TCR_Public/120303.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

             Saturday, March 3, 2012, Vol. 16, No. 62

                            Headlines

AMBASSADORS INT'L: Ends December with $253,000 Cash
BEACON POWER: Incurs $1.1 Million Net Loss in November 2011
FIRSTFED FINANCIAL: Ends January with $2.7 Million Cash
ICOP DIGITAL: Ends January with $141,774 Cash
MF GLOBAL: Files Monthly Operating Report for January

NEBRASKA BOOK: Files Updated December Monthly Operating Report
SHARPER IMAGE: TSIC Ends January with $2.02 Million Cash
THORNBURG MORTGAGE: Ends January with $101.7 Million Cash





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AMBASSADORS INT'L: Ends December with $253,000 Cash
---------------------------------------------------
Ambassadors International, Inc., et al., filed with the Bankruptcy
Court their monthly operating reports for the month ended Dec. 31,
2011.

The Debtors have no operations and recognized no revenue during
the month.

The Debtors' balance sheet at Dec. 31, 2011, showed $253,444 in
total assets, $32.95 million in total liabilities, and a
$32.70 million total stockholders' deficit.

The Debtors paid a total of $797,750 of professional fees during
the month.

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

                       http://is.gd/w3FkA0

                 About Ambassadors International

Headquarters in Seattle, Washington, Ambassadors International,
Inc. (NASDAQ: AMIE) -- http://www.ambassadors.com/-- operated
Windstar Cruises, a three-ship fleet of luxury yachts that explore
the hidden harbors and secluded coves of the world's most sought-
after destinations.  Carrying 148 to 312 guests, the luxurious
ships of Windstar cruise to nearly 50 nations, calling at 100
ports throughout Europe, the Caribbean and the Americas.

Ambassadors International Inc. and 11 affiliates sought Chapter 11
bankruptcy protection (Bankr. D. Del. Lead Case No. 11-11002) on
April 1, 2011.

Kristopher M. Hansen, Esq.; Sayan Bhattacharyya, Esq.; Marianne
Mortimer, Esq.; and Matthew G. Garofalo, Esq., at Stroock &
Stroock & Lavan LLP, serve as the Debtors' bankruptcy counsel.
Imperial Capital, LLC, is the Debtors' financial advisor.  Phase
Eleven Consultants, LLC, is the Debtors' claims and notice agent.
The Debtors tapped Bifferato Gentilotti LLC as Delaware counsel,
and Richards, Layton & Finger as bankruptcy co-counsel.

The Official Committee of Unsecured Creditors tapped Kelley Drye &
Warren LLP as its counsel, and Lowenstein Sandler PC as its
co-counsel.

Under a court-approved sale, Windstar's three luxury sailing
yachts has been sold to Anschutz Corp. for $35 million in cash.


BEACON POWER: Incurs $1.1 Million Net Loss in November 2011
-----------------------------------------------------------
Beacon Power Corporation, et al. disclosed a net loss of
$1.07 million on $260,107 of net revenue for the month ended
Nov. 30, 2011.  The Company incurred $73,771 of reorganization
expenses for the period.

The Company's balance sheet as of Nov. 30, 2011, showed
$29.47 million in total assets, $46.82 million in total
liabilities and a $17.35 million stockholders deficit.

A copy of the MOR is available for free at http://is.gd/IBJShC

                         About Beacon Power

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

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

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

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

Affiliates that simultaneously sought Chapter 11 protection are
Stephentown Holding LLC (Bankr. D. Del. Case No. 11-13451) and
Stephentown Regulation Services LLC (Bankr. D. Del. Case No.
11-13452).


FIRSTFED FINANCIAL: Ends January with $2.7 Million Cash
-------------------------------------------------------
FirstFed Financial Corp., on Feb. 16, 2012, filed its monthly
operating report with the Bankruptcy Court for the period from
January 1 through Jan. 31, 2012.

The Debtor reported a net loss of $50,609 on $0 of revenue for the
period.

The Debtor's balance sheet as of Jan. 31, 2012, showed $2.89
million in total assets, $159.62 million in total liabilities and
a $156.73 million total deficit.  The Company ended the period
with $2.77 million in unrestricted cash.

A copy of the monthly operating report, as restated, is available
for free at http://is.gd/jrXYBD

                      About FirstFed Financial

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

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

The Debtor's exclusive period to propose a plan expired in January
2011.

The Debtor has proposed a Plan of Liquidation, which proposes an
orderly liquidation of the Debtor's estate.

As previously reported by the TCR on Feb. 16, 2012, Holdco
Advisors L.P., submitted to the Bankruptcy Court a proposed Plan
of Reorganization and explanatory Disclosure Statement for
Firstfed Financial Corp.


ICOP DIGITAL: Ends January with $141,774 Cash
---------------------------------------------
ICOP Digital Inc., now known as Digital Systems, Inc., on Feb. 23,
2012, filed with the Bankruptcy Court its monthly operating report
for January 2012.

The Company reported a net loss of $9,475 on $0 of income for the
month.

The Company's balance sheet at Jan. 31, 2012, showed $318,736 in
total assets, $1.27 million in total liabilities and a $959,034
total deficit.

The Debtor's schedule of receipts and disbursements for the month
showed:

     Funds at Beginning of Period              $149,701
     Total Receipts                                  $0
     Total Funds Available for Operations      $149,701
     Total Disbursements                         $7,927
     Ending Balance                            $141,774

A full-text copy of the monthly operating report is available at:

                        http://is.gd/P3qGsr

                        About ICOP Digital

Founded in 2002, ICOP Digital Inc. sells surveillance equipment
for law enforcement agencies.  Lenexa, Kansas-based ICOP Digital
filed for Chapter 11 protection in Kansas City (Bankr. D. Kan.
Case No. 11-20140) on Jan. 21, 2011.  In its schedules, the Debtor
disclosed assets of $1.67 million and debt of $2.74 million.  The
balance sheet as of Sept. 30, 2010, had assets on the books for
$6.7 million and total debts of $4.3 million.  Joanne B. Stutz,
Esq., at Evans & Mullinix PA, in Shawnee, Kansas, serves as the
Debtor's bankruptcy counsel.

The Debtor has been renamed as of March 14, 2011, to Digital
Systems, Inc.

Digital Systems filed with the Court a Disclosure Statement
explaining its Plan of Liquidation on Feb. 14, 2012.


MF GLOBAL: Files Monthly Operating Report for January
-----------------------------------------------------

                     MF Global Holdings Ltd.
             Schedule of Receipts and Disbursements
              For the period January 1 to 31, 2012

Cash inflows:
Transfer in from MF Global Holdings USA Inc.         $337,039
Other cash                                             76,200
                                               ---------------
Total inflows                                          413,239

Cash outflows:
Payments made on behalf of MF Global
  Holdings USA Inc.                                    (88,340)

Transfer to MF Global Holdings USA Inc.              (636,799)

New Debtor Payroll                                     (7,782)

Other fees                                               (260)
                                               ---------------
Total cash out flows                                  (733,182)
                                               ---------------
Net Cash Flows                                       ($319,944)
                                               ===============

                   MF Global Holdings Ltd.
           Summary of Cash Collateral Borrowings
                and Unpaid Postpetition Debts
           For the period January 1 to 31, 2012

Available Cash Collateral
Available Cash Collateral Funds Provided by
JP Morgan Chase Bank, N.A. as of December 31, 2011  $21,329,479

January payroll and employee benefits                  (236,820)

Office and rent expenses                                (42,192)

Repayment of cash collateral under Cash Collateral Order      -
                                                ---------------
Available Cash Collateral funds provided by
JP Morgan Chase Bank, N.A.                           21,050,466
                                                ---------------
Total Cash Collateral Funds Used                      ($279,013)
                                                ===============

Unpaid postpetition trade payables                     $367,085
                                                ===============

The Debtors also disclosed that they paid a total of $50,481 in
postpetition taxes, composed of $40,248 employee taxes and
$10,232 employer taxes, for the month of January.

A full-text copy of the January 2012 MOR is available for free
at http://bankrupt.com/misc/MFGlobal_Jan2012MOR.pdf

                         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)


NEBRASKA BOOK: Files Updated December Monthly Operating Report
--------------------------------------------------------------
NBC Acquisition Corp. and its affiliates, on Feb. 17, 2012, filed
their updated monthly operating report for the period from Dec. 1,
2011, to Dec. 31, 2011, with the Bankruptcy Court.  The original
monthly operating report was filed with the Court on Jan. 31,
2012.  The Updated Monthly Operating Report includes revised
unaudited financial information for income taxes and certain
balance sheet reclassifications.

The Debtors disclosed a consolidated net loss of $134.06 million
on $382.24 million of revenue for the nine months ended Dec. 31,
2011, compared with a consolidated net loss of $133.4 million on
$382.2 million of revenues as originally reported.

The Debtors' balance sheet as of Dec. 31, 2011, showed $517.80
million in total assets, $691.22 million in total liabilities,
$14.07 million in Series A redeemable preferred stock, and a
$187.50 million total stockholders' deficit.  The Debtors
previously reported $519.6 million in total assets, $692.4 million
in total liabilities, $14.1 million in Series A redeemable
preferred stock, and a stockholders' deficit of $186.9 million.

A full-text copy of the MOR, as amended, is available for free at:

                        http://is.gd/gIyYKy

                        About Nebraska Book

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

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

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

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

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


SHARPER IMAGE: TSIC Ends January with $2.02 Million Cash
--------------------------------------------------------
TSIC, Inc., formerly known as The Sharper Image Corporation,
filed with the Bankruptcy Court, on Feb. 16, 2012, its monthly
operating report for January 2012.

The Debtor reported a net loss of $71,841 on $0 of revenue for the
month ended Jan. 31, 2012.

The Debtor's balance sheet as of Jan. 31, 2012, showed
$2.88 million in total assets, $95.44 million in total liabilities
and a $92.56 stockholders' deficit.

The Debtor ended the month with $2.02 million cash.

A copy of the monthly operating report is available for free at:

                        http://is.gd/bnTwne

                        About Sharper Image

Headquartered in San Francisco, California, Sharper Image Corp. --
http://www.sharperimage.com/-- was a multi-channel specialty
retailer.  It operated in three principal selling channels: the
Sharper Image specialty stores throughout the U.S., the Sharper
Image catalog and the Internet.  The Company has operations in
Australia, Brazil and Mexico.  In addition, through its Brand
Licensing Division, it was also licensing the Sharper Image brand
to select third parties to allow them to sell Sharper Image
branded products in other channels of distribution.

The Company filed for Chapter 11 protection on Feb. 19, 2008
(Bankr. D. Del. Case No. 08-10322).  Judge Kevin Gross presides
over the case.  Harvey R. Miller, Esq., Lori R. Fife, Esq., and
Christopher J. Marcus, Esq., at Weil, Gotshal & Manges, LLP,
serve as the Company's lead counsel.  Steven K. Kortanek, Esq.,
and John H. Strock, Esq., at Womble, Carlyle, Sandridge & Rice,
P.L.L.C., serve as the Company's local Delaware counsel.

An official committee of unsecured creditors was appointed in the
case.  Cooley Godward Kronish LLP is the Committee's lead
bankruptcy counsel.  Whiteford Taylor Preston LLC is the
Committee's Delaware counsel.

When the Debtor filed for bankruptcy, it disclosed total assets of
$251,500,000 and total debts of $199,000,000.  As of June 30,
2008, the Debtor disclosed $52,962,174 in total assets and
$39,302,455 in total debts.

Sharper Image changed its name to "TSIC, Inc." following the going
out of business sales of its assets by a group consisting of
Gordon Brothers Retail Partners, LLC, GB Brands, LLC, Hilco
Merchant Resources, LLC, and Hilco Consumer Capital, LLC.


THORNBURG MORTGAGE: Ends January with $101.7 Million Cash
---------------------------------------------------------
TMST, Inc. f/k/a Thornburg Mortgage, Inc., et al, filed with the
Bankruptcy Court its operating report for the month of January
2012.

The Debtor reported a net loss of $572,239 on $1,571 of net
operating revenue for the month ended Jan. 31, 2012.

The Company's balance sheet at Jan. 31, 2012, showed
$103.29 million in total assets, $3.43 billion in total
liabilities and a $3.32 billion total stockholders' deficit.

The Debtor had $101.74 million in cash at the end of January.

A copy of the monthly operating report is available at:

                      http://is.gd/jxZPDY

                   About Thornburg Mortgage

Based in Santa Fe, New Mexico, Thornburg Mortgage Inc.
(NYSE: TMA) -- http://www.thornburgmortgage.com/-- was a single-
family residential mortgage lender focused principally on prime
and super-prime borrowers seeking jumbo and super-jumbo adjustable
rate mortgages.  It originated, acquired, and retained investments
in adjustable and variable rate mortgage assets.  Its ARM assets
comprised of purchased ARM assets and ARM loans, including
traditional ARM assets and hybrid ARM assets.

Thornburg Mortgage and its four affiliates filed for Chapter 11
bankruptcy (Bankr. D. Md. Lead Case No. 09-17787) on May 1, 2009.
Thornburg changed its name to TMST, Inc.

Judge Duncan W. Keir is handling the case.  David E. Rice, Esq.,
at Venable LLP, in Baltimore, Maryland, served as counsel to
Thornburg Mortgage.  Orrick, Herrington & Sutcliffe LLP served as
special counsel.  Jim Murray, and David Hilty, at Houlihan Lokey
Howard & Zukin Capital, Inc., served as investment banker and
financial advisor.  Protiviti Inc. served as financial advisory
services.  KPMG LLP served as the tax consultant.  Epiq Systems,
Inc., serves claims and noticing agent.  Thornburg disclosed total
assets of $24.4 billion and total debts of $24.7 billion, as of
Jan. 31, 2009.

On Oct. 28, 2009, the Court approved the appointment of Joel I.
Sher as the Chapter 11 Trustee for the Company, TMST Acquisition
Subsidiary, Inc., TMST Home Loans, Inc., and TMST Hedging
Strategies, Inc.  He is represented by Shapiro Sher Guinot &
Sandler.


                          *********

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 Peter Chapman
at 240/629-3300.

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