TCR_Public/120308.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

             Thursday, March 8, 2012, Vol. 16, No. 67

                            Headlines

140 35TH STREET: Case Summary & 6 Largest Unsecured Creditors
1909 LTD: Voluntary Chapter 11 Case Summary
2601 GARRISON: Case Summary & 2 Largest Unsecured Creditors
39610 ENTREPRENEUR: Case Summary & 7 Largest Unsecured Creditors
4TH STREET: Case Summary & 16 Largest Unsecured Creditors

ADVANCED TELECOM: Has No Interest in Allen's Offshore Trusts
ALEXANDER SRP: Case Summary & 20 Largest Unsecured Creditors
ALL AMERICAN SEMICONDUCTOR: Ends DRAM Price-Fixing Suit
ALLENTOWN RACQUETBALL: Voluntary Chapter 11 Case Summary
ALPER T. KARAALI: Petroleum Wholesale Wins Relief From Stay

AMERICAN VISUAL: Business Sold for $425,000
AMERICAN ENERGY: Sues Former Unit & Sells Shares to Raise Funds
AMERENENERGY GENERATING: Cut by S&P to 'BB-'; On Watch Negative
ANDERSON SEED: Regulators Seek Court Nod for Takeover
APEX KATY PHYSICIANS: Files for Chapter 11 in Houston

APEX KATY PHYSICIANS: Voluntary Chapter 11 Case Summary
AS SEEN ON TV: Amendment No. 5 to 10MM Shares Offering Prospectus
ASSET RESOLUTION: 9th Circ. Dismisses Appeal on $900K Sanctions
BENNETT COUNTY HOSPITAL: Working on Deal as Insolvency Looms
BEVERLY HILLS: Case Summary & 20 Largest Unsecured Creditors

BILL BARRETT: S&P Affirms 'BB-' Rating on $400-Mil. Senior Debt
BIMA II: Case Summary & 20 Largest Unsecured Creditors
BIOZONE PHARMACEUTICALS: Sells $2.3 Million Notes
BOMBARDIER INC: Fitch Assigns 'BB+' Rating to Sr. Unsec. Notes
BOOMERANG SYSTEMS: Amends Form S-1 Registration Statement

BRIDGE RESOURCES: Has Financial Reorganization Plan
BROADSIGN INT'L: Meeting to Form Creditors' Panel on March 14
BUILDERS FIRSTSOURCE: R. Frank Resigns; VP Controller Also Out
BULK PETROLEUM: Court Rules on Bank's Bid to Consolidate Appeals
CAESARS ENTERTAINMENT: Assumes All Obligations of Caesars Escrow

CALIFORNIA MUNICIPAL: Fitch Affirms BB+ Rating on Revenue Bonds
CAMINO REAL TRUST: Case Summary & 4 Largest Unsecured Creditors
CAPMARK FINANCIAL: Goldman Fails to Move $147MM Suit to Delaware
CARDEN WEST: Said to Close School; Stratford to Take Over Premises
CATALYST PAPER: Given Final Protection in Chapter 15

CATALYST PAPER: To Pay Additional C$1.1MM Under Pension Plans
CELL THERAPEUTICS: Has $5.1 Million Net Loss in January
CENTURYLINK INC: S&P Assigns 'BB' Rating to $1.25-Bil. Sr. Notes
CHELSEA SPRINGS: Case Summary & 3 Largest Unsecured Creditors
CHRISTINE PERSAUD: Chapter 7 Trustee May Hire Troutman as Counsel

CHRYSLER LLC: Bailout Was Only Way to Save Firm, Ret. Judge Says
CLIFFS CLUB: Court to Tap Loan as it Works Toward Sale
COLBRAN LLC: Voluntary Chapter 11 Case Summary
COLUMBIA LABORATORIES: Has Nasdaq Price Non-Compliance Notice
CONTINENTAL RESOURCES: S&P Rates $650MM Sr. Unsec. Notes at BB+

COPPER TIRE: S&P Revises Outlook on 'BB-' Rating to Stable
CRAFTIQUE FURNITURE: Plans to Wind Down Operations in May
CRESCENT RESOURCES: Trust Can't Bypass District Court in Appeal
CROWN MEDIA: Reports $249 Million Net Income in 2011
CUBIC ENERGY: NYSE Amex OKs Listing Compliance Plan

CYBERDEFENDER CORP: Guthy-Renker Discloses 39.1% Equity Stake
DANA HOLDING: S&P Raises Corporate Credit Rating to 'BB'
DELTA PETROLEUM: Wants Plan Exclusivity Extended to June 12
DESERT GARDENS: Project Files Plan to Stop Foreclosure
DEX ONE: Incurs $518.9 Million Net Loss in Full Year 2011

DJO GLOBAL: S&P Affirms 'B' Corporate Credit Rating
DOGWOOD ACRES: Case Summary & 6 Largest Unsecured Creditors
EAST COAST: Voluntary Chapter 11 Case Summary
EASTERN NAZARENE: S&P Affirms 'BB+' Rating on Revenue Bonds
EASTMAN KODAK: Asks Court Nod to Probe Apple Patent Claims

EASTMAN KODAK: Proposes Sutterfly-Led Auction of Online Photo Biz
EASTMAN KODAK: Proposes to Terminate Retiree Medical Benefits
EASTMAN KODAK: Has $764 Million Net Loss in 2011
EASTMAN KODAK: Starts Contract Rejections to Cut Costs
ELITE PHARMACEUTICALS: Socius to Sell 71.1 Million Common Shares

EMISPHERE TECHNOLOGIES: Appoints McInerney & Plotsker to Board
EMPIRE RESORTS: L. Cappelli Reports 5.6% Equity Stake
EMPIRE WINERIES: Voluntary Chapter 11 Case Summary
EPAZZ INC: Restates Financials to Reflect Intellisys Deal
FIDELITY NATIONAL: S&P Raises Corporate Credit Rating to 'BB+'

GARLOCK SEALING: Ordered to Give Financials to Asbestos Claimants
GIORDANO'S ENTERPRISES: Trustee Says Owners Hid $5M From Creditors
GIORDANO'S ENTERPRISES: Names Two New Managers for Business
GLOBAL AVIATION: U.S. Trustee Objects to Rothschild Hiring
GLOBAL ENTERPRISES: Judge Dodd Dismisses Chapter 11 Case

GMX RESOURCES: Incurs $76.9 Million Net Loss in Fourth Quarter
GOB WP: Case Summary & 5 Largest Unsecured Creditors
GREENWOOD MIDDLE: To Close Middle School Next School Year
GRUBB & ELLIS: Can't Agree With Creditors on BGC Asset Sale
HALO WIRELESS: Bankruptcy Court Sends BellSouth Dispute to NCUC

HARDAGE HOTELS: Files for Ch. 11 Due to OneWest Dispute
HARDAGE HOTELS: Case Summary & 20 Largest Unsecured Creditors
HARRISBURG, PA: State Judge Backs Receiver's Plan Implementation
HD SUPPLY: Incurs $173 Million Net Loss in Jan. 29 Quarter
HERCULES, CA: To Avoid Bankruptcy, City Manager Says

HERCULES OFFSHORE: Incurs $76.1 Million Net Loss in 2011
HERCULES OFFSHORE: Board OKs Pay Raise for Executive Officers
HORIZON LINES: Common Stock Delisted from NYSE
INTERNATIONAL MEDIA: Fortress-Corp. Led Auction on March 22
IRINA CHATKHAN: $171K in Counsel Fees Denied

IRVINE SENSORS: Changes Trading Symbol to "ISCI"
JAMES RIVER: Incurs $39.1 Million Net Loss in 2011
JETSTAR PARTNERS: Case Summary & 7 Largest Unsecured Creditors
KEY ENERGY: S&P Affirms 'BB-' Rating on Senior Unsecured Notes
LAINHART AND POTTERS: Property to Be Auctioned April 5

LALOND GROUP: Case Summary & Largest Unsecured Creditor
LITTLE MOUNTAIN: Case Summary & 20 Largest Unsecured Creditors
LOCATION BASED TECHNOLOGIES: Receives Mexico NYCE Approval
LSP ENERGY: Has Approval to Use Cash Collateral, DIP Loans
MARKETING WORLDWIDE: Settles with Ronald Kletter for 25MM Shares

MF GLOBAL: SIPA Trustee Files Interim Report on Claims Processing
MF GLOBAL: Federal Prosecutors Weigh Evidence on Collapse
MF GLOBAL: Customers & Investors Hold Status Conference
MF GLOBAL: SIPA Trustee Seeks Dismissal of Employee Suit
MF GLOBAL: Claims Among 'Better Trades,' CRT Says

MOMENTIVE PERFORMANCE: Incurs $140 Million Net Loss in 2011
MOMENTIVE SPECIALTY: Proposes to Extend Maturities of Loans
MOMENTIVE SPECIALTY: Reports $118 Million Net Income in 2011
MOMENTIVE SPECIALTY: S&P Affirms 'B-' Corporate Credit Rating
MOUNTAIN PROVINCE: Provides Update on Gahcho Kue Diamond Project

NET ELEMENT: Extends 1450 South Miami Lease for One Year
NEW CENTURY: Case Summary & 20 Largest Unsecured Creditors
NEW YORK INSTITUTE: Case Summary & 17 Largest Unsecured Creditors
NGTECH LLC: Voluntary Chapter 11 Case Summary
NORTH AMERICAN ENERGY: S&P Cuts Corporate Credit Rating to 'B-'

NORTHSTAR AEROSPACE: Forbearance Agreement Extended to March 23
NORTHWEST PEDIATRIC: Case Summary & 22 Largest Unsecured Creditors
O.K. VENTURES: Case Summary & 9 Largest Unsecured Creditors
OFFICE 2020: Voluntary Chapter 11 Case Summary
OMEGA HEALTHCARE: S&P Assigns Rating to Sr. Unsec. Note Offering

PEMCO WORLD: Case Summary & 30 Largest Unsecured Creditors
PINNACLE ENTERTAINMENT: S&P Raises Corp. Credit Rating to 'BB-'
PORT ADVENTURE: Case Summary & 5 Largest Unsecured Creditors
QWEST COMMUNICATIONS: Reports $19 Million Net Income in 2011
RAAG INC: Case Summary & 7 Largest Unsecured Creditors

RANDALL'S STEEL: Case Summary & 20 Largest Unsecured Creditors
REJUVA MED: Case Summary & 20 Largest Unsecured Creditors
ROSCOE, LLC: Files for Chapter 11 Bankruptcy Protection
ROSCOE, LLC: Case Summary & 20 Largest Unsecured Creditors
RYAN INT'L: Military Flights Provider Files for Chapter 11

RYAN INT'L: Case Summary & 30 Largest Unsecured Creditors
SBD AIRPORT: Case Summary & 7 Largest Unsecured Creditors
SCHARTNER FLORISTS: Case Summary & 2 Largest Unsecured Creditors
SCHARTNER PROPERTIES: Case Summary & 2 Largest Unsecured Creditors
SEARS HOLDINGS: Receives Blackout Period Notice on Savings Plans

SEYEH PROPERTIES: Case Summary & 2 Largest Unsecured Creditors
SHRIJI LLC: Case Summary & 11 Largest Unsecured Creditors
SHOWALTER GRADING: Case Summary & 10 Largest Unsecured Creditors
SIDECREEK DEVELOPMENT: Case Summary & Creditors List
SMOKEY POINT: Voluntary Chapter 11 Case Summary

SOLYNDRA LLC: DIP Loan Termination Date Extended Until June 2
SOLYNDRA LLC: Court OKs Deal Resolving Sale Proceeds Segregation
SOLYNDRA LLC: Wells Fargo Obtains Stay Relief
SOLYNDRA LLC: Court Denies WARN Claimants' Request for Discovery
SROKA FAMILY: Voluntary Chapter 11 Case Summary

STRATEGIC LABOR: U.S. Trustee Wins Chapter 7 Conversion
SUPERMEDIA INC: Repays $59.6 Million of Term Loans
TIMOTHY BLIXSETH: Barton Cited in Dismissal of Suit v. Ex-Counsel
TMG CANTON: Bankruptcy Triggers Guaranty Obligation
TOUSA INC: Creditors Partially Settle for $19.5 Million

TRANSPORTADORA DE GAS: Fitch to Rate $750 Million Debt at 'BB+'
TUBE CITY: S&P Affirms 'BB-' Corp. Credit Rating; Outlook Stable
UNITED SURGICAL: S&P Affirms 'B' Corporate Credit Rating
VANILLA WOODWARD: Voluntary Chapter 11 Case Summary
VERENIUM CORP: To Repurchase 2027 Notes; Reveals Buyout Offer

WILLIAMS COMPANY: Case Summary & 20 Largest Unsecured Creditors
WARRIOR CREEK: Case Summary & 9 Largest Unsecured Creditors
WAVE2WAVE COMMS: Verizon's $3.2 Million Demand Cues Bankruptcy
WYNN RESORTS: S&P Assigns Rating to First Mortgage Notes

* Fifth Circuit Avoids Magistrate Ruling Following Stern
* Debt Not Discharged for Co-Conspirator in Fraud
* Cancer Diagnosis Claim After Bankruptcy Not Estate Asset

* Recent Small-Dollar & Individual Chapter 11 Filings




                            *********

140 35TH STREET: Case Summary & 6 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: 140 35th Street
        134 Broadway
        Suite 68
        Brooklyn, NY 11211

Bankruptcy Case No.: 12-15294

Chapter 11 Petition Date: March 1, 2012

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

Judge: Donald H. Steckroth

Debtor's Counsel: John P. Di Iorio, Esq.
                  SHAPIRO CROLAND REISER APFEL & DI IORIO
                  Continental Plaza II, 6th Floor
                  411 Hackensack Avenue
                  Hackensack, NJ 07601-6328
                  Tel: (201) 488-3900
                  Fax: (201) 488-9481
                  E-mail: jdiiorio@shapiro-croland.com

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

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

A list of the Company's six largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/njb12-15294.pdf

The petition was signed by Sammy Brief, partner.


1909 LTD: Voluntary Chapter 11 Case Summary
-------------------------------------------
Debtor: 1909 LTD
          dba Hotel Indigo at the Alamo
        23 Champions Run
        San Antonio, TX 78258

Bankruptcy Case No.: 12-50727

Chapter 11 Petition Date: March 5, 2012

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

Judge: Leif M. Clark

Debtor's Counsel: J. Todd Malaise, Esq.
                  909 NE Loop 410, Suite 300
                  San Antonio, TX 78209
                  Tel: (210) 732-6699
                  Fax: (210) 732-5826
                  E-mail: notices@malaiselawfirm.com

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

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

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

The petition was signed by Ashish Patel of 1909 Management LLC,
general partner.

Affiliates that simultaneously filed Chapter 11 petitions:

        Debtor                        Case No.
        ------                        --------
Virpur, LLC                           12-50728
  Assets: $1 million to $10 million
  Debts: $1 million to $10 million
Lord Krishna Management LTD           12-50729
Visa Hotel, LLC                       12-50736
  Assets: $1 million to $10 million
  Debts: $1 million to $10 million


2601 GARRISON: Case Summary & 2 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: 2601 Garrison, LLC
        2601 Garrison Boulevard
        Baltimore, MD 21216

Bankruptcy Case No.: 12-13570

Chapter 11 Petition Date: February 29, 2012

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

Judge: David E. Rice

Debtor's Counsel: James C. Olson, Esq.
                  10451 Mill Run Circle
                  Suite 400
                  Owings Mills, MD 21117
                  Tel: (410) 356-8852
                  Fax: (410) 356-8804
                  E-mail: jcolson@msn.com

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

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

A list of the Company's two largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/mdb12-13570.pdf

The petition was signed by Antonio Almenara, member BMD
Investments LLC, member.


39610 ENTREPRENEUR: Case Summary & 7 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: 39610 Entrepreneur Lane LLC
        39610 Entrepreneur Lane
        Palm Desert, CA 92211

Bankruptcy Case No.: 12-15607

Chapter 11 Petition Date: March 5, 2012

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

Debtor's Counsel: Kent Salveson, Esq.
                  28391 Avenida La Mancha
                  San Juan Capistrano, CA 92675
                  Tel: (949) 291-7393
                  Fax: (949) 248-1199
                  E-mail: kent@eexcel.com

Scheduled Assets: $957,000

Scheduled Liabilities: $2,376,449

The Company's list of its seven largest unsecured creditors filed
with the petition is available for free at:
http://bankrupt.com/misc/cacb12-15607.pdf

The petition was signed by Tami Monica, managing member.


4TH STREET: Case Summary & 16 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: 4th Street East Investors, Inc.
          dba EZ Secure Storage
        42618 4th Street East
        Lancaster, CA 93535

Bankruptcy Case No.: 12-17951

Chapter 11 Petition Date: March 5, 2012

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

Judge: Neil W. Bason

Debtor's Counsel: Craig G. Margulies, Esq.
                  THE MARGULIES LAW FIRM, APLC
                  16030 Ventura Boulevard, Suite 470
                  Encino, CA 91436
                  Tel: (818) 705-2777
                  Fax: (818) 705-3777
                  E-mail: cmargulies@margulies-law.com

Scheduled Assets: $1,023,570

Scheduled Liabilities: $1,466,165

The Company's list of its 16 largest unsecured creditors filed
with the petition is available for free at:
http://bankrupt.com/misc/cacb12-17951.pdf

The petition was signed by Kim Holmes, president.


ADVANCED TELECOM: Has No Interest in Allen's Offshore Trusts
------------------------------------------------------------
Bankruptcy Judge Gloria M. Burns ruled that funds held in two
offshore trusts in the Cook Islands, namely the Shingle Oak Family
Trust and the Southern Breeze Trust, if any, are not property of
Advanced Telecommunications Network Inc.'s estate.  The Property
is property of Daniel W. Allen, Sr.'s estate, to the extent that
he has an interest therein, and is not subject to a constructive
trust in favor of ATN, as ATN has not shown that the Debtor has
been unjustly enriched as a result of a wrongful act.  Judge Burns
denied ATN's request for relief from the automatic stay in Mr.
Allen's Chapter 7 bankruptcy case.

A copy of Judge Burns' March 2, 2012 Memorandum Opinion is
available at http://is.gd/u9G3Rofrom Leagle.com.

Daniel Allen, together with Gary Carpenter, co-founded Advanced
Telecommunications Network, Inc., in 1989.  ATN is generally known
as a "long distance re-seller" in its industry.  ATN purchased
long distance telephone service in bulk from larger carriers and
then resold the services to customers, both commercial and
residential.

ATN filed for Chapter 11 bankruptcy (Bankr. M.D. Fla. 03-_____) on
Jan. 10, 2003.  ATN confirmed a plan of reorganization and
retained control of its assets and continued operations.

Mr. Allen filed a Chapter 7 bankruptcy petition (Bankr. D. N.J.
Case No. 11-37671) on Sept. 22, 2011.


ALEXANDER SRP: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Alexander SRP Apartments, LLC
          dba Odyssey Lake Apartments
        2299 Perimeter Park Drive, Suite 150
        Atlanta, GA 30341

Bankruptcy Case No.: 12-20272

Chapter 11 Petition Date: March 5, 2012

Court: U.S. Bankruptcy Court
       Southern District of Georgia (Brunswick)

Debtor's Counsel: Robert M. Cunningham, Esq.
                  HUNTER, MACLEAN, EXLEY & DUNN, PC
                  Bank of America Plaza
                  777 Gloucester Street, Suite 305
                  Brunswick, GA 31520
                  Tel: (912) 262-5996
                  Fax: (912) 279-0586
                  E-mail: rcunningham@huntermaclean.com

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

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

The petition was signed by Andrew C. Alexander, manager.

Debtor's List of Its 20 Largest Unsecured Creditors:

        Entity                     Nature of Claim    Claim Amount
        ------                     ---------------    ------------
KBKG                               --                      $19,058
790 East Colorado Boulevard
Pasadena, CA 91101

MacFarlane Ferguson & McMullen     --                      $12,831
One Tampa Center, Suite 2000
P.O. Box 1531
Tampa, FL 33602

McClure & Kornheiser, LLC          --                       $7,970
6400 Powers Ferry Road, Suite 150
Atlanta, GA 30339

Brunswick-Glynn Co. Jt Water Sewer --                       $6,649

First Advantage Saferent           --                       $6,534

Jackson Survey                     --                       $6,000

First Insurance Funding            --                       $5,257

United Consulting                  --                       $5,200

Elite Flooring & Design, Inc.      --                       $5,070

J. Heirs Company, Inc.             --                       $5,000

Fireshield Sprinkler System, LLC   --                       $4,177

Los Painters, Inc.                 --                       $3,895

Georgia Power                      --                       $2,891

Peninsula Remodeling, LLC          --                       $2,886

Golden Isles Landscape &           --                       $2,130
Irrigation, LLC

Apartment Finder                   --                       $1,973

Arch Maintenance Services, LLC     --                       $1,868

Korb Engineering Co.               --                       $1,785

Aoneca A1 Carpet Cleaning          --                       $1,575

Southland Waste Systems            --                       $1,006


ALL AMERICAN SEMICONDUCTOR: Ends DRAM Price-Fixing Suit
-------------------------------------------------------
Django Gold at Bankruptcy Law360 reports that All American
Semiconductor Inc. on Tuesday wrapped up its suit alleging price
manipulation in the dynamic random access memory market, reaching
a dismissal agreement with the last remaining defendant in the
suit and ending the bankrupt company's antitrust suit.

If approved, a stipulation for dismissal filed by All American and
defendant Nanya Technology Corp. in California federal court will
end the electronic component maker's five-year-long suit accusing
Nanya and other DRAM suppliers of working together to corner the
memory chip market, Law360 says.

                 About All American Semiconductor

Based in Miami, Florida, All American Semiconductor Inc. (Pink
Sheets: SEMI.PK) -- http://www.allamerican.com/-- distributed
electronic components manufactured by other firms.  In total, the
company offered approximately 40,000 products produced by
approximately 60 manufacturers.  The company had 36 strategic
locations throughout North America and Mexico, as well as
operations in China and Western Europe.

The Company and its debtor-affiliates filed for Chapter 11
protection (Bankr. S.D. Fla. Lead Case No. 07-12963) on April 25,
2007.  Jason Z. Jones, Esq., Mindy A. Mora, Esq., at Bilzin
Sumberg; and Tina M. Talarchyk, Esq., at Squire Sanders, served as
counsel to the Debtors.  Adrian C. Delancy, Esq., Jerry M.
Markowitz, Esq., Rachel Lopate Rubio, Esq., Rilyn A. Carnahan,
Esq., Ross R. Hartog, Esq., at Markowitz, Davis, Ringel & Trusty;
and Stanley F. Orszula, Esq., at Loeb & Loeb, represented the
Official Committee of Unsecured Creditors.  As of June 30, 2007,
the company posted total assets of $4.07 million and liabilities
of $18.3 million.

The Bankruptcy Court confirmed on April 8, 2009, the Third Amended
Plan of Liquidation proposed by the official committee of
unsecured creditors appointed in the bankruptcy cases of All
American Semiconductor.  The Plan contemplated the liquidation of
all assets of the consolidated estate for the benefit of the
holders of allowed claims and allowed interests.


ALLENTOWN RACQUETBALL: Voluntary Chapter 11 Case Summary
--------------------------------------------------------
Debtor: Allentown Racquetball & Health Club, Inc.
          dba Allentown Racquetball Club
              ARC
              24/7 Fitness
              24/7 Fitness Clubs
        601 Union Street
        Allentown, PA 18101

Bankruptcy Case No.: 12-12132

Chapter 11 Petition Date: March 5, 2012

Court: U.S. Bankruptcy Court
       Eastern District of Pennsylvania (Reading)

Judge: Richard E. Fehling

Debtor's Counsel: David B. Schwartz, Esq.
                  352 Fifth Street, Suite C
                  Whitehall, PA 18052
                  Tel: (610)434-2023
                  E-mail: david@dbsesq.com

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

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

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

The petition was signed by John F. Brinson, president.

Affiliates that simultaneously filed Chapter 11 petitions:

        Debtor                                  Case No.
        ------                                  --------
Bethlehem Racquetball Club Incorporated         12-12133
  Assets: $1 million to $10 million
  Debts: $1 million to $10 million
Racquetball Centers, Inc.                       12-12134
Trexlertown Fitness Club, LLC                   12-12136
  Assets: up to $1 million
  Debts: $1 million to $10 million
Racquetball Centers, LP                         12-12137
  Assets: $1 million to $10 million
  Debts: $1 million to $10 million


ALPER T. KARAALI: Petroleum Wholesale Wins Relief From Stay
-----------------------------------------------------------
Bankruptcy Judge Letitia Z. Paul granted the request of Petroleum
Wholesale LP and Sun Development LP for relief from the automatic
stay in the bankruptcy case of Alper T. Karaali, pursuant to a
March 5, 2012 Memorandum Opinion available at http://is.gd/byRwV9
from Leagle.com.

Alper T. Karaali filed for Chapter 11 bankruptcy (Bankr. S.D. Tex.
Case No. 12-31228) on Feb. 14, 2012.  Mr. Karaali was the
president and sole director of Tien Shan, Inc., which owned a
gasoline station and convenience store in Houston, Texas.

Petroleum Wholesale in August 2011 gave notice to Tien Shan of a
foreclosure of the Station, to take place on Sept. 6, 2011.  Tien
Shan filed a voluntary Chapter 11 petition (Bankr. S.D. Tex. Case
No. 11-37546) on Sept. 2, 2011.  Tien Shan filed a plan of
reorganization which called for the plan to be funded by a loan
from American First National Bank, conditioned on termination of
the FMLA.  On Jan. 12, 2012, the Court granted Petroleum
Wholesale's motion for relief from stay in the Tien Shan case.
Petroleum Wholesale posted the property for foreclosure in
February 2012, but agreed to postpone the sale to March 2012.


AMERICAN VISUAL: Business Sold for $425,000
------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that American Visual Display Products Inc., a manufacturer
of marker and bulletin boards, held an auction and was authorized
by the bankruptcy judge in Montgomery, Alabama, to sell the
business for $425,000.

American Visual filed a Chapter 11 petition (Bankr. M.D. Ala. Case
No. 12-30312) on Feb. 8, 2012.  Von G. Memory, Esq., at Memory &
Day, serves as counsel to the Debtor.  The company, based in
Wetumpka, Alabama, said cash flow has been inadequate to support
the business.  The Debtor disclosed assets of $1.56 million and
debt totaling $2.44 million as of the Chapter 11 filing.


AMERICAN ENERGY: Sues Former Unit & Sells Shares to Raise Funds
---------------------------------------------------------------
The American Energy Group, Ltd., disclosed in a Form 10-K/A report
for the fiscal year ended June 30, 2011, filed with the Securities
and Exchange Commission that the Company initiated in December
2011 legal proceedings against Hycarbex-American Energy, Inc., a
former subsidiary, and others in the High Court of Islamabad,
Pakistan, to enforce revenue payment obligations.

AEG also disclosed that in November 2011 and February 2012, it
sold to private investors 1,500,000 shares of Common Stock in
November 2011 for $150,000 and 666,667 shares of Common Stock in
February 2012 for $100,000, to provide working capital to the
Company.  AEG anticipates making future sales as needed for
working capital requirements should the pending litigation not
result in the near term resumption of production revenue payments
to the Company.  AEG said its monthly operating cash needs are
roughly $50,000 to $55,000 per month.

In its annual report for the year ended June 30, 2011, Morrill &
Associates in Bountiful, Utah, its outside auditor, said there is
substantial doubt about AEG's ability to continue as a going
concern in view of the Company's recurring losses and zero
revenues.

A copy of the Company's Form 10-K/A report is available at:

                        http://is.gd/vl36WP

AEG has been in the red for the past five years: It reported a net
loss of $991,784 for the year ended June 30, 2011; $942,792 in
2010; $893,196 in 2009; $932,853 in 2008; and $1,428,916 in 2007.

The Company restated its 2010 financial reports after management
discovered errors resulting in the understatement of previously
reported accrued expenses as of June 30, 2010.

Until its 2002 bankruptcy filing, AEG was an independent oil and
natural gas company engaged in the exploration, development,
acquisition and production of crude oil and natural gas properties
in the Texas gulf coast region of the United States and in the
Jacobabad area of the Republic of Pakistan.

AEG emerged from bankruptcy in January 2004 with two assets, a
non-producing 18% gross production royalty in the Yasin 2768-7
Block in Pakistan, and a non-producing working interest in an oil
and gas lease in Galveston County, Texas.  While the bankruptcy
proceedings were pending, AEG's producing oil and gas leases in
Fort Bend County, Texas were foreclosed by a secured lender.  Its
non-producing Galveston County, Texas oil and gas lease rights
were not affected by the foreclosure.

In November 2003, AEG sold the capital stock of its then existing
subsidiary, Hycarbex-American Energy, Inc., which held the
exploration license in Pakistan, to Hydro Tur (Energy) Ltd., a
company organized under the laws of the Republic of Turkey.  The
Company sold Hycarbex, which was the owner and operator of the
Yasin 2768-7 Petroleum Concession Block in the Republic of
Pakistan, to a foreign corporation, but retained an 18% overriding
royalty interest in future production.

Involuntary Chapter 7 bankruptcy proceedings (Bankr. S.D. Tex.
02-37125) were initiated against AEG on June 28, 2002, before
Judge Manuel D. Leal.  Leonard H. Simon, Esq., at Hughes Watters &
Askanase LLP, represented the petitioning creditors, who alleged
$49,981 in claims.  The case was converted to Chapter 11
proceedings in December 2002.

Pursuant to the Company's Second Amended Plan of Reorganization
which was approved by the Bankruptcy Court on Sept. 3, 2003, all
outstanding shares of common and preferred stock were cancelled
and the issuance of new shares of common stock to the bankruptcy
creditors was authorized by the Court.  AEG emerged from
bankruptcy in January 2004 with its two assets intact and with its
sole business being the maintenance and management of these
assets.

AEG had total assets of $1,927,318 and total liabilities of
$987,187 as of June 30, 2010.


AMERENENERGY GENERATING: Cut by S&P to 'BB-'; On Watch Negative
---------------------------------------------------------------
Standard & Poor's Ratings Services lowered its corporate credit
and senior unsecured debt ratings on AmerenEnergy Generating Co.
(GenCo) to 'BB-' from 'BB' and placed the ratings on CreditWatch
with negative implications. The '3' recovery rating on GenCo's
senior unsecured debt, indicating expectations of meaningful (50%-
70%) recovery in the event of payment default, is unchanged.

"We view AmerenEnergy Generating Co.'s [GenCo] recently disclosed
projected inability to borrow additional funds from third parties
as of April 2013 as a material ratings constraint," said Standard
& Poor's credit analyst Gabe Grosberg. "Absent GenCo's ability to
borrow from third parties, GenCo would most probably not be able
to absorb high-impact, low-probability events without parental
support. Unless management presents a very credible plan to avert
this scenario, we would revise our assessment of GenCo's liquidity
to 'less than adequate' from 'adequate', which would lead to a
further downgrade," S&P said.

"Our 'BB-' corporate credit rating on GenCo is based on its 'fair'
and 'aggressive' business risk and financial risk profiles.
Additionally, our 'BB-' corporate credit rating on the company
continues to assume a very limited degree of support from parent
Ameren Corp. Furthermore, low power prices suggest that Ameren's
economic incentive to support GenCo is diminishing and thus we may
decide to rate GenCo based on its stand-alone credit quality. In
such a scenario, we would likely lower our corporate credit rating
on GenCo further," S&P said.

"The CreditWatch with negative implications is based on the 50%
probability that we will lower our ratings on GenCo in the very
near term. We would lower the ratings if we determine that GenCo's
liquidity is less than adequate under our criteria, if we view
management's liquidity strategy for the period after March 31,
2013, to be insufficient, or if we determine that we should base
our credit rating on GenCo solely on its stand-alone credit
quality, without any support from parent Ameren Corp.," S&P said.


ANDERSON SEED: Regulators Seek Court Nod for Takeover
-----------------------------------------------------
Dale Wetzel at The Associated Press reports that North Dakota
regulators have filed court papers to take over Anderson Seed
Inc., a sunflower seed company that owes farmers in the Dakotas
more than $4 million dollars.

There may be little, if anything, left for the state Public
Service Commission to grab, the AP discloses.  According to the
news agency, Anderson Seed's two North Dakota warehouses were sold
to a Canadian company last month, and commission inspectors said
the sunflowers stored there have been moved to Minnesota.

According to the report, the commission is asking a judge to
declare the company insolvent and wants the authority to take the
company's $280,000 bond and sell any available grain.  The money
would be used to compensate farmers who haven't been paid for
their sunflowers, the report relays.

The AP relates that the Public Service Commission has issued an
order barring Anderson Seed from buying grain in North Dakota, and
from moving grain within the state.

According to the AP, that Tony Clark, the commission's chairman,
said more than 20 North Dakota farmers have already filed more
than $1.4 million in claims, asserting they have not been paid for
sunflowers they delivered to Anderson Seed.

Chris Nelson, chairman of South Dakota's Public Utilities
Commission, said the commission estimates 20 to 30 South Dakota
farmers are owed more than $2.6 million, the AP relates.  The
commission, according to the report, suspended Anderson Seed's
state grain-buying license Feb. 17.  Mr. Nelson said the company
did not contest the suspension.

Mr. Nelson said financial statements detailing Anderson Seed's
condition in December indicated the company was about $11.5
million in debt, the AP adds.

Based in Mentor, Minn., Anderson Seed Inc. has a sunflower
processing plant in Mentor, two North Dakota sunflower storage
warehouses and a processing plant and warehouse in Redfield.


APEX KATY PHYSICIANS: Files for Chapter 11 in Houston
-----------------------------------------------------
Apex Katy Physicians, LLC, filed a bare-bones Chapter 11 petition
(Bankr. S.D. Tex. Case No. 12-31848) on March 6, 2012, estimating
$10 million to $50 million in assets and liabilities.

Attorneys at Hoover Slovacek, LLP, represent the Debtor.

An affiliate, Apex Long Term Acute Care - Katy, LP, a long-term
care facility filed a Chapter 11 petition (Case No. 09-37096) on
Sept. 25, 2009.


APEX KATY PHYSICIANS: Voluntary Chapter 11 Case Summary
-------------------------------------------------------
Debtor: Apex Katy Physicians, LLC
        P.O. Box 17526
        Sugar Land, TX 77496

Bankruptcy Case No.: 12-31848

Chapter 11 Petition Date: March 6, 2012

Court: U.S. Bankruptcy Court
       Southern District of Texas (Houston)

Judge: Marvin Isgur

Debtor's Counsel: Edward L. Rothberg, Esq.
                  HOOVER SLOVACEK, LLP
                  5847 San Felipe, Suite 2200
                  Houston, TX 77057
                  Tel: (713) 977-8686
                  Fax: (713) 977-5395
                  E-mail: rothberg@hooverslovacek.com

                         - and ?

                  Melissa Anne Haselden, Esq.
                  HOOVER SLOVACEK LLP
                  5847 San Felipe, Suite 2200
                  Houston, TX 77057
                  Tel: (713) 977-8686
                  Fax: (713) 977-5395
                  E-mail: Haselden@hooverslovacek.com

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

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

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

The petition was signed by Dr. Pankaj K. Shah, manager.

Affiliates that filed separate Chapter 11 petitions:

        Entity                        Case No.       Petition Date
        ------                        --------       -------------
Apex Long Term Acute Care ? Katy, LP  09-37096            09/25/09


AS SEEN ON TV: Amendment No. 5 to 10MM Shares Offering Prospectus
-----------------------------------------------------------------
As Seen on TV, Inc., filed with the U.S. Securities and Exchange
Commission Amendment No. 5 to the Form S-1 registration statement
relating to periodic offers and sales of 10,257,045 shares of
common stock by the selling security holders which includes:

   -- up to 3,544,545 shares of common stock issued and
      outstanding as of March 1, 2012;

   -- up to 2,237,500 shares of common stock issuable upon the
      possible exercise of the Company's Series A Warrants;

   -- up to 2,237,500 shares of common stock issuable upon the
      possible exercise of the Company's Series B Warrants; and

   -- up to 2,237,500 shares of common stock issuable upon the
      possible exercise of the Company's Series C Warrants.

The Company will not receive any of the proceeds from the sale of
common stock covered under this prospectus.  To the extent the
warrants are exercised on a cash basis, the Company will receive
proceeds of the exercise price.  The Company intends to use those
proceeds for working capital and other general corporate purposes.
The shares of common stock are being offered for sale by the
selling security holders at prices established on the OTC Markets
during the term of this offering.  These prices will fluctuate
based on the demand for the shares of common stock.

The selling security holders may sell their shares of common stock
in the public market based on the market price at the time of sale
or at negotiated prices or in transactions that are not in the
public market.

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

                        http://is.gd/sL9U0X

                        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.

The Company reported a net loss of $10.20 million for the nine
months ended Dec. 31, 2011, compared with a net loss of
$1.22 million in 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.


ASSET RESOLUTION: 9th Circ. Dismisses Appeal on $900K Sanctions
---------------------------------------------------------------
Maria Chutchian at Bankruptcy Law360 reports that the Ninth
Circuit on Tuesday said it cannot review nonfinal orders from
district courts sitting in bankruptcy, tossing an appeal
challenging sanctions imposed on Bryan Cave LLP, Klestadt &
Winters LLP and Silar Advisors LP for filing a "frivolous"
bankruptcy case for Silar's commercial mortgage loan servicer.

In a published opinion, a three-judge panel said it did not have
jurisdiction and dismissed the appeal, leaving nearly $900,000 in
sanctions in place, Law360 relates.

                          About USA Commercial

Based in Las Vegas, Nevada, USA Commercial Mortgage Company, dba
USA Capital -- http://www.usacapitalcorp.com/-- provided more
than $1 billion in short-term and permanent financing to
homebuilders, commercial developers, apartment owners and
institutions nationwide.  The Company and its debtor-affiliates
filed for chapter 11 protection on April 13, 2006 (Bankr. D. Nev.
Case Nos. 06-10725 to 06-10729).

Lenard E. Schwartzer, Esq., at Schwartzer & Mcpherson Law Firm,
and Annette W. Jarvis, Esq., at Ray Quinney & Nebeker, P.C.,
represented the Debtors in their restructuring efforts.  Thomas J.
Allison, a senior managing director at Mesirow Financial Interim
Management LLC, served as Chief Restructuring Officer for the
Debtors.

Susan M. Freeman, Esq., and Rob Charles, Esq., at Lewis and Roca
LLP represented the Official Committee of Unsecured Creditors of
USA Commercial Mortgage Company.  Edward M. Burr at Sierra
Consulting Group, LLC, provided financial advice to the Creditors
Committee of USA Mortgage.

Marc A. Levinson, Esq., and Jeffery D. Hermann, Esq., at Orrick,
Herrington & Sutcliffe LLP, and Bob L. Olson, Esq., and Anne M.
Loraditch, Esq., at Beckley Singleton, Chartered, represented the
Official Committee of Equity Security Holders of USA Capital
Diversified Trust Deed Fund, LLC.  FTI Consulting, Inc., provided
financial advice to the Equity Committee of USA Diversified.

Candace C. Carlyon, Esq., and Shawn w. Miller, Esq., at Shea &
Carlyon, Ltd., and Jeffrey H. Davidson, Esq., Frank A. Merola,
Esq., and Eve H. Karasik, Esq., at Stutman, Treister & Glatt, PC,
represented the Official Committee of Equity Security Holders of
USA Capital First Trust Deed Fund, LLC.  Matthew A. Kvarda, at
Alvarez & Marsal, LLC, provided financial advise to the Equity
Committee of USA First.

When the Debtors filed for protection from their creditors, they
estimated assets of more than $100 million and debts between
$10 million and $50 million.

The Debtor's Chapter 11 plan of reorganization was confirmed on
Jan. 8, 2007.

                      About Asset Resolution

Asset Resolution LLC was formed by Silar Advisors, L.P., to hold
assets that served as collateral for a $67 million loan to Compass
USA SPE LLC, which was used by Compass to acquire the assets of
USA Commercial Mortgage Company in an earlier bankruptcy case
through a sale under Section 363 of the Bankruptcy Code.  Silar
foreclosed on Compass in September 2008 when alleged interference
from former investors in USA Commercial prevented proper
management and sale of the properties.

Headquartered in New York, Asset Resolution LLC and 14 units filed
for Chapter 11 protection on Oct. 14, 2009 (Bankr. D. Del. Case
No. 09-16142).  Klestadt & Winters LLP serveD as counsel to the
Debtors.  In its schedules, Asset Resolution disclosed
$423,498,002 in assets and $22,642,531 in debts.


BENNETT COUNTY HOSPITAL: Working on Deal as Insolvency Looms
------------------------------------------------------------
The Associated Press reports that the governor's office is
brokering a deal to keep the doors open at Bennett County
Hospital, an isolated critical-care facility on the Nebraska
border that has been plagued by financial problems.

But hospital administrators said the deal won't fix the underlying
problems that have pushed the Martin facility into insolvency, the
AP says.

The news agency notes that last spring the South Dakota Department
of Social Services gave Bennett County a one-time payment of
around $300,000 to help meet payroll.  However, it was a short-
term fix, and the hospital is at the brink again.

According to the report, hospital CEO George Minder said medicaid
reimbursements from the state have dropped in recent years, and
Indian Health Services refuses to reimburse the hospital for most
treatment of tribal members.

"It's the hand we've been dealt here," the AP quotes Mr. Minder as
saying.  "You're sandwiched between a couple of the poorest
communities in America -- Shannon County, home to the Pine Ridge
Reservation, and Todd County, home to the Rosebud Reservation."

In 2010, the year Minder arrived at the hospital, it gave away
almost $1 million a year in free care, Mr. Minder, as cited by the
AP, said.  That dropped to $200,000 in 2011, he said, but the
hospital continues to hemorrhage money at a staggering rate ?
$78,000 in February alone, according to the report.

The county used to own the hospital, but it's now run by a
nonprofit board, the AP discloses.

The news agency says that closing the hospital would leave a
200-mile stretch of U.S. Highway 18 from Winner to Hot Springs
without emergency medical care.

In the meantime, the AP relates, the hospital is working with
several state agencies to find a way to stay open.  Last week, the
report recalls, hospital administrators had a conference call with
state officials to outline a deal.

"We don't have a deal worked out yet," Jones said. "They're
proposing to maybe work on some enhanced reimbursements for us. It
isn't a definite deal," the report quotes David Jones, chairman of
the hospital board, as saying.


BEVERLY HILLS: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Beverly Hills Hospitality Group, LLC
        25325 Dana Point Harbor Drive
        Dana Point, CA 92629

Bankruptcy Case No.: 12-12834

Chapter 11 Petition Date: March 5, 2012

Court: U.S. Bankruptcy Court
       Central District of California (Santa Ana)

Judge: Theodor Albert

Debtor's Counsel: Michael Jay Berger, Esq.
                  LAW OFFICES OF MICHAEL JAY BERGER
                  9454 Wilshire Boulevard, 6th Floor
                  Beverly Hills, CA 90212-2929
                  Tel: (310) 271-6223
                  Fax: (310) 271-9805
                  E-mail: michael.berger@bankruptcypower.com

Scheduled Assets: $8,555,988

Scheduled Liabilities: $9,129,734

The Company's list of its 20 largest unsecured creditors filed
with the petition is available for free at:
http://bankrupt.com/misc/cacb12-12834.pdf

The petition was signed by Gal Lipkin, managing member.


BILL BARRETT: S&P Affirms 'BB-' Rating on $400-Mil. Senior Debt
---------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'BB-' issue-level
rating on Bill Barrett Corp.'s senior unsecured debt, and revised
its recovery rating on this debt to '4' from '3', indicating S&P's
expectation for average (30% to 50%) recovery in the event of a
payment default.

"At the same time, we assigned a 'BB-' issue-level rating (same as
the corporate credit rating) to Bill Barrett's proposed $400
million senior unsecured notes due 2022. We assigned a '4'
recovery rating to the notes, indicating our expectation for
average (30% to 50%) recovery in the event of a payment default,"
S&P said.

"Our rating actions are the result of the company's proposed
issuance of $400 million in senior unsecured debt, proceeds from
which will be used to repay the entire $172.5 million of 5%
convertible senior notes due 2020 that are likely to be put to the
company on March 20, 2012, with the remainder to repay borrowings
under the revolving credit facility and to fund capital
expenditures. The incremental $227.5 million of net debt reduces
our recovery expectations on Bill Barrett's unsecured debt to
average (30% to 50%) from meaningful (50% to 70%)," S&P said.

"Our 'BB-' corporate credit rating on Bill Barrett reflects the
company's track record of delivering strong reserves and
production growth; the high proportion of natural gas liquids
(NGLs) in its production stream, which boosts price realizations;
adequate liquidity; and currently moderate debt levels for the
rating category. Our ratings also reflect our view that natural
gas prices will remain weak in the near term, the company's
limited scale with significant concentration in the Rocky Mountain
region, and our estimate that the company will outspend funds from
operations in 2012 and 2013," S&P said.

Ratings List
Bill Barrett Corp.'s
Corporate credit rating                BB-/Stable/--

New Rating
$400 mil sr unsecd notes due 2022      BB-
   Recovery rating                      4

Rating Affirmed; Recovery Rating Revised
                                        To            From
Senior unsecured debt rating           BB-           BB-
   Recovery rating                      4             3


BIMA II: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------
Debtor: BIMA II, LLC
        3033 N.E 32nd Avenue
        Fort Lauderdale, FL 33308

Bankruptcy Case No.: 12-15393

Chapter 11 Petition Date: March 5, 2012

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

Judge: Raymond B. Ray

Debtor's Counsel: David R. Softness, Esq.
                  DAVID R. SOFTNESS, P.A.
                  201 S. Biscayne Boulevard, #1740
                  Miami, FL 33131
                  Tel: (305) 341-3111
                  E-mail: david@softnesslaw.com

                         - and ?

                  Joe M. Grant, Esq.
                  MARSHALL GRANT & GRIFFIN, P.L.
                  197 S. Federal Highway, #300
                  Boca Raton, FL 33432
                  Tel: (561) 672-7580
                  Fax: (561) 672-7581
                  E-mail: jgrant@mggpl.com

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

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

The Company's list of its 20 largest unsecured creditors filed
with the petition is available for free at:
http://bankrupt.com/misc/flsb12-15393.pdf

The petition was signed by John H. Wile, member.


BIOZONE PHARMACEUTICALS: Sells $2.3 Million Notes
-------------------------------------------------
Biozone Pharmaceuticals, Inc., on Feb. 24, 2012, entered into a
Securities Purchase Agreement with a purchaser pursuant to which
the Company sold (i) $1,700,000 of its 10% secured convertible
promissory note due two years from the date of issuance and (ii)
warrants to purchase 8,500,000 shares of the Company's common
stock at an exercise price of $0.40 per share for gross proceeds
to the Company of $1,700,000.  On Feb. 28, 2012, and Feb. 29,
2012, the Company sold an additional $600,000 of its Notes and
issued Warrants to purchase an additional 3,000,000 shares of the
Company's common stock to additional Buyers for gross proceeds to
the Company of $600,000.

The entire principal amount and any accrued and unpaid interest on
the Notes will be due and payable in cash on the Maturity Date.
The Notes bear interest at the rate of 10% per annum.  The Notes
are convertible into shares of the Company's common stock at an
initial conversion price of $0.20 per share, subject to
adjustment.  The Company may prepay any outstanding amount due
under the Notes, in whole or in party, prior to the Maturity Date.
The Notes are subject to certain "Events of Defaults" which could
cause all amounts due and owing thereunder to become immediately
due and payable.  Among other things, the Company's failure to pay
any accrued but unpaid interest when due, the failure to perform
any obligation under the Transaction Documents or if any
representation or warranty made by the Company in connection with
the Transaction Documents will prove to have been incorrect in any
material respect, will constitute an Event of Default under the
Transaction Documents.

The Warrant is immediately exercisable and expires ten years after
the date of issuance.  The Warrant has an initial exercise price
of $0.40 per share.  The Warrant is exercisable in cash or, while
a registration statement covering the shares of Common Stock
issuable upon exercise of the Warrant, or an exemption from
registration, is not available, by way of a "cashless exercise".

The Company is prohibited from effecting a conversion of the Notes
or exercise of the Warrants, to the extent that as a result of
such conversion or exercise, the Buyer would beneficially own more
than 4.99% (subject to waiver) in the aggregate of the issued and
outstanding shares of the Company's common stock, calculated
immediately after giving effect to the issuance of shares of
common stock upon conversion of such Note or exercise of such
Warrant, as the case may be.

In connection with the sale of the Notes and the Warrants, the
Company and the collateral agent for the Buyers entered into a
Pledge and Security Agreement pursuant to which all of the
Company's obligations under the Notes are secured by a first
priority perfected security interest in all of the tangible and
intangible assets of the Company, including all of its ownership
interest in its subsidiaries.

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

The Company used proceeds from the sale of the Notes to repay
amounts owed under outstanding promissory notes issued by the
Company and for general working capital purposes.

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

                       Director Appointment

On Feb. 24, 2012, the Board of Directors of the Company appointed
Elliot Maza, its current Chief Executive Officer and Chief
Financial Officer, as a director of the Company.

Mr. Maza was appointed as the Company's Interim Chief Executive
Officer, Chief Financial Officer and Secretary on May 16, 2011.
Mr. Maza was appointed as the Company's Chief Executive Officer on
August 2, 2011.  From May 2006 until the present time, Mr. Maza
has served in several management positions at Intellect
Neurosciences, Inc., a biotechnology company focused on the
development of therapeutics for Alzheimer's disease.  Mr. Maza
served as the Executive Vice President of Intellect Neurosciences,
Inc., from May 2006 to March 2007, as President from March 2007
until October 2011, and as Chief Financial Officer from May 2006
through the present time.  Mr. Maza was also appointed to the
board of directors of Intellect Neurosciences, Inc., on June 26,
2007.  From December 2003 to May 2006, Mr. Maza served as Chief
Financial Officer of Emisphere Technologies, Inc., a
biopharmaceutical company specializing in oral drug delivery. He
was a partner at Ernst and Young, LLP, from March 1999 to December
2003. During the period from May 1989 to March 1999, Mr. Maza
served as an Associate and subsequently Vice President in the
Fixed Income divisions of Goldman Sachs, Inc., and JP Morgan
Securities, Inc.  Mr. Maza practiced tax and corporate law at
Sullivan and Cromwell in New York from September 1985 to April
1989.  Mr. Maza has served on the Board of Directors and as
Chairman of the Audit Committee of several biotech and
pharmaceutical companies.  Mr. Maza received his B.A. degree from
Touro College in New York and his J.D. degree from the University
of Pennsylvania Law School.  He is a licensed C.P.A. and a member
of the Bar in the states of New York and New Jersey.  Mr. Maza has
been chosen to be a director of the Company based on his general
industry experience.

There are no arrangements or understandings between Mr. Maza and
any other persons pursuant to which Mr. Maza was named a director
of the Company.  Mr. Maza does not have a family relationship with
any of the Company's directors or executive officers or any
persons nominated or chosen by the Company to be a director or
executive officer.

                   About Biozone Pharmaceuticals

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

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

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

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

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

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


BOMBARDIER INC: Fitch Assigns 'BB+' Rating to Sr. Unsec. Notes
--------------------------------------------------------------
Fitch Ratings has assigned a rating of 'BB+' to Bombardier Inc.'s
(BBD) planned $500 million of 10-year senior unsecured notes.
Proceeds will be available for general corporate purposes,
including the repayment of approximately $153 million of notes
scheduled to mature in May 2012. The Rating Outlook is Negative.

Fitch recently revised the Rating Outlook to Negative from Stable.
The action incorporates increased risks to BBD's operating
performance and financial flexibility, primarily related to
significant negative free cash flow in 2011, the possibility of
weak free cash flow this year, execution challenges on certain
contracts at Bombardier Transportation (BT), and weak demand for
regional aircraft and small business jets at Bombardier Aerospace
(BA).  Some of these issues could potentially be resolved during
2012.  Fitch also has a cautious stance on BA's CSeries program.

BBD's new debt will further support its cash balances which
declined during 2011 but remain at a solid level.  Cash balances
provide a cushion against potentially negative free cash flow in
the near term, partly related to significant expenditures for new
programs at BA, including the CSeries.  Over the long term, BBD
intends to strengthen its financial position in order to reduce
its cost of funds and improve its financial and strategic
flexibility.  In the near term, however, substantial cash
deployment at BA and the extended downturn in demand for regional
and business jets are likely to constrain the ratings.

The Rating Outlook could be revised to Stable if orders and
deliveries improve at BA, BT successfully addresses delays on
several large projects in Europe, and free cash flow gradually
improves as anticipated.  The ratings could be negatively affected
if free cash flow is consistently negative again during 2012, the
CSeries encounters delays or cost overruns, or if material
execution issues recur at BT.  These developments could impair
BBD's liquidity or increase the company's leverage, which could
reduce BBD's cushion under some credit facility covenant levels.

Fitch considers BBD's recent financial performance, particularly
cash generation, to be weak for the ratings, but consistent with
the position of the business product cycle at BA.  At Dec. 31,
2011, debt/EBITDA was approximately 3.3 times (x) compared to 3.1x
(as restated under IFRS) at Jan. 31, 2011.  Credit metrics may not
improve until the regional aircraft and business jet markets
recover and BA gets beyond its peak program expenditures
anticipated to occur in 2012.

BBD generated negative free cash flow before dividends of $1.2
billion in 2011, including negative free cash flow at both BA
($453 million) and BT ($424 million).  Fitch expects consolidated
free cash flow after dividends to improve to a break-even level or
slightly positive by mid-to-late 2012 as BT resolves execution
issues on several large projects which contributed to delays and
higher inventory.  BT also experienced negative cash flow related
to foreign currency swaps which are used to hedge future costs and
which will eventually be reversed.

At BA, negative free cash flow was largely attributable to higher
development expenditures coupled with a low level of customer
advances associated with new orders.  Free cash flow at BA is
typically seasonal and could remain negative early in the year
before returning to positive levels by the second half.  There is
a risk that free cash flow at BA will be negative again in 2012 if
aircraft orders and related advance payments do not pick up.
Deliveries for some aircraft types are already at low levels,
however, which reduces the potential for further declines in
customer advances and operating profits, but such a scenario
cannot be completely discounted and could negatively affect the
ratings.

Cash expenditures for BA's aerospace programs amounted to $1.3
billion in calendar 2011 and could reach $2 billion in 2012 before
starting to wind down.  By comparison, expenditures were much
lower in fiscal 2011 and fiscal 2010 when expenditures ranged
between $600 million and $1 billion. BA's largest development
programs include the CSeries, Learjet 85 and Global 7000 and 8000
aircraft.  The Learjet 85 is schedule for entry into service in
2013 while the two Global programs are expected to enter service
in 2016 and 2017.  The CSeries targets the 100-149 seat segment
and is BA's most important program, with entry into service
scheduled for late 2013.  BA's ability to recoup its investment
and establish a competitive position in the segment will require
timely execution, performance of new technologies, and sufficient
orders. There are currently 138 firm orders for the CSeries which
is well below BBD's target of 300 orders and 30 customers by the
time the CSeries enters service.  The level of new orders during
2012 will be important for the success of the aircraft and BBD's
ability to develop a viable market for the aircraft.

Other rating concerns include significant project risk on
Transportation contracts, the challenge of managing BBD's foreign
currency risk, contingent liabilities related to aircraft sales
and financing, and large pension liabilities.  Largely as a result
of a lower discount rate, the net pension obligation increased to
$2.8 billion at the end of 2011, including $569 million of
unfunded plans, from $1.6 billion one year earlier.  Funded plans
were 74% funded.  BBD contributed $373 million to its plans in
calendar 2011, not including defined contribution plans, and
expects to contribute $394 million in 2012.  Other uses of cash
include annual dividend payments of approximately $200 million
when adjusted for the recent change in BBD's year-end, including
approximately $24 million for preferred shares.  Fitch expects
share repurchases and acquisitions will be limited while BBD
focuses on its aircraft programs and rebuilds its credit metrics.

BBD's ratings incorporate the company's diversification in the
aerospace and rail equipment markets, leading market positions,
substantial backlog at BT, and modest debt maturities prior to
2016.  Generally steady performance at BT, and growing demand for
larger business jets at BA, is offsetting weaker results at BA
associated with challenging conditions in the regional aircraft
market and a delayed recovery in demand for light business jets.

Fitch expects 2012 to be difficult for BA which has cut regional
jet (RJ) production to reduce its cost structure.  Fitch expects
industry RJ deliveries to increase in 2012 by approximately 10% as
a result of higher deliveries from new entrants, but BA's low
orders and production cuts can be expected to result in lower RJ
deliveries during the year.  Demand for regional aircraft reflects
a lack of confidence at major airlines about supporting regional
air service, concerns about turmoil in Europe, high fuel prices,
and increases in airline industry capacity.  BA's adjustment in RJ
production, combined with slow growth in deliveries of larger
business jets, should enable BA to remain profitable, albeit at
lower margins, and generate sufficient cash flow to fund
expenditures on new aircraft programs, assuming healthy aircraft
orders during 2012.

BA's business jet deliveries in calendar 2011 rose slightly, with
the improvement concentrated in the wide-body segment.  Demand for
large business jets where BA has its largest presence is
recovering sooner than the light jet market which may recover only
slowly during 2012.  Business jet utilization and used-jet
inventories have been improving but remain at weak levels.

BT operates in more stable markets than BA, and free cash flow is
less cyclical although it can vary considerably quarter-to-
quarter.  Long-term demand in BT's rail markets is supported by
economic and environmental benefits of mass transit and a need for
infrastructure in emerging markets.  BT's orders in calendar 2011
declined from a high level in the previous year, but the backlog
remained at a solid level of nearly $32 billion compared to more
than $33 billion one year earlier.  There continue to be concerns
about the stability of BT's rail markets, especially in Europe due
to sovereign debt risks and pressure on government budgets.  While
not currently anticipated, BT's profile could weaken if funding
becomes more difficult for government customers, or if rail
equipment providers such as BT are required to participate in
risk-sharing agreements.

At Dec. 31, 2011, BBD's liquidity included approximately $3.4
billion of cash and availability under a three-year $750 million
bank facility that matures in June 2014.  BBD's liquidity
benefitted in 2011 when the company renewed its bank facilities
and cash collateral required under the facilities was released,
but overall usage worked in the opposite direction.  Liquidity was
offset by current debt maturities that totaled $193 million at
Dec. 31, 2011.  In addition to debt maturities, BBD had $539
million of other current financial liabilities including
refundable government advances, sale and leaseback obligations and
lease subsidies.

Debt totaled $4.9 billion at Dec. 31, 2011, including current
maturities.  Fitch's calculation of total debt with equity credit
includes on-balance sheet sale and leaseback facilities and
considers 50% equity credit for preferred stock.  The calculation
excludes net adjustments for interest swaps reported in long-term
debt as the adjustments are expected to be reversed over time.
Adjustments for interest rate swaps totaled $270 million at Dec.
31, 2011.

BBD refinanced two bank facilities during the second quarter of
2011.  The facilities contain similar financial covenants to the
previous facilities, including various leverage and liquidity
requirements for both BA and BT.  Minimum required liquidity at
the end of each quarter is $500 million at BA and EUR600 million
at BT. BBD does not disclose required levels for other covenants.
The covenants remained in compliance at the end of 2011 but could
potentially become a concern if BBD's results or liquidity are
weaker than expected.  The three-year $1.35 billion facility
matures in June 2014 and is available to BBD or BA.  It consists
of a $750 million unsecured revolver and a $600 million LC
facility.  The EUR3.4 billion five-year LC facility matures in May
2016 and is available to BT.  LCs can be issued under the facility
during the first three years, followed by a two year period when
LCs amortize.  BT is also negotiating to enter into a EUR500
million, three-year unsecured revolving credit facility to be used
for general purposes.

In addition to the two committed facilities, BBD uses a
performance security guarantee (PSG) facility that is renewed
annually as well as bilateral agreements and bilateral facilities
with insurance companies.  LC usage under all the facilities
totaled $7.1 billion at Dec. 31, 2011.  Committed sale and
leaseback facilities were brought on balance sheet under IFRS
during calendar 2011.  These facilities totaled $220 million at
Dec. 31, 2011 ($163 million outstanding) and are used to finance
BA's inventory of used business aircraft.  Off-balance-sheet
liabilities included non-recourse factoring facilities in Europe
under which $751 million was outstanding, compared to $340 million
at Jan. 31, 2011.

Fitch has affirmed BBD's ratings as follows:

  -- Issuer Default Rating (IDR) at 'BB+';
  -- Senior unsecured revolving credit facility at 'BB+';
  -- Senior unsecured debt at 'BB+';
  -- Preferred stock at 'BB-'.

The ratings affect approximately $4.9 billion of debt, before
adjustments to exclude the impact of interest rate swaps, and $347
million of preferred stock outstanding at Dec. 31, 2011.


BOOMERANG SYSTEMS: Amends Form S-1 Registration Statement
---------------------------------------------------------
Boomerang Systems, Inc., filed with the U.S. Securities and
Exchange Commission Amendment No. 1 to Form S-1 registration
statement relating to the issuance of $11,624,520 aggregate
principal amount of the Company's 6% convertible notes due 2016,
and warrants to purchase 2,735,206 shares of the Company's common
stock in a private placement.  In connection with the private
placement, the Company also issued to the placement agent,
warrants to purchase 109,176 shares of the Company's common stock.

The Company will not receive any of the proceeds from the
securities sold by these selling securityholders.  The Company
will, however, receive the exercise price from the exercise of
warrants to the extent the cashless exercise provision is not
utilized.  The Company has also registered for resale by the
selling security holders up to an additional 1,172,403 shares of
common stock in the event of anti-dilution adjustments to the
conversion or exercise price of the notes or warrants, interest
payments on the notes in shares, stock dividends, stock splits,
recapitalizations or similar events.

The notes are initially convertible into common stock at $4.25 per
share, subject to adjustment.  The notes are due on the five year
anniversary of the respective date of issuance.  Interest accrues
on the Notes at 6% per annum.  Interest is payable quarterly,
commencing on Dec. 31, 2011, at the Company's option, interest may
be payable in: (i) cash or (ii) shares of the common stock.  The
outstanding principal amount of the notes and accrued and unpaid
interest thereon will automatically convert into a number of
shares of common stock determined by dividing the outstanding
principal amount of the notes plus accrued and unpaid interest
thereon, by the conversion price in effect on the mandatory
conversion date.

The warrants are exercisable at $4.25 per share, subject to
adjustment.  Cashless exercise is permitted if the average trading
volume of the Company's common stock during at least five of the
ten consecutive trading days immediately preceding the date of the
notice of exercise is at least 10,000 shares, and will be based
upon the average of the last sale price of the common stock during
the five consecutive trading days prior to the notice of exercise.
In certain instances, a holder is not permitted to exercise the
warrant if that exercise would result in that holder's total
ownership of the Company's common stock exceeds 4.9%.  The
warrants expire five years from the respective date of issuance.

This prospectus also relates to 60,000 shares of common stock and
60,000 shares of common stock issuable upon exercise of warrants
issued to two investors in June 2010 in private placements.  The
two selling securityholders may sell up to an aggregate of 120,000
shares of common stock.  The Company will not receive any of the
proceeds from the sale of common stock by these selling
securityholders.

There is presently only a limited market for the Company's common
stock and no public market for the Company's notes and warrants.
The Company does not intend to apply for listing of the notes or
warrants on any national securities exchange or for the quotation
of the notes or warrants through any automated quotation system.
The initial public offering price for the warrants will be between
$1.75 and $2.13 per warrant.  In calculating this price range, the
Company used the Black-Scholes option pricing model, which
utilizes inputs such as the closing price of the Company's common
stock, exercise price of the warrants, assumed dividend yield,
assumed risk-free interest rate, expected volatility and expected
term to approximate the values.  The initial public offering price
for the notes will be the principal amount of the note.

The Company's common stock is quoted on the OTCQB tier of the OTC
Markets under the symbol "BMER."  The last sale price of the
Company's common stock on Feb. 28, 2012, was $3.98 per share.  The
initial public offering price for the common stock will be $5.00
per share until the shares of common stock are quoted on a
national securities exchange, the OTC Bulletin Board or another
quotation platform designated by the SEC as an automated trading
system at which time the shares of common stock will be sold at
prevailing market prices or at privately negotiated prices.  There
can be no assurance the Company's common stock will be quoted on a
national securities exchange, the OTC Bulletin Board or any other
such platform.

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

                        http://is.gd/TkVs84

                      About Boomerang Systems

Headquartered in Morristown, New Jersey, Boomerang Systems, Inc.
(Pink Sheets: BMER) through its wholly owned subsidiary, Boomerang
Utah, is engaged in the design, development, and marketing of
automated racking and retrieval systems for automobile parking and
automated racking and retrieval of containerized self-storage
units.

The Company reported a net loss of $19.10 million for 2011 and a
net loss of $15.78 million during the prior year.

The Company's balance sheet at Dec. 31, 2011, showed $6.89 million
in total assets, $13.76 million in total liabilities, and a
$6.87 million total stockholders' deficit.

                         Bankruptcy Warning

In the Form 10-K for the year ended Dec. 31 2011, the Company said
its operations may not generate sufficient cash to enable it to
service its debt.  If the Company were to fail to make any
required payment under the notes and agreements governing its
indebtedness or fail to comply with the covenants contained in the
notes and agreements, the Company would be in default.  The
Company's debt holders would have the ability to require that the
Company immediately pay all outstanding indebtedness.  If the debt
holders were to require immediate payment, the Company might not
have sufficient assets to satisfy its obligations under the notes
or the Company's other indebtedness.  In such event, the Company
could be forced to seek protection under bankruptcy laws, which
could have a material adverse effect on its existing contracts and
its ability to procure new contracts as well as its ability to
recruit or retain employees.  Accordingly, a default could have a
significant adverse effect on the market value and marketability
of the Company's common stock.


BRIDGE RESOURCES: Has Financial Reorganization Plan
---------------------------------------------------
Bridge Resources Corp. disclosed the following details with
respect to its financial reorganization plan:

Purchase and Sale Agreement

Pursuant to the terms of a purchase and sale agreement dated
March 6, 2012, Bridge Energy Inc., a wholly owned subsidiary of
Bridge Resources, has agreed to sell a 36% working interest in the
Willow Hamilton Development Area and has agreed in principle to
sell an 85% working interest in its 100% leased Idaho acreage
outside the Willow Hamilton Development Area to an arm's length
private oil and gas corporation based in Houston, Texas in
exchange for:

   -- cash proceeds of US$1,500,000;

   -- a 6% net profits interest in the Willow Hamilton Development
      Area to be issued to the Senior Lending Syndicate; and

   -- a 15% carried working interest in a US$8,000,000 exploration
      program on the Idaho Acreage.

The Purchase Agreement is subject to various conditions including
but not limited to receiving the approval of Bridge Resources'
hareholders and the TSX Venture Exchange and the consent of a
syndicate of banks led by the Royal Bank of Scotland that provided
Bridge Resources with a secured credit facility and certain
members of the Senior Lending Syndicate that provided Bridge
Resources with a US$500,000 credit facility.  The aggregate
balance of secured debt, accrued interest and fees at the date of
the Meeting is expected to be approximately US$47.9 million.


                         Credit Facilities

Bridge Resources has reached an agreement in principle with the
Senior Lending Syndicate with respect to a general release and
discharge of all of the Corporation's obligations under the Credit
Facilities.  Subject to entering into definitive documentation and
final credit committee approval from the Senior Lending Syndicate,
Bridge Resources anticipates granting the Senior Lending Syndicate
the following in exchange for a full and final release of all of
Bridge Resources' obligations under the Credit Facilities:

   -- the Willow Hamilton NPI;

   -- the 25% pre-tax net profits interest in UK Petroleum
      Production License P.1061;

   -- a 14% working interest (of its 50% working interest) in the
      Willow Hamilton Development Area;

   -- a 4.5% carried working interest in the Idaho Acreage;

   -- a 3% overriding revenue royalty interest over the Idaho CWI;
      and

   -- residual cash proceeds after the payment of certain trade
      creditors in Idaho.

                          Promissory Note

Bridge Resources has reached an agreement in principle with Conig
818 LLC with respect to a general release and discharge of all of
Bridge Resources' obligations under a CDN$20,000,000 amended and
restated unsecured subordinated convertible promissory note dated
August 20, 2008, as amended and restated in addition to accrued
interest thereon at the end of March 2012 of approximately
CDN$178,243.  Subject to the satisfaction of certain conditions
precedent, including entering into definitive documentation,
approval of the TSXV, and consent of the Senior Lending Syndicate,
Bridge Resources will provide Conig the following in exchange for
a full and final release of all of the Corporation's obligations
under the Convertible Promissory Note:

   -- a 3.5% carried working interest in the Idaho Acreage; and

   -- the issuance of a US$4,000,000 secured promissory note with
      a term of 18 months from the date of closing of the
      transactions described herein and an interest rate of 10%
      per annum (which interest may be fully satisfied by the
      issuance of shares during the first 12 months, and
      thereafter through the payment of cash).  The note will also
      provide that Bridge Resources may fully satisfy the note
      through the payment of cash in the amount of $2,000,000 on
      or before Dec. 31, 2012, or $3,000,000 during the period of
      January 2, 2013 to September 29, 2013.

                    Annual and Special Meeting

The foregoing transactions constitute a sale of all or
substantially all of the property and assets of Bridge Resources.

In order to complete the Plan, Bridge Resources will hold an
annual and special meeting of Shareholders on March 30, 2012 to
approve, among other matters:

   -- the sale of all or substantially all of the property and
      assets of Bridge Resources to the Purchaser, subject to TSXV
      approval;

   -- the consolidation of the Shares on a 100 for 1 basis
      (resulting in the 166,055,895 pre- consolidation Shares that
      are currently outstanding being reduced to approximately
      1,660,558 post-consolidation Shares), subject to TSXV
      approval; and

   -- the change of Bridge Resources' name to "Idaho Natural
      Resources Corp.", subject to TSXV approval.


BROADSIGN INT'L: Meeting to Form Creditors' Panel on March 14
-------------------------------------------------------------
Roberta A. DeAngelis, United States Trustee for Region 3, will
hold an organizational meeting on March 14, 2012, at 10:00 a.m. in
the bankruptcy case of BroadSign International Inc.  The meeting
will be held at J. Caleb Boggs Federal Building, 844 King Street,
Room 5209, in Wilmington, DE 19801.

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

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

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

                   About BroadSign International

BroadSign International Inc., a Boise, Idaho-based developer of
software for digital signs, filed a Chapter 11 petition (Bankr.
D. Del. Case NO. 12-10789), estimating assets of less than
$10 million and debts of up to $50 million.  The Debtor, which
filed for bankruptcy with affiliates, intends to sell the business
in exchange for $5.5 million in secured debt owing to JEDFam Group
LLC.


BUILDERS FIRSTSOURCE: R. Frank Resigns; VP Controller Also Out
--------------------------------------------------------------
Ramsey A. Frank, a member of the Board of Directors of Builders
FirstSource, Inc., notified the Chairman of the Board that, in
connection with his resignation as a Managing Director of JLL
Partners, Inc., he was resigning from the Board, including his
position as a member of the Board's Compensation Committee,
effective immediately.

The Board appointed Daniel Agroskin to serve as a director to fill
the vacancy on Feb. 28, 2012.  At that time, the Board also
appointed Brett Milgrim, who has served on the Board since 1999,
to fill the vacancy on the Compensation Committee.

Mr. Agroskin is a Managing Director of JLL Partners, Inc., which
he joined in August 2005.  Prior to joining JLL, Mr. Agroskin
worked at JP Morgan Partners, a private equity investment firm,
and in Merrill Lynch's Mergers and Acquisitions Group.  Mr.
Agroskin is also a director on the boards of PGT, Inc., and
Patheon, Inc.  He was previously a director on the board of
PharmaNet Development Group, Inc., until July 2011.  Mr. Agroskin
holds a Bachelor of Arts degree from Stanford University and a
Master of Business Administration degree from the Wharton School
of the University of Pennsylvania.

On Feb. 24, 2012, Brad Leist, the Company's Vice President,
Controller, and principal accounting officer, resigned to pursue
other opportunities.  Until the Company fills that position, Chad
Crow, the Company's Senior Vice President and Chief Financial
Officer, will serve as the acting principal accounting officer.

                    About Builders FirstSource

Headquartered in Dallas, Texas, Builders FirstSource Inc. --
http://www.bldr.com/-- supplies and manufactures building
products for residential new construction.  The Company operates
in 9 states, principally in the southern and eastern United
States, and has 55 distribution centers and 51 manufacturing
facilities, many of which are located on the same premises as its
distribution facilities.

Builders FirstSource reported a net loss of $95.51 million on
$700.34 million of sales for the year ended Dec. 31, 2010,
compared with a net loss of $61.85 million on $677.88 million of
sales during the prior year.

The Company also reported a net loss of $48.29 million on
$586.41 million of sales for the nine months ended Sept. 30, 2011,
compared with a net loss of $70.89 million on $553.25 million of
sales for the same period a year ago.

The Company's balance sheet at Sept. 30, 2011, showed
$391.03 million in total assets, $274.02 million in total
liabilities, and $117.01 million in total stockholders' equity.

                           *     *     *

Builders FirstSource Inc. carries 'CCC+' issuer credit ratings,
with negative outlook, from Standard & Poor's.   S&P affirmed the
ratings in April 2011.  "The ratings affirmation reflects our
belief that Builders FirstSource will likely continue to generate
negative free cash flow over the upcoming year, given the ongoing
weakness in new residential housing markets.  While the company's
liquidity position, which we currently view as adequate, is likely
to somewhat improve due to the increased cash balances following
the planned refinancing and the extended maturity of its revolving
credit facility, it will likely continue to rely primarily on its
cash balances to meet its interest and operating obligations until
total housing starts improve at least 35% from 2010's level.  If
housing starts were to remain at its recent historically low
levels, we believe the proposed refinancing would allow Builders
FirstSource to fund its anticipated cash shortfall for
approximately two years.  The ratings also reflect what Standard &
Poor's Ratings Services considers to be the company's vulnerable
business profile given its significant exposure to highly cyclical
new residential construction markets and its narrow end-market
focus and geographic scope," S&P elaborated.

In April 2011, Moody's Investors Service assigned 'Caa2' corporate
family rating and probability of default ratings to Builders
FirstSource.  Moody's said the 'Caa2' Corporate Family Rating
results from very weak operating performance due to ongoing
pressures in the residential new construction end market, the
primary driver of BLDR's revenues.  Although some areas within
BLDR's primary geographic markets of North Carolina and South
Carolina may have some pockets of strength, overall, Moody's does
not expect substantial improvement in new housing starts in 2011
relative to 2010.  The company's products are highly price
sensitive to competition and ongoing market conditions, making it
difficult for it to pass on substantial price increases.  It is
also exposed to fluctuating costs associated with lumber, its
major raw material, adding to earnings volatility. For 2010,
adjusted operating margins are inadequate at negative 7.6% and
free cash flow-to-debt is insufficient at negative 15.3% (adjusted
per Moody's methodology).  The company's inability to generate
positive earnings will result in very weak credit metrics for the
foreseeable future and will require cash to fund operating
shortfalls.


BULK PETROLEUM: Court Rules on Bank's Bid to Consolidate Appeals
----------------------------------------------------------------
Chief District Judge C. N. Clevert, Jr., ruled on motions filed by
United Central Bank to consolidate two appeals of orders issued by
the bankruptcy court.

United Central Bank filed its first appeal on March 31, 2011,
challenging a March 18, 2011 decision of the bankruptcy court
granting the debtors' motion to enforce a settlement agreement and
declaring as forfeited, by UCB's conduct approval of the
settlement by the Federal Deposit Insurance Corp.  After UCB's
request to stay the bankruptcy court's decision to enforce the
settlement agreement was denied, the bankruptcy court entered an
order granting the debtors' motion to sell real property known as
306 Canal Street, Annawan, Illinois.  That sale order required, in
part, that UCB release the mortgages, liens, and security
interests it had in the property.

On June 13, 2011, UCB filed a notice of appeal from the sale order
and that appeal was assigned to Judge Rudolph T. Randa.  United
Central Bank v. Bulk Petroleum Corporation, Case No. 11-C-669.
UCB moved to consolidate the second appeal with the first in Case
No. 11-C-434, but did not file a motion to consolidate in the each
of the cases as required by Civil L.R. 42(a) (E.D. Wis.). Instead,
UCB moved to stay the second appeal pending resolution of the
first appeal.  Judge Randa granted the motion and closed the case
for administrative purposes. (Case No. 11-C-669)  Hence, the
motion to consolidate the second appeal, which remains pending in
Case No. 11-C-434, is moot inasmuch as Case No. 11-C-669 is now
closed.

Meanwhile, the bankruptcy court confirmed the debtors' first
amended plan of reorganization and issued its findings of fact and
conclusions of law.  UCB filed another appeal currently pending
before Judge Joseph P. Stadtmueller.  United Central Bank v. Bulk
Petroleum Corporation, Case No. 11-C-821.  In addition, UCB filed
a motion to consolidate to which Bulk Petroleum Corporation did
not respond.  Rather, Bulk Petroleum Corporation moved to dismiss
as moot the first appeal in Case No. 11-C-434 because the
settlement had become effective and "substantially consummated."

According to Judge Clevert, pursuant to F.R.C.P. Rule 42(a),
consolidation of Case Nos. 11-C-434 and 11-C-821 is appropriate.
Both appeals arise from UCB's interest in the debtors' estate and
the bankruptcy court's decision to enforce the settlement
agreement between the parties.  The bankruptcy court overruled
UCB's objection to confirmation of the debtors' First Amended
Chapter 11 plan after concluding that the settlement agreement
required UCB to vote in favor of the plan and reversed UCB's
rejection ballot.  Therefore, in the interest of judicial economy
and the common questions of law and fact that are at issue, UCB's
June 13, 2011, motion to consolidate is denied as moot.  UCB's
second motion to consolidate appeals is granted.  Case No. 11-C-
821 is consolidated with the lowest case number, 11-C-434. Civil
L.R. 42(a) (E.D. Wis.).  All future filings are restricted to Case
No. 11-C-434.

A copy of the Court's March 1, 2012 Decision and Order is
available at http://is.gd/dmfMy1from Leagle.com.

The appellate cases are UNITED CENTRAL BANK, Appellant, v. BULK
PETROLEUM CORPORATION, Appellee; and UNITED CENTRAL BANK,
Appellant, v. BULK PETROLEUM CORPORATION, Appellee, Case Nos. 11-
C-0434, 11-C-0821 (E.D. Wis.).

United Central Bank is represented by Daniel V. Kinsella, Esq.,
David M. Giangrossi and Michael J. Faley, Esq. --
dkinsella@SRCattorneys.com dgiangrossi@SRCattorneys.com and
mfaley@SRCattorneys.com -- at Schuyler Roche & Crisham PC; and
Eileen M. Sethna, Esq., and Jerome M. Davis, Esq. --
esethna@chuhak.com and jdavis@chuhak.com -- at Chuhak & Tecson.

Bulk Petroleum Corporation is represented by Brent D. Nistler,
Esq. -- bnistler@nistlerlaw.com -- at Nistler Law Office SC;
Christopher J. Braun, Esq., and George M. Plews, Esq. --
cbraun@psrb.com and gplews@psrb.com -- at Plews Shadley Racher &
Braun LLP; Evan P. Schmit, Esq., and Jerome R. Kerkman, Esq.,
Justin M. Mertz, Esq., Michael P. Dunn, Esq., and Susan A.
Cerbins, Esq. -- info@kerkmandunn.com -- at Kerkman & Dunn; and
the Law Offices of Joseph R. Cincotta.

Official Committee of Unsecured Creditors, as Interested Party, is
represented by Francis J. Lawall, Esq. -- lawallf@pepperlaw.com --
at Pepper Hamilton LLP.

                       About Bulk Petroleum

Mequon, Wisconsin-based Bulk Petroleum Corp. supplies gasoline to
over 200 gas stations throughout the Midwest.  It buys gasoline
from oil companies and then sells it to individual gas stations.
The Company, along with affiliates, sought Chapter 11 protection
(Bankr. E.D. Wis. Case No. 09-21782) on Feb. 18, 2009.  Jerome R.
Kerkman, Esq., at Kerkman & Dunn in Milwaukee, Wis., assists the
Debtors in their restructuring effort.  Bulk Petroleum estimated
$50 million to $100 million in assets and $50 million to $100
million in debts as of the Chapter 11 filing.

Bulk Petroleum's debtor-affiliates that filed separate Chapter 11
petitions include Charanjeet Illinois Stations No. 6, Inc.,
Darshan's Wisconsin Stations Eight, LLC, Gurpal Wisconsin
Stations, LLC, Interstate Petroleum Products, Inc., Rakhra
Wisconsin E-Z Go Stations Three, Inc., and Sartaj's Illinois Nine,
LLC.

In July 2011, Bankruptcy Judge Susan Kelley approved a Chapter 11
reorganization plan for Bulk Petroleum Corp.  The case involved 18
bank and credit union lenders and Darshan Dhaliwal's 28 separate
but inter-related companies in nine states.  Most of the banks and
credit unions are taking significant losses on their loans to Bulk
Petroleum and affiliated companies that owned gas station
properties, according to Rich Kirchen at The Business Journal
Milwaukee.


CAESARS ENTERTAINMENT: Assumes All Obligations of Caesars Escrow
----------------------------------------------------------------
Caesars Entertainment Corporation previously announced that
Caesars Operating Escrow LLC and Caesars Escrow Corporation,
wholly owned subsidiaries of Caesars Entertainment Operating
Company, Inc., a wholly owned subsidiary of the Company, completed
the offering of $1,250,000,000 aggregate principal amount of 8
1/2% senior secured notes due 2020.  The Company further announced
that pursuant to an escrow agreement dated as of Feb. 14, 2012,
among U.S. Bank National Association, as escrow agent and
securities intermediary, U.S. Bank National Association, as
trustee under the Indenture and the Escrow Issuers, the Escrow
Issuers deposited the gross proceeds of the notes, together with
additional amounts necessary to redeem the notes, if applicable,
into a segregated escrow account until the date that certain
escrow conditions were satisfied.  The escrow conditions included,
the assumption by the Company of all obligations of the Escrow
Issuers under the notes, the execution and delivery of certain
amendments to the Company's senior secured credit facilities and
the application of the net proceeds from the issuance of the notes
to, among other things, repay a portion of the outstanding
borrowings under the Company's senior secured credit facilities,
and pay the fees and expenses related to the issuance of the
notes.

On March 1, 2012, the escrow conditions were satisfied; the CEOC
Assumption was consummated and the Bank Amendment was executed.

Pursuant to a supplemental indenture dated as of March 1, 2012,
among the Company and the Trustee, to an indenture, dated as of
Feb. 14, 2012, among the Escrow Issuers, the Parent Guarantor and
the Trustee, the Company assumed the obligations of the Escrow
Issuers under the notes and the Indenture.  The notes mature on
Feb. 15, 2020.

The Indenture provides that the notes are guaranteed by the Parent
Guarantor, and are secured by first-priority security interests in
substantially all of the property and assets held by the Company
and each wholly-owned, domestic subsidiary of the Company that is
a subsidiary pledgor with respect to the senior secured credit
facilities and the Company's 11 1/4% senior secured notes due
2017, with certain exceptions.

The Company will pay interest on the notes at 8.50% per annum,
semiannually to holders of record at the close of business on
February 1 or August 1 immediately preceding the interest payment
date on February 15 and August 15 of each year, commencing on
August 15, 2012.

On March 1, 2012, in connection with the CEOC Assumption, the
Company and J.P. Morgan Securities LLC, as representative of the
initial purchasers entered into a joinder to the registration
rights agreement dated as of Feb. 14, 2012, among the Escrow
Issuers, the Parent Guarantor and the Representative, relating to,
among other things, the exchange offer for the notes and the
related guarantee.  Pursuant to the Joinder to the Registration
Rights Agreement, the Company became a party to the Registration
Rights Agreement and agreed to be bound by the terms thereof as if
it had originally been a party thereto.

On March 1, 2012, the Company entered into the amendment agreement
in connection with the previously announced amendment of its
senior secured credit agreement, to, among other things, (i)
extend the maturity of up to $4.0 billion aggregate principal
amount of B-1, B-2 and B-3 term loans held by consenting lenders
from Jan. 28, 2015, to Jan. 28, 2018, and increase the interest
rate with respect to such extended term loans; (ii) convert
original maturity revolver commitments held by consenting lenders
to Term B-6 Loans and promptly following such conversion, repay
Term B-6 Loans held by any consenting lender in an amount equal to
10% of the amount of revolver commitments that such lender elected
to convert; (iii) extend the maturity of original maturity
revolver commitments held by consenting lenders who elect not to
convert their commitments to term loans, from Jan. 28, 2014, to
Jan. 28, 2017, and increase the interest rate and the undrawn
commitment fee with respect to such extended revolver commitments
and upon the effectiveness of such extension, terminate 20% of
extended revolver commitments on a pro rata basis; and (iv) modify
certain other provisions of the credit facilities. In addition to
the foregoing, the Company may elect to extend or convert
additional term loans and/or revolver commitments from time to
time. The conditions to the effectiveness of the Amendment
Agreement were satisfied on March 1, 2012.

On March 1, 2012, U.S. Bank National Association, as trustee under
the Indenture, U.S. Bank National Association, as second priority
agent, Bank of America, N.A., as credit agreement agent and U.S.
Bank National Association, as other first priority lien
obligations agent entered into a joinder to the Intercreditor
Agreement, dated as of Dec. 24, 2008, among Bank of America, N.A.,
as credit agreement agent, U.S. Bank National Association, as
trustee and each collateral agent for any future second lien
indebtedness from time to time party thereto.

Pursuant to the Joinder to the Intercreditor Agreement, the New
Trustee became a party to and agreed to be bound by the terms of
the Intercreditor Agreement as an other first priority lien
obligations agent, as if it had originally been party to the
Intercreditor Agreement as a first lien agent.  The Intercreditor
Agreement governs the relative priorities of the respective
security interests in the Company's and the subsidiary pledgors'
assets securing (i) the notes, (ii) the 10.0% second-priority
senior secured notes due 2015 and the 10.0% second-priority senior
secured notes due 2018 issued pursuant to the indenture dated as
of Dec. 24, 2008, among the Company, Parent Guarantor and U.S.
Bank National Association, as trustee, (iii) the 10.0% senior
secured notes due 2018 issued pursuant to the indenture dated as
of April 15, 2009, (iv) the 11.25% senior secured notes due 2017
issued pursuant to the indenture dated as of June 10, 2009, (v)
the 12.75% second-priority senior secured notes due 2018 issued
pursuant to the indenture dated as of April 16, 2010, and (vi)
borrowings under the senior secured credit facilities and certain
other matters relating to the administration of security
interests.

On March 1, 2012, U.S. Bank National Association entered into an
other first lien secured party consent to the Collateral
Agreement, as authorized representative, for persons who will
become secured parties under the collateral agreement dated as of
Jan. 28, 2008, as amended and restated as of June 10, 2009, among
the Company, each subsidiary of the Company identified therein as
a party and Bank of America, N.A., as collateral agent for the
Secured Parties.

On March 1, 2012, U.S. Bank National Association entered into an
other first lien secured party consent to the Guaranty and Pledge
Agreement, as authorized representative, for persons who will
become secured parties under the guaranty and pledge agreement
dated as of Jan. 28, 2008, as amended and restated as of June 10,
2009, among the Parent Guarantor and the Collateral Agent.

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

                        http://is.gd/sDt1h7

                    About Caesars Entertainment

Caesars Entertainment Corp., formerly Harrah's Entertainment Inc.
--http://www.caesars.com/-- is one of the world's largest casino
companies, with annual revenue of $4.2 billion, 20 properties on
three continents, more than 25,000 hotel rooms, two million square
feet of casino space and 50,000 employees.  Caesars casino resorts
operate under the Caesars, Bally's, Flamingo, Grand Casinos,
Hilton and Paris brand names.  The Company has its corporate
headquarters in Las Vegas.

Harrah's announced its re-branding to Caesar's on mid-November
2010.

The Company reported a net loss of $666.70 million in 2011 and a
net loss of $823.30 million in 2010.

The Company's balance sheet at Dec. 31, 2011, showed
$28.51 billion in total assets, $27.46 billion in total
liabilities and $1.05 billion in total stockholders' equity.

                           *     *     *

The TCR reported on Feb. 10, 2012, Moody's Investors Service
placed the ratings of Caesars Entertainment Corporation's and
Caesars Entertainment Operating Company's, collectively Caesars,
on review for possible upgrade, including CET's Caa2 Corporate
Family and Caa2 Probability of Default ratings.  Moody's also
assigned a B2 rating to the proposed $1.250 billion first lien
note offering by Caesars Operating Escrow LLC and Caesars Escrow
Corporation both wholly owned subsidiaries of CEOC.  The rating on
the proposed first lien note offering is subject to review of
final terms and conditions.


CALIFORNIA MUNICIPAL: Fitch Affirms BB+ Rating on Revenue Bonds
---------------------------------------------------------------
Fitch Ratings has affirmed the 'BB+' rating on the following
series of educational facility revenue bonds issued by the
California Municipal Finance Authority on behalf of HTH Learning
(HTH):

  -- $4,440,000 (High Tech High projects), series 2008A (Media
     Arts);
  -- $18,520,000(High Tech High projects), series 2008B (Chula
     Vista); and
  -- $432,000 (High Tech High projects), series 2008C (Chula Vista
     taxable).

The Rating Outlook is Stable.

The series 2008A are separately secured from the series 2008B and
2008C bonds.  Lease payments received by HTH from High Tech High
Media Arts (Media Arts) secure the series 2008A bonds.  Lease
payments received by HTH from High Tech High Chula Vista (Chula
Vista) secure the series 2008B and 2008C bonds.

Upon the repayment or refinancing of outstanding senior series
2005 bonds (senior bonds, not rated by Fitch), which HTH covenants
to effectuate by Dec. 1, 2014, the bonds will be secured on a
parity senior lien basis by gross revenues of HTH.  Additional
security provisions include a deed of trust on the Chula Vista
facility and a cash funded debt service reserve.

NARROW REVENUE PLEDGE: The 'BB+' rating is reflective of the need
for established institutions within HTH to subsidize the
operations of Chula Vista and the overall limited nature of the
revenue pledge securing the bonds.

LIMITED FINANCIAL FLEXIBILITY: Financial performance remains
vulnerable to unexpected changes in enrollment and continued
expansion plans.  Management's track record of successfully
opening new schools partially mitigates the latter concern.

STABLE CREDIT CHARACTERISTICS: Counterbalancing the credit
concerns are the positive operating performance of both Media Arts
and Chula Vista (the pledged schools), the strength of the overall
charter organization, and demonstrated student demand exhibited at
the pledged schools.

The pledged schools have maintained positive operating margins
over the past few years, despite on-going reductions in state per-
pupil aid; per pupil aid is the largest funding source for the
schools.  Reflecting its conservatism, management took proactive
measures in fiscal 2012 when mid-year cuts in per pupil aid were
anticipated (4%).  As the magnitude of the actual cuts were lower
than expected (1%), approximately $687,000 of funds remain
unbudgeted and available to offset additional cuts in fiscal 2013
should they materialize.

Chula Vista continues to require a subsidy from other HTH schools
to meet its annual lease payment obligation to HTH.  HTH committed
to provide up to $600,000 annually to Chula Vista, which it fully
provided in 2008 and 2009, the first two years of operations.
However, given the schools enrollment growth to date, HTH has been
able to reduce the subsidy in fiscal 2010 to $550,000 and $500,000
in 2011 and 2012.

As of January 2012, Chula Vista was ahead of budget by $140,000
therefore the draw for 2013 is currently anticipated to be between
$400,000 and $500,000.  The declining level of subsidization is
viewed favorably by Fitch.

Student demand remains strong throughout HTH's network of schools.
Collectively, enrollment was budgeted at 4,597 for fall 2011, and
actual came in slightly above at 4,609.  The fall 2011 enrollment
level reflects a 21% increase over the prior year, largely due to
the opening of additional schools.  In addition to these
enrollment numbers, demand strength is evidenced by the level of
oversubscription for entry grades 6 and 9.

For the two schools pledged schools, enrollment exceeded budgeted
targets.  Media Arts budgeted enrollment at 400, and actual was
411.  Chula Vista budgeted for 600 and achieved an enrollment of
609.  This enrollment growth leads to positive operating
performance, as the revenue base is concentrated in funding
generated on a per pupil basis.

The two pledged schools produced revenues sufficient to make their
required lease payments, thereby providing debt service coverage
in 2011 of approximately 1.43 times (x) and 1.57x, respectively.

As HTH has been opening additional schools, financial leverage has
also increased.  Debt outstanding currently totals $72.4 million
(including notes payable), up from $57.2 million in fiscal 2009.
Debt is expected to further increase over the next several years
as HTH anticipates opening two additional schools.

Fitch will continue to monitor HTH's debt level, though expects
increased enrollment generated by the new schools, and related
revenues, will mitigate some of the concern regarding a growing
debt burden.  Fitch continues to expect that HTH will successfully
redeem or refinance outstanding senior debt on or before Dec. 1,
2014.

HTH Learning is the parent of the HTH Group, and in addition to
owning the various facilities that are leased to the respective
charter schools, HTH Learning provides supervision, oversight and
coordination of HTH Group activities.  The HTH Group includes 11
non-profit benefit corporations that operate public charter
schools in San Diego County, CA.


CAMINO REAL TRUST: Case Summary & 4 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Camino Real Trust
        4011 Calle Luisa
        San Clemente, CA 92672

Bankruptcy Case No.: 12-12541

Chapter 11 Petition Date: February 29, 2012

Court: United States Bankruptcy Court
       Central District of California (Santa Ana)

Judge: Erithe A. Smith

Debtor's Counsel: Carlos F. Negrete, Esq.
                  LAW OFFICES OF CARLOS F NEGRETE
                  27422 Calle Arroyo
                  San Juan Capistrano, CA 92675-2747
                  Tel: (949) 493-8115
                  Fax: (949) 493-8170
                  E-mail: cnegrete1@hotmail.com

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

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

A list of the Company's four largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/cacb12-12541.pdf

The petition was signed by Anthony Laruffa, secretary trustee.

Affiliate that filed separate Chapter 11 petition:

                                                 Petition
   Debtor                              Case No.     Date
   ------                              --------     ----
3985 Cornerstone Apartments LLC        12-02155   12/15/11


CAPMARK FINANCIAL: Goldman Fails to Move $147MM Suit to Delaware
----------------------------------------------------------------
District Judge Robert Sweet in Manhattan denied the request of
Goldman Sachs Credit Partners L.P., Goldman Sachs Canada Credit
Partners Co., Goldman S Mortgage Company and Goldman Sachs Lending
Partners LLC to transfer to the District of Delaware pursuant to
28 U.S.C. Sec. 1412, the lawsuit brought by Capmark Financial
Group Inc., Summit Crest Ventures, LLC, Capmark Capital LLC (f/k/a
Capmark Capital Inc.), Capmark Finance LLC (f/k/a Capmark Finance
Inc.), Commercial Equity Investments LLC (f/k/a Commercial Equity
Investments, Inc.), Mortgage Investments, LLC, Net Lease
Acquisition LLC, SJM CAP, LLC, Capmark Affordable Equity Holdings
LLC (f/k/a Capmark Affordable Equity Holdings Inc.), Capmark Reo
Holding LLC and Capmark Investments LP.

The Plaintiffs, who are the reorganized debtor that emerged from
the Capmark bankruptcy proceedings, filed the action in the
Southern District of New York on Oct. 24, 2011, seeking to avoid
and recover as insider preferences $147 million in transfers made
by the Plaintiffs' predecessors to the Defendants within a year
before the Debtors filed their petitions for reorganization in
bankruptcy.

Capmark emerged from bankruptcy in September 2011, the Official
Committee of Unsecured Creditors dissolved and the Committee's
constituents acquired over 99% of the equity in the Reorganized
Debtor.

According to the Defendants, the Plaintiffs are the Committee in a
different guise, represented by the same counsel, seeking the same
relief that the Committee earlier sought before Delaware
Bankruptcy Judge Christopher Sontchi.

Prior to the bankruptcy filing, the Plaintiffs' predecessor
debtors entered into two unsecured credit facilities in March
2006, pursuant to which they incurred $8.7 billion in unsecured
debt from various lenders, including the Defendants.  In
connection with this loan, Goldman Sachs, along with other
lenders, created a limited liability company that owned 75% of
Capmark Financial Group Inc., and Goldman Sachs appointed a member
to Capmark Financial Group Inc.'s Board of Directors.  In May
2009, the Plaintiffs' predecessor partially repaid this debt by
entering into a $1.5 billion secured credit facility.  According
to the Plaintiffs, as a lender with a member on Capmark Financial
Group Inc.'s Board of Directors, Goldman Sachs stood on both sides
of this new loan.  The Plaintiffs contend that, as a result of
this transaction, the Defendants received $147 million to reduce
their unsecured loan and held a new secured loan that was better
positioned to receive payment in full when the Plaintiffs'
predecessor entity declared bankruptcy in October 2009.

Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Goldman Sachs failed in its attempt to have the
lawsuit transferred from New York to Delaware, where a bankruptcy
judge might have been inclined to dismiss the case.

In a 33-page opinion filed March 5, Judge Sweet said the
investment bank failed to show that moving the case was "in the
interest of justice."

Mr. Rochelle notes that if the case were moved to Delaware, it
could have been sent to the bankruptcy judge, who at one time
might have been on the brink of ruling that the claims underlying
the lawsuit couldn't survive, Judge Sweet said in his opinion.
Judge Sweet said it wasn't clear whether the suit would have ended
up in bankruptcy court, given current doubts about the ability of
bankruptcy judges to make final rulings in lawsuits against
creditors.  Judge Sweet ruled in substance that he could make
decisions in the lawsuit with efficiency equal to the bankruptcy
judge in Delaware.

The lawsuit is Capmark Financial Group Inc. v. Goldman Sachs
Credit Partners LP, 11-7511, S.D.N.Y. (Manhattan).

A copy of Judge Sweet's Opinion dated March 1 is available at
http://is.gd/lXvlRMfrom Leagle.com.

                       About Capmark Financial

Based in Horsham, Pennsylvania, Capmark Financial Group Inc. --
http://www.capmark.com/-- provided financial services to
investors in commercial real estate-related assets.  Capmark has
three core businesses: lending and mortgage banking, investments
and funds management, and servicing.  Capmark operates in North
America, Europe and Asia.  Capmark has 1,000 employees located in
37 offices worldwide.

On Oct. 25, 2009, Capmark Financial and certain of its
subsidiaries filed voluntary petitions for relief under Chapter 11
(Bankr. D. Del. Lead Case No. 09-13684).  Capmark disclosed assets
of US$20 billion against total debts of US$21 billion as of
June 30, 2009.

Capmark's financial advisors were Lazard Freres & Co. LLC and
Loughlin Meghji + Company.  Capmark's bankruptcy counsel were
Dewey & LeBoeuf LLP, and Richards, Layton & Finger, P.A.  Beekman
Advisors, Inc., is serving as strategic advisor.
KPMG LLP served as tax and accounting advisor.  Epiq Bankruptcy
Solutions, LLC, served as claims and notice agent.

The Official Committee of Unsecured Creditors tapped Kramer Levin
Naftalis & Frankel LLP as its counsel and JR Myriad 1LLC as its
commercial real estate business advisors.  The Committee also
retained Cutler Pickering Hale and Dorr LLP as its attorneys for
the special purpose of providing legal services in connection with
Federal Deposit Insurance Corporation matters.

Protech Holdings C LLC, an affiliate of Capmark, filed for
Chapter 11 protection on July 29, 2010 (Bankr. D. Del. Case No.
10-12387).  Protech estimated assets and debts in excess of
$1 billion as of the filing date.

Since filing for Chapter 11, Capmark completed three sales to
generate more than $1 billion in cash.  Berkshire Hathaway Inc.
and Leucadia National Corp. bought most of the business for
$468 million.  In April 2011, Greenline Ventures LLC completed the
acquisition of the New Markets Tax Credit division of Capmark
Financial Group Inc.  Since inception of the NMTC program,
Capmark's NMTC division has closed over $1.1 billion of NMTC
investment funds and financed over $2.5 billion of projects and
businesses in low income communities nationwide.

Capmark won confirmation of its reorganization plan in August 2011
allowing it to distribute about $4 billion of stock, cash and new
debt to unsecured creditors and streamline operations around its
flagship bank.  Unsecured creditors were to receive $900 million
in cash, $1.25 billion in secured notes and 100 million shares in
reorganized Capmark, now a bank holding company.  The plan was
declared effective in October.

Also in October 2011, Capmark closed the sale of its low-income
housing tax credit asset portfolio to Hunt Cos. Inc., a national
real estate services company.  El Paso, Texas-based Hunt was the
successful bidder in the auction of the assets, paying
$102.4 million.


CARDEN WEST: Said to Close School; Stratford to Take Over Premises
------------------------------------------------------------------
Glenn Wohltmann, writing for Pleasanton Weekly, reports that the
parent of a student at the bankrupt Carden West school said it
plans to close its doors at the end of the school year and cease
to exist.  The parent, speaking on condition of anonymity, said
although Stratford School will begin holding classes at the Carden
West site next term, it will not be assuming Carden West's debts
and the two schools will not merge.

"Stratford will be moving into the current space effective June 1
and are in the final steps of negotiations with the landlord to
finalize the deal, but will not mix business operations with
Carden West nor assume any of the bank debt," the parent said,
according to the report.

"Carden West will most likely shut down once the end of the year
is reached, which is May 31. Stratford will be offering enrollment
applications to all current Carden West students with a founder's
discount including reduced tuition for one year, as well as
uniform and book credit," the parent added. "In addition,
Stratford will be granting employment interviews to all current
Carden West teachers."

The report says Carden West will remain in chapter 11 bankruptcy
and will have to provide its creditors with a plan to pay its
debts of nearly $1.8 million.

According to the report, the owner of the building on Feb. 16
filed an unlawful detainer action in Alameda County Superior Court
to evict Carden West.  The parent told Pleasanton Weekly the
lawsuit is a legal formality to prevent the school from renewing
its lease so that Stratford can take over the building.

Another parent, who also spoke on condition of anonymity, told
Pleasanton Weekly that the school's contracts with parents were
voided when Carden West went into bankruptcy.  That parent said
the school sent a notice of tuition increase in December, asking
for a 25% hike on Feb. 1.

"Giving 60-day notice(s) would have meant parents had to pay
higher tuition in February. So parents gave 30-day notices," the
second parent told Pleasanton Weekly.  "On Jan. 9, the board
backed off the tuition increase demand and changed it to a
'request for donation.' They stated without that money, they'll
have to close the school about mid-February."

Half the board has resigned, according to the second parent, who
said four people are running the school.

That parent told Pleasanton Weekly the school has paid $50,000 in
back rent and has made arrangements to pay the remainder of
$150,000 by May to keep the school operating through the end of
its year.

Carden West Inc. owns Carden West School --
http://www.cardenwest.org/-- a small private school at 4576
Willow Road in the Hacienda Business Park in California.  The
Company filed for bankruptcy (Bankr. N.D. Calif. Case No.
11-71752), listing assets of $6,000 and debts of $1,770,989.
Judge Roger L. Efremsky presides over the case.  Mufthiha
Sabaratnam, Esq., at Sabaratnam and Associates, represents the
Debtor.


CATALYST PAPER: Given Final Protection in Chapter 15
----------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Catalyst Paper Corp. was given formal and final
protection in the U.S. under Chapter 15 when a bankruptcy judge in
Delaware ruled on March 5 that the court in Canada is home to the
"foreign main proceeding."  The ruling halts creditor actions in
the U.S.

Catalyst will use the Chapter 15 case to implement and enforce a
plan of arrangement under the Canada Business Corporations Act
that would cut debt by C$315.4 million ($314.9 million) while
almost wiping out shareholders.

Under the plan, holders of Catalyst's senior secured and senior
notes would own 99.5% of the company's common shares. The
remaining 0.5% would be held by holders of Catalyst's existing
common shares.  Catalyst would exchange $390.4 million of 11%
senior secured notes due in 2016 for $325 million of new 11%
first-lien notes, and 80% of the company's common shares.
Catalyst would also swap $250 million of 7.38 senior notes due in
2014 for 19.5% of its common shares, as well as warrants giving
bondholders the right to buy more stock.

                       About Catalyst Paper

Catalyst Paper Corp. -- http://www.catalystpaper.com/--
manufactures diverse specialty mechanical printing papers,
newsprint and pulp.  Its customers include retailers, publishers
and commercial printers in North America, Latin America, the
Pacific Rim and Europe.  With four mills, located in British
Columbia and Arizona, Catalyst has a combined annual production
capacity of 1.9 million tons.  The Company is headquartered in
Richmond, British Columbia, Canada and its common shares trade on
the Toronto Stock Exchange under the symbol CTL.

Catalyst on Dec. 15, 2011, deferred a US$21 million interest
payment on its outstanding 11.00% Senior Secured Notes due 2016
and Class B 11.00% Senior Secured Notes due 2016 due on Dec. 15,
2011.  Catalyst said it was reviewing alternatives to address its
capital structures and it is currently in discussions with
noteholders.  Perella Weinberg Partners served as the financial
advisor.

In early January 2012, Catalyst entered into a restructuring
agreement, which will see its bondholders taking control of the
company and includes an exchange of debt for equity.  The
agreement said it would slash the company's debt by C$315.4
million ($311 million) and reduce its cash interest expenses.
Catalyst also said it will continue to "operate and satisfy" its
obligations to customers, trade creditors, employees and retirees
in the ordinary course of business during the restructuring
process.

On Jan. 17, 2012, Catalyst applied for and received an initial
court order under the Canada Business Corporations Act (CBCA) to
commence a consensual restructuring process with its noteholders.
Affiliate Catalyst Paper Holdings Inc., filed for creditor
protection under Chapter 15 of the U.S. Bankruptcy Code (Bankr. D.
Del. Case No. 12-10219) on the same day and sought recognition of
the Canadian proceedings.

Catalyst joins a line of paper producers that have succumbed to
higher costs, increased competition from Asia and Europe, and
falling demand as more advertisers and readers move online.  In
2011, Cerberus Capital-backed NewPage Corp. filed for bankruptcy
protection, followed by SP Newsprint Co., owned by newsprint
magnate and fine art collector Peter Brant.  In December, Wausau
Paper said it will close its Brokaw mill in Wisconsin, cut 450
jobs and exit its print and color business.

The Supreme Court of British Columbia granted Catalyst creditor
protection under the CCAA until April 30, 2012.

As of Dec. 31, 2011, the Company had C$737.6 million in total
assets and C$1.35 million in total liabilities.


CATALYST PAPER: To Pay Additional C$1.1MM Under Pension Plans
-------------------------------------------------------------
Catalyst Paper Inc. disclosed in a recent regulatory filing that
in February 2012, it agreed to pay an additional C$1,100,000 in
respect of the solvency deficiencies in its defined benefit
pension plans through two equal payments in March 2012 and
April 15, 2012, as part of its proceedings under the Companies'
Creditors Arrangement Act.

In December 2011, the B.C. Superintendent of Pensions granted
Catalyst Paper an extension of the time limits within which
amortization payments for solvency deficiencies are required to be
made with respect to certain of the Company's defined benefit
pension plans. The extension and amortizes the Company's solvency
contribution payment obligations over the seven-year period ended
December 2017.  As a result, the Company's cash payments to the
respective plans were reduced to C$10,627,977 per year for 2011,
2012 and 2013.

                       About Catalyst Paper

Catalyst Paper Corp. -- http://www.catalystpaper.com/--
manufactures diverse specialty mechanical printing papers,
newsprint and pulp.  Its customers include retailers, publishers
and commercial printers in North America, Latin America, the
Pacific Rim and Europe.  With four mills, located in British
Columbia and Arizona, Catalyst has a combined annual production
capacity of 1.9 million tons.  The Company is headquartered in
Richmond, British Columbia, Canada and its common shares trade on
the Toronto Stock Exchange under the symbol CTL.

Catalyst on Dec. 15, 2011, deferred a US$21 million interest
payment on its outstanding 11.00% Senior Secured Notes due 2016
and Class B 11.00% Senior Secured Notes due 2016 due on Dec. 15,
2011.  Catalyst said it was reviewing alternatives to address its
capital structures and it is currently in discussions with
noteholders.  Perella Weinberg Partners served as the financial
advisor.

In early January 2012, Catalyst entered into a restructuring
agreement, which will see its bondholders taking control of the
company and includes an exchange of debt for equity.  The
agreement said it would slash the company's debt by C$315.4
million ($311 million) and reduce its cash interest expenses.
Catalyst also said it will continue to "operate and satisfy" its
obligations to customers, trade creditors, employees and retirees
in the ordinary course of business during the restructuring
process.

On Jan. 17, 2012, Catalyst applied for and received an initial
court order under the Canada Business Corporations Act (CBCA) to
commence a consensual restructuring process with its noteholders.
Affiliate Catalyst Paper Holdings Inc., filed for creditor
protection under Chapter 15 of the U.S. Bankruptcy Code (Bankr. D.
Del. Case No. 12-10219) on the same day and sought recognition of
the Canadian proceedings.

Catalyst joins a line of paper producers that have succumbed to
higher costs, increased competition from Asia and Europe, and
falling demand as more advertisers and readers move online.  In
2011, Cerberus Capital-backed NewPage Corp. filed for bankruptcy
protection, followed by SP Newsprint Co., owned by newsprint
magnate and fine art collector Peter Brant.  In December, Wausau
Paper said it will close its Brokaw mill in Wisconsin, cut 450
jobs and exit its print and color business.

The Supreme Court of British Columbia granted Catalyst creditor
protection under the CCAA until April 30, 2012.

As of Dec. 31, 2011, the Company had C$737.6 million in total
assets and C$1.35 million in total liabilities.


CELL THERAPEUTICS: Has $5.1 Million Net Loss in January
-------------------------------------------------------
Cell Therapeutics, Inc., provided the information pursuant to a
request from the Italian securities regulatory authority, CONSOB,
pursuant to Article 114, Section 5 of the Unified Financial Act,
that the Company issue at the end of each month a press release
providing a monthly update of certain information relating to the
Company's management and financial situation.

The Company estimates a net loss attributable to common
shareholders of US$5.06 million on US$0 of net revenue for the
month ended Jan. 31, 2012, compared with a net loss attributable
to common shareholders of $16.67 million on $0 of net revenue
during the prior month.

Estimated research and development expenses were US$3.0 million
for the month December 2011 and US$2.5 million for the month
January 2012.

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

                       http://is.gd/jmsmeJ

                      About Cell Therapeutics

Headquartered in Seattle, Washington, Cell Therapeutics, Inc.
(NASDAQ and MTA: CTIC) -- http://www.CellTherapeutics.com/-- is a
bi4opharmaceutical company committed to developing an integrated
portfolio of oncology products aimed at making cancer more
treatable.

The Company reported a net loss of $82.64 million in 2010 and a
net loss of $82.64 million in 2009.  The Company also reported a
net loss attributable to CTI of $53.39 million for the nine months
ended Sept. 30, 2011.

The Company's balance sheet at Sept. 30, 2011, showed
$62.85 million in total assets, $33.89 million in total
liabilities, $13.46 million in common stock purchase warrants, and
$15.49 million total shareholders' equity.

Marcum LLP, in San Francisco, Calif., expressed substantial doubt
about the Company's ability to continue as a going concern in its
audit reports for the financial statements for 2009 and 2010.  The
independent auditors noted that the Company has incurred losses
since its inception, and has a working capital deficiency of
approximately $14.2 million at Dec. 31, 2010.

                       Bankruptcy Warning

The Company has incurred losses since inception and expect to
generate losses for the next few years primarily due to research
and development costs for Pixuvri, OPAXIO, tosedostat,
brostallicin and bisplatinates.

If the Company receives approval of Pixuvri by the European
Medicines Agency or the Food and Drug Administration, the Company
would anticipate additional commercial expenses associated with
Pixuvri operations.  Accordingly, the Company will need to raise
additional funds and is currently exploring alternative sources of
equity or debt financing.  The Company may seek to raise such
capital through public or private equity financings, partnerships,
joint ventures, disposition of assets, debt financings or
restructurings, bank borrowings or other sources of financing.
However, additional funding may not be available on favorable
terms or at all.  If additional funds are raised by issuing equity
securities, substantial dilution to existing shareholders may
result.  If the Company fails to obtain additional capital when
needed, the Company may be required to delay, scale back, or
eliminate some or all of its research and development programs and
may be forced to cease operations, liquidate its assets and
possibly seek bankruptcy protection.


CENTURYLINK INC: S&P Assigns 'BB' Rating to $1.25-Bil. Sr. Notes
----------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'BB' issue-level
rating and '3' recovery rating to Monroe, La.-based incumbent
local exchange carrier (ILEC) CenturyLink Inc.'s aggregate $1.25
billion of senior notes due 2022 and 2042. The '3' recovery rating
indicates expectations for meaningful (50%-70%) recovery in the
event of payment default. The company intends to use proceeds from
the notes, along with cash and revolver borrowings, to tender for
notes at its Embarq subsidiary.

"The 'BB' corporate credit on CenturyLink is unchanged and the
outlook remains stable as the transaction is unlikely to have an
impact on the company's credit measures. The ratings on
CenturyLink reflect significant competition in its core consumer
wireline phone business from cable telephony and wireless
substitution; Standard & Poor's expectation for continued revenue
and EBITDA declines because of ongoing access-line losses, which
were about 6.6% annually during the fourth quarter of 2011 on a
pro forma basis; integration risk; and an aggressive shareholder-
oriented financial policy with a substantial dividend payout,
which limits debt reduction," S&P said.

"Tempering factors include a favorable market position as the
third-largest ILEC in the U.S.; solid operating margins and free
cash flow generation; growth in high-speed data services, which
helps mitigate revenue declines from access-line losses; and
geographic diversity. We consider the financial risk profile
'significant' as defined in our criteria. Pro forma adjusted debt
to EBITDA is about 3.4x as of Dec. 31, 2011, and we expect
leverage to remain in the low- to mid-3x area over the year as
debt repayment is offset by a continuing decline in EBITDA," S&P
said.

Ratings List

CenturyLink Inc.
Corporate Credit Rating           BB/Stable/--

New Ratings

CenturyLink Inc.
Senior unsecured noted due 2022   BB
   Recovery Rating                 3
Senior unsecured noted due 2042   BB
   Recovery Rating                 3


CHELSEA SPRINGS: Case Summary & 3 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Chelsea Springs, LLC
        P.O. Box 985
        Byron, GA 31008

Bankruptcy Case No.: 12-50593

Chapter 11 Petition Date: March 5, 2012

Court: U.S. Bankruptcy Court
       Middle District of Georgia (Macon)

Judge: James P. Smith

Debtor's Counsel: Wesley J. Boyer, Esq.
                  KATZ, FLATAU, POPSON AND BOYER, LLP
                  355 Cotton Avenue
                  Macon, GA 31201
                  Tel: (478) 742-6481
                  E-mail: wjboyer_2000@yahoo.com

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

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

The Company's list of its three largest unsecured creditors filed
with the petition is available for free at:
http://bankrupt.com/misc/gamb12-50593.pdf

The petition was signed by Lee S. Ervin-Insley.


CHRISTINE PERSAUD: Chapter 7 Trustee May Hire Troutman as Counsel
-----------------------------------------------------------------
John S. Pereira, the Chapter 7 trustee for the estate of Christine
Persaud, won Bankruptcy Court authority to retain Troutman Sanders
LLP as his general and bankruptcy counsel over the objection of a
former joint venture partner.

Abraham Klein, Ms. Persaud's business partner turned adversary,
argues principally that as to certain claims, Troutman suffers
from a disabling conflict of interest and is not "disinterested"
as required by the Bankruptcy Code.  He asserts that Troutman
represented him and an entity that he owns and controls, Global
Realty Ventures, in connection with a possible investment in a
real estate venture in China and that, while this representation
may presently be "on hold," it is "ongoing."  And he states that
the Trustee may assert claims against him or GRV that are
substantially related to Troutman's prior representation.  As to
these claims, Mr. Klein argues, Troutman must stand to the side.

Mr. Klein also asserts that the Troutman retention will result in
litigation that will diminish the funds available to priority and
secured creditors, will not lead to a recovery for unsecured
creditors, and otherwise will not benefit the estate.  He argues
that the proposed retention is an attempt to attack the validity
of a pre-petition arbitration award in his favor, which is
presently the subject of litigation in New York state court.  Mr.
Klein claims that Troutman's disclosures under Bankruptcy Rule
2014 are inadequate and incomplete.

In overruling the objection, Bankruptcy Judge Elizabeth S. Stong
held that Mr. Klein has not shown that Troutman should be disabled
from serving as general and bankruptcy counsel for the Trustee on
behalf of the Debtor's estate as to claims that the Trustee may
assert against Mr. Klein or GRV.

Before the bankruptcy case was filed, the Debtor and Mr. Klein
conducted certain businesses together, including Caring Home Care,
LLC.  In late 2008, Mr. Klein explored the possibility of
investing in a real estate venture in China with a partner.  In
connection with that project, Mr. Klein or his brother Hershel
Klein approached Troutman, which maintains an office in Shanghai,
for information and advice.  Over the course of several weeks
beginning in late July 2008, Mr. Klein and Hershel Klein exchanged
e-mails and had other contacts with Troutman professionals located
in Shanghai and New York, including Edward Epstein and Wang Tian
in the firm's Shanghai office and Aurora Cassirer in New York.
These communications addressed, among other subjects, due
diligence in connection with the possible investment, the use of a
local consultant in China, the investment vehicle, and Troutman's
role.  In early August 2008, Hershel Klein cautioned Mr. Epstein
that it would not be "beneficial to filter all back and forth thru
you as it would ring up unnecessary legal fees."

At some point, Mr. Klein determined that GRV would be the
investment vehicle, and in late November and again in mid-December
2008, Troutman prepared and forwarded to Mr. Klein an engagement
letter reflecting the engagement of the firm by GRV.  Hershel
Klein executed the engagement letter on Dec. 29, 2008, on behalf
of GRV.

Troutman billed GRV $10,573.50, for "Services Rendered" through
Nov. 30, 2008, in connection with "Project Juan Cheng" -- the
China Project -- on Dec. 10, 2008, to the attention of Mr. Klein.
Troutman billed GRV $6,368.30, for "Services Rendered" through
Dec. 31, 2008, in connection with the China Project on Jan. 15,
2009, again to the attention of Mr. Klein.

In late December 2008 or early January 2009, it became evident
that the China Project would be placed on hold.

During this same period, the business relationship between the
Debtor and Mr. Klein soured.  Litigation ensued, and their dispute
culminated in an arbitration.  The Debtor did not appear in or
defend the arbitration, and on March 31, 2009, the arbitration
panel issued an award on default in favor of Mr. Klein.  He
brought a proceeding to confirm the award in state court, and on
April 17, 2009, the New York Supreme Court, Kings County, entered
an order confirming the arbitration award, also on default, upon
the Debtor's failure to appear at that day's calendar call.

Troutman had no role in those proceedings.

The Debtor appealed, arguing that the order confirming the
arbitration award should be vacated because she had a reasonable
excuse for the default and a potentially meritorious defense to
the claims.  On May 10, 2011, the Appellate Division vacated the
confirmation order and remitted the matter to the Supreme Court
"for a new determination on the issue of whether the arbitration
award should be confirmed."

Troutman also had no role in those proceedings.  That matter is
stayed pending further action by the Bankruptcy Court.

In November 2011, the Debtor sought relief from the automatic stay
to permit the parties to proceed in New York Supreme Court on the
issue of confirmation of the arbitration award.  The Trustee
opposed that motion on grounds that he, not the Debtor, has
standing to seek that relief.  In December 2011, the Court denied
the Debtor's motion "without prejudice to other applications to
permit the determination of these issues in the State Court."

Meanwhile, in October 2011, the Court entered orders pursuant to
Bankruptcy Rule 2004 authorizing the Trustee to conduct
examinations of Mr. Klein and other individuals, as well as
Caring, limited principally to the production of documents
concerning business arrangements among the Debtor, Mr. Klein,
their related entities, and Caring.  Those orders granted some,
but not all, of the relief sought by the Trustee.  Mr. Klein and
others sought reconsideration of the Rule 2004 orders, and in
November, the Court entered amended orders to clarify the scope of
the required document production.  The Court also entered an order
on consent directing the Debtor to provide certain contact
information to Mr. Klein.

Mr. Klein and others sought a stay pending appeal of the Rule 2004
orders in the U.S. District Court for the Eastern District of New
York on grounds, among others, that the Bankruptcy Court lacks
subject matter jurisdiction.  The request for a stay was heard by
Hon. Roslynn Mauskopf and denied.

A copy of Judge Stong's March 5, 2012 Memorandum Decision is
available at http://is.gd/U0VjsZfrom Leagle.com.

The Debtor is represented by Samuel J. Landau, Esq., and the Law
Office of Stephen N. Preziosi, P.C. -- stephenpreziosi@gmail.com
-- in New York.

Abraham Klein is represented by Mendel Zilberberg, Esq., at Mendel
Zilberberg & Associates, P.C.; and Pery D. Krinsky, Esq. --
pkrinsky@krinskypllc.com -- at Krinsky, PLLC.

John P. Campo, Esq., and Lee W. Stremba, Esq., at Troutman Sanders
LLP, represent John S. Pereira, the Chapter 7 Trustee.

Christine Persaud filed a Chapter 11 petition (Bankr. E.D.N.Y.
Case No. 10-44815) on May 26, 2010.  The case was converted to one
under Chapter 7 on April 8, 2011, and John Pereira was appointed
Chapter 7 Trustee on April 13, 2011.


CHRYSLER LLC: Bailout Was Only Way to Save Firm, Ret. Judge Says
----------------------------------------------------------------
American Bankruptcy Institute reports that retired Chief
Bankruptcy Judge Arthur J. Gonzalez, who presided over Chrysler's
bankruptcy case in 2009, said that the ailing company could not
have survived without taxpayer money.

                          About Chrysler

Chrysler Group LLC, formed in 2009 from a global strategic
alliance with Fiat Group, produces Chrysler, Jeep(R), Dodge, Ram
Truck, Mopar(R) and Global Electric Motorcars (GEM) brand vehicles
and products.  Headquartered in Auburn Hills, Michigan, Chrysler
Group LLC's product lineup features some of the world's most
recognizable vehicles, including the Chrysler 300, Jeep Wrangler
and Ram Truck.  Fiat will contribute world-class technology,
platforms and powertrains for small- and medium-sized cars,
allowing Chrysler Group to offer an expanded product line
including environmentally friendly vehicles.

Chrysler LLC and 24 affiliates on April 30, 2009, sought Chapter
11 protection from creditors (Bankr. S.D.N.Y (Mega-case), Lead
Case No. 09-50002).  Chrysler hired Jones Day, as lead counsel;
Togut Segal & Segal LLP, as conflicts counsel; Capstone Advisory
Group LLC, and Greenhill & Co. LLC, for financial advisory
services; and Epiq Bankruptcy Solutions LLC, as its claims agent.

As of Dec. 31, 2008, Chrysler had $39,336,000,000 in assets and
$55,233,000,000 in debts.  Chrysler had $1.9 billion in cash at
that time.

In connection with the bankruptcy filing, Chrysler reached an
agreement with Fiat SpA, the U.S. and Canadian governments and
other key constituents regarding a transaction under Section 363
of the Bankruptcy Code that would effect an alliance between
Chrysler and Italian automobile manufacturer Fiat.  Under the
terms approved by the Bankruptcy Court, the company formerly known
as Chrysler LLC on June 10, 2009, formally sold substantially all
of its assets, without certain debts and liabilities, to a new
company that will operate as Chrysler Group LLC.  Fiat acquired a
20% equity interest in Chrysler Group as part of the deal.

The U.S. and Canadian governments provided Chrysler with
$4.5 billion to finance its bankruptcy case.  Those loans were
repaid with the proceeds of the bankruptcy estate's liquidation.

The Debtor changed its corporate name to Old CarCo following the
sale.

                           *     *     *

As reported in the Troubled Company Reporter on June 6, 2011,
Standard & Poor's Ratings Services assigned its 'B+' corporate
credit rating to Chrysler Group LLC. The rating outlook is stable.
"At the same time, we assigned our issue-level rating to
Chrysler's $4.3 billion senior bank facilities ('BB') and $3.2
billion second-lien notes ('B'). The recovery ratings are '1' and
'5'. The company recently completed this financing," S&P stated.


CLIFFS CLUB: Court to Tap Loan as it Works Toward Sale
------------------------------------------------------
Dow Jones' DBR Small Cap reports that a judge cleared Cliffs Club
& Hospitality Group Inc. to begin borrowing on a bankruptcy loan
offered up by the proposed lead bidder for the company's assets.

                      About Cliffs Club

Units of The Cliffs Communities, led by The Cliffs Club &
Hospitality Group, Inc., doing business as The Cliffs Golf &
Country Club, along with 10 affiliates, sought Chapter 11
protection (Bankr. D. S.C. Lead Case No. 12-01220) on Feb. 28,
2012.

The Cliffs has eight premier, private master-planned residential
communities, each to have its own world-class golf course.
Approximately 3,734 lots have been sold.  There are currently
1,385 finished homes, with 63 under construction.  The properties
for sale are owned by non-debtor DevCo entities.

The Feb. 28 Debtors operate the exclusive membership clubs for
golf, tennis, wellness and social activities at The Cliffs'
communities in North and South Carolina.  The clubs have 2,280
members, and there are 766 resigned members with refundable
deposits totaling $37 million.  The Debtors do not own the golf
courses -- they only own or lease all the "core amenities" for the
operation of the golf courses.


Another affiliate, Keowee Falls Investment Group, LLC, filed a
Chapter 11 petition (Bankr. D. S.C. Case No. 12-01399) in
Spartanburg, South Carolina, on March 2, 2012.  Travelers Rest-
based Keowee Falls estimated at least $100 million in assets and
liabilities of up to $50 million.


COLBRAN LLC: Voluntary Chapter 11 Case Summary
----------------------------------------------
Debtor: Colbran, LLC
        9 Rosendale Drive
        Hopedale, MA 01747

Bankruptcy Case No.: 12-40727

Chapter 11 Petition Date: February 29, 2012

Court: United States Bankruptcy Court
       District of Massachusetts (Worcester)

Judge: Melvin S. Hoffman

Debtor's Counsel: Herbert Weinberg, Esq.
                  ROSENBERG & WEINBERG,
                  805 Turnpike St., Suite. 201
                  North Andover, MA 01845
                  Tel: (978) 683-2479
                  Fax: (978) 682-3041
                  E-mail: hweinberg@jrhwlaw.com

Estimated Assets: $0 to $50,000

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 Michael E. Walsh, sole member.


COLUMBIA LABORATORIES: Has Nasdaq Price Non-Compliance Notice
-------------------------------------------------------------
Columbia Laboratories Inc. received a notice on March 6, 2012,
from the Nasdaq Stock Market indicating that it no longer meets
the minimum bid price requirement for continued listing on the
Nasdaq Global Market as set forth in Nasdaq Listing Rule
5450(a)(1).  The notice stated that the bid price of the Company's
common stock has closed below the required minimum $1.00 per share
for the previous 30 consecutive business days.  The Nasdaq notice
has no immediate effect on the listing of the Company's common
stock.

In accordance with Nasdaq rules, the Company has 180 calendar days
to regain compliance with the Rule. If at any time before Sept. 4,
2012, the bid price of Columbia's common stock closes at $1.00 per
share or higher for a minimum of 10 consecutive business days,
Nasdaq will notify the Company that it has regained compliance
with the Rule.

In the event the Company does not regain compliance with the Rule
prior to Sept. 4, 2012, Nasdaq will notify the Company that its
securities are subject to delisting.  However, the Company may be
eligible for additional time.  To qualify, the Company may apply
to transfer the listing of its common stock to the Nasdaq Capital
Market if it satisfies all criteria for initial listing on the
Nasdaq Capital Market, other than compliance with the minimum bid
price requirement.  If such application to the Nasdaq Capital
Market is approved, then the Company may be eligible for an
additional grace period.

The Company is considering actions that it may take in response to
this notification in order to regain compliance with the continued
listing requirements.

                    About Columbia Laboratories

Columbia Laboratories, Inc. is a publicly traded specialty
pharmaceutical company with a successful history of developing
proprietary, vaginally administered products for women's health
indications.  The Company receives sales and royalty revenues from
CRINONE(R) 8% (progesterone gel), which is marketed by Watson
Pharmaceuticals in the United States and by Merck Serono in 63
foreign countries.  Watson is pursuing approval in the U.S. of
progesterone gel to reduce the risk of preterm birth in women with
premature cervical shortening, and Columbia maintains its
financial interest in the product and its role in the companies'
Joint Development Committee.


CONTINENTAL RESOURCES: S&P Rates $650MM Sr. Unsec. Notes at BB+
---------------------------------------------------------------
Standard & Poor's Ratings Services assigned issue-level and
recovery ratings to Enid, Okla. Continental Resources Inc.'s $650
million senior unsecured notes due 2022.

"The assigned issue rating on the notes is 'BB+' (the same as the
corporate credit rating). The recovery rating on this debt is '3',
indicating our expectation of a meaningful (50% to 70%) recovery
in the event of default. The company will use the proceeds to
repay debts under its revolving credit facility," S&P said.

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

Ratings List
Continental Resources Inc.
Corporate credit rating                BB+/Stable/--

New Rating
$650 mil sr unsecd nts due 2022        BB+
   Recovery rating                      3


COPPER TIRE: S&P Revises Outlook on 'BB-' Rating to Stable
----------------------------------------------------------
Standard & Poor's Ratings Services revised its outlook on Cooper
Tire & Rubber Co. to stable from positive.

"The outlook revision reflects our view that the company's credit
measures, while in line with the current 'BB-' corporate credit
rating, are unlikely to move in line with our expectations for a
higher rating this year," said Standard & Poor's credit analyst
Lawrence Orlowski. "For example, based on the 12 months ended Dec.
31, 2011, the ratio of adjusted free operating cash flow (FOCF) to
adjusted debt was 1.6%, compared with 10.8% a year earlier. We do
not expect this credit measure will improve sufficiently in 2012
to warrant an upgrade."

"The outlook is stable, reflecting our view that Cooper's credit
measures will remain in line with the expectations for the current
rating. We expect the company's leverage to stay below 4x and for
funds from operations to debt to exceed 15%," S&P said.

"We could lower the ratings if Cooper can't cover rising raw
material costs by price increases or if end-market demand weakens,
leading us to believe that the company would use cash of $75
million or if leverage rose above 4x on a sustained basis. For
instance, this could occur if revenue fell over 15% and gross
margins moved below 7%," S&P said.

"If tire demand strengthens and the company is successful with
recovering raw material price increases, we could raise our
current rating if we thought leverage would remain below 3x and
FOCF would be at least 10% of adjusted debt. At current debt
levels, this equates to around $90 million of FOCF. We would also
expect to see the company's business position strengthen, as
reflected in adjusted EBITDA margins comfortably in the double
digits on a sustainable basis. However, we believe it is unlikely
that we would upgrade the company in the near term," S&P said.


CRAFTIQUE FURNITURE: Plans to Wind Down Operations in May
---------------------------------------------------------
Furniture Today reports that Craftique Furniture said it plans to
cease manufacturing and retail operations and liquidate its
remaining inventory.

According to the report, officials said the Company will wind down
operations in May with the fulfillment of open orders.

Furniture Today relates that the company said a tough economic
environment and shrinking consumer demand for heirloom quality
furnishings is contributing to its closing.

Official said while a potential buyer could purchase the Craftique
in the next several months, liquidation will take place as
planned, the report relays.  The company plans to sell its
100,000-square-foot factory here, the officials, as cited by
Furniture Today, added.

The report says Craftique's existing inventory will be sold at a
liquidation sale at its factory store beginning today, March 8.
The store is at 2679 Ramada Road, Burlington, N.C.

"For years now, the entire Craftique team has worked diligently to
withstand the challenges of today's global economy. For this I am
extremely grateful and appreciative," the report quotes John
Erwin, co-owner, as saying.

Craftique was founded in 1946 by L.P. Best, who sold the company
to Pulaski Furniture in 1988.  Craftique has been known for hand-
made custom mahogany furniture.


CRESCENT RESOURCES: Trust Can't Bypass District Court in Appeal
---------------------------------------------------------------
Bankruptcy Judge Craig A. Gargotta denied the request of the
Crescent Resources Litigation Trust to take a direct appeal from
Judge Gargotta's order directly to the U.S. Court of Appeals.
CRESCENT RESOURCES LITIGATION TRUST, BY AND THROUGH DAN BENSIMON,
TRUSTEE, Plaintiff, v. ARTHUR W. FIELDS and JOLEEN FIELDS,
Defendants, Adv. Proc. No. 11-01135 (Bankr. W.D. Tex. June 9,
2011), seeks to avoid and recover improper "bonus" payments.  At
the behest of defendants Arthur W. Fields and Joleen Fields, the
Court on Nov. 18, 2011, held that the Crescent Resources Plan of
Reorganization and related documents preserved the claims made in
the First Amended Complaint under
11 U.S.C. Sections 544, 548, and 550 with language which was
"specific and unequivocal," but did not adequately preserve the
claims made under "state fraudulent transfer law" pursuant to
11 U.S.C. Sec. 544 (b)(1), and the Trust lacked standing to assert
them.  A copy of the Court's March 2, 2012 Memorandum Opinion and
Order is available at http://is.gd/FUH0fDfrom Leagle.com.


CROWN MEDIA: Reports $249 Million Net Income in 2011
----------------------------------------------------
Crown Media Holdings, Inc., filed with the U.S. Securities and
Exchange Commission an annual report on Form 10-K disclosing net
income attributable to common stockholders of $249.01 million on
$323.36 million of net total revenue for the year ended Dec. 31,
2011, compared with net income attributable to common stockholders
of $7.78 million on $287.27 million of net total revenue during
the prior year.

The Company's balance sheet at Dec. 31, 2011, showed
$958.46 million in total assets, $714.97 million in total
liabilities and $243.49 million in total stockholders' equity.

                         Bankruptcy Warning

According to the Form 10-K, the Company's senior secured credit
facilities and the indenture governing the Notes contain a number
of covenants that impose significant operating and financial
restrictions on the Company, including restrictions on its ability
to, among other things, incur additional debt or issue certain
preferred shares, pay dividends on or make distributions in
respect of the Company's capital stock or make other restricted
payments, and make certain payments on debt that is subordinated
or secured on a junior basis.

Any of these restrictions could limit the Company's ability to
plan for or react to market conditions and could otherwise
restrict corporate activities.  Any failure to comply with these
covenants could result in a default under the Company's senior
secured credit facilities and the indenture governing the Notes.
Upon a default, unless waived, the lenders under the Company's
senior secured credit facilities could elect to terminate their
commitments, cease making further loans, foreclose on the
Company's assets pledged to those lenders to secure its
obligations under the senior secured credit facilities and force
the Company into bankruptcy or liquidation.

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

                       http://is.gd/ahUhb1

                        About Crown Media

Studio City, Calif.-based Crown Media Holdings, Inc. (NASDAQ:
CRWN) -- http://www.hallmarkchannel.com/-- owns and operates
cable television channels dedicated to high quality, broad appeal,
entertainment programming.  The Company currently operates and
distributes Hallmark Channel in both high definition (HD) and
standard definition (SD) to 90 million subscribers in the U.S.
Crown Media also operates a second 24-hour linear channel,
Hallmark Movie Channel, available in both HD and SD, which focuses
on family-friendly movies with a mix of classic theatrical films,
presentations from the acclaimed Hallmark Hall of Fame library,
original Hallmark Channel movies and special events.

                           *     *     *

As reported by the TCR on July 25, 2011, Standard & Poor's Ratings
Services assigned Studio City, Calif.-based cable network company
Crown Media Holdings Inc. its 'B' corporate credit rating.  The
outlook is stable.

"The stable rating outlook reflects our expectation that the
company could reduce its lease-adjusted leverage over the
intermediate term through EBITDA growth and modest debt repayment,
barring any unforeseen events," S&P said.


CUBIC ENERGY: NYSE Amex OKs Listing Compliance Plan
---------------------------------------------------
Cubic Energy, Inc. disclosed that the NYSE Amex LLC notified Cubic
that the Exchange has accepted the Company's plan to regain
compliance with certain of the Exchange's continued listing
criteria, and granted the Company an extension through June 27,
2013 to do so.

The March 2, 2012, letter also provided Cubic with notice that the
Company is not in compliance with Section 1003(a)(iv) of the
Company Guide in that the Exchange believes that the Company has
sustained losses which are so substantial in relation to its
overall operations or its existing financial resources, or its
financial condition has become so impaired that it appears
questionable, in the opinion of the Exchange, as to whether the
Company will be able to continue operations and/or meet its
obligations as they mature.  The Exchange indicated that the
Company is not required to submit an additional plan of compliance
in response to the additional deficiency because the compliance
plan already accepted by the Exchange effectively addresses how
the Company intends to regain compliance with Section 1003(a)(iv).
The Company was granted an extension to regain compliance with
Section 1003(a)(iv) until July 31, 2012.

On Dec. 27, 2011 and Feb. 24, 2012, Cubic received letters from
the Exchange indicating that the Company is not in compliance with
Section 1003(a)(i) of the Exchange's Company Guide because the
Company has stockholders' equity of less than $2,000,000 and
losses from continuing operations and/or net losses in two out of
its three most recent fiscal years, Section 1003(a)(ii) of the
Company Guide with stockholders' equity of less than $4,000,000
and losses from continuing operations and/or net losses in three
out of its four most recent fiscal years, and Section 1003(a)(iii)
of the Company Guide with stockholders' equity of less than
$6,000,000 and losses from continuing operations and/or net losses
in its five most recent fiscal years.  Subsequent to receipt of
the initial letter from the Exchange, the Company submitted its
plan to regain compliance with those requirements.

The Company will be subject to periodic review by the Exchange
during the extension periods.  If the Company does not make
progress consistent with the plan or the Company is not in
compliance with the applicable continued listing standards by the
respective dates set forth above, the Company would be subject to
delisting; however, the Company would be entitled to appeal any
delisting determination by the Exchange.

Cubic Energy, Inc. -- http://www.cubicenergyinc.com/-- is an
independent company engaged in the development and production of,
and exploration for, crude oil and natural gas.  The Company's oil
and gas assets and activity are concentrated primarily in the
Haynesville Shale Play located in Northwest Louisiana.


CYBERDEFENDER CORP: Guthy-Renker Discloses 39.1% Equity Stake
-------------------------------------------------------------
In an amended Schedule 13D filing with the U.S. Securities and
Exchange Commission, Guthy-Renker Partners, Inc., and its
affiliates disclosed that, as of Feb. 23, 2012, they beneficially
own 17,233,016 shares of common stock of Cyberdefender Corporation
representing 39.1% of the shares outstanding.  As previously
reported by the TCR on Oct. 10, 2011, Guthy-Renker Partners
disclosed beneficial ownership of 17,097,789 common shares or
40.6% equity stake.

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

                        http://is.gd/LNzYFx

                        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.

In regulatory filings, the Company disclosed $7.96 million in
total assets, $42.54 million in total liabilities, and a $34.58
million total stockholders' deficit, as of Sept. 30, 2011.

CyberDefender Corporation filed for Chapter 11 protection (Bankr.
D. Del. Case No. 12-10633) on Feb. 23, 2012.

The Company, which estimated up to $10 million in assets and up to
$50 million in liabilities as of the Chapter 11 filing,
concurrently announced that it has entered into an asset purchase
agreement with GR Match, an affiliate of Guthy-Renker, to sell
substantially all of its assets to GR Match.

GR Match has committed to provide up to $4.6 million in debtor-in-
possession financing.

XRoads Solutions Group, LLC serves as financial advisor to the
Company and Pachulski Stang Ziehl & Jones LLP (James E. O'Neill)
serves as bankruptcy counsel.


DANA HOLDING: S&P Raises Corporate Credit Rating to 'BB'
--------------------------------------------------------
Standard & Poor's Ratings Services raised its corporate credit
rating on Toledo, Ohio-based auto supplier Dana Holding Corp. to
'BB' from 'BB-'. The outlook is stable. "We also raised our issue-
level ratings on Dana's asset-backed loan (ABL) revolving facility
to 'BBB-' from 'BB+', on its $400 million senior unsecured notes
due in 2019, two notches above the corporate credit rating; the
recovery rating is '1', indicating our expectation that lenders
would receive very high (90% to 100%) recovery in a default
scenario. The rating on Dana's unsecured debt is raised to 'BB'
From 'BB-', the same as the corporate credit rating, and the
recovery rating on this debt is '3', indicating our expectation
that lenders would receive substantial (50% to 70%) recovery in a
default scenario," S&P said.

"The upgrade on Dana reflects our belief that the company's track
record of improving credit measures can be sustained in the year
ahead; we believe it can continue its current profitability gains
because of tighter cost controls, enhanced operational efficiency,
and ongoing expansion in the North American commercial-vehicle
market," said Standard & Poor's credit analyst Nancy Messer.

"For 2011, year over year, Dana's sales and adjusted EBITDA (by
our calculation) rose 24% and 31%. Dana estimates that its 2012
adjusted EBITDA may reach $845 million to $865 million and we
think this is a reasonable expectation. We estimate lease and
pension adjusted EBITDA can reach $883 million. Dana's trailing-
12-month lease- and pension-adjusted EBITDA margin rose to 10.2%
at year-end 2011, up from 9.7% as of year-end 2010. We believe
Dana can achieve EBITDA margins near 11% in 2012 and 2013 because
of continuing global volume growth and cost side efficiencies. By
segment, margins for 2011 were 13.3% for power technologies, 10.6%
off highway, 9.7% light vehicle driveline, 9.7% commercial
vehicle," S&P said.

"Our ratings on Dana reflect its 'weak' business risk profile as a
major participant in the highly competitive and volatile global
light-vehicle and commercial-vehicle supply markets, and its
'significant' financial risk profile," S&P said.

"Our view of the financial risk profile is based on the company's
track record of free cash flow generation, which we believe is
sustainable, the lack of any significant near-term debt
maturities, and its manageable unfunded pension obligation.
Furthermore, we believe Dana's performance and financial policy
will enable it to sustain its improved credit measures," S&P said.


DELTA PETROLEUM: Wants Plan Exclusivity Extended to June 12
----------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Delta Petroleum Corp. is requesting a first extension
of the exclusive right to propose a reorganization plan.  If
granted by the bankruptcy court in Delaware at a March 28 hearing,
the deadline will be stretched out by two months to June 12.

                      About Delta Petroleum

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

Delta and seven of its subsidiaries sought Chapter 11 bankruptcy
protection (Bankr. D. Del. Case Nos. 11-14006 to 11-14013,
inclusive) on Dec. 16, 2011, roughly six weeks before the Jan. 31,
2012 scheduled maturity of its $38.5 million secured credit
facility with Macquarie Bank Limited and after several months of
unsuccessful attempts to sell the business.  Delta disclosed
$375,498,248 in assets and $310,679,157 in liabilities, which also
include $152,187,500 in outstanding obligations on account of the
7% senior unsecured notes issued in March 2005 with US Bank
National Association indenture trustee; and $115,527,083 in
outstanding obligations on account of 3-3/4% Senior Convertible
Notes due 2037 issued in April 2007.  In its amended schedules,
the Delta Petroleum disclosed $373,836,358 in assets and
$312,864,788 in liabilities.

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

Delta will hold an auction for the business on March 26, 2012.  No
buyer is under contract.  There is $57.5 million in financing for
the Chapter 11 effort.

The U.S. Trustee told the bankruptcy judge that there was
insufficient interest from creditors to form an official committee
of unsecured creditors.


DESERT GARDENS: Project Files Plan to Stop Foreclosure
------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that to fend off foreclosure, Desert Gardens IV LLC filed
a proposed Chapter 11 plan designed to pay all creditors in full.
The plan filed by Desert Gardens IV LLC says that secured debt of
$24.7 million would be paid over 30 years, at 4.25% interest. The
new mortgage would pay interest only for the first two years.
Unsecured claims of about $85,000 would be paid in full.

The report notes that U.S. Bank NA, as trustee for the trust
owning the securitized mortgage, has a pending a motion seeking to
proceed with the foreclosure of the property, saying that the
reorganization is hopeless.  A hearing is scheduled today,
March 8.

The Debtor, a single-asset real estate, claims that its secured
debt is $24.7 million.  U.S. Bank asserts $32.3 million in claims.
securitized mortgage, contends the debt is $32.3 million,
including a so-called yield-maintenance obligation.

                      About Desert Gardens IV

Desert Gardens IV LLC, owner of a 532-unit Desert Gardens
apartments in Glendale, Arizona, filed for Chapter 11 protection
to halt foreclosure that was set for Nov. 14.  The project has two
31-story towers, one built in 1983 and the other in 2003.  U.S.
Bank, the secured lender, is owed $26.3 million.  The property is
estimated to be worth $16 million.

Desert Gardens IV filed a Chapter 11 petition (Bankr. D. Ariz.
Case No. 11-31061) on Nov. 4, 2011, in Phoenix.  Jennings, Strouss
& Salmon, P.L.C., serves as the Debtor's counsel.  Sierra
Consulting Group, LLC, is the financial advisor.  The Debtor
disclosed $16,138,707 in assets and $27,141,725 in liabilities in
its schedules.


DEX ONE: Incurs $518.9 Million Net Loss in Full Year 2011
---------------------------------------------------------
Dex One Corporation filed with the U.S. Securities and Exchange
Commission its annual report on Form 10-K disclosing a net loss of
$518.96 million on $1.48 billion of net revenues for the year
ended Dec. 31, 2011, compared with a net loss of $923.59 million
on $830.88 million of net revenues for the eleven months ended
Dec. 31, 2010.

The Company reported net income of $5.5 million on $352 million of
net revenue for the three months ended Dec. 31, 2011, compared
with a net loss of $20.20 million on $357.60 million of net
revenue for the same period a year ago.

The Company's balance sheet at Dec. 31, 2011, showed $3.46 billion
in total assets, $3.47 billion in total liabilities, and a
$9.86 million total shareholders' deficit.

Additionally, the Company announced that it is pursuing amendments
to its credit agreements to enable the repurchase of outstanding
loans below par.  Dex One amendments will become effective upon
approval by a majority of the Company's three lender groups, which
it expects to obtain by the end of next week.

Dex One CEO Alfred Mockett said, "2011 was marked by significant
progress executing our strategy and delivering on financial
commitments.  Our competitive position was strengthened by
improving our sales channels, extending the product portfolio and
making our services easy to sell and easy to buy.

"As a result, we generated fourth quarter digital growth of more
than 30 percent, which exceeded the average for our peer group.
In addition, bundles continue to perform well, increasing the
average spending among recurring customers as well as attracting
new customers."

Gregory Freiberg, Dex One CFO, said, "Efforts in 2011 to improve
our capital structure are expected to result in our ability to
repurchase our operating companies' loans below par.

"The proposed amendments would allow us to opportunistically buy
back debt at market prices within the next two years and we would
expect to commence repurchase activities shortly after receiving
lender approval.

"Meanwhile, we currently have the ability to repurchase Dex One
Corporation's notes in the open market.  We therefore intend to
increase the pace of debt reduction and capture the discounted
value for our shareholders."

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

                        http://is.gd/185FHD

                          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.


DJO GLOBAL: S&P Affirms 'B' Corporate Credit Rating
---------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'B' corporate
credit rating on Vista, Calif.-based DJO Global Inc.

"At the same time, we assigned our 'BB-' credit rating, two
notches above the corporate credit rating on DJO Global, to the
proposed $100 million revolving credit agreement and proposed $300
million term loan to be issued by DJO Finance LLC (DJOFL), a
subsidiary of DJO Global Inc. We also assigned our '1' recovery
rating to this first-lien debt, indicating our expectation for
very high (90% to 100%) recovery of principal in the event of
default," S&P said.

"We assigned our 'BB-' credit rating, two notches above the
corporate credit rating on DJO Global, to the proposed extension
of a portion of the company's term loan currently outstanding
under its senior secured credit facilities," S&P said.

"We assigned our '1' recovery rating to this first-lien debt,
indicating our expectation for very high (90% to 100%) recovery of
principal in the event of default," S&P said.

"We also assigned our 'B+' credit rating, one notch above the
corporate credit rating on DJO Global, to the proposed $225
million senior secured notes to be issued by DJOFL and DJO Finance
Corp. (DJOFC), subsidiaries of DJO Global. We also assigned our
'2' recovery rating to this second-lien debt, indicating our
expectation for substantial (70% to 90%) recovery of principal in
the event of default," S&P said.

"In addition, we affirmed our ratings on the outstanding revolver,
term loan, senior unsecured notes, and subordinated notes of DJOFL
and DJOFC," S&P said.

"The rating on DJO overwhelmingly reflects our expectation that
DJO's financial profile will continue to be characterized by very
high debt leverage and nominal free cash flows," said Standard &
Poor's credit analyst Gail Hessol. "Over the medium term, we
expect low-single-digit annual revenue growth, broadly in line
with volume growth for the markets DJO serves, and relatively
stable profit margins."

"We consider the business risk profile of the medical device
manufacturer to be 'fair,' in accordance with our criteria.
Uncertain third-party reimbursement and coverage for DJO's
products overshadow relatively stable demand for its products.
DJO's activities are concentrated in the relatively narrow niche
of orthopedic and pain management devices. We believe the
company's recognizable brands, longstanding customer
relationships, and its respectable record of new product
development and enhancements have contributed to a leading market
position in most product categories."

"We project revenue growth of about 5% in 2012, propelled by
significant new product introductions and businesses acquired
during 201," added Ms. Hessol. "In subsequent years, we assume
DJO's annual revenue growth will revert to a low single-digit
rate. We expect price increases to remain negligible in the
face of pressure from third-party government and commercial
payors. Global efforts to control health care costs also include
third-party payor restrictions on the types of products covered.
These limitations have restrained DJO's sales and could contribute
to an unfavorable shift in product mix."

"Our rating outlook on DJO is stable, reflecting our expectation
of continued high leverage, low-single-digit annual revenue growth
over the medium term, broadly in line with volume growth for the
markets DJO serves, and relatively stable profit margins. We also
assume that DJO will need at most moderate borrowing to finance
capital spending and working capital requirements," S&P said.

"We could consider a downgrade if we expect the covenant cushion
to fall below 10% or availability of the revolver is substantially
reduced, resulting in impaired liquidity. We could also consider a
downgrade if we expect the EBITDA margin to be below 23% for an
extended period of time, which might suggest a deterioration of
DJO's business risk profile. This could occur if new products fail
to gain traction or weaker-than-expected economic conditions in
the U.S. or Europe significantly slow DJO's growth and depress its
margins. There is also potential for intensified price pressure,
which we believe could further erode profitability," S&P said.

"Though not likely in the years ahead, we could raise our rating
if a combination of wider EBITDA margins, accelerated growth, or
other factors leads to adjusted debt to EBITDA under 5x and we
believe such a level would be sustained," S&P said.


DOGWOOD ACRES: Case Summary & 6 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: Dogwood Acres Mobile Home Park
        1259 State Route 217
        Derry, PA 15627

Bankruptcy Case No.: 12-21037

Chapter 11 Petition Date: March 1, 2012

Court: United States Bankruptcy Court
       Western District of Pennsylvania (Pittsburgh)

Judge: Carlota M. Bohm

Debtor's Counsel: Francis E. Corbett, Esq.
                  CALAIARO & CORBETT, P.C.
                  310 Grant Street, Suite 1105
                  Pittsburgh, PA 15219-2230
                  Tel: (412) 232-0930
                  Fax: (412) 232-3858
                  E-mail: fcorbett@calaiarocorbett.com

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

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

A copy of the list of six largest unsecured creditors is
available for free at http://bankrupt.com/misc/pawb12-21037.pdf

The petition was signed by Tony Ralph Smith, partner.


EAST COAST: Voluntary Chapter 11 Case Summary
---------------------------------------------
Debtor: East Coast Airport Services, Inc.
        140 Lincoln Street
        Winthrop, MA 02152

Bankruptcy Case No.: 12-11792

Chapter 11 Petition Date: March 2, 2012

Court: United States Bankruptcy Court
       District of Massachusetts (Boston)

Judge: Henry J. Boroff

Debtor's Counsel: Filippo Mastrocola, Esq.
                  FILIPPO MASTROCOLA, P.C.
                  24 Hamilton St.
                  Everett, MA 02149
                  Tel: (617) 387-0006
                  E-mail: fm@fil-law.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 Edward J. Gay, president.


EASTERN NAZARENE: S&P Affirms 'BB+' Rating on Revenue Bonds
-----------------------------------------------------------
Standard & Poor's Ratings Services revised its outlook to stable
from negative and affirmed the 'BB+' long-term rating on
Massachusetts Development Finance Agency's revenue bonds issued
for Eastern Nazarene College.

"The outlook revision reflects a rebound in enrollment and demand
which management expects will translate into break-even operating
performance for fiscal 2012," said Standard & Poor's credit
analyst Bobbi Gajwani. "The revision also reflects the college's
increased liquidity resulting from the sale of some of its real
estate assets. Although the college has generated deficits on an
accrual basis for the past three years, it has reported surpluses
on a cash basis, which we view favorably. We expect stable
enrollment and continued conservative fiscal management will
enable the college to minimize deficits," S&P said.

"Eastern Nazarene College, located in Quincy about six miles from
Boston, is a four-year liberal arts institution affiliated with
the International Church of the Nazarene," S&P said.


EASTMAN KODAK: Asks Court Nod to Probe Apple Patent Claims
----------------------------------------------------------
Eastman Kodak Co. sought bankruptcy court approval to investigate
claims by Apple Inc. that it owns some of the company's digital
imaging patents.

The company expressed concern that the allegation would disrupt
the sale of its digital imaging portfolio, which is reportedly
worth $2.2 to $2.6 billion.

"Whether as an infringer or a prospective purchaser of Kodak's
patents, Apple has an economic interest in depressing the value of
these patents and disrupting the sale process," said the company's
lawyer, Andrew Dietderich, Esq., at Sullivan & Cromwell LLP.

Eastman Kodak wants Apple to turn over documents including a list
of Kodak patents it claims to own as well as communications
supporting its claims.

Apple previously sought approval from the U.S. Bankruptcy Court in
Manhattan to file a patent-infringement complaint against Eastman
Kodak in the International Trade Commission, and in a district
court.  It also asked for the lifting of the automatic stay that
was applied to a pending patent-infringement lawsuit against the
company.

The proposed investigation drew support from a committee
representing Eastman Kodak's pre-bankruptcy secured creditors.
The committee asked for permission to access the documents
collected from the investigation, and to participate in
depositions.

A court hearing on Eastman Kodak's request is scheduled for
March 20, 2012.  Objections are due by March 13, 2012.

        USITC to Review Kodak's Infringement Claims

The U.S. International Trade Commission has agreed to review
Kodak's latest patent infringement complaint against Apple and HTC
Corp., according to a statement posted at the federal agency's Web
site on February 22, 2012.

The investigation arises from Kodak's Jan. 10 complaint alleging
violations of Section 337 of the Tariff Act of 1930 in the
importation into the United States and sale of certain electronic
devices for capturing and transmitting images and components
thereof that infringe patents asserted by Kodak.  Kodak asks that
the USITC issue an exclusion order and cease and desist orders.

At issue in the investigation are certain electronic devices for
capturing and transmitting images and components thereof,
including camera phones, tablet computers, and other handheld
devices for capturing and transmitting images.

The USITC has identified Apple Inc., of Cupertino, CA; High Tech
Computer Corp. a/k/a HTC Corp., of Taiwan; HTC America, Inc., of
Bellevue, WA; and Exedea, Inc., of Houston, TX, as respondents to
the complaint.

The USITC clarified that by instituting the investigation (337-TA-
831), it has not yet made any decision on the merits of the case.
The USITC's Chief Administrative Law Judge will assign the case to
one of the USITC's six administrative law judges (ALJ), who will
schedule and hold an evidentiary hearing.  The ALJ will make an
initial determination as to whether there is a violation of
section 337; that initial determination is subject to review by
the Commission.

The USITC will make a final determination in the investigation at
the earliest practicable time.  Within 45 days after institution
of the investigation, the USITC will set a target date for
completing the investigation.  USITC remedial orders in section
337 cases are effective when issued and become final 60 days after
issuance unless disapproved for policy reasons by the U.S. Trade
Representative within that 60-day period.

                       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 Debtors.  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.

The Official Committee of Unsecured Creditors has tapped
Milbank, Tweed, Hadley & McCloy LLP, as its bankruptcy counsel.

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: Proposes Sutterfly-Led Auction of Online Photo Biz
-----------------------------------------------------------------
Eastman Kodak Co. and its debtor affiliates ask Judge Allan L.
Gropper of the U.S. Bankruptcy Court for the Southern District of
New York for permission to hold bidding in connection with the
sale of its KODAK Gallery online photo services business.

The bid process will allow potential buyers to match the $23.8
million offer from Shutterfly Inc., an Internet-based social
expression and personal publishing service.

Earlier, Eastman Kodak and Kodak Imaging Network, Inc., hammered
out an agreement with Shutterfly for the sale of the online photo
services business, which includes customer accounts and images in
the U.S. and Canada.  The deal is subject to bankruptcy court
approval.  A full-text copy of the sale agreement is available
without charge at:

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

"This sale is consistent with our objective of focusing Kodak on a
core set of businesses in which we can most profitably leverage
our technology and brand strengths, and provides a well-proven
mechanism for ensuring that Kodak receives maximum value from
these assets," Pradeep Jotwani, president of Consumer Businesses
and chief marketing officer at Eastman Kodak, said in a statement.

"KODAK Gallery is a unique property, with more than 75 million
users, and an ability to attract new members through innovative
customer offerings such as its category-leading popular mobile
apps," Mr. Jotwani said.  He emphasized that under the deal,
Eastman Kodak will work closely with Shutterfly to "ensure a
smooth transition" and that customer photos will continue to be
safeguarded throughout the process.

Customers who do not want their photos transferred to Shutterfly
may opt out of the transition process.  Those customers could then
retrieve their images through free downloads or by purchasing DVDs
from KODAK Gallery, according to the statement.

                          Bid Process

Eastman Kodak will hold an auction on April 26 if it receives an
offer from other bidders.   The auction will be conducted at the
New York-based offices of Sullivan & Cromwell LLP.

Bidders are required to submit their proposals, with a cash
deposit equal to 10% of Shutterfly's $23.8 million offer, by April
20.

Eastman Kodak, along with the Official Committee of Unsecured
Creditors, will evaluate those proposals that qualify for
participation at the auction.  Bidders will be notified whether
they are qualified to participate by no later than 5:00 p.m., on
April 24.

Shutterfly's $23.8 million offer will serve as the "stalking horse
bid" or the lead bid at the auction.  Just like most stalking
horse bids, Shutterfly is also seeking a break-up fee should its
deal with Eastman Kodak is terminated.  The company agreed to pay
Shutterfly $600,000 as break-up fee.

The proposed bid process will be considered for approval at the
March 20 hearing before Judge Allan Gropper.  A court hearing will
be convened on April 30 to consider the sale of the online photo
services business to the winning bidder.

A full-text copy of the document detailing the bid process is
available for free at:

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

The Associated Press related that Shutterfly stock, which fell 45
cents to close March 1 at $26.91, climbed $3.79, or 14.1 percent,
to $30.70 in aftermarket trading following the announcement.

                       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 Debtors.  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.

The Official Committee of Unsecured Creditors has tapped
Milbank, Tweed, Hadley & McCloy LLP, as its bankruptcy counsel.

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: Proposes to Terminate Retiree Medical Benefits
-------------------------------------------------------------
Eastman Kodak Co. asked the U.S. Bankruptcy Court in Manhattan for
permission to end medical benefits for retirees eligible for
Medicare, citing significant savings from the termination.

The move would affect about 16,000 retirees who stopped working
after October 1991 or who became eligible to receive long-term
disability benefits after that date.

Eastman Kodak lawyer, Andrew Dietderich, Esq., at Sullivan &
Cromwell LLP, in New York, defended the proposed termination,
saying it would save the company as much as $20.5 million a year.

Eastman Kodak and its affiliated debtors estimate that their
consolidated liability for the medical benefits is about $1.223
billion.  If the court approves the termination, the liability
would be reduced by about $223 million resulting in cash savings
of $20.5 million a year, according to a court filing.

Eastman Kodak "believe[s] that terminating post-1991 Medicare
enhancement benefits is a logical and socially responsible step to
take in rationalizing [its] retiree medical and survivor benefits
program, because these benefits do not provide core medical
coverage and are readily and economically replaceable in the open
market," Mr. Dietderich said in court papers.

In a letter to the retirees, the company said the move "represents
a necessary step in Kodak's efforts to become a competitive and
sustainable enterprise during and after its Chapter 11
reorganization process."  The retirees were also told they could
enroll in Medicare and obtain supplemental coverage, if necessary,
at minimal cost, according to a February 28 report by the
Associated Press.

A letter to retirees who won't be affected by the proposal --
those not yet 65 or who retired before October 1991 -- did little
to reassure them.

"This change . . . will not apply to you," the letter said.
"However, Kodak continues to review its retiree medical, dental
and survivor benefits and may in the future request court
authority to modify or terminate additional benefits."

EKRA Ltd., an association of 3,000 Eastman Kodak retirees,
promised legal action, AP reported.

"EKRA believes that Kodak's motion to terminate the retiree health
plan conflicts with the bankruptcy statute protections limiting
the alteration of certain benefit plans during bankruptcy," EKRA
President Bob Volpe said in a statement.

"EKRA advisors will request that the judge require Kodak to
negotiate with EKRA and representatives of the affected retirees
to reach a more appropriate arrangement," he said.

                       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 Debtors.  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.

The Official Committee of Unsecured Creditors has tapped
Milbank, Tweed, Hadley & McCloy LLP, as its bankruptcy counsel.

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: Has $764 Million Net Loss in 2011
------------------------------------------------

                     Eastman Kodak Company
                   Consolidated Balance Sheet
                    As of December 31, 2011
                         (in millions)

ASSETS
Current Assets
Cash and cash equivalents                                   $861
Receivables, net                                           1,103
Inventories, net                                             607
Deferred income taxes                                         58
Other current assets                                          74
                                                 --------------
Total current assets                                       2,703

Property, plant and equipment, net                           895
Goodwill                                                     277
Other long-term assets                                       803
                                                 --------------
TOTAL ASSETS                                              $4,678
                                                 ==============

LIABILITIES AND EQUITY
Current Liabilities
Accounts payable, trade                                     $706
Short-term borrowings and current
portion of long-term debt                                   152
Accrued income taxes                                          40
Other current liabilities                                  1,252
                                                 --------------
Total current liabilities                                  2,150

Long-term debt, net of current portion                     1,363
Pension and other postretirement liabilities               3,053
Other long-term liabilities                                  462
                                                 --------------
Total liabilities                                         $7,028

Equity (Deficit)
Common stock                                                 978
Additional paid in capital                                 1,108
Retained earnings                                          4,071
Accumulated other comprehensive loss                      (2,666)
                                                 --------------
                                                          3,491

Treasury stock, at cost                                   (5,843)
                                                 --------------
Total Eastman Kodak Company shareholders' deficit         (2,352)
Noncontrolling interests                                       2
                                                 --------------
Total (deficit) equity                                    (2,350)
                                                 --------------
TOTAL LIABILITIES AND EQUITY (DEFICIT)                    $4,678
                                                 ==============

                     Eastman Kodak Company
              Consolidated Statement of Operations
              For the Year Ended December 31, 2011
                         (in millions)

Net sales
Products                                                  $5,113
Services                                                     781
Licensing & royalties                                        128
                                                 --------------
Total net sales                                            6,022

Cost of sales
Products                                                   4,534
Services                                                     601
                                                 --------------
Total cost of sales                                        5,135
Gross profit                                                 887

Selling, general and administrative expenses               1,159
Research and development costs                               274
Restructuring costs, rationalization and other               121
Other operating (income) expenses, net                       (67)
                                                 --------------
Loss from continuing operations before                      (600)
interest expense, other income (charges),
net & income taxes

Interest expense                                             156
Loss on early extinguishment of debt, net                      -
Other income (charges), net                                   (2)
                                                 --------------
Loss from continuing operations
before income taxes                                        (758)
Provision for income taxes                                     9
                                                 --------------
Loss from continuing operations                             (767)
Earnings (loss) from discontinued operations,
net of income taxes                                           3
Extraordinary item, net of tax                                 -
                                                 --------------
Net Loss                                                    (764)
Less: Net earnings attributable to
noncontrolling interests                                      -
                                                 --------------
Net Loss Attributable to Eastman Kodak Company             ($764)
                                                 ==============

                     Eastman Kodak Company
              Consolidated Statement of Cash Flows
              For the Year Ended December 31, 2011
                         (in millions)

Cash flows from operating activities:
Net loss                                                   ($764)
Adjustments to reconcile to net cash provided
by operating activities:
(Earnings) loss from discontinued operations,
net of income taxes                                          (3)
Earnings from extraordinary items, net
of income taxes                                               -
Depreciation and amortization                                294
Gain on sales of businesses/assets                           (80)
Loss on early extinguishment of debt, net                      -
Non-cash restructuring and rationalization
costs, asset impairments and other charges                   17
Provision (benefit) for deferred income taxes                 12
Decrease in receivables                                       96
Decrease (increase) in inventories                           131
Decrease in liabilities excluding borrowings                (729)
Other items, net                                              38
                                                 --------------
Total adjustments                                           (224)
                                                 --------------
Net cash used in continuing operations                      (988)
                                                 --------------
Net cash used in discontinued operations                     (10)
                                                 --------------
Net cash used in operating activities                       (988)

Cash flows from investing activities:
Additions to properties                                     (128)
Proceeds from sales of businesses/assets                     153
Acquisitions, net of cash acquired                           (27)
(Funding) use of restricted cash and
investment accounts                                         (22)
Marketable securities - sales                                 83
Marketable securities - purchases                            (84)
                                                  --------------
Net cash used in investing activities                        (25)

Cash flows from financing activities:
Proceeds from borrowings                                     412
Repayment of borrowings                                     (160)
Debt issuance costs                                           (6)
                                                 --------------
Net cash provided by (used in) financing
activities                                                  246
                                                 --------------
Effect of exchange rate changes on cash                       14
                                                 --------------
Net decrease in cash and cash equivalents                   (763)
Cash and cash equivalents, beginning of year               1,624
                                                 --------------
Cash and cash equivalents, end of year                      $861
                                                 ==============

A full-text copy of Eastman Kodak's annual report for the period
ended December 31, 2011, filed with the U.S. Securities and
Exchange Commission is available at:

http://www.sec.gov/Archives/edgar/data/31235/000003123512000036/ek
2011_10k.
htm

The numbers disclosed in Kodak's recent filing with the SEC paint
a bleak picture of where the company was in 2011, and just how
much it struggled before finally filing for Chapter, the Rochester
YNN reported on March 1, 2012, citing analysts.

George Conboy, president of Brighton Securities, told the news
agency that the report verified Kodak was burning through cash in
2011, and by the end of that year, bankruptcy seemed inevitable.

Restructuring will mean getting rid of the parts of the business
that just aren't making money, including Kodak's camera business,
which it is seeking to sell in bankruptcy, Mr. Conboy told the
news agency.

Mr. Conboy added that Kodak will continue to downsize its business
by selling other non-core businesses or shutting down non-earning
businesses.  Sales and closures of business units will mean more
lay-offs, Mr. Conboy pointed out.

                       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 Debtors.  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.

The Official Committee of Unsecured Creditors has tapped
Milbank, Tweed, Hadley & McCloy LLP, as its bankruptcy counsel.

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: Starts Contract Rejections to Cut Costs
------------------------------------------------------
Eastman Kodak Co. and its affiliated debtors sought approval from
the U.S. Bankruptcy Court in Manhattan to reject various executory
contracts.  The move is part of Eastman Kodak's effort to cut
costs while it is restructuring.  The contracts, the company said,
"are not necessary" to its restructuring and "are not a source of
potential value" for the company or creditors.

Eastman Kodak "believe[s] that any continued expense in
maintaining the contracts and attempting to market the contracts
would likely outweigh, if not eclipse, any benefit in attempting
to identify a potential acquirer of the contracts," said the
company's lawyer, Pauline K. Morgan, Esq., at Young Conaway
Stargatt & Taylor LLP, in New York.

Among the nine agreements Eastman Kodak is seeking to reject is
one it entered with Florida-based PGA Tour Inc. in December 2007.

Eastman Kodak said the company and PGA Tour struck the "six-year,
multi-million dollar" agreement, which called for the company to
host corporate hospitality events at certain PGA tournaments and
display its branding on PGA scoreboards.  In December 2011, the
two had agreed to extend the agreement through 2016, according to
a report by The Wall Street Journal.

A list of the contracts is available without charge at
http://bankrupt.com/misc/Kodak_1stOMRejectContracts.pdf

A court hearing on the request is scheduled for March 20, 2012.
Objections are due by March 13, 2012.

                       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 Debtors.  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.

The Official Committee of Unsecured Creditors has tapped
Milbank, Tweed, Hadley & McCloy LLP, as its bankruptcy counsel.

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).


ELITE PHARMACEUTICALS: Socius to Sell 71.1 Million Common Shares
----------------------------------------------------------------
Elite Pharmaceuticals, Inc., filed with the U.S. Securities and
Exchange Commission a Form S-1 registration statement relating to
the public offering of up to 71,071,429 shares of common stock,
par value $.001 per share, of the Company, by Socius CG II, Ltd.
These shares of Common Stock include 17,500,000 shares issuable
upon exercise of warrants, 50,000,000 shares issuable upon
exercise of additional investment rights and 3,571,429 shares
issuable upon payment of the Commitment Fee.

Socius may sell Common Stock from time to time in the principal
market on which the stock is traded at the prevailing market price
or in negotiated transactions.

The Company will not receive cash proceeds from the exercise of
warrants and additional investment rights because they are being
paid for with promissory notes and the Company will not receive
any of the proceeds from the sale of Common Stock by the selling
stockholder.  The Company will pay the expenses of registering
these shares.

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

                        http://is.gd/MfTbLw

                   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.

The Company reported a net loss of $8.05 million for the nine
months ended Dec. 31, 2011, compared with net income attributable
to common shareholders of $3.02 million 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.


EMISPHERE TECHNOLOGIES: Appoints McInerney & Plotsker to Board
--------------------------------------------------------------
Emisphere Technologies, Inc., announced that Tim McInerney, a
Principal at Two River Group Holdings and a Partner of Riverbank
Capital Securities, Inc., and Jacob Plotsker, Senior Director,
Commercial Operations for Teva Pharmaceuticals Women's Health
Division, have been appointed to the Company's Board of Directors
effective immediately.

Commenting on the appointment, Michael R. Garone, Chief Financial
Officer and interim Chief Executive Officer of Emisphere, stated,
"We are pleased to welcome Tim and Jacob to our Board.  Both are
seasoned executives who, together, bring a broad range of
commercial pharma, biotechnology and finance experiences.  I'm
confident that Tim and Jacob will help build shareholder value at
Emisphere."

Mr. McInerney has over twenty-five years experience in the
investment and pharmaceutical industries.  He is currently a
partner with Riverbank Capital Securities, an investment banking
firm that specializes in financing for biotechnology and specialty
pharmaceutical companies

Mr. McInerney currently serves on the board of directors of a
number of biotechnology companies including ZIOPHARM, Inc., Insite
Vision, Inc., and Edgemont Pharmaceuticals, LLC.  He received his
B.S. in pharmacy from St. John's University in New York.  He also
completed a post-graduate residency in drug information systems at
the New York University Medical Center.

During his tenure with Teva Pharmaceuticals' Women's Health
Division, Mr. Plotsker has also held the position of Head of
Marketing, where he led the Company's proprietary product
marketing and prepared new products for market introduction.
Prior to joining Teva in 2009, Mr. Plotsker held senior
commercial, marketing and finance positions with Pfizer, Organon
International, and Schering-Plough, and has led commercialization
of in-market brands and new product launches.  Mr. Plotsker has
also been involved in strategic assessment and evaluation of
licensing and business development opportunities.

Mr. Plotsker holds a Bachelor of Arts degree in Accounting &
Information Systems from Queens College of the City University of
New York, a Master of Business Administration in Marketing and
Finance from New York University - Stern School of Business, and
completed the Executive Development Program in General Management
at the University of Chicago ? Booth School of Business.
Additionally, he passed the uniform CPA examination.  Mr. Plotsker
is President of the Board of Directors of Sharsheret, a national
not-for-profit organization providing support and resources to
young women living with breast cancer.

                   About Emisphere Technologies

Based in Cedar Knolls, New Jersey, Emisphere Technologies, Inc.
(OTC BB: EMIS) -- http://www.emisphere.com/-- is a
biopharmaceutical company that focuses on a unique and improved
delivery of pharmaceutical compounds and nutritional supplements
using its Eligen(R) Technology.  The Eligen(R) Technology can be
applied to the oral route of administration as well other delivery
pathways, such as buccal, rectal, inhalation, intra-vaginal or
transdermal.

Since its inception in 1986, Emisphere has generated significant
losses from operations.  Emisphere anticipates it will continue to
generate significant losses from operations for the foreseeable
future, and that its business will require substantial additional
investment that it has not yet secured.

As reported by the TCR on April 5, 2011, PricewaterhouseCoopers
LLP, in New York, noted that the Company has experienced recurring
operating losses, has limited capital resources and has
significant future commitments that raise substantial doubt about
its ability to continue as a going concern.

The Company reported a net loss of $56.91 million on $100,000 of
revenue for the year ended Dec. 31, 2010, compared with a net loss
of $16.82 million on $92,000 of revenue during the prior year.

The Company also reported a net loss of $4.76 million on $0 of
revenue for the nine months ended Sept. 30, 2011, compared with a
net loss of $38.75 million on $55,000 of net sales for the same
period a year ago.

The Company's balance sheet at Sept. 30, 2011, showed $6.47
million in total assets, $90.91 million in total liabilities, and
a $84.43 million total stockholders' deficit.


EMPIRE RESORTS: L. Cappelli Reports 5.6% Equity Stake
-----------------------------------------------------
In an amended Schedule 13D filed with the U.S. Securities and
Exchange Commission, Louis R. Cappelli disclosed that, as of
Dec. 31, 2011, he beneficially owns 1,665,704 shares of common
stock of Empire Resorts, Inc., representing 5.58% of the shares
outstanding.  These shares of Common Stock of Empire are owned
directly by LRC Acquisition LLC.

As previously reported by the TCR on Dec. 23, 2010, Mr. Capelli
disclosed beneficial ownership of 5,192,311 common shares or
$7.50% equity stake.

On Dec. 13, 2011, Empire completed a one-for-three reverse stock
split in which every three shares of Empire's pre-split common
stock were automatically converted into one share of post-split
common stock.  The total number of shares of common stock of
Empire outstanding and the number of shares of common stock of
Empire owned by each of Cappelli and LRC reflect share numbers
after the completion of the Reverse Stock Split.

A copy of the amended filing is available for free at:

                        http://is.gd/oeBNS5

                        About Empire Resorts

Based in Monticello, New York, Empire Resorts, Inc. (NASDAQ: NYNY)
-- http://www.empireresorts.com/-- owns and operates Monticello
Casino & Raceway, a video gaming machine and harness racing track
and casino located in Monticello, New York, 90 miles northwest of
New York City.

Friedman LLP, after auditing the Company's financial statements
for the year ended Dec. 31, 2010, expressed substantial doubt
about the Company's ability to continue as a going concern.
Friedman noted that the Company's ability to continue as a going
concern depends on its ability to satisfy its indebtedness when
due.  In addition, the Company has continuing net losses and
negative cash flows from operating activities.

Empire Resorts reported a net loss of $17.57 million on
$68.54 million of net revenues for the year ended Dec. 31, 2010,
compared with a net loss of $10.57 million on $67.63 million of
net revenues during the prior year.  The Company reported net
income of $958,000 on $53.53 million of net revenues for the nine
months ended Sept. 30, 2011.

The Company's balance sheet at Sept. 30, 2011, showed
$50.53 million in total assets, $24.86 million in total
liabilities, and $25.66 million in total stockholders' equity.


EMPIRE WINERIES: Voluntary Chapter 11 Case Summary
--------------------------------------------------
Debtor: Empire Wineries, LLC
        11807 Little Road
        New Port Richey, FL 34656

Bankruptcy Case No.: 12-02845

Chapter 11 Petition Date: February 29, 2012

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

Judge: Caryl E. Delano

Debtor's Counsel: Michael C. Markham, Esq.
                  JOHNSON POPE BOKOR RUPPEL & BURNS LLP
                  P.O. Box 1368
                  Clearwater, FL 33757
                  Tel: (727) 461-1818
                  Fax: (727) 443-6548
                  E-mail: mikem@jpfirm.com

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

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

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

The petition was signed by Henry Kasprow, manager.


EPAZZ INC: Restates Financials to Reflect Intellisys Deal
---------------------------------------------------------
Epazz Inc. on Monday filed amended financial reports with the
Securities and Exchange Commission.

On June 30, 2011, Epazz's sole Director, Shaun Passley, concluded
that the Company's financial statements for the:

     (a) three and nine months ended Sept. 30, 2010, as included
         in its Form 10-Q, filed with the Commission on Nov. 22,
         2010;

     (b) year ended Dec. 31, 2010, as included in the Company's
         Form 10-K, filed with the Commission on April 15, 2011;
         and

     (c) three months ended March 31, 2011, as included in the
         Company's Form 10-Q, filed with the Commission on May 23,
         2011,

should no longer be relied upon because the financial statements
failed to appropriately account for the Company's Sept. 2, 2010
acquisition of Intellisys Inc.  The Company's sole Director
discussed the matter with the Company's independent accountant,
resulting in the Company's filing of amendments to the financial
reports to correct and restate such financials to accurately
reflect the acquisition of Intellisys.

Monday's filings also included an amendment to the Company's Form
10-Q report for the quarter ended June 30, 2011.  In the report,
Epazz said that as of June 30, 2011, it had an accumulated deficit
of $1,820,060 and a working capital deficit of $130,892.  This
creates a substantial doubt as to Epazz's ability to continue as a
going concern.

Epazz said it will require substantial additional funding for
continuing research and development, obtaining regulatory approval
and for the commercialization of its products.  Management expects
to be able to raise enough funds to meet its working capital
requirements through debt or equity financing.  There is no
assurance that Epazz will be able to obtain sufficient additional
funds when needed, or that such funds, if available, will be
obtainable on terms satisfactory to Epazz.

                          About Epazz Inc.

Chicago, Ill.-based EPAZZ, Inc., was incorporated in the State of
Illinois on March 23, 2000, to create software to help college
students organize their college information and resources.  The
idea behind the Company was that if the information and resources
provided by colleges and universities was better organized and
targeted toward each individual, the students would encounter a
personal experience with the college or university that could lead
to a lifetime relationship with the institution.  This concept is
already used by business software designed to retain relationships
with clients, employees, vendors and partners.

The Company's balance sheet at Sept. 30, 2011, showed $2.09
million in total assets, $1.42 million in total liabilities and
$669,483 in total stockholders' equity.

As reported by the Troubled Company Reporter on April 26, 2011,
Lake & Associates, CPA's LLC, in Schaumburg, Illinois, expressed
substantial doubt about EPAZZ's ability to continue as a going
concern, following the Company's 2010 results.  The independent
auditors noted that the Company has a significant accumulated
deficit and continues to incur losses.

                        Bankruptcy Warning

In its September 2011 financial report, the Company said it
anticipates that it will only be able to continue its business
operations for the next three months with its current cash on hand
and the revenues it generates and will need $100,000 to continue
its operations for the next 12 months, including any funds the
Company will need to make payments under its note payables.  The
Company cannot be certain that any financing will be available on
acceptable terms, or at all, and the Company's failure to raise
capital when needed could limit its ability to continue and expand
its business.  The Company said it could be forced to close the
business or seek bankruptcy protection.


FIDELITY NATIONAL: S&P Raises Corporate Credit Rating to 'BB+'
--------------------------------------------------------------
Standard & Poor's Ratings Services raised its corporate credit
rating on Jacksonville, Fla.-based Fidelity National Services Inc.
(FIS) to 'BB+' from 'BB'. The outlook is stable.

"In addition, we assigned a 'BB+' issue rating with a '3' recovery
rating to the company's proposed $500 million unsecured notes. We
also raised our issue-level ratings on FIS' senior secured debt to
'BBB' from 'BBB-', keeping the '1' recovery rating on the debt
unchanged. The '1' recovery rating indicates our expectation that
lenders would receive very high (90%-100%) recovery in the event
of a payment default," S&P said.

"At the same time, we raised our issue-level rating on FIS'
unsecured debt to 'BB+' from 'BB-', and revised the unsecured
recovery rating to '3' from '5'. The '3' recovery rating indicates
expectations for meaningful (50%-70%) recovery in the event of
default. Total debt outstanding will not materially change," S&P
said.

"The upgrade reflects FIS' strong and consistent operating
performance and improved leverage profile," said Standard & Poor's
credit analyst Martha Toll-Reed. "In addition, the company has
indicated that its strategic focus is shifting to organic growth
with more modest, product-specific acquisitions, which should
enable the company to continue to  reduce leverage over the
near-to-intermediate term."

"The stable outlook reflects FIS' diversified and recurring
revenue model. Given the company's cash-generating ability, FIS
has the capacity to reduce debt leverage and achieve a higher
corporate credit rating. A higher rating would likely entail
leverage in the low- to mid-2x range, successful extension of a
material portion of 2014 debt maturities, and less secured debt in
FIS' capital structure. Although not likely in the near term, we
could lower the rating if the company adopts a more aggressive
acquisition or shareholder-friendly strategy with sustained
leverage in the high-3x area," S&P said.


GARLOCK SEALING: Ordered to Give Financials to Asbestos Claimants
-----------------------------------------------------------------
Amanda Bransford at Bankruptcy Law360 reports that the North
Carolina federal judge overseeing Garlock Sealing Technologies
LLC's bankruptcy on Tuesday ordered the company to produce
financial statements requested by a group of asbestos injury
claimants.

Law360 relates that U.S. Bankruptcy Judge George R. Hodges said
Garlock and certain affiliates must give the asbestos claimants
committee consolidated financial statements for 2002 to 2005 in
connection with the committee's investigation of transfers between
Garlock and the affiliates between 2004 and 2005 as well as
shortly before Garlock's June 2010 bankruptcy filing.

                       About Garlock Sealing

Headquartered in Palmyra, New York, Garlock Sealing Technologies
LLC is a unit of EnPro Industries, Inc. (NYSE: NPO).  For more
than a century, Garlock has been helping customers efficiently
seal the toughest process fluids in the most demanding
applications.

On June 5, 2010, Garlock filed a voluntary Chapter 11 petition
(Bankr. W.D. N.C. Case No. 10-31607) in Charlotte, North Carolina,
to establish a trust to resolve all current and future asbestos
claims against Garlock under Section 524(g) of the U.S. Bankruptcy
Code.  The Debtor estimated $500 million to $1 billion in assets
and up to $500 million in debts as of the Petition Date.
Affiliates The Anchor Packing Company and Garrison Litigation
Management Group, Ltd., also filed for bankruptcy.

The filing covers only Garlock operations in Palmyra, New York and
Houston, Texas.  Garlock Rubber Technologies, Garlock Helicoflex,
Pikotek, Technetics, Garlock Europe and Garlock operations in
Canada, Mexico or Australia are not affected by the filing, nor is
EnPro Industries or any other EnPro operating subsidiary.

Albert F. Durham, Esq., at Rayburn Cooper & Durham, P.A.,
represents the Debtor in its Chapter 11 effort.  Garland S.
Cassada, Esq., at Robinson Bradshaw & Hinson, serves as counsel
for asbestos matters.

The Official Committee of Asbestos Personal Injury Claimants in
the Chapter 11 cases is represented by Travis W. Moon, Esq., at
Hamilton Moon Stephens Steele & Martin, PLLC, in Charlotte, NC,
Elihu Inselbuch, Esq., at Caplin & Drysdale, Chartered, in New
York, and Trevor W. Swett III, Esq., Leslie M. Kelleher, Esq., and
Jeanna Rickards Koski, Esq., in Washington, D.C. 20005.

Joseph W. Grier, III, the Court-appointed legal representative for
future asbestos claimants, has retained A. Cotten Wright, Esq., at
Grier Furr & Crisp, PA, and Richard H. Wyron, Esq., and Jonathan
P. Guy, Esq., at Orrick, Herrington & Sutcliffe LLP, as his co-
counsel.

About 124,000 asbestos claims are pending against Garlock in
stateand federal courts across the country.  The Company says
majority of pending asbestos actions against it is stale and
dormant -- almost 110,000 or 88% were filed more than four years
ago and more than 44,000 or 35% were filed more than 10 years ago.


GIORDANO'S ENTERPRISES: Trustee Says Owners Hid $5M From Creditors
------------------------------------------------------------------
Roxanne Palmer at Bankruptcy Law360 reports that the Chapter 11
trustee for Giordano's Enterprises Inc. sued the sons of the
chain's owners Tuesday in Illinois bankruptcy court, saying they
improperly purchased two restaurants from their parents in a
"sweetheart deal," depriving the company's creditors of
$5 million.

In two adversary proceedings, trustee Philip V. Martino said
John and Eva Apostolou, who own 100% of GEI's stock, transferred
two Giordano's-branded restaurants to their sons, defendants
George and Basil Apostolou, according to Law360.

                    About Giordano's Enterprises

Chicago, Illinois-based Giordano's Enterprises, Inc., was founded
in 1974 in Chicago, Illinois, by two Argentinean immigrants, Efren
and Joseph Boglio.  In 1988, John and Eva Apostolou purchased
control of Giordano's.  Although this casual dining eatery offers
a broad array of fine Italian cuisine, it is primarily know for
its "Chicago's World Famous Stuffed Pizza".

Giordano's Enterprises and 26 affiliates filed for Chapter 11
bankruptcy protection (Bankr. N.D. Ill. Lead Case No. 11-06098) on
Feb. 16, 2011.  Six additional affiliates filed for Chapter 11
protection on Feb. 17, 2011.  Michael L. Gesas, Esq., David A.
Golin, Esq., Miriam R. Stein, Esq., and Kevin H. Morse, at
Arnstein & Lehr, LLP, in Chicago, serve as the Debtors'
bankruptcy counsel.  Giordano's Enterprises disclosed $59,387 in
assets and $45,538,574 in liabilities as of the Chapter 11 filing.

Philip V. Martino was appointed as Chapter 11 trustee in the
Debtors' bankruptcy cases, at the behest of the U.S. Trustee.

In November 2011, VPC Pizza Holdings, LLC, bought substantially
all of Giordano's Enterprises' assets, business and goodwill out
of bankruptcy in an 11 U.S.C Sec. 363 purchase.

Judge Eugene R. Wedoff authorized the Chapter 11 trustee to modify
the consolidated case caption to reflect the change of name from
Giordano's Enterprises Inc., et al., to GEI-RP.


GIORDANO'S ENTERPRISES: Names Two New Managers for Business
-----------------------------------------------------------
Enhanced Online News reports that Victory Park Capital appointed
new management for Giordano's as part of an overall business
restructuring plan.  The appointments, effective immediately,
follow the purchase of the pizza chain out of Chapter 11
bankruptcy in November 2011 by VPC.  The new top management of
Giordano's consists of:

  a) Yorgo Koutsogiorgas as chief executive officer; and
  b) Brent Johnson as chief financial officer.

According to the report, Mr. Koutsogiorgas was a partner and vice
president of operations at Lettuce Entertain You Enterprises,
where he managed operations and was Chief People Officer at
Maggiano's Little Italy.  There, he developed a strong culture
centered on people, food and hospitality.  He graduated from the
University of Athens in Greece and completed his graduate studies
at Southern Methodist University.

The report says Mr. Johnson formerly served as vice president of
financial planning, business analysis and strategy at Culligan
International and vice president of finance at Movie Gallery.
Previous to that, he held several leadership positions at Yum!
Brands and most recently was vice president of planning and
strategy at Yum! Restaurants International.

                    About Victory Park Capital

Founded in 2007, Victory Park Capital --
http://www.victoryparkcapital.com-- provides financing solutions
to small cap and middle market companies across a wide range of
industries.  With over 175 years of combined experience across a
broad range of financial, operating, advisory, and legal
disciplines, VPC focuses on complex situations and seeks to build
long term sustainable value in its companies.

                   About Giordano's Enterprises

Chicago, Illinois-based Giordano's Enterprises, Inc., was founded
in 1974 in Chicago, Illinois, by two Argentinean immigrants, Efren
and Joseph Boglio.  In 1988, John and Eva Apostolou purchased
control of Giordano's.  Although this casual dining eatery offers
a broad array of fine Italian cuisine, it is primarily know for
its "Chicago's World Famous Stuffed Pizza".  At present,
Giordano's operates six company owned stores in Chicagoland, four
joint venture stores, and thirty-five franchisee locations.  In
addition, Giordano's operates Americana Foods, Inc., located in
Mount Prospect, Illinois, that serves as the commissary for the
majority of food products purchased by the Illinois locations.

An affiliated real estate holding company, Randolph Partners, LP,
owns 12 restaurant buildings that are leased to four of the
company-owned locations, two of the joint venture locations and
six of the franchisee locations.  The other 33 locations are
leased from third party landlords; two for the Giordano's
locations, two for the joint venture locations and 29 for the
franchise locations.  Giordano's is the lessee and subleases the
restaurant facility for 22 of the 29 franchise third party leases.
JBA Equipment Finance, Inc, another affiliated entity, leases
restaurant equipment packages to eight franchisee locations.

Giordano's Enterprises and 26 affiliates filed for Chapter 11
bankruptcy protection (Bankr. N.D. Ill. Lead Case No. 11-06098) on
Feb. 16, 2011.  Six additional affiliates filed for Chapter 11
protection on Feb. 17, 2011.  Michael L. Gesas, Esq., David A.
Golin, Esq., Miriam R. Stein, Esq., and Kevin H. Morse, at
Arnstein & Lehr, LLP, in Chicago, serve as the Debtors'
bankruptcy counsel.  Giordano's Enterprises disclosed $59,387 in
assets and $45,538,574 in liabilities as of the Chapter 11 filing.

Certain of the Debtors owe Fifth Third Bank about $13,560,662,
pursuant to loans and financial accommodations, and $31,927,998
under a business loan as of the Petition Date.  Fifth Third
provided DIP financing of up to $35,983,563.

Philip V. Martino was appointed as Chapter 11 trustee in the
Debtors' bankruptcy cases, at the behest of the U.S. Trustee.
Mr. Martino filed a $3,000,000 bond.


GLOBAL AVIATION: U.S. Trustee Objects to Rothschild Hiring
----------------------------------------------------------
BankruptcyData.com reports that the U.S. Trustee assigned to the
Global Aviation Holdings case filed with the U.S. Bankruptcy Court
an objection to the Debtors' motion to retain Rothschild as
financial advisor and investment banker.

According to the U.S. Trustee, "First, it is unclear if Rothschild
can satisfy the disinterestedness requirement of Section 327(a) of
the Bankruptcy Code. Specifically, it is not clear from the
Application whether Rothschild will seek to assert legal fees
incurred pre-petition."

The U.S. Trustee also objects to (i) the provision by which the
Debtors are obligated to pay Rothschild's legal fees, without the
requirement that such counsel be retained pursuant to a Court
order and (ii) the requirement that the Debtors indemnify
Rothschild's non-retained affiliates who, by Rothschild's own
admission, are providing no services to the Debtors.

                  About Global Aviation Holdings

Global Aviation Holdings Inc., based in Peachtree City, Ga., is
the parent company of North American Airlines and World Airways.
Global is the largest commercial provider of charter air
transportation for the U.S. military, and a major provider of
worldwide commercial global passenger and cargo air transportation
services.  North American Airlines, founded in 1989 and based in
Jamaica, N.Y., operates passenger charter flights using B757-200ER
and B767-300ER aircraft.  World Airways, founded in 1948 and based
in Peachtree City, Ga., operates cargo and passenger charter
flights using B747-400 and MD-11 aircraft.

Global Aviation, along with affiliates, filed Chapter 11 petitions
(Bankr. E.D.N.Y. Case No. 12-40783) on Feb. 5, 2012.

Global's lead counsel in connection with the restructuring is
Kirkland & Ellis LLP and its financial advisor is Rothschild.
Kurtzman Carson Consultants LLC is the claims agent.

The Debtors disclosed $589.8 million in assets and $493.2 million
in liabilities as of Dec. 31, 2011.  Liabilities include $146.5
million on 14% first-lien secured notes and $98.1 million on a
second-lien term loan.  Wells Fargo Bank NA is agent for both.

Global said it will use Chapter 11 to shed 16 of 30 aircraft.
In addition, Global said it will use Chapter 11 to negotiate new
collective bargaining agreements with its unions and deal with
liabilities on multi-employer pension plans.

On Feb. 13, 2012, the U.S. Trustee for Region 2 appointed a seven-
member official committee of unsecured creditors in the case.


GLOBAL ENTERPRISES: Judge Dodd Dismisses Chapter 11 Case
--------------------------------------------------------
Ted Riggs at The Advocate reports that U.S. Bankruptcy Court Judge
Douglas D. Dodd dismissed the Chapter 11 bankruptcy petition of
Global Enterprises of Baker and gave United Central Bank, which
Global owes $1.6 million, permission to pursue foreclosure.

According to the report, David Rubin, Esq., an attorney for United
Central Bank, said the bank now will move to auction The Executive
Inn & Suites, although it could take up to 90 days for that to
happen.

The report relates that United Central Bank filed a foreclosure
lawsuit against Global in 19th Judicial District Court.  The bank
alleged that Global had defaulted on a $1.6 million loan as well
as a second mortgage, held by the U.S. Small Business
Administration, of around $1.1 million. Both loans were made in
2008.

The report notes the district court ordered the East Baton Rouge
Parish Sheriff's Office to seize the hotel and appointed Amrex
Properties LLC to run the hotel.

When it filed for bankruptcy, Global asked the Bankruptcy Court to
give it control of the hotel, which has been under the management
of the receiver since May 2011.

Global Enterprises of Baker, L.L.C. dba Executive Inn & Suites
filed for Chapter 11 protection on Dec. 19, 2011 (Bankr. M.D. La.
Case No. 11-11959).  Lawrence R. Anderson, Jr., Esq., at Seale,
Smith, Zuber & Barnette, represents the Debtor.  The Debtor
estimated both assets and debts of between $1 million and
$10 million.


GMX RESOURCES: Incurs $76.9 Million Net Loss in Fourth Quarter
--------------------------------------------------------------
GMX Resources Inc. reported a net loss of $76.91 million on
$26.11 million of oil and gas sales for the three months ended
Dec. 31, 2011, compared with a net loss of $146.87 million on
$27.17 million of oil and gas sales for the same period a year
ago.

The Company reported a net loss of $206.44 million on
$116.74 million of oil and gas sales for the year ended Dec. 31,
2011, compared with a net loss of $138.29 million on
$96.52 million of oil and gas sales during the prior year.

The Company's balance sheet at Dec. 31, 2011, showed
$542.20 million in total assets, $474.92 million in total
liabilities and $67.27 million in total equity.

Ken L. Kenworthy, Chief Executive Officer said, "We are
establishing a momentum in our drilling program in North Dakota
that will drive our transition to oil such that 40-50% of our 2012
revenue will primarily come from our Bakken development
production.  This is vital to our ability to increase our
enterprise value.  Our response to the continued fall in natural
gas prices in 2010 was to acquire oil resources and direct our
capital investments into oil development which provides greater
rates of return in this economic environment.  Our acquisition of
approximately 75,000 acres in the Bakken and Niobrara will have a
dramatic impact on our revenues; the evidence of this as already
been seen in our fourth quarter oil production and revenues.  We
have assembled a top tier level of talent, established a
meaningful operational footprint in the most competitive oil play
in North America and successfully drilled and completed three
Williston Basin wells during 2011.  As of today we have a total of
eleven wells in the Bakken.  Our 2012 Bakken development will be
focused in our McKenzie and Billings County, North Dakota acreage.
This acreage has been de-risked through the drill bit by us and
others."

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

                       http://is.gd/oMu8Mo

                       About GMX Resources

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

                          *     *     *

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

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

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

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


GOB WP: Case Summary & 5 Largest Unsecured Creditors
----------------------------------------------------
Debtor: GOB WP CG, LLC
        310 Pinnacle Way
        Eau Claire, WI 54701

Bankruptcy Case No.: 12-11129

Chapter 11 Petition Date: March 2, 2012

Court: United States Bankruptcy Court
       Western District of Wisconsin (Eau Claire)

Judge: Thomas S. Utschig

Debtor's Counsel: William J. Spangler, Esq.
                  SPANGLER NODOLF BRUDER & KLINKHAMMER LLC
                  P.O. Box 1165
                  Eau Claire, WI 54702
                  Tel: (715) 830-9771
                  E-mail: wspangler@snbklaw.com

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

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

A copy of the list of five largest unsecured creditors is
available for free at http://bankrupt.com/misc/wiwb12-11129.pdf

The petition was signed by Deborah Gruher, authorized signer.


GREENWOOD MIDDLE: To Close Middle School Next School Year
---------------------------------------------------------
Jeff Stone at WETMTV.com reports that the Canisteo-Greenwood
School Board has voted to close the Greenwood Middle School, in
Greenwood, Indiana.  District Superintendent Jeffrey Matteson said
the action is designed to save the district $325,000, the report
says.

WETMTV.com relates that starting next school year 5th through 7th
graders will be housed in a separate wing of the district's
elementary school.  8th graders will be moved to the high school.

According to WETMTV.com, Mr. Matteson said the district would have
preferred to keep the middle school in a separate building but
state aid cuts have put the district in a bind.  He said the board
was concerned that if the building wasn't closed the district
would be spending its reserves so rapidly that it would put the
district in danger of becoming financially insolvent, reports
WETMTV.com.

The district will use the Greenwood school building for storage,
the report adds.


GRUBB & ELLIS: Can't Agree With Creditors on BGC Asset Sale
-----------------------------------------------------------
Lisa Uhlman at Bankruptcy Law360 reports that the fate of bankrupt
commercial real estate services company Grubb & Ellis Co.'s
proposed sale to stalking horse bidder BGC Partners Inc. hung in
the balance Tuesday as the would-be sale parties and unsecured
creditors failed for the second day to see eye to eye.

As reported in the Troubled Company Reporter on March 1, 201, the
committee of unsecured creditors in Grubb & Ellis Co.'s Chapter 11
case, joined by the largest unsecured creditor owed $12.1 million,
are objecting to the real-estate company's proposed sale plan,
saying it locks in BGC Partners Inc.'s bid, which provides them
with no recovery.

The company said it is willing to make some changes in sale
procedures sought by the committee.  The Creditors Committee has
claimed that the absence of competitive bidding "guarantees" there
will be no recovery by unsecured creditors.

                        About Grubb & Ellis

Grubb & Ellis Company -- http://www.grubb-ellis.com/-- is a
commercial real estate services and property management company
with more than 3,000 employees conducting throughout the United
States and the world.  It is one of the oldest and most recognized
brands in the industry.

Grubb & Ellis and 16 affiliates filed for Chapter 11 bankrutpcy
(Bankr. S.D.N.Y. Lead Case No. 12-10685) on Feb. 21, 2012, to sell
almost all its assets to BGC Partners Inc.  The Santa Ana,
California-based company disclosed $150.16 million in assets and
$167.2 million in liabilities as of Dec. 31, 2011.

Judge Martin Glenn presides over the case.  The Debtors have
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.

The Official Committee of Unsecured Creditors has selected Alston
& Bird LLP to serve as legal counsel.

The sale to BGC is subject to higher and better offers at an
auction. The Debtors have proposed 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.

BGC Partners, Inc., and its affiliate, BGC Note Acquisition Co.,
L.P., the DIP lender and Prepetition Secured Lender, are
represented in the case by Emanuel C. Grillo, Esq.


HALO WIRELESS: Bankruptcy Court Sends BellSouth Dispute to NCUC
---------------------------------------------------------------
Bankruptcy Judge Stephani W. Humrickhouse granted the motion filed
by BellSouth Telecommunications, LLC d/b/a/ AT&T North Carolina,
to strike Halo Wireless, Inc.'s Notice of Removal, or in the
alternative, to remand Case No. P-55, SUB 1841, which was removed
from the North Carolina Utilities Commission on Oct. 7, 2011.  The
Court remands the matter to the North Carolina Utilities
Commission.  "Although, this court has jurisdiction to hear and
determine the matters in this proceeding and removal was proper,
this court deems the NCUC the more appropriate forum and will
remand to the NCUC on equitable grounds pursuant to 28 U.S.C. Sec.
1452(b)," Judge Humrickhouse said.

Halo entered into interconnection agreements with AT&T for the
transmission of Halo's wireless data over AT&T networks.  A
dispute arose between AT&T and Halo wherein AT&T claimed that Halo
breached the ICA by sending unauthorized wireline-based traffic
disguised as wireless-based traffic over the network in order to
avoid access charges and therefore failed to pay for services
rendered.  On June 15, 2011, Halo filed a complaint in the United
States District Court for the Eastern District of Texas, Sherman
Division, Civil Action No. 4:11-CV-00359, Halo Wireless Services,
Inc. v. The Livingston Telephone Company, et al., seeking to
enjoin carriers, including AT&T companies, from having disputes
similar to the ICA Dispute determined in any forum other than the
Federal Communications Commission.  On July 25, 2011, AT&T North
Carolina brought an action against Halo before the North Carolina
Utilites Commission for breach of the ICA seeking monetary damages
and injunctive relief.

On Sept. 1, 2011, Halo initiated an adversary proceeding against
multiple defendants, including AT&T North Carolina, in the Texas
Bankruptcy Case, which contained allegations similar to positions
asserted by Halo in the NCUC Proceeding.  On Oct. 7, 2011, Halo
filed a Notice of Removal of the NCUC Proceeding to the Bankruptcy
Court.

On Oct. 26, 2011, the automatic stay was modified in the Texas
Bankruptcy Case to allow the various state commissions to continue
with their respective regulatory proceedings; however, certain
matters, including the liquidation of the amount of any claims
against Halo, were reserved for adjudication by the bankruptcy
court.  Halo appealed the bankruptcy court ruling on Oct. 28,
2011, and requested a stay pending appeal, which was denied on
Nov. 1, 2011.  A similar motion was filed on Nov. 18, 2011 in the
Texas District Court, which was denied.  On Dec. 8, 2011, Halo
filed a motion for a stay pending appeal, for leave to appeal
under 28 U.S.C. Sec. 158(d), and a petition for writ of mandamus
in the Fifth Circuit Court of Appeals.  On Feb. 2, 2012, the Fifth
Circuit denied Halo's request for a stay pending the appeal and
the petition for writ of mandamus, but granted Halo's motion for
leave to appeal under 28 U.S.C. Sec. 158(d).  Oral arguments are
set for the week of April 30, 2012.

On Nov. 8, 2011, AT&T filed a motion to strike Halo's Notice of
Removal or in the alternative, to remand the matter to the NCUC.
In support of its motion, AT&T makes two alternative arguments: 1)
removal is improper under 28 U.S.C. Sec. 1334 and 1452(a), or 2)
if removal is proper, the proceeding should be remanded to the
NCUC pursuant to 28 U.S.C. Sec. 1452(b). AT&T contends that
removal was improper because a claim or cause of action may only
be removed to a court for the district where the action is pending
if such court has jurisdiction over the subject matter of the
cause of action and the Bankruptcy Court does not have such
jurisdiction.  AT&T also argues that removal is improper because
only a cause of action in a civil action may be removed and the
NCUC Proceeding is a regulatory proceeding that implicates a
governmental unit's regulatory powers, rather than civil actions
between private parties.  Even if jurisdiction is proper, AT&T
asks the court to use its equitable powers pursuant to 28 U.S.C. ?
1452(b) to remand the matter to the NCUC. AT&T argues, under
notions of cooperative federalism inherent in the
Telecommunications Act of 1996 that ICA disputes must first be
addressed by state commissions because construction and
enforcement of ICAs are within their sole and original
jurisdiction.  AT&T advises the court that every other bankruptcy
court faced with a Halo removal from a state utilities commission
proceeding has remanded the matter.

Halo maintains that the removal was proper. It argues that the
matter is a civil action between private parties. Furthermore,
since AT&T is asserting a claim against Halo in its bankruptcy
case, seeks monetary damages and injunctive relief, and challenges
Halo's right to operate its business as a debtor-in-possession,
this court has "related to" jurisdiction over the civil action
pursuant to 28 U.S.C. Sec. 1334(b). Halo further contends that
remand to the NCUC is inappropriate because the NCUC does not have
jurisdiction over the dispute.  Halo argues that AT&T's complaint
raises broad questions of licensing which are best suited for the
FCC, rather than a mere contract dispute.  Halo therefore argues
that remand would result in the NCUC impermissibly deciding issues
that can only be decided by the FCC.  Moreover, should Halo
prevail in their appeal of the relief from stay order issued in
the Texas Bankruptcy Case which allowed the continuation of the
state utilities commission proceedings, remand would result in
judicial inefficiency and a burdensome waste of resources for the
parties. Finally, Halo argues that this matter should not be
remanded because equity favors retention so there can be a uniform
determination of the ICA dispute.

The case is BELLSOUTH TELECOMMUNICATIONS, LLC d/b/a AT&T NORTH
CAROLINA Plaintiff, v. HALO WIRELESS, INC., Defendant,
Miscellaneous Proceeding No. 11-00004-8-SWH (Bankr. E.D.N.C.).

A copy of the Court's March 5, 2012 Order is available at
http://is.gd/T3fMOOfrom Leagle.com.

Halo Wireless, Inc., a provider of wireless telecommunications
services, in Dallas, Texas, filed for Chapter 11 bankruptcy
(Bankr. E.D. Tex. Case No. 11-42464) on Aug. 8, 2011.  E. P.
Keiffer, Esq., at Wright Ginsberg Brusilow PC, serves as the
Debtor's counsel.  In its petition, Halo estimated $1 million to
$10 million in both assets and debts.  The petition was signed by
Russel Wiseman, president.


HARDAGE HOTELS: Files for Ch. 11 Due to OneWest Dispute
-------------------------------------------------------
Hardage Hotels I, LLC, filed a Chapter 11 petition (Bankr. W.D.
Tex. Case No. 12-30443) in El Paso, Texas, on March 6, 2012.

Hardage is a hotel and real estate development company
headquartered in San Diego, California.  Hardage operates seven
hotels in seven states under the brand of "Chase Suites".  The
hotels are located in El Paso, Texas; Overland Park, Kansas;
Newark, California; Kansas City, Missouri; Des Moines, Iowa;
Lincoln, Nebraska; and Dublin, Ohio.

Hardage is operating the hotels under the "Chase Suites" name
pursuant to franchise agreements with Hardage Hospitality, LLC.
The Debtor has no employees -- all employees at the hotels are
employed by non-debtor Hardage Hospitality, which provides hotel
management services.

The Debtor has outstanding secured debt of $34.2 million plus
interest.  The lenders are OneWest Bank, FSB; California First
National Bank, N.A., and Security Bank of Kansas City.  OneWest is
the lender under a $5.74 million Dublin loan agreement, a $5.3
million Lincoln loan agreement, and an $11.5 million El Paso loan
agreement.

The Debtor has filed with the bankruptcy court a notice of its
intent to use cash.  The Debtor is informing lenders that it will
use unencumbered cash held in the Debtor's accounts at Wells Fargo
in order to maintain the business as a going concern.

                        Road to Bankruptcy

Samuel Hardage, the president of the Debtor, says in a court
filing that while the economy has struggled and that has
nonetheless effected Hardage's hotel business, most of the Hotels
are cash flow positive and not in financial distress.  But Hardage
was forced to file for bankruptcy when Hardage reached an out-of-
court restructuring of its debts with OneWest and then OneWest
reneged on its commitment.

In September 2010, OneWest filed a collection against Hardage and
sought the appointment of a receiver over the El Paso property.  A
receivership order was entered but was vacated, although Hardage
was ordered to make payments to OneWest.  The parties then entered
into a series of tolling agreements, under which Hardage paid
OneWest $700,000 so that OneWest would not pursue any further
action.  Following negotiations, the parties signed a "final term
sheet" on a restructuring on Dec. 2, 2011.

But, according to the Debtor, OneWest reneged on the agreement.
In November, OneWest filed a motion for summary judgment in Ohio,
and sought foreclosure of, and a receiver for, the Dublin, Ohio
property.  OneWest also sought foreclosure of the El Paso, Texas
property.

The Debtor on March 5, 2012, initiated a lawsuit against OneWest
in the Superior Court of the State of California for the County of
Los Angeles, Central District.  The suit alleges several causes of
action, including fraud and breach of contract.

                            Deal or Sale

The two events of default and impending foreclosure of the El Paso
hotel resulted in the Debtor's immediate need for bankruptcy
protection.

The Debtor intends to continue operating its business while
pursuing efforts to finalize a definitive restructuring agreement
with OneWest or prepare arrangements for the sale of some of the
Debtor's assets as a going concern.

The Debtor has tapped Haynes and Boone LLP as attorneys, and
Transitional Finance Partners LLC as financial advisor.


HARDAGE HOTELS: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Hardage Hotels I, LLC
          dba Chase Suite Hotel - Des Moines, IA
              Chase Suite Hotel - Overland Park, KS
              Chase Suite Hotel - Dublin, OH
              Chase Suite Hotel - Kansas City, MO
              Chase Suite Hotel - El Paso, TX
              Chase Suite Hotel - Newark, CA
              Chase Suite Hotel - Lincoln, NE
        11975 El Camino Real, Suite 104
        San Diego, CA 92130

Bankruptcy Case No.: 12-30443

Chapter 11 Petition Date: March 6, 2012

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

Judge: H. Christopher Mott

Debtor's Counsel: Trey A. Monsour, Esq.
                  HAYNES AND BOONE, LLP
                  2323 Victory Avenue, Suite 700
                  Dallas, TX 75219
                  Tel: (214) 651-5137
                  Fax: (214) 200-0532
                  E-mail: trey.monsour@haynesboone.com

Debtor's
Financial
Advisor:          TRANSITIONAL FINANCE PARTNER, LLC

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

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

The petition was signed by Samuel A. Hardage, president.

Debtor's List of Its 20 Largest Unsecured Creditors:

        Entity                     Nature of Claim    Claim Amount
        ------                     ---------------    ------------
Property Tax Resources             Trade Debt              $49,587
701 Palomar Airport Road, Suite 230
Carlsbad, CA 92011

Levitz, Zacks & Ciceric, Inc.      Trade Debt              $37,804
701 B. Street, Suite 1300
San Diego, CA 92101

United Royal Drywall               Trade Debt              $33,570
5412 Marie Tobin
El Paso, TX 79924

American Hotel Register            Trade Debt              $32,189

American Tex Chem Corp             Trade Debt              $24,427

Labor Pros                         Trade Debt              $20,236

Home Depot Supply, Inc.            Trade Debt              $19,960

ECU Staffing Inc.                  Trade Debt              $18,424

Travel Click Inc.                  Trade Debt              $16,969

Insight                            Trade Debt              $15,148

Sabre Inc.                         Trade Debt              $14,617

El Paso Electric Company           Trade Debt              $14,326

American Express Travel            Trade Debt              $12,951

Truegreen Limited Partnership      Trade Debt               $4,718

Expedia Inc.                       Trade Debt               $4,398

Camarillo Bros Landscape           Trade Debt               $4,380

Hunt Plumbing Co.                  Trade Debt               $4,154

Buckeye Landscape                  Trade Debt               $4,151

Westside Home Repair Services LLC  Trade Debt               $4,000

Carlson Wagonlit Travel            Trade Debt               $3,980


HARRISBURG, PA: State Judge Backs Receiver's Plan Implementation
----------------------------------------------------------------
American Bankruptcy Institute reports that a Pennsylvania judge
has indicated her willingness to allow receiver David Unkovic to
implement a recovery plan he drafted for the City of Harrisburg,
Pa., dealing another blow to the city council's quest to get the
chapter 9 case it filed on the state capital's behalf reinstated.

                  About Harrisburg, Pennsylvania

The city of Harrisburg, in Pennsylvania, is coping with debt
related to a failed revamp of an incinerator.  The city is
$65 million in default on $242 million owing on bonds sold to
finance an incinerator that converts trash to energy.

The Harrisburg city council voted 4-3 on Oct. 11, 2011, to
authorize the filing of a Chapter 9 municipal bankruptcy (Bankr.
M.D. Pa. Case No. 11-06938).  The city claims to be insolvent,
unable to pay its debt and in imminent danger of having
tax revenue seized by holders of defaulted bonds.

Judge Mary D. France presided over the Chapter 9 case.  Mark D.
Schwartz, Esq. and David A. Gradwohl, Esq., served as Harrisburg's
counsel.  The petition estimated $100 million to $500 million in
assets and debts.  Susan Wilson, the city's chairperson on Budget
and Finance, signed the petition.

Harrisburg said in court papers it is in imminent jeopardy through
six pending legal actions by creditors with respect to a number of
outstanding bond issues relating to the Harrisburg Materials,
Energy, Recycling and Recovery Facilities, which processes waste
into steam and electrical energy.  The owner and operator of the
incinerator is The Harrisburg Authority, which is unable to pay
the bond issues.  The city is the primary guarantor under each
bond issue.  The lawsuits were filed by Dauphin County, where
Harrisburg is located, Joseph and Jacalyn Lahr, TD Bank N.A., and
Covanta Harrisburg Inc.

The Commonwealth of Pennsylvania, the County of Dauphin, and
Harrisburg city mayor Linda D. Thompson and other creditors and
interested parties objected to the Chapter 9 petition.  The state
later adopted a new law allowing the governor to appoint a
receiver.

Kenneth W. Lee, Esq., Christopher E. Fisher, Esq., Beverly Weiss
Manne, Esq., and Michael A. Shiner, Esq., at Tucker Arensberg,
P.C., represented Mayor Thompson in the Chapter 9 case. Counsel to
the Commonwealth of Pennsylvania was Neal D. Colton, Esq., Jeffrey
G. Weil, Esq., Eric L. Scherling, Esq., at Cozen O'Connor.

In November 2011, the Bankruptcy Judge dismissed the Chapter 9
case because (1) the City Council did not have the authority under
the Optional Third Class City Charter Law and the Third Class City
Code to commence a bankruptcy case on behalf of Harrisburg and (2)
the City was not specifically authorized under state law to be a
debtor under Chapter 9 as required by 11 U.S.C. Sec. 109(c)(2).

Dismissal of the Chapter 9 petition was upheld in a U.S. District
Court.

That same month, the state governor appointed David Unkovic as
receiver for Harrisburg.  Mr. Unkovic is represented by the
Municipal Recovery & Restructuring group of McKenna Long &
Aldridge LLP, led by Keith Mason, Esq., co-chair of the group.


HD SUPPLY: Incurs $173 Million Net Loss in Jan. 29 Quarter
----------------------------------------------------------
HD Supply, Inc., reported a net loss of $173 million on $1.82
billion of net sales for the three months ended Jan. 29, 2012,
compared with a net loss of $203 million on $1.59 billion of net
sales for the three months ended Jan. 30, 2011.

The Company reported a net loss of $543 million on $7.72 billion
of net sales for the fiscal year ended Jan. 29, 2012, compared
with a net loss of $619 million on $7.01 billion of net sales for
the fiscal year ended Jan. 30, 2011.

"The HD Supply team delivered outstanding, full-year, financial
results.  We reported our seventh consecutive quarter of year-
over-year sales growth and the largest percentage sales increase
since 2006 for both the quarter and full year.  In addition, we
reported our highest gross profit rate since 2005 and our best
operating profit since 2007," stated Joe DeAngelo, CEO of HD
Supply.  "These results are a testament to our associates'
relentless drive to deliver the best performance and to be the
industrial distributor of choice for all of our stakeholders,
including our customers, suppliers, and the communities where we
live and work.  We're pleased with our 2011 financial performance,
which is a tangible result of the strategic measures taken in
prior quarters to sharpen and strengthen our portfolio.  This
momentum has continued, with double-digit, year-over-year sales
growth in February 2012."

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

                        http://is.gd/iLy6iw

                          About HD Supply

HD Supply, Inc., headquartered in Atlanta, Georgia, is one of the
largest North American wholesale distributors supporting
residential and non-residential construction and to a lesser
extent electrical consumption and repair and remodeling.  HDS also
provides maintenance, repair and operations services.  Its
businesses are organized around three segments: Infrastructure and
Energy; Maintenance, Repair & Improvement; and, Specialty
Construction.  HDS operates through approximately 800 locations
throughout the U.S. and Canada serving contractors, government
entities, maintenance professionals, home builders and
professional businesses.

The Company's balance sheet at Oct. 30, 2011, showed $6.96 billion
in total assets, $7.21 billion in total liabilities and a $257
million total stockholders' deficit.

                           *     *     *

HD Supply carries 'Caa2' probability of default rating and
corporate family rating, with negative outlook, from Moody's
Investors Service, and a 'B' corporate credit rating, with
negative outlook, from Standard & Poor's Ratings Services.

In April 2010, when Moody's downgraded the ratings to
'Caa2' from 'Caa1', it said, "The downgrade results from Moody's
views that the construction industry, the main driver of HDS'
revenues, will continue to be weak for the foreseeable future,
pressuring the company's ability to generate meaningful levels of
earnings and free cash flow relative to its debt."


HERCULES, CA: To Avoid Bankruptcy, City Manager Says
----------------------------------------------------
American Bankruptcy Institute reports that the city of Hercules,
Calif. is no longer at risk of a municipal bankruptcy after
settling a lawsuit by bond insurer Ambac Assurance Corp, the
city's manager said.


HERCULES OFFSHORE: Incurs $76.1 Million Net Loss in 2011
--------------------------------------------------------
Hercules Offshore, Inc., filed with the U.S. Securities and
Exchange Commission an annual report on Form 10-K disclosing a net
loss of $76.12 million on $655.35 million of revenue in 2011, a
net loss of $134.59 million on $624.82 million of revenue in 2010,
and a net loss of $91.73 million on $718.60 million of revenue in
2009.

The Company's balance sheet at Dec. 31, 2011, showed $2 billion in
total assets, $1.09 billion in total liabilities, and
$908.55 million in stockholders' equity.

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

                       http://is.gd/hqea47

                     About Hercules Offshore

Hercules Offshore Inc. (NASDAQ: HERO) --
http://www.herculesoffshore.com/-- provides shallow-water
drilling and marine services to the oil and natural gas
exploration and production industry in the United States, Gulf of
Mexico and internationally.  The Company provides these services
to integrated energy companies, independent oil and natural gas
operators and national oil companies.  The Company operates in six
business segments: Domestic Offshore, International Offshore,
Inland, Domestic Liftboats, International Liftboats and Delta
Towing.

                          *     *     *

The Troubled Company Reporter said on Nov. 17, 2010, Moody's
Investors Service downgraded the Corporate Family Rating of
Hercules Offshore Inc. and the Probability of Default Rating to
Caa1 from B2.  Moody's also downgraded Hercules' 10.5% senior
secured notes due 2017, its senior secured revolving credit
facility due 2012, and its senior secured term loan B due 2013,
all to Caa1 with LGD3, 45%.  The outlook remains negative.

"The inability of Hercules to generate meaningful free cash flow
despite limited reinvestment in its aging fleet of rigs is cause
for concern," commented Stuart Miller, Moody's Senior Analyst.
"Without a significant de-leveraging of its balance sheet,
Hercules is following a path that could lead to financial hardship
at the first sign of a market softening."  Hercules' Caa1 CFR
rating reflects its highly leveraged balance sheet and limited
ability to generate free cash flow.  The Caa1 rating on the senior
secured notes reflects their pari passu secured position in
Hercules' capital structure relative to the senior secured credit
facilities.

As reported by the TCR on Jan. 23, 2012, Standard & Poor's Ratings
Services revised its outlook on Houston-based Hercules Offshore
Inc. to stable from negative and affirmed its 'B-' corporate
credit rating on the company.  "The rating on the company's senior
secured credit facility remains 'B-' (the same as the corporate
credit rating on the company) with a recovery rating of '3',
indicating our expectation of a meaningful (50% to 70%) recovery
in the event of payment default," S&P said.

"Our ratings on Hercules reflect its participation in the highly
volatile and competitive shallow-water drilling and marine
services segments of the oil and gas industry. The ratings also
incorporate our expectation that day rates and utilization for the
company's jack-up rigs in the U.S. Gulf of Mexico will remain
robust throughout 2012. Moreover, we expect the company's domestic
offshore operations will provide the majority of EBITDA generation
in 2012, since its international offshore segment will perform
more weakly compared with 2011 due to lower contract renewal day
rates reflecting current market conditions. The ratings also
incorporate the company's geographic and product diversification
(provided by the its liftboat segments) and adequate liquidity, as
well as the risks associated with the Securities and Exchange
Commission's investigation into possible violations of securities
law, including possible violations of the Foreign Corrupt
Practices Act. The company is also the subject of a review by the
U.S. Department of Justice (DOJ)," S&P said.


HERCULES OFFSHORE: Board OKs Pay Raise for Executive Officers
-------------------------------------------------------------
The Compensation Committee of the Board of Directors of Hercules
Offshore, Inc., approved an increase to the annual base salaries
for James W. Noe, Senior Vice President, General Counsel and Chief
Compliance Officer; Stephen M. Butz, Senior Vice President and
Chief Financial Officer; Terrell L. Carr, Vice President,
Worldwide Operations; and Troy L. Carson, Chief Accounting
Officer, effective March 5, 2012.  The Committee also approved
modifications to the threshold, target, and maximum bonus
percentages for certain of its executive officers under the
Company's Annual HERO Performance Bonus Plan for 2012.

   Name                    New Salary
   ----                    ----------
   James W. Noe             $375,000
   Stephen M. Butz          $375,000
   Terrell L. Carr          $325,000
   Troy L. Carson           $300,000

John T. Rynd, the Company's Chief Executive Officer and President,
declined a salary increase that the Committee recommended.  At his
request, his salary will remain at $630,000 and no salary increase
or bonus percentage adjustments were given to Mr. Rynd.  The
Committee also approved a one-time $50,000 discretionary
performance bonus to Troy L. Carson in recognition of his efforts
in establishing and managing the accounting procedures for
Discovery Offshore S.A. and in integrating the Seahawk assets into
the Company's accounting systems.

Also on Feb. 28, 2012, the Committee approved equity grants for
certain of its executive officers.  The Annual Equity Grants were
annual grants made by the Committee pursuant to the Company's
Policy Regarding the Granting of Equity-Based Compensation Awards,
which provides for approval by the Committee of annual equity
grants at its meeting during the first or second quarter of each
year.

The Annual Equity Grants were made pursuant to the Company's 2004
Amended and Restated Long-Term Incentive Plan to each of Messrs.
Rynd, Noe, Butz, Carr and Carson.  Each of the executive officers
received (i) restricted stock awards, which vest 1/3 per year and
have no performance criteria, and (ii) performance-based
restricted stock awards, which vest 1/3 per year, subject to the
achievement of company performance objectives with respect to two
metrics in 2012.  Threshold, target and maximum performance
objectives have been established for each metric, with the officer
vesting 30% more shares at the maximum level, 30% less shares at
the threshold level, with vesting pro rated between levels, and no
shares will be issued with respect to a particular metric if the
threshold performance objective is not met with respect to such
metric.

The Company also entered into amended and restated employment
agreements with Messrs. Rynd, Noe, Butz, Carr and Carson, each
with an effective date of Feb. 28, 2012.  These agreements
supersede and replace the employment agreements each of these
individuals had in place with the Company prior to the effective
date.  While most of the terms of the original employment
agreements remained the same, the Amended Employment Agreements
removed the provisions that allowed for the executive officers to
receive an excise tax gross-up.  The Amended Employment Agreements
were also modified to eliminate the indefinite term.  The
agreements now provide for a definite employment term for each of
the executive officers, which term expires on Dec. 31, 2016.  In
addition to these changes, the Amended Employment Agreements also
contain non-compete, non?solicitation and consulting obligations
for a one year period post-termination, and require the executives
to cooperate with the Company after termination with respect to
any claims that relate to the executive's period of employment
with the Company.

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

                       http://is.gd/on9Wez

                      About Hercules Offshore

Hercules Offshore Inc. (NASDAQ: HERO) --
http://www.herculesoffshore.com/-- provides shallow-water
drilling and marine services to the oil and natural gas
exploration and production industry in the United States, Gulf of
Mexico and internationally.  The Company provides these services
to integrated energy companies, independent oil and natural gas
operators and national oil companies.  The Company operates in six
business segments: Domestic Offshore, International Offshore,
Inland, Domestic Liftboats, International Liftboats and Delta
Towing.

The Company reported a net loss of $76.12 million in 2011 and
a net loss of $134.59 million in 2010.

Hercules Offshore's balance sheet at Dec. 31, 2011, showed
$2 billion in total assets, $1.09 billion in total liabilities,
and $908.55 million stockholders' equity.

                          *     *     *

As reported by the TCR on Jan. 23, 2012, Standard & Poor's Ratings
Services revised its outlook on Houston-based Hercules Offshore
Inc. to stable from negative and affirmed its 'B-' corporate
credit rating on the company.  "The rating on the company's senior
secured credit facility remains 'B-' (the same as the corporate
credit rating on the company) with a recovery rating of '3',
indicating our expectation of a meaningful (50% to 70%) recovery
in the event of payment default," S&P said.

"Our ratings on Hercules reflect its participation in the highly
volatile and competitive shallow-water drilling and marine
services segments of the oil and gas industry. The ratings also
incorporate our expectation that day rates and utilization for the
company's jack-up rigs in the U.S. Gulf of Mexico will remain
robust throughout 2012. Moreover, we expect the company's domestic
offshore operations will provide the majority of EBITDA generation
in 2012, since its international offshore segment will perform
more weakly compared with 2011 due to lower contract renewal day
rates reflecting current market conditions. The ratings also
incorporate the company's geographic and product diversification
(provided by the its liftboat segments) and adequate liquidity, as
well as the risks associated with the Securities and Exchange
Commission's investigation into possible violations of securities
law, including possible violations of the Foreign Corrupt
Practices Act. The company is also the subject of a review by the
U.S. Department of Justice (DOJ)," S&P said.


HORIZON LINES: Common Stock Delisted from NYSE
----------------------------------------------
The New York Stock Exchange LLC filed with the U.S. Securities and
Exchange Commission a Form 25 informing the removal from listing
or registration of Horizon Lines, Inc.'s common stock on the NYSE.

                        About Horizon Lines

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

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

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

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

                         Refinancing

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

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

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

                        *     *     *

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

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


INTERNATIONAL MEDIA: Fortress-Corp. Led Auction on March 22
-----------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware authorized
International Media Group Inc., et al., to sell their assets in an
auction led by NRJ TV LA OpCo LLC, et al.,

The Debtors scheduled a March 22, auction for the assets.
Competing bids are due March 19, at 12:00 p.m. (prevailing Eastern
Time).

The Court will consider the sale of the assets to NRJ TV or the
winning bidder at a March 23, hearing at 9:30 a.m.  Objections, if
any, are due March 16, at 4:00 p.m.

As reported in the Troubled Company Reporter on Jan. 17, 2012, NRJ
TV LA OpCo LLC, NRJ TV LA License Co. LLC, NRJ TV Hawaii OpCo
LLC and NRJ TV Hawaii License Co. will serve as stalking horse
bidder.  NRJ TV II LLC is an entity created by Fortress Credit
Corp., the agent to the first lien lenders.  Fortress assumed the
debt obligations from General Electric Capital Corporation.  As of
Jan. 9, 2012, the total outstanding balance under the first lien
debt was $77.3 million, including $67 million on a term-loan.

The Stalking Horse Bidder's offer consists of $45 million in
credit bid plus assumption of certain liabilities and the funding
of a carve-out for payment of wind-down costs, professional fees
and expenses, and U.S. Trustee fees and clerk of court fees.

NRJ TV is not required under the bid protocol to make a good faith
deposit.  However, competing bidders will be required to make a
cash deposit equal to 10% of their proposed offer.

The protocol is not specific with the deadline to submit bids.
The protocol proposes that rival bids must be submitted sometime
in March.  The auction and sale hearing will also be held in
March.

The protocol also does not provide for payment of bid protections
in the event the Debtors consummate a sale with another buyer.

                  About International Media Group

International Media Group Inc. and its affiliates operate
television station KSCI-TV (Channel 18) Long Beach, California;
KUAN-LP (Channel 48) Poway, California; and KIKU-TV (Channel 19)
Honolulu, Hawaii.  KSCI, KUAN and KIKU focus primarily on the
large Asian markets of Southern California and Hawaii and offer
programming in six (6) main languages -- (i) Chinese; (ii) Korean;
(iii) Tagalog (Filipino); (iv) Vietnamese; (v) English; and (vi)
Japanese.  The Television Stations' programming is a mix of
locally produced original news, entertainment, and talk shows,
purchased or syndicated foreign language programming, and paid
programming comprised principally of infomercials, per-inquiry and
direct response television advertisements.

KHAI Inc. owns all of the equity of KHLS Inc., which holds the FCC
license for KIKU-TV (Channel 19).  KSCI Inc. owns all of the
equity of KHAI and of KSLS Inc., which holds the FCC license for
KSCI-TV (Channel 18) and KUANLP (Channel 48).  International Media
Group Inc. owns all of the equity of KSCI.

AMG Intermediate LLC owns all of the equity of IMG, and AsianMedia
Group LLC owns all of the equity of AMG.  Non-debtor AsianMedia
Investors I L.P. owns all of the equity of AsianMedia.

International Media Group and six affiliates filed Chapter 11
petitions (Bankr. D. Del. Lead Case No. 12-10140) on Jan. 9, 2012,
with the intent to sell their business as a going concern under
11 U.S.C. Sec. 363(a).

NRJ TV II LLC, an entity owned by the first lien lender, will be
the stalking horse bidder.  As of Jan. 9, 2012, the Debtors owe
$77.3 million on a first lien debt, including $67 million on a
term-loan.  Fortress Credit Corp. serves as agent.  Unless outbid
at the auction, the pre-petition lenders will acquire the assets
in exchange for a credit bid of $45 million, will assume certain
liabilities, and fund a "carve-out".  An auction and sale hearing
is contemplated to be held in March.

Judge Mary F. Walrath oversees the Debtors' cases.  International
Media Group tapped Houlihan Lokey Capital, Inc., in October to
market the assets.  Houlihan will continue marketing the assets
post-petition.  William E. Chipman, Jr., Esq., and Mark D.
Olivere, Esq., at Cousins Chipman & Brown, LLC, in Wilmington,
Delaware, serve as the Debtors' bankruptcy counsel.  The Debtors'
claims agent is Epiq Bankruptcy Solutions LLC.

In its petition, International Media Group estimated $100 million
to $500 million in assets and debts.  The petition was signed by
Dennis J. Davis, chief restructuring officer.


IRINA CHATKHAN: $171K in Counsel Fees Denied
--------------------------------------------
Chief Bankruptcy Judge Carla E. Craig granted, in part, the
application of Dahiya Law Group LLC, former counsel to Irina
Chatkhan, for final allowance of fees of $171,774 and
reimbursement of expenses of $2,930.  The Fee Application was
opposed by the United States Trustee, Emigrant Mortgage Company,
Inc., Roman Narovlianski, and Semyon Gutarts.  Judge Craig said
the Fee Application is granted to the extent that DLG will be
reimbursed $765 for the fee to convert Ms. Chatkhan's case to
chapter 11.  The remainder of the Fee Application is denied.  A
copy of the Court's March 5, 2012 Decision is available at
http://is.gd/FDNXMdfrom Leagle.com.

The Debtor, pro se, filed a voluntary chapter 13 petition (Bankr.
E.D.N.Y. Case No. 09-51286) on Dec. 22, 2009.  On Feb. 22, 2010,
Karamvir Dahiya, Esq., of Dahiya Law Offices LLC filed a notice of
appearance on the Debtor's behalf.  On April 14, 2010, upon the
Debtor's motion, the Court issued an order converting the case to
one under chapter 11 of the Bankruptcy Code.

This is the Debtor's second bankruptcy filing.  Her first chapter
13 case (Case No. 09-49029) was filed, pro se, on Oct. 14, 2009
and automatically dismissed, effective Nov. 30, 2009, pursuant to
11 U.S.C. Sec. 521(i).


IRVINE SENSORS: Changes Trading Symbol to "ISCI"
------------------------------------------------
ISC8 Inc. has changed its trading symbol from IRSN to ISCI.  As
previously disclosed, ISC8 Inc. formally changed its name from
Irvine Sensors Corporation on Jan. 24, 2012.  In connection with
the name change, the Company's common stock is now traded on the
OTCBB under the new trading symbol "ISCI".

                        About Irvine Sensors

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

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

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


JAMES RIVER: Incurs $39.1 Million Net Loss in 2011
--------------------------------------------------
James River Coal Company filed with the U.S. Securities and
Exchange Commission its Annual Report on Form 10-K disclosing a
net loss of $39.08 million on $1.17 billion of total revenue for
the year ended Dec. 31, 2011, compared with net income of
$78.16 million on $701.11 million of total revenue during the
prior year.

The Company's balance sheet at Dec. 31, 2011, showed $1.40 billion
in total assets, $1 billion in total liabilities and
$396.66 million in total shareholders' equity.

Peter T. Socha, Chairman and Chief Executive Officer, commented:
"2011 was a year of transformation for James River Coal Company.
We continued the process to grow and diversify our company.  We
expanded our presence in both the metallurgical coal segment and
the international coal markets.  In the operations area, we
achieved industry-leading performance in both safety and
regulatory compliance.  In the financial area, we strengthened our
balance sheet by refinancing all of our funded debt and
substantially improving our liquidity position.  While we are
cautious and realistic about the current soft market conditions,
we are also optimistic that James River will be well positioned
for improving markets in the future."

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

                        http://is.gd/aYc10L

                         About James River

Headquartered in Richmond, Virginia, James River Coal Company
(NasdaqGM: JRCC) -- http://www.jamesrivercoal.com/-- mines,
processes and sells bituminous steam and industrial-grade coal
primarily to electric utility companies and industrial customers.
The company's mining operations are managed through six operating
subsidiaries located throughout eastern Kentucky and in southern
Indiana.

                           *     *     *

James River carries a 'B' corporate credit rating from Standard &
Poor's Ratings Services, and 'B3' corporate family rating from
Moody's Investors Service.

As reported by the TCR on March 25, 2011, Moody's Investors
Service upgraded James River Coal Company's Corporate Family
Rating to 'B3' from 'Caa2'.  The rating upgrade reflects post-
acquisition potential for significant increase in JRCC's
metallurgical coal production, increase in operational diversity
within Central Appalachia, and greater access to export markets.

The S&P corporate rating was upgraded from 'B-' in March 2011.
"The upgrade reflects S&P's view that the IRP acquisition provides
James River Coal exposure to the attractive metallurgical coal
market," said Standard & Poor's credit analyst Fred Ferraro.  "The
acquisition also adds management experience in overseas marketing,
and expands the company's reserve life.  Furthermore, S&P expects
that it will be funded in a way that is consistent with the
current capital structure so as to maintain the current credit
metrics."


JETSTAR PARTNERS: Case Summary & 7 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Jetstar Partners, Ltd.
        17130 Dallas Parkway, Suite 240
        Dallas, TX 75248

Bankruptcy Case No.: 12-31444

Chapter 11 Petition Date: March 5, 2012

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

Judge: Harlin DeWayne Hale

Debtor's Counsel: Cynthia Williams Cole, Esq.
                  BELL NUNNALLY & MARTIN LLP
                  3232 McKinney Avenue, Suite 1400
                  Dallas, TX 75204
                  Tel: (214) 740-1436
                  Fax: (214) 740-5736
                  E-mail: cyndeec@bellnunnally.com

                         - and ?

                  Jeffrey R. Erler, Esq.
                  BELL NUNNALLY & MARTIN, LLP
                  3232 McKinney Avenue, Suite 1400
                  Dallas, TX 75204
                  Tel: (214) 740-1490
                  Fax: (214) 740-1499
                  E-mail: jeffe@bellnunnally.com

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

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

The petition was signed by Richard Bigelow, treasurer.

Debtor's List of Its Seven Largest Unsecured Creditors:

        Entity                     Nature of Claim    Claim Amount
        ------                     ---------------    ------------
City of Coppell Coppell ISD        --                     $106,820
Mary McGuffey
P.O. Box 9478
Coppell, TX 75019

John R. Ames                       --                      $91,682
Dallas County Tax Office
P.O. Box 139066
Dallas, TX 75313

Dimensional Construction, Inc.     --                      $26,747
1303 Columbia Drive, Suite 209
Richardson, TX 75081

Colt Construction                  --                       $4,915

Thousand Oaks Inc.                 --                       $2,663

HighTech Signs DFW                 --                       $1,308

RT Schereck Construction           --                         $189


KEY ENERGY: S&P Affirms 'BB-' Rating on Senior Unsecured Notes
--------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'BB-' issue rating
on Houston-based Key Energy Services Inc.'s senior unsecured notes
following the announcement that Key will add on an additional $200
million to its $475 million 6.75% senior notes due 2021, bringing
total unsecured notes to $675 million. "The recovery rating on the
notes remains '4', indicating our expectation of average (30% to
50%) recovery in the event of a payment default. Key's 'BB-'
corporate credit rating and stable outlook are unaffected. The
oilfield services company intends to use proceeds to refinance
borrowings under its credit facility and for general purposes. As
of Dec. 31, 2011, Key had about $774 million in balance sheet
debt," S&P said.

"The corporate credit rating on Key Energy Services Inc. reflects
our expectations for continued improvement in the company's
financial performance in 2011 and into 2012, as increasing demand
for well services, which has lagged completion work, continues to
support strengthening financial and operating performance. Longer-
term, Key should also benefit from its growing international
operations, which will add market diversity and buffer the more
erratic North American market. Nevertheless, the well services
industry remains volatile and exposed to the spending levels of
the exploration and production industry," S&P said.

Ratings List
Key Energy Services Inc.
Corporate credit rating                BB-/Stable/--

Rating Affirmed
$675 mil sr unsecd nts due 2021        BB-
  Recovery rating                       4


LAINHART AND POTTERS: Property to Be Auctioned April 5
------------------------------------------------------
Kimberly Miller at the Palm Beach Post reports that Lainhart and
Potter's property in West Palm Beach and Jupiter, Florida, will be
auctioned April 5 to pay its debts.

According to the report, the plan is that Lainhart and Potter will
emerge from bankruptcy and possibly lease a space to reopen for
business, which in recent years has mostly come from custom
contractors working on Palm Beach homes.

"It depends on the auction whether we are going out of business,"
the report quotes company president Jere Leffler as saying.
"We've held on for five years and that's more than some of our
competitors."

The report notes, in July 2011, the First American Bank of
Illinois filed for foreclosure. There are three parcels in West
Palm Beach that will be auctioned.

Based in West Palm Beach, Florida, Lainhart and Potter Inc. dba
Lainhart & Potter, filed for Chapter 11 protection on Aug. 22,
2011 (Bankr. S.D. Fla. Case No. 11-33276).  Judge Paul G. Hyman
Jr. presides over the case.  Robert C. Furr, Esq., at Furr & Cohen
represents the Debtor.  The Debtor disclosed assets of $5,129,642
and debts of $2,307,191.


LALOND GROUP: Case Summary & Largest Unsecured Creditor
-------------------------------------------------------
Debtor: The LaLond Group, LLC
        39 Woodman Circle
        South Weymouth, MA 02190

Bankruptcy Case No.: 12-11645

Chapter 11 Petition Date: February 29, 2012

Court: United States Bankruptcy Court
       District of Massachusetts (Boston)

Judge: Henry J. Boroff

Debtor's Counsel: John C. Elstad, Esq.
                  MURPHY & KING, P.C.
                  One Beacon Street
                  Boston, MA 02108
                  Tel: (617) 423-0400
                  Fax: (617) 423-0498
                  E-mail: jce@murphyking.com

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

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

In its list of 20 largest unsecured creditors, the Company placed
only one entry:

Entity                   Nature of Claim        Claim Amount
------                   ---------------        ------------
South Coastal Bank        Mortgage               $1,526,474
279 Union Street
Rockland, MA 02370

The petition was signed by Richard J. Lalond, Sr., manager.


LITTLE MOUNTAIN: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Little Mountain Rabbit Patch, LLC
        61. S. Fairway Drive
        North Salt Lake, UT 84054

Bankruptcy Case No.: 12-22554

Chapter 11 Petition Date: March 5, 2012

Court: U.S. Bankruptcy Court
       District of Utah (Salt Lake City)

Judge: Joel T. Marker

Debtor's Counsel: Mona Lyman Burton, Esq.
                  HOLLAND AND HART
                  222 S. Main Street, Suite 2200
                  Salt Lake City, UT 84101
                  Tel: (801) 799-5822
                  Fax: (801) 799-5700
                  E-mail: mburton@hollandhart.com

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

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

The petition was signed by Ricahrd Weeks, manager.

Debtor's List of Its 20 Largest Unsecured Creditors:

        Entity                     Nature of Claim    Claim Amount
        ------                     ---------------    ------------
Careed Trust                       --                   $3,400,000
1395 North 1500 East
Provo, UT 84604

Advanced Fluid Containment         Damages              $1,800,000
9501 W. 900 S.
Ogden, UT 84404

4 Olio Crane Group                 Loan Repossessed       $325,000
539 S. 590 E.
Orem, UT 84097

Ford & Huff                        Legal Services         $100,000

Tom Low                            Cash Loan              $100,000

Corey Malan Construction           Contractor              $68,000

Advanced Fluid Containment         Down Payment            $50,000

M&R Equipment                      Equipment Purchase      $30,000

Nexeo                              Services Rendered       $25,199

Positive Power                     Electrical Contractor   $25,000

Norco                              Gas Purchased           $24,394

Capps Heating                      Sub-contracting work    $12,200

PP&T, LLC                          Contracting Services    $10,050

Ahern                              Equipment Rental         $9,667

Valley Paint Manufacturing         Paint                    $7,514

Christiansen Bros. Const.          Forklift Loan            $7,500

SunState Equipment                 Equipment Lease          $6,269

Cate Industrial                    Lease                    $3,297

Lowe's                             Revolving Line           $3,021

Ted Paulsen                        Legal Services           $2,613


LOCATION BASED TECHNOLOGIES: Receives Mexico NYCE Approval
----------------------------------------------------------
Location Based Technologies Inc. announced the launch of its
PocketFinder GPS devices in Mexico, starting on March 1, 2012.
The Company received notification of Mexico's Normalizacion y
Certificacion Electronica (NYCE) laboratory certification and
approval for its PocketFinder Vehicle, Personal and Pet devices.
NYCE approval allows Location Based Technologies to officially
sell its PocketFinder devices in Mexico.  The PocketFinder family
of GPS locators allows people to easily stay connected to almost
anyone or anything from any web-enabled device.

NYCE approval is accredited by the Mexican Accreditation Entity
(EMA) and authorized by the Federal Telecommunications Commission
(COFETEL).

"Expanding into Mexico is a major strategic milestone for our
company.  This accreditation gives us the ability to begin
delivery of our products throughout Mexico," said Dave Morse, CEO
of Location Based Technologies.  "While we continue to sell both
to consumers and commercially direct and through our sales
partner, Apple, we also appreciate the national and international
attention the devices are getting."

"For example," Morse continued, "ABC's 'The View' will feature
PocketFinder on Friday March 2.  On March 7, nationally syndicated
television show 'EXTRA' will also air our device, both via
recognized tech personality Dr. Gadget.  We are excited to share
our great products with their viewers."

PocketFinder Locator devices allow parents, pet or vehicle owners
to know the location of their family members and assets while they
are on the go - from almost anywhere at any time.  The rugged and
waterproof PocketFinder Locators fit easily in a pocket or
backpack or on a pet's collar or harness.  It provides near real
time information about the location of the device, 60+ days of
history, speed and geo-fence notification.

An end user interface is easily accessed via a web browser or any
web-enabled phone and supports all PocketFinder products.  The
products are built to work everywhere in the world where there is
a GSM wireless signal ? a highly mobile worldwide location
solution.

Location Based Technologies launched PocketFinder through Apple
Online and Apple Retail Stores, initially targeting the U.S. and
Canada.  However, after significant international sales interest,
Location Based Technologies now has device activations in more
than 40 countries.

PocketFinder devices are available at Apple Retail Stores, the
Online Apple Store, and at www.PocketFinder.com.  PocketFinder GPS
Personal and Pet locators cost $149 and include two free months'
service.  Ongoing wireless network connectivity is $12.95 per
month.

                 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.


LSP ENERGY: Has Approval to Use Cash Collateral, DIP Loans
-----------------------------------------------------------
LSP Energy LP received formal approval from the bankruptcy judge
on Feb. 21 to use cash under budgets approved by the lenders.
The cash being used represents collateral for the lenders' secured
claims.  The interim order precludes paying more than $75,000 a
month for fees of professionals for a creditors' committee, if one
is appointed.  The Debtor obtained final approval to use cash
collateral following a hearing on Feb 27.

At the Feb. 27 hearing, LSP also obtained approval of a $20
million secured loan from Aegon USA Investment Management and John
Hancock Financial Services Inc.  The so-called DIP loan would come
in ahead of bondholders' secured claims.  The loan requires having
an agreement to sell the plant by June 30 and a completed sale by
Aug. 30.

                          About LSP Energy

LSP Energy Limited Partnership, the owner of a natural-gas-fired
power plant in Mississippi, and its Debtor-affiliates filed for
bankruptcy protection (Bankr. D. Del. Lead Case No. 12-10460) in
Delaware on Feb. 10, 2012.  Judge Mary F. Walrath presides over
the case.  Thomas Joseph Francella, Jr., Esq., at Whiteford Taylor
Preston LLC serves as the Debtors' counsel.  In its petition, the
Debtors estimated $100 million to $500 million in assets and
debts.  The petition was signed by Thomas G. Favinger, president
of LSP Energy, Inc., general partner.

Affiliates that simultaneously sought Chapter 11 protection are
LSP Batesville Holding, LLC (Bankr. D. Del. Case No. 12-10461),
LSP Energy, Inc. (Bankr. D. Del. Case No. 12-10463), and
LSP Batesville Funding Corporation (Bankr. D. Del. Case No.
12-10464).


MARKETING WORLDWIDE: Settles with Ronald Kletter for 25MM Shares
----------------------------------------------------------------
Marketing Worldwide Corporation, on Feb. 23, 2012, reached a
Settlement Agreement with Ronald W. Kletter Family Dynasty Trust
to resolve the legal relationship created by the $100,000 face
amount Senior Convertible Note due July 15, 2012, the Common Stock
Purchase Warrant covering 2,500,000 Warrant Shares and the
Securities Purchase Agreement dated June 29, 2011.  Under the
terms of the Settlement Agreement, the Company issued 25,000,000
shares to the Ronald W. Kletter Family Dynasty Trust in full
satisfaction of all obligations.  In early January 2012, the
Company issued the Ronald W. Kletter Family Dynasty Trust
1,479,633 shares of common stock for the quarterly interest
payment due under the Convertible Note.

On Feb. 27, 2012, Marketing Worldwide sold a $102,500 Convertible
Promissory Note to an accredited investor for net proceeds of
$100,000.  The funds will be used for working capital.

Between Jan. 1, 2012, and Feb. 29, 2012, Marketing Worldwide
issued shares of its common stock pursuant to the terms of the
Company's Series A Convertible Preferred Stock and the conversion
features of the Company's outstanding indebtedness.  The shares of
common stock were issued without registration under the Securities
Act of 1933 based upon legal opinions provided to the Company and
its transfer agent that registration was not required.

   1. 3,766,234 shares of its common stock for $14,500 of
      principal and interest due under a Convertible Promissory
      Note.
   2. 4,499,998 shares of its common stock to pay dividends on the
      Series A Convertible Preferred Stock.

   3. 3,000,000 shares of its common stock for $8,997 Convertible
      Promissory Note.

   4. 5,238,095 shares of its common stock for $22,000 of
      principal and interest due under a Convertible Promissory
      Note.

   5. 13,292,614 shares of its common stock for $58,760 of
      principal and interest due under a Convertible Promissory
      Note.

   6. 3,800,000 shares of its common stock for $11,212 Convertible
      Promissory Note.

   7. 6,700,000 shares of its common stock to Fairhills Capital
      Offshore for $20,000 Convertible Promissory Note.

   8. 7,500,000 shares of its common stock for $19,743 of
      principal and interest due under a Convertible Promissory
      Note.

   9. 14,720,812 shares of its common stock for $58,000 of
      principal and interest due under a Convertible Promissory
      Note.

  10. 9,000,000 shares of its common stock for $38,700 of
      principal and interest due under a Convertible Promissory
      Note.

  11. 7,926,941 shares of its common stock for $23,780 of
      principal and interest due under a Convertible Promissory
      Note.

  12. 8,200,000 shares of its common stock for $19,987 of
      principal and interest due under a Convertible Promissory
      Note.

                    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's balance sheet at Dec. 31, 2011, showed $1.50 million
in total assets, $7.90 million in total liabilities, $3.50 million
in Series A convertible preferred stock, and a $9.90 million total
stockholders' deficiency.

The Company reported a net loss of $2.27 million for the year
ended Sept. 30, 2011, compared with a net loss of $2.34 million
during the prior year.

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.


MF GLOBAL: SIPA Trustee Files Interim Report on Claims Processing
-----------------------------------------------------------------
James W. Giddens, trustee for the liquidation of the business of
MF Global Inc. under the Securities Investor Protection Act,
submitted to Judge Martin Glenn on March 2, 2012, an interim
report on the claims process.

The SIPA Trustee apprised Judge Glenn that he has already
distributed nearly $4 billion to former MFGI retail commodities
customers with U.S. futures positions through three Court-
approved bulk transfers:

* Within days of the Petition Date, the SIPA Trustee received
  Court approval for the transfer of 10,000 commodities customer
  accounts with three million open positions, along with
  approximately $1.5 billion in collateral associated with those
  positions at the time of the bankruptcy.  These open positions
  had a notional value of $100 billion.  It is estimated that
  between 30% and 40% of the volume of all commodity futures
  exchange activity in U.S. markets involved MFGI trades, and
  the transfers avoided serious market disruption.

* A transfer of 60% of the cash attributable to approximately
  15,000 commodities customer accounts with cash only in the
  accounts, totaling approximately $500 million, was completed
  in November.

* In December and January, a third transfer occurred that moved
  approximately $2 billion to restore 72% of U.S. segregated
  customer property to all former MFGI retail commodities
  customers with U.S. futures positions.

The SIPA Trustee has received Court approval to sell and transfer
approximately 318 active retail securities accounts, comprising
substantially all of the securities accounts at MFGI.  Nearly all
securities customers have received 60% or more of their account
value and 194 former MFGI securities customers have received the
entirety of their account balances because of a Securities
Investor Protection Corporation guarantee, the SIPA Trustee said.

Contemporaneously, the SIPA Trustee sought Court approval of and
implemented a claims process in accordance with the SIPA.  As of
March 2, 2012, after removing clearly duplicative claims, the
SIPA Trustee has received approximately 25,154 commodities
customer claims submissions and 841 securities customer claims
submissions.

In the one month since the expiration of the January 31, 2012 bar
date, the SIPA Trustee has determined 12,146 discrete commodities
customer claims, or approximately half of all commodities
customer claims filed.  The SIPA Trustee has allowed 12,143
discrete claims in part or in whole, and has denied 3 claims in
their entirety.  The average amount allowed on a customer claim
is about 98% of the amount asserted, according to the SIPA
Trustee.

The SIPA Trustee also intends to make distributions up to a
stated dollar amount or percentage of each claim to claimants
with allowed claims for property and collateral associated with
U.S. futures positions segregated pursuant to Section 4d of the
Commodity Exchange Act and, to the extent available secured
property exists, to claimants with allowed claims for property
and collateral associated with foreign futures positions
segregated pursuant to Section 30.7 of the Electronic Code of
Federal Regulations.

The SIPA Trustee also expects to make further distributions
depending on the extent of claims and available assets and
resolution of the major contingencies, such as anticipated
significant disputes with MF Global Holdings Limited, MF Global
U.K. Limited, and other entities.  The SIPA Trustee currently
intends to hold back funds for these and other unresolved
contingencies.  The SIPA Trustee believes that the primary
classes for commodities claim distributions will be the 4d
Customers and the 30.7 Customers, but that he may need to
establish a small delivery class for certain physical property.

A full-text copy of the Interim Report is available for free
at http://bankrupt.com/misc/MFGlobal_Mar2InterimRpt.pdf

                         About MF Global

New York-based MF Global (NYSE: MF) -- http://www.mfglobal.com/
-- was one of the world's leading brokers of commodities and
listed derivatives.  MF Global provided access to more than 70
exchanges around the world.  The firm was 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 was the largest bankruptcy filing in 2011.

MFGH's subsidiaries MF Global Capital LLC, MF Global FX
Clear LLC and MF Global Market Services, LLC filed for bankruptcy
protection on Dec. 19, 2011.

MF Global Holdings USA Inc., doing business as Farr Whitlock Dixon
& Co. Inc., and Man Group USA Inc., filed a Chapter 11 petition on
March 2, 2012.  Holdings USA provided administrative services to
MF Ltd. and its domestic subsidiaries.

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.

Louis J. Freeh has been named the Chapter 11 Trustee for the
bankruptcy cases of MF Global Holdings Ltd. and its affiliates.
The Trustee ha tapped (i) Freeh Sporkin & Sullivan LLP, as
investigative counsel; (ii) FTI Consulting Inc., as restructuring
advisors; (iii) Morrison & Foerster LLP, as bankruptcy counsel;
and (iv) Pepper Hamilton as special counsel; and (h) authorizing
the Committee to retain and employ (i) Dewey & LeBoeuf LLP, as the
Committee's counsel; and (ii) Capstone Advisory Group LLC as
financial advisor.

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: Federal Prosecutors Weigh Evidence on Collapse
---------------------------------------------------------
Investigators from the Commodity Futures Trading Commission,
Federal Bureau of Investigation and other agencies haven't
decided if there is enough evidence to file criminal charges
arising from the shortage in customer funds at liquidating
commodities broker MF Global Inc.

Federal prosecutors are probing into the days prior to the MF
Global's bankruptcy filing and how customer money went missing.
Prosecutors said wire transfers during the days prior to
bankruptcy include the possible movement of $325 million that may
have belonged to customers.

In another development, CME Group Inc., owner of the world's
largest futures exchanges, disclosed with the U.S. Securities and
Exchange Commission that it received subpoenas from a grand jury
in the Northern District of Illinois Chicago and from the
enforcement division of the Commodity Futures Trading Commission
in connection with the failure of MF Global Inc.

                         About MF Global

New York-based MF Global (NYSE: MF) -- http://www.mfglobal.com/
-- was one of the world's leading brokers of commodities and
listed derivatives.  MF Global provided access to more than 70
exchanges around the world.  The firm was 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 was the largest bankruptcy filing in 2011.

MFGH's subsidiaries MF Global Capital LLC, MF Global FX
Clear LLC and MF Global Market Services, LLC filed for bankruptcy
protection on Dec. 19, 2011.

MF Global Holdings USA Inc., doing business as Farr Whitlock Dixon
& Co. Inc., and Man Group USA Inc., filed a Chapter 11 petition on
March 2, 2012.  Holdings USA provided administrative services to
MF Ltd. and its domestic subsidiaries.

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.

Louis J. Freeh has been named the Chapter 11 Trustee for the
bankruptcy cases of MF Global Holdings Ltd. and its affiliates.
The Trustee ha tapped (i) Freeh Sporkin & Sullivan LLP, as
investigative counsel; (ii) FTI Consulting Inc., as restructuring
advisors; (iii) Morrison & Foerster LLP, as bankruptcy counsel;
and (iv) Pepper Hamilton as special counsel; and (h) authorizing
the Committee to retain and employ (i) Dewey & LeBoeuf LLP, as the
Committee's counsel; and (ii) Capstone Advisory Group LLC as
financial advisor.

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: Customers & Investors Hold Status Conference
-------------------------------------------------------
MF Global Holdings Ltd. customers and investors who filed
lawsuits against Jon Corzine and other officers of the defunct
commodity broker held their first status conference with a
federal district judge in New York, Bloomberg News' Bill Rochelle
reported on February 27, 2012.

Given overlap in the allegations, the judge suggested the lawyers
organize themselves, the report said.  The federal panel on
multi-district litigation is yet to decide where the New York
suits and others will be consolidated for processing in advance
of trial, the report added.  A panel of judges from federal
judicial districts across the country will hear arguments on
March 29 on where lawsuits stemming from the collapse of MF
Global will be heard, Bloomberg said.

According to Bloomberg, MF Global officers who are named
defendants in the suits opposed a request by a fund affiliated
with Sapere Wealth Management LLC for permission to conduct an
investigation now.  The MF Global executives told the district
court that the Private Securities Litigation Reform Act precludes
investigation until the after the defendants have filed motions
to dismiss the suits, Mr. Rochelle related.  The executives
contend that the preclusion of investigations extends even to
non-class-action suits like that brought by Sapere, the report
said.

                         About MF Global

New York-based MF Global (NYSE: MF) -- http://www.mfglobal.com/
-- was one of the world's leading brokers of commodities and
listed derivatives.  MF Global provided access to more than 70
exchanges around the world.  The firm was 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 was the largest bankruptcy filing in 2011.

MFGH's subsidiaries MF Global Capital LLC, MF Global FX
Clear LLC and MF Global Market Services, LLC filed for bankruptcy
protection on Dec. 19, 2011.

MF Global Holdings USA Inc., doing business as Farr Whitlock Dixon
& Co. Inc., and Man Group USA Inc., filed a Chapter 11 petition on
March 2, 2012.  Holdings USA provided administrative services to
MF Ltd. and its domestic subsidiaries.

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.

Louis J. Freeh has been named the Chapter 11 Trustee for the
bankruptcy cases of MF Global Holdings Ltd. and its affiliates.
The Trustee ha tapped (i) Freeh Sporkin & Sullivan LLP, as
investigative counsel; (ii) FTI Consulting Inc., as restructuring
advisors; (iii) Morrison & Foerster LLP, as bankruptcy counsel;
and (iv) Pepper Hamilton as special counsel; and (h) authorizing
the Committee to retain and employ (i) Dewey & LeBoeuf LLP, as the
Committee's counsel; and (ii) Capstone Advisory Group LLC as
financial advisor.

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: SIPA Trustee Seeks Dismissal of Employee Suit
--------------------------------------------------------
James W. Giddens, trustee for MF Global Inc. pursuant to the
Securities Investor Protection Act, filed a motion seeking to
dismiss the adversary proceeding seeking back payments as a result
of the dismissal of more than 1,000 MF Global employees last year.
The adversary proceeding, commenced by former employees, alleges
that the former employees were terminated without cause and are
entitled to recover 60 days' wages and benefits pursuant to the
Worker Adjustment Training and Notification, or WARN Act.

MF Global Inc.'s shouldn't face a lawsuit by former employees
demanding back pay because the usual rules of notice only apply
to employers, not liquidators, the SIPA Trustee said, Tiffany
Kary and Linda Sandler of Bloomberg News reported.

The WARN act doesn't apply to the notice that dismissed 1,066
employees after MF Global filed for bankruptcy, the SIPA Trustee
said, according to the report.

"The Trustee here is not operating a business enterprise in any
recognized commercial sense," and therefore is a liquidator, not
an employer under both federal and New York state law, lawyers
for the SIPA Trustee wrote in court papers, Bloomberg related.

MF Global Holdings Ltd. (MFGLQ) and its broker-dealer face
lawsuits from former employees who said they were terminated
without cause and seek to recover 60 days' wages and benefits.
The WARN act requires an employer to give notice of plant
closings or mass layoffs.

The adversary proceeding is Thielmann and Desparois v. MF Global
Finance USA, Case No. 11-02880.

                         About MF Global

New York-based MF Global (NYSE: MF) -- http://www.mfglobal.com/
-- was one of the world's leading brokers of commodities and
listed derivatives.  MF Global provided access to more than 70
exchanges around the world.  The firm was 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 was the largest bankruptcy filing in 2011.

MFGH's subsidiaries MF Global Capital LLC, MF Global FX
Clear LLC and MF Global Market Services, LLC filed for bankruptcy
protection on Dec. 19, 2011.

MF Global Holdings USA Inc., doing business as Farr Whitlock Dixon
& Co. Inc., and Man Group USA Inc., filed a Chapter 11 petition on
March 2, 2012.  Holdings USA provided administrative services to
MF Ltd. and its domestic subsidiaries.

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.

Louis J. Freeh has been named the Chapter 11 Trustee for the
bankruptcy cases of MF Global Holdings Ltd. and its affiliates.
The Trustee ha tapped (i) Freeh Sporkin & Sullivan LLP, as
investigative counsel; (ii) FTI Consulting Inc., as restructuring
advisors; (iii) Morrison & Foerster LLP, as bankruptcy counsel;
and (iv) Pepper Hamilton as special counsel; and (h) authorizing
the Committee to retain and employ (i) Dewey & LeBoeuf LLP, as the
Committee's counsel; and (ii) Capstone Advisory Group LLC as
financial advisor.

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: Claims Among 'Better Trades,' CRT Says
-------------------------------------------------
Purchasing MF Global Inc. customers' commodity, futures, and
options claims "may be one of the better trades to do in
distressed [debt] in 2012," according to a report from CRT
Capital Group LLC, said Bill Rochelle, the bankruptcy columnist
for Bloomberg News.

According to the report, CRT Managing Director Kevin Starke said
the "math tells sellers they can get over 90% of their claims,"
subject to several caveats.  The report said bids for the customer
accounts are in the "high 80s while some offers have moved to
around 90."

To arrive at current pricing, the CRT report started with an
estimate of $5.9 billion to $6 billion that should been segregated
for customers. When the report was published Feb. 2, CRT said the
trustee had distributed about $3.8 billion and was holding $1.46
billion in reserve.

Assuming there were no other claims against the reserve, there
would be another 24% distributed in addition to the 72% previously
sent to customers. CRT warns that the liquidator of the U.K.
affiliate may make a claim against the reserve.

                         About MF Global

New York-based MF Global (NYSE: MF) -- http://www.mfglobal.com/
-- was one of the world's leading brokers of commodities and
listed derivatives.  MF Global provided access to more than 70
exchanges around the world.  The firm was 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 was the largest bankruptcy filing in 2011.

MFGH's subsidiaries MF Global Capital LLC, MF Global FX
Clear LLC and MF Global Market Services, LLC filed for bankruptcy
protection on Dec. 19, 2011.

MF Global Holdings USA Inc., doing business as Farr Whitlock Dixon
& Co. Inc., and Man Group USA Inc., filed a Chapter 11 petition on
March 2, 2012.  Holdings USA provided administrative services to
MF Ltd. and its domestic subsidiaries.

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.

Louis J. Freeh has been named the Chapter 11 Trustee for the
bankruptcy cases of MF Global Holdings Ltd. and its affiliates.
The Trustee ha tapped (i) Freeh Sporkin & Sullivan LLP, as
investigative counsel; (ii) FTI Consulting Inc., as restructuring
advisors; (iii) Morrison & Foerster LLP, as bankruptcy counsel;
and (iv) Pepper Hamilton as special counsel; and (h) authorizing
the Committee to retain and employ (i) Dewey & LeBoeuf LLP, as the
Committee's counsel; and (ii) Capstone Advisory Group LLC as
financial advisor.

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)


MOMENTIVE PERFORMANCE: Incurs $140 Million Net Loss in 2011
-----------------------------------------------------------
Momentive Performance Materials Inc. filed with the U.S.
Securities and Exchange Commission a Form 10-K disclosing a net
loss of $140 million on $2.63 billion of net sales in 2011, a net
loss of $63 million on $2.58 billion of net sales in 2010, and a
net loss of $42 million on $2.08 billion of net sales in 2009.

The Company reported a net loss of $95 million on $596 million of
net sales for the three-month period ended Dec. 31, 2011, compared
with a net loss of $88 million on $670 million of net sales for
the same period a year ago.

The Company's balance sheet at Dec. 31, 2011, showed $3.16 billion
in total assets, $3.90 billion in total liabilities and a $736
million total deficit.

"Inventory destocking coupled with softer global economic
conditions resulted in weak fourth quarter 2011 results compared
to the prior year period," said Craig O. Morrison, Chairman,
President and CEO.  "We were also negatively impacted by
unfavorable product mix as several of our higher-margin products
in the Asia Pacific markets experienced a general pullback in
regional demand, while our quartz business declined in the fourth
quarter of 2011 versus the fourth quarter of 2010.  This decline
in the Quartz business was largely aligned with a slowdown in the
semiconductor industry."

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

                       http://is.gd/kAeBw8

                   About Momentive Performance

Momentive Performance Materials, Inc., is a producer of silicones
and silicone derivatives, and is engaged in the development and
manufacture of products derived from quartz and specialty
ceramics.  As of Dec. 31, 2008, the Company had 25 production
sites located worldwide, which allows it to produce the majority
of its products locally in the Americas, Europe and Asia.
Momentive's customers include companies in industries, such as
Procter & Gamble, 3M, Goodyear, Unilever, Saint Gobain, Motorola,
L'Oreal, BASF, The Home Depot and Lowe's.

                           *     *     *

Momentive carries a 'B3' corporate family and probability of
default ratings from Moody's Investors Service.  It has 'B-'
issuer credit ratings from Standard & Poor's Ratings Services.

As reported by the Troubled Company Reporter on Oct. 27, 2010,
Standard & Poor's Ratings Services raised its corporate credit
rating on Momentive Performance Materials Inc. to 'B-' from
'CCC+'.  In addition, S&P raised its second lien, senior
unsecured, and subordinated debt ratings by one notch to 'CCC'
(two notches below the corporate credit rating) from 'CCC-'.  The
recovery ratings on these classes of debt remain unchanged at '6',
indicating S&P's expectation of negligible (0%-10%) recovery in
the event of a payment default.

At the same time, based on the corporate credit rating upgrade and
its updated recovery analysis, S&P raised its senior secured debt
rating by two notches to 'B' (one notch above the corporate credit
rating) from 'CCC+' and revised the recovery rating to '2' from
'3'.  These ratings indicate S&P's expectation for substantial
(70%-90%) recovery in the event of a payment default.


MOMENTIVE SPECIALTY: Proposes to Extend Maturities of Loans
-----------------------------------------------------------
Momentive Specialty Chemicals Inc. intends to seek an extension to
its senior secured credit facilities to, among other things:

   (i) extend the maturity of its existing term loans maturing
       May 5, 2013, held by consenting lenders to March 4, 2015,
       and increase the interest rate with respect to those
       extended term loans;

  (ii) extend the maturity of its existing term loans maturing
       May 5, 2015, held by consenting lenders to March 3, 2017,
       and increase the interest rate with respect to those
       extended term loans;

(iii) extend the maturity of its third incremental revolving
       facility commitments maturing Feb. 3, 2013, held by
       consenting lenders to Dec. 3, 2014, and increase the
       interest rate with respect to such extended third
       incremental revolving facility commitments; and

  (iv) modify certain other provisions of the senior secured
       credit facilities.

In connection with the proposed extension offer, the Company
intends to launch an issuance of new senior secured debt, the net
cash proceeds of which will be used to repay certain indebtedness
under its senior secured credit facilities.  The proposed
extension offer of the senior secured credit facilities, the
issuance of new senior secured debt and related transactions are
subject to market and other conditions, and may not occur as
described or at all.

The senior secured debt will be offered only to qualified
institutional buyers in reliance on Rule 144A under the Securities
Act of 1933, as amended, and outside the United States, only to
non-U.S. investors pursuant to Regulation S.  The senior secured
debt will not be initially registered under the Securities Act or
any state securities laws and may not be offered or sold in the
United States absent an effective registration statement or an
applicable exemption from registration requirements or a
transaction not subject to the registration requirements of the
Securities Act or any state securities laws.

                     About Momentive Specialty

Momentive Specialty Chemicals, Inc., headquartered in Columbus,
Ohio, is a leading producer of thermoset resins (epoxy,
formaldehyde and acrylic).  The company is also a supplier of
specialty resins for inks and specialty coatings sold to a diverse
customer base as well as a producer of commodities such as
formaldehyde, bisphenol A, epichlorohydrin, versatic acid and
related derivatives.

The Company also reported net income of $165 million on $4.05
billion of net sales for the nine months ended Sept. 30, 2011,
compared with net income of $161 million on $3.42 billion of net
sales for the same period a year ago.

The Company's balance sheet at Sept. 30, 2011, showed $3.12
billion in total assets, $5 billion in total liabilities and a
$1.87 billion total deficit.

                           *     *     *

Momentive Specialty carries a 'B-' issuer credit rating from
Standard & Poor's Ratings Services.  It has 'B3' corporate family
and probability of default ratings from Moody's Investors Service.
corporate credit rating from Standard & Poor's.

As reported in the Oct. 27, 2010 edition of TCR, Moody's Investors
Service assigned a 'Caa1' rating to the guaranteed senior secured
second lien notes due 2020 of Momentive Specialty (formerly known
as Hexion Specialty Chemicals Inc.).  Proceeds from the notes were
allocated for the repayment of $533 million of guaranteed senior
secured second lien notes due 2014.  "With this refinancing Hexion
will have refinanced or extended the maturities on the vast
majority of the debt that was originally slated to mature prior to
2015.  There is less than $600 million of this debt remaining,
which should be much easier to for the company to refinance as its
credit metrics improve further," stated John Rogers, Senior Vice
President at Moody's.


MOMENTIVE SPECIALTY: Reports $118 Million Net Income in 2011
------------------------------------------------------------
Momentive Specialty Chemicals Inc. filed with the U.S. Securities
and Exchange Commission an annual report on Form 10-K disclosing
net income of $118 million on $5.20 billion of net sales for the
year ended Dec. 31, 2011, compared with net income of $214 million
on $4.59 billion of net sales during the prior year.

The Company reported a net loss of $47 million on $1.15 billion of
net sales for the three months ended Dec. 31, 2011, compared with
net income of $53 million on $1.16 billion of net sales for the
same period a year ago.

The Company's balance sheet at Dec. 31, 2011, showed $3.11 billion
in total assets, $4.87 billion in total liabilities and a $1.76
billion total deficit.

"Our fourth quarter 2011 results reflected global macroeconomic
volatility and inventory destocking," said Craig O. Morrison,
Chairman, President and CEO.  "While we experienced lower volumes
in the fourth quarter of 2011 compared to the prior year period,
the decline was not as broad-based as the last major downturn we
saw in late 2008 as we managed to post strong results for our
phenolic specialty resins, formaldehyde and oilfield proppants
businesses in the most recently-completed quarter."

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

                        http://is.gd/EPqtAY

                     About Momentive Specialty

Momentive Specialty Chemicals, Inc., headquartered in Columbus,
Ohio, is a leading producer of thermoset resins (epoxy,
formaldehyde and acrylic).  The company is also a supplier of
specialty resins for inks and specialty coatings sold to a diverse
customer base as well as a producer of commodities such as
formaldehyde, bisphenol A, epichlorohydrin, versatic acid and
related derivatives.

                           *     *     *

Momentive Specialty carries a 'B-' issuer credit rating from
Standard & Poor's Ratings Services.  It has 'B3' corporate family
and probability of default ratings from Moody's Investors Service.
corporate credit rating from Standard & Poor's.

As reported in the Oct. 27, 2010 edition of TCR, Moody's Investors
Service assigned a 'Caa1' rating to the guaranteed senior secured
second lien notes due 2020 of Momentive Specialty (formerly known
as Hexion Specialty Chemicals Inc.).  Proceeds from the notes were
allocated for the repayment of $533 million of guaranteed senior
secured second lien notes due 2014.  "With this refinancing Hexion
will have refinanced or extended the maturities on the vast
majority of the debt that was originally slated to mature prior to
2015.  There is less than $600 million of this debt remaining,
which should be much easier to for the company to refinance as its
credit metrics improve further," stated John Rogers, Senior Vice
President at Moody's.


MOMENTIVE SPECIALTY: S&P Affirms 'B-' Corporate Credit Rating
-------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its ratings, including
the 'B-' corporate credit rating, on Momentive Specialty Chemicals
Inc. (MSC). The outlook is stable.

"We have also assigned our 'B-' issue-level rating and '3'
recovery rating to MSC's proposed $200 million revolving credit
facility maturing in December 2014 and to Hexion U.S. Finance
Corp.'s proposed $450 million first-priority senior secured notes
due April 15, 2020. The notes will be guaranteed on a senior
secured basis by MSC and domestic subsidiaries that guarantee its
senior secured credit facilities, and they will rank pari passu
with those credit facilities. The '3' recovery rating reflects our
expectation of meaningful (50% to 70%) recovery in the event of a
payment default," S&P said.

"The ratings on Columbus-Ohio based MSC reflect the company's
'highly leveraged' financial profile and 'weak' business risk
profile," S&P said.

"The stable outlook reflects our expectation of moderate global
economic growth in 2012, with economic conditions and company
results likely to be stronger in the second half of the year than
the first.  Our base-case expectation is that MSC's operating
results will not deteriorate meaningfully," said Standard &
Poor's credit analyst Cynthia Werneth. "We believe MPM's operating
results could weaken more from 2011 full-year levels than MSC's,
primarily because of recent silicone industry capacity additions
and competitive pricing. Nevertheless, we believe liquidity at
each company would remain adequate even if EBITDA were to decline
by 20% in 2012, as long as it recovers thereafter. We expect both
companies to refinance upcoming debt maturities in a proactive
manner."

"Standard & Poor's ratings do not factor in sizable acquisitions
or any shareholder rewards. We could lower our ratings during the
next year if unexpected developments, including less favorable
economic conditions, raw material price spikes, or weakness in key
end markets, cause EBITDA and cash flow generation to deteriorate
or liquidity to worsen beyond our current expectations," S&P said.


MOUNTAIN PROVINCE: Provides Update on Gahcho Kue Diamond Project
----------------------------------------------------------------
Mountain Province Diamonds Inc. provided update on progress at the
Gahcho Kue diamond project, a joint venture with De Beers Canada
Inc. in Canada's Northwest Territories.

Permitting

Permitting of the Gahcho Kue project is progressing
satisfactorily.  Following receipt on Jan. 20, 2012, of
information requests under the Environmental Impact Review, the
Gahcho Kue project operator, De Beers, has advised that they are
on track to provide responses by the end of March.  Preparations
for the technical sessions under the EIR are scheduled to commence
in April 2012, and the public sessions are scheduled to take place
in May 2012. Shareholders are reminded that they can follow
progress of the EIR on the Web site of the Mackenzie Valley Review
Board, located at www.reviewboard.ca.

Tuzo Deep Drill Program

Three of the five planned deep drill holes at the Tuzo kimberlite
have been successfully completed.  Drilling of the fourth and
fifth holes is currently underway.  The Tuzo Deep drill program
aims to define a resource between 350 and 750 metres.  It is
expected that drilling will be completed by early April, following
which the results will be announced.

Fugro Airborne Survey

Analysis of the data from the Fugro airborne gravity gradiometry
(AGG) survey over the Gahcho Kue JV leases has resulted in the
preliminary identification of 57 geophysical targets.  The JV
partners are reviewing the results to determine an appropriate
strategy and subsequent action.  Shareholders will be kept
informed of developments.

Mountain Province Diamonds is a 49% participant with De Beers
Canada in the Gahcho Kue JV, located at Kennady Lake in Canada's
Northwest Territories.  The Gahcho Kue Project consists of a
cluster of four diamondiferous kimberlites, three of which have a
probable mineral reserve of 31.3 million tonnes grading 1.57
carats per tonne for total diamond content of 49 million carats.

Gahcho Kue is the world's largest and highest grade new diamond
development project.  A December 2010 feasibility study filed by
Mountain Province (available on SEDAR) indicates that the Gahcho
Ku‚ project has an IRR of 33.9%, based on April 2010 modeled
diamond prices.

Mountain Province also controls 100% of the Kennady North Diamond
Project adjacent to the De Beers JV property.  Kennady North hosts
three known diamondiferous kimberlites and a number of unexplained
kimberlite mineral indicators.

Mountain Province Diamonds is included in the S&P/TSX Global
Mining Index.

                      About Mountain Province

Headquartered in Toronto, Canada, Mountain Province Diamonds Inc.
(TSX: MPV, NYSE AMEX: MDM) -- http://www.mountainprovince.com/--
is a Canadian resource company in the process of permitting and
developing a diamond deposit (the "Gahcho Kue Project" located in
the Northwest Territories of Canada.  The Company's primary asset
is its 49% interest in the Gahcho Kue Project.

The Company also reported a net loss of C$6.68 million for the
nine months ended Sept. 30, 2011, compared with a net loss of
C$7.39 million for the same period during the prior year.

The Company's balance sheet at Sept. 30, 2011, showed C$69.93
million in total assets, C$7.51 million in total liabilities and
C$62.42 million in total shareholders' equity.

                          *     *     *

In its Management's Discussion and Analysis of the Company's
interim consolidated financial statements for the three months
ended June 30, 2010, the Company said its ability to continue as a
going concern and to realize the carrying value of its assets and
discharge its liabilities is dependent on the discovery of
economically recoverable mineral reserves, the ability of the
Company to obtain necessary financing to fund its operations, and
the future production or proceeds from developed properties.
However, the Company adds that there is no certainty that the
Company will be able to obtain financing to fund its operations.
As a result, the Company says, there is substantial doubt as to
its ability to continue as a going concern.


NET ELEMENT: Extends 1450 South Miami Lease for One Year
--------------------------------------------------------
Effective as of Nov. 16, 2011, Net Element, Inc., entered into an
amendment to its Lease Agreement with 1450 South Miami, LLC, for
its principal executive office.  Pursuant to the Amendment, the
Company and its landlord agreed to extend the term of the Lease
Agreement for a period of 12 months ending Dec. 31, 2012, with
base rent of $15,648 per month, or $187,785 for the entire year.
Upon the occurrence and continuation of any event of default by
the Company under the Lease Agreement, the landlord may, among
other things, declare all amounts and rents due under the lease
for one year of the existing lease term, plus an amount equal to
5% per year until the end of the then current term, to be
immediately due and payable.  The events of default under the
Lease Agreement include, among other things, failure by the
Company to pay rent or any other undisputed sums of money due
under the Lease Agreement for a period of seven or more days, the
failure by the Company to comply with any non-monetary provision
of the Lease Agreement and certain insolvency and bankruptcy
events of the Company.  The Company has an option to renew the
Lease Agreement for another 12 months ending Dec. 31, 2013, with
base rent of $16,807 per month, or $201,695 for the entire year.

                         About Net Element

Miami, Fla.-based Net Element, Inc. (formerly TOT Energy, Inc.)
currently operates several online media websites in the film, auto
racing and emerging music talent markets.

The Company reported a net loss of $3.1 million for the nine-month
period ended Dec. 31, 2010.  The Company had a net loss of $6.6
million for the twelve months ended March 31, 2010.

The Company also reported a net loss of $23.53 million on $143,988
of net revenues for the nine months ended Sept. 30, 2011, compared
with a net loss of $2.62 million on $0 of net revenues for the
same period a year ago.

The Company's balance sheet at Sept. 30, 2011, showed
$1.95 million in total assets, $5.69 million in total liabilities,
and a $3.73 million total stockholders' deficit.

Daszkal Bolton LLP, in Fort Lauderdale, Fla., expressed
substantial doubt about Net Element's ability to continue as a
going concern.  The independent auditors noted that the Company
has experienced recurring losses and has an accumulated deficit
and stockholders' deficiency at Dec. 31, 2010.


NEW CENTURY: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: New Century Properties, LLC
        dba Welcoming, Inc.
        dba Quality Inn
        7240 West Jefferson Avenue
        Lakewood, CO 80235

Bankruptcy Case No.: 12-13713

Chapter 11 Petition Date: March 1, 2012

Court: United States Bankruptcy Court
       District of Colorado (Denver)

Judge: Howard R. Tallman

Debtor's Counsel: Kenneth J. Buechler, Esq.
                  BUECHLER LAW OFFICE LLC
                  1828 Clarkson St., Ste. 200
                  Denver, CO 80218
                  Tel: (720) 381-0045
                  Fax: (720) 381-0392
                  E-mail: ken@kjblawoffice.com

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

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

A list of the Company's 20 largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/cob12-13713.pdf

The petition was signed by Doug T. Hoang, manager.


NEW YORK INSTITUTE: Case Summary & 17 Largest Unsecured Creditors
-----------------------------------------------------------------
Debtor: New York Institute of English and Business Inc.
          aka NYIBT
              NYIEB
              NY Institute of English Institute of Business
        248 West 35TH Street
        New York, NY 10001
        Tel: (212) 725-9400

Bankruptcy Case No.: 12-10877

Chapter 11 Petition Date: March 5, 2012

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

Debtor's Counsel: George M. Gilmer, Esq.
                  LAW OFFICE OF GEORGE M. GILMER
                  943 4th Avenue
                  Brooklyn, NY 11232
                  Tel: (718) 788 0100
                  Fax: (718) 788-1611
                  E-mail: mgthejd@aol.com

Scheduled Assets: $751,864

Scheduled Liabilities: $2,658,496

The Company's list of its 17 largest unsecured creditors filed
with the petition is available for free at:
http://bankrupt.com/misc/nysb12-10877.pdf

The petition was signed by Kirk Miller, president.


NGTECH LLC: Voluntary Chapter 11 Case Summary
---------------------------------------------
Debtor: NGTech LLC
        116 South Arlington Hts. Road
        Arlington Hts., IL 60005

Bankruptcy Case No.: 12-08035

Chapter 11 Petition Date: February 29, 2012

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

Judge: Jack B. Schmetterer

Debtor's Counsel: Gregg M Rzepczynski, Esq.
                  GREGG RZEPCZYNSKI & ASSOCIATES
                  175 West Jackson, Suite 2230
                  Chicago, IL 60604
                  Tel: (312) 939-8028 Ext.
                  Fax: (312) 922-1794
                  E-mail: attygmr@gmail.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 Lalit Deo, manager.


NORTH AMERICAN ENERGY: S&P Cuts Corporate Credit Rating to 'B-'
---------------------------------------------------------------
Standard & Poor's Ratings Services lowered its long-term corporate
credit and senior unsecured debt ratings on Calgary, Alta.-based
North American Energy Partners Ltd. (NAEP) to 'B-' from 'B+'. "At
the same time, Standard & Poor's revised its recovery rating on
the company's senior unsecured debt to '4' from '3', indicating
our expectation of average (30%-50%) recovery in a default
scenario. The outlook is developing, meaning Standard & Poor's
could raise, lower, or affirm the ratings during its one-year
outlook horizon," S&P said.

"North American Energy Partners operates in a segment of the
services sector that has little ability to fully pass unexpected
cost increases to some of its customers, based on existing
contract terms and embedded inflation indicators. This, in
conjunction with unit-cost volatility when utilization rates fall
relative to highly fixed total operating costs, has heightened
operating margin volatility above the levels we observe in other
participants in the oilfield services sector. As a result, we view
the company's competitive position and profitability as weaker
than those of its similarly rated peers operating in other areas
of the oil and gas industry's services sector," S&P said.

"The downgrade reflects our belief that NAEP will not be able to
maintain its cash flow protection metrics at our previously
established levels," said Standard & Poor's credit analyst
Michelle Dathorne. "We very rarely assign a developing outlook; in
this instance, it illustrates our view of the uncertainty
associated with the company's credit profile during the next 12
months," Ms. Dathorne added.

"The ratings on NAEP reflect Standard & Poor's view of the
company's weak and volatile cash flow generation, its constrained
liquidity, unbalanced business mix, and concentrated customer base
in its largest business unit. These factors, which we believe
weaken the overall credit profile, are somewhat offset by what we
view as NAEP's good competitive position as a leading oil sands
service provider and good visibility to ongoing service work in
the oil sands sector based on expected project development in the
near-to-medium term," S&P said.

"The developing outlook reflects our opinion that the uncertainty
associated with NAEP's near-term credit profile means that there
is an almost equal likelihood of us raising, lowering, or
affirming the rating. Given our expectation of continued operating
margin volatility, which we view as systemic in this segment of
the services sector, we believe there is some additional risk that
the company's liquidity position will deteriorate further and
threaten its ability to fund its fixed charge obligations. If NAEP
improves its profitability, thereby strengthening its cash flow
protection metrics, we believe it could stabilize or strengthen
its credit profile. If it is able to improve its fully adjusted
debt-to-EBITDA to 7.0x or lower, we would raise the ratings to
'B'. Alternatively, if profitability, as measured by the EBITDA
margin, remains at weak levels, and NAEP's operating cash flow
falls below its fixed charge funding requirements, we will lower
the ratings to 'CCC+'. We could affirm the ratings if the company
realizes some incremental improvement in its profitability
metrics, and its fully adjusted debt-to-EBITDA begins to fall from
its Dec. 31, 2011, level of 12.8x," S&P said.


NORTHSTAR AEROSPACE: Forbearance Agreement Extended to March 23
---------------------------------------------------------------
Northstar Aerospace, Inc., said the forbearance agreement entered
into with the syndicate of lenders under the Corporation's
existing credit facility has been extended.  Under the forbearance
agreement, as extended, the lenders have agreed to forbear from
the exercise of their rights under the credit facility through
March 23, 2012, provided Northstar presents a plan and timeline
for repayment of the secured liabilities or recapitalization of
the Corporation determined satisfactory by the lenders by March 6,
2012.

Northstar is continuing its process of exploring and evaluating
strategic alternatives.  No assurances can be given that further
extension of forbearance by the banks and major customer will be
provided or that the issues being faced by the Corporation will be
resolved satisfactorily.

The forbearance agreement has been extended twice.  The original
iteration had a Feb. 17 expiry date.  The first amendment extended
the forbearance until Feb. 24.

                      About Northstar Aerospace

Northstar Aerospace -- http://www.nsaero.com/-- is an independent
manufacturer of flight critical gears and transmissions.
Northstar Aerospace is a public company (TSX:NAS) with operating
subsidiaries in the United States and Canada.  Its principal
products include helicopter gears and transmissions, accessory
gearbox assemblies, rotorcraft drive systems and other machined
and fabricated parts. It also provides maintenance, repair and
overhaul of components and transmissions. The Company's executive
offices are located in Chicago, Illinois. Its plants are located
in Chicago, Illinois; Phoenix, Arizona; Milton and Windsor,
Ontario, Canada.

NOrthstar's interim financial statements as of Sept. 30, 2011,
disclosed that significant doubt remains regarding the Company's
ability to continue as a going concern.

Northstar has debt including $26 million outstanding on a
revolving credit and $20 million on a term loan, according to data
compiled by Bloomberg.


NORTHWEST PEDIATRIC: Case Summary & 22 Largest Unsecured Creditors
------------------------------------------------------------------
Debtor: Northwest Pediatric Services S.C.
        Kid Care Medical S.C.
        2055 Army Trail Road, Suite 104
        Addison, IL 60181

Bankruptcy Case No.: 12-07777

Chapter 11 Petition Date: February 29, 2012

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

Judge: Eugene R. Wedoff

Debtor's Counsel: Philip Fornaro, Esq.
                  LAW OFFICE OF PHILIP M. FORNARO & ASSOC., LTD
                  4830 W Butterfield Rd
                  Hillside, IL 60162
                  Tel: (708) 384-0800
                  E-mail: philip@fornarolaw.com

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

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

A copy of the list of 22 largest unsecured creditors is
available for free at http://bankrupt.com/misc/ilnb12-07777.pdf

The petition was signed by Larry Kammes, chief financial officer.


O.K. VENTURES: Case Summary & 9 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: O.K. Ventures, LLC
        5500 Military Trail, #22-143
        Jupiter, FL 33458

Bankruptcy Case No.: 12-15188

Chapter 11 Petition Date: March 1, 2012

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

Judge: Paul G. Hyman Jr.

Debtor's Counsel: Brett A Elam, Esq.
                  THE LAW OFFICES OF BRETT A. ELAM, P.A.
                  105 S Narcissus Ave # 802
                  West Palm Beach, FL 33401
                  Tel: (561) 833-1113
                  E-mail: belam@brettelamlaw.com

Scheduled Assets: $745,245

Scheduled Liabilities: $2,627,000

A list of the Company's nine largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/flsb12-15188.pdf

The petition was signed by Stuart Ledis, managing member.


OFFICE 2020: Voluntary Chapter 11 Case Summary
----------------------------------------------
Debtor: Office 2020, LLC
        2020 N.E. 163rd Street, Suite 300
        Miami, FL 33162

Bankruptcy Case No.: 12-15055

Chapter 11 Petition Date: February 29, 2012

Court: United States Bankruptcy Court
       Southern District of Florida (Miami)

Judge: Robert A. Mark

Debtor's Counsel: Michael D. Seese, Esq.
                  HINSHAW & CULBERTSON LLP
                  1 E Broward Blvd #1010
                  Fort Lauderdale, FL 33301
                  Tel: (954) 467-7900
                  Fax: (954) 467-1024
                  E-mail: mseese@hinshawlaw.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 Alejandro Araujo, manager/member.


OMEGA HEALTHCARE: S&P Assigns Rating to Sr. Unsec. Note Offering
----------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'BBB-' rating to a
$400 million senior unsecured note offering by Omega Healthcare
Investors Inc. The notes mature on March 15, 2024. "We also
assigned a '2' recovery to the notes, indicating our expectation
for a substantial recovery (70%-90%) in the event of a payment
default," S&P said.

"The company plans to use the proceeds from the offering to
repurchase $175 million of outstanding 7.0% senior notes due 2016
and repay a portion of outstanding borrowings under its unsecured
credit facility. Omega entered into a new four-year $475 million
unsecured revolving credit facility on Aug. 16, 2011. The balance
on the new credit facility was $283 million at March 1, 2012," S&P
said.

"Omega is the largest pure-play, publicly traded owner of skilled
nursing facilities (SNFs) and, to a lesser extent, assisted living
facilities (ALFs) in the U.S. The company ended 2011 with
investments in 385 SNFs, 10 ALFs, five specialty hospitals, and
fixed-rate mortgages on 32 SNFs. The company's undepreciated asset
base of roughly $2.8 billion is on the smaller side of Standard &
Poor's rated REITs, and its 51 third-party operators represent a
more concentrated tenant base, with the 10 largest operators
accounting for close to three quarters of 2011 contractual rent,"
S&P said.

"The stable outlook on our corporate credit rating on Omega
reflects our expectation for adequate rent coverage post-Medicare
reimbursement cuts. We believe the long-term, triple-net nature of
Omega's leases should provide some cushion to cash flows in the
event of additional tenant margin pressure and continue to support
current debt coverage measures. We would consider a downgrade if
tenant stress causes fixed-charge coverage to fall below 2.6x or
if the company pursues large, leveraged acquisitions such that
debt-to-EBITDA increased and remained above 5.0x. The
reimbursement risk inherent to the skilled nursing business
precludes the likelihood of an upgrade in the near term," S&P
said.

Ratings List

Omega Healthcare Investors Inc.
  Corporate credit rating                  BB+/Stable/--

Rating Assigned

Omega Healthcare Investors Inc.
  $400 mil. sr. unsecured notes due 2024   BBB-
   Recovery rating                         2


PEMCO WORLD: Case Summary & 30 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Pemco World Air Services, Inc.
        4102 N. Westshore Boulevard
        Tampa, FL 33614

Bankruptcy Case No.: 12-10799

Chapter 11 Petition Date: March 5, 2012

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

Judge: Mary F. Walrath

Debtor's Counsel: Robert S. Brady, Esq.
                  YOUNG, CONAWAY, STARGATT & TAYLOR, LLP
                  1000 North King Street
                  Wilmington, DE 19801
                  Tel: (302) 571-6600
                  Fax: (302) 571-1253
                  E-mail: bankfilings@ycst.com

Debtor's
Special Counsel:  KIRKLAND & ELLIS, LLP

Debtor's
Financial
Advisor:          ALIXPARTNERS, LLP

Debtor's
Investment
Banker:           BAYSHORE PARTNERS, LLC

Debtors'
Claims Agent:     EPIQ BANKRUPTCY SOLUTIONS

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

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

The petition was signed by Benjamin B. Ward, CFO.

Affiliates that simultaneously filed Chapter 11 petitions:

        Debtor                        Case No.
        ------                        --------
WAS Aviation Services, Inc.           12-10800
WAS Aviation Services Holding Corp.   12-10801

Debtor's List of Its 30 Largest Unsecured Creditors:

        Entity                     Nature of Claim    Claim Amount
        ------                     ---------------    ------------
Shandong Taikoo A/C Engr Co.       Outsource Contract   $2,035,820
Jinan Yaoqiang International Airport
Shandong, China

Alcoa Fastening Systems            Conversion ? Parts   $1,460,592
3990A Heritage Oak Court           & Equipment
Simi Valley, CA 93063

Boeing Management Company          Royalty Fees         $1,100,672
8002 South 212th Street
Kent, WA 98032

Boeing Company/AOG Desk            Plane Hardware,        $812,175
105 University Street              Parts, & Equipment
Seattle, WA 98101

Planetechs                         Contract Labor         $735,613
1520 Kensington Road, Suite 311
Oakbrook, IL 60523

Structural Mod & Repair Tech       Contract Labor         $514,538
509 Live Oak Street
Edgewater, FL 32132

Regent Aerospace Corp.             Plane Hardware,        $486,297
28110 W. Harrison Parkway          Parts, & Equipment
Valencia, CA 91355

Ancra Corporation                  Conversion ? Parts     $459,330
4880 W. Rosecrans Avenue           & Equipment
Hawthorne, CA 90250

STS Services Inc.                  Contract Labor         $396,315
2000 NE Jensen Beach Boulevard
Jensen Beach, FL 34957

OMA S.P.A                          Conversion ? Parts     $369,463
Via Cagliari 20                    & Equipment
06034 Foligno, Italy 6034

BE Aerospace                       Plane Hardware,        $342,744
P.O. Box 025263                    Parts, & Equipment
10000 NW 15th Terrace Miami 3
Miami, FL 33102-5155

Airplances Inc.                    Contract Labor         $327,422
2000 NE Jensen Beach Boulevard
Jensen Beach, FL 34957

Aviall Services Inc.               Plane Hardware,        $317,991
2750 Regents Boulevard             Parts, & Equipment
Dallas, TX 75621

Apex                               Engineering Services   $317,578
1234 Wellington Place
Wichita, KS 67203

Structural Integrity               Engineering Services   $274,000
9525 Vassar Avenue
Chatsworth, CA 91311

Johnson Service Group Inc.         Contract Labor         $223,553

Airbus Service Co. Inc.            Plane Hardware         $222,668
                                   Parts, & Equipment

North American Aircraft Svc.       Plane Hardware         $216,749
                                   Parts, & Equipment

Strom Aviation                     Contract Labor         $188,285

Future Metals Inc.                 Metal Provider         $185,619

Aerocon Engineering                Conversion ? Parts     $177,500
                                   & Equipment

Satair USA                         Plane Hardware,        $162,120
                                   Parts, & Equipment

Avio-Diepen Inc.                   Plane Hardware,        $145,097
                                   Parts, & Equipment

Quanta Staffing Solutions          Contract Labor         $133,306

Aeronautical Support Inc.          Plane Hardware,        $128,760
                                   Parts, & Equipment

Hillsborough Co Aviation Authority Facility ? Rent        $119,854

Goodrich Corp.                     Plane Hardware,        $107,346
                                   Parts, & Equipment

Impact Industrial Supplies         Plane Hardware,        $103,808
                                   Parts, & Equipment

Dothan Houston City Airport        Facility ? Rent        $101,184
Authority

Job-Aire Aviation Services         Contract Labor         $101,012


PINNACLE ENTERTAINMENT: S&P Raises Corp. Credit Rating to 'BB-'
---------------------------------------------------------------
Standard & Poor's Ratings Services raised its corporate credit
rating on Las Vegas-based Pinnacle Entertainment Inc. to 'BB-'
from 'B+'. The rating outlook is stable.

"At the same time, we assigned the company's proposed $250 million
term loan due 2019 our preliminary issue-level rating of 'BB+' and
a preliminary recovery rating of '1', indicating our expectation
of very high (90%-100%) recovery for lenders in the event of a
payment default. We assigned the proposed $250 million
subordinated notes due 2022 our preliminary issue-level rating of
'B' and a preliminary recovery rating of '6', indicating our
expectation of negligible (0%-10%) recovery for lenders in the
event of a payment default. The company plans to use the proceeds
to redeem its 7.5% senior subordinated notes due 2015, repay
borrowings under its revolving credit facility, and for general
corporate purposes," S&P said.

"Additionally, we revised our recovery rating on Pinnacle's
existing subordinated debt to '6' from '5', reflecting an increase
in secured debt under our simulated default scenario from the
planned term loan, resulting in lower recovery prospects for the
subordinated debt. We affirmed the 'B' issue-level rating on the
subordinated debt (two notches lower than the 'BB-' corporate
credit rating) in accordance with our notching criteria for a
recovery rating of '6'," S&P said.

"Furthermore, we revised our recovery rating on the company's
existing 8.625% senior unsecured notes due 2017 to '3' from '1'.
The '3' recovery rating reflects our expectation for meaningful
(50% to 70%) recovery for lenders in the event of a payment
default. While the recovery prospects for the senior notes are in
the 90% to 100% range, we have capped our recovery rating at '3'
to reflect the possibility of additional debt of the same or
higher priority being incurred as the company's credit profile
weakens under our simulated default scenario. This action is in
accordance with our recovery criteria for companies with corporate
credit ratings in the 'BB' category and follows our raising of
Pinnacle's corporate credit rating to 'BB-'. Consequently, we
lowered the issue-level rating on these senior notes to 'BB-' (the
same as the corporate credit rating) from 'BB' in accordance with
our notching criteria for a recovery rating of '3'," S&P said.

"Finally, we raised our issue-level rating on Pinnacle's senior
secured revolving credit facility by one notch to 'BB+' from 'BB'
as a result of the higher corporate credit rating. The revolver's
'1' recovery rating is unchanged," S&P said.

"The upgrade reflects our belief that Pinnacle has sufficient
financial flexibility to complete its planned development projects
while maintaining credit measures that we view as in line with a
higher rating," said Standard & Poor's credit analyst Melissa
Long. "Specifically, we now believe that Pinnacle's leverage will
spike to the mid-5x area over the next year as the company works
through its remaining development pipeline, which is a full turn
lower than we had previously forecasted. We expect that leverage
will improve to 5x or below by the end of 2013 and be sustained
around that level over the longer term. We also believe the
company's development projects, including Baton Rouge and River
Downs, strengthen Pinnacle's portfolio of properties and improve
its diversity of cash flows."

"The upgrade also reflects management's strong execution on the
cost side," added Ms. Long. "In 2011, Pinnacle's net revenue grew
about 8%, while EBITDA grew 18%. Management's focus on its new
marketing program, operational efficiencies and its implementation
of a shared services model across its Louisiana properties and St.
Louis properties resulted in improved revenues and a 200-basis-
point improvement in margins year over year. We expect this margin
improvement will be sustainable over the next few years."

"Our rating outlook on Pinnacle is stable. While we expect
leverage to increase to the mid-5x area over the next year as the
company works through its development pipeline, we are willing to
tolerate a short-term spike in leverage to facilitate productive
development spending. Furthermore, we believe Pinnacle's more
measured pace of development and stronger-than-expected operating
results in recent periods will allow the company to de-lever
quickly, and we expect leverage will be around 5x by the end of
2013, which we believe is in line with the 'BB-' rating," S&P
said.

"Given Pinnacle's active development pipeline, our expectation for
credit measures over the next few years, and potential changes in
the competitive landscape in some of its markets, an upgrade seems
unlikely over the intermediate term," S&P said.

"However, we could lower our rating if operating performance is
substantially lower than our current expectations, such that
Pinnacle's ability to drive operating lease-adjusted total debt to
EBITDA to around 5x by the end of 2013 becomes less likely.
Additionally, we could lower the rating if the company takes a
more aggressive stance toward expansion or other investments that
we do not believe will generate sufficient returns," S&P said.


PORT ADVENTURE: Case Summary & 5 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Port Adventure Partners Ltd.
        aka Adventure Partners Ltd.
        P.O. Box 10238
        Palm Desert, CA 92255
        Tel: (818) 906-7676

Bankruptcy Case No.: 12-15289

Chapter 11 Petition Date: March 1, 2012

Court: United States Bankruptcy Court
       Central District of California (Riverside)

Debtor's Counsel: David R Silberstein, Esq.
                  LAW OFFICE OF DAVID SILBERSTEIN
                  P.O. Box 10238
                  Palm Desert, CA 92255
                  Tel: (818) 906-7676
                  Fax: (818) 906-7676
                  E-mail: drs1@pacbell.net

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

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

A list of the Company's five largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/cacb12-15289.pdf

The petition was signed by David R. Silberstein, president of
Adventure General Inc., general partner.


QWEST COMMUNICATIONS: Reports $19 Million Net Income in 2011
------------------------------------------------------------
Qwest Communications International Inc. filed with the U.S.
Securities and Exchange Commission an annual report on Form 10-K
disclosing net income of $19 million on $8.32 billion of total
operating revenues for the nine months ended Dec. 31, 2011,
compared with a net loss of $55 million on $11.73 billion of total
operating revenues for the year ended Dec. 31, 2010.

The Company's balance sheet at Dec. 31, 2011, showed $31.22
billion in total assets, $19.94 billion in total liabilities and
$11.27 million in total stockholders' equity.

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

                       http://is.gd/RAnBwI

                     About Qwest Communications

Based in Denver, Colorado, Qwest Communications (NYSE: Q) --
http://www.qwest.com/-- offers residential customers a new
generation of fiber-optic Internet service, high-speed Internet
solutions, as well as digital home phone, wireless service
available through Verizon Wireless and DIRECTV services.  Qwest is
also the choice of 95% of Fortune 500 companies, offering a
full suite of network, data and voice services for small
businesses, large businesses, government agencies and wholesale
customers.  Additionally, Qwest participates in Networx, the
largest communications services contract in the world, and is
recognized as a leader in the network services market by leading
technology industry analyst firms.

                           *     *     *

Qwest carries a 'Ba1' corporate family and probability of default
ratings from Moody's and has 'BB' issuer credit ratings from
Standard & Poor's.

"Our high debt levels pose risks to our viability and may make us
more vulnerable to adverse economic and competitive conditions, as
well as other adverse developments," the Company said in its Form
10-K for the year ended Dec. 31, 2009.  At Dec. 31, the Company's
consolidated debt was approximately $14.2 billion.  Approximately
$5.8 billion of its debt obligations come due over the next three
years.  This amount includes $1.265 billion of our 3.50%
Convertible Senior Notes due 2025, which it may elect to redeem at
any time on or after Nov. 20, 2010 and holders may require the
Company to repurchase for cash on Nov. 15, 2010.

Fitch Ratings is maintaining the Rating Watch Positive on the
'BB' Issuer Default Rating assigned to Qwest Communications
International, Inc. and its subsidiaries.  Concurrently, Fitch
has affirmed the 'BBB-' issue rating assigned to Qwest's
$1.035 billion senior secured credit facility and the senior
unsecured debt issued by Qwest Corporation.  Approximately
$13.1 billion of debt outstanding as of June 30, 2010, including
$7.9 billion of debt outstanding at QC, is affected by Fitch's
action.

This concludes the Troubled Company Reporter's coverage of Qwest
until facts and circumstances, if any, emerge that demonstrate
financial or operational strain or difficulty at a level
sufficient to warrant renewed coverage.


RAAG INC: Case Summary & 7 Largest Unsecured Creditors
------------------------------------------------------
Debtor: RAAG, Inc.
        dba Taylor Street Market
        1325 S. Taylor Street
        Fallon, NV 89406

Bankruptcy Case No.: 12-50443

Chapter 11 Petition Date: March 3, 2012

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

Judge: Bruce T. Beesley

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

Scheduled Assets: $139,000

Scheduled Liabilities: $1,761,053

A list of the Company's seven largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/nvb12-50443.pdf

The petition was signed by Ravinder Johal, secretary.

Affiliate that filed separate Chapter 11 petition:

                                                 Petition
   Debtor                              Case No.     Date
   ------                              --------     ----
Gurdeep Singh and Ravinder Johal       10-54862   12/14/10


RANDALL'S STEEL: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Randall's Steel Erectors, Inc.
        75 East Grand Boulevard
        Corona, CA 92879

Bankruptcy Case No.: 12-15604

Chapter 11 Petition Date: March 5, 2012

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

Judge: Scott C. Clarkson

Debtor's Counsel: Joseph Hunter, Esq.
                  SPECTRUM LAW GROUP LLP
                  1900 Main Street, Suite 300
                  Irvine, CA 92614
                  Tel: (949) 851-4300
                  Fax: (949) 851-5940
                  E-mail: joe@spectrumlawgroup.com

Scheduled Assets: $885,966

Scheduled Liabilities: $1,241,921

The Company's list of its 20 largest unsecured creditors filed
with the petition is available for free at:
http://bankrupt.com/misc/cacb12-15604.pdf

The petition was signed by Michael Randall, president.


REJUVA MED: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: Rejuva Med Spa PL
        11932 Sheldon Road
        Tampa, FL 33626

Bankruptcy Case No.: 12-03068

Chapter 11 Petition Date: March 1, 2012

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

Debtor's Counsel: Leon A. Williamson, Jr., Esq.
                  LEON A. WILLIAMSON, JR., P.A.
                  306 S. Plant Avenue, Ste. B
                  Tampa, FL 33606
                  Tel: (813) 253-3109
                  Fax: (813) 253-3215
                  E-mail: leon@lwilliamsonlaw.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/flmb12-03068.pdf

The petition was signed by Bart Rademaker, manager.


ROSCOE, LLC: Files for Chapter 11 Bankruptcy Protection
-------------------------------------------------------
Paul Brinkmann, reporter at South Florida Business Journal,
reports that Roscoe LLC dba Shooters and BIMA LLC -- companies
associated with Shooters Waterfront Cafe in downtown Fort
Lauderdale, Florida -- filed on March 5, 2012, for Chapter 11
bankruptcy protection, following a foreclosure action in December.

"Like many companies in this economy, especially the downturn in
the real estate market, Shooters sought Chapter 11 bankruptcy
protection to restructure its secured debt and other financial
obligations," the report quotes Joe Grant of Marshall Grant &
Griffin, bankruptcy attorney of the company, as saying.  "Shooters
has every intention of successfully confirming a Chapter 11 plan
and staying in business for years to come."

According to the report, in December 2011, FirstBank Puerto Rico
filed a foreclosure lawsuit against Bima II LLC over a $10.5
million mortgage on two restaurants -- Shooters and Bootleggers --
totaling 22,067 square feet at 3003 and 3033 N.E. 32nd Ave. in
Fort Lauderdale, Fla.

The report notes claims listed in bankruptcy court filings
include:

  -- Miami-based FirstBank Florida, a lien of $11 million ($5.1
     million secured).

  -- Riviera-based Sysco Food Services of S. Florida, trade debt
     of $61,081.

  -- West Palm Beach-based Cheney Brothers, trade debt of
     $22,446.


ROSCOE, LLC: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Roscoe, LLC
          dba Shooters Waterfront Cafe USA
        3033 N.E. 32nd Avenue
        Fort Lauderdale, FL 33308

Bankruptcy Case No.: 12-15391

Chapter 11 Petition Date: March 5, 2012

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

Judge: Raymond B. Ray

Debtor's Counsel: Joe M. Grant, Esq.
                  MARSHALL GRANT & GRIFFIN, P.L.
                  197 S. Federal Highway, #300
                  Boca Raton, FL 33432
                  Tel: (561) 672-7580
                  Fax: (561) 672-7581
                  E-mail: jgrant@mggpl.com

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

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

The Company's list of its 20 largest unsecured creditors filed
with the petition is available for free at:
http://bankrupt.com/misc/flsb12-15391.pdf

The petition was signed by John H. Wile, member.


RYAN INT'L: Military Flights Provider Files for Chapter 11
----------------------------------------------------------
Ryan International Airlines, Inc., filed for Chapter 11 protection
(Bankr. N.D. Ill. Case No. 12-80802) in its hometown in Rockford,
Illinois, on March 6, 2012.

Ryan International, which filed for bankruptcy along with 10
affiliates, estimated assets and debts of up to $100 million.

Ryan and its affiliates -- http://www.flyryan.com/-- provide
commercial air charter services, to a diverse mix of customers
including U.S., Canadian and British military entities, the
Department of Homeland Security, the U.S. Marshall Service,
leisure travelers, professional and college sports teams and an ad
hoc charter services.  Ryan has 460 employees, with the cockpit
crew, flight attendants and dispatchers are represented by labor
unions.

                        Road to Bankruptcy

Ryan says it has dedicated a greater percentage of its fleet to
military operations.  But in late 2010, the military announced
reductions in the amount reimbursed to carriers and appropriated
flying to a new class of wide-body aircraft.  Ryan also signed a
contract with Egypt Air for the acquisition of a 777 model
aircraft in January 2011 but Egypt's government fell within weeks.
Ryan bought an A330 style aircraft from Virgin Atlantic, but
approval for military flying has been deferred, and it isn't
entitled to flying until April 2012.  Ryan has also been adversely
impacted by unexpected and dramatic reductions in military flying
that has occurred in the first quarter of 2012.

"Though Ryan has attempted to negotiate with lessors, vendors and
its labor force, the reality of rent payments, high payroll and
benefits coupled with low utilization and decrease in the
reimbursements paid by the military on a per seat/per mile basis
have led to a precarious cash flow crisis," Mark A. Robinson,
executive vice president and secretary of Ryan, said in court
papers.

                         First Day Motions

Ryan International is seeking approval of standard "first day"
motion, including a DIP financing.

To continue the business, the Debtors have arranged with its
primary lender, INTRUST Bank, N.A., for the Debtors' use of cash
collateral and additional DIP financing in the amount of $4.5
million.  The financing will provide sufficient cash flow to the
Debtors and allow adequate protection payments to secured lenders
and lessors.

The Debtors have tapped Hinshaw & Culbertson as bankruptcy counsel
and Silverman Consulting as financial advisors.

A hearing on the first day motions was scheduled for March 7,
2012, at 1:30 p.m.


RYAN INT'L: Case Summary & 30 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: Ryan International Airlines, Inc.
        4949 Harrison Avenue
        Rockford, IL 61108

Bankruptcy Case No.: 12-80802

Chapter 11 Petition Date: March 6, 2012

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

Judge: Manuel Barbosa

Debtor's Counsel: Thomas J. Lester, Esq.
                  HINSHAW & CULBERTSON LLP
                  100 Park Avenue
                  P.O. Box 1389
                  Rockford, IL 61105
                  Tel: (815) 490-4900
                  Fax: (815) 490-4901
                  E-mail: tlester@hinshawlaw.com

Debtors'
Financial
Advisor:          SILVERMAN CONSULTING

Lead Debtor's
Estimated Assets: $50,000,001 to $100,000,000

Lead Debtor's
Estimated Debts: $50,000,001 to $100,000,000

The petition was signed by Mark A. Robertson, executive vice
president.

Affiliates that simultaneously filed Chapter 11 petitions:

        Debtor                              Case No.
        ------                              --------
Ryan 763BK, L.L.C.                          12-80804
  Assets: $1 million to $10 million
  Debts: $1 million to $10 million
Ryan 767, LLC                               12-80805
  Assets: $1 million to $10 million
  Debts: $1 million to $10 million
Rubloff/Ryan 80 LLC                         12-80806
Rubloff Ryan, L.L.C.                        12-80807
Rubloff Aerospace, L.L.C.                   12-80808
Rubloff 757-MSN24794, LLC                   12-80809
Sundowner 102, LLC                          12-80810
Sundowner Mesa, LLC f/k/a
Prisoner Transportation Services, LLC       12-80811
Sundowner Oklahoma City, LLC                12-80812
Sundowner Alexandria LLC                    12-80813

Ryan International's List of Its 30 Largest Unsecured Creditors:

        Entity                     Nature of Claim    Claim Amount
        ------                     ---------------    ------------
DFAS-CO/FPS/F                      Trade Debt           $6,831,694
DFAS-Columbus Center
Columbus, OH 43218-2204

Delta Air Lines                    Trade Debt           $6,163,839
1030 Delta Boulevard
Atlanta, GA 30320-6001

Virgin Atlantic Airways            Lease Payment        $2,440,791
Manor Royal
Crawley
West Sussex
PH20 9NU

Wells Fargo Bank Northwest, as     Judgment             $1,500,000
Trustee for Triton Aviations
International LLC
Gibson, Dunn & Crutcher LLC
200 Park Avenue
New York, NY 10166-0193

Consultoria ? Mexican Immigration  Trade Debt           $1,389,626
Hornero 1832
Col Los Morales Polanco
Delegacion Miguel Hidalgo
C.P. 11510
Mexico DF

North Shore Aircraft LLC ? Lease   Lease Payment        $1,350,000
701 East Lake Street, Suite 300
Wayzata, MN 55391

Futura International Airways       Trade Debt           $1,135,717
1600 Epic Center
301 North Main
Wichita, KS 67202

Professional Insurance Management  Loan                   $852,369
Inc.
2120 Airport Road
Wichita, KS 67277

Wright Express Financial Srv       Trade Debt             $829,554
33548 Treasury Center
Chicago, IL 60694-3500

LSG Sky Chefs Deutschland          Trade Debt             $415,719
Dornhofst 38
Neu-Isenburg 63263
Germany

DSSN 3801 L1-Craf                  Trade Debt             $414,193
3801 Limestone Field Site
P.O. box 269339
Indianapolis, IN 46226-9339

VRG Linhas Aereas                  Trade Debt             $408,501
Avenida Vinte De Janeiro Seguimento D
CEP 21941-570

American Express ? 360001          Trade Debt             $389,504
US Payment Florida
2965 West Corporate Lakes Boulevard
Weston, FL 33331-3626

Pratt & Whitney                    Trade Debt             $351,186
Christchurch Engine Centre
Christchurch Int?l Airport 8544
14005
CHC New Zealand

LSG Sky Chefs                      Trade Debt             $322,214
998 W. Army Trail Road
Carol Stream, IL 60131

Airbus of North America            Trade Debt             $311,380
198 Van Buren Street
Herndon, VA 20170

US Customs & Border Protection     Trade Debt             $278,852
Revenue Division
6650 Telecom Drive
Indianapolis, IN 46278

Ascent Aviation Services           Trade Debt             $231,360

Piedmont Aviation                  Trade Debt             $193,557

McGladrey & Pullen, LLP            Trade Debt             $166,000

Euro Jet Intercontinental          Trade Debt             $149,405

US Airways                         Trade Debt             $148,771

Boeing Commercial Airplanes        Trade Debt             $134,181

Chicago Aircraft Inc.              Trade Debt             $131,600

SFB Fueling, LLC                   Trade Debt             $130,457

U.S. Jet Services, Inc.            Trade Debt             $106,100

Cooper & Krik                      Attorneys? Fees        $102,627

Globe Ground North America LLC     Trade Debt              $98,527

Pan Am Int?l Flight Academy        Trade Debt              $86,902

Baker Botts L.L.P.                 Trade Debt              $85,454


SBD AIRPORT: Case Summary & 7 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: SBD Airport Services, LLC
        255 South Leland Norton Way
        San Bernardino, CA 92408

Bankruptcy Case No.: 12-15504

Chapter 11 Petition Date: March 5, 2012

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

Judge: Deborah J. Saltzman

Debtor's Counsel: David B. Golubchik, Esq.
                  LEVENE NEALE BENDER RANKIN & BRILL LLP
                  10250 Constellation Boulevard, Suite 1700
                  Los Angeles, CA 90067
                  Tel: (310) 229-1234
                  E-mail: dbg@lnbrb.com

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

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

The Company's list of its seven largest unsecured creditors filed
with the petition is available for free at:
http://bankrupt.com/misc/cacb12-15504.pdf

The petition was signed by Robert Riiska, chief restructuring
officer.

Affiliate that filed separate Chapter 11 petition:

        Entity                           Case No.    Petition Date
        ------                           --------    -------------
Norton Property Management Services LLC  11-47001         12/07/11


SCHARTNER FLORISTS: Case Summary & 2 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: Schartner Florists LLC
        170 West Main Street
        N Kingstown, RI 02852

Bankruptcy Case No.: 12-10705

Chapter 11 Petition Date: March 3, 2012

Court: United States Bankruptcy Court
       District of Rhode Island (Providence)

Debtor's Counsel: Robert A. Ragosta, Esq.
                  ROBERT A RAGOSTA LTD
                  481 Atwood Avenue
                  Cranston, RI 02920
                  Tel: (401) 274-9900
                  E-mail: rragosta@aol.com

Scheduled Assets: $775,000

Scheduled Liabilities: $1,660,200

A list of the Company's two largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/rib12-10705.pdf

The petition was signed by Timothy Schartner, member.


SCHARTNER PROPERTIES: Case Summary & 2 Largest Unsecured Creditors
------------------------------------------------------------------
Debtor: Schartner Properties LLC
        170 West Main Street
        Noth Kingstown, RI 02852

Bankruptcy Case No.: 12-10702

Chapter 11 Petition Date: March 2, 2012

Court: United States Bankruptcy Court
       District of Rhode Island (Providence)

Judge: Arthur N. Votolato

Debtor's Counsel: James J. Lombardi, III, Esq.
                  481 Atwood Avenue
                  Cranston, RI 02920
                  Tel: (401) 274-8299
                  Fax: (401) 454-5901
                  E-mail: jjlom1@cox.net

Scheduled Assets: $1,200,000

Scheduled Liabilities: $1,660,200

A list of the Company's two largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/rib12-10702.pdf

The petition was signed by Timothy Schartner.


SEARS HOLDINGS: Receives Blackout Period Notice on Savings Plans
----------------------------------------------------------------
Sears Holdings Corporation, on Feb. 24, 2012, received a notice
from the Plan Administrator for the Sears Holdings 401(k) Savings
Plan, the Sears Puerto Rico Savings Plan, and the Kmart Retirement
Savings Plan for Puerto Rico Employees of a blackout period with
respect to the Savings Plans pursuant to Section 101(i)(2)(E) of
the Employee Retirement Income Security Act of 1974, as amended.
The Blackout Period is required because the Savings Plans are
changing their recordkeepers from ING Institutional Plan Services,
LLC, to Hewitt Associates, LLC (a subsidiary of Aon Corporation).
During the Blackout Period, participants in the Savings Plans will
be unable to change their contribution rates, request withdrawals
or distributions, request new loans, change investment selections
or otherwise perform account transactions under the Savings Plans,
including with respect to common stock of the Company, which is an
investment option under the Savings Plans.  The Blackout Period
will begin at the close of the market (3:00 p.m. Central Time) on
March 26, 2012, and is expected to end on April 3, 2012.

On March 1, 2012, the Company sent a notice to its directors and
executive officers informing them of the Blackout Period and the
restrictions on trading in the common stock of the Company that
apply to them during the Blackout Period.  This notice was
provided to directors and executive officers pursuant to Section
306 of the Sarbanes-Oxley Act of 2002 and Section 104 of
Regulation BTR promulgated pursuant to the Securities Exchange Act
of 1934, as amended.

During the Blackout Period and for a period of two years after the
ending date of the Blackout Period, stockholders and other
interested parties may obtain, without charge, the actual
beginning and ending dates of the Blackout Period by contacting
the Sears Holdings Benefits Center at 1-888-88sears (1-888-887-
3277) and selecting Option 2 for Financial Benefits or Robert
Lyter, Director of Benefits, Sears Holdings Management
Corporation, 3333 Beverly Road, Hoffman Estates, IL 60179-0001, 1-
847-286-2500.  The address for the Sears Holdings Benefits Center
prior to April 3, 2012, is P.O. Box 56287, Jacksonville, Florida
32241-6287 and as of April 3, 2012 will be P.O. Box 1498
Lincolnshire, IL 60069-1498.

                        About Sears Holdings

Hoffman Estates, Illinois-based Sears Holdings Corporation
(Nasdaq: SHLD) -- http://www.searsholdings.com/-- is the nation's
fourth largest broadline retailer with more than 4,000 full-line
and specialty retail stores in the United States and Canada.
Sears Holdings operates through its subsidiaries, including Sears,
Roebuck and Co. and Kmart Corporation.  Sears Holdings also owns a
94% stake in Sears Canada and an 80.1% stake in Orchard Supply
Hardware.  Key proprietary brands include Kenmore, Craftsman and
DieHard, and a broad apparel offering, including such well-known
labels as Lands' End, Jaclyn Smith and Joe Boxer, as well as the
Apostrophe and Covington brands.  It also has the Country Living
collection, which is offered by Sears and Kmart.

Kmart Corporation and 37 of its U.S. subsidiaries filed voluntary
Chapter 11 petitions (Bankr. N.D. Ill. Lead Case No. 02-02474) on
Jan. 22, 2002.  Kmart emerged from chapter 11 protection on May 6,
2003, pursuant to the terms of an Amended Joint Plan of
Reorganization.  John Wm. "Jack" Butler, Jr., Esq., at Skadden,
Arps, Slate, Meagher & Flom, LLP, represented the retailer in its
restructuring efforts.  The Company's balance sheet showed
$16,287,000,000 in assets and $10,348,000,000 in debts when it
sought chapter 11 protection.  Kmart bought Sears, Roebuck & Co.,
for $11 billion to create the third-largest U.S. retailer, behind
Wal-Mart and Target, and generate $55 billion in annual revenues.
Kmart completed its merger with Sears on March 24, 2005.

The Company reported a net loss of $3.14 billion on $41.56 billion
of merchandise sales and services for the 52 weeks ended Jan. 28,
2012, compared with net income of $150 million on $42.66 billion
of merchandise sales and services for the 52 weeks ended Jan. 29,
2011.

The Company's balance sheet at Jan. 28, 2012, showed
$21.38 billion in total assets, $17.04 billion in total
liabilities and $4.34 billion in total equity.

                        Negative Outlook

Standard & Poor's Ratings Services in January 2012 lowered its
corporate credit rating on Hoffman Estates, Ill.-based Sears
Holdings Corp. to 'CCC+' from 'B'. "We removed the rating from
CreditWatch, where we had placed it with negative implications on
Dec. 28, 2011. We are also lowering the short-term and commercial
paper rating to 'C' from 'B-2'. The rating outlook is negative,"
S&P said.

"The corporate credit rating reflects our projection that Sears'
EBITDA will be negative in 2012, given our expectations for
continued sales and margin pressure," said Standard & Poor's
credit analyst Ana Lai. She added, "We further expect that
liquidity could be constrained in 2013 absent a turnaround
or substantial asset sales to fund operating losses."

Moody's Investors Service in January 2012 lowered Sears Holdings
Family and Probability of Default Ratings to B3 from B1.
The outlook remains negative. At the same time Moody's affirmed
Sears' Speculative Grade Liquidity Rating at SGL-2.

The rating action reflects Moody's expectations that Sears will
report a significant operating loss in fiscal 2011.  Moody's added
that the rating action also reflects the company's persistent
negative trends in sales, which continue to significantly
underperform peers.


SEYEH PROPERTIES: Case Summary & 2 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Seyeh Properties, LLC
        3617 Avalon Blvd.
        Los Angeles, CA 90011

Bankruptcy Case No.: 12-11982

Chapter 11 Petition Date: March 1, 2012

Court: United States Bankruptcy Court
       Central District of California (San Fernando Valley)

Judge: Maureen Tighe

Debtor's Counsel: Michael R Totaro, Esq.
                  TOTARO & SHANAHAN
                  P.O. Box 789
                  Pacific Palisades, CA 90272
                  Tel: (310) 573-0276
                  Fax: (310) 496-1260
                  E-mail: mtotaro@aol.com

Scheduled Assets: $1,152,304

Scheduled Liabilities: $1,193,062

A list of the Company's two largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/cacb12-11982.pdf

The petition was signed by Siamak Sedaghati, member.


SHRIJI LLC: Case Summary & 11 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: Shriji, LLC
        dba Norwalk Motel
        11907 Firestone Blvd.
        Norwalk, CA 90650

Bankruptcy Case No.: 12-17765

Chapter 11 Petition Date: March 2, 2012

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

Debtor's Counsel: Leslie A. Cohen, Esq.
                  LESLIE COHEN LAW PC
                  506 Santa Monica Bl Ste 200
                  Santa Monica, CA 90401
                  Tel: (310) 394-5900
                  Fax: (310) 394-9280
                  E-mail: leslie@lesliecohenlaw.com

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

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

A list of the Company's 11 largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/cacb12-17765.pdf

The petition was signed by Puja Sorathia, managing member.


SHOWALTER GRADING: Case Summary & 10 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: Showalter Grading, Inc.
        15793 Ridgeway Avenue
        Riverside, CA 92508

Bankruptcy Case No.: 12-15480

Chapter 11 Petition Date: March 2, 2012

Court: United States Bankruptcy Court
       Central District of California (Riverside)

Judge: Scott C. Clarkson

Debtor's Counsel: Stephen R. Wade, Esq.
                  THE LAW OFFICES OF STEPHEN R WADE
                  400 N Mountain Ave, Ste 214B
                  Upland, CA 91786
                  Tel: (909) 985-6500
                  Fax: (909) 985-2865
                  E-mail: dlr@srwadelaw.com

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

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

A list of the Company's 10 largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/cacb12-15480.pdf

The petition was signed by Chris Showalter, president.


SIDECREEK DEVELOPMENT: Case Summary & Creditors List
----------------------------------------------------
Debtor: Sidecreek Development, Inc.
          fka Creekside Development, Inc.
        9595 Wilshire Boulevard, Suite 214
        Beverly Hills, CA 90212

Bankruptcy Case No.: 12-17787

Chapter 11 Petition Date: March 5, 2012

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

Judge: Ernest M. Robles

Debtor's Counsel: Ian Landsberg, Esq.
                  LANDSBERG & ASSOCIATES APC
                  16030 Ventura Boulevard, Suite 470
                  Encino, CA 91436
                  Tel: (818) 855-5900
                  Fax: (818) 855-5910
                  E-mail: ilandsberg@landsberg-law.com

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

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

The Company's list of its five largest unsecured creditors filed
with the petition is available for free at:
http://bankrupt.com/misc/cacb12-17787.pdf

The petition was signed by Robert D. Geringer, president.

Affiliate that filed separate Chapter 11 petition:

        Entity                        Case No.       Petition Date
        ------                        --------       -------------
Jerrold S. Pressman                   12-13760            02/01/12


SMOKEY POINT: Voluntary Chapter 11 Case Summary
-----------------------------------------------
Debtor: Smokey Point Enterprises LLC
        P.O. Box 3176
        Arlington, WA 98223

Bankruptcy Case No.: 12-12147

Chapter 11 Petition Date: March 2, 2012

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

Debtor's Counsel: Rand L. Koler, Esq.
                  RAND L KOLER & ASSOCIATES PS
                  615 2nd Ave Ste 760
                  Seattle, WA 98104
                  Tel: (206) 621-6440
                  E-mail: rand@kolerlaw.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 Dan Fernandez, managing member.


SOLYNDRA LLC: DIP Loan Termination Date Extended Until June 2
-------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware, according
to Solyndra LLC, et al.'s case docket, extended the commitment
termination date under final order (I) authorizing the Debtors to
(a) obtain postpetition secured financing; and (b) utilize cash
collateral.

As reported in the Troubled Company Reporter on Feb. 29, 2012, the
Debtors sought an extension of the commitment termination date
until June 2, 2012, in order to allow the Debtors to have
continued access to cash collateral and to borrowings available
under that certain $4,000,000 senior secured, superpriority
debtor-in-possession term loan, guaranty and security agreement.

The Debtors are soliciting consent to the proposed extended
commitment termination date from their principal secured lenders,
Argonaut Ventures I, L.L.C., as prepetition Tranche A Term Loan
Facility Representative and prepetition Tranche E Agent, and the
United States Department of Energy, as prepetition Tranche BID
Agent.  The Debtors reserve all rights to proceed on the motion,
or to propose an alternative budget, without the consent of any
creditor constituency.

The final order entered on Sept. 27, 2011, provides that all DIP
obligations of the Debtors to the DIP lender will be immediately
due and payable, and the Debtors' authority to use the proceeds of
the DIP Facility and to use cash collateral will cease, both on
the date that is earliest to occur of: (i) the date that is 180
days after the Petition Date; and (ii) the date on which the
maturity of the DIP obligations is accelerated and the commitments
under the DIP Facility are irrevocably terminated in accordance
with the DIP Credit Agreement.

Under the final order, the Debtors were authorized to use cash
collateral and to borrow up to $4,000,000 under the DIP Agreement.
Consistent with the final order, the Debtors have been providing
weekly financial reporting to key creditor constituents and
generally operating in compliance with applicable budgets.  As of
Feb. 7, there is a principal balance of $200,000 outstanding under
the DIP Agreement.

                         iStar's Objection

iStar CTL I, L.P., Solyndra, LLC's landlord, conditionally
objected to the cash collateral motion and waste disposal motion
on the basis that the Debtors have not taken into account the
potential cost of environmental remediation which may exist at
iStar's premises or even with other creditors.

                         About Solyndra LLC

Founded in 2005, Solyndra LLC is a U.S. manufacturer of solar
photovoltaic solar power systems specifically designed for large
commercial and industrial rooftops and for certain shaded
agriculture applications.  The Company had 968 full time employees
and 211 temporary employees.  Solyndra has sold more than 500,000
of its panels since 2008 and generated cumulative sales of over
$250 million.

Fremont, California-based Solyndra and affiliate 360 Degree Solar
Holdings Inc. sought Chapter 11 bankruptcy protection (Bankr. D.
Del. Lead Case No. 11-12799) on Sept. 6, 2011.  Solyndra is at
least the third solar company to seek court protection from
creditors since August 2011.

Solyndra owed secured lenders $783.8 million, including
$527.8 million to the U.S. government pursuant to a federal loan
guarantee, and held assets valued at $859 million as of the
Petition date.  The U.S. Federal Financing Bank, owned by the U.S.
Treasury Department, is the Company's biggest lender.

In the Chapter 11 cases, the Debtors are pursuing a two-pronged
strategy to effectuate either a sale of their business to a
"turnkey" buyer who may acquire substantially all of Solyndra's
assets or, if the Debtors are unable to identify any such
potential buyers, an orderly liquidation of the Debtors' assets
for the benefit of their creditors.

Judge Mary F. Walrath presides over the Debtors' cases.  The
Debtors are represented by Pachulski Stang Ziehl & Jones LLP as
legal adviser.  AlixPartners LLP serves as noticing claims and
balloting agent.  Imperial Capital LLC serves as the company's
investment banker and financial adviser.  The Debtors also tapped
former Massachusetts Governor William F. Weld, now with the law
firm McDermott Will & Emery, to represent the company in
government investigations and related litigation.  BDO Consulting,
a division of BDO USA, LLP, as financial advisor and BDO Capital
Advisors, LLC, serves as investment banker for the creditors'
panel.

Roberta A. DeAngelis, U.S. Trustee for Region 3, appointed seven
unsecured creditors to serve on the Official Committee of
Unsecured Creditors of Solyndra LLC.  The Committee has tapped
Blank Rome LLP as counsel.

Solyndra is at least the fourth solar company to seek court
protection from creditors since August 2011.  Other solar firms
are Evergreen Solar and start-up Spectrawatt Inc., both of which
filed in August, and Stirling Energy Systems Inc., which filed for
Chapter 7 bankruptcy late in September.

Solyndra did not receive acceptable offers to buy the business as
a going concern.  Solyndra was set to begin piecemeal auctions of
the assets on Feb. 22.

Solyndra has auctioned non-core assets and obtained $6.2 million.
Solyndra also took in $1.86 million from the sale of miscellaneous
equipment.

Solyndra LLC retained the exclusive right for filing a Chapter 11
plan until April 3.


SOLYNDRA LLC: Court OKs Deal Resolving Sale Proceeds Segregation
----------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware, according
to Solyndra LLC, et al.'s case docket, approved a stipulation
resolving Kinetic Systems Inc.'s motion for marshalling and
segregation, the joinders of Bayside Interiors and RK Electric in
that motion.

As reported in the Troubled Company Reporter on Feb. 16, 2012, RK
Electric, Inc., and Bayside Interiors, Inc., filed objections,
asking that the Court:

   1) require that the net proceeds of the piecemeal sale be
      applied first to reduce the scheduled secured debt (along
      with an accounting);

   2) if there is an objection to application of the net proceeds
      of any piecemeal sale to the scheduled secured debt, require
      that the net proceeds held in a segregated account subject
      to all encumbrances, pending resolution of any objection to
      marshalling; and

   3) require that the proceeds of sale of any fixtures be held in
      a segregated accounting pending resolution of lien priority
      claims.

The Debtors, in their reply to Kinetic's motion, stated that
the objectors' factual contentions about priority and value are
purely unsupported speculation; and if the sale generates funds
sufficient to pay prepetition claims, then marshalling and
segregation are required.

The Court also approved the piecemeal sale.

As reported in the TCR on March 5, 2012, the Debtor generated
$3.81 million from the three-day auction that ended Feb. 24.  At a
bankruptcy court hearing the day the auction began, the chief
restructuring officer told the judge that the sale of assets might
bring in $70 million to $120 million.  The auction attracted 318
bidders, the auctioneers told the bankruptcy court.  Almost 200
ended up buying.  The assets were sold in more than 6,300 lots
during the auction at the company's plant in Fremont, California.

                         About Solyndra LLC

Founded in 2005, Solyndra LLC is a U.S. manufacturer of solar
photovoltaic solar power systems specifically designed for large
commercial and industrial rooftops and for certain shaded
agriculture applications.  The Company had 968 full time employees
and 211 temporary employees.  Solyndra has sold more than 500,000
of its panels since 2008 and generated cumulative sales of over
$250 million.

Fremont, California-based Solyndra and affiliate 360 Degree Solar
Holdings Inc. sought Chapter 11 bankruptcy protection (Bankr. D.
Del. Lead Case No. 11-12799) on Sept. 6, 2011.  Solyndra is at
least the third solar company to seek court protection from
creditors since August 2011.

Solyndra owed secured lenders $783.8 million, including
$527.8 million to the U.S. government pursuant to a federal loan
guarantee, and held assets valued at $859 million as of the
Petition date.  The U.S. Federal Financing Bank, owned by the U.S.
Treasury Department, is the Company's biggest lender.

In the Chapter 11 cases, the Debtors are pursuing a two-pronged
strategy to effectuate either a sale of their business to a
"turnkey" buyer who may acquire substantially all of Solyndra's
assets or, if the Debtors are unable to identify any such
potential buyers, an orderly liquidation of the Debtors' assets
for the benefit of their creditors.

Judge Mary F. Walrath presides over the Debtors' cases.  The
Debtors are represented by Pachulski Stang Ziehl & Jones LLP as
legal adviser.  AlixPartners LLP serves as noticing claims and
balloting agent.  Imperial Capital LLC serves as the company's
investment banker and financial adviser.  The Debtors also tapped
former Massachusetts Governor William F. Weld, now with the law
firm McDermott Will & Emery, to represent the company in
government investigations and related litigation.  BDO Consulting,
a division of BDO USA, LLP, as financial advisor and BDO Capital
Advisors, LLC, serves as investment banker for the creditors'
panel.

Roberta A. DeAngelis, U.S. Trustee for Region 3, appointed seven
unsecured creditors to serve on the Official Committee of
Unsecured Creditors of Solyndra LLC.  The Committee has tapped
Blank Rome LLP as counsel.

Solyndra is at least the fourth solar company to seek court
protection from creditors since August 2011.  Other solar firms
are Evergreen Solar and start-up Spectrawatt Inc., both of which
filed in August, and Stirling Energy Systems Inc., which filed for
Chapter 7 bankruptcy late in September.

Solyndra did not receive acceptable offers to buy the business as
a going concern.  Solyndra was set to begin piecemeal auctions of
the assets on Feb. 22.

Solyndra has auctioned non-core assets and obtained $6.2 million.
Solyndra also took in $1.86 million from the sale of miscellaneous
equipment.

Solyndra LLC retained the exclusive right for filing a Chapter 11
plan until April 3.


SOLYNDRA LLC: Wells Fargo Obtains Stay Relief
---------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware, according
to Solyndra, LLC, et al.'s case docket, approved a stipulation
with Wells Fargo Bank, N.A., for relief of stay.

iStar CTL I, L.P., the Debtors' landlord, and a beneficiary of a
letter of credit issued by Wells Fargo Bank, N.A. in April 2008,
as amended, in the amount of $465,000, has asked the Court to deny
approval of a stipulation for relief from stay.

According to iStar, the stipulation does not seek to alter or
eliminate the letter of credit issued by Wells Fargo in favor of
iStar, however, the motion does not unequivocally state that such
actions are not intended to be taken.

iStar noted that the stipulation, among other things:

   -- represents that pursuant to the Debtors' prepetition
requests, Wells Fargo issued three letters of credit, a total face
amount which was $3,525,000 as of the filing date, in favor of
three landlords, including iStar;

   -- Wells Fargo will have relief from the automatic stay to
apply the applicable proceeds from the accounts to pay the amount
drawn on the Walton letter of credit including fees and costs; and

   --in the event of draws by iSar or Calaveras, LLC, the other
outstanding beneficiary of the remaining letters of credit, that
Wells Fargo can apply the funds at any of the accounts but for the
operating account which has an approximate balance of $5,947,235,
without the Debtors' consent or further Bankruptcy Court approval.

                         About Solyndra LLC

Founded in 2005, Solyndra LLC is a U.S. manufacturer of solar
photovoltaic solar power systems specifically designed for large
commercial and industrial rooftops and for certain shaded
agriculture applications.  The Company had 968 full time employees
and 211 temporary employees.  Solyndra has sold more than 500,000
of its panels since 2008 and generated cumulative sales of over
$250 million.

Fremont, California-based Solyndra and affiliate 360 Degree Solar
Holdings Inc. sought Chapter 11 bankruptcy protection (Bankr. D.
Del. Lead Case No. 11-12799) on Sept. 6, 2011.  Solyndra is at
least the third solar company to seek court protection from
creditors since August 2011.

Solyndra owed secured lenders $783.8 million, including
$527.8 million to the U.S. government pursuant to a federal loan
guarantee, and held assets valued at $859 million as of the
Petition date.  The U.S. Federal Financing Bank, owned by the U.S.
Treasury Department, is the Company's biggest lender.

In the Chapter 11 cases, the Debtors are pursuing a two-pronged
strategy to effectuate either a sale of their business to a
"turnkey" buyer who may acquire substantially all of Solyndra's
assets or, if the Debtors are unable to identify any such
potential buyers, an orderly liquidation of the Debtors' assets
for the benefit of their creditors.

Judge Mary F. Walrath presides over the Debtors' cases.  The
Debtors are represented by Pachulski Stang Ziehl & Jones LLP as
legal adviser.  AlixPartners LLP serves as noticing claims and
balloting agent.  Imperial Capital LLC serves as the company's
investment banker and financial adviser.  The Debtors also tapped
former Massachusetts Governor William F. Weld, now with the law
firm McDermott Will & Emery, to represent the company in
government investigations and related litigation.  BDO Consulting,
a division of BDO USA, LLP, as financial advisor and BDO Capital
Advisors, LLC, serves as investment banker for the creditors'
panel.

Roberta A. DeAngelis, U.S. Trustee for Region 3, appointed seven
unsecured creditors to serve on the Official Committee of
Unsecured Creditors of Solyndra LLC.  The Committee has tapped
Blank Rome LLP as counsel.

Solyndra is at least the fourth solar company to seek court
protection from creditors since August 2011.  Other solar firms
are Evergreen Solar and start-up Spectrawatt Inc., both of which
filed in August, and Stirling Energy Systems Inc., which filed for
Chapter 7 bankruptcy late in September.

Solyndra did not receive acceptable offers to buy the business as
a going concern.  Solyndra was set to begin piecemeal auctions of
the assets on Feb. 22.

Solyndra has auctioned non-core assets and obtained $6.2 million.
Solyndra also took in $1.86 million from the sale of miscellaneous
equipment.

Solyndra LLC retained the exclusive right for filing a Chapter 11
plan until April 3.


SOLYNDRA LLC: Court Denies WARN Claimants' Request for Discovery
----------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware, according
to Solyndra LLC, et al.'s case docket, denied Worker Adjustment
and Retraining Notification (WARN) Claimants' request for
authorization and directing discovery.

Previously, the Debtor asked that the Court deny (A) motion by
WARN Claimants for order (I) striking proposed releases in DIP
credit agreement or, in the alternative, (II) extending for a
period of 60 days nunc pro tunc the period within which WARN
Claimants May object to the proposed releases; and (B) motion by
WARN Claimants for order authorizing and directing discovery
pursuant to Bankruptcy Rule 2004.

Solyndra stated that the motion by the WARN claimants contains
strong rhetoric, but no substance and procedurally defective.  The
Court already approved the releases that the WARN claimants now
ask the Court to set aside.  There is no legal basis for the Court
to strike a portion of a prior order on which parties have relied.

The WARN claimants asked the Court to reconsider or vacate a
portion of a prior order without having filed a motion that meets
the legal requisites for the extraordinary relief.

The United States of America, on behalf of the Department of
Energy hereby joins in the objection of the Debtors, stating that
pursuant to that certain Payment and Reimbursement Agreement
(Tranches B and D), dated as of Feb. 23, 2011, between Solyndra,
as borrower, and DOE, as loan servicer, Solyndra is obligated to
repay amounts owing to the Federal Financing Bank, and DOE as its
guarantor, which consist of (i) the Tranche B Total Principal
Amount, and (ii) the Tranche D Total Principal Amount.

As of the Petition Date, the Debtors were indebted and liable to
the Prepetition Tranche B/D Lenders (i) in the principal amount of
no less than $142,808,544 plus interest accrued and accruing,
costs and any fees and expenses due and owing thereunder on
account of the Tranche B Debt; and (ii) in the principal amount of
no less than $385,000,000 plus interest accrued and accruing,
costs and any fees and expenses due and owing thereunder on
account of the Tranche D Debt.

In a separate filing, Argonaut Ventures I, L.L.C., as Tranche A
Representative under the Prepetition Tranche A Term Loan
Agreement, and as Tranche E Agent under the Prepetition Tranche E
Agreement -- and the DIP Lender also objected, on behalf of the
Prepetition Secured Parties to the requests of WARN Claimants.

                         About Solyndra LLC

Founded in 2005, Solyndra LLC is a U.S. manufacturer of solar
photovoltaic solar power systems specifically designed for large
commercial and industrial rooftops and for certain shaded
agriculture applications.  The Company had 968 full time employees
and 211 temporary employees.  Solyndra has sold more than 500,000
of its panels since 2008 and generated cumulative sales of over
$250 million.

Fremont, California-based Solyndra and affiliate 360 Degree Solar
Holdings Inc. sought Chapter 11 bankruptcy protection (Bankr. D.
Del. Lead Case No. 11-12799) on Sept. 6, 2011.  Solyndra is at
least the third solar company to seek court protection from
creditors since August 2011.

Solyndra owed secured lenders $783.8 million, including
$527.8 million to the U.S. government pursuant to a federal loan
guarantee, and held assets valued at $859 million as of the
Petition date.  The U.S. Federal Financing Bank, owned by the U.S.
Treasury Department, is the Company's biggest lender.

In the Chapter 11 cases, the Debtors are pursuing a two-pronged
strategy to effectuate either a sale of their business to a
"turnkey" buyer who may acquire substantially all of Solyndra's
assets or, if the Debtors are unable to identify any such
potential buyers, an orderly liquidation of the Debtors' assets
for the benefit of their creditors.

Judge Mary F. Walrath presides over the Debtors' cases.  The
Debtors are represented by Pachulski Stang Ziehl & Jones LLP as
legal adviser.  AlixPartners LLP serves as noticing claims and
balloting agent.  Imperial Capital LLC serves as the company's
investment banker and financial adviser.  The Debtors also tapped
former Massachusetts Governor William F. Weld, now with the law
firm McDermott Will & Emery, to represent the company in
government investigations and related litigation.  BDO Consulting,
a division of BDO USA, LLP, as financial advisor and BDO Capital
Advisors, LLC, serves as investment banker for the creditors'
panel.

Roberta A. DeAngelis, U.S. Trustee for Region 3, appointed seven
unsecured creditors to serve on the Official Committee of
Unsecured Creditors of Solyndra LLC.  The Committee has tapped
Blank Rome LLP as counsel.

Solyndra is at least the fourth solar company to seek court
protection from creditors since August 2011.  Other solar firms
are Evergreen Solar and start-up Spectrawatt Inc., both of which
filed in August, and Stirling Energy Systems Inc., which filed for
Chapter 7 bankruptcy late in September.

Solyndra did not receive acceptable offers to buy the business as
a going concern.  Solyndra was set to begin piecemeal auctions of
the assets on Feb. 22.

Solyndra has auctioned non-core assets and obtained $6.2 million.
Solyndra also took in $1.86 million from the sale of miscellaneous
equipment.

Solyndra LLC retained the exclusive right for filing a Chapter 11
plan until April 3.


SROKA FAMILY: Voluntary Chapter 11 Case Summary
-----------------------------------------------
Debtor: Sroka Family Trust Dated January 3, 2008
        91 Avenida La Pata
        San Clemente, CA 92673

Bankruptcy Case No.: 12-12717

Chapter 11 Petition Date: March 2, 2012

Court: United States Bankruptcy Court
       Central District of California (Santa Ana)

Judge: Theodor Albert

Debtor's Counsel: Stanley D. Bowman, Esq.
                  700 N Pacific Coast Hwy Ste 202A
                  Redondo Beach, CA 90277
                  Tel: (310) 937-4529
                  E-mail: sb@stanleybowman.com

Scheduled Assets: $100,001

Scheduled Liabilities: $2,650,000

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

The petition was signed by Gary J. Sroka, Trustee.


STRATEGIC LABOR: U.S. Trustee Wins Chapter 7 Conversion
-------------------------------------------------------
Bankruptcy Judge Melvin S. Hoffman granted the request of the U.S.
Trustee to convert the Chapter 11 case of Strategic Labor, Inc.,
to one under Chapter 7 of the Bankruptcy Code.

Judge Hoffman also ruled on the Internal Revenue Service's Motion
for Adequate Protection, Accounting, Disgorgement, and Payment of
the United States' Prepetition Tax Claim; Motion of Debtor In
Possession for Recovery Pursuant to 11 U.S.C. Sec. 506(c) of the
Reasonable and Necessary Costs and Expenses of Preserving and
Disposing of Property Securing the Secured Claim of the Internal
Revenue Service for its Benefit; and Amended Motion of Debtor In
Possession for Recovery Pursuant to 11 U.S.C. Sec. 506(c) of the
Reasonable and Necessary Costs and Expenses of Preserving and
Disposing of Property Securing the Secured Claim of the Internal
Revenue Service for its Benefit.

In his ruling, Judge Hoffman said the case "offers an object
lesson in how not to run a chapter 11 case."  Judge Hoffman said
none of the motions would have been necessary had Strategic Labor
and its counsel administered the case with more care and candor or
if the IRS had stepped in earlier to assert its rights.  The IRS
has offered a plausible although, with the benefit of hindsight,
not necessarily a superlative explanation for its apathy. The
conduct of the debtor and its counsel, on the other hand, defies
justification.

A copy of the Court's March 5, 2012 Memorandum of Decision is
available at http://is.gd/AwK9GFfrom Leagle.com.

Strategic Labor Inc., a company which developed, distributed and
supported automated workforce scheduling software, filed a
voluntary Chapter 11 petition (Bankr. D. Mass. Case No. 10-43245)
on June 28, 2010, with the intention of consummating a sale of its
assets.  The Gordon Law Firm LLP serves as the Debtor's counsel.
Strategic Labor scheduled total assets of $112,137.  Debts were
under $1 million.

On July 2, 2010, Infor Global Solutions (Michigan), Inc., a
reseller of Strategic Labor's software, entered into an asset
purchase agreement with Strategic Labor pursuant to which Infor
agreed to acquire substantially all the company's assets,
excluding cash, accounts receivable and "work-in-progress accounts
receivable," for a purchase price of $200,000.


SUPERMEDIA INC: Repays $59.6 Million of Term Loans
--------------------------------------------------
As previously announced, on Feb. 23, 2012, SuperMedia Inc.
commenced an offer to make prepayments of term loans at a rate of
48% to 53% of par, under the terms and conditions of the Company's
senior secured credit facility.  The offer expired at 5:00 p.m.,
New York City time, on Wednesday, Feb. 29, 2012.  The Company will
utilize $31,000,000 in cash to repay approximately $59,600,000 of
the term loans at a rate of 52% of par.  The Company expects to
settle the prepayments on or about March 2, 2012.

                       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.

The Company reported a net loss of $771 million in 2011 and a net
loss of $196 million in 2010.

The Company's balance sheet at Dec. 31, 2011, showed $1.63 billion
in total assets, $2.42 billion in total liabilities and a $788
million total stockholders' deficit.

                           *     *     *

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.


TIMOTHY BLIXSETH: Barton Cited in Dismissal of Suit v. Ex-Counsel
-----------------------------------------------------------------
District Judge Donald W. Molloy dismissed the lawsuit filed by
Timothy Blixseth against his former attorney for lack of subject
matter jurisdiction.

In the lawsuit, Mr. Blixseth alleges Steven Brown, Esq., and his
law firm engaged in various misconduct when he sat as chair of the
Unsecured Creditors Committee in Mr. Blixseth's bankruptcy
proceedings.  Mr. Blixseth claims that Mr. Brown's co-defendants
conspired with Mr. Brown and aided and abetted him.

Bankruptcy Law360 reported in June 2011 that Mr. Blixseth hit his
former counsel with a $375 million legal malpractice suit.

The defendants move to dismiss for lack of subject matter
jurisdiction and for failure to state a claim for which relief can
be granted.

Mr. Brown represented Mr. Blixseth in various pre-petition
matters, including a loan transaction with Credit Suisse and Mr.
Blixseth's divorce negotiations with his wife, Edra.  Mr. Blixseth
claims that, as Chair of the Committee, Mr. Brown took positions
that conflicted with the advice that he had previously given Mr.
Blixseth in these matters and that he used confidential client
information to Mr. Blixseth's detriment.

For example, Mr. Blixseth claims that Mr. Brown initially approved
the use of the Credit Suisse loan proceeds and the inclusion of a
release in the marital settlement agreement but then reneged on
those positions once he became Chair of the Committee.  He also
claims that one result of Mr. Brown's conduct was that CrossHarbor
Capital Partners -- which Mr. Blixseth claims aided and abetted
Mr. Brown -- was able to purchase the Yellowstone Club at a
substantially discounted cost because of the breach.

Mr. Blixseth names three other defendant attorneys and their law
firms: James Patten (Patten Peterman Bekkedahl & Green, PLLC), J.
Thomas Beckett (Parsons Behle & Latimer), and Thomas Hutchinson
(Bullivant, Houser, Bailey, P.C.).

However, Judge Molloy agreed with the attorney defendants that the
District Court does not have subject matter jurisdiction because
Mr. Blixseth did not first seek leave from the Bankruptcy Court,
under the Barton Doctrine, before filing the lawsuit.  The Barton
Doctrine is derived from the United States Supreme Court's
decision in Barton v. Barbour, 104 U.S. 126 (1881).  It requires a
party to "first obtain leave of the bankruptcy court before it
initiates an action in another forum against a bankruptcy trustee
or other officer appointed by the bankruptcy court for acts done
in the officer's official capacity."  Crown Vantage, Inc. v. Fort
James Corp., 421 F.3d 963, 970 (9th Cir. 2005) (discussing
Barton).  If the Bankruptcy Court has not granted leave, then
other courts do not have subject matter jurisdiction.

The case is, TIMOTHY L. BLIXSETH, Plaintiff, v. STEPHEN BROWN, an
individual; GARLINGTON, LOHN & ROBINSON, PLLP, a Montana
professional limited liability partnership; JAMES A. PATTEN, an
individual; PATTEN PETERMAN BEKKEDAHL & GREEN, PLLC, a Montana
professional limited liability company; J. THOMAS BECKETT, an
individual; PARSONS BEHLE & LATIMER, a Utah professional
corporation; THOMAS L. HUTCHINSON, an individual; BULLIVANT,
HOUSER, BAILEY, P.C., an Oregon professional corporation; SAMUEL
T. BYRNE, an individual; CROSSHARBOR CAPITAL PARTNERS LLC, a
Delaware limited liability company; and JOHN DOES 1-100,
Defendants, No. CV 11-85-M-DWM (D. Mont.).

A copy of Judge Molloy's March 5, 2012 Order is available at
http://is.gd/N3DXomfrom Leagle.com.

                     About Timothy Blixseth

Tax officials from California, Montana and Idaho on April 5, 2011
filed an involuntary-bankruptcy petition under Chapter 7 against
Timothy Blixseth in Las Vegas, Nevada (Bankr. D. Nev. Case No.
11-15010).  The three states that signed the petition against the
Yellowstone Club co-founder claim they are owed $2.3 million in
back taxes.  A copy of the petition is available for free at
http://bankrupt.com/misc/nvb11-15010.pdf

Mr. Blixseth and his former wife, Edra Blixseth, founded the
Yellowstone Club, near Big Sky, Montana, in 2000 as a ski resort
for millionaires looking for vacation homes.  Members paid
$205 million for 72 properties in 2005 alone.

Bloomberg News, citing a court ruling by U.S. Bankruptcy Judge
Ralph B. Kirscher, says the couple took cash for their personal
use from a $375 million loan arranged by Credit Suisse.  Finances
at the club deteriorated thereafter, and the club eventually went
bankrupt, Judge Kirscher found.  Mr. Blixseth was ordered to pay
$40 million to the club's creditors under a September ruling by
Judge Kirscher.  Mr. Blixseth said he's appealing that judgment.

                     About Edra D. Blixseth

Edra D. Blixseth owns the Porcupine Creek Golf Club in Rancho
Mirage and the Yellowstone Club in Montana.  Ms. Blixseth filed
for Chapter 11 bankruptcy protection on March 26, 2009 (Bankr. D.
Mont. Case No. 09-60452).  Gary S. Deschenes, Esq., at Deschenes &
Sullivan Law Offices assists Ms. Blixseth in her restructuring
efforts.  The Debtor estimated $100 million to $500 million in
assets and $500 million to $1 billion in debts.  The Debtor's case
was converted from a Chapter 11 to a Chapter 7 by Court order
entered May 29, 2009.

                    About Yellowstone Mountain

Located near Big Sky, Montana, Yellowstone Mountain Club LLC --
http://www.theyellowstoneclub.com/-- is a private golf and ski
community with more than 350 members, including Bill Gates and Dan
Quayle.  The Company was founded in 1999.

Yellowstone Club and its affiliates filed for Chapter 11
bankruptcy on Nov. 10, 2008 (Bankr. D. Mont. Case No. 08-61570).
The Company's owner affiliate, Edra D. Blixseth, filed for
Chapter 11 protection on March 27, 2009 (Case No. 09-60452).

In June 2009, the Bankruptcy Court entered an order confirming
Yellowstone's Chapter 11 Plan.  Pursuant to the Plan, CrossHarbor
Capital Partners, LLC, acquired equity ownership in the
reorganized Club for $115 million.

Attorneys at Bullivant Houser Bailey PC and Bekkedahl & Green
PLLC represented Yellowstone.  The club hired FTI Consulting Inc.
and Ronald Greenspan as CRO.  The official committee of unsecured
creditors were represented by Parsons, Behle and Latimer, as
counsel, and James H. Cossitt, Esq., at local counsel.  Credit
Suisse, the prepetition first lien lender, was represented by
Skadden, Arps, Slate, Meagher & Flom.


TMG CANTON: Bankruptcy Triggers Guaranty Obligation
---------------------------------------------------
District Judge Patrick J. Duggan granted a motion for partial
summary judgment filed by 8375 Honeytree Boulevard Holdings, LLC,
in the lawsuit, 8375 HONEYTREE BOULEVARD HOLDINGS, LLC, a Maryland
limited liability company, Plaintiff, v. JEFFREY S. STARMAN,
FRANCIS CLARK, and ROGER THORNBURG, Defendants; ROGER THORNBURG,
Defendant/Third-Party Plaintiff, v. MADISON EQUITIES I, LLC, a
Michigan limited liability company, Third-Party Defendant, Case
No. 11-12431 (E.D. Mich.).

The Plaintiff filed the action on June 6, 2011, seeking to recover
on a guaranty agreement executed by Jeffrey Starman, Francis
Clark, and Roger Thornburg.  TMG Canton Crossing LLC, which owned
an apartment complex located in Canton, Michigan, obtained on
Feb. 14, 2007, a commercial mortgage loan of $29,280,000 from
Countrywide Commercial Real Estate Finance, Inc.  Mr. Starman, as
the agent of the Borrower, executed a number of documents that
day, including: (1) a Loan Agreement; (2) a Promissory Note; and
(3) a mortgage on the property.  The Guarantors, who are
individuals holding indirect ownership interests in the Borrower,
executed a Guaranty of Recourse Obligations.  The loan was
assigned to the Plaintiff.

The Borrower has not made payments on the loan since July 8, 2010.
In October 2010, the Plaintiff's predecessor-in-interest sent
written notice of the default to the Borrower and the Guarantors,
accelerated the loan's maturity, and demanded payment of all
amounts owed under the loan.  The Plaintiff and the Borrower
entered into negotiations regarding the Borrower's obligations,
but these negotiations were apparently unsuccessful.  The
Plaintiff commenced foreclosure proceedings, and a foreclosure
sale was scheduled for Jan. 13, 2011.

The Plaintiff subsequently discovered 10 construction liens that
had been filed against the property.  One of the lien claimants
had filed an action to foreclose on its lien, and the Plaintiff
intervened in this suit to protect its interest.  The sale was
adjourned on a week-to-week basis to allow for resolution of the
issues, and was eventually scheduled for May 19, 2011.

Two days before the scheduled foreclosure sale, a petition for
bankruptcy protection under Chapter 11 of the United States
Bankruptcy Code was filed on the Borrower's behalf.

The Plaintiff argues that the Borrower's voluntary bankruptcy
filing constituted a "Full Recourse Event," triggering the
Guarantors' liability for the full amount of the loan.  The
Guarantors contend that because the petition was subsequently
determined to have been unauthorized, the bankruptcy is void ab
initio, and thus, no "Full Recourse Event" occurred.

TMG's case was dismissed on Dec. 1, 2011.  On Dec. 8, the property
was sold at a sheriff's sale, and the Plaintiff was the successful
bidder in the amount of $20 million.  The Guarantors argue that
the Plaintiff is entitled to only one recovery on the loan, and
thus, the Plaintiff's recovery on the Guaranty should be reduced
by $20 million.

In its ruling, the Court concluded that the foreclosure sale
satisfied in part the debt owed, reducing the amount of the
Guaranteed Obligations.  The Plaintiff's recovery under the
Guaranty must therefore be reduced by the foreclosure sale price.
The Court said one or more "Full Recourse Events" have occurred as
defined in the Guaranty.  Thus, the Guarantors are obligated to
make payment of the deficiency under the Guaranty.

A copy of the Court's March 2, 2012 Opinion and Order is available
at http://is.gd/J8U1DKfrom Leagle.com.

8375 Honeytree Boulevard Holdings, LLC is represented
by James L. Allen, Esq., and Eric C. Bartley, Esq. --
allenj@millercanfield.com and bartley@millercanfield.com -- at
Miller Canfield.

Defendants Jeffrey S. Starman and Francis Clark are represented by
Kevin S. Toll, Esq., and Sheri B. Cataldo, Esq., at Sullivan,
Ward, Asher & Patton, P.C.  Madison Equities I, LLC, as Third
Party Defendant, is also represented by Sullivan Ward.

Defendant Roger Thornburg is represented by Anthony J. Kochis,
Esq., and Scott A. Wolfson, Esq. -- swolfson@wolfsonbolton.com --
at Wolfson Bolton PLLC.

                         About TMG Canton

TMG Canton Crossing LLC owns a 744-unit residential apartment
complex in Canton, Michigan.  TMG Canton filed a Chapter 11
petition (Bankr. E.D. Mich. Case No. 11-54145), on May 17, 2011.
Judge Walter Shapero presides over the case.  Debra Beth Pevos,
Esq., at Sullivan, Ward, Asher & Patton, P.C., served as the
Debtor's counsel.  The Debtor estimated assets and debts of $10
million to $50 million.  Court filings say the project is worth
$17.5 million.  Lender Wells Fargo Bank NA has a $29.3 million
mortgage.  The petition was signed by Jeffrey Starman, president
of TMG Canton Manager, Inc., managing member.


TOUSA INC: Creditors Partially Settle for $19.5 Million
-------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Monarch Alternative Capital LP agreed to a settlement
where it will pay a minimum of $19.5 million to resolve claims
brought by creditors of homebuilder Tousa Inc.  If the Tousa
creditors eventually win more than $45 million from the non-
settling defendants, Monarch will be liable to pay as much as an
additional $13 million under a proposed settlement filed last week
with the U.S. Bankruptcy Court in Fort Lauderdale, Florida.

According to the report, the settlement involves a lawsuit where
Monarch and other so-called senior Transeastern lenders won a
victory in February 2011 when the district court reversed the
bankruptcy judge and voided a fraudulent transfer judgment.
Monarch, which now has 43% of the loans that were the target of
the suit, had a liability to pay $175 million if its dismissal is
overturned by the U.S. Circuit Court of Appeals in Atlanta,
according to court papers.  The appeal is set for
argument on March 21.

The bankruptcy judge had required the lenders to post bonds as a
condition to appealing. When he reversed the bankruptcy court, the
district judge required the lenders to keep their bonds in place
while the appeal went to the circuit court.  The suit involved
allegations by the committee regarding a $500 million secured loan
made six months before bankruptcy.  The loan was taken out so
Tousa could bail out and refinance a joint venture in a
homebuilder named Transeastern Properties Inc.

The appellate ruling is 3V Capital Master Fund Ltd. v.
Official Creditors' Committee of Tousa Inc. (In re Tousa Inc.),
10-60017, S.D. Fla. (Miami).

                         About Tousa Inc.

Headquartered in Hollywood, Florida, TOUSA, Inc. (Pink Sheets:
TOUS) -- http://www.tousa.com/-- fka Technical Olympic U.S.A.
Inc., dba Technical U.S.A., Inc., Engle Homes, Newmark Homes L.P.,
TOUSA Homes Inc. and Newmark Homes Corp. is a leading homebuilder
in the United States, operating in various metropolitan markets in
10 states located in four major geographic regions: Florida, the
Mid-Atlantic, Texas, and the West.

The Debtor and its debtor-affiliates filed for separate
Chapter 11 protection on Jan. 29, 2008 (Bankr. S.D. Fla. Case
No. 08-10928).  Richard M. Cieri, Esq., M. Natasha Labovitz,
Esq., and Joshua A. Sussberg, Esq., at Kirkland & Ellis LLP, in
New York, N.Y.; and Paul S. Singerman, Esq., at Berger Singerman,
in Miami, Fla., represent the Debtors in their restructuring
efforts.  Lazard Freres & Co. LLC is the Debtors' investment
banker.  Ernst & Young LLP is the Debtors' independent auditor and
tax services provider.  Kurtzman Carson Consultants LLC acts as
the Debtors' Notice, Claims & Balloting Agent.

TOUSA's direct subsidiary, Beacon Hill at Mountain's Edge LLC dba
Eagle Homes, filed for Chapter 11 Protection on July 30, 2008
(Bankr. S.D. Fla. Case No. 08-20746).  It estimated assets and
debts of $1 million to $10 million in its Chapter 11 petition.

The official committee of unsecured creditors has filed a proposed
chapter 11 liquidating plan for Tousa.  However, the committee
said that it no longer intends to pursue approval of its
liquidation plan because of the pending appeal of its fraudulent
transfer case in the U.S. Court of Appeals for the Eleventh
Circuit.  A district court in February 2011 held that the
bankruptcy judge was wrong in ruling that lenders who were paid
off received fraudulent transfers when Tousa gave liens on
subsidiaries' properties to bail out and refinance a joint
venture.  Daniel H. Golden, Esq., and Philip C. Dublin, Esq., at
Akin Gump Strauss Hauer & Feld LLP, in New York, N.Y., represent
the creditors committee.

Tousa's reorganization plan is on hold either temporarily or
permanently pending appeal to the Court of Appeals from a ruling
by a U.S. district judge in February reversing the bankruptcy
judge.  The district court held that the bankruptcy judge was
wrong in ruling that other lenders who were paid off before
bankruptcy received fraudulent transfers when Tousa gave liens on
subsidiaries' properties to bail out and refinance a joint
venture.  The Tousa committee filed a Chapter 11 plan in July 2010
based on an assumption it would win the appeal.


TRANSPORTADORA DE GAS: Fitch to Rate $750 Million Debt at 'BB+'
---------------------------------------------------------------
Fitch Ratings expects to assign a 'BB+' rating to Transportadora
de Gas Internacional S.A. E.S.P.'s (TGI) proposed USD750 million
debt issuance due 2022.  The company expects to use the proceeds
from the issuance to refinance USD750 million of senior unsecured
notes due 2017.

TGI's ratings reflect the company's improved cash flow generation
due to recent investments and the company's linkage with its
primary shareholder, Empresa de Energia de Bogota S.A. ESP. (EEB,
Fitch IDR 'BB+'), which supports the company through an
intercompany loan.  TGI's ratings also reflect the company's low
business risk, solid contracted position and improving credit
metrics.  Going forward, TGI's credit quality could benefit from
the commencement of operations of its ongoing expansion projects,
a positive ruling on the company's tariff review appeal as well as
an improvement of EEB's credit profile.

TGI's ratings reflect the company's low business risk profile,
which stems from its stable and predictable cash flow generation,
as well as its strong competitive position.  TGI has favorable
long-term take-or-pay contracts with approximately 80% of revenues
coming from regulated fixed tariffs.  This fixed capacity payments
from a diversified portfolio of off-takers add to cash flow
stability.  The company has low exposure to volume risk as only
20% of revenue is linked to volume throughput.  TGI's pipeline
location and the importance of its service area, where 70% of the
Colombian population resides, represent great growth potential and
help support the company's credit profile and credit rating.

TGI's leverage level is moderate with debt to EBITDA of
approximately 3.3 times (x) in dollar terms as of Dec. 31, 2011.
Including a USD370 million deeply subordinated intercompany loan
from EEB, leverage would be approximately 4.7x in dollar terms.
Going forward, TGI's leverage might decline as a result of the
incremental cash flow coming from additional investments and new
assets, and could range between 3.0x and 3.5X. As of Dec. 31,
2011, the company reported an EBITDA of approximately USD257
million, up from USD223 million in 2010, and total senior debt of
approximately USD839 million.

TGI benefits from its parent company's explicit and implicit
support. EEB owns 68.1% of TGI, and, in turn, the District Capital
of Bogota (Bogota DC; foreign currency IDR 'BBB-') owns 76.3% of
EEB. TGI's ratings also incorporate its exposure to regulatory
risk, as the bulk of its revenue comes from contract tariffs,
which are set by the regulator. TGI's revenue is determined by the
maximum allowable income set by the regulator every five years and
adjusted by inflation every year.

Liquidity is strong with no debt coming due before 2017.  As of
Dec. 31, 2011, TGI's cash and marketable securities were USD177
million.  Capital expenditures are expected to be high over the
next few years, limiting debt reductions over the medium term.
TGI is not expected to pay dividends in the short term; however,
this policy may change in the future. TGI's regulated revenues are
partially indexed to the U.S. dollar (approximately 60% of revenue
are indexed to USD), which mitigates the risk from currency
fluctuations as USD denominated revenues satisfactorily cover
interest expenses.  Furthermore, the company has swapped USD200
million of USD denominated debt (principal) into peso.


TUBE CITY: S&P Affirms 'BB-' Corp. Credit Rating; Outlook Stable
----------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'B+' issue-level
rating (one notch below the corporate credit rating) and '5'
recovery rating to U.S.-based steel mill services provider Tube
City IMS Corp.'s proposed $300 million senior secured term loan
due 2019. "The '5' recovery rating indicates our expectation of
modest (10% to 30%) recovery in the event of a payment default,"
S&P said.

"At the same time, we affirmed our 'BB-' corporate credit rating
on Tube City. The outlook is stable," S&P said.

"Proceeds from the proposed term loan will be used to refinance
existing debt. The ratings on the company's existing term loan and
senior subordinated notes will be withdrawn once the proposed
transaction is completed," S&P said

"The affirmation reflects Tube City's operating performance, which
continues to improve in line with our expectations," said Standard
& Poor's credit analyst Maurice Austin. "We assume this
improvement can be sustained in 2012 due to better steel industry
operating fundamentals, higher capacity utilization rates, and the
procurement of new international mill services contracts."

"The rating on Tube City reflects our assessment of the company's
financial risk as 'significant'. Our rating incorporates our
expectation that the current operating environment in the steel
industry is likely to continue to gradually improve in the next
two years, with capacity utilization rates above 75% and
incremental growth in production volumes," S&P said.

"The stable rating outlook reflects our expectation that Tube City
will sustain its financial profile and liquidity position at a
level we consider commensurate with the 'BB-' rating, given our
expectation of a slow economic recovery and steady improvement in
the steel industry. The rating and outlook incorporate our
expectation that steel capacity utilization will stay above 75% in
2012. As a result, we expect the company to maintain positive
revenue and cash flow growth, and maintain adequate revolver
availability. We expect 2012 EBITDA to be higher than $140
million, resulting in adjusted debt to EBITDA of about 2.5x and
adjusted FFO to debt above 30%," S&P said.

"We might take a negative rating action if steel industry
conditions deteriorate significantly due to weaker-than-
anticipated economy recovery, leading to a sharp decline in steel
production volumes. This would likely result in Tube City's
financial profile deteriorating from current and expected levels,
with adjusted debt to EBITDA weakening above 4x and FFO to debt
below 20%. If steel utilization rates are significantly lower than
our expectation of 75%," S&P said.

"A positive rating action seems less likely in the coming
quarters, given Tube City's weak business profile arising from a
lack of scope and scale. However, we could consider an upgrade if
Tube City strengthens its business risk through boosting its size
and geographic diversity and reducing its cash flow sensitivity to
steel production volumes," S&P said.


UNITED SURGICAL: S&P Affirms 'B' Corporate Credit Rating
-------------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'B' corporate
credit rating on Addison, Texas-based United Surgical Partners
International Inc. "We also affirmed our 'B' issue-level rating
and '3' recovery rating on the company's existing senior secured
term loan due 2014. We expect the maturity date for a large
portion of this term loan will be extended to 2017," S&P said.

"In addition, we assigned our 'B' issue-level rating to the
company's proposed $455 million proposed senior secured credit
facility, consisting of a $125 million revolver due 2017 and $330
million term loan due 2019. The recovery rating of '3' indicates
our expectation for meaningful (50% to 70%) recovery for lenders
in the event of payment default," S&P said.

"The ratings on United Surgical Partners reflect what we consider
to be its 'highly leveraged' financial risk profile and 'weak'
business risk profile. This recapitalization will return
approximately $270 million of cash to its shareholders. We see the
transaction adding $150 million of adjusted debt, and adjusted
debt leverage increasing minimally. While reported debt will
increase $330 million, adjusted debt will increase by
approximately $150 million because there will be around a $180
million reduction in preferred stock (which we already consider
debt). The reduction in preferred stock includes $100 million in
the spin-off of the U.K. facilities to shareholders. We expect
adjusted debt leverage to increase minimally and remain below 9x.
We believe the annual cash interest expense will increase to about
$87 million from $65 million," S&P said.

"Our stable rating outlook on United Surgical reflects our belief
that the company's highly leveraged financial risk profile will
endure under its financial sponsor, limiting the likelihood of a
higher rating over the next two years," S&P said.

"Despite our expectation for mid-single-digit revenue and EBITDA
growth over the next few years, we believe the company will use
much of the free operating cash flow for acquisitions or to
provide cash returns to investors, rather than significant debt
reduction," said Standard & Poor's credit analyst Rivka
Gertzulin.


VANILLA WOODWARD: Voluntary Chapter 11 Case Summary
---------------------------------------------------
Debtor: Vanilla Woodward, LLC
        55 E. Long Lake
        Troy, MI 48085

Bankruptcy Case No.: 12-44862

Chapter 11 Petition Date: February 29, 2012

Court: United States Bankruptcy Court
       Eastern District of Michigan (Detroit)

Judge: Marci B. McIvor

Debtor's Counsel: Morris B. Lefkowitz, Esq.
                  LAW OFFICE OF MORRIS B. LEFKOWITZ
                  24100 Southfield Rd., Suite 203
                  Southfield, MI 48075
                  Tel: (248) 559-0180
                  E-mail: morris.lefkowitz@yahoo.com

Scheduled Assets: $1,100,000

Scheduled Liabilities: $1,147,654

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

The petition was signed by Hanna Karcho, managing member.


VERENIUM CORP: To Repurchase 2027 Notes; Reveals Buyout Offer
-------------------------------------------------------------
Biotech firm Verenium Corporation notified holders of the
Company's $34,851,000 outstanding principal amount of its 5.5%
Convertible Senior Notes due 2027 that it will repurchase at each
holder's option on April 2, 2012, all or a portion of the holder's
notes at a price equal to $1,000 per $1,000 principal amount
tendered, plus any accrued and unpaid interest to, but not
including, April 2, 2012.  The Company's repurchase of the notes
upon the exercise by any holder of the put option is subject to a
financing condition and the Company having sufficient cash
resources prior to 11:00 a.m. New York City time on April 2, 2012
to repurchase the notes.

The Company also said Monday it has received non-binding proposals
from more than one prospective purchaser to acquire 100% of the
stock of the Company, and is actively evaluating options for a
potential sale of the Company.  There can be no assurance that the
Company will be able to negotiate and enter into definitive
agreements related to a sale of the Company.

The Company is considering two primary alternatives that would
enable the Company to satisfy the financing condition and have
sufficient cash resources to repurchase the notes upon any
exercise by all holders of the put option.  The Company is
exploring issuing new equity-linked or equity securities as a
potential means to satisfy the financing condition and have
sufficient cash resources to repurchase the notes upon any
exercise by all holders of the put option.  There can be no
assurance that the Company will be able to obtain any sources of
financing

Noteholders' opportunity to exercise the put option commenced
March 5, 2012, and will terminate at 5:00 p.m. New York City time,
on March 30, 2012.  Holders may withdraw any previously delivered
repurchase notice pursuant to the terms of the put option at any
time prior to 5:00 p.m. New York City time, on March 30, 2012.

Verenium said in regulatory filings with the Securities and
Exchange Commission that the holders of its 2007 Notes have the
right to require the Company to purchase the 2007 Notes for cash
(including any accrued and unpaid interest) on April 1, 2012.
Verenium expects the noteholders to exercise this right, and based
on current cash resources and 2012 operating plan, Verenium said
its existing cash resources will not be sufficient to meet the
cash requirements to fund planned operating expenses, capital
expenditures and working capital requirements without additional
sources of cash.

"If we are unable to fund the repurchase of the 2007 Notes when
required or otherwise raise additional capital, we will need to
defer, reduce or eliminate significant planned expenditures,
restructure or significantly curtail our operations, sell some or
all our assets, file for bankruptcy or cease operations," Verenium
warned.  "To the extent we restructure rather than repurchase all
or any portion of the 2007 Notes, we may issue common shares or
other convertible debt for the 2007 Notes that are restructured,
which would result in substantial dilution to our equityholders."

On Monday, Verenium unveiled financial results for the year ended
Dec. 31, 2011.  Verenium reported net income of $5,127,000, a
turnabout after strings of losses the past four years.  Verenium
posted net losses from 2007 to 2010: $5,350,000 net loss in 2010;
$56,240,000 net loss in 2009; $188,990,000 net loss in 2008; and
$107,585,000 net loss in 2007.  Total revenues increased to
$61,267,000 in 2011 from $52,073,000 in 2010; $48,819,000 in 2009;
$56,845,000 in 2008; and $42,162,000 in 2007.

Ernst & Young LLP in San Diego, California, the Company's outside
auditor, said in a March 5, 2012 audit report filed together with
the financial results, noted that the Company's recurring
operating losses, working capital deficit of $600,000 and
accumulated deficit of $600.8 million at Dec. 31, 2011, raise
substantial doubt about the Company's ability to continue as a
going concern.

As of Dec. 31, 2011, Verenium had $65.3 million in total assets
and $55.4 million in total liabilities.

A copy of Verenium's Form 10-K Report filed with the Securities
and Exchange Commission is available at http://is.gd/YmD2I7

                   About Verenium Corporation

Cambridge, Mass.-based Verenium Corporation (NASDAQ: VRNM) --
http://www.verenium.com/-- is a pioneer in the development and
commercialization of high-performance enzymes for use in
industrial processes.  Verenium currently sells enzymes developed
using its R&D capabilities to industrial customers globally for
use in markets including biofuels, animal health and oil seed
processing.


WILLIAMS COMPANY: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: The Williams Company
        1801 Tower Industrial Drive
        Monroe, NC 28110

Bankruptcy Case No.: 12-30522

Chapter 11 Petition Date: March 2, 2012

Court: United States Bankruptcy Court
       Western District of North Carolina (Charlotte)

Judge: J. Craig Whitley

Debtor's Counsel: James H. Henderson, Esq.
                  JAMES H. HENDERSON, P.C.
                  1201 Harding Place
                  Charlotte, NC 28204-2248
                  Tel: (704) 333-3444
                  Fax: (704) 333-5003
                  E-mail: henderson@title11.com

Estimated Assets: $0 to $50,000

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/ncwb12-30522.pdf

The petition was signed by Gregory F. Williams, president.


WARRIOR CREEK: Case Summary & 9 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: Warrior Creek Plantation, LLC
        1525 West Hillsborough Avenue
        Tampa, FL 33603

Bankruptcy Case No.: 12-70319

Chapter 11 Petition Date: March 5, 2012

Court: U.S. Bankruptcy Court
       Middle District of Georgia (Valdosta)

Debtor's Counsel: Leon Strickland Jones, Esq.
                  JONES & WALDEN, LLC
                  21 Eighth Street, N.E.
                  Atlanta, GA 30309
                  Tel: (404) 564-9300
                  Fax: (404) 564-9301
                  E-mail: ljones@joneswalden.com

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

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

The Company's list of its nine largest unsecured creditors filed
with the petition is available for free at:
http://bankrupt.com/misc/gamb12-70319.pdf

The petition was signed by Artzibushev Holdings, Inc, manager and
sole member.


WAVE2WAVE COMMS: Verizon's $3.2 Million Demand Cues Bankruptcy
--------------------------------------------------------------
Hugh R. Morley at NorthJersey.com relates that Wave2Wave
Communications said it was forced into bankruptcy in large part
by the demand for a $3.2 million debt payment by Verizon
Communications.

The report, citing court documents, says Wave2Wave lost
$17 million in 2011 on revenue of $57 million, and was hurt by
rulings from the Federal Communications Commission and New
Jersey's Board of Public Utilities that reduced the amount the
company could charge customers -- shrinking its revenue.

According to the report, the company reported current and long-
term debt of $36 million.  The payment to Verizon was the result
of a settlement in September of years of litigation over how much
a Wave2Wave subsidiary, RNK Inc., owed Verizon for telecom
services, court papers show.

The report notes, four months after the settlement, Wave2Wave was
unable to make its scheduled $3.2 million payment.  The company
filed for bankruptcy when Verizon threatened to stop providing
telecom services.

The report adds that Wave2Wave bankruptcy filing says its revenue
suffered when the BPU ordered local carriers, such as RNK, to
reduce the amount they charge long-distance carriers that use
their local services.

Based in Hackensack, New Jersey, Wave2Wave Communications, Inc.,
filed for Chapter 11 protection on Feb. 17, 2012 (Bankr. D. N.J.
Case No. 12-13896).  Judge Donald H. Steckroth presides over the
case.  Michael D. Sirota, Esq., at Cole, Schotz, Meisel, Forman &
Leonard, P.A., represents the Debtor.  The Debtor estimated both
assets and debts of between $50 million and $100 million.


WYNN RESORTS: S&P Assigns Rating to First Mortgage Notes
--------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'BBB-' issue-level
rating to Las Vegas-based casino operator Wynn Resorts Ltd.'s
proposed $900 million first mortgage notes due 2022. "In addition,
we assigned the notes our recovery rating of '2', indicating our
expectation for substantial (70% to 90%) recovery for noteholders
in the event of a payment default. The notes will be co-issued by
subsidiaries Wynn Las Vegas LLC (WLV) and Wynn Las Vegas Capital
Corp. The company plans to use proceeds from the notes offering to
repay all outstanding loans under WLV's existing term loan
facilities, with remaining proceeds for general corporate
purposes. In addition, in conjunction with the offering, WLV
will terminate all commitments under its existing revolver due
2013 and reduce commitments under its existing revolver due 2015
to $100 million," S&P said.

"Our 'BB+' corporate credit rating on Wynn reflects our assessment
of the company's business risk profile as 'satisfactory' and its
financial risk profile as 'significant', according to our rating
criteria. Our assessment of Wynn's business risk profile as
satisfactory reflects the company's leading presence in two of the
largest global gaming markets, high-quality assets and well-known
brand, and an experienced management team. These business
strengths are somewhat offset by the gaming industry's
vulnerability to economic cycles given its discretionary nature,
the high levels of competition in the Las Vegas and Macau gaming
markets, and management's relatively aggressive expansion
strategy, which includes substantial expected debt-financed
development spending in Cotai over the next several years. Our
assessment of Wynn's financial risk profile as significant takes
into account the company's large debt burden and track record of
returning substantial capital to shareholders. Still,
notwithstanding these factors, we expect Wynn's strong liquidity
position to allow the company to pursue and finance developments
in a manner that preserves credit quality in line with the current
rating. Pro forma for the recent issuance of a $1.9 billion
promissory note, as of Dec. 31, 2011, Wynn's operating lease-
adjusted leverage was approximately 3.3x and EBITDA coverage of
interest was nearly 6x. Leverage will increase modestly following
the proposed new notes issuance," S&P said.

"We recently revised our rating outlook on Wynn to stable from
positive reflecting our view that the $1.9 billion promissory note
issued to fund the redemption of a previous board member's common
shares reduces the likelihood that Wynn will have the flexibility
to maintain a financial risk profile supportive of a higher rating
over the intermediate term, incorporating our performance
expectations and assumptions regarding future development spending
and shareholder distributions. In addition, the revision to stable
from positive reflected the likelihood of further litigation and
potential governance disruption related to this issue, as well as
the risk that the valuation of the redeemed shares will be
contested, resulting in a potentially higher payout. The
affirmation of our 'BB+' corporate credit rating reflected
our expectation that Wynn will maintain credit measures
comfortably in line with the rating, including leverage generally
at or below 4x, and maintain some flexibility to pursue
development opportunities beyond Cotai over the longer term.
Additionally, and importantly, our affirmation also assumes that
this issue will not impact Wynn's gaming license in Nevada or its
concession in Macau," S&P said.

Ratings List
Wynn Resorts Ltd.
Wynn Las Vegas LLC
Corporate credit rating         BB+/Stable/--

Ratings Assigned
Wynn Las Vegas LLC
Wynn Las Vegas Capital Corp.
Senior secured
  $900 mil. notes due 2022      BBB-
    Recovery rating             2



* Fifth Circuit Avoids Magistrate Ruling Following Stern
--------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that a three-judge panel from the U.S. Court of Appeals in
New Orleans declined to rule on the question of whether the Stern
v. Marshall opinion in June from the U.S. Supreme Court means that
federal magistrate judges lack constitutional authority to make
final judgments even with consent from the parties.

The case, Technical Automation Services Corp. v. Liberty Surplus
Insurance Corp., 10-20640, U.S. Court of Appeals for the Fifth
Circuit (New Orleans), involved a civil lawsuit where both sides
gave consent under a federal law allowing magistrate judges to
issue final rulings.

In a 17-page opinion on March 5 by Circuit Judge E. Grady
Jolly, the appeals court ruled on technical grounds that it
remains bound by its own prior decision on the subject.  Judge
Jolly said that the Stern decision "can be translated to the many
similarities of the statutory power of federal magistrate judges."
Nonetheless, Judge Jolly said that the court's precedents don't
allow a three-judge panel to overrule a prior decision in the
circuit unless a Supreme Court case "unequivocally" overrules the
previous ruling.


* Debt Not Discharged for Co-Conspirator in Fraud
-------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that the U.S. Court of Appeals in Atlanta ruled Feb. 22
that a co-conspirator in a fraudulent transfer was saddled with a
non-dischargeable debt for the value of the property she assisted
in transferring.  The 13-page unsigned opinion from the 11th
Circuit in Atlanta upheld the district court and ruled that the
debt wasn't dischargeable as a matter of law under Section
523(a)(6) of the Bankruptcy Code.  The case is Maxfield v.
Jennings (In re Jennings), 11-11422, U.S. 11th Circuit Court of
Appeals (Atlanta).


* Cancer Diagnosis Claim After Bankruptcy Not Estate Asset
----------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that according to a Feb. 15 opinion by U.S.
District Judge Tom S. Lee in Jackson, Mississippi, a bankrupt
individual diagnosed with cancer was entitled to pursue a claim
against a drug manufacturer even though the diagnosis fell between
confirmation of a Chapter 13 plan and the debtor's discharge.
The case is Byrd v. Wyeth Inc., 03-104, U.S. District Court,
Southern District Mississippi (Jackson).


* Recent Small-Dollar & Individual Chapter 11 Filings
-----------------------------------------------------

In Re Thomas Hatten
   Bankr. D. Ariz. Case No. 12-02823
      Chapter 11 Petition filed February 16, 2012

In Re Fadlallah Kairouz
   Bankr. C.D. Calif. Case No. 12-10658
      Chapter 11 Petition filed February 16, 2012

In Re Lee Caplin
   Bankr. C.D. Calif. Case No. 12-15477
      Chapter 11 Petition filed February 16, 2012

In Re Lee Gale
   Bankr. C.D. Calif. Case No. 12-11960
      Chapter 11 Petition filed February 16, 2012

In Re Eagle Ironworks, LLC
   Bankr. M.D. Fla. Case No. 12-00918
      Chapter 11 Petition filed February 16, 2012
         See http://bankrupt.com/misc/flmb12-00918.pdf
         represented by: Leon M. Boyajan, II, Esq.
                         Leon M. Boyajan II P.A.
                         E-mail:  lboyaja1@tampabay.rr.com

In Re Donald Totten
   Bankr. D. Hawaii Case No. 12-00332
      Chapter 11 Petition filed February 16, 2012

In Re Hearthstone Lawn Services, LLC
        aka Hearthstone Lawn Services
        aka Hearthstone Lawn
        aka Hearthstone
   Bankr. D. Md. Case No. 12-12592
      Chapter 11 Petition filed February 16, 2012
         See http://bankrupt.com/misc/mdb12-12592p.pdf
         See http://bankrupt.com/misc/mdb12-12592c.pdf
         represented by: William F Hickey, III, Esq.
                         Law Office of William F. Hickey, LLC
                         E-mail: wfhickey@hickey-law.com

In Re I-110 Military Plaza, LLC
   Bankr. S.D. Miss. Case No. 12-50304
      Chapter 11 Petition filed February 16, 2012
         filed pro se
         See http://bankrupt.com/misc/mssb12-50304.pdf

In Re I-110 Military Plaza II, LLC
   Bankr. S.D. Miss. Case No. 12-50305
      Chapter 11 Petition filed February 16, 2012
         filed pro se
         See http://bankrupt.com/misc/mssb12-50305.pdf

In Re Albuquerque Personal Care Services, LLC
   Bankr. D. N.M. Case No. 12-10555
      Chapter 11 Petition filed February 16, 2012
         See http://bankrupt.com/misc/nmb12-10555p.pdf
         See http://bankrupt.com/misc/nmb12-10555c.pdf
         represented by: Arin Elizabeth Berkson, Esq.
                         Moore, Berkson & Gandarilla, P.C.
                         E-mail: mbglaw@swcp.com

In Re David Pettingill
   Bankr. D. N.M. Case No. 12-10549
      Chapter 11 Petition filed February 16, 2012

In Re E Windsor, LLC
   Bankr. D. N.J. Case No. 12-13847
      Chapter 11 Petition filed February 16, 2012
         See http://bankrupt.com/misc/nmb12-10555p.pdf
         See http://bankrupt.com/misc/nmb12-10555c.pdf
         represented by: Gary N. Marks, Esq.
                         M Norris, McLaughlin & Marcus
                         E-mail: gnmarks@nmmlaw.com

In Re Duane Wiford
   Bankr. N.D. Ohio Case No. 12-40296
      Chapter 11 Petition filed February 16, 2012

In Oliver Thames
   Bankr. D. S.C. Case No. 12-00954
      Chapter 11 Petition filed February 16, 2012

In Steven Hall
   Bankr. M.D. Tenn. Case No. 12-01456
      Chapter 11 Petition filed February 16, 2012

In Re Pizarro, Inc.
   Bankr. S.D. Texas Case No. 12-31257
      Chapter 11 Petition filed February 16, 2012
         filed pro se
         See http://bankrupt.com/misc/txsb12-31257.pdf

In Re Universal Collision Center, LLC
   Bankr. E.D. Va. Case No. 12-11011
      Chapter 11 Petition filed February 16, 2012
         See http://bankrupt.com/misc/vaeb12-11011.pdf
         represented by: Gregory H. Counts, Esq.
                         Tyler, Bartl, Ramsdell & Counts, PLC
                         E-mail: gcounts@tbrclaw.com


In Re Legacy Schools
   Bankr. D. Ariz. Case No. 12-02948
      Chapter 11 Petition filed February 16, 2012
         See http://bankrupt.com/misc/azb12-02948.pdf
         represented by: William R. Richardson, Esq.
                         Richardson & Richardson, P.C.
                         E-mail: wrichlaw@aol.com

In Cecily Maniaci
   Bankr. D. Ariz. Case No. 12-02926
      Chapter 11 Petition filed February 17, 2012

In Blanca Cardenas
   Bankr. C.D. Calif. Case No. 12-11540
      Chapter 11 Petition filed February 17, 2012

In Kyle Driver
   Bankr. C.D. Calif. Case No. 12-12047
      Chapter 11 Petition filed February 17, 2012

In William Peddell
   Bankr. C.D. Calif. Case No. 12-11550
      Chapter 11 Petition filed February 17, 2012

In Bernard Rosa
   Bankr. N.D. Calif. Case No. 12-10459
      Chapter 11 Petition filed February 17, 2012

In Amrik Johal
   Bankr. N.D. Calif. Case No. 12-51264
      Chapter 11 Petition filed February 17, 2012

In Re Paradise Liquors of the Emerald Coast, LLC
        dba SFM Liquors
   Bankr. N.D. Fla. Case No. 12-30177
      Chapter 11 Petition filed February 17, 2012
         See http://bankrupt.com/misc/flnb12-30177.pdf
         represented by: J. Steven Ford, Esq.
                         Wilson, Harrell, Farrington
                         E-mail: jsf@whsf-law.com

In Re Houser Enterprises, Inc.
   Bankr. D. Kan. Case No. 12-40165
      Chapter 11 Petition filed February 17, 2012
         See http://bankrupt.com/misc/ksb12-40165.pdf
         represented by: Tom R. Barnes, II, Esq.
                         E-mail: tom@stumbolaw.com

In Re Boudreaux's II, Inc.
   Bankr. M.D. La. Case No. 12-10177
      Chapter 11 Petition filed February 17, 2012
         See http://bankrupt.com/misc/lamb12-10177p.pdf
         See http://bankrupt.com/misc/lamb12-10177c.pdf
         represented by: Catherine Noel Steffes, Esq.
                         William E. Steffes, Esq.
                         Steffes, Vingiello & McKenzie, LLC
                         E-mail: nsteffes@steffeslaw.comv

In Gloria Herndon
   Bankr. D. Md. Case No. 12-12771
      Chapter 11 Petition filed February 17, 2012

In James Scamby
   Bankr. D. Mass. Case No. 12-11258
      Chapter 11 Petition filed February 17, 2012

In Darrell Stavros
   Bankr. E.D. Mich. Case No. 12-43584
      Chapter 11 Petition filed February 17, 2012

In Re The Jock Shop, Inc.
   Bankr. W.D. Mich. Case No. 12-01276
      Chapter 11 Petition filed February 17, 2012
         See http://bankrupt.com/misc/miwb12-01276p.pdf
         See http://bankrupt.com/misc/miwb12-01276c.pdf
         represented by: Kerry D. Hettinger, Esq.
                         Hettinger & Hettinger PC
                         E-mail: khett57@hotmail.com

In Re ESG Company, Inc.
        fka E.S.G. Co., Inc.
        fka Goodfellow Machine & Engineering
   Bankr. D. Minn. Case No. 12-40833
      Chapter 11 Petition filed February 17, 2012
         See http://bankrupt.com/misc/mnb12-40833.pdf
         represented by: William A. Vincent, Esq.
                         William A. Vincent PA
                         E-mail: wavpatax@aol.com

In Francisco Aguirre
   Bankr. D. Nev. Case No. 12-11749
      Chapter 11 Petition filed February 17, 2012

In Waldo Cabriales
   Bankr. D. Nev. Case No. 12-11787
      Chapter 11 Petition filed February 17, 2012

In Re Jake & Associates, Inc.
        dba Jake's Dog House
   Bankr. D. N.J. Case No. 12-13931
      Chapter 11 Petition filed February 17, 2012
         See http://bankrupt.com/misc/njb12-13931.pdf
         represented by: David A. Kasen, Esq.
                         Kasen & Kasen
                         E-mail: dkasen@kasenlaw.com

In Randall Messick
   Bankr. E.D.N.C. Case No. 12-01275
      Chapter 11 Petition filed February 17, 2012


In Thomas Walton
   Bankr. W.D. Okla. Case No. 12-10659
      Chapter 11 Petition filed February 17, 2012

In Zaytoon Paksima
   Bankr. S.D. Texas Case No. 12-31276
      Chapter 11 Petition filed February 17, 2012

In Re Fivecoat Banner RV Campground, LLC
        dba Fivecoat Banner Shell C Store
   Bankr. D. Utah Case No. 12-21772
      Chapter 11 Petition filed February 17, 2012
         See http://bankrupt.com/misc/utb12-21772.pdf
         represented by: Jeanne T. Campbell, Esq.
                         Utah Legal Solutions
                         E-mail: jeannetcampbell@yahoo.com

In Randall Blanchard
   Bankr. M.D. Fla. Case No. 12-00969
      Chapter 11 Petition filed February 18, 2012

In Robert Unrau
   Bankr. M.D. Fla. Case No. 12-00972
      Chapter 11 Petition filed February 18, 2012

In Kartar Khalsa
   Bankr. D. Ore. Case No. 12-60538
      Chapter 11 Petition filed February 18, 2012

In Jeffery Abercrombie
   Bankr. C.D. Calif. Case No. 12-15860
      Chapter 11 Petition filed February 20, 2012

In Idalia Castillo
   Bankr. C.D. Calif. Case No. 12-15913
      Chapter 11 Petition filed February 20, 2012

In Cary Grant
   Bankr. S.D. Calif. Case No. 12-02216
      Chapter 11 Petition filed February 20, 2012

In Re Foster LZ, LLC
   Bankr. N.D. Ill. Case No. 12-06174
      Chapter 11 Petition filed February 20, 2012
         See http://bankrupt.com/misc/ilnb12-06174.pdf
         represented by: Keevan D. Morgan, Esq.
                         Morgan & Bley, Ltd.
                         E-mail: kmorgan@morganandbleylimited.com

In Curtis Gordon
   Bankr. W.D. Ky. Case No. 12-30745
      Chapter 11 Petition filed February 20, 2012

In Brent Honor
   Rhonda Honor
   Bankr. M.D. La. Case No. 12-10190
      Chapter 11 Petition filed February 20, 2012

In Joel Sam
   Bankr. D. Md. Case No. 12-12838
      Chapter 11 Petition filed February 20, 2012

In Re J T Enterprises LLC
   Bankr. E.D. Mich. Case No. 12-30691
      Chapter 11 Petition filed February 20, 2012
         See http://bankrupt.com/misc/mieb12-30691p.pdf
         See http://bankrupt.com/misc/mieb12-30691c.pdf
         represented by: Charles G. Hodgson, Esq.
                         E-mail: carterlaw@comcast.net

In Daniel Kiddy
   Keremie Kiddy
   Bankr. E.D. Mo. Case No. 12-41308
      Chapter 11 Petition filed February 20, 2012

In Re G. Larry Leonakis DDS Inc.
   Bankr. D. Nev. Case No. 12-50329
      Chapter 11 Petition filed February 20, 2012
         See http://bankrupt.com/misc/nvb12-50329.pdf
         represented by: Stephen G. Young, Esq.
                         E-mail:  sgylaw@gmail.com

In Re Lima's Taste Ceviche Bar, Inc.
   Bankr. S.D.N.Y. Case No. 12-10682
      Chapter 11 Petition filed February 20, 2012
         See http://bankrupt.com/misc/nysb12-10682.pdf
         represented by: Randall S. D. Jacobs, Esq.
                         Randall S. D. Jacobs, PLLC
                         E-mail: rsdjacobs@chapter11esq.com

In Joseph Briley
   Bankr. E.D.N.C. Case No. 12-01284
      Chapter 11 Petition filed February 20, 2012

In Re Pactolus Farms, L.L.C.
   Bankr. E.D.N.C. Case No. 12-01291
      Chapter 11 Petition filed February 20, 2012
         See http://bankrupt.com/misc/nceb12-01291.pdf
         represented by: William P. Janvier, Esq.
                         Janvier Law Firm, PLLC
                         E-mail:  bill@janvierlaw.com

In Re P.T.Lee Inc.
        dba Haydn Zugs Restaurant
   Bankr. E.D. Pa. Case No. 12-11467
      Chapter 11 Petition filed February 20, 2012
         See http://bankrupt.com/misc/paeb12-11467.pdf
         represented by: John D. Bucolo, Esq.
                         Setley, Rauch & Bucolo, LLC
                         E-mail: JBLegally@aol.com

In Re Beverly's Awnings, Inc.
   Bankr. W.D. Pa. Case No. 12-20798
      Chapter 11 Petition filed February 20, 2012
         See http://bankrupt.com/misc/pawb12-20798.pdf
         represented by: Francis C. Sichko, Esq.
                         E-mail: fcsesq@comcast.net

In James Norcross
   Bankr. N.D. Texas Case No. 12-40986
      Chapter 11 Petition filed February 20, 2012

In Reno Edgington
   Bankr. D. Ariz. Case No. 12-03032
      Chapter 11 Petition filed February 21, 2012

In Carmen Wilner
   Bankr. C.D. Calif. Case No. 12-11649
      Chapter 11 Petition filed February 21, 2012

In Elias Hanif
   Bankr. N.D. Calif. Case No. 12-41544
      Chapter 11 Petition filed February 21, 2012

In Re Center Plaza, LLC
   Bankr. M.D. Fla. Case No. 12-02279
      Chapter 11 Petition filed February 21, 2012
         See http://bankrupt.com/misc/flmb12-02279.pdf
         represented by: Thomas C. Little, Esq.
                         Thomas C. Little, PA
                         E-mail: janet@thomasclittle.com

In Re Skyzoe, LLC
        dba Cosimos
   Bankr. M.D. Fla. Case No. 12-02297
      Chapter 11 Petition filed February 21, 2012
         See http://bankrupt.com/misc/flmb12-02297.pdf
         represented by: R. John Cole, II, Esq.
                         R. John Cole, II, PA
                         E-mail: rjc@rjcolelaw.com

In Re Tampa Bay Drycleaner, Inc.
   Bankr. M.D. Fla. Case No. 12-02288
      Chapter 11 Petition filed February 21, 2012
         See http://bankrupt.com/misc/flmb12-02288.pdf
         represented by: Tom H. Billiris, Esq.
                         Tom H. Billiris, PA
                         E-mail: tbilliri@tampabay.rr.com

In Donlad Simpson, II
   Bankr. S.D. Ga. Case No. 12-20202
      Chapter 11 Petition filed February 21, 2012

In Piotr Walega
   Bankr. N.D. Ill. Case No. 12-06254
      Chapter 11 Petition filed February 21, 2012

In John Vrtiska
   Bankr. D. Kan. Case No. 12-10290
      Chapter 11 Petition filed February 21, 2012

In Re Bowles Funeral Services, LLC
        dba Elliott Mortuary
   Bankr. W.D. Ky. Case No. 12-40232
      Chapter 11 Petition filed February 21, 2012
         See http://bankrupt.com/misc/kywb12-40232.pdf
         represented by: Russ Wilkey, Esq.
                         E-mail: dcwilkey@wilkeylaw.com

In Malik Shakur
   Hazel Shakur
   Bankr. D. Md. Case No. 12-12896
      Chapter 11 Petition filed February 21, 2012

In Re V.A.M. Auto Body Supply Co. Inc.
   Bankr. D. Mass. Case No. 12-11318
      Chapter 11 Petition filed February 21, 2012
         See http://bankrupt.com/misc/mab12-11318.pdf
         represented by: Patrick Culhane, Esq.
                         Patrick M. Culhane PC
                         E-mail: pculhane@comcast.net

In Re Deckers Fire & Safety Equipment, Inc.
   Bankr. D. N.J. Case No. 12-14173
      Chapter 11 Petition filed February 21, 2012
         See http://bankrupt.com/misc/njb12-14173.pdf
         represented by: Dean G. Sutton, Esq.
                         E-mail: dgs123@ptd.net

In Morton Kerr
   Bankr. D. N.J. Case No. 12-14226
      Chapter 11 Petition filed February 21, 2012

In Re Westchester Manor Corp.
   Bankr. S.D.N.Y. Case No. 12-22368
      Chapter 11 Petition filed February 21, 2012
         See http://bankrupt.com/misc/nysb12-22368.pdf
         represented by: Anne J. Penachio, Esq.
                         Penachio Malara LLP
                         E-mail: apenachio@pmlawllp.com
                                 penachio.anne@gmail.com

In Edward McGahan
   Carole McGahan
   Bankr. E.D. Pa. Case No. 12-11515
      Chapter 11 Petition filed February 21, 2012

In Kurt Wenger
   Bankr. E.D. Pa. Case No. 12-11495
      Chapter 11 Petition filed February 21, 2012

In Mary Hays
   Bankr. M.D. Tenn. Case No. 12-01605
      Chapter 11 Petition filed February 21, 2012

In Re CDUB, LLC
   Bankr. E.D. Va. Case No. 12-11106
      Chapter 11 Petition filed February 21, 2012
         filed pro se
         See http://bankrupt.com/misc/vaeb12-11106.pdf

In Theron Morgan
   Bankr. W.D. Wash. Case No. 12-11636
      Chapter 11 Petition filed February 21, 2012

In Alex Rahmi
   Bankr. N.D. W.Va. Case No. 12-00200
      Chapter 11 Petition filed February 21, 2012

In Melida Siercke
   Bankr. C.D. Calif. Case No. 12-16209
      Chapter 11 Petition filed February 22, 2012

In Richard Lujan
   Bankr. C.D. Calif. Case No. 12-10734
      Chapter 11 Petition filed February 22, 2012

In Re SSH Inc.
        dba Harv's Car Wash & Care Center
   Bankr. C.D. Calif. Case No. 12-14311
      Chapter 11 Petition filed February 22, 2012
         See http://bankrupt.com/misc/cacb12-14311.pdf
         represented by: Young K. Chang, Esq.
                         E-mail: bklaw3@yahoo.com

In Sugiarti Wiryadimejo
   Bankr. C.D. Calif. Case No. 12-12180
      Chapter 11 Petition filed February 22, 2012

In Re Dewmar, LLC
        dba Ralph's Maid-Rite Sports Diner
   Bankr. D. Colo. Case No. 12-12897
      Chapter 11 Petition filed February 22, 2012
         See http://bankrupt.com/misc/cob12-12897.pdf
         represented by: Kenneth J. Buechler, Esq.
                         E-mail: ken@kjblawoffice.com

In Nicholas Garcia
   Bankr. D. Colo. Case No. 12-12939
      Chapter 11 Petition filed February 22, 2012

In Re Kelsey, Caden & Cam., LLC
   Bankr. M.D. Fla. Case No. 12-02412
      Chapter 11 Petition filed February 22, 2012
         See http://bankrupt.com/misc/flmb12-02412.pdf
         represented by: Timothy M. Papp, Esq.
                         Timothy Papp & Associates, LLC
                         E-mail: mbaeten@honestrep.com

   In Re Coletti Bros., LLC
      Bankr. M.D. Fla. Case No. 12-02413
         Chapter 11 Petition filed February 22, 2012
            See http://bankrupt.com/misc/flmb12-02413.pdf
            represented by: Timothy M. Papp, Esq.
                            Timothy Papp & Associates, LLC
                            E-mail: mbaeten@honestrep.com

In Paul Weiss
   Bankr. M.D. Fla. Case No. 12-01051
      Chapter 11 Petition filed February 22, 2012

In Bobby Pangburn
   Bankr. D. Idaho Case No. 12-00333
      Chapter 11 Petition filed February 22, 2012

In James McFall
   Sheila McFall
   Bankr. E.D. Mich. Case No. 12-30735
      Chapter 11 Petition filed February 22, 2012

In Barbara Delano
   Bankr. S.D. Miss. Case No. 12-50348
      Chapter 11 Petition filed February 22, 2012

In Eliza Carmen Ventura
   Bankr. D. Nev. Case No. 12-11874
      Chapter 11 Petition filed February 22, 2012

In Jack Dellavalle
   Bankr. D. Nev. Case No. 12-11879
      Chapter 11 Petition filed February 22, 2012

In Re Robert Ferguson & Sons Painting Contractors, Inc.
   Bankr. D. N.J. Case No. 12-14336
      Chapter 11 Petition filed February 22, 2012
         See http://bankrupt.com/misc/njb12-14336.pdf
         represented by: Eric A. Browndorf, Esq.
                         Cooper, Perskie, April, Niedelman
                         E-mail: ssherman@cooperlevenson.com

   In Re Robert Ferguson & Sons Equipment Rental, LLC
      Bankr. D. N.J. Case No. 12-14337
         Chapter 11 Petition filed February 22, 2012
            See http://bankrupt.com/misc/njb12-14337.pdf
            represented by: Eric A. Browndorf, Esq.
                            Cooper, Perskie, April, Niedelman
                            E-mail: ssherman@cooperlevenson.com

In Celeste Wenegieme
   Bankr. E.D.N.Y. Case No. 12-70960
      Chapter 11 Petition filed February 22, 2012

In Re BIR, Inc.
        dba The Re-Treat
   Bankr. W.D. Pa. Case No. 12-20822
      Chapter 11 Petition filed February 22, 2012
         See http://bankrupt.com/misc/pawb12-20822.pdf
         represented by: Michael J. Henny, Esq.
                         Law Offices of Michael J. Henny
                         E-mail: m.henny@hennylaw.com

In Re Brannan's Automotive, Inc.
   Bankr. S.D. Ala. Case No. 12-00639
      Chapter 11 Petition filed February 23, 2012
         See http://bankrupt.com/misc/alsb12-00639.pdf
         represented by: Robert M. Galloway, Esq.
                         Galloway Wettermark Everest Rutens &
Gaillard
                         E-mail: bgalloway@gallowayllp.com

In Re Wrightcrest, LLC
   Bankr. C.D. Calif. Case No. 12-16423
      Chapter 11 Petition filed February 23, 2012
         See http://bankrupt.com/misc/cacb12-16423.pdf
         represented by: Robert S. Altagen, Esq.
                         Law Offices of Robert S Altagen
                         E-mail: rsaink@earthlink.net

In Re Magard Investments LLC
   Bankr. E.D. Calif. Case No. 12-23477
      Chapter 11 Petition filed February 23, 2012
         See http://bankrupt.com/misc/caeb12-23477.pdf
         represented by: James L. Brunello, Esq.
                         E-mail: rsaink@earthlink.net

In Re Carmelina's Bar & Restaurant Inc.
   Bankr. D. Conn. Case No. 12-50324
      Chapter 11 Petition filed February 23, 2012
         See http://bankrupt.com/misc/ctb12-50324.pdf
         represented by: Thomas L. Kanasky, Jr., Esq.
                         Thomas L. Kanasky Jr. Attorney at Law
                         E-mail: tlkanasky@snet.net

In Richard Bebout
   Bankr. S.D. Fla. Case No. 12-14328
      Chapter 11 Petition filed February 23, 2012

In Georgia Tountas
   Bankr. N.D. Ill. Case No. 12-06741
      Chapter 11 Petition filed February 23, 2012

In Re Bklyn-Queens Auto Repair, Inc.
   Bankr. E.D.N.Y. Case No. 12-41258
      Chapter 11 Petition filed February 23, 2012
         See http://bankrupt.com/misc/nyeb12-41258.pdf
         represented by: Anthony J. Gallo, Esq.
                         Gallo & Associates PLLC
                         E-mail: gallobk@ajgalloassociates.com

In Rafael Rodriguez Mojica
   Bankr. D. P.R. Case No. 12-01268
      Chapter 11 Petition filed February 23, 2012

In Re Steven G. Hall Investments, LLC
   Bankr. M.D. Tenn. Case No. 12-01722
      Chapter 11 Petition filed February 23, 2012
         See http://bankrupt.com/misc/tnmb12-01722.pdf
         represented by: Ronald K. Nevin, Esq.
                         Law Office Of Ron Nevin
                         E-mail: ronnevinbklaw@bellsouth.net

In Teodoro Rodriguez
   Bankr. W.D. Wash. Case No. 12-11748
      Chapter 11 Petition filed February 23, 2012

In Re Tomah Hospitality, LLC
        fdba Holiday Inn Tomah
        dba Best Western Tomah Hotel
   Bankr. W.D. Wis. Case No. 12-10894
      Chapter 11 Petition filed February 23, 2012
         See http://bankrupt.com/misc/wiwb12-10894p.pdf
         See http://bankrupt.com/misc/wiwb12-10894c.pdf
         represented by: Daniel R. Freund, Esq.
                         E-mail: freundlaw@fastmail.fm


   In Re Tomah Hotel Properties, LLC
           fdba Holiday Inn Tomah
           dba Best Western Tomah Hotel
      Bankr. W.D. Wis. Case No. 12-10895
         Chapter 11 Petition filed February 23, 2012
            See http://bankrupt.com/misc/wiwb12-10895.pdf
            represented by: Daniel R Freund, Esq.
                            Law Office Of Ron Nevin
                            E-mail: freundlaw@fastmail.fm

In Re Azalea Funeral Service, Inc.
   Bankr. S.D. Ala. Case No. 12-00654
      Chapter 11 Petition filed February 24, 2012
         See http://bankrupt.com/misc/alsb12-00654.pdf
         represented by: Barry A. Friedman, Esq.
                         Barry A. Friedman and Associates P.C.
                         E-mail: bky@bafmobile.com

In Claudia Phillips
   Bankr. C.D. Calif. Case No. 12-11759
      Chapter 11 Petition filed February 24, 2012

In Vicente Zarate
   Bankr. C.D. Calif. Case No. 12-16597
      Chapter 11 Petition filed February 24, 2012

In Re Karnak Vacation Rentals, LLC
   Bankr. D. Del. Case No. 12-10655
      Chapter 11 Petition filed February 24, 2012
         See http://bankrupt.com/misc/deb12-10655p.pdf
         See http://bankrupt.com/misc/deb12-10655c.pdf
         represented by: Brian L. Arban, Esq.
                         Hiller & Arban, LLC
                         E-mail: barban@hillerarban.com

In Re Lemox Book Co., Inc.
   Bankr. N.D. Fla. Case No. 12-30221
      Chapter 11 Petition filed February 24, 2012
         See http://bankrupt.com/misc/flnb12-30221.pdf
         represented by: J. Steven Ford, Esq.
                         Wilson, Harrell, Farrington
                         E-mail: jsf@whsf-law.com

In Anthony Guarino
   Bankr. S.D. Fla. Case No. 12-14508
      Chapter 11 Petition filed February 24, 2012

In Re Sunset Lands, Inc.
        dba Central Feed & Seed Co.
   Bankr. N.D. Ga. Case No. 12-54763
      Chapter 11 Petition filed February 24, 2012
         See http://bankrupt.com/misc/ganb12-54763.pdf
         represented by: Edward F. Danowitz, Jr., Esq.
                         Danowitz & Associates, P.C.
                         E-mail: edanowitz@danowitzlegal.com

In Re Chapman and Gohmert, LLC
   Bankr. D. N.J. Case No. 12-14609
      Chapter 11 Petition filed February 24, 2012
         See http://bankrupt.com/misc/njb12-14609.pdf
         represented by: Eugene D. Roth, Esq.
                         Law Office of Eugene D. Roth
                         E-mail: erothesq@gmail.com

In Garrett Rogers
   Bankr. E.D.N.C. Case No. 12-01444
      Chapter 11 Petition filed February 24, 2012

In Mohamad Al-Khatib
   Bankr. M.D. Tenn. Case No. 12-01786
      Chapter 11 Petition filed February 24, 2012

In Re BL Pizza LLC
   Bankr. W.D. Tenn. Case No. 12-22030
      Chapter 11 Petition filed February 24, 2012
         See http://bankrupt.com/misc/tnwb12-22030.pdf
         represented by: Curtis D. Johnson, Jr., Esq.
                         Law Office of Johnson and Brown, P.C.
                         E-mail: johnson775756@att.net

In Charles Nathan
   Bankr. W.D. Wash. Case No. 12-11768
      Chapter 11 Petition filed February 24, 2012

In Re Walker Family Dental, P.C.
   Bankr. W.D. N.Y. Case No. 12-10520
      Chapter 11 Petition filed February 25, 2012
         See http://bankrupt.com/misc/nywb12-10520.pdf
         represented by: Robert B. Gleichenhaus, Esq.
                         Gleichenhaus, Marchese & Weishaar, P.C.
                         E-mail: RBG_GMF@hotmail.com

In Stephen Braun
   Bankr. D. Nev. Case No. 12-50386
      Chapter 11 Petition filed February 26, 2012

In Debra Connelly
   Bankr. W.D. Wash. Case No. 12-11844
      Chapter 11 Petition filed February 26, 2012

In Arturo Ramos
   Bankr. C.D. Calif. Case No. 12-12445
      Chapter 11 Petition filed February 27, 2012

In Ethel Villaruel
   Bankr. C.D. Calif. Case No. 12-16821
      Chapter 11 Petition filed February 27, 2012

In Young Lee
   Bankr. C.D. Calif. Case No. 12-16868
      Chapter 11 Petition filed February 27, 2012

In Marcia Hegeman
   Bankr. D. Conn. Case No. 12-50351
      Chapter 11 Petition filed February 27, 2012

In Stanley Cheslock
   Bankr. D. Conn. Case No. 12-50347
      Chapter 11 Petition filed February 27, 2012

In Re Waterbury Glass, Inc.
   Bankr. D. Conn. Case No. 12-30424
      Chapter 11 Petition filed February 27, 2012
         See http://bankrupt.com/misc/ctb12-30424.pdf
         represented by: George C. Tzepos, Esq.
                         Law Offices of George C. Tzepos
                         E-mail: zepseven@sbcglobal.net

In Re Amalgamated Transit Union Local 1593
        aka Local 1593 of the Amalgamated Transit Union, AFL-CIO,
CLC
   Bankr. M.D. Fla. Case No. 12-02617
      Chapter 11 Petition filed February 27, 2012
         See http://bankrupt.com/misc/flmb12-02617p.pdf
         See http://bankrupt.com/misc/flmb12-02617c.pdf
         represented by: Stephanie C. Lieb, Esq.
                         Trenam, Kemker
                         E-mail:  slieb@trenam.com

In George Kalivretenos
   Bankr. M.D. Fla. Case No. 12-02472
      Chapter 11 Petition filed February 27, 2012

In Jules Roman
   Bankr. M.D. Fla. Case No. 12-02661
      Chapter 11 Petition filed February 27, 2012

In Nancy Megill
   Bankr. M.D. Fla. Case No. 12-02439
      Chapter 11 Petition filed February 27, 2012

In Steven Klanderud
   Bankr. M.D. Fla. Case No. 12-01138
      Chapter 11 Petition filed February 27, 2012

In Re Water Place Group, LLC, a Florida Limited Liability Company
   Bankr. S.D. Fla. Case No. 12-14697
      Chapter 11 Petition filed February 27, 2012
         See http://bankrupt.com/misc/flsb12-14697.pdf
         represented by: Hector Hernandez, Esq.
                         E-mail:  hector@hhalaw.com

In Re Ace Flooring Company, Inc.
   Bankr. N.D. Ill. Case No. 12-07282
      Chapter 11 Petition filed February 27, 2012
         See http://bankrupt.com/misc/ilnb12-07282.pdf
         represented by: Robert R. Benjamin, Esq.
                         Golan & Christie, LLP
                         E-mail: rrbenjamin@golanchristie.com

In Patsy Pittman
   Bankr. N.D. Miss. Case No. 12-10810
      Chapter 11 Petition filed February 27, 2012

In Re Monument of Faith Fellowship Center
   Bankr. W.D. N.Y. Case No. 12-10538
      Chapter 11 Petition filed February 27, 2012
         See http://bankrupt.com/misc/nywb12-10538.pdf
         represented by: Matthew Allen Lazroe, Esq.
                         E-mail: lazroebankruptcy@gmail.com

In Re JLS Investments, LC
   Bankr. D. Utah Case No. 12-22134
      Chapter 11 Petition filed February 27, 2012
         filed pro se
         See http://bankrupt.com/misc/utb12-22134p.pdf
         See http://bankrupt.com/misc/utb12-22134c.pdf

In John Thoburn
   Bankr. E.D. Va. Case No. 12-11244
      Chapter 11 Petition filed February 27, 2012

In Elvie Dimagiba
   Bankr. C.D. Calif. Case No. 12-17148
      Chapter 11 Petition filed February 28, 2012

In Marianne Deang
   Bankr. C.D. Calif. Case No. 12-16963
      Chapter 11 Petition filed February 28, 2012

In William Simmons
   Bankr. C.D. Calif. Case No. 12-17076
      Chapter 11 Petition filed February 28, 2012

In Re Whitetail Crossings, LLC
   Bankr. E.D. Calif. Case No. 12-90537
      Chapter 11 Petition filed February 28, 2012
         filed pro se
         See http://bankrupt.com/misc/caeb12-90537.pdf

In Jack Pease
   Bankr. D. Colo. Case No. 12-13405
      Chapter 11 Petition filed February 28, 2012

In Re ACS Marketing, Inc.
        fdba Laurel Mountain Stone
   Bankr. M.D. Fla. Case No. 12-01222
      Chapter 11 Petition filed February 28, 2012
         See http://bankrupt.com/misc/flmb12-01222.pdf
         represented by: Richard A. Perry, Esq.
                         Richard A Perry, Attorney at Law
                         E-mail: richardperry@richard-a-perry.com

In Heldo Gomez
   Bankr. S.D. Fla. Case No. 12-14820
      Chapter 11 Petition filed February 28, 2012

In Re UP Media Group, Inc.
   Bankr. N.D. Ga. Case No. 12-55082
      Chapter 11 Petition filed February 28, 2012
         See http://bankrupt.com/misc/ganb12-55082.pdf
         represented by: Cameron M. McCord, Esq.
                         Jones & Walden, LLC
                         E-mail:  cmccord@joneswalden.com

In Lynn Guillotte
   Bankr. W.D. La. Case No. 12-50202
      Chapter 11 Petition filed February 28, 2012

In Leonel Santos
   Bankr. D. Mass. Case No. 12-40711
      Chapter 11 Petition filed February 28, 2012

In Re Muse Heating & Air Conditioning, Inc.
   Bankr. N.D. Miss. Case No. 12-10833
      Chapter 11 Petition filed February 28, 2012
         See http://bankrupt.com/misc/msnb12-10833.pdf
         represented by: Kevin F. O'Brien, Esq.
                         E-mail: bankruptcy@obrienfirm.com

In Re Dominick A. Lembo, D.M.D., P.C.
        dba Belmont Dental Associates
   Bankr. D. N.J. Case No. 12-14897
      Chapter 11 Petition filed February 28, 2012
         See http://bankrupt.com/misc/njb12-14897.pdf
         represented by: Bruce H. Levitt, Esq.
                         Levitt & Slafkes, P.C.
                         E-mail: blevitt@levittslafkes.com

In Re Bayside Boys, Inc.
        dba Plum Restaurant
   Bankr. E.D.N.Y. Case No. 12-41407
      Chapter 11 Petition filed February 28, 2012
         See http://bankrupt.com/misc/nyeb12-41407.pdf
         represented by: Perry I. Tischler, Esq.
                         Law Offices of Perry I. Tischler

In Re Jackal Development & Realty Corp.
   Bankr. E.D.N.Y. Case No. 12-41422
      Chapter 11 Petition filed February 28, 2012
         See http://bankrupt.com/misc/nyeb12-41422.pdf
         represented by: Mark J. Friedman, Esq.
                         E-mail: mfriedman@friedmanpc.com

In Re Manor East of Massapequa LLC
   Bankr. E.D.N.Y. Case No. 12-71127
      Chapter 11 Petition filed February 28, 2012
         filed pro se
         See http://bankrupt.com/misc/nyeb12-71127.pdf

In Re Information Technology Warehouse, Inc.
        aka IT Warehouse, Inc.
   Bankr. D. P.R. Case No. 12-01385
      Chapter 11 Petition filed February 28, 2012
         See http://bankrupt.com/misc/prb12-01385.pdf
         represented by: Luis D. Flores Gonzalez, Esq.
                         Luis D. Flores Gonzalez Law Office
                         E-mail: ldfglaw@coqui.net

In Diana Tellez
   Bankr. E.D. Va. Case No. 12-1128
      Chapter 11 Petition filed February 28, 2012

In Re Green Meadows LLC
   Bankr. E.D. Va. Case No. 12-70836
      Chapter 11 Petition filed February 28, 2012
         filed pro se
         See http://bankrupt.com/misc/vaeb12-70836.pdf


In Re Darrell A. Homan
        aka Allen Homan
      Tracy A. Homan
   Bankr. S.D. Ohio Case No. 12-11000
      Chapter 11 Petition filed February 29, 2012
         See http://bankrupt.com/misc/ohsb12-11000.pdf

In Re Euro Investment LLC
   Bankr. C.D. Calif. Case No. 12-17499
         Filed pro se



                           *********

Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par.  Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable.  Those sources may not,
however, be complete or accurate.  The Monday Bond Pricing table
is compiled on the Friday prior to publication.  Prices reported
are not intended to reflect actual trades.  Prices for actual
trades are probably different.  Our objective is to share
information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy or
sell any security of any kind.  It is likely that some entity
affiliated with a TCR editor holds some position in the issuers"
public debt and equity securities about which we report.

Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets.  At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.
Don't be fooled.  Assets, for example, reported at historical cost
net of depreciation may understate the true value of a firm's
assets.  A company may establish reserves on its balance sheet for
liabilities that may never materialize.  The prices at which
equity securities trade in public market are determined by more
than a balance sheet solvency test.

A list of Meetings, Conferences and Seminars appears in each
Wednesday's edition of the TCR.  Submissions about insolvency-
related conferences are encouraged.  Send announcements to
conferences@bankrupt.com/

On Thursdays, the TCR delivers a list of recently filed
Chapter 11 cases involving less than $1,000,000 in assets and
liabilities delivered to nation's bankruptcy courts.  The list
includes links to freely downloadable images of these small-dollar
petitions in Acrobat PDF format.

Each Friday's edition of the TCR includes a review about a book of
interest to troubled company professionals.  All titles are
available at your local bookstore or through Amazon.com.  Go to
http://www.bankrupt.com/books/to order any title today.

Monthly Operating Reports are summarized in every Saturday edition
of the TCR.

The Sunday TCR delivers securitization rating news from the week
then-ending.

For copies of court documents filed in the District of Delaware,
please contact Vito at Parcels, Inc., at 302-658-9911.  For
bankruptcy documents filed in cases pending outside the District
of Delaware, contact Ken Troubh at Nationwide Research &
Consulting at 207/791-2852.

                           *********

S U B S C R I P T I O N   I N F O R M A T I O N

Troubled Company Reporter is a daily newsletter co-published
by Bankruptcy Creditors" Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Frederick, Maryland,
USA.  Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine
Tumanda, Howard C. Tolentino, Joseph Medel C. Martirez, Denise
Marie Varquez, Ronald C. Sy, Joel Anthony G. Lopez, Cecil R.
Villacampa, Sheryl Joy P. Olano, Carlo Fernandez, Christopher G.
Patalinghug, and Peter A. Chapman, Editors.

Copyright 2012.  All rights reserved.  ISSN: 1520-9474.

This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without prior
written permission of the publishers.  Information contained
herein is obtained from sources believed to be reliable, but is
not guaranteed.

The TCR subscription rate is $775 for 6 months delivered via e-
mail.  Additional e-mail subscriptions for members of the same
firm for the term of the initial subscription or balance thereof
are $25 each.  For subscription information, contact Christopher
Beard at 240/629-3300.


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