidiaries
sells advertising solutions to its clients and places their
advertising into its various advertising media.  The Company's
advertising media include Superpages yellow page directories,
Superpages.com, its online local search resource, the
Superpages.com network, an online advertising network, Superpages
direct mailers, and Superpages mobile, its local search
application for wireless subscribers.

The Company is the official publisher of Verizon Communications
Inc. print directories in the markets in which Verizon is
currently the incumbent local telephone exchange carrier.  The
Company also has agreements with FairPoint Communications, Inc.,
and Frontier Communications Corporation in various Northeast and
Midwest markets in which FairPoint and Frontier are the local
exchange carriers.

On March 31, 2009, SuperMedia Inc., formerly known as Idearc Inc.,
and all of its domestic subsidiaries filed voluntary petitions for
Chapter 11 relief (Bankr. N.D. Tex. Lead Case No. 09-31828).

On Sept. 8, 2009, the Company filed its First Amended Joint Plan
of Reorganization with the Bankruptcy Court, which was later
modified on Nov. 19, 2009, and on Dec. 22, 2009, the Bankruptcy
Court entered an order approving and confirming the Amended Plan.
On Dec. 31, 2009 (the "Effective Date"), the Debtors consummated
the reorganization and emerged from the Chapter 11 bankruptcy
proceedings.  On Dec. 29, 2011, the Bankruptcy Court entered final
decrees closing the bankruptcy cases for the Debtors.

SuperMedia Inc. and subsidiaries reported a net loss of
$909.0 million on $1.258 billion of operating revenue for the nine
months ended Sept. 30, 2011, compared with a net loss of
$252.0 million on $750.0 million of operating revenue for the same
period of 2010.

The Company's balance sheet at Sept. 30, 2011, showed
$1.834 billion in total assets, $2.758 billion in total
liabilities, and a stockholders' deficit of $924.0 million.

                           *     *     *

As reported in the TCR on Dec. 27, 2011, Standard & Poor's Ratings
Services raised its corporate credit rating on Dallas-based
SuperMedia Inc. to 'CCC+' from 'SD' (selective default).  The
rating outlook is negative.


SUPERMEDIA INC: Schultze Asset Discloses 9.2% Equity Stake
----------------------------------------------------------
In an amended Schedule 13G filing with the U.S. Securities and
Exchange Commission, Schultze Asset Management, LLC, and its
affiliates disclosed that, as of Dec. 31, 2011, they beneficially
own 1,429,093 shares of common stock of Supermedia Inc.
representing 9.2% of the shares outstanding.  A full-text copy of
the filing is available for free at http://is.gd/A5rOhl

                       About SuperMedia Inc.

DFW Airport, Texas-based SuperMedia Inc. and its subsidiaries
sells advertising solutions to its clients and places their
advertising into its various advertising media.  The Company's
advertising media include Superpages yellow page directories,
Superpages.com, its online local search resource, the
Superpages.com network, an online advertising network, Superpages
direct mailers, and Superpages mobile, its local search
application for wireless subscribers.

The Company is the official publisher of Verizon Communications
Inc. print directories in the markets in which Verizon is
currently the incumbent local telephone exchange carrier.  The
Company also has agreements with FairPoint Communications, Inc.,
and Frontier Communications Corporation in various Northeast and
Midwest markets in which FairPoint and Frontier are the local
exchange carriers.

On March 31, 2009, SuperMedia Inc., formerly known as Idearc Inc.,
and all of its domestic subsidiaries filed voluntary petitions for
Chapter 11 relief (Bankr. N.D. Tex. Lead Case No. 09-31828).

On Sept. 8, 2009, the Company filed its First Amended Joint Plan
of Reorganization with the Bankruptcy Court, which was later
modified on Nov. 19, 2009, and on Dec. 22, 2009, the Bankruptcy
Court entered an order approving and confirming the Amended Plan.
On Dec. 31, 2009 (the "Effective Date"), the Debtors consummated
the reorganization and emerged from the Chapter 11 bankruptcy
proceedings.  On Dec. 29, 2011, the Bankruptcy Court entered final
decrees closing the bankruptcy cases for the Debtors.

SuperMedia Inc. and subsidiaries reported a net loss of
$909.0 million on $1.258 billion of operating revenue for the nine
months ended Sept. 30, 2011, compared with a net loss of
$252.0 million on $750.0 million of operating revenue for the same
period of 2010.

The Company's balance sheet at Sept. 30, 2011, showed
$1.834 billion in total assets, $2.758 billion in total
liabilities, and a stockholders' deficit of $924.0 million.

                           *     *     *

As reported in the TCR on Dec. 27, 2011, Standard & Poor's Ratings
Services raised its corporate credit rating on Dallas-based
SuperMedia Inc. to 'CCC+' from 'SD' (selective default).  The
rating outlook is negative.


SYNAGRO TECHNOLOGIES: Moody's Cuts Corp. Family Rating to Caa2
--------------------------------------------------------------
Moody's Investors Service has downgraded ratings of Synagro
Technologies, Inc., including the corporate family rating to Caa2
from Caa1. The rating outlook is stable.

RATINGS RATIONALE

The downgrade reflects a very high debt to revenue ratio, and a
liquidity profile that Moody's views to have weakened because of
the approaching April 2013 revolving credit maturity. A soft U.S.
economy is causing low municipal tax revenues, which directly
pressures Synagro's sales prospects. When fiscally stretched,
municipalities more readily forego wastewater treatment system
upgrades and the bidding environment for services also
intensifies. Additionally, the Alternative Mixture Fuel Credit
(AMFC), a key source of income and cash flow for Synagro in 2011,
which arose from the U.S. fiscal stimulus legislation of 2009, has
now expired.

The stable rating outlook anticipates that the company may
maintain financial ratio covenant compliance in 2012. Also, some
receivables from AMFC income booked in 2011 remain outstanding;
collection in 2012, should give extra cash to lessen the
likelihood that working capital and maintenance spending
requirements may increase revolver borrowings from current levels.
Moody's does not expect a material improvement in primary demand
for wastewater treatment services near-term. But efforts by
Synagro's new executive management to boost core earnings could
enable covenant compliance beyond 2012, and also factor into the
outlook.

Upward rating momentum would depend on expectation of EBIT to
interest above 1x and a sustained adequate liquidity profile.
Downward rating pressure could grow if the potential for default
were to become more certain than not.

Ratings changes:

Corporate family, to Caa2 from Caa1

Probability of default, to Caa2 from Caa1

$100 million first lien revolver due April 2013, to Caa1 LGD3, 37%
from B3 LGD3, 35%

$290 million first lien term loan due April 2014, to Caa1 LGD3,
37% from B3 LGD3, 35%

$150 million second lien term loan due October 2014, affirmed at
Caa3 LGD5, to 87% from 85%

Outlook, Stable

The principal methodology used in rating Synagro Technologies,
Inc. was the Global Business & Consumer Service Industry Rating
Methodology published in October 2010. Other methodologies used
include Loss Given Default for Speculative-Grade Non-Financial
Companies in the U.S., Canada and EMEA published in June 2009.

Synagro Technologies, Inc., based in Houston, Texas, is a recycler
of bio-solids and other organic residuals in the U.S. Over the
twelve months ended September 30, 2011, revenues were $284
million. The company is majority-owned by entities of The Carlyle
Group.


TALON INTERNATIONAL: Lonnie Schnell Discloses 10.7% Equity Stake
----------------------------------------------------------------
In a Schedule 13G filed with the U.S. Securities and Exchange
Commission, Lonnie D. Schnell disclosed that, as of Dec. 31, 2011,
he beneficially owns 2,475,000 shares of common stock of Talon
International, Inc., representing 10.7% based on a total of
21,000,808 shares of the Issuer's common stock issued and
outstanding on Nov. 9, 2011, as reported on the Issuer's Quarterly
Report on Form 10-Q filed on Nov. 10, 2011.  A full-text copy of
the Schedule is available for free at http://is.gd/IhA6hk

                      About Talon International

Woodland Hills, Calif.-based Talon International, Inc. (OTC BB:
TALN) -- http://www.talonzippers.com/-- is a global supplier of
apparel fasteners, trim and interlining products to manufacturers
of fashion apparel, specialty retailers, mass merchandisers, brand
licensees and major retailers.  Talon manufactures and distributes
zippers and other fasteners under its Talon(R) brand, known as the
original American zipper invented in 1893.  Talon also designs,
manufactures, engineers, and distributes apparel trim products and
specialty waistbands under its trademark names, Talon, Tag-It and
TekFit, to more than 60 apparel brands and manufacturers including
Wal-Mart, Kohl's, J.C. Penney, Victoria's Secret, Tom Tailor,
Abercrombie and Fitch, Polo Ralph Lauren, Phillips-Van Heusen,
Reebok and Juicy Couture.  Talon has offices and facilities in the
United States, United Kingdom, Hong Kong, China, and Bangladesh.

The Company reported a net loss of $1.46 million on $41.46 million
of net sales for the year ended Dec. 31, 2010, compared with a net
loss of $2.69 million on $38.67 million of net sales during the
prior year.

The Company also reported net income of $129,377 on $31.38 million
of net sales for the nine months ended Sept. 30, 2011, compared
with a net loss of $1.44 million on $32.48 million of net sales
for the same period a year ago.

The Company's balance sheet at Sept. 30, 2011, showed $15.37
million in total assets, $9.41 million in total liabilities,
$19.89 million in Series B Convertible Preferred Stock, and a
$13.93 million total stockholders' deficit.


TALON INTERNATIONAL: Larry Dyne Discloses 9.2% Equity Stake
-----------------------------------------------------------
Larry Dyne filed with the U.S. Securities and Exchange Commission
an amended Schedule 13G disclosing that, as of Dec. 31, 2011, he
beneficially owns 2,089,600 shares of common stock of Talon
International, Inc., representing 9.2% based on a total of
21,000,808 shares of the Issuer's common stock issued and
outstanding on Nov. 9, 2011, as reported on the Issuer's Quarterly
Report on Form 10-Q filed on Nov. 10, 2011.  A full-text copy of
the amended filing is available at http://is.gd/sVvWZK

                     About Talon International

Woodland Hills, Calif.-based Talon International, Inc. (OTC BB:
TALN) -- http://www.talonzippers.com/-- is a global supplier of
apparel fasteners, trim and interlining products to manufacturers
of fashion apparel, specialty retailers, mass merchandisers, brand
licensees and major retailers.  Talon manufactures and distributes
zippers and other fasteners under its Talon(R) brand, known as the
original American zipper invented in 1893.  Talon also designs,
manufactures, engineers, and distributes apparel trim products and
specialty waistbands under its trademark names, Talon, Tag-It and
TekFit, to more than 60 apparel brands and manufacturers including
Wal-Mart, Kohl's, J.C. Penney, Victoria's Secret, Tom Tailor,
Abercrombie and Fitch, Polo Ralph Lauren, Phillips-Van Heusen,
Reebok and Juicy Couture.  Talon has offices and facilities in the
United States, United Kingdom, Hong Kong, China, and Bangladesh.

The Company reported a net loss of $1.46 million on $41.46 million
of net sales for the year ended Dec. 31, 2010, compared with a net
loss of $2.69 million on $38.67 million of net sales during the
prior year.

The Company also reported net income of $129,377 on $31.38 million
of net sales for the nine months ended Sept. 30, 2011, compared
with a net loss of $1.44 million on $32.48 million of net sales
for the same period a year ago.

The Company's balance sheet at Sept. 30, 2011, showed $15.37
million in total assets, $9.41 million in total liabilities,
$19.89 million in Series B Convertible Preferred Stock, and a
$13.93 million total stockholders' deficit.


TALON THERAPEUTICS: Samuel Isaly Ceases to Hold 5% Equity Stake
---------------------------------------------------------------
In an amended Schedule 13G filed with the U.S. Securities and
Exchange Commission, Samuel D. Isaly and his affiliates disclosed
that, as of Dec. 31, 2011, they beneficially own 869,644 shares of
common stock of Talon Therapeutics, Inc., representing 3.84% of
the shares outstanding.  A full-text copy of the filing is
available for free at http://is.gd/ZoHzLS

                      About Talon Therapeutics

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

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

The Company reported a net loss of $25.98 million for the year
ended Dec. 31, 2010, compared with a net loss of $24.14 million
during the prior year.

The Company also reported a net loss of $17.17 million for the
nine months ended Sept. 30, 2011, compared with a net loss of
$19.71 million for the same period a year ago.

The Company's balance sheet at Sept. 30, 2011, showed
$5.66 million in total assets, $32.66 million in total
liabilities, $30.64 million in 10 million shares authorized, and a
$57.64 million total stockholders' deficit.

The Company does not generate any recurring revenue and will
require substantial additional capital before it will generate
cash flow from its operating activities, if ever.  The Company
does not currently have sufficient capital to fund its entire
development plan beyond 2011.  The Company's continued operations
depend entirely upon obtaining additional capital.  The Company
will be unable to continue development of its product candidates
unless it is able to obtain additional funding through equity or
debt financings or from payments in connection with potential
strategic transactions.  The Company can give no assurances that
any additional capital that it is able to obtain, if any, will be
sufficient to meet its needs.  Moreover, there can be no assurance
that such capital will be available to the Company on favorable
terms or at all, especially given the current economic environment
which has severely restricted access to the capital markets.  If
anticipated costs are higher than planned or if the Company is
unable to raise additional capital, it will have to significantly
curtail planned development to maintain operations through 2011.
These conditions raise substantial doubt as to the Company's
ability to continue as a going concern.

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


TANNIN INC: Files for Chapter 11, Has $42.8MM BP Claim
------------------------------------------------------
Tannin, Inc., filed a Chapter 11 petition (Bankr. S.D. Ala. Case
No. 12-00593) in Mobile, Alabama, on Feb. 20, 2012.

Baldwin, Alabama-based Tannin disclosed $54.4 million in assets
and $2.4 million in liabilities as of the Chapter 11 filing.

Tannin owns properties facing the Gulf of Mexico.  According to
the schedules attached to the petition, Tannin owns more than 30
acres of properties in Alabama.

Reports last year say that the Debtor, which is the developer of
the 60-acre Village of Tanin in Orange Beach, Alabama, has
asserted claims against BP PLC.  A massive offshore oil spill
spread in the Gulf of Mexico after an April 2010 explosion of
Deepwater Horizon, which was drilling oil for BP.

The Debtor included in its list of personal property a 'BP Claim'
worth $42.8 million as "other contingent and unliquidated claims"
of the Debtor.

Gross income of the business during the previous 12 months prior
to the filing was $199,900.

Aside from the petition and the schedules, the Debtor has filed an
application to employ Silver, Voit & Thompson as attorney.
Objections are due March 12.

George A. Gounares, who owns 100% of the stock, signed the
Chapter 11 petition.


TELECONNECT INC: Delays Form 10-Q for Dec. 31 Quarter
-----------------------------------------------------
Teleconnect Inc. informed the U.S. Securities and Exchange
Commission that it will be late in filing its Quarterly Report on
Form 10-Q for the period ended Dec. 31, 2011.

                       About Teleconnect Inc.

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

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

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

The Company reported a net loss of $3.26 million on $112,722 of
sales for the year ended Sept. 30, 2011, compared with net income
of $1.97 million on $254,446 of sales during the prior year.

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

Coulter & Justus, P.C., in Knoxville, Tenn., expressed substantial
doubt about the Company's ability to continue as a going concern
following the fiscal 2011 financial results.  The independent
auditors noted that the Company has suffered recurring losses from
operations and has a net capital deficiency in addition to a
working capital deficiency.


TELETOUCH COMMUNICATIONS: Lazarus Holds 10.5% Equity Stake
----------------------------------------------------------
In an amended Schedule 13G filing with the U.S. Securities and
Exchange Commission, Lazarus Investment Partners LLLP and its
affiliates disclosed that, as of Feb. 14, 2012, they beneficially
own 5,140,850 shares of common stock of Teletouch Communications,
Inc., representing 10.5% of the shares outstanding.  A full-text
copy of the filing is available for free at http://is.gd/x5smn4

                          About Teletouch

Teletouch Communications, Inc., offers a comprehensive suite of
wireless telecommunications solutions, including cellular, two-way
radio, GPS-telemetry and wireless messaging.  Teletouch is an
authorized provider of AT&T (NYSE: T) products and services
(voice, data and entertainment) to consumers, businesses and
government agencies, as well as an operator of its own two-way
radio network in Texas.  Recently, Teletouch entered into national
agency and distribution agreements with Sprint (NYSE: S) and
Clearwire (NASDAQ: CLWR), providers of advanced 4G cellular
network services.  Teletouch operates a chain of 26 retail and
agent stores under the "Teletouch" and "Hawk Electronics" brands,
in conjunction with its direct sales force, customer care (call)
centers and various retail eCommerce Web sites including:
http://www.hawkelectronics.com/and http://www.hawkexpress.com/

Through its wholly-owned subsidiary, Progressive Concepts, Inc.,
Teletouch operates a national distribution business, PCI
Wholesale, primarily serving large cellular carrier agents and
rural carriers, as well as auto dealers and smaller consumer
electronics retailers, with product sales and support available
through http://www.pciwholesale.com/and
http://www.pcidropship.com/among other B2B oriented Web sites.

The Company's balance sheet at Nov. 30, 2011, showed $19.72
million in total assets, $23.17 million in total liabilities and a
$3.45 million total shareholders' deficit.

As reported by the TCR on Sept. 1, 2011, BDO USA, LLP, in Houston,
Texas, noted that the Company has increasing working capital
deficits, significant current debt service obligations, a net
capital deficiency along with current and predicted net operating
losses and negative cash flows which raise substantial doubt about
its ability to continue as a going concern.


THERMOENERGY CORP: Empire Capital Discloses 4.9% Equity Stake
-------------------------------------------------------------
In an amended Schedule 13G filing with the U.S. Securities and
Exchange Commission, Empire Capital Management, L.L.C., and its
affiliates disclosed that, as of Dec. 31, 2011, they beneficially
own 3,003,571 shares of common stock and 2,132,729 shares of
Series B Convertible Preferred Stock convertible into 21,327,290
shares of common stock of 3,003,571 shares of common stock and
2,132,729 shares of Series B Convertible Preferred Stock
convertible into 21,327,290 shares of common stock representing
4.99% of the shares outstanding.  A full-text copy of the filing
is available for free at http://is.gd/uX0tQX

                   About ThermoEnergy Corporation

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

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

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

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

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


TRAILER BRIDGE: Seeks More Exclusivity as Insurance Policy
-----------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Trailer Bridge Inc. is seeking an expansion of the
exclusive right to propose a reorganization if the Chapter 11 plan
doesn't win approval at the currently-scheduled March 16
confirmation hearing.  If the motion is granted at a March 8
hearing, the exclusive right to propose a plan will be pushed out
to May 14.  Trailer Bridge said it's "optimistic" the plan will
secure approval on March 16.

Earlier this month, Trailer Bridge filed a revised plan reflecting
negotiations with the creditors' committee and the U.S. Maritime
Administration regarding liens on vessels.  Secured noteholders
owed $86.3 million will receive a new secured note for $65 million
plus some of the new stock, for a projected 75% recovery.

                       About Trailer Bridge

Headquartered in Jacksonville, Florida, Trailer Bridge, Inc. --
http://www.trailerbridge.com/-- provides integrated trucking and
marine freight service to and from all points in the lower 48
states and Puerto Rico and Dominican Republic.  This total
transportation system utilizes its own trucks, drivers, trailers,
containers and U.S. flag vessels to link the mainland with Puerto
Rico via marine facilities in Jacksonville, San Juan and Puerto
Plata.

Trailer Bridge filed a voluntary Chapter 11 petition (Bankr. M.D.
Fla. Case No. 11-08348) on Nov. 16, 2011, one day after its
$82.5 million 9.25% Senior Secured Notes became due.

Judge Jerry A. Funk presides over the case.  Gardner F. Davis,
Esq., at Foley & Lardner LLP, and DLA Piper LLP (US) serve as the
Debtor's counsel.  Global Hunter Securities LLC serves as the
Debtor's investment banker.  RAS Management Advisors LLC serves as
the Debtor's financial advisor.  Kurtzman Carson Consultants LLC
serves as claims, noticing, and balloting agent.  The Debtor
disclosed $97,345,981 in assets, and $112,538,934 in liabilities.
The petition was signed by Mark A. Tanner, co-chief executive
officer.

The Court will hold a combined hearing on the Plan and Disclosure
Statement on March 16, 2012.  The Plan, which was filed in
January, proposes to give noteholders control of the company and
provide some recovery for shareholders.

On Dec. 6, 2011, the U.S. Trustee appointed the Official Committee
of Unsecured Creditors in the Debtor's case.


TRANSUNION CORP: Moody's Lowers Corporate Family Rating to 'B2'
---------------------------------------------------------------
Moody's Investors Service lowered the Corporate Family Rating
(CFR) of TransUnion Corp. (TransUnion) to B2 from B1.
Concurrently, Moody's assigned a Caa1 rating to $600 million of
new senior unsecured notes to be held at a holding company
(HoldCo). The rating on the senior secured credit facilities was
raised to Ba2 from Ba3 and the B3 rating on the existing $645
million of senior unsecured notes held at the operating company
was affirmed. An SGL-2 Speculative Grade Liquidity rating was
assigned and the ratings outlook is stable.

RATINGS RATIONALE

The downgrade in the CFR to B2 from B1 reflects an increase in
financial leverage (total debt / EBITDA) to about 6 times on a pro
forma basis for an incremental $600 million in proposed debt.
Going forward, Moody's expects that excess cash will be used to
make product investments and acquisitions, rather than debt
reduction, and financial leverage will remain above 5.5 times over
the next 12-18 months. "Free cash flow and interest coverage will
weaken as a result of the higher interest burden, providing less
financial flexibility, with free cash flow to debt expected to be
in the low single digits", stated Moody's AVP-Analyst Suzanne
Wingo. The CFR is further constrained by additional regulatory
oversight of consumer credit bureaus and the company's
vulnerability to swings in U.S. consumer activity. Nonetheless, in
the near-term Moody's expects positive trends in average daily
credit report volumes and consumer subscription rates to continue,
which has been driven in particular by increasing automobile loan
and credit card originations. The B2 rating is further supported
by TransUnion's good liquidity profile, high profit margins, and
strong market position as one of the three dominant players in the
global consumer credit bureau industry.

Moody's has assigned an SGL-2 Speculative Grade Liquidity Rating,
reflecting Moody's expectations that TransUnion will maintain a
good liquidity profile over the next twelve months. Moody's
expects internal cash generation to cover working capital needs,
capital expenditures, and minimal term loan amortization. The
company may modestly draw on the $210 (proposed upsize from $200)
million revolver as part of the transaction financing, but any
outstanding balance is expected to be repaid by mid-year. Cushion
on financial covenants contained within the credit facility is
expected to remain ample. These covenants are measured at the
operating company level and are not expected to be impacted by the
incremental HoldCo debt.

The stable outlook reflects Moody's expectation that revenue and
EBITDA will grow modestly over the next 12-18 months, in line with
GDP projections in the regions in which TransUnion operates. The
ratings could be upgraded if the company successfully executes its
growth strategy while reducing financial leverage to below 5 times
and increasing free cash flow to debt to above 5% on a sustained
basis. Conversely, the ratings could be downgraded if the company
loses market share, experiences a deterioration in margins or
liquidity, or incurs incremental debt such that financial leverage
is sustained above 6.5 times.

Rating (LGD assessment) assigned to TransUnion Holding Company:

Proposed $600 million sr. unsecured notes due 2018, Caa1 (LGD6,
90%)

Rating assigned to TransUnion Corp.:

Speculative Grade Liquidity Rating, SGL-2

Ratings lowered at TransUnion Corp.:

Corporate Family Rating, to B2 from B1

Probability of Default Rating, to B2 from B1

Ratings (LGD assessments) upgraded at TransUnion LLC:

$25 million sr. secured revolver due 2015, to Ba2 (LGD2, 19%) from
Ba3 (LGD3, 30%)

$175 million sr. secured revolver due 2016, to Ba2 (LGD2, 19%)
from Ba3 (LGD3, 30%)

$943 (originally $950) million sr. secured term loan due 2018, to
Ba2 (LGD2, 19%) from Ba3 (LGD3, 30%)

Rating (LGD assessment) affirmed at TransUnion LLC:

$645 million sr. unsecured notes due 2018, B3 (to LGD4, 64% from
LGD5, 84%)

For additional information, refer to the Credit Opinion to be
posted on moodys.com. The ratings are contingent upon closing of
the proposed transaction and Moody's review of final
documentation.

The principal methodology used in rating TransUnion Corp. was the
Global Business & Consumer Service Industry Methodology published
in October 2010. Other methodologies used include Loss Given
Default for Speculative-Grade Non-Financial Companies in the U.S.,
Canada and EMEA published in June 2009.

TransUnion is a leading provider of information and risk
management solutions to businesses across multiple industries and
to individual consumers. In 2011, revenues exceeded $1 billion.
TransUnion announced that Advent International and GS Capital
Partners VI Fund, LP and certain of its affiliates have signed a
definitive agreement to purchase all of TransUnion's shares
outstanding from current shareholders Madison Dearborn Partners
and the Pritzker family business interests for over $3 billion.
The transaction will add about $600 million of debt to the capital
structure and is expected to close early in the second quarter.


TRANSWEST RESORT: Court Rejects Bid for Stay Relief, Examiner
-------------------------------------------------------------
Bankruptcy Judge Eileen W. Hollowell issued a written order and
memorandum on account of its Dec. 16, 2011 ruling denying the
request of JPMCC 2007-C1 Grasslawn Lodging, L.L.C. for relief from
the automatic stay under 11 U.S.C. Sections 362(d)(1)-(3) or, in
the alternative, for (1) dismissal under 11 U.S.C. Section 1112(b)
or (2) the appointment of an examiner under 11 U.S.C. Section 1104
in the bankruptcy cases of Transwest Resort Properties, Inc.,
Transwest Tucson Property, L.L.C., Transwest Hilton Head Property,
L.L.C., Transwest Tucson II, L.L.C., and Transwest Hilton Head II,
L.L.C.  In the Dec. 16 Ruling, the Court also denied Pim Ashford
Subsidiary I, LLC's motion for relief from stay on Ashford's
secured claims against Transwest Tucson II LLC and Transwest
Hilton Head II LLC.  Grasslawn on Jan. 3, 2012, filed a notice of
intent to appeal the Court's oral ruling.  Grasslawn asserts it is
the assignee of Ashford's claims.

A copy of the Court's Feb. 15 Memorandum is available at
http://is.gd/Y71Dq8from Leagle.com.

                      About Transwest Resort

Tucson, Arizona-based Transwest Resort Properties, Inc.,
indirectly owns an interest in two companies, Transwest Tucson
Property, L.L.C., and Transwest Hilton Head Property, L.L.C.
These two companies each own and manage a resort hotel: the Westin
La Paloma Resort and Country Club in Tucson, Arizona, which is
owned and managed by Transwest Tucson Property, L.L.C., and the
Westin Hilton Head Island Resort and Spa on Hilton Head Island in
South Carolina, which is owned and managed by Transwest Hilton
Head Property, L.L.C.

TRP, Transwest Tucson Property, and Transwest Hilton Head property
are affiliates of Transwest Partners, a real estate development
and investment firm which has been active in the hospitality
sector in Southern Arizona and Sonora, Mexico.

Transwest Tucson Property is a wholly owned subsidiary of
Transwest Tucson II, L.L.C.  Transwest Hilton Head Property is a
wholly owed subsidiaryof Transwest Hilton Head II, L.L.C.

TRP filed for Chapter 11 bankruptcy protection (Bankr. D. Ariz.
Case No. 10-37134) on Nov. 17, 2010.  Kasey C. Nye, Esq., Susan g.
Boswell, Esq., and Elizabeth S. Fella, Esq., at Quarles & Brady
LLP, in Tucson, Ariz., assist the Debtor in its restructuring
effort.  TRP estimated its assets at up to $50,000 and debts at
$10 million to $50 million.

Affiliates Transwest Hilton Head Property, L.L.C. (Bankr. D. Ariz.
Case No. 10-37170), Transwest Tucson Property, L.L.C. (Bankr. D.
Ariz. Case No. 10-37160), Transwest Tucson II, L.L.C. (Bankr. D.
Ariz. Case No. 10-37151), and Transwest Hilton Head II, L.L.C.
(Bankr. D. Ariz. Case No. 10-37145) filed separate Chapter 11
petitions on Nov. 17, 2010.  BeachFleischman PC serves as tax
preparer and advisor, accountant and auditor.  Hundley & Company,
LLC, serves as financial restructuring and interest rate experts,
and Hospitality Real Estate Counselors as valuation consultant and
expert.  Transwest Hilton Head Property estimated assets at
$10 million to $50 million and debts at $100 million to
$500 million.  Transwest Tucson Property estimated assets at
$50 million to $100 million and debts at $100 million to
$500 million.

The U.S. Trustee has appointed an Official Committee of Unsecured
Creditors.


TRAVELODGE: Denies Bankruptcy Risk, Gets Financing
--------------------------------------------------
Travelodge will get financing from two New York-based hedge funds
as the UK budget hotel chain owned by Dubai International Capital
restructures debt.

Avenue Capital Group and GoldenTree Asset Management have
underwritten a medium-term facility of GBP60 million (US$95
million), James Leviton, a spokesman for Travelodge, said after
the Sunday Times reported the company had six weeks to raise the
money or it could face bankruptcy.

"All the lenders are working together to find a sensible solution
to the debt structure," Leviton said.  "Travelodge is not going
into administration."

Avenue Capital and GoldenTree, which have held Travelodge's debt
since 2006, may ask the senior lenders Royal Bank of Scotland
Group, Investec, Barclays and Babson Capital Management to
participate in the fundraising, Leviton said.

"GoldenTree has been a very supportive lender to Travelodge for
many years and continues to work closely with the company and
management," the hedge fund said in a statement on Sunday.

                        About Travelodge

The first budget hotel brand to launch in the UK in 1985,
Travelodge now operates over 490 hotels and over 35,400 rooms
across the UK, Ireland (11) and Spain (4).


TRIUS THERAPEUTICS: Wellington Stake Down to 2.91%
--------------------------------------------------
In an amended Schedule 13G filing with the U.S. Securities and
Exchange Commission, Wellington Management Company, LLP, disclosed
that, as of Dec. 31, 2011, it beneficially owns 831,910 shares of
common stock of Trius Therapeutics, Inc., representing 2.91% of
the shares outstanding.  As previously reported by the TCR on
Feb. 15, 2012, Wellington Management disclosed beneficial
ownership of 4,477,216 common shares.  A full-text copy of the
amended  filing is available for free at http://is.gd/RSiasv

                      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.


UNI-PIXEL INC: Revelation Special Discloses 7.4% Equity Stake
-------------------------------------------------------------
In an amended Schedule 13G filing with the U.S. Securities and
Exchange Commission, Revelation Special Situations Fund Ltd and
its affiliates disclosed that, as of Dec. 31, 2011, they
beneficially own 534,411 shares of common stock Uni-Pixel, Inc.,
representing 7.48% of the shares outstanding.  A full-text copy of
the filing is available for free at http://is.gd/LBoJxs

                        About Uni-Pixel Inc.

The Woodlands, Tex.-based Uni-Pixel, Inc. (OTC BB: UNXL)
-- http://www.unipixel.com/-- is a production stage company
delivering its Clearly Superior(TM) Performance Engineered Films
to the Lighting & Display, Solar and Flexible Electronics market
segments.

The Company reported a net loss of $3.81 million on $243,519 of
thin film revenue for the year ended Dec. 31, 2010, compared with
a net loss of $5.37 million on $0 of thin film revenue during the
prior year.

The Company also reported a net loss of $6.69 million on $190,297
of revenue for the nine months ended Sept. 30, 2011, compared with
a net loss of $2.94 million on $140,037 of revenue for the same
period a year ago.

The Company's balance sheet at Sept. 30, 2011, showed $9.71
million in total assets, $143,600 in total liabilities and $9.57
million in total shareholders' equity.

PMB Helin Donovan, LLP, in Houston, expressed substantial doubt
about the Company's ability to continue as a going concern,
following the Company's 2009 results.  The independent auditors
noted that the Company has sustained losses and negative cash
flows from operations since inception.


VIGOR: Moody's Reviews 'B1' Ratings for Possible Downgrade
----------------------------------------------------------
Moody's has placed under review for possible downgrade the long-
term ratings for Vigor, following JBS' (B1 stable) announcement of
a voluntary exchange offering to spin-off the dairy subsidiary to
its shareholders . The transaction is still dependent on the
approval, as well as exemptions from compliance with certain
regulatory provisions, by the Brazilian Securities and Exchange
Commission (CVM). In addition, JBS will need the consent of
holders of the bonds issued by (i) JBS USA LLC and JBS USA Finance
Inc., maturing in May 2014; (ii) JBS and JBS Finance Ltd.,
maturing in August 2016; and (iii) JBS S.A. (as the successor of
Bertin S.A.), maturing in October 2016.

These ratings have been place under review for possible downgrade:

S.A. Fabrica de Produtos Alimenticios Vigor ("Vigor")

- Corporate Family Rating: B1 (global scale)

- US$100 million senior unsecured notes due 2017: B1 (foreign
currency)

RATINGS RATIONALE

"The review process was triggered by the fact that, upon the
approval and conclusion of the proposed share swap, Vigor will
operate independently, without the operating and financial support
of its parent company", says local market analyst Marianna Waltz.
The action is also taking into consideration that Vigor's US$100
million 2017 bonds are not guaranteed by JBS.

Vigor was rated B2 until its acquisition by JBS in 2009, when the
rating was raised to B1, the same level as JBS, reflecting
anticipated benefit from JBS' scale and bargaining power, and
access to capital. This rating lift will not exist after the
proposed share swap.

Accordingly, besides the removal of JBS' support, the review will
take into consideration Vigor's high financial leverage, as
measured by Debt/EBITDA, and its relative small size in a
consolidating market that tends to favor larger players. With
annual revenues of BRL 1.2 billion in fiscal year 2011, the
company operates in the competitive dairy business against well
capitalized and larger international and local peers, including
Nestlé, Danone and Brasil Foods. On the other hand, the review
will consider the business profile of the dairy segment, which can
provide higher and more stable margins than the protein industry.
In addition, Vigor has a portfolio of leading and well recognized
brands with focus on value-added products targeting different
social classes.

In Moody's views, Vigor's corporate governance standards should
improve with the share swap, since upon the conclusion of the
transaction it will be listed in the Novo Mercado of BM&FBovespa.
Moreover, the company should benefit from having a dedicated
professional management team, as opposed to being a minor business
segment of JBS. Vigor will also have a Board of Directors with
five independent members and a Fiscal Council.

Moody's expects to conclude the review process by the time the
share swap has been approved and concluded.

The principal methodology used in this rating was Global Packaged
Goods Industry published in July 2009.

Founded in 1917 and headquartered in S?o Paulo, Vigor is currently
100% owned by JBS. With annual revenues of BRL 1.2 Billion the
company is a manufacturer of dairy products and vegetable oils,
having under its portfolio the brands Vigor, Leco, Faixa Azul,
Danubio and Serrabella. About 61% of revenues come from value
added dairy products, while only 8% come from UHT milk. Vigor is a
relevant player in the Southeast of Brazil, with approximately 75%
of its revenues coming from this region, principally from S?o
Paulo, which accounts for 65% of the group's revenues on a
standalone basis.


VIKING SYSTEMS: DAFNA Capital Discloses 5.2% Equity Stake
---------------------------------------------------------
In a Schedule 13G filed with the U.S. Securities and Exchange
Commission, DAFNA Capital Management, LLC, and its affiliates
disclosed that, as of Dec. 31, 2011, they beneficially own
3,781,468 shares of common stock of Viking Systems, Inc.,
representing 5.2% of the shares outstanding.  A full-text copy of
the filing is available for free at http://is.gd/FIUGtT

                       About Viking Systems

Based in Westborough, Massachusetts, Viking Systems, Inc. (OTCBB:
VKNG.OB) -- http://www.vikingsystems.com/-- is a developer,
manufacturer and marketer of visualization solutions for complex
minimally invasive surgery.  The Company partners with medical
device companies and healthcare facilities to provide surgeons
with proprietary visualization systems enabling minimally invasive
surgical procedures, which reduce patient trauma and recovery
time.

The report from Viking Systems, Inc.'s independent registered
public accounting firm, Squar, Milner, Peterson, Miranda &
Williamson, LLP, dated February 22, 2010, includes a going concern
explanatory paragraph which states that factors relating to the
Company's net losses and working capital concerns raise
substantial doubt the Company's ability to continue as a going
concern.  Viking Systems said it will need to generate significant
additional revenue to achieve profitability and it may require
additional financing during 2010.  "The going concern explanatory
paragraph in the independent auditor's report emphasizes the
uncertainty related to our business as well as the level of risk
associated with an investment in our common stock," Viking Systems
said.

The Company also reported a net loss of $1.87 million on $8.59
million of net sales for the nine months ended Sept. 30, 2011,
compared with a net loss of $1.37 million $5.75 million of net
sales for the same period a year ago.

The Company reported a net loss applicable to common shareholders
of $2.44 million on $8.04 million of sales for the year ended
Dec. 31, 2010, compared with a net loss applicable to common
shareholders of $1.07 million on $7.22 million of sales during the
prior year.

The Company's balance sheet at Sept. 30, 2011, showed $6.26
million in total assets, $2.59 million in total liabilities, all
current, and $3.66 million in total stockholders' equity.


VILLAGE AT CAMP: 3rd Amended Plan of Reorganization Wins Court OK
------------------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Texas
confirmed Village at Camp Bowie I, L.P.'s Third Amended Plan of
Reorganization.

As reported in the Troubled Company Reporter on Dec. 6, 2011, the
Plan contemplates that the Debtor will pay its creditors 100%
of the Allowed Amount of their Claims.  Funds for the payments
will come from cash on hand plus $1,500,000 from the Preferred
Equity to be issued to participating Interest Holders of the
Debtor or other third party investors and from future revenue of
the Reorganized Debtor.

A copy of the Third Amended Plan of Reorganization is available
at:

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

                  About Village at Camp Bowie I

Dallas, Texas-based Village at Camp Bowie I, L.P. owns a low-rise,
mixed-use development in southwest Fort Worth, Texas, known
eponymously as the Village at Camp Bowie.  The Property occupies
23.08 acres in an excellent location in one of the busier areas of
the city. Space in the Property is leased for office, retail,
restaurant and entertainment purposes. The Property is presently
slightly less than 80% occupied.  Village at Camp Bowie I filed
for Chapter 11 bankruptcy protection (Bankr. N.D. Tex. Case No.
10-45097) on Aug. 2, 2010.  J. Mark Chevallier, Esq., at McGuire,
Craddock & Strother, P.C., in Dallas, serves as the Debtor's
bankruptcy counsel.  The Debtor estimated its assets and debts at
$10 million to $50 million.


VISUALANT INC: Gemini Master Discloses 8.7% Equity Stake
--------------------------------------------------------
In an amended Schedule 13G filing with the U.S. Securities and
Exchange Commission, Gemini Master Fund, Ltd., and its affiliates
disclosed that, as of Dec. 31, 2011, they beneficially own
5,230,722 shares of common stock of Visualant, Inc., representing
8.7% of the shares outstanding.  A full-text copy of the Form 10-Q
is available at http://is.gd/eYT1Dx

                        About Visualant Inc.

Seattle, Wash.-based Visualant, Inc., was incorporated under the
laws of the State of Nevada on October 8, 1998.  The Company
develops low-cost, high speed, light-based security and quality
control solutions for use in homeland security, anti-
counterfeiting, forgery/fraud prevention, brand protection and
process control applications.

Visualant reported a net loss of $2.39 million on $9.13 million of
revenue for the year ended Sept. 30, 2011, compared with a net
loss of $1.14 million on $2.54 million of revenue during the
previous year.

The Company's balance sheet at Dec. 31, 2011, showed $4.23 million
in total assets, $5.96 million in total liabilities, $39,504 in
noncontrolling interest and a $1.76 million in total stockholders'
deficit.

"The Company anticipates that it will record losses from
operations for the foreseeable future.  As of December 31, 2011,
our accumulated deficit was $11.7 million.  The Company has
limited capital resources, and operations to date have been funded
with the proceeds from private equity and debt financings.  These
conditions raise substantial doubt about our ability to continue
as a going concern."

In its report Visualant's 2011 results, Madsen & Associates
CPA's, Inc., in Salt Lake City Utah, noted that the Company will
need additional working capital for its planned activity and to
service its debt, which raises substantial doubt about its ability
to continue as a going concern.

                       Bankruptcy Warning

The Company had cash of $71,000, a net working capital deficit of
approximately $3.3 million and total indebtedness of $2.6 million
as of Dec. 31, 2011.

The Company will need to obtain additional financing to implement
its business plan, service its debt repayments and acquire new
businesses.  There can be no assurance that the Company will be
able to secure funding, or that if such funding is available,
whether the terms or conditions would be acceptable to the
Company.

Volatility and disruption of financial markets could affect the
Company's access to credit.  The current difficult economic market
environment is causing contraction in the availability of credit
in the marketplace.  This could potentially reduce or eliminate
the sources of liquidity for the Company.

If the Company is unable to obtain additional financing, the
Company may need to restructure its operations, divest all or a
portion of its business or file for bankruptcy.


WASHINGTON MUTUAL: Plan Could Be Implemented as Soon as March 8
---------------------------------------------------------------
Bankruptcy Judge Mary Walrath said at the confirmation hearing on
Friday that she will approve the reorganization plan of Washington
Mutual Inc., thus concluding the three and one-half year-old
bankruptcy.

Under the plan, WaMu will establish a liquidating trust to make
distributions to parties-in-interest on account of their allowed
claims, which are expected to total more than $7 billion.  In
addition, the plan includes significant recoveries for creditors
and distribution of substantially all of the stock in the
reorganized company to current equity holders.  It will become
effective after the court enters a written order reflecting this
ruling and other conditions have been satisfied.

According to Bill Rochelle, the bankruptcy columnist for Bloomberg
News, a WaMu lawyer told the judge that the plan could be
implemented and the first distribution made to creditors as soon
as March 8.  Mr. Rochelle notes that there is urgency to implement
the plan because interest accruing in favor of secured creditors
is cutting into the distribution remaining for lower-ranked
creditors.

Judge Walrath wrote opinions more than a hundred pages in length
explaining why prior versions of the plan had fatal defects
precluding court approval, even though they were supported by a
majority of creditors.  The ultimately successful plan
incorporated changes Judge Walrath demanded when she nixed the
prior version in September.

According to Mr. Rochelle, confirmation remained uncertain when
the hearing began last week because the class of preferred
shareholders voted against the plan by a narrow margin.  But he
says confirmation became possible with negotiation of a settlement
with holders of so-called trust-preferred securities who decided
to changes their votes to "yes" given $18 million carved out for
them by JPMorgan Chase & Co., the purchaser of the failed bank
subsidiary.

                     About Washington Mutual

Based in Seattle, Washington, Washington Mutual Inc. --
http://www.wamu.com/-- was the holding company for Washington
Mutual Bank as well as numerous non-bank subsidiaries.

Washington Mutual Bank was taken over on Sept. 25, 2008, by U.S.
government regulators. The next day, WaMu and its affiliate, WMI
Investment Corp., filed separate petitions for Chapter 11 relief
(Bankr. D. Del. 08-12229 and 08-12228, respectively). WaMu owns
100% of the equity in WMI Investment. When WaMu filed for
protection from its creditors, it disclosed assets of
$32,896,605,516 and debts of $8,167,022,695. WMI Investment
estimated assets of $500 million to $1 billion with zero debts.

WaMu is represented by Brian Rosen, Esq., at Weil, Gotshal &
Manges LLP in New York City; Mark D. Collins, Esq., at Richards,
Layton & Finger P.A. in Wilmington, Del.; and Peter Calamari,
Esq., and David Elsberg, Esq., at Quinn Emanuel Urquhart Oliver &
Hedges, LLP. The Debtor tapped Valuation Research Corporation as
valuation service provider for certain assets.

Fred S. Hodara, Esq., at Akin Gump Strauss Hauer & Fled LLP in New
York, and David B. Stratton, Esq., at Pepper Hamilton LLP in
Wilmington, Del., represent the Official Committee of Unsecured
Creditors. Stephen D. Susman, Esq., at Susman Godfrey LLP and
William P. Bowden, Esq., at Ashby & Geddes, P.A., represent the
Equity Committee. The official committee of equity security
holders also tapped BDO USA as its tax advisor. Stacey R.
Friedman, Esq., at Sullivan & Cromwell LLP and Adam G. Landis,
Esq., at Landis Rath & Cobb LLP in Wilmington, Del., represent
JPMorgan Chase, which acquired the WaMu bank unit's assets prior
to the Petition Date.

Records filed Jan. 24, 2012, say that WaMu, former owner of the
biggest U.S. bank to fail, has spent $232.8 million on bankruptcy
professionals since its Chapter 11 filing.


WAVE2WAVE COMMUNICATIONS: Files for Bankruptcy Protection
---------------------------------------------------------
Wave2Wave Communications Inc., a provider of voice and data
services to businesses, filed for bankruptcy (Bankr. D. N.J. Case
No. 12-13896) on Feb. 17.

Wave2Wave, which estimated up to $100 million assets and debts,
says it sought Chapter 11 protection, after access provider
Verizon Communications Inc. threatened to cut off its service.

"In light of the company's current financial condition and the
threat of Verizon entities to terminate service," bankruptcy is in
the company's best interest, Chairman Steven Asman said in the
filing.

Affiliates RNK Inc. and RNK VA LLC also filed petitions.
Wave2Wave was founded in 1999, the company said in November.

According to the docket, incomplete filings, including the
schedule of assets and liabilities and the list of all creditors,
are due March 2, 2012.

A status conference is scheduled for April 16, 2012 at 2:00 p.m.


WAVE2WAVE COMMUNICATIONS: Voluntary Chapter 11 Case Summary
-----------------------------------------------------------
Debtor: Wave2Wave Communications, Inc.
       Continental Plaza, 6th Floor
       433 Hackensack Avenue
       Hackensack, NJ 07601

Bankruptcy Case No.: 12-13896

Chapter 11 Petition Date: February 17, 2012

Court: U.S. Bankruptcy Court
      District of New Jersey (Newark)

Judge: Donald H. Steckroth

Debtor's Counsel: Michael D. Sirota, Esq.
                 COLE, SCHOTZ, MEISEL, FORMAN & LEONARD, P.A.
                 25 Main Street
                 Hackensack, NJ 07601
                 Tel: (201) 489-3000
                 E-mail: msirota@coleschotz.com

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

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

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

The petition was signed by Steven Asman, president & chairman of
the board.

Affiliates that simultaneously filed Chapter 11 petitions:

       Debtor                        Case No.
       ------                        --------
RNK, Inc                              12-13899
RNK VA, LLC                           12-13900


WAYTRONX INC: Further Amends Form S-1 Registration Statement
---------------------------------------------------------------
CUI Global, Inc., filed with the U.S. Securities and Exchange
Commission Amendment No.6 to Form S-1 registration statement
relating to the Company's offering of an indeterminate shares of
common stock.  The Company's common stock is currently quoted on
the OTC Bulletin Board under the symbol "CUIG.OB."  On Aug. 17,
2011, the Company filed an application for listing its common
stock on the Nasdaq Capital Market tier of The Nasdaq Stock Market
which application has not yet been approved.

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

                        http://is.gd/4Ny49Z

                         About CUI Global

Tualatin, Ore.-based CUI Global, Inc., formerly known as Waytronx,
Inc., is a platform company dedicated to maximizing shareholder
value through the acquisition, development and commercialization
of new, innovative technologies.

The Company reported a net loss of $7.5 million on $40.9 million
of revenues for 2010, compared with a net loss of $16.0 million on
$28.9 million of revenues for 2009.

The Company also reported consolidated net profit of $177,961 on
$30.14 million of total revenue for the nine months ended
Sept. 30, 2011, compared with a consolidated net loss of $3.41
million on $26.28 million of total revenue for the same period a
year ago.

The Company's balance sheet at Sept. 30, 2011, showed
$32.78 million in total assets, $20.07 million in total
liabilities, and $12.70 million in total stockholders' equity.

As reported by the TCR on April 8, 2011, Webb & Company, in
Boynton Beach, Florida, expressed substantial doubt about CUI
Global's ability to continue as a going concern.  The independent
auditors noted that the Company has a net loss of $7,015,896, a
working capital deficiency of $675,936 and an accumulated deficit
of $73,596,738 at Dec. 31, 2010.


W.R. GRACE: Realigns Business Segments, Has New Officers
--------------------------------------------------------
W. R. Grace & Co. (NYSE: GRA) announced early this month a
realignment of its business into three operating segments: Grace
Catalysts Technologies, Grace Materials Technologies and Grace
Construction Products.

Reporting to Grace's President and Chief Operating Officer
Gregory Poling will be:

    Shawn Abrams, President of Grace Catalysts Technologies.
    Mr. Abrams most recently served as Vice President, Refining
    Technologies within the former Grace Davison operating
    segment.  The new Grace Catalysts Technologies segment
    includes catalysts and related technologies used in
    refining, petrochemical and other chemical manufacturing
    applications.  2011 revenues for this segment were
    approximately $1.4 billion.  Grace's Advanced Refining
    Technologies joint venture is managed in this segment.

    Joanne Green, President of Grace Materials Technologies.
    Ms. Green most recently served as Vice President, Discovery
    Sciences within the former Grace Davison operating segment.
    The new Grace Materials Technologies segment includes
    engineered materials, coatings and sealants used in
    consumer, industrial, packaging and pharmaceutical
    applications.  2011 revenues for this segment were
    approximately $800 million.

    Andrew Bonham, President of Grace Construction Products.
    Mr. Bonham continues in his current role.  Grace
    Construction Products includes specialty construction
    chemicals and specialty building materials used in
    commercial, infrastructure and residential construction.
    2011 revenues for this segment were approximately $1.0
    billion.

"This new business segment structure allows us to align our
segments more closely with our markets and to pursue operational
efficiencies and reduce overhead costs," said Chairman and Chief
Executive Officer Fred Festa.  "We are excited about the
opportunities that lie ahead, and are as committed as ever to
supporting and anticipating the needs of our customers."

Grace will report its financial results using the new operating
structure beginning in 2012.

Also, the Grace Board of Directors elected Bill Dockman and Elyse
Filon officers of the corporation.

Bill Dockman, Vice President, Controller and Chief Accounting
Officer, has served as a Vice President and in other senior
finance and accounting roles at Grace for more than ten years.

Elyse Filon, Vice President and Treasurer, has served as a Vice
President and in other senior tax and treasury roles at Grace for
more than ten years.

                     Dockman's SEC Filing

In a Form 3 filing with the Securities and Exchange Commission on
February 14, 2012, Mr. Dockman disclosed that he directly owns 100
shares of Grace common stock.

Mr. Dockman also beneficially owns employee stock options, rights
to buy Grace common stock, that will expire on these dates:

                                            Price of
                                           Derivative
    Expiration Date      # of Shares        Security
    ---------------      -----------       ----------
       09/11/2013           11,180           19.710
       05/07/2014            9,710            9.785
       05/05/2015           12,250           27.745
       05/05/2016           10,000           42.255

                    About W.R. Grace & Co.

Headquartered in Columbia, Maryland, W.R. Grace & Co. (NYSE:GRA) -
- http://www.grace.com/-- supplies catalysts and silica products,
especially construction chemicals and building materials, and
container products globally.

The company and its debtor-affiliates filed for chapter 11
protection on April 2, 2001 (Bankr. D. Del. Case No. 01-01139).
David M. Bernick, P.C., Esq., at Kirkland & Ellis, LLP, and Laura
Davis Jones, Esq., at Pachulski Stang Ziehl & Jones, LLP,
represent the Debtors in their restructuring efforts.  The Debtors
hired Blackstone Group, L.P., for financial advice.
PricewaterhouseCoopers LLP is the Debtors' accountant.

Stroock & Stroock & Lavan, LLP, and Duane Morris, LLP, represent
the Official Committee of Unsecured Creditors.  The Creditors
Committee tapped Capstone Corporate Recovery LLC for financial
advice.  David T. Austern, the legal representative of future
asbestos personal injury claimants, is represented by Orrick
Herrington & Sutcliffe LLP and Phillips Goldman & Spence, PA.
Elihu Inselbuch, Esq., at Caplin & Drysdale, Chartered, and Marla
R. Eskin, Esq., at Campbell & Levine, LLC, represent the Official
Committee of Asbestos Personal Injury Claimants.  The Asbestos
Committee of Property Damage Claimants tapped Scott Baena, Esq.,
and Jay M. Sakalo, Esq., at Bilzin Sumberg Baena Price & Axelrod,
LLP, to represent it.  Thomas Moers Mayer, Esq., at Kramer Levin
Naftalis & Frankel, LLP, represents the Official Committee of
Equity Security Holders.

W.R. Grace obtained confirmation of a plan co-proposed with the
Official Committee of Asbestos Personal Injury Claimants, the
Official Committee of Equity Security Holders, and the Asbestos
Future Claimants Representative.   The Chapter 11 plan is built
around an April 2008 settlement for all present and future
asbestos personal injury claims, and a subsequent settlement for
asbestos property damage claims.  Implementation of the Plan has
been held up by appeals in District Court from various parties,
including a group of prepetition bank lenders and the Official
Committee of Unsecured Creditors.

District Judge Ronald Buckwalter on Jan. 31, 2012, entered an
order affirming the bankruptcy court's confirmation of W.R. Grace
& Co. and its debtor affiliates' Plan of Reorganization.
Bankruptcy Judge Judith Fitzgerald had approved the Plan on
Jan. 31, 2011.

Bankruptcy Creditors' Service, Inc., publishes W.R. Grace
Bankruptcy News.  The newsletter tracks the Chapter 11 proceeding
undertaken by W.R. Grace, W.R. Grace Co. - Conn. and their
affiliates.  (http://bankrupt.com/newsstand/or 215/945-7000)


W.R. GRACE: FMR LLC Has 12.45% Equity Stake
-------------------------------------------
FMR LLC disclosed in a February 14, 2012, Schedule 13G/A filing
with the U.S. Securities and Exchange Commission that it is deemed
to beneficially own 9,194,298 shares of W.R. Grace & Co. common
stock.  The amount represents 12.454% of the 73,826,771 Grace
shares outstanding as of October 31, 2011.

Fidelity Management & Research Company, a wholly-owned subsidiary
of FMR and an investment adviser, is the beneficial owner of
9,155,093 shares or 12.401% of the Common Stock outstanding of
Grace.  Edward C. Johnson 3d and FMR, through its control of
Fidelity, and the funds each has sole power to dispose of the
9,155,093 shares owned by the Funds.

Members of the family of Mr. Johnson, Chairman of FMR, are the
predominant owners, directly or through trusts, of Series B voting
common shares of FMR, representing 49% of the voting power of FMR.
Neither FMR nor Mr. Johnson has the sole power to vote or direct
the voting of the shares owned directly by the Fidelity Funds,
which power resides with the Funds' Boards of Trustees.  Fidelity
carries out the voting of the shares under written guidelines
established by the Funds' Boards of Trustees.

Pyramis Global Advisors Trust Company, an indirect wholly-owned
subsidiary of FMR, is the beneficial owner of 39,205 shares or
0.053% of the outstanding Common Stock of Grace.  Mr. Johnson and
FMR, through its control of PGATC, each has sole dispositive power
over 39,205 shares and sole power to vote or to direct the voting
of 39,205 shares of Common Stock owned by the institutional
accounts managed by PGATC.

                    About W.R. Grace & Co.

Headquartered in Columbia, Maryland, W.R. Grace & Co. (NYSE:GRA) -
- http://www.grace.com/-- supplies catalysts and silica products,
especially construction chemicals and building materials, and
container products globally.

The company and its debtor-affiliates filed for chapter 11
protection on April 2, 2001 (Bankr. D. Del. Case No. 01-01139).
David M. Bernick, P.C., Esq., at Kirkland & Ellis, LLP, and Laura
Davis Jones, Esq., at Pachulski Stang Ziehl & Jones, LLP,
represent the Debtors in their restructuring efforts.  The Debtors
hired Blackstone Group, L.P., for financial advice.
PricewaterhouseCoopers LLP is the Debtors' accountant.

Stroock & Stroock & Lavan, LLP, and Duane Morris, LLP, represent
the Official Committee of Unsecured Creditors.  The Creditors
Committee tapped Capstone Corporate Recovery LLC for financial
advice.  David T. Austern, the legal representative of future
asbestos personal injury claimants, is represented by Orrick
Herrington & Sutcliffe LLP and Phillips Goldman & Spence, PA.
Elihu Inselbuch, Esq., at Caplin & Drysdale, Chartered, and Marla
R. Eskin, Esq., at Campbell & Levine, LLC, represent the Official
Committee of Asbestos Personal Injury Claimants.  The Asbestos
Committee of Property Damage Claimants tapped Scott Baena, Esq.,
and Jay M. Sakalo, Esq., at Bilzin Sumberg Baena Price & Axelrod,
LLP, to represent it.  Thomas Moers Mayer, Esq., at Kramer Levin
Naftalis & Frankel, LLP, represents the Official Committee of
Equity Security Holders.

W.R. Grace obtained confirmation of a plan co-proposed with the
Official Committee of Asbestos Personal Injury Claimants, the
Official Committee of Equity Security Holders, and the Asbestos
Future Claimants Representative.   The Chapter 11 plan is built
around an April 2008 settlement for all present and future
asbestos personal injury claims, and a subsequent settlement for
asbestos property damage claims.  Implementation of the Plan has
been held up by appeals in District Court from various parties,
including a group of prepetition bank lenders and the Official
Committee of Unsecured Creditors.

District Judge Ronald Buckwalter on Jan. 31, 2012, entered an
order affirming the bankruptcy court's confirmation of W.R. Grace
& Co. and its debtor affiliates' Plan of Reorganization.
Bankruptcy Judge Judith Fitzgerald had approved the Plan on
Jan. 31, 2011.

Bankruptcy Creditors' Service, Inc., publishes W.R. Grace
Bankruptcy News.  The newsletter tracks the Chapter 11 proceeding
undertaken by W.R. Grace, W.R. Grace Co. - Conn. and their
affiliates.  (http://bankrupt.com/newsstand/or 215/945-7000)


W.R. GRACE: Vanguard Group Has 5.1% Equity Stake
------------------------------------------------
The Vanguard Group, Inc., disclosed in a February 10, 2012
Schedule 13G filing with the U.S. Securities and Exchange
Commission that it is deemed to beneficially own 3,770,188 shares
of W.R. Grace & Co. common stock.  The amount represents 5.4% of
the 73,826,771 Grace shares outstanding as of October 31, 2011.

Vanguard Fiduciary Trust Company, a wholly-owned subsidiary of The
Vanguard Group, Inc., is the beneficial owner of 45,565 shares or
0.06% of the Common Stock outstanding of the Company as a result
of its serving as investment manager of collective trust accounts.
VFTC directs the voting of these shares.

                    About W.R. Grace & Co.

Headquartered in Columbia, Maryland, W.R. Grace & Co. (NYSE:GRA) -
- http://www.grace.com/-- supplies catalysts and silica products,
especially construction chemicals and building materials, and
container products globally.

The company and its debtor-affiliates filed for chapter 11
protection on April 2, 2001 (Bankr. D. Del. Case No. 01-01139).
David M. Bernick, P.C., Esq., at Kirkland & Ellis, LLP, and Laura
Davis Jones, Esq., at Pachulski Stang Ziehl & Jones, LLP,
represent the Debtors in their restructuring efforts.  The Debtors
hired Blackstone Group, L.P., for financial advice.
PricewaterhouseCoopers LLP is the Debtors' accountant.

Stroock & Stroock & Lavan, LLP, and Duane Morris, LLP, represent
the Official Committee of Unsecured Creditors.  The Creditors
Committee tapped Capstone Corporate Recovery LLC for financial
advice.  David T. Austern, the legal representative of future
asbestos personal injury claimants, is represented by Orrick
Herrington & Sutcliffe LLP and Phillips Goldman & Spence, PA.
Elihu Inselbuch, Esq., at Caplin & Drysdale, Chartered, and Marla
R. Eskin, Esq., at Campbell & Levine, LLC, represent the Official
Committee of Asbestos Personal Injury Claimants.  The Asbestos
Committee of Property Damage Claimants tapped Scott Baena, Esq.,
and Jay M. Sakalo, Esq., at Bilzin Sumberg Baena Price & Axelrod,
LLP, to represent it.  Thomas Moers Mayer, Esq., at Kramer Levin
Naftalis & Frankel, LLP, represents the Official Committee of
Equity Security Holders.

W.R. Grace obtained confirmation of a plan co-proposed with the
Official Committee of Asbestos Personal Injury Claimants, the
Official Committee of Equity Security Holders, and the Asbestos
Future Claimants Representative.   The Chapter 11 plan is built
around an April 2008 settlement for all present and future
asbestos personal injury claims, and a subsequent settlement for
asbestos property damage claims.  Implementation of the Plan has
been held up by appeals in District Court from various parties,
including a group of prepetition bank lenders and the Official
Committee of Unsecured Creditors.

District Judge Ronald Buckwalter on Jan. 31, 2012, entered an
order affirming the bankruptcy court's confirmation of W.R. Grace
& Co. and its debtor affiliates' Plan of Reorganization.
Bankruptcy Judge Judith Fitzgerald had approved the Plan on
Jan. 31, 2011.

Bankruptcy Creditors' Service, Inc., publishes W.R. Grace
Bankruptcy News.  The newsletter tracks the Chapter 11 proceeding
undertaken by W.R. Grace, W.R. Grace Co. - Conn. and their
affiliates.  (http://bankrupt.com/newsstand/or 215/945-7000)


ZOO ENTERTAINMENT: Socius Capital Discloses 9.9% Equity Stake
-------------------------------------------------------------
In an amended Schedule 13G filing with the U.S. Securities and
Exchange Commission, Socius Capital Group, LLC, and Terren S.
Peizer disclosed that, as of Dec. 31, 2011, they beneficially own
397,067 shares of common stock of Zoo Entertainment, Inc.,
representing 9.9% of the shares outstanding.  A full-text copy of
the filing is available for free at http://is.gd/38Y45z

                       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 April 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.


ZOO ENTERTAINMENT: Focus Capital Discloses 6.8% Equity Stake
------------------------------------------------------------
In an amended Schedule 13G filing with the U.S. Securities and
Exchange Commission, Focus Capital Partners, LLC, and Terren S.
Peizer disclosed that, as of Dec. 31, 2011, they beneficially own
543,060 shares of common stock of Zoo Entertainment, Inc.,
representing 6.8% of the shares outstanding.  A full-text copy of
the filing is available for free at http://is.gd/S5Zo8c

                      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 April 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.


* Upcoming Meetings, Conferences and Seminars
---------------------------------------------

April 3-5, 2012
  TURNAROUND MANAGEMENT ASSOCIATION
     TMA Spring Conference
        Grand Hyatt Atlanta, Atlanta, Ga.
           Contact: http://www.turnaround.org/

Apr. 19-22, 2012
  AMERICAN BANKRUPTCY INSTITUTE
     Annual Spring Meeting
        Gaylord National Resort & Convention Center,
        National Harbor, Md.
           Contact: 1-703-739-0800; http://www.abiworld.org/

July 14-17, 2012
  AMERICAN BANKRUPTCY INSTITUTE
     Southeast Bankruptcy Workshop
        The Ritz-Carlton Amelia Island, Amelia Island, Fla.
           Contact: 1-703-739-0800; http://www.abiworld.org/

Aug. 2-4, 2012
  AMERICAN BANKRUPTCY INSTITUTE
     Mid-Atlantic Bankruptcy Workshop
        Hyatt Regency Chesapeake Bay, Cambridge, Md.
           Contact: 1-703-739-0800; http://www.abiworld.org/

November 1-3, 2012
  TURNAROUND MANAGEMENT ASSOCIATION
     TMA Annual Convention
        Westin Copley Place, Boston, Mass.
           Contact: http://www.turnaround.org/

Nov. 29 - Dec. 2, 2012
  AMERICAN BANKRUPTCY INSTITUTE
     Winter Leadership Conference
        JW Marriott Starr Pass Resort & Spa, Tucson, Ariz.
           Contact: 1-703-739-0800; http://www.abiworld.org/

April 10-12, 2013
  TURNAROUND MANAGEMENT ASSOCIATION
     TMA Spring Conference
        JW Marriott Chicago, Chicago, Ill.
           Contact: http://www.turnaround.org/

October 3-5, 2013
  TURNAROUND MANAGEMENT ASSOCIATION
     TMA Annual Convention
        Marriott Wardman Park, Washington, D.C.
           Contact: http://www.turnaround.org/



                           *********

Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par.  Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable.  Those sources may not,
however, be complete or accurate.  The Monday Bond Pricing table
is compiled on the Friday prior to publication.  Prices reported
are not intended to reflect actual trades.  Prices for actual
trades are probably different.  Our objective is to share
information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy or
sell any security of any kind.  It is likely that some entity
affiliated with a TCR editor holds some position in the issuers"
public debt and equity securities about which we report.

Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets.  At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.
Don't be fooled.  Assets, for example, reported at historical cost
net of depreciation may understate the true value of a firm's
assets.  A company may establish reserves on its balance sheet for
liabilities that may never materialize.  The prices at which
equity securities trade in public market are determined by more
than a balance sheet solvency test.

A list of Meetings, Conferences and Seminars appears in each
Wednesday's edition of the TCR.  Submissions about insolvency-
related conferences are encouraged.  Send announcements to
conferences@bankrupt.com/

On Thursdays, the TCR delivers a list of recently filed
Chapter 11 cases involving less than $1,000,000 in assets and
liabilities delivered to nation's bankruptcy courts.  The list
includes links to freely downloadable images of these small-dollar
petitions in Acrobat PDF format.

Each Friday's edition of the TCR includes a review about a book of
interest to troubled company professionals.  All titles are
available at your local bookstore or through Amazon.com.  Go to
http://www.bankrupt.com/books/to order any title today.

Monthly Operating Reports are summarized in every Saturday edition
of the TCR.

The Sunday TCR delivers securitization rating news from the week
then-ending.

For copies of court documents filed in the District of Delaware,
please contact Vito at Parcels, Inc., at 302-658-9911.  For
bankruptcy documents filed in cases pending outside the District
of Delaware, contact Ken Troubh at Nationwide Research &
Consulting at 207/791-2852.

                           *********

S U B S C R I P T I O N   I N F O R M A T I O N

Troubled Company Reporter is a daily newsletter co-published
by Bankruptcy Creditors" Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Frederick, Maryland,
USA.  Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine
Tumanda, Howard C. Tolentino, Joseph Medel C. Martirez, Denise
Marie Varquez, Ronald C. Sy, Joel Anthony G. Lopez, Cecil R.
Villacampa, Sheryl Joy P. Olano, Carlo Fernandez, Christopher G.
Patalinghug, and Peter A. Chapman, Editors.

Copyright 2012.  All rights reserved.  ISSN: 1520-9474.

This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without prior
written permission of the publishers.  Information contained
herein is obtained from sources believed to be reliable, but is
not guaranteed.

The TCR subscription rate is $775 for 6 months delivered via e-
mail.  Additional e-mail subscriptions for members of the same
firm for the term of the initial subscription or balance thereof
are $25 each.  For subscription information, contact Christopher
Beard at 240/629-3300.


                  *** End of Transmission ***