TCR_Public/120309.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

             Friday, March 9, 2012, Vol. 16, No. 68

                            Headlines

12TH STREET: Case Summary & 3 Largest Unsecured Creditors
AEROGROW INTERNATIONAL: Amends Amortization of Main Power Note
ALLEN PARK: S&P Cuts Rating on General Obligation Bonds to 'B'
ALROSE KING: Plan Support Agreement Approved With Modifications
ALROSE KING: Amends Disclosures Ahead of March 15 Hearing

AMERICAN APPAREL: Reports $42.1 Million Net Sales in February
APPLETON PAPERS: Incurs $11.6 Million Net Loss in Fourth Quarter
ARTISAN OVEN: Case Summary & 20 Largest Unsecured Creditors
ASSET RESOLUTION: 9th Cir. Won't Hear Silar Advisors' Appeal
ATLANTIC MUNICIPAL: Case Summary & 11 Largest Unsecured Creditors

AVNET INC: Moody's Assigns '(P)Ba1' Subordinate Shelf Rating
AVSTAR AVIATION: Enters Into "Consent Order" with DOT
AVSTAR AVIATION: Clay Thomas Resigns as Accountants
AXION INTERNATIONAL: Incurs $8.1 Million Net Loss in 2011
BARBECUE STREET: Case Summary & 4 Largest Unsecured Creditors

BEACON POWER: Gets May 27 Extension to Decide on Leases
BERNARD L. MADOFF: Report Calls for Transparency in Trustee Hires
BERRY PETROLEUM: Moody's Rates New $600MM Sr. Secured Notes at B2
BERRY PETROLEUM: S&P Rates $600-Mil. Senior Unsec. Loan at 'B+'
B G INVESTMENTS: Case Summary & 5 Largest Unsecured Creditors

BIOFUEL ENERGY: Reports $4.4 Million Net Income in 4th Quarter
BIOLIFE SOLUTIONS: Starts Build-Out of 2nd GMP Production Suit
BLUE RIDGE: Case Summary & Largest Unsecured Creditor
BOMBARDIER INC: S&P Rates $500-Mil. Sr. Unsec. Notes at 'BB+'
BRAMPTON PLANTATION: District Court Affirms Order Lifting Stay

BRENTWOOD OKEECHOBEE: Case Summary & Creditors List
BUILDERS FIRSTSOURCE: Incurs $64.9 Million Net Loss in 2011
C & M RUSSELL: Has Access to Cash from 216 West Property
C & M RUSSELL: Has Access to 302 Cash Collateral Until April 30
C & M RUSSELL: Has Access to 732 Cash Collateral Until April 30

C & M RUSSELL: Has Access to 2722 Cash Collateral Until April 30
C & M RUSSELL: Has Access to 2120 Cash Collateral Until April 30
CATHEDRAL PARK: Voluntary Chapter 11 Case Summary
CDC CORP: Liquidation Plan Outline Hearing Set for March 20
CENTRAL FEDERAL: Has Offering of Up To 30 Million Shares

CENTRAL PARKING: S&P Puts 'CCC' Corp. Credit Rating on Watch Pos
CHRYSLER GROUP: Executive Declines Pay for Second Year in a Row
CIRCLE STAR: Extends Payment Date for Share Issuance to CEO
CLAIRE'S STORES: Closes $400 Million Senior Notes Offering
COLLINGSWOOD BOROUGH: Moody's Keeps 'Ba1' Rating on $28MM Debt

COLONY RESORTS: Robert Schaffhauser Resigns as EVP Finance
COMMUNITY HEALTH: Fitch Rates $750-Mil. Sr. Unsec. Notes at 'B'
COMPETITIVE TECHNOLOGIES: Stan Yarbro Appointed as Director
CONTESSA PREMIUM: Court Confirms Plan of Liquidation
CONVERTED ORGANICS: 1-for-500 Reverse Stock Split Takes Effect

COUGAR OIL: Obtains Extension of CCAA Protection Until May 23
COX COMMUNICATIONS: Moody's Assigns 'Ba1' Preferred Shelf Rating
CRC HEALTH: Moody's Rates $87.6MM Loan at B1, Affirms CFR at B3
CROSS BORDER: Borrowings Under TCB Credit Pact Hiked to $9.5-Mil.
CRYOPORT INC: Carlton Johnson Resigns from Board of Directors

CYBERDEFENDER CORP: Common Stock to be Delisted from Nasdaq
DAVID OLSEN: March 28 Status Conference on Trustee Appeal
DELUXE CORP: Moody's Changes Outlook on 'Ba2' CFR to Stable
DIALOGIC INC: Has Forbearance with Wells Fargo Until April 22
DIALOGIC INC: Receives Non-Compliance Notice from Nasdaq

DIANE DANIEL MASON: Court Denies Summary Judgment Bid
DIPPIN' DOTS: Founder Jones Resigns Amid Dispute With Lender
DISH NETWORK: 'Ba2' CFR Not Affected by FCC Denial, Moody's Says
DOWNEY REGIONAL: Emerges From Chapter 11 Reorganization
DUNE ENERGY: BlueMountain Discloses 20.9% Equity Stake

DUNE ENERGY: Board Adopts 2012 Stock Incentive Plan
EASTMAN KODAK: Apple IP Suit, If Allowed, Would Open Floodgates
EASTMAN KODAK: Opposes Apple's Lift Stay Plea
EASTMAN KODAK: Schedules Deadline Extended to April 18
EASTMAN KODAK: Fujifilm Wants Lift Stay to Pursue PI Suit

EASTMAN KODAK: Wins Court Approval for J. Mesterharm as CRO
EAU TECHNOLOGIES: Enters Into $358,500 Loan Pact with P. Ullrich
EMMIS COMMUNICATIONS: Receives Non-Compliance Notice from Nasdaq
EPAZZ INC: Amends 2010 Reports to Reflect Intellisys Acquisition
FIRST DATA: Incurs $336.1 Million Net Loss in 2011

FUEL DOCTOR: Dismisses Li & Co. as Auditors, Hires Rose Snyder
GENERAL MOTORS: Won't Rule Out Europe Plant Closings
GENTA INC: Hal Mintz Discloses 19.9% Equity Stake
GENTIVA HEALTH: S&P Affirms 'B-' Corp. Credit Rating; Off Watch
GIORDANO'S ENTERPRISES: Ex-Owner's Sons Sued Over Fraudulent Sale
GRAY TELEVISION: Reports $9 Million Net Income in 2011

GREENWICH SENTRY: Reorganization Plans Declared Effective
GRUBB & ELLIS: Judge OKs Bidding Procedures, Sale Back on Track
HANOVER INSURANCE: Fitch Affirms Rating on Debentures at 'BB'
HOOD SAILMAKERS: Voluntary Chapter 11 Case Summary
HOVNANIAN ENTERPRISES: Swaps $4.8MM Debt with $1.2MM Shares

IPC SYSTEMS: Moody's Affirms 'B3' Corp. Family Rating
JAZARCO INT'L: Hearing on Case Dismissal Plea Set for March 22
JEFFRIE LONG: Valleycrest Response Deadline Moved to March 19
J.W.G. INVESTMENT: Case Summary & Unsecured Creditor
KMC REAL ESTATE: Amends Chapter 11 Plan Disclosures

KOEUN H INC: Involuntary Chapter 11 Case Summary
KOSOVA REALTY: Case Summary & 20 Largest Unsecured Creditors
LAM RESEARCH: S&P Keeps 'BB+' Corp. Credit Rating on Watch Pos.
LEHMAN BROTHERS: To Remain a Going Concern for at Least 3 Years
LEHMAN BROTHERS: In Fight With Swiss Unit Over Guarantees, Loans

LEHMAN BROTHERS: Revises Suit to Stop Sale of Archstone Stake
LIBBEY INC: Eliminates VP and Chief Accounting Officer Positions
LIFE TECHNOLOGIES: Moody's Ups Sr. Unsec. Notes Rating from 'Ba1'
LINWOOD FURNITURE: Case Summary & 20 Largest Unsecured Creditors
LIQUIDMETAL TECHNOLOGIES: Issues $400,000 Bridge Note to Visser

LOS ANGELES DODGERS: Judge Backs Deal Talks on Beaten Fan's Claim
LSP ENERGY: Seeks to Auction Mississippi Power Plant in June
MANITOU LLC: Voluntary Chapter 11 Case Summary
MARKET CENTER: 10th Cir. BAP Affirms Lawyer's Fees
MASONITE INT'L: Moody's Rates $100MM Add-On Sr. Sec. Notes 'B3'

MASONITE INTERNATIONAL: S&P Affirms 'BB-' Corp. Credit Rating
MAUI LAND: Reports $5.1 Million Net Income in 2011
MCCLATCHY CO: Reports $54.4 Million Net Income in 2011
MCJ VENTURES: Case Summary & 7 Largest Unsecured Creditors
MF GLOBAL: Trustees Defend Exchange of Confidential Information

MF GLOBAL: SIPA Trustee Resolves HSBC Bank Interpleader Complaint
MF GLOBAL: P. Hamann Files Motion to Compel Discovery of Docs.
MID WEST REAL ESTATE: Case Summary & 19 Largest Unsec. Creditors
MOHEGAN TRIBAL: $961.8 Million Old Notes Validly Tendered
MOMENTIVE SPECIALTY: Proposes to Offer $450MM of Secured Notes

MOMENTIVE SPECIALTY: Offering $450 Million of Sr. Secured Notes
MOUNT SAINT MARY'S: Moody's Cuts Bond Rating to Ba2, Outlook Neg.
MOUNTAIN NATIONAL: D. Grizzell Retires as Pres., CEO and Director
MPG OFFICE: Incurs $30.8 Million Net Loss in 2011
MUNICIPAL CORRECTIONS: Involuntary Chapter 11 Case Summary

MUSICLAND HOLDING: Court Rejects Best Buy's New Value Defense
NEBRASKA BOOK: Reaches Deal With Bondholders, Files New Plan
NEONODE INC: Authorized Common Shares Reduced to 70 Million
NEUBERGER BERMAN: Moody's Rates $800MM Sr. Note Offering at 'Ba1'
NEUBERGER BERMAN: S&P Assigns 'BB+' Counterparty Credit Rating

NEWPAGE CORP: Judge Overrules Objections to $9 Million Bonus Plan
NORTH VISTA: Voluntary Chapter 11 Case Summary
ODYSSEY DP: Case Summary & 17 Largest Unsecured Creditors
OFFICE DEPOT: Moody's Affirms B2 CFR, Rates New $250MM Notes B2
OFFICE DEPOT: S&P Rates $250-Mil. Senior Secured Notes at 'B-'

OLD REPUBLIC: Fitch Retains Negative Watch on 'BB' IDR
PALMER LAKE: Case Summary & 19 Largest Unsecured Creditors
PATRIOT NATIONAL: Incurs $15.4 Million Net Loss in 2011
PEMCO WORLD: Meeting to Form Creditors' Panel on March 14
PINNACLE AIRLINES: Initiates Search for Successor SVP & CFO

PLUM TV: LXTV Co-Founders Acquires TV Network at Auction
POTOMAC SUPPLY: Amends List of 20 Largest Unsecured Creditors
PRESTIGE TELECOM: 71% of Creditors Approve BIA Proposal
PRINCIPI FAMILY: Voluntary Chapter 11 Case Summary
PROTECTION ONE: Moody's Affirms 'B2' CFR, Rates New Facility 'B1'

QUALITY DISTRIBUTION: Reports $23.4 Million Net Income in 2011
QUALITY DISTRIBUTION: To Offer 5 Million Shares of Common Stock
R.E. LOANS: Wells Fargo Argues Venue Transfer Not Necessary
REAL MEX: Court OKs Sale of Substantially All Assets to RM Opco
REALOGY CORP: Files Form 10-K, Incurs $439-Mil. Net Loss in 2011

REALOGY CORP: Apollo Funds, et al., to Resell $2.1-Bil. Shares
ROLLING WATERS: Case Summary & Largest Unsecured Creditor
RYLAND GROUP: Raises Age Limit for Directors to 72
SAN ANTONIO: Case Summary & 3 Largest Unsecured Creditors
SEQUENOM INC: Faces Infringement Complaint in Texas

SINCLAIR BROADCAST: Reports $76.1 Million Net Income in 2011
SIRIUS INTERNATIONAL: Fitch Affirms $250MM Pref. Shares at 'BB+'
SHREE HARI: Case Summary & 17 Largest Unsecured Creditors
SPECTRA ENERGY: Moody's Assigns '(P)Ba1' Subordinate Shelf Rating
SWISS CHALET: May 1 Hearing on Stay of Plan Effective Date

TBS INTERNATIONAL: Combined Hearing on Plan Scheduled for March 16
TIME WARNER: Moody's Assigns '(P)Ba1' Preferred Shelf Ratings
THOMPSON CREEK: S&P Puts 'B+' Corp. Credit Rating on Watch Neg.
TOWN PARK: Case Summary & 2 Largest Unsecured Creditors
TRACER PROTECTION: Louisiana App. Ct. Rules in Burton Dispute

TRADING FAIR: Case Summary & 2 Largest Unsecured Creditors
TRANS ENERGY: American Shale Enters Into $50MM Credit Agreement
TRIDENT MICROSYSTEMS: Files Schedules of Assets and Liabilities
TRIDENT MICROSYSTEMS: Andrew Hinkelman Finally OK'd as CRO
TRIDENT MICROSYSTEMS: Epping Hermann OK'd as IP Matters Counsel

UNI-PIXEL INC: To Release Q4 & Full-Year 2011 Results on March 8
UNIGENE LABORATORIES: Signs Manufacturing Pact with Stealth
UNITED RETAIL: Authorized to Pay $908,000 Critical Vendors Claims
UNIVERSAL CORP: Moody's Assigns 'Ba2' Senior Unsecured Rating
VALLE FOAM: Purchasers Drop Price-Fixing Claims vs. Domfoam

WESTMORELAND COAL: Incurs $36.8 Million Net Loss in 2011
WESTMORELAND COAL: Appoints Broadridge as New Rights Agent
WYNN RESORTS: Moody's Says New $900MM Notes No Impact on Ba2 CFR

* BOOK REVIEW: Fraudulent Conveyances



                            *********

12TH STREET: Case Summary & 3 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: 12th Street Partners, LLC
        1266 West Paces Ferry Road, Suite 303
        Atlanta, GA 30327

Bankruptcy Case No.: 12-55990

Chapter 11 Petition Date: March 5, 2012

Court: United States Bankruptcy Court
       Northern District of Georgia (Atlanta)

Debtor's Counsel: Brian S. Limbocker, Esq.
                  LIMBOCKER LAW FIRM, LLC, Suite 500
                  3330 Cumberland Blvd.
                  Atlanta, GA 30339
                  Tel: (770) 933-6267
                  Fax: (678) 412-4152
                  E-mail: bsl@limbockerlawfirm.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 three largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/ganb12-55990.pdf

The petition was signed by Denise Anne Morrow, Trustee of The
Almond Morrow Trust, 50% owner.


AEROGROW INTERNATIONAL: Amends Amortization of Main Power Note
--------------------------------------------------------------
AeroGrow International, Inc., is the borrower under a promissory
note dated Dec. 31, 2010, in favor of Main Power Electrical
Factory Ltd., as lender.  The Main Power Note had an original
principal amount of $2,162,046, an interest rate of 8% p.a., and
was scheduled to be amortized on a monthly basis pursuant to an
agreed repayment schedule with a final maturity of May 31, 2013.
During 2011, the Company became unable to make the payments of
interest and principal provided for in the Main Power Note, and
the parties began negotiations regarding a restructuring of the
Main Power Note.

On Feb. 29, 2012, the Company and Main Power executed a Waiver and
First Amendment to the Main Power Note, effective as of Dec. 31,
2011.  The First Amendment provides that as of the effective date
the principal amount of the Main Power Note was $2,162,046.  In
addition, the First Amendment provides for a revised amortization
schedule for the Main Power Note and a final maturity of Dec. 15,
2015.  The revised amortization schedule includes monthly interest
payments through the final maturity and principal payments
totaling $3,000 during the fourth fiscal quarter of the Company's
fiscal year ending March 31, 2012, $159,000 during the fiscal year
ending March 31, 2013, $555,000 during the fiscal year ending
March 31, 2014, $725,000 during the fiscal year ending March 31,
2015, and $664,724 during the period April 2015 through December
2015.  In addition, Main Power agreed to waive all existing
defaults under the Main Power Note as of the effective date of the
First Amendment.

On March 5, 2012, and effective as of March 4, 2012, the Company
entered into employment agreements with J. Michael Wolfe, Chief
Executive Officer, H. MacGregor Clarke, Chief Financial Officer,
and John K. Thompson, Senior Vice President, Sales and Marketing.

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

                        http://is.gd/0Fx9pK

                          About AeroGrow

Boulder, Colo.-based AeroGrow International, Inc., is a developer,
marketer, direct-seller, and wholesaler of advanced indoor garden
systems designed for consumer use and priced to appeal to the
gardening, cooking, and healthy eating, and home and office decor
markets.

The Company reported a net loss of $2.71 million on $6.08 million
of product sales for the nine months ended Dec. 31, 2011, compared
with a net loss of $5.29 million on $8.20 million of product sales
for the same period a year ago.

The Company's balance sheet at Dec. 31, 2011, showed $5.66 million
in total assets, $10.03 million in total liabilities, and a
$4.37 million total stockholders' deficit.

For Fiscal 2011, the Company's independent auditors expressed
substantial doubt about the Company's ability to continue as a
going concern.  As reported in the TCR on Aug. 30, 2011, Eide
Bailly LLP, in Fargo, North Dakota, said the Company does not
currently have sufficient liquidity to meet its anticipated
working capital, debt service and other liquidity needs in the
near term.


ALLEN PARK: S&P Cuts Rating on General Obligation Bonds to 'B'
--------------------------------------------------------------
Standard & Poor's Ratings Services lowered to 'B' from 'BB+' its
long-term rating on Allen Park City, Mich.'s unlimited-tax general
obligation (GO) bonds and limited-tax GO bonds, issued for the
city by itself, the Allen Park Building Authority, and the Allen
Park Brownfield Redevelopment Authority. Standard & Poor's also
placed these ratings on CreditWatch with negative implications.

"On Feb. 17, Standard & Poor's affirmed the city's rating based on
information provided by management that the city would issue long-
term budget stabilization bonds in order to meet its debt service
obligations in fiscal 2012 (year-end June 30); subsequent
information after that date revealed that the city's original
course of action would not occur," said Standard & Poor's credit
analyst Caroline West. "Instead, management informs us that the
city now plans to issue tax anticipation notes (TANs) and
subsequently roll over the TANs with an emergency loan from the
state. However, the city council has yet to approve an application
for the TANs to send to the state for its review, and we
understand that discussions regarding the emergency loan have
yet not begun with the state," added Ms. West.

"Standard & Poor's definition of a 'B' rating states that adverse
business, financial, or economic conditions will likely impair the
obligor's capacity or willingness to meet its debt service
obligations. In our opinion, uncertainty remains as to how the
city will acquire the funds necessary to meet its financial
obligations for fiscal 2012. Without an external source of
additional liquidity, we believe that the city will likely be
unable to make its debt service payment on May 1, 2012. We
anticipate resolving the CreditWatch listing on Allen Park's debt
upon determining the success of the city's issuance of TANs. Even
if the city issues TANs and successfully meets its fiscal 2012
obligations, in our view the city still faces severe long-term
budget pressure given its lack of revenue and expenditure
flexibility," S&P said.


ALROSE KING: Plan Support Agreement Approved With Modifications
---------------------------------------------------------------
Judge Dorothy Eisenberg approved the Plan Support Agreement, dated
as of Jan. 23, 2012, by and among Alrose King David LLC, Allen
Rosenberg, Sol Green and Investors Bank, as successor by merger to
Brooklyn Federal Savings Bank, N.A. (BFSB).

The defined term "GUC Distribution Fund" in the Plan Support
Agreement is replaced in its entirety by the following:

    "GUC Distribution Fund" means the account to be established
     and administered by the Disbursing Agent for the payment of
     (i) Allowed General Unsecured Claims and (ii) the
     Professional Fees.  Holders of Allowed General Unsecured
     Claims shall receive their pro rata share of the GUC
     Distribution Fund net of the payments made from the GUC
     Distribution Fund for the Professional Fees.  The maximum
     aggregate funds contributed to the GUC Distribution Fund
     pursuant to the Plan shall not exceed the lesser of (i)
     $1,200,000 and (ii) the amount necessary to pay, in the
     aggregate, (x) 100% of the Allowed General Unsecured Claims
     and (y) 100% of the Professional Fees; provided, however,
     that the Debtor may, in its sole discretion, increase the
     maximum aggregate funds contributed to the GUC Distribution
     Fund by an amount not to exceed $800,000."

As reported in the Troubled Company Reporter on Feb. 13, 2012,
the key terms of the Plan Support Agreement are:

    A. The Debtor agrees to include a class of creditors in the
       Plan specific to the real property tax claims.  With
       respect to the treatment of real property tax claims, the
       Debtor entered into an Escrow Agreement with Rosenberg and
       BFSB dated Jan. 3, 2012, pursuant to which $911,120, as
       of Dec. 31, 2011, for the payment of accrued and unpaid
       real property taxes was escrowed with counsel to BFSBA.
       The Plan will provide that on the Effective Date each
       holder of an Allowed Real Property Tax Claim will be
       entitled to receive from the Debtor on account of the
       claim, cash payments from the escrow account in an amount
       equal to the allowed real property tax claim.

    B. The Debtor agrees to include a class of creditors in the
       plan specific to the general unsecured claims.  The plan
       will provide that each holder of an allowed general
       unsecured claim will receive its pro rata share of an
       aggregate of the GUC Distribution Fund, net of the payments
       made from the fund for professional fees, which will be
       distributed to holders of allowed general unsecured claims
       within 24 months of the Effective Date.

    C. On the Closing Date, the Debtor will execute and deliver
       those instruments and documents requiring the Debtor's
       signature.

    D. The Debtor will obtain and deliver to lender a certificate
       of occupancy for the Property within six months of the
       closing date, evidencing all improvements on the property
       for the use of a hotel as said improvements are constructed
       and existing.

    E. The Debtor will pay all amounts due with respect to real
       estate taxes, insurance and water charges by deposit into a
       designated escrow account with BFSB and thereafter, on a
       monthly basis, 1/12 of all real estate taxes, insurance and
       water charges will be deposited in escrow with Lender,
       pursuant to an escrow agreement in form and substance
       satisfactory to Lender and Debtor.

    f. The Debtor will cause Alrose Allegria LLC to execute a
       termination of lease and, if required, organizational
       documents as a bankruptcy remote entity.

    G. Rosenberg and Green will (a) execute and deliver to the
       Lender amended and restated personal guarantees of the
       Debtor's obligations under the Restructure Closing
       Documents on or before the Closing Date, and (b) provide
       their detailed individual personal financial statements as
       of Dec. 31, 2011 to the lender, no later than Jan. 31,
       2012, or later as agreed to by BFSB.

                         About Alrose King

Alrose King David LLC is a special entity established by the
Alrose Group to own the 143-room, beachfront hotel property called
the Allegria Hotel & Spa in Long Beach, Long Island.

Alrose King David filed for Chapter 11 bankruptcy protection
(Bankr. E.D.N.Y. Case No. 11-75361) in Brooklyn on July 28, 2011.
Judge Dorothy Eisenberg presides over the case.  Patrick
T. Collins, Esq., at Farrell Fritz, P.C., serves as bankruptcy
counsel.  The petition was signed by Allen Rosenberg, managing
member.

In its schedules, the Debtor disclosed $25,000,000 in assets and
$38,616,617 in liabilities as of the Petition Date.

The Official Consolidated Committee of Unsecured Creditors has
tapped Lamonica Herbst & Maniscalso LLP as attorneys.


ALROSE KING: Amends Disclosures Ahead of March 15 Hearing
---------------------------------------------------------
Alrose King David LLC has filed a First Amended Disclosure
Statement in support of its Second Amended Chapter 11 plan of
Reorganization dated Feb. 15, 2012.

The U.S. Bankruptcy Court for the Eastern District of New York
will convene a hearing on March 15, 2012 at 10:00 a.m. to consider
approval of the Disclosure Statement.

The Debtor engaged in extensive discussions and negotiations with
Brooklyn Federal Savings Bank (BFSB) and has explored a variety of
potential restructuring alternatives.  The discussions and
negotiations have ultimately resulted in a manner of treatment
under the Plan for the BFSB Secured Claim.  BFSB, who is the
Debtor's pre-petition secured lender in this Case, will have an
Allowed Claim amount of $38,212,800.61 that is not subject to
avoidance, setoff, subordination, any defenses, counterclaims, or
any other reduction of any kind, under the Plan.

The Plan calls for the BFSB Secured Claim to be treated through:

    (1) an Amended, Restated and Consolidated Note in the
        principal amount of $24,000,000 and an Amended, Restated
        and Consolidated Mortgage, both of which are to be
        executed and delivered by the Debtor or the Reorganized
        Debtor's, as applicable, to BFSB, and

    (2) a Deficiency Claim in favor of BFSB in the Allowed amount
        of $14,212,800.61.

Distributions to general unsecured creditors will be made from a
distribution fund designated for Holders of Allowed General
Unsecured Claims, including BFSB on account of the BFSB Deficiency
Claim, and will be the only source of funds for these Holders
under the Plan.  The maximum aggregate funds contributed to the
GUC Distribution Fund pursuant to the Plan will not exceed the
lesser of (1) $2,000,000 and (2) the amount necessary to pay, in
the aggregate, (x) 100% of the Allowed General Unsecured Claims,
excluding the BFSB Deficiency Claim, (y) 100% of the Allowed
Professional Fee Claims of the Committee, and (z) 100% of the
reasonable fees and expenses incurred by the Plan Administrator
who will be appointed by the Reorganized Debtor and who will be
granted the authority and charged with the responsibility of
implementing the Plan in a manner consistent with the terms and
conditions of the Plan.  For purposes of the Plan, and subject to
the occurrence of the Effective Date, BFSB will waive its
entitlement, on account of the BFSB Deficiency Claim, to its Pro
Rata share in the proceeds of the GUC Distribution Fund.  The
waiver by BFSB of proceeds of the GUC Distribution Fund is without
prejudice to BFSB to exercise its right to vote to accept or
reject the Plan as a Holder of an Allowed General Unsecured Claim.

A full-text copy of the Disclosure Statement is available for
free at http://bankrupt.com/misc/ALROSE_KING_ds_1stamended.pdf

              Fresh Painting Objects Claim Included

Fresh Painting Contracting, Inc., has filed an objection to the
approval of the Disclosure Statement.

Fresh Painting is owed $114,270 by the Debtor for services
rendered at the Allegria Hotel in Long Beach, New York.  The
outstanding balance was now being litigated in the Nassau County
Supreme Court.

The Law Offices of Robert Lazazzaro have never received any
notices with regards to the Chapter 11 proceeding at its new
address listed.  As a result, Fresh Painting missed the October
filing deadline to file a Notice of Claim with the Court.

Therefore, Fresh Painting objects to the approval of the
Disclosure Statement, and requests to be listed as a creditor
under the Bankruptcy proceeding.

                         About Alrose King

Alrose King David LLC is a special entity established by the
Alrose Group to own the 143-room, beachfront hotel property called
the Allegria Hotel & Spa in Long Beach, Long Island.

Alrose King David filed for Chapter 11 bankruptcy protection
(Bankr. E.D.N.Y. Case No. 11-75361) in Brooklyn on July 28, 2011.
Judge Dorothy Eisenberg presides over the case.  Patrick
T. Collins, Esq., at Farrell Fritz, P.C., serves as bankruptcy
counsel.  The petition was signed by Allen Rosenberg, managing
member.

In its schedules, the Debtor disclosed $25.0 million in assets and
$38.6 million in liabilities as of the Petition Date.

The Official Consolidated Committee of Unsecured Creditors has
tapped Lamonica Herbst & Maniscalso LLP as attorneys.


AMERICAN APPAREL: Reports $42.1 Million Net Sales in February
-------------------------------------------------------------
American Apparel, Inc., announced preliminary sales for the month
ended Feb. 29, 2012.  The Company reported that for the month of
February, total net sales increased 13% to $42.1 million when
compared to the month ended Feb. 28, 2011.  Between the same
periods, comparable store sales increased an estimated 10% and
wholesale net sales increased an estimated 24%.

"We continue to be encouraged by our improving sales performance
with sales trends remaining solidly positive in all three
distribution channels," stated Dov Charney, Chairman and CEO.
"Our comparable store sales increase was driven by a combination
of higher unit sales and an increase in average unit retail
prices.  Our imprintable wholesale sales continue to run at record
levels across a broad base of customers and categories.  As we
enter the spring season, our inventories are in line and we are
well positioned to continue with positive sales momentum," added
Charney.

                       About American Apparel

Los Angeles, Calif.-based American Apparel, Inc. (NYSE Amex: APP)
-- http://www.americanapparel.com/-- is a vertically integrated
manufacturer, distributor, and retailer of branded fashion basic
apparel.  As of September 2010, American Apparel employed over
10,000 people and operated 278 retail stores in 20 countries,
including the United States, Canada, Mexico, Brazil, United
Kingdom, Ireland, Austria, Belgium, France, Germany, Italy, the
Netherlands, Spain, Sweden, Switzerland, Israel, Australia, Japan,
South Korea and China.

Amid liquidity problems and declining sales, American Apparel in
early 2011 reportedly tapped law firm Skadden, Arps, Slate,
Meagher & Flom and investment bank Rothschild Inc. for advice on a
restructuring.

In April 2011, American Apparel said it raised $14.9 million in
rescue financing from a group of investors led by Canadian
financier Michael Serruya and private equity firm Delavaco Capital
Corp., allowing the casual clothing retailer to meet obligations
to its lenders for the time being.  Under the deal, the investors
were buying 15.8 million shares of common stock at 90 cents
apiece.  The deal allows the investors to purchase additional 27.4
million shares at the same price

                        Going Concern Doubt

Marcum LLP, in New York, in its audit report on American Apparel's
financial statements for the year ended Dec. 31, 2010, expressed
substantial doubt about the Company's ability to continue as a
going concern.

The Company also reported a net loss of $28.15 million on $389.76
million of net sales for the nine months ended Sept. 30, 2011,
compared with a net loss of $67.01 million on $389.02 million of
net sales for the same period a year ago.

The Company's balance sheet at Sept. 30, 2011, showed $323.64
million in total assets, $267.51 million in total liabilities and
$56.12 million in total stockholders' equity.

                        Bankruptcy Warning

According to the Form 10-Q for the quarter ended Sept. 30, 2011,
the Company incurred a loss from operations of $20,942 for the
nine months ended Sept. 30, 2011, compared to a loss from
operations of $38,167 for the nine months ended Sept. 30, 2010.
The current operating plan indicates that losses from operations
will be incurred for all of fiscal 2011.  Consequently, the
Company may not have sufficient liquidity necessary to sustain
operations for the next twelve months and this raises substantial
doubt that the Company will be able to continue as a going
concern.

The Company said there can be no assurance that management's plan
to improve its operating performance and financial position will
be successful or that the Company will be able to obtain
additional financing on commercially reasonable terms or at all.
As a result, the Company's liquidity and ability to timely pay its
obligations when due could be adversely affected.  Any new
financing also may be substantially dilutive to existing
stockholders and may require reductions in exercise prices or
other adjustments of the Company's existing warrants.
Furthermore, the Company's vendors and landlords may resist
renegotiation or lengthening of payment and other terms through
legal action or otherwise.  If the Company is not able to timely,
successfully or efficiently implement the strategies that it is
pursuing to improve its operating performance and financial
position, obtain alternative sources of capital or otherwise meet
its liquidity needs, the Company may need to voluntarily seek
protection under Chapter 11 of the U.S. Bankruptcy Code.


APPLETON PAPERS: Incurs $11.6 Million Net Loss in Fourth Quarter
----------------------------------------------------------------
Appleton Papers Inc. reported a net loss of $11.66 million on
$205.62 million of net sales for the three months ended Dec. 31,
2011, compared with a net loss of $7.79 million on $204.22 million
of net sales for the three months ended Jan. 1, 2011.

The Company reported a net loss of $2.11 million on
$857.32 million of net sales for the year ended Dec. 31, 2011,
compared with a net loss of $31.66 million on $849.88 million of
net sales for the year ended Jan. 1, 2011.

The Company's balance sheet at Dec. 31, 2011, showed
$641.91 million in total assets, $831.85 million in total
liabilities, and a $189.93 million total deficit.

Mark Richards, Appleton's chairman, president and chief executive
officer, said the Company's performance in 2011 met four
performance objectives: (1) improve profitability; (2) reduce
working capital and generate cash; (3) reduce debt; (4) and
improve liquidity.  He said Appleton's improved profitability and
earnings were achieved through improved manufacturing performance,
increased efficiencies, and consistent financial discipline.  The
Company saw a $17.2 million year over year operating income
improvement in its thermal papers segment, which more than offset
the decline in carbonless papers.

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

                       http://is.gd/wnAJUJ

                       About Appleton Papers

Appleton, Wisconsin-based Appleton Papers Inc. --
http://www.appletonideas.com/-- produces carbonless, thermal,
security and performance packaging products.  Appleton has
manufacturing operations in Wisconsin, Ohio, Pennsylvania, and
Massachusetts, employs approximately 2,200 people and is 100%
employee-owned.  Appleton Papers is a 100%-owned subsidiary of
Paperweight Development Corp.

                          *     *     *

Appleton Papers carries a 'B' corporate credit rating from
Standard & Poor's.


ARTISAN OVEN: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: Artisan Oven Inc.
          dba Central Bakery
        105-111 South State Street
        Hackensack, NJ 07601

Bankruptcy Case No.: 12-15824

Chapter 11 Petition Date: March 6, 2012

Court: U.S. Bankruptcy Court
       District of New Jersey (Newark)

Judge: Donald H. Steckroth

Debtor's Counsel: Anthony Sodono, III, Esq.
                  TRENK, DIPASQUALE, ET AL.
                  347 Mt. Pleasant Avenue, Suite 300
                  West Orange, NJ 07052
                  Tel: (973) 243-8600
                  Fax: (973) 243-8600
                  E-mail: asodono@trenklawfirm.com

Scheduled Assets: $334,458

Scheduled Liabilities: $1,405,414

The Company's list of its 20 largest unsecured creditors filed
with the petition is available for free at:
http://bankrupt.com/misc/njb12-15824.pdf

The petition was signed by Carlos A. Garcia, president.


ASSET RESOLUTION: 9th Cir. Won't Hear Silar Advisors' Appeal
------------------------------------------------------------
Silar Advisors, LP, Robert Leeds, Jay Gracin, and Sara Pfrommer --
the Silar Parties -- and Tracy Klestadt and Klestadt & Winters,
LLP, Katherine M. Windler, and Bryan Cave, LLP, appeal a district
court order imposing sanctions on them pursuant to F.R.B.P. Rule
9011 and the district court's inherent powers.  The U.S. Court of
Appeals for the Ninth Circuit ruled the district court's order is
not immediately appealable and dismissed the appeal for lack of
jurisdiction.

The Silar Parties are the owners and officers of Asset Resolution,
LLC, which serviced loans that were funded in part by appellee
lenders.  Asset Resolution is the sole member and manager of
fourteen special purpose limited liability companies.  Asset
Resolution and the special purpose companies have each filed a
petition in bankruptcy.

The appellees are the lenders (now creditors in the bankruptcy
proceeding) and the bankruptcy trustee, both of whom were awarded
sanctions against the Silar Parties and Counsel.

The Debtors' bankruptcy proceedings are the latest in a
complicated series of legal proceedings involving the various
parties.  In 2007, before the bankruptcy proceedings commenced,
the lenders and Silar Advisors' predecessor-in-interest began to
dispute their respective rights to proceeds under the relevant
loan servicing agreements.  As a result, the lenders brought a
lawsuit in Nevada district court to clarify their contractual
rights under the servicing agreements.  While this contract
dispute was ongoing, Silar Advisors, which held a security
interest in the disputed servicing agreements, foreclosed on its
collateral and assigned its interest in the agreements to its
newly formed subsidiary, Asset Resolution.  Subsequently, the
lenders added Silar Advisors and Asset Resolution as defendants in
the contract dispute lawsuit.

During the summer of 2009, the Nevada district court presiding
over the contract suit issued a series of orders regarding the
compensation owed to Asset Resolution under the disputed loan
servicing agreements.  Among other things, the orders awarded
Asset Resolution substantially less than the full amount of
servicing fees it had requested.

Headquartered in New York, Asset Resolution LLC and 14 units filed
for Chapter 11 protection on Oct. 14, 2009 (Bankr. S.D.N.Y. 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.

The bankruptcy case was transferred to the bankruptcy court for
the District of Nevada in November 2009.

On Jan. 25, 2010, the Nevada district judge presiding over the
contract dispute entered an order withdrawing the reference for
the entire bankruptcy case.  Four days later, that Nevada district
court, now sitting as a bankruptcy court, converted Debtors'
chapter 11 bankruptcy filing to a chapter 7 proceeding.

On Feb. 9, 2010, the lenders filed a motion for sanctions against
the Silar Parties and Counsel. The district court granted the
motion, holding that sanctions under Federal Rule of Bankruptcy
Procedure 90111 and the court's inherent powers were appropriate
because the underlying bankruptcy case was filed "for improper
purposes and [was] frivolous."  In support of this holding, the
district court found that the Silar Parties "never had any
intention or ability to reorganize" Asset Resolution, which was
merely a "shell entity" without any assets to reorganize.
Further, the Nevada district court found that Debtors' bankruptcy
filing in the Southern District of New York was solely an attempt
to evade the district court's jurisdiction and, specifically, the
allegedly adverse impact of its orders over the summer of 2009.

The district court's sanctions order made the Silar Parties and
Counsel jointly and severally liable for some $279,615 in
sanctions, an amount based on the lenders' attorney's fees and
expenses.  The district court also ordered Counsel to disgorge its
retainers ($300,000 each) received for filing and litigating the
underlying bankruptcy case.

The appeals are, The case is KLESTADT & WINTERS, LLP; TRACY L.
KLESTADT, Petitioners-Appellants, v. DONNA CANGELOSI; CERTAIN
DIRECT LENDERS, Respondents-Appellees, and WILLIAM A. LEONARD,
Chapter 7 Trustee, Trustee-Appellee; BRYAN CAVE LLP; KATHERINE M.
WINDLER, Petitioners-Appellants, v. DONNA CANGELOSI; CERTAIN
DIRECT LENDERS, Respondents-Appellees, and WILLIAM A. LEONARD,
Chapter 7 Trustee, Trustee-Appellee; and SILAR ADVISORS, LP; SARA
PFROMMER; ROBERT LEEDS; JAY GRACIN, Petitioners-Appellants, v.
DONNA CANGELOSI; CERTAIN DIRECT LENDERS, Respondents-Appellees,
and WILLIAM A. LEONARD, Chapter 7 Trustee, Trustee-Appellee, Nos.
10-16970, 10-16972, 10-16974 (9th Cir.).

A copy of the Ninth Circuit's Opinion dated March 6, 2012, is
available at http://is.gd/DaHFlCfrom Leagle.com.

                      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.


ATLANTIC MUNICIPAL: Case Summary & 11 Largest Unsecured Creditors
-----------------------------------------------------------------
Debtor: Atlantic Municipal Corporation
        120 N. LaSalle Street, Suite 1350
        Chicago, IL 60602

Bankruptcy Case No.: 12-08604

Chapter 11 Petition Date: March 5, 2012

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

Judge: Susan Pierson Sonderby

Debtor's Counsel: Robert M Fishman, Esq.
                  SHAW GUSSIS FISHMAN GLANTZ WOLFSON
                  321 N Clark Street, Suite 800
                  Chicago, IL 60610
                  Tel: (312) 666-2842
                  Fax: (312) 275-0567
                  E-mail: rfishman@shawgussis.com

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

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

A list of the Company's 11 largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/ilnb12-08604.pdf

The petition was signed by David R. Gray, Jr., president.


AVNET INC: Moody's Assigns '(P)Ba1' Subordinate Shelf Rating
------------------------------------------------------------
Moody's Investors Service issued a summary credit opinion on
Avnet, Inc. and includes certain regulatory disclosures regarding
its ratings. The release does not constitute any change in Moody's
ratings or rating rationale for Avnet.

Moody's current ratings for Avnet are as follows:

Senior Unsecured Rating -- Baa3
Senior Unsecured Shelf Rating -- (P)Baa3
Subordinate Shelf Rating -- (P)Ba1

Ratings Rationale

Avnet's Baa3 rating reflects its position as one of the leading
global distributors of electronic components and information
technology (IT) products with substantial scale and geographic
breadth. It also takes into account Avnet's ongoing emphasis on
cost controls as well as the countercyclical nature of its working
capital. Both enable the company to remain profitable, generate
strong levels of free cash flow and maintain very good liquidity,
especially during business down cycles or weak macroeconomic
conditions. Concurrently, the rating takes into consideration the
cyclical nature of Avnet's business, low single-digit operating
margins, ongoing mix shift to lower margin and higher working
capital velocity business segments as well as vendor concentration
risk. Over the near-term, Moody's expects continued improvement in
Avnet's financial leverage (to below 2x total adjusted debt to
EBITDA) and operating metrics owing to enhanced competitiveness
and profitability, which should allow the company to sustain
adjusted operating margins in the 3% to 5% range.

The stable rating outlook reflects Moody's expectation that
Avnet's operating performance will continue to demonstrate gradual
improvement to levels witnessed prior to the recent recession. It
also incorporates Moody's expectations for steady vendor/customer
relationships, improving financial leverage, acquisition activity
similar to historical levels and moderate share purchases.

Ratings could be upgraded if Avnet's revenue and operating margins
improve to a higher sustainable range, implying increased market
share and a shift in product mix and/or lower cost structure. An
upgrade could also be considered if total debt to EBITDA was
expected to decline to 1.75x (Moody's adjusted) and EBITDA less
capex to interest was expected to improve above 8.5x (Moody's
adjusted) on a sustained basis.

Ratings could be downgraded to the extent Avnet experienced
permanent revenue contraction, loss of market share, rising
supplier concentration, sustained margin erosion or higher
financial leverage maintained above 3x (Moody's adjusted).

The principal methodology used in rating Avnet was the Global
Distribution and Supply Chain Services Rating Methodology
published in November 2011.


AVSTAR AVIATION: Enters Into "Consent Order" with DOT
-----------------------------------------------------
A competitor of Twin Air Calypso Limited lodged a complaint with
the FAA, which was forwarded to the DOT, alleging that AvStar
Aviation, Inc., was exceeding its "on-demand" authority regarding
the number of times the Company flew to the destinations of Marsh
Harbour and Treasure Cay on the island of Abaco.  The validity of
the allegation hinged on what constitutes a "published schedule".

The Company contends its interpretation of the FAA and DOT
"published schedule" provision is in compliance with FAA and
DOT regulations.  As the Company's discussions and correspondence
developed with the DOT representatives it became evident that the
Commuter Authority could not move forward until this issue was
resolved.  To resolve the issue the Company elected to accept
a "Consent Order" and mitigated fine rather than expend legal fees
to defend its position and further delay the commuter authority
approval.  The Company will have to pay a $70,000 fine, $35,000 is
payable over a 7 month period.  Barring further violations, the
remainder will be waived after a one year period.

The "Consent Order" the Company accepted will be published in the
DOT docket within the next few days.  As in the past the Company
will respond immediately should there be any request for
additional information regarding our commuter authority
application.  With the FAA/DOT issue resolved it is felt that an
answer from the DOT will be forthcoming.

                       About Avstar Aviation

Houston, Texas-based AvStar Aviation Group, Inc. (OTC QB: AAVG)
-- http://www.avstarinc.com/-- due to acquisitions, is now in two
aviation sectors, the  maintenance, repair and overhaul ("MRO") of
aircraft providing products and services for the general aviation
sector, and the charter air service business.

Clay Thomas, P.C., in Houston, expressed substantial doubt about
Avstar Aviation Group's ability to continue as a going concern
following the Company's 2010 results.  Mr. Thomas noted that the
Company has suffered significant losses and will require
additional capital to develop its business until the Company
either (1) achieves a level of revenues adequate to generate
sufficient cash flows from operations; or (2) obtains additional
financing necessary to support its working capital requirements.

The Company also reported a net loss of $80,502 on $1.75 million
of total revenue for the nine months ended Sept. 30, 2011,
compared with a net loss of $1 million on $1.12 million of total
revenue for the same period during the prior year.

The Company's balance sheet at Sept. 30, 2011, showed
$1.20 million in total assets, $2.03 million in total liabilities,
and a $831,648 total stockholders' deficit.


AVSTAR AVIATION: Clay Thomas Resigns as Accountants
---------------------------------------------------
Clay Thomas, PC, on Dec. 9, 2011, resigned as the independent
registered public accounting firm of AvStar Aviation Group, Inc.
The principal reason given by Thomas was the Company's failure to
pay fees owed to Thomas, which precluded Thomas from completing
its review of the Company's Quarterly Report on Form 10-Q
for the quarter ended Sept. 30, 2011.

The audit reports of Thomas on the financial statements of the
Company as of and for the years ended Dec. 31, 2010, and 2009 did
not contain an adverse opinion or a disclaimer of opinion, and
were not qualified or modified as to uncertainty, audit scope or
accounting principles, except that those financial statements
included a going concern explanatory paragraph.

During the Company's two most recent fiscal years ended Dec. 31,
2010, and 2009 and through March 5, 2012, there were: (i) no
disagreements between the Company and Thomas on any matters of
accounting principles or practices, financial statement
disclosure, or auditing scope or procedures, which disagreements,
if not resolved to the satisfaction of Thomas, would have
caused Thomas to make reference to the subject matter of the
disagreement in its report on the Company's financial statements
for those years, and (ii) no reportable events within the meaning
set forth in Item 304(a)(1)(v) of Regulation S-K.  The Company has
authorized Thomas to respond fully to inquiries from the Company's
successor auditor regarding the disclosure in this Form 8-K.

The Company has not engaged a new independent registered public
accounting firm to audit the Company's financial statements for
the year ending Dec. 31, 2011.

On Oct. 1, 2011, the Company received from Stephen Wood,
theretofore a Company director and its Chief Technology Officer, a
letter stating that he was resigning from all management positions
with the Company.  Mr. Wood indicated that the he was resigning
due to other commitments.  The resignation was not the
result of any disagreement between Mr. Wood and the Company.  The
Company will not now elect another director to fill Mr. Wood's
seat, but will continue with a four-person Board for the time
being.

                       About Avstar Aviation

Houston, Texas-based AvStar Aviation Group, Inc. (OTC QB: AAVG)
-- http://www.avstarinc.com/-- due to acquisitions, is now in two
aviation sectors, the  maintenance, repair and overhaul ("MRO") of
aircraft providing products and services for the general aviation
sector, and the charter air service business.

Clay Thomas, P.C., in Houston, expressed substantial doubt about
Avstar Aviation Group's ability to continue as a going concern
following the Company's 2010 results.  Mr. Thomas noted that the
Company has suffered significant losses and will require
additional capital to develop its business until the Company
either (1) achieves a level of revenues adequate to generate
sufficient cash flows from operations; or (2) obtains additional
financing necessary to support its working capital requirements.

The Company also reported a net loss of $80,502 on $1.75 million
of total revenue for the nine months ended Sept. 30, 2011,
compared with a net loss of $1 million on $1.12 million of total
revenue for the same period during the prior year.

The Company's balance sheet at Sept. 30, 2011, showed
$1.20 million in total assets, $2.03 million in total liabilities,
and a $831,648 total stockholders' deficit.


AXION INTERNATIONAL: Incurs $8.1 Million Net Loss in 2011
---------------------------------------------------------
Axion International Holdings, Inc., filed with the U.S. Securities
and Exchange Commission an annual report on Form 10-K disclosing a
net loss of $8.06 million on $3.88 million of revenue for the 12
months ended Dec. 31, 2011, compared with a net loss of
$7.10 million on $1.56 million of revenue for the 12 months ended
Sept. 30, 2010.

The Company's balance sheet at Dec. 31, 2011, showed $5.54 million
in total assets, $2.86 million in total liabilities, $6.80 million
in 10% convertible preferred stock, $242,500 in redeemable common
stock, and a $4.36 million total stockholders' deficit.

In its report on the Company's 2011 financial results, RBSM LLP,
in New York, noted that the Company has incurred significant
operating losses in current year and also in the past.  These
factors, among others, raise substantial doubt about the Company's
ability to continue as a going concern.

Steve Silverman, Axion's President and Chief Executive Officer,
commented "2011 marked a very significant and successful year for
Axion.  Strategic objectives set out in the beginning of the year
focused on building a strong foundation for future growth and
accelerating sales both domestically and internationally, were
achieved.  Although we would have liked to have further increased
our revenue, as we missed some opportunities because of the
delayed capacity expansion, we are encouraged by our sales
activity and level of opportunities that continue to grow.  During
the year, we significantly improved our operations, boosted sales,
added seasoned management to key areas of the business, enhanced
our quality control systems, implemented a system to better track
our sales process and activity, expanded manufacturing capacity,
sourced lower cost raw materials, and embarked on a highly focused
and aggressive sales and marketing campaign for both our ECOTRAX
rail tie and our STRUXURETM building products businesses."

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

                        http://is.gd/6qDcK0

                     About Axion International

New Providence, N.J.-based Axion International Holdings, Inc. (OTC
BB: AXIH) - http://www.axionintl.com/-- is the exclusive licensee
of patented and patent-pending technologies developed for the
production of structural plastic products such as railroad
crossties, pilings, I-beams, T-Beams, and various size boards
including a tongue and groove design that are utilized in multiple
engineered design solutions such as rail track, rail and tank
bridges (heavy load), pedestrian/park and recreation bridges,
marinas, boardwalks and bulk heading to name a few.


BARBECUE STREET: Case Summary & 4 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Barbecue Street Holdings, LLC
        650 Henderon Drive, Suite 104
        Cartersville, GA 30120

Bankruptcy Case No.: 12-55952

Chapter 11 Petition Date: March 5, 2012

Court: United States Bankruptcy Court
       Northern District of Georgia (Atlanta)

Judge: James R. Sacca

Debtor's Counsel: Herbert C. Broadfoot, II, Esq.
                  RAGSDALE, BEALS, SEIGLER, ET AL.
                  2400 International Tower
                  229 Peachtree Street, N.E.
                  Atlanta, GA 30303
                  Tel: (404) 588-0500
                  Fax: (404) 523-6714
                  E-mail: broadfoot@rbspg.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/ganb12-55952.pdf

The petition was signed by Malcolm L. Wood, Jr., managing member.


BEACON POWER: Gets May 27 Extension to Decide on Leases
-------------------------------------------------------
The Hon. Kevin J. Carey of the U.S. Bankruptcy Court for the
District of Delaware extended, at the behest of Beacon Power
Corporation, et. al., the time to assume or reject unexpired
leases of nonresidential real property through and including
May 27, 2012.

The Debtors are party to multiple real property leases.  A copy of
the list of leases is available for free at:

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

The Debtors sought a 90-day extension to be given sufficient time
to evaluate the value of each of their leases and, if necessary,
to determine the terms of any proposed assumption and assignment
of the leases to the buyer of the Debtors' assets.  Throughout the
first three months of the Chapter 11 cases, the Debtors engaged in
intensive and good faith discussions with prospective buyers of
the Debtors' assets.

As reported in the Troubled Company Reporter on Feb. 16, 2012,
Beacon Power received authorization from the Court to sell the
business to Rockland Capital LLC for $30.5 million, including a
note for $25 million and $5.5 million in cash.  In addition,
Rockland is giving the U.S. Energy Department $6.6 million in
guarantees and undertakings to provide funding.

The Debtors don't believe that any lessor will suffer harm or
prejudice as a result of the extension.  In the event any of the
leases are assumed and assigned, the lessors will receive the
direct economic benefit of uninterrupted tenancy and any cure
payments paid in connect with the assumption.  In addition, the
Debtors have timely performed all postpetition obligations under
the leases with respect to all undisputed lease payments.  The
Debtors will continue to perform these obligations during the
extension period until the time any of the leases are either
rejected, assumed, or assumed and assigned to third parties.

                        About Beacon Power

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

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

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

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

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


BERNARD L. MADOFF: Report Calls for Transparency in Trustee Hires
-----------------------------------------------------------------
Max Stendahl at Bankruptcy Law360 reports that a government report
on Wednesday largely backed efforts by Bernard L. Madoff's
bankruptcy trustee to hold down record litigation costs while
pursuing clawback suits, but said a lack of transparency about the
trustee's appointment had fueled concerns over his handling of the
case.

Law360 relates that the U.S. Government Accountability Office said
in an interim report that while final costs to liquidate Bernard
L. Madoff Investment Securities LLC were expected to surpass $1
billion through 2014, the ratio of costs to customer recoveries
fell within the historical norm.

                      About Bernard L. Madoff

Bernard L. Madoff Investment Securities LLC and Bernard L. Madoff
orchestrated the largest Ponzi scheme in history, with losses
topping US$50 billion.  On Dec. 15, 2008, the Honorable Louis A.
Stanton of the U.S. District Court for the Southern District of
New York granted the application of the Securities Investor
Protection Corporation for a decree adjudicating that the
customers of BLMIS are in need of the protection afforded by the
Securities Investor Protection Act of 1970.  The District Court's
Protective Order (i) appointed Irving H. Picard, Esq., as trustee
for the liquidation of BLMIS, (ii) appointed Baker & Hostetler LLP
as his counsel, and (iii) removed the SIPA Liquidation proceeding
to the Bankruptcy Court (Bankr. S.D.N.Y. Adv. Pro. No. 08-01789)
(Lifland, J.).  Mr. Picard has retained AlixPartners LLP as claims
agent.

On April 13, 2009, former BLMIS clients filed an involuntary
Chapter 7 bankruptcy petition against Bernard Madoff (Bankr.
S.D.N.Y. 09-11893).  The case is before Hon. Burton Lifland.  The
petitioning creditors -- Blumenthal & Associates Florida General
Partnership, Martin Rappaport Charitable Remainder Unitrust,
Martin Rappaport, Marc Cherno, and Steven Morganstern -- assert
US$64 million in claims against Mr. Madoff based on the balances
contained in the last statements they got from BLMIS.

On April 14, 2009, Grant Thornton UK LLP as receiver placed Madoff
Securities International Limited in London under bankruptcy
protection pursuant to Chapter 15 of the U.S. Bankruptcy Code
(Bankr. S.D. Fla. 09-16751).

The Chapter 15 case was later transferred to Manhattan.  In June
2009, Judge Lifland approved the consolidation of the Madoff SIPA
proceedings and the bankruptcy case.

Judge Denny Chin of the U.S. District Court for the Southern
District of New York on June 29, 2009, sentenced Mr. Madoff to
150 years of life imprisonment for defrauding investors in United
States v. Madoff, No. 09-CR-213 (S.D.N.Y.)

As of Feb. 8, 2012, Mr. Picard has recovered $8.7 billion for
investors.  A total of $325.5 million has been distributed to
investors.

Mr. Picard has filed 1,000 lawsuits seeking $100 billion from
banks such as HSBC Holdings Plc and JPMorgan Chase & Co.  The
trustee has seen more than $28 billion of his claims tossed by
district judges.


BERRY PETROLEUM: Moody's Rates New $600MM Sr. Secured Notes at B2
-----------------------------------------------------------------
Moody's Investors Service assigned a B2 rating to Berry Petroleum
Company's offering of $600 million senior unsecured notes due
2022. The proceeds of the offering will be used for debt
repayment. The rating outlook is stable.

The B2 senior unsecured note rating reflects both the overall
probability of default of Berry, to which Moody's assigns a PDR of
B1, and a loss given default of LGD5-75%. The size of its senior
secured revolving credit facility's priority claim relative to the
senior unsecured notes results in the notes being rated one notch
beneath the B1 CFR under Moody's Loss Given Default Methodology.

"This notes offering will extend the maturity profile of Berry's
debt structure at an attractive, lower cost coupon," commented
Andrew Brooks, Moody's Vice President, "further solidifying its
capital structure, upon which Berry continues to grow its
increasingly oil-leveraged production."

Ratings Rationale

Berry's B1 Corporate Family Rating (CFR) reflects its growing rate
of production, the extent to which that production is leveraged to
crude oil, and strong cash margins, relative to other similarly
rated independent E&P companies, as well as its relatively high
debt leverage and modest size. Recent acquisitions have increased
debt leverage, but have diversified Berry's reserve base,
supported by its long-lived, positive cash-flowing legacy
California heavy crude oil production.

In 2012, Berry expects to continue its three-basin focus, growing
oil production in California, the Permian and the Uinta by up to
20%, to an estimated 75% of total production from 2011's 69%.
Overall production in 2012 is projected to approximate 38-39,000
boe per day, up roughly 8%. Robust crude oil margins are further
enhanced by Berry's position as a California producer where recent
structural changes in the market have re-priced indigenous crude
at a modest discount to Brent (effectively, a premium to WTI).
Potential adverse regulatory issues in California which threatened
to slow the pace of new heavy oil development have been favorably
resolved at the state level.

Berry's SGL-2 rating reflects good liquidity; at December 31, 2011
it had $645 million available under its $1.2 billion secured
revolving credit ($1.4 billion borrowing base), which has a May
2016 scheduled maturity date. Reflecting higher production and
higher cash margins, Berry expects to generate approximately $600
million in cash flow in 2012, sufficient to fully fund the year's
capital program. With proceeds from this debt offering, Berry
intends to call its $200 million senior subordinated notes due
2016, pre-pay a portion of its 2014 senior notes and reduce
borrowings under its secured revolver, enhancing near-term
liquidity and extending its average debt maturity profile.

The stable outlook reflects Berry's growing production and
attractive oil-weighted cash margins, offset by it high leverage.
A ratings upgrade could be considered should Berry grow towards
the Ba3 median daily production rate of approximately 70,000 boe
per day, with debt to production dropping below $30,000 per boe.
Berry's ratings are unlikely to be downgraded unless production
rates unexpectedly decline or should its relative debt leverage
stagnate at current high levels.

The principal methodology used in rating Berry Petro was the
Global Independent Exploration and Production Industry Methodology
published in December 2011. Other methodologies used include Loss
Given Default for Speculative-Grade Non-Financial Companies in the
U.S., Canada and EMEA published in June 2009. Please see the
Credit Policy page on www.moodys.com for a copy of these
methodologies.

Berry Petroleum Company is a mid-sized independent E&P company
headquartered in Denver, Colorado.


BERRY PETROLEUM: S&P Rates $600-Mil. Senior Unsec. Loan at 'B+'
---------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'B+' issue-level
rating and '5' recovery rating to Denver-based exploration and
production (E&P) company Berry Petroluem Inc.'s proposed $600
million senior unsecured notes due 2022. "The issue-level rating
is one notch below the corporate credit rating on the company. The
'5' recovery rating indicates our expectation of a modest (10% to
30%) recovery in the event of default. The company expects to use
the proceeds to redeem the $200 million senior subordinated notes
due 2016, tender for $150 million of its 2014 notes, and use the
remaining balance to reduce outstanding borrowings under its
senior secured revolving credit facility," S&P said.

"At the same time, we lowered the issue ratings on the company's
outstanding unsecured notes to 'B+' from 'BB-' and revised the
recovery rating to '5' from '3'. The lower ratings are a result of
increased secured debt as the company's credit facility was raised
to $1.2 billion from $875 million," S&P said.

"The ratings on Berry reflect Standard & Poor's view of its
comparatively high operating costs due to its heavy oil
operations, its aggressive capital structure, a concentrated
reserve base, and the high level of capital intensity and
volatility associated with the E&P industry. The ratings also
reflect the relatively low-risk nature of the company's reserve
base, competitive finding and development costs, and higher
proportion of oil production compared with natural gas. As of Dec.
31, 2011, Berry had approximately $1.4 billion in debt
outstanding," S&P said.

Ratings List

Berry Petroleum Co.
Corporate Credit Rating              BB-/Stable/--

New Ratings

Berry Petroleum Co.

Senior Unsecured
  $600 mil notes due 2022             B+
   Recovery Rating                    5

Downgraded; Recovery Rating Revised

Berry Petroleum Co.
                                      To               From
Senior Unsecured notes outstanding   B+               BB-
   Recovery Rating                    5                3


B G INVESTMENTS: Case Summary & 5 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: B G Investments Inc.
        120 N. LaSalle Street
        Suite 1350
        Chicago, IL 60602

Bankruptcy Case No.: 12-08623

Chapter 11 Petition Date: March 5, 2012

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

Judge: Susan Pierson Sonderby

Debtor's Counsel: Robert M Fishman, Esq.
                  SHAW GUSSIS FISHMAN GLANTZ WOLFSON
                  321 N Clark Street, Suite 800
                  Chicago, IL 60610
                  Tel: (312) 666-2842
                  Fax: (312) 275-0567
                  E-mail: rfishman@shawgussis.com

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

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/ilnb12-08623.pdf

The petition was signed by Bonnie J. Gray, president.

Affiliate that filed separate Chapter 11 petition:

                                                 Petition
   Debtor                              Case No.     Date
   ------                              --------     ----
Mid West Real Estate
Investment Company                     12-08607   03/05/12


BIOFUEL ENERGY: Reports $4.4 Million Net Income in 4th Quarter
--------------------------------------------------------------
Biofuel Energy Corp. reported net income of $4.45 million on
$163.99 million of net sales for the three months ended Dec. 31,
2011, compared with a net loss of $1.06 million on $141.38 million
of net sales for the same period a year ago.

The Company reported a net loss of $10.36 million on
$653.07 million of net sales for the year ended Dec. 31, 2011,
compared with a net loss of $25.22 million on $453.41 million of
net sales during the prior year.

The Company's balance sheet at Dec. 31, 2011, showed
$299.58 million in total assets, $199.64 million in total
liabilities and $99.94 million in total equity.

"We were very pleased with our results for the fourth quarter and
appreciate the efforts of our entire team in achieving them," said
Scott H. Pearce, the Company's President and Chief Executive
Officer.  "Of particular note, we have successfully installed corn
oil extraction systems at both plants and are excited about the
prospects for this new co-product revenue stream.  As everyone
knows, commodity margins contracted severely towards the end of
the year and have remained at challenging levels during the first
quarter.  We expect, however, that seasonal factors will bring
more favorable margins as the year goes on, as they have in the
past."

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

                       http://is.gd/OJ4jJ9

                      About Biofuel Energy

Denver, Colo.-based BioFuel Energy Corp. (Nasdaq: BIOF) --
http://www.bfenergy.com/-- aims to become a leading ethanol
producer in the United States by acquiring, developing, owning and
operating ethanol production facilities.  It currently has two
115 million gallons per year ethanol plants in the Midwestern corn
belt.

                        Bankruptcy Warning

Should commodity margins narrow again and continue for an extended
period of time, the Company may not generate sufficient cash flow
from operations to both service its debt and operate its plants.
The Company is required to make, under the terms of its Senior
Debt facility, quarterly principal payments in a minimum amount of
$3,150,000, plus accrued interest.  The Company cannot predict
when or if crush spreads will fluctuate again or if the current
commodity margins will improve or worsen.  If crush spreads were
to narrow again and continue there for an extended period of time,
the Company may expend all of its sources of liquidity, in which
event the Company would not be able to pay principal and interest
on its debt.  Any inability to pay principal and interest on the
Company's debt would lead to an event of default under the
Company's Senior Debt facility, which, in the absence of
forbearance, debt service abeyance or other accommodations from
its lenders, could require the Company to seek relief through a
filing under the U.S. Bankruptcy Code.  The Company expects
fluctuations in the crush spread to continue.


BIOLIFE SOLUTIONS: Starts Build-Out of 2nd GMP Production Suit
--------------------------------------------------------------
BioLife Solutions, Inc., has executed an amendment to its current
commercial lease to double the square footage of its existing
facilities.  The additional space will be dedicated to the build-
out of an additional GMP manufacturing clean room suite and space
for additional team members, whose jobs are being created by
increasing demand for the Company's biopreservation media products
and also a high value contract manufacturing agreement that was
executed in late 2011.  BioLife's operations are located in Monte
Villa Farms, a Bothell biotech and data center campus.

Mike Rice, Chief Executive Officer, commented on the outlook for
BioLife by stating, "We're very pleased to see demand for
HypoThermosol and CryoStor continuing to increase.  Our best-in-
class proprietary products are now recognized by key opinion
leaders and a growing customer base in our strategic market
segments of regenerative medicine, biobanking, and drug discovery.
This growth, along with a new contract manufacturing customer we
acquired late in 2011, will enable BioLife to create up to ten
additional jobs in manufacturing, quality assurance, sales, and
marketing.  We estimate ending 2012 with 25 team members and
having significantly increased revenue over 2011."

Shipments to BioLife's new contract manufacturing customer are
anticipated to start in the second quarter of 2012.

Daphne Taylor, Chief Financial Officer remarked on the terms of
the lease amendment by stating, "In addition to considering an
option to expand within our current campus, we evaluated a number
of suitable local properties.  In the end, we received a very
competitive and supportive offer from our landlord and chose to
expand our operations in our existing facilities.  We look forward
to increasing our manufacturing capacity and the size of our team
to meet the growing demand for our products and services."

                      About BioLife Solutions

Bothell, Washington-based BioLife Solutions, Inc. develops and
markets patented hypothermic storage and cryopreservation
solutions for cells, tissues, and organs, and provides contracted
research and development and consulting services related to
optimization of biopreservation processes and protocols.

The Company has been unable to generate sufficient income from
operations in order to meet its operating needs and has an
accumulated deficit of approximately $53 million at June 30, 2011.
This raises substantial doubt about the Company's ability to
continue as a going concern.

Peterson Sullivan LLP, in Seattle, Wash., expressed substantial
doubt about the Company's ability to continue as a going concern,
following the 2010 financial results.  The accounting firm noted
that the Company has been unable to generate sufficient income
from operations in order to meet its operating needs and has an
accumulated deficit of approximately $52 million at Dec. 31, 2010.

The Company reported a net loss of $1.98 million in 2010 compared
with a net loss of $2.77 million during the prior year.  The
Company also reported a net loss of $1.54 million for the nine
months ended Sept. 30, 2011.

The Company's balance sheet at Sept. 30, 2011, showed
$1.56 million in total assets, $12.38 million in total
liabilities, and a $10.82 million total stockholders' deficiency.


BLUE RIDGE: Case Summary & Largest Unsecured Creditor
-----------------------------------------------------
Debtor: Blue Ridge 56th Street, LLC
        dba Truman Farms Center
        110 East 42nd Street, 10th Floor
        New York, NY 10017

Bankruptcy Case No.: 12-40815

Chapter 11 Petition Date: March 5, 2012

Court: United States Bankruptcy Court
       Western District of Missouri (Kansas City)

Judge: Dennis R. Dow

Debtor's Counsel: Jeffrey A. Deines, Esq.
                  LENTZ CLARK DEINES PA
                  9260 Glenwood
                  Overland Park, KS 66212
                  Tel: (913) 648-0600
                  Fax: (913) 648-0664
                  E-mail: lclaw@lcdlaw.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
------                   ---------------        ------------
Midland Loan Services                            $4,312,093
PO Box 25965
Shawnee Mission,
KS 66225-5965

The petition was signed by Lawrence E. Fiedler, president of
Blueridge LPJ, LLC, managing member.


BOMBARDIER INC: S&P Rates $500-Mil. Sr. Unsec. Notes at 'BB+'
-------------------------------------------------------------
Standard & Poor's Ratings Services assigned its debt issue and
recovery ratings to Montreal-based Bombardier Inc.'s (BB+/Stable/-
-) proposed $500 million senior unsecured notes due March 15,
2022. "We rate the notes at 'BB+' (the same as the corporate
credit rating on Bombardier), with a '4' recovery rating,
indicating lenders can expect average (30%-50%) recovery in the
event of default," S&P said.

The notes and the guarantees are senior unsecured obligations of
Bombardier, ranking equally with all existing and future unsecured
unsubordinated debt of the company.

"Proceeds from the proposed $500 million notes will be used to
finance the redemption and retirement at maturity of Bombardier's
6.75% notes due May 1, 2012, and for general corporate purposes.
While this issuance will lead to a slight increase in leverage net
of retirement of the 2012 notes, we believe the excess proceeds
will improve the company's liquidity position," S&P said.

"The ratings on Bombardier reflect our view of the company's
leading market positions in the transportation and business
aircraft segments, its good cost efficiency, and increasing
product range and diversity," said Standard & Poor's credit
analyst Jatinder Mall. "These positive factors are partially
offset, in our opinion, by the financing pressure Bombardier's
customers face in both the aerospace and transportation division,
significant execution risk in the launch of its upcoming CSeries
jet, increasing leverage, and weakening cushion under the
financial covenants," Mr. Mall added.

"The stable outlook reflects our expectations that the company's
credit metrics will not deteriorate further and it will generate
stronger cash flows in 2012 than in 2011 as it works to improve
the delayed deliveries experienced on the rail transportation side
last year," S&P said.

"Bombardier is engaged in the manufacture of transport solutions
worldwide. It operates in two distinct industries: aerospace and
rail transportation and has 69 production and engineering sites in
23 countries, as well as a worldwide network of service centers,"
S&P said.

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

Rating Assigned
Proposed $500 mil. senior unsecured notes BB+
Recovery rating                            4


BRAMPTON PLANTATION: District Court Affirms Order Lifting Stay
--------------------------------------------------------------
District Judge B. Avant Edenfield rejected Brampton Plantation,
LLC's appeal of the decision of the Bankruptcy Judge granting
German American Capital Corporation relief from the automatic
stay.  The District Judge also denied Brampton's request to stay a
foreclosure sale of Brampton's real property on March 7, 2012.

GACC is the assignee of a $21 million prepetition loan the Debtor
obtained from Branch Banking and Trust Company.  The amount due on
the loan is now roughly $29 million due to interest at 7.75%,
$1,431,500 of ad valorem taxes paid by GACC, and other charges.

Brampton filed a Plan of Reorganization on Aug. 20, 2010. The Plan
asserted a value of the Debtor's Property of $32,180,000 based
upon an appraisal performed by Clayton Weibel, MAI, appraiser for
Brampton, dated July 5, 2010, and generally calls for the Property
to be divided into parcels and granted to creditors in a value
proportionate to their respective claims.

Joel Crisler, MAI, appraiser for BB&T/GACC, values the Property at
$4,233,000.

On Sept. 12, 2011, the Bankruptcy Court issued its Memorandum and
Order on Valuation and Ruled in favor of GACC, accepting the
Crisler Appraisal over the Weibel Appraisal.

The Debtor has not filed an Amended Plan utilizing the Court's
valuation of the Property.

On Dec. 6, 2011, the Bankruptcy Judge granted GACC's motion for
relief from stay.  The Bankruptcy Judge found no evidence that
Brampton was making monthly payments at least equal to the
accruing non-default rate.  The Bankruptcy Judge also determined
that Brampton Plantation had not filed a reorganization plan with
a reasonable possibility of being confirmed within a reasonable
time.

The Bankruptcy Judge further found that, even if Brampton had
attempted to amend its plan, GACC was entitled to stay relief as
GACC successfully demonstrated a lack of equity in the property;
Brampton owed $29,000,000 or more to GACC, and the property was
worth only $4,233,000.

The case before the District Court is Brampton Plantation, LLC, v.
German American Capital Corporation, No. 4:12-cv-17 (S.D. Ga.).  A
copy of the District Court's March 5, 2012 Order is available at
http://is.gd/xsm0Z9from Leagle.com.

                     About Brampton Plantation

Headquartered in Upper Marlboro, Maryland, Brampton Plantation,
LLC, is a development company deriving revenues from the sale of
lots on its condominium project on a 91 acre parcel of property
located in historic downtown Savannah on Hutchinson Island,
located at the northeast corner of Wayne Shackleford Road and
Grand Prize of America Avenue known as The Reserve.

The completed development of the Property is planned to have a
total of 444 lots and 371 multifamily/condominium units.  Before
filing for bankruptcy, the Debtor had 206 finished lots which were
completed and platted.  Another 17 lots were approximately 98%
complete.

Brampton Plantation filed for Chapter 11 protection (Bankr. S.D.
Ga. Case No. 10-40963) on May 3, 2010.  Attorneys at McCallar Law
Firm and McNamee Hosea Jernigan Kim Greenan & Lynch, P.A.,
represent the Debtor.  The Debtor estimated assets and debts at
$10 million to $50 million in its Chapter 11 petition.


BRENTWOOD OKEECHOBEE: Case Summary & Creditors List
---------------------------------------------------
Debtor: Brentwood Okeechobee, LLC
          dba Pier II Resort
        2200 US Highway 441 SE
        Okeechobee, FL 34974

Bankruptcy Case No.: 12-15516

Chapter 11 Petition Date: March 6, 2012

Court: U.S. Bankruptcy Court
       Southern District of Florida (West Palm Beach)

Judge: Erik P. Kimball

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

The Company's list of its 20 largest unsecured creditors filed
with the petition is available for free at:
http://bankrupt.com/misc/flsb12-15516.pdf

The petition was signed by Dharmesh Patel, managing member.


BUILDERS FIRSTSOURCE: Incurs $64.9 Million Net Loss in 2011
-----------------------------------------------------------
Builders FirstSource, Inc., filed with the U.S. Securities and
Exchange Commission its annual report on Form 10-K disclosing a
net loss of $64.99 million on $779.09 million of sales in 2011, a
net loss of $95.50 million on $700.34 million of sales in 2010,
and a net loss of $61.85 million on $677.88 million of sales in
2009.

The Company's balance sheet at Dec. 31, 2011, showed
$488.80 million in total assets, $387.57 million in total
liabilities, and $101.22 million in total stockholders' equity.

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

                       http://is.gd/0DGwOK

                    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 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.


C & M RUSSELL: Has Access to Cash from 216 West Property
--------------------------------------------------------
The U.S. Bankruptcy Court for the Central District of California,
authorized C & M Russell LLC to use cash obtained from the rent
proceeds of the real property located at 216 West Imperial Avenue,
El Segundo, California until April 30, 2012.

As adequate protection from any diminution in value of the
lender's collateral, the Debtor will grant Fannie Mae replacement
liens in (a) all of Debtor's prepetition and postpetition rents
arising from the 216 Property; (b) all leases and occupancy
agreements, together with any and all amendments, modifications,
extensions or renewals, affecting the 216 Property; and (c) all
proceeds and products thereof, such as money, deposit accounts,
insurance proceeds, and other tangible or intangible property
received upon the transfer or disposition of the property.

The Court also ordered that:

   -- effective Jan. 31, the Debtor is not authorized to pay to
Mattie Evans, Ezell McDowell, Kevin McDowell or any other insider
of Debtor any amounts for management services to manage the 216
Property or any of the Debtor's other properties;

   -- effective Feb. 1, must retain a third party property
management company independent from the Debtor and any of Debtor's
insiders to manage the 216 Property and Debtor's other properties;
and

   -- no later than 25 calendar days after the end of every month,
the Debtor will provide Fannie Mae's counsel with copies of
monthly operating statements, profit and loss statements and a
current rent roll for all of the Debtor's properties, on a
property by property basis.

                        About C & M Russell

Los Angeles, California-based C & M Russell LLC owns five
multifamily apartment buildings all located in either Redondo
Beach or El Segundo, California.  The Company first made a pro
se Chapter 11 bankruptcy filing (Bankr. C.D. Calif. Case No.
11-49889) on Sept. 21, 2011.  C & M Russell filed for another
Chapter 11 petition (Bankr. C.D. Case No. 11-53845) on Oct. 20,
2011.  Alan G. Tippie, Esq., and Avi E. Muhtar, Esq., at
SulmeyerKupetz, serve as the Debtor's counsel.  Kenneth Blake,
CPA, serves as accountant.  In the second petition, the Debtor
scheduled assets of $17,499,500 and debts of $9,300,331.  The
petition was signed by Mattie B. Evans, chief executive member.


C & M RUSSELL: Has Access to 302 Cash Collateral Until April 30
----------------------------------------------------------------
The U.S. Bankruptcy Court for the Central District of California,
authorized C & M Russell LLC to use the cash collateral obtained
from the rent proceeds of that certain real property located at
302 West Imperial Avenue, El Segundo, California until April 30,
2012.

The Debtor will account for the collection and expenditure of
funds on a property by property basis, and will not use 302 cash
collateral to pay expenses of any other property, nor use cash
collateral of any other property to pay expenses of 302 Property,
without further order of the Court or advanced written permission
from Fannie Mae.

As adequate protection from any diminution in value of the
lender's collateral, the Debtor will:

   -- grant Fannie Mae replacement liens in (a) all of Debtor's
prepetition and postpetition rents arising from the 302 Property;
(b) all leases and occupancy agreements, together with any and all
amendments, modifications, extensions or renewals, affecting the
302 Property; and (c) all proceeds and products thereof, such as
money, deposit accounts, insurance proceeds, and other tangible or
intangible property received upon the transfer or disposition of
the 302 Property;

   -- on or before the 15th day of each month, commencing Feb. 15,
make monthly partial adequate protection payments to Fannie Mae in
the amount of $5,349;

   -- pay to Fannie Mae $2,734 which amount will be held by Fannie
Mae in its real property tax impound account.

On or before the 15th day of each month, commencing Feb. 15, the
Debtor will make additional real property tax impound payments of
$1,367 to Fannie Mae so that by March 15, Fannie Mae will be in
possession of sufficient funds to pay the second installment of
the 2011-2012 real property taxes on the 302 Property.  Effective
April 1, 2012, the monthly real property tax impound payment will
adjust to $2,055.

The Court also ordered that if there are funds remaining from
monthly rent collections, after budgeted expenses and payments
required to be made to Fannie Mae, the Debtor will pay net rents
to Fadia to be applied towards outstanding balances due on the
debt owing to him as secured by a junior lien on the 302 Property.

                        About C & M Russell

Los Angeles, California-based C & M Russell LLC owns five
multifamily apartment buildings all located in either Redondo
Beach or El Segundo, California.  The Company first made a pro
se Chapter 11 bankruptcy filing (Bankr. C.D. Calif. Case No.
11-49889) on Sept. 21, 2011.  C & M Russell filed for another
Chapter 11 petition (Bankr. C.D. Case No. 11-53845) on Oct. 20,
2011.  Alan G. Tippie, Esq., and Avi E. Muhtar, Esq., at
SulmeyerKupetz, serve as the Debtor's counsel.  Kenneth Blake,
CPA, serves as accountant.  In the second petition, the Debtor
scheduled assets of $17,499,500 and debts of $9,300,331.  The
petition was signed by Mattie B. Evans, chief executive member.


C & M RUSSELL: Has Access to 732 Cash Collateral Until April 30
----------------------------------------------------------------
The U.S. Bankruptcy Court for the Central District of California,
authorized C & M Russell LLC to use the cash collateral obtained
from the rent proceeds of that certain real property located at
732 West Imperial Avenue, El Segundo, California, until April 30,
2012.

As adequate protection from any diminution in value of the
lender's collateral, the Debtor will:

   -- grant replacement liens in (a) all of Debtor's prepetition
and postpetition rents arising from the 732 Property; (b) all
leases and occupancy agreements, together with any and all
amendments, modifications, extensions or renewals, affecting the
732 Property; and (c) all proceeds and products thereof, such as
money, deposit accounts, insurance proceeds, and other tangible or
intangible property received upon the transfer or disposition of
the 732 Property;

   -- on or before the 15th day of each month, commencing Feb. 15,
make monthly adequate protection payments to Fannie Mae in the
amount of $21,898; and

   -- pay to Fannie Mae the sum of $6,280, representing the amount
necessary to bring the tax impound account current as of Jan. 15,
which amount will be held by Fannie Mae in its real property tax
impound account.

On or before the 15th day of each month, commencing Feb. 15, the
Debtor will make additional real property tax impound payments of
$9,420 to Fannie Mae so that by March 15, Fannie Mae will be in
possession of sufficient funds to pay the second installment of
the 2011-2012 real property taxes on the 732 Property.  Effective
April 1, 2012, the monthly real property tax impound payment shall
adjust to $9,223.

The Court also ordered that effective Jan. 31, the Debtor is not
authorized to pay to Mattie Evans, Ezell McDowell, Kevin McDowell
or any other insider of Debtor any amounts for management services
to manage the 732 Property or any of the Debtor's other
properties; and effective Feb. 1, must retain a third party
property management company independent from the Debtor and any of
Debtor's insiders to manage the 732 Property and Debtor's other
properties.

                        About C & M Russell

Los Angeles, California-based C & M Russell LLC owns five
multifamily apartment buildings all located in either Redondo
Beach or El Segundo, California.  The Company first made a pro
se Chapter 11 bankruptcy filing (Bankr. C.D. Calif. Case No.
11-49889) on Sept. 21, 2011.  C & M Russell filed for another
Chapter 11 petition (Bankr. C.D. Case No. 11-53845) on Oct. 20,
2011.  Alan G. Tippie, Esq., and Avi E. Muhtar, Esq., at
SulmeyerKupetz, serve as the Debtor's counsel.  Kenneth Blake,
CPA, serves as accountant.  In the second petition, the Debtor
scheduled assets of $17,499,500 and debts of $9,300,331.  The
petition was signed by Mattie B. Evans, chief executive member.


C & M RUSSELL: Has Access to 2722 Cash Collateral Until April 30
----------------------------------------------------------------
The U.S. Bankruptcy Court for the Central District of California
authorized C & M Russell LLC to use the cash collateral obtained
from the rent proceeds of that certain real property located at
2722 Vanderbilt Lane, Redondo Beach, California until April 30,
2012.

The Debtor will account for the collection and expenditure of
funds on a property by property basis, and will not use 2722 cash
collateral to pay expenses of any other property, nor use cash
collateral of any other property to pay expenses of 2722 Property,
without further order of the Court or advanced written permission
from Fannie Mae.

As adequate protection from any diminution in value of the
lender's collateral, the Debtor will:

   -- grant Fannie Mae replacement liens in (a) all of Debtor's
prepetition and postpetition rents arising from the 2722 Property;
(b) all leases and occupancy agreements, together with any and all
amendments, modifications, extensions or renewals, affecting the
2722 Property; and (c) all proceeds and products thereof, such as
money, deposit accounts, insurance proceeds, and other tangible or
intangible property received upon the transfer or disposition of
the 2722 Property;

   -- effective Jan. 31, not pay to Mattie Evans, Ezell McDowell,
Kevin McDowell or any other insider of Debtor any amounts for
management services to manage the 2722 Property or any of the
Debtor's other properties;

   -- effective Feb. 1, must retain a third party property
management company independent from the Debtor and any of Debtor's
insiders to manage the 2722 Property and Debtor's other
properties;

   -- on or before the 15th day of each month, commencing Feb. 15,
make monthly adequate protection payments to Fannie Mae in the
amount of $8,581; and

   -- pay to Fannie Mae the sum of $7,443, representing the amount
necessary to bring the tax impound account current as of Jan. 15,
which amount will be held by Fannie Mae in its real property tax
impound account.

On or before the 15th day of each month, commencing Feb. 15, the
Debtor will make additional real property tax impound payments of
$3,721 to Fannie Mae so that by March 15, Fannie Mae will be in
possession of sufficient funds to pay the second installment of
the 2011-2012 real property taxes on the 2722 Property.  Effective
April 1, 2012, the monthly real property tax impound payment will
adjust to $3,142.

The Court also ordered that if there are funds remaining from
monthly rent collections, after budgeted expenses and payments
required to be made to Fannie Mae, the Debtor will pay net rents
to Fadia to be applied towards outstanding balances due on the
debt owing to him as secured by a junior lien on the 2722
Property.

                        About C & M Russell

Los Angeles, California-based C & M Russell LLC owns five
multifamily apartment buildings all located in either Redondo
Beach or El Segundo, California.  The Company first made a pro
se Chapter 11 bankruptcy filing (Bankr. C.D. Calif. Case No.
11-49889) on Sept. 21, 2011.  C & M Russell filed for another
Chapter 11 petition (Bankr. C.D. Case No. 11-53845) on Oct. 20,
2011.  Alan G. Tippie, Esq., and Avi E. Muhtar, Esq., at
SulmeyerKupetz, serve as the Debtor's counsel.  Kenneth Blake,
CPA, serves as accountant.  In the second petition, the Debtor
scheduled assets of $17,499,500 and debts of $9,300,331.  The
petition was signed by Mattie B. Evans, chief executive member.


C & M RUSSELL: Has Access to 2120 Cash Collateral Until April 30
----------------------------------------------------------------
The U.S. Bankruptcy Court for the Central District of California,
authorized C & M Russell LLC to use the cash collateral obtained
from the rent proceeds of that certain real property located at
2120 Vanderbilt Lane, Redondo Beach, California until April 30,
2012.

As adequate protection from any diminution in value of the
lender's collateral, the Debtor will:

   -- grant Fannie Mae replacement liens in (a) all of Debtor's
prepetition and postpetition rents arising from the 2120 Property;
(b) all leases and occupancy agreements, together with any and all
amendments, modifications, extensions or renewals, affecting the
2120 Property; and (c) all proceeds and products thereof, such as
money, deposit accounts, insurance proceeds, and other tangible or
intangible property received upon the transfer or disposition of
the 2120 Property;

   -- on or before the 15th day of each month, commencing Feb. 15,
the Debtor will make monthly adequate protection payments to
Fannie Mae in the amount of $2,972; and

   -- pay to Fannie Mae the sum of $3,256, representing the amount
necessary to bring the tax impound account current as of Jan. 15,
which amount will be held by Fannie Mae in its real property tax
impound account.

On or before the 15th day of each month, commencing Feb. 15, the
Debtor will make additional real property tax impound payments of
$3,757 to Fannie Mae so that by March 15, Fannie Mae will be in
possession of sufficient funds to pay the second installment of
the 2011-2012 real property taxes on the 2120 Property.  Effective
April 1, 2012, the monthly real property tax impound payment will
adjust to $2,167;

The Court also ordered that if there are funds remaining from
monthly rent collections, after budgeted expenses and payments
required to be made to Fannie Mae, the Debtor will pay net rents
to Fadia to be applied towards outstanding balances due on the
debt owing to him as secured by a junior lien on the 2120
Property.

                        About C & M Russell

Los Angeles, California-based C & M Russell LLC owns five
multifamily apartment buildings all located in either Redondo
Beach or El Segundo, California.  The Company first made a pro
se Chapter 11 bankruptcy filing (Bankr. C.D. Calif. Case No.
11-49889) on Sept. 21, 2011.  C & M Russell filed for another
Chapter 11 petition (Bankr. C.D. Case No. 11-53845) on Oct. 20,
2011.  Alan G. Tippie, Esq., and Avi E. Muhtar, Esq., at
SulmeyerKupetz, serve as the Debtor's counsel.  Kenneth Blake,
CPA, serves as accountant.  In the second petition, the Debtor
scheduled assets of $17,499,500 and debts of $9,300,331.  The
petition was signed by Mattie B. Evans, chief executive member.


CATHEDRAL PARK: Voluntary Chapter 11 Case Summary
-------------------------------------------------
Debtor: Cathedral Park Partners
        625 Waltham Avenue
        Orlando, FL 32809

Bankruptcy Case No.: 12-02897

Chapter 11 Petition Date: March 6, 2012

Court: U.S. Bankruptcy Court
       Middle District of Florida (Orlando)

Debtor's Counsel: Peter N. Hill, Esq.
                  WOLFF, HILL, MCFARLIN & HERRON, P.A.
                  1851 West Colonial Drive
                  Orlando, FL 32804
                  Tel: (407) 648-0058
                  Fax: (407) 648-0681
                  E-mail: phill@whmh.com

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

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

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

The petition was signed by Clay Frankel, VP of Maredco, Inc.,
Managing GP of Cathedral Park Managers, Managing GP.


CDC CORP: Liquidation Plan Outline Hearing Set for March 20
-----------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Georgia
will convene a hearing on March 20, 2012, at 11:00 a.m., to
consider adequacy of the Disclosure Statement explaining the Joint
Plan of Liquidation for CDC Corporation dated March 1, 2012.

The Plan was proposed by the Debtor and the Official Committee of
Equity Security Holders in the Debtor's case.

According to Disclosure Statement, the Plan contemplates the
liquidation of all of the Debtor's assets, for the benefit of the
Debtor's creditors and equity security holders.

The purchase price for the CDC Software Shares is $249,788,301.
The Debtor estimates that an additional $41,000,000, after
expenses, will be realized from the disposition of Trust Assets,
other than the sale proceeds of the CDC Software Shares, for total
proceeds from asset sales of approximately $290,788,301.

After payment of all Allowed Claims, including Fee Claims, and the
expenses of liquidation, the Debtor estimates $194,860,662 will be
available for distribution to holders of Allowed Equity Interests.
Through the filing of the sale motion, the Debtor seeks approval
of the sale of the CDC Software Shares to the stalking horse
purchaser or other purchaser with the highest or best bid at the
auction.

Under the Plan, chief restructuring officer Marcus A. Watson will
act as the Disbursing Agent and reserve from the sale proceeds
$110 million to pay all Allowed Claims in full.  The remaining
Sale Proceeds will be transferred to the Liquidation Trust for the
benefit of Allowed Equity Interests.

Under the Plan, all other assets of the Debtor will be transferred
to the Liquidation Trust to be liquidated for the benefit of
holders of Allowed Equity Interests pursuant to the Plan.

The Plan Effective Date is anticipated to occur before May 1,
2012.

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

According to the Debtor's case docket, if the Disclosure Statement
is approved on schedule, the hearing to consider the confirmation
of Debtor's Chapter 11 Plan will be held April 26, at 10:00 a.m.

                          About CDC Corp.

Based in Atlanta, CDC Corp. (Nasdaq: CHINA) --
http://www.cdccorporation.net/-- is the parent company of CDC
Software (Nasdaq: CDCS).  CDC Software is based dually in
Shanghai, China, and Atlanta and produces enterprise software
applications, IT consulting services, outsourced applications
development and IT staffing.  The company's owners include Asia
Pacific Online Ltd., Xinhua News Agency and Evolution Capital
Management.

CDC Corporation, doing business as Chinadotcom, filed a Chapter
11 petition (Bankr. N.D. Ga. Case No. 11-79079) on Oct. 4, 2011.
James C. Cifelli, Esq., at Lamberth, Cifelli, Stokes & Stout, PA,
in Atlanta, Georgia, serves as counsel.  Moelis & Company LLC
serves as its financial advisor and investment banker.  Marcus A.
Watson at Finley Colmer and Company serves as chief restructuring
officer.  The Debtor estimated assets and debts at $100 million
to $500 million as of the Chapter 11 filing.

The Official Committee of Equity Security Holders of CDC
Corporation is represented by Troutman Sanders.  The Committee
tapped Morgan Joseph TriArtisan LLC as its financial advisor.


CENTRAL FEDERAL: Has Offering of Up To 30 Million Shares
--------------------------------------------------------
Central Federal Corporation filed with the U.S. Securities and
Exchange Commission a free writing prospectus relating to the
offering of up to 30 million shares of common stock of the
Company.  The offer is expected to have net proceeds of
$21.3 million to $28.4 million.

The proceeds of the offering will be used to invest $13.5 million
in wholly owned subsidiary CFBank and to improve capital position
and retain the rest at the holding company for general corporate
purposes.

ParaCap Group, LLC, serves as the financial advisor or information
agent.

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

                        http://is.gd/XTJTh3

                       About Central Federal

Fairlawn, Ohio-based Central Federal Corporation (Nasdaq: CFBK) is
the holding company for CFBank, a federally chartered savings
association formed in Ohio in 1892.  CFBank has four full-service
banking offices in Fairlawn, Calcutta, Wellsville and Worthington,
Ohio.

The Company's balance sheet at Sept. 30, 2011, showed
$265.4 million in total assets, $254.0 million in total
liabilities, and stockholders' equity of $11.4 million.

                        Regulatory Matters

On May 25, 2011, Central Federal Corporation and CFBank each
consented to the issuance of an Order to Cease and Desist (the
Holding Company Order and the CFBank Order, respectively, and
collectively, the Orders) by the Office of Thrift Supervision
(OTS), the primary regulator of the Holding Company and CFBank at
the time the Orders were issued.

The Holding Company Order requires it, among other things, to: (i)
submit by June 30, 2011, a capital plan to regulators that
establishes a minimum tangible capital ratio commensurate with the
Holding Company's consolidated risk profile, reduces the risk from
current debt levels and addresses the Holding Company's cash flow
needs; (ii) not pay cash dividends, redeem stock or make any other
capital distributions without prior regulatory approval; (iii) not
pay interest or principal on any debt or increase any Holding
Company debt or guarantee the debt of any entity without prior
regulatory approval; (iv) obtain prior regulatory approval for
changes in directors and senior executive officers; and (v) not
enter into any new contractual arrangement related to compensation
or benefits with any director or senior executive officer without
prior notification to regulators.

The CFBank Order required CFBank to have by Sept. 30, 2011, and
maintain thereafter, 8% Tier 1 (Core) Capital to adjusted total
assets and 12% Total Capital to risk weighted assets.  CFBank will
not be considered well-capitalized as long as it is subject to
individual minimum capital requirements.

CFBank did not comply with the higher capital ratio requirements
by the Sept. 30, 2011 required date.


CENTRAL PARKING: S&P Puts 'CCC' Corp. Credit Rating on Watch Pos
----------------------------------------------------------------
Standard & Poor's Ratings Services placed its 'CCC' corporate
credit rating and all other related ratings on Nashville, Tenn.-
based Central Parking Corp. on CreditWatch with positive
implications. Standard & Poor's could either raise or affirm the
rating when it resolves the CreditWatch listing.

"The CreditWatch placement follows the announcement that CPC
entered a definitive agreement on Feb. 29, 2012, to merge with
Standard Parking Corp. in a transaction totaling $450 million. The
boards of directors of both companies have approved the
transaction, as have CPC's stockholders, who will own 28% of
the combined company and receive $27 million in cash consideration
in three years. Completion of the transaction is subject to
Standard Parking's stockholders' approval as well as customary
closing conditions, including antitrust and other regulatory
review and consummation of financing. Management has indicated
that it expects to complete the transaction by Sept. 30, 2012,"
S&P said.

"We had previously anticipated that CPC would violate its leverage
covenant in the fiscal second quarter of 2012," said Standard &
Poor's credit analyst Nalini Saxena. "However, the proposed merger
will, in our view, address this risk."

"As of Dec. 31, 2011, CPC had about $230 million in total debt
outstanding, approximately $5.5 million in cash and cash
equivalents, and less than 10% covenant cushions. The proposed
transaction and recapitalization, in our view, creates a combined
company with a pro forma adjusted leverage ratio (total debt to
EBITDA), including lease adjustments, in the mid-8x area, and we
expect cushion on the new covenants to be 10% to 20%," S&P said.

"The CreditWatch listing reflects our expectation that credit
metrics would improve upon completion of the merger transaction.
We also believe liquidity will improve as we expect the new credit
facility's covenants will be less restrictive," S&P said.

"We could raise or affirm our ratings following our analysis of
the combined entity's business and financial profile, and if the
company has sufficient covenant headroom, at the closing of the
transaction," said Ms. Saxena.

"We would withdraw our ratings if CPC's existing debt is repaid,
which we currently anticipate," S&P said.


CHRYSLER GROUP: Executive Declines Pay for Second Year in a Row
---------------------------------------------------------------
Dow Jones' Daily Bankruptcy Review reports that Chrysler Group LLC
Chief Executive Sergio Marchionne in 2011 declined a salary or
bonus for the second year in a row from the U.S. auto maker he has
led since 2009.

                       About Chrysler Group

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.
Chrysler has changed its corporate name to Old CarCo following its
sale to a Fiat-owned company.  As of December 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 has a 20% equity interest in Chrysler Group.

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

                          *     *     *

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.


CIRCLE STAR: Extends Payment Date for Share Issuance to CEO
-----------------------------------------------------------
Circle Star Energy Corp. and S. Jeffrey Johnson, the Company's
Chief Executive Officer, entered into Amendment No. 1 to
Employment Agreement, pursuant to which the Company and Mr.
Johnson amended section 4.2(j) of the Employment Agreement dated
Oct. 1, 2011.  Under the terms of the Amendment, the Company and
Mr. Johnson agreed to extend the payment date for the Restricted
Share Issuance 1 of 1,514,500 Restricted Shares on the following
schedule: 1/3 on March 1, 2013, 1/3 on June 1, 2013, 1/3 on
Sept. 1, 2013.  No other amendments were made to the Employment
Agreement.

On March 5, 2012, David Brow resigned as a director of the Company
in order to focus his time and energy on other ventures.  Mr.
Brow's resignation is not the result of any disputes, claims or
issues with the Company.

Pursuant to Article 3, Section 9 of the Bylaws of the Company,
Morris B. "Sam" Smith was appointed by the Board of Directors of
the Company as a director of the Company, effective March 5, 2012,
to fill the vacancy left by the resignation of David Brow.

Mr. Smith currently acts as a consultant for various oil and gas
companies.  Mr. Smith served as the Chief Executive Officer and as
a Director of Woodbine Acquisition Corporation from April 2011 to
August 2011, and as a consultant until October 2011.  Prior to his
employment with Woodbine Acquisition Corporation, Mr. Smith served
as a consultant for four private entities, including two oil and
gas companies and one oifield services company.  From 2005 to
2008, Mr. Smith served as the Chief Financial Officer for Cano
Petroleum.  Prior to Cano, he served as a consultant for RBI
International from 2004 to 2005.  Prior to RBI, he served as the
Executive Vice President, Chief Financial Officer and Treasurer
for Encore Acquisition Company from 2000 to 2003.  Prior to
Encore, Mr. Smith held the position of Vice President of Finance
and Chief Financial Officer for Union Pacific Resources from 1996
to 2000.  He also served as Controller for Union Pacific
Corporation from 1990 to 1996.  Mr. Smith received a Bachelor of
Business Administration from McMurry University, and participated
in the Advanced Management Program and International Studies from
the Harvard School of Business.

                         About Circle Star

Houston, Tex.-based Circle Star Energy Corp. owns royalty,
leasehold, operating, net revenue, net profit, reversionary and
other mineral rights and interests in certain oil and gas
properties in Texas. The Company's properties are in Crane,
Scurry, Victoria, Dimmit, Zavala, Grimes, Madison, Robertson,
Fayette, and Lee Counties.

The Company has sustained losses in all previous reporting periods
with an inception to date loss of $3.8 million as of July 31,
2011.  "There is substantial doubt about the Company's ability to
continue as a going concern," the Company said in the filing.

The Company reported a net loss of $6.46 million on $509,971 of
total revenues for the six months ended Oct. 31, 2011, compared
with a net loss of $11,172 on $0 of total revenues for the same
period a year ago.

The Company's balance sheet as of Oct. 31, 2011, showed $3.47
million in total assets, $5.84 million in total liabilities, and a
$2.37 million total stockholders' deficit.


CLAIRE'S STORES: Closes $400 Million Senior Notes Offering
----------------------------------------------------------
Claire's Stores, Inc., announced the closing of the offering of
$400 million aggregate principal amount of 9.00% senior secured
first lien notes due 2019 by Claire's Escrow Corporation, a
wholly-owned first-tier subsidiary of the Company, created solely
to issue the Notes.  The Notes were issued at par.

The Escrow Issuer will merge with and into the Company upon the
availability of the Company's financial statements for the fiscal
year ended Jan. 28, 2012, demonstrating compliance with certain
existing debt covenants.  Upon the merger, the Notes will be
guaranteed by all of the Company's direct or indirect wholly-owned
domestic restricted subsidiaries and secured on a first-priority
basis by substantially all of the assets of the Company and the
guarantors.  The security interests will rank equally with those
securing the Company's senior secured credit facility.  If the
merger does not occur by April 2, 2012, the Notes will be redeemed
at par plus all accrued but unpaid interest through the date of
redemption.

The Company intends to use the net proceeds of the offering of the
Notes to reduce outstanding indebtedness under the Company's
current credit facility.

Claire's Stores announced the assumption by the Company of the
obligations of Claire's Escrow II Corporation under the $400
million aggregate principal amount of 9.00% senior secured first
lien notes due 2019 issued by the Escrow Issuer on February 28,
2012.

The Escrow Issuer had been created solely to issue the Notes, and
upon their issuance, the proceeds had been placed in an escrow
account pending the merger of the Escrow Issuer with and into the
Company upon the availability of the Company's financial
statements for the fiscal year ended Jan. 28, 2012, demonstrating
compliance with certain existing debt covenants.  On March 2,
2012, those financial statements were delivered to the Company's
lenders under its senior secured credit facility and the Escrow
Issuer merged with and into the Company.  Upon consummation of
such merger on March 2, 2012, the Company and its direct or
indirect wholly-owned domestic subsidiaries entered into a
supplemental indenture pursuant to which the Company assumed the
obligations of the Escrow Issuer under the indenture relating to
the Notes and the Guarantors guaranteed the Notes.  The Notes are
secured on a first-priority basis by substantially all of the
assets of the Company and the Guarantors. The security interests
rank equally with those securing the Company's senior secured
credit facility.

In addition, as previously announced by the Company, the Company
has offered an additional $100 million aggregate principal amount
of the Notes, which will be of the same series as the Notes issued
by the Escrow Issuer on Feb. 28, 2012, and will be issued under
the same indenture. The additional $100 million aggregate
principal amount of the Notes is scheduled to be issued on
March 12, 2012.

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

                       http://is.gd/G4dFxb

                      About Claire's Stores

Claire's Stores, Inc. -- http://www.clairestores.com/-- operates
as a specialty retailer of fashion accessories and jewelry for
preteens and teenagers, as well as for young adults in North
America and internationally.  It offers jewelry products that
comprise costume jewelry, earrings, and ear piercing services; and
accessories, including fashion accessories, hair ornaments,
handbags, and novelty items.

Based in Pembroke Pines, Florida, Claire's Stores operates under
two brands: Claire's(R), which operates worldwide and Icing(R),
which operates only in North America.  As of Jan. 31, 2009,
Claire's Stores, Inc., operated 2,969 stores in North America and
Europe.  Claire's Stores also operates through its subsidiary,
Claire's Nippon, Co., Ltd., 213 stores in Japan as a 50:50 joint
venture with AEON, Co., Ltd.  The Company also franchises 198
stores in the Middle East, Turkey, Russia, South Africa, Poland
and Guatemala.

The Company's balance sheet at Oct. 29, 2011, showed $2.81 billion
in total assets, $2.86 billion in total liabilities, and a
$44.61 million stockholders' deficit.


COLLINGSWOOD BOROUGH: Moody's Keeps 'Ba1' Rating on $28MM Debt
--------------------------------------------------------------
Moody's maintains Collingswood Borough's Ba1 rating on $28 million
of outstanding long-term general obligation debt and revises the
direction to uncertain from possible downgrade. The action affects
approximately $28 million of outstanding long-term debt secured by
the borough's general obligation unlimited tax pledge. The rating
was downgraded to Ba1 from A1 and placed under review for possible
downgrade on September 12, 2011, where it was subsequently
maintained on November 11, 2011.

Rating Rationale

The revision of Collingswood's outlook to direction uncertain
recognizes potential upside to the credit risk profile as the
borough works toward possibly finalizing a financing plan with
less execution risk to meet a guaranteed obligation of $4.5
million. Certain elements of proposed financing plans, if
executed, may put upward pressure on the rating. Although the
proposed financing plans may provide sufficient bond holder
security to improve credit quality in the near-term, uncertainty
remains.

Collingswood faces an outsized general obligation liability of
$4.5 million as the guarantor of a redevelopment loan of $8.5
million. The full obligation is due by May 31, 2012 according to a
Settlement Agreement with the lender, Thrift Institutions
Community Investment Corp. of NJ (TICIC). The unbudgeted payment
far exceeds the borough's fiscal 2011 unaudited year-end Current
Fund balance of $1.05 million and represents a significant 26% of
expenditures, in addition to the borough's existing debt service
as a percentage of expenditures of 14.4%. The borough has reported
that they will need to issue debt in order to meet this
obligation, creating execution risk as it attempts to access the
capital markets. As a potential solution, officials have stated
that they may pursue a financing plan that fully meets the
obligation without continued exposure to market access risk by
issuing long-term general obligation bonds, or they may issue Bond
Anticipation Notes that they will roll annually for up to five
years before issuing long-term debt. As an alternative, the
borough may seek to sell the bonds or a Bond Anticipation Note
with nonconventional investors, although at a higher cost.
Collingswood will use the proceeds from the debt issuance to
fulfill and therefore dissolve its guarantee while purchasing 13
remaining condominiums and cover the costs of unit completion,
estimated at approximately $1.5 million. In order to do so, the
borough adopted a bond ordinance in October 2011, authorizing it
to issue $5.9 million in debt.

Moody's ongoing review will factor in the borough's solution to
addressing the short-term risk of accessing the capital markets to
make an unbudgeted bullet payment and the potential long-term
market access risk, if the short-term BANs are issued, associated
with renewing the notes annually.

BACKGROUND TO GUARANTEED REDEVELOPER LOAN

In May of 2006, Lumberyard Redevelopment LLC ("the developer")
entered into an $18 million revolving bank loan to construct 119
residential and 21 commercial units in the borough, collectively
known as the Lumberyard Condos. While the loan was expected to be
repaid by the developer as condos and office space were sold, the
loan was ultimately secured by a guarantee of repayment from the
Borough of Collingswood for up to $4.5 million. The project was
expected to take five years to complete and fully occupy. The
recent recession and related downturn in the housing market caused
the project to be scaled back and left the developer struggling to
meet certain occupancy deadlines stated in the loan agreement
between the lender and Lumberyard Redevelopment LLC as well as pay
down the loan's principal. Currently, 51 residential units of the
project have been built and occupied, with 13 additional
residential units partly built and not yet occupied.

After several extensions, the redeveloper has been unable to
reduce the loan to $4 million as requested by the lenders under
terms of the loan agreement, invoking Collingwood's guarantee to
pay $4.5 million of the $8.5 million outstanding. In an attempt to
allow sufficient time for the redeveloper to pay down the loan,
the agreement was modified in May 2010 and again in September
2011. The most recent modified loan agreement amended the maturity
date to February 7, 2012, following a two-month extension. Rather
than extending the loan again, the lenders and the borough reached
a settlement, which requires the borough to pay the full amount it
guarantees by May 31, 2012. The borough will take ownership of the
remaining condominium units and sell to prospective buyers upon
completing the finishes. There is currently no plan to proceed
with the commercial phase of the development, but this may change
over the near-term as discussions with prospective developers
continues.

STRENGTHS

- History of positive equalized value growth

CHALLENGES

- Looming bullet payment for guaranteed debt obligation with
   high execution risk

- Significant enterprise risk and guaranteed debt exposure

- Narrow financial position and recent cash flow borrowing

- High unemployment rate

- Elevated debt burden and high debt service as a percentage of
   expenditures

WHAT COULD MAKE THE RATING GO UP:

* Successful payment of guaranteed obligation

* Demonstrated market access with limited or no long-term roll-
   over risk

* Significant augmentation of reserves

WHAT COULD MAKE THE RATING GO DOWN:

* Failure to fulfill guaranteed debt obligations

* Failure to demonstrate sufficient market access

* An inability to repay or restructure near-term debt

* Continued erosion of financial reserves

* Significant declines in tax base

The principal methodology used in this rating was General
Obligation Bonds Issued by U.S. Local Governments published in
October 2009.


COLONY RESORTS: Robert Schaffhauser Resigns as EVP Finance
----------------------------------------------------------
Robert E. Schaffhauser notified Colony Resorts LVH Acquisitions,
LLC, of his resignation as Executive Vice President - Finance
effective March 16, 2012.

                       About Colony Resorts

Las Vegas, Nev.-based Colony Resorts LVH Acquisitions, LLC, owns
and operates the Las Vegas Hilton, a casino resort located in Las
Vegas, Nevada.  The Company licenses from HLT Existing Franchise
Holding LLC the right to use the name "Hilton" and is part of
Hilton's reservation system and Hilton's "HHonors Programs(TM).

The Company's balance sheet at June 30, 2011, showed
$347.55 million in total assets, $296.17 million in total
liabilities, $61.80 million in redeemable members' equity, and a
$10.42 million members' deficit.

                      Default Under Term Loan

On May 11, 2006, the Company entered into a Loan Agreement with
Goldman Sachs Commercial Mortgage Capital, L.P.  The Term Loan was
for an initial principal amount of $209.2 million and for an
initial term of two years.  The Company has drawn an additional
$40.8 million against the Term Loan, the maximum funding of the
Term Loan.  Covenants under the Term Loan restrict the Company's
future borrowing capacity.  The loan had an original two-year term
and three, one-year extensions.

Interest on the loan was based on LIBOR plus 2.9% with a minimum
LIBOR rate of 1.5%.  Interest incremented to LIBOR plus 3.5% from
July 2009 through May 2010 and increased to LIBOR plus 4.0% from
June 2010 through May 2011.

As of July 29, 2011, the Company is in default on its Term Loan.
Accordingly, the lender is entitled to exercise various rights,
powers and remedies including acceleration of the Loan,
termination or suspension of all or any portion of advances or
disbursement of funds from restricted cash accounts, accrual of
interest at the default rate and the exercise of remedies under
collateral documents.  The Company is currently in discussions
with its lender to negotiate a restructuring of its debt.  If the
Company is not successful in a restructuring agreement or entering
into a transaction to address its liquidity and capital structure,
the note holders have the ability to demand accelerated repayment
of all amounts under the Term Loan.  The Company would not have
the liquidity to meet this demand.

According to the Company, these conditions raise substantial doubt
about its ability to continue as a going concern.

As reported in the TCR on March 29, 2011, Ernst & Young, in Las
Vegas, Nevada, expressed substantial doubt about Colony Resorts
LVH Acquisition's ability to continue as a going concern,
following the Company's 2010 results.  The independent auditors
noted that the Company has incurred recurring net losses and has a
working capital deficiency.

The District Court of Clark County appointed Ronald Paul Johnson
as receiver for the property and businesses, including the hotel
and gaming operations, of Colony Resorts LVH Acquisitions, LLC, as
reported by the TCR on Jan. 17, 2012.


COMMUNITY HEALTH: Fitch Rates $750-Mil. Sr. Unsec. Notes at 'B'
---------------------------------------------------------------
Fitch Ratings has assigned a 'B/RR4' rating to Community Health
Systems' (Community) $750 million proposed senior unsecured notes
due 2019. Proceeds will be used to refinance a portion of the
company's senior unsecured notes due 2015.  Fitch has also
assigned a 'BB/RR1' rating to Community's new $750 million senior
secured bank term loan A and $750 million senior secured revolving
credit facility, both due 2016. Proceeds of the term loan A will
refinance a portion of the outstanding bank term loan B due 2014.
The new revolving credit facility will replace the company's
previous $750 million bank revolver.

Community's Issuer Default Rating (IDR) is 'B', with a Positive
Outlook. The ratings apply to approximately $8.8 billion of debt
at Dec. 31, 2011. A full ratings list appears below.

THE 'B' IDR PRIMARILY REFLECTS:

  -- Community's financial flexibility has improved in recent
     years.  Debt-to-EBITDA dropped to around 4.8 times (x) at
     Dec. 31, 2011 from 5.8x in 2008, the year immediately
     following the $6.9 billion acquisition of Triad Hospitals.

  -- Liquidity is solid. The company generated free cash flow
     (FCF; cash from operations less dividends and capital
     expenditures) of about $484 million in the latest 12-months
     (LTM) ended Dec. 31, 2011, and 2012-2013 debt maturities are
     small.  Fitch expects Community to continue to prioritize
     hospital acquisitions as a use of cash.

   -- Organic operating trends in the for-profit hospital industry
      are weak and Fitch expects them to remain so throughout
      2012.  In the near term, Community's growth will be
      supported by its recent hospital acquisitions.

   -- Community's patient admission policies and associated
      billing practices are facing heightened regulatory scrutiny.
      This will constrain Community's IDR at 'B' while there is
      ongoing uncertainty as to any potential financial or
      operating impact.

Community's debt leverage has declined since the approximately
$6.9 billion debt-funded acquisition of Triad Hospitals in 2007.
Since the acquisition, Community has generated about $1.9 billion
in cumulative FCF and has applied about $300 million for debt
reduction.  Total debt-to-EBITDA has dropped to 4.8x at Dec. 31,
2011 versus around 5.8x post the acquisition.  The reduction in
leverage is about 50% attributable to a lower outstanding debt
balance and 50% to growth in EBITDA.

Fitch expects that Community will probably draw down on its bank
revolver in first quarter 2012 (1Q'12) to fund a portion of the
costs of its late 2011 and early 2012 acquisitions.  Assuming an
outstanding balance of $500 million on the bank revolver, Fitch
estimates Community's pro forma March 31, 2012 debt leverage at
3.6x through the bank debt and 5.1x through the senior unsecured
notes.

Community stepped up its acquisition activity in 2011, spending
$415 million to complete four transactions during the year. The
company states that its 2011 acquisitions represent about $400
million of annual revenue.  Since the start of 2012, Community has
completed three additional acquisitions, including two hospital
acquisitions and an acquisition of outpatient diagnostic clinics.
The two hospital acquisitions are expected to contribute $360
million of annual revenue.  Combined, the company's 2011 and year-
to-date 2012 hospital acquisitions represent about 6% of the
company's 2010 revenues of $13 billion.

Fitch does not anticipate Community to apply cash to meaningful
debt reduction during 2012; thus any incremental drop in leverage
is expected to be nominal and to depend upon growth in EBITDA.
EBITDA growth could be supported by the company's recent
acquisitions, although Fitch notes that there is some risk
associated with the company's growth through acquisition strategy,
since acquired hospitals are typically a drag on same-hospital
profitability in the three-to-four-year period following the
transaction.

A favorable debt maturity schedule and good liquidity also support
the credit profile.  Near-term debt maturities include about $35
million and $75 million of annual required principal amortization
on the bank term loan A in 2012-2013, respectively.  The company
has recently made progress in extending its maturity profile.
Over the past year it has moved a total of $3.75 billion of the $6
billion of bank term loans due 2014 to 2016 and 2017, via the
issuance of the new $750 million term loan A due 2016 and two
separate amend and extend agreements which pushed out $3 billion
of the 2014 term loan B maturities to 2017.

The 2016 and 2017 term loan maturity dates are contingent upon the
refinancing of the non-extended portion of term loan B due July
2014 and the senior notes due July 2015.  Community refinanced $1
billion of the $2.8 billion 2015 notes with new notes due 2019 in
4Q'11, and the current $750 million notes offering will be used to
fund a tender offer for a portion of the remaining 2015 notes
maturity.  Assuming successful completion of the tender offer,
there will be about $1 billion of remaining notes due 2015.  The
non-extended portion of term loan B maturing 2014 is currently
about $2.2 billion.

Community's liquidity was provided by approximately $129 million
of cash and marketable securities at Dec. 31, 2011, availability
on the company's $750 million bank revolver ($682 million
available at Dec. 31, 2011 reduced for outstanding letters of
credit and $30 million drawn on the facility), and FCF ($484
million for the LTM ended Dec. 31, 2011).  Community generates
solid cash flow relative to its operating and reinvestment
requirements.  Mostly due to higher capital expenditures, FCF
trended lower slightly lower in 2011 versus 2010 FCF of $520
million.  Fitch projects FCF sustained above $300 million annually
despite a persistently weak operating environment.

Community's organic patient volume growth has lagged the broader
for-profit hospital provider industry over the past couple of
years.  Community's Q4'11 operating trend continued this pattern
with same-hospital admissions down 6.7% and same-hospital
admissions adjusted for outpatient activity down 1.4%.  However,
the company has not lagged its peers in top-line and EBITDA
growth. Strong pricing and an active hospital acquisition strategy
have supported revenue and EBITDA growth.  Community has managed
to achieve consistent incremental growth in EBITDA in recent
periods despite the margin impacts of integrating less profitable
acquired hospitals.  The 13.4% EBITDA margin in 2011 was only down
about 18 basis points from the 2010 level.

Since there is no apparent catalyst for near-term improvement in
organic patient volumes, Fitch believes Community's volume trends
will remain weak in 2012.  Trends that indicate higher levels of
structural unemployment and growth in the consumer share of
healthcare spending support an expectation of weak organic volume
trends in the sector for some time to come.  Continued strength in
pricing will be critical to maintenance of profitability.  There
are some concerning headwinds to the pricing outlook, particularly
in government reimbursement rates (Medicare and Medicaid payors).

The hospital industry is facing scheduled reductions in Medicare
reimbursement as required by the implementation of the Affordable
Care Act.  Although these reductions are small, Medicare does make
up about 30% of hospitals' revenues, on average, so even stagnant
growth in Medicare reimbursement is a significant headwind.  In
addition, hospitals are facing a tough environment with respect to
state Medicaid reimbursement rates. Many states cut provider rates
effective July 1, 2011, and hospitals continue to absorb the
financial effects in 2012.  Fitch notes, however, that Community's
good geographic diversification, with 131 hospitals located across
29 states, limits its exposure to Medicaid cuts in any one state.

Since early 2011 Community's patient admission policies and
associated billing practices have been the subject of heightened
regulatory scrutiny. This could constrain Community's IDR to 'B'
while there is ongoing uncertainty as to the potential for
financial liability with respect to past billing practices or a
reduction in the company's revenues and EBITDA resulting from
changes in admissions practices.

These regulatory issues will take some time to resolve. In the
interim period, Fitch believes there is the potential that a
reputational issue associated with the governmental inquiries
could negatively affect operations.  A persistent deterioration in
the operating trend that indicates the company is losing patient
market share, having difficulty recruiting or retaining
physicians, or is seeing diminished acquisition opportunities will
be cause for concern.

An upgrade to a 'B+' IDR for Community would be consistent with
financial and credit metrics maintained at or slightly better than
the current levels, including total-debt-to-EBITDA below 5.0x and
annual FCF generation above $300 million, coupled with enhanced
visibility regarding regulatory scrutiny of the company's patient
admissions and billing practices and any associated financial
liability.  Given the company's currently solid level of financial
flexibility relative to the 'B' IDR, Fitch believes that downward
pressure on the ratings is unlikely outside of event risk
surrounding an acquisition.

Community has demonstrated that it will consider large
transactions, as evidenced by the $6.9 billion Triad Hospitals
acquisition in 2007 and its December 2010 bid to acquire Tenet
Healthcare Corp.  However, Fitch expects that in the near term
Community will probably continue to focus its acquisition efforts
on smaller transactions that can be cash funded.

Fitch currently rates Community as follows:

  -- IDR 'B';
  -- Senior secured credit facility 'BB/RR1';
  -- Senior unsecured notes 'B/RR4'.

The Recovery Ratings (RRs) reflect Fitch's expectation that the
enterprise value of Community will be maximized in a restructuring
scenario (going concern), rather than a liquidation.  Fitch uses a
7.0x distressed enterprise value multiple reflecting the low end
of recent acquisition multiples within the healthcare space.
Fitch stresses Dec. 31, 2011 LTM EBITDA by 30%, considering post-
restructuring estimates for interest and rent expense and
maintenance-level capital expenditure as well as debt financial
maintenance covenant requirements.

Fitch estimates the adjusted distressed enterprise valuation in
restructuring to be approximately $9 billion. The 'BB/RR1' rating
for the bank facility reflects Fitch's expectations for 100%
recovery under a bankruptcy scenario.  The 'B/RR4' rating on the
unsecured notes rating reflects Fitch's expectations for recovery
in the 31%-51% range.


COMPETITIVE TECHNOLOGIES: Stan Yarbro Appointed as Director
-----------------------------------------------------------
The Board of Directors of Competitive Technologies, Inc., voted to
expand the number of directors on the Board of Directors to six,
and to appoint Stan Yarbro, Ph.D. as a Director of CTTC.

Dr. Yarbro has extensive experience in the market development of
high technology solutions to a worldwide customer base.  He
currently serves as Executive Vice President, Worldwide Field
Operations, for Varian Semiconductor Equipment Associates, a
position he has held since 2004.  Prior to Varian, Dr. Yarbro
served in various capacities at KLA-Tencor Corporation, in the
semi-conductor industry.  He has previously served on the boards
of Electrogas, Inc., and Molecular Imaging where he worked closely
with the organizations to develop and improve sales and marketing
strategies.

Dr. Yarbro holds a Ph.D. in Analytical Chemistry from Georgia
Institute of Technology and a B.S.in Chemistry from Wake Forest
University.

                  About Competitive Technologies

Fairfield, Conn.-based Competitive Technologies, Inc. (OTC QX:
CTTC) -- http://www.competitivetech.net/-- was established in
1968.  The Company provides distribution, patent and technology
transfer, sales and licensing services focused on the needs of its
customers and matching those requirements with commercially viable
product or technology solutions.  Sales of the Company's
Calmare(R) pain therapy medical device continue to be the major
source of revenue for the Company.

As reported in the Troubled Company Reporter on Nov. 2, 2010,
Mayer Hoffman McCann CPAs, in New York, expressed substantial
doubt about Competitive Technologies' ability to continue as a
going concern, following the Company's results for the fiscal year
ended July 31, 2010.  The independent auditors noted that at
July 31, 2010, the Company has incurred operating losses since
fiscal year 2006.

The Company reported a net loss of $1.84 million for the nine
months ended Sept. 30, 2011, compared with a net loss of $2.30
million for the nine months ended Oct. 31, 2010.

The Company's balance sheet at Sept. 30, 2011, showed
$5.95 million in total assets, $6.36 million in total liabilities,
all current, and a $409,428 total shareholders' deficit.


CONTESSA PREMIUM: Court Confirms Plan of Liquidation
----------------------------------------------------
The U.S. Bankruptcy Court for the Central District of California
has confirmed the Second Amended Chapter 11 Plan of Liquidation of
Contessa Premium Foods, Inc., dated Nov. 3, 2011.

A copy of the confirmation order is available for free at:

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

As reported in the TCR on Dec. 9, 2011, the Plan is a liquidating
plan.  Interest holders will not receive or retain anything on
account of their Interests under the Plan.  Holders of general
unsecured claims in Class 3 are impaired and entitled to vote.

A copy of the Second Amended Disclosure Statement, which explains
the terms of the Plan, is available for free at
http://bankrupt.com/misc/contessapremium.dkt586.pdf

                      About Contessa Premium

San Pedro, California-based Contessa Premium Foods, Inc., fka ZB
Industries, Inc., and Contessa Food Products, Inc., provides farm
raised shrimp, convenience meals, stir-fry vegetables, and other
frozen food products that are marketed and sold primarily in the
United States and to a lesser extent in Canada, Europe, Asia, and
Mexico.

Contessa Premium filed for Chapter 11 bankruptcy protection
(Bankr. C.D. Calif. Case No. 11-13454) on Jan. 26, 2011.  Craig A.
Wolfe, Esq., and Jason R. Alderson, Esq., at Kelley Drye & Warren
LLP, in New York, represent the Debtor as counsel.  Jeffrey N.
Pomerantz, Esq., and Jeffrey W. Dulberg, Esq., at Pachulski Stang
Ziehl & Jones LLP, in Los Angeles, serve as conflicts counsel for
the Debtor.  Scouler & Company, LLC, serves as financial advisors.
Imperial Capital, LLC, serves as investment banker.  Holthouse
Carlin & Van Trigt LLP serves as auditors and accountants.  The
Debtor scheduled $49,370,438 in total assets and $35,305,907 in
total liabilities.

The Official Committee of Unsecured Creditors in the Debtor's
Chapter 11 case is represented by Arent Fox LLP.  FTI Consulting
Inc. serves as its financial consultants.

Contessa Premium obtained authority from the U.S. Bankruptcy Court
for the Central District of California to change its name to
"Contessa Liquidating Co., Inc."  The Court previously approved
the sale of substantially all of its assets to Premium Foods
Acquisition, Inc., for approximately $51,000,000 on Jul. 15, 2011.


CONVERTED ORGANICS: 1-for-500 Reverse Stock Split Takes Effect
--------------------------------------------------------------
Converted Organics Inc. announced that the approved implementation
of a 1 for 500 reverse split of its common stock, $0.0001 par
value per share, became effective at 12:01 a.m. on March 5, 2012.

Immediately and without further action by Converted Organics
stockholders, every 500 shares of pre-split common stock, par
value $0.0001 per share, will automatically be converted into one
share of post-split common stock, par value $0.0001 per share.
The reverse split affects all issued and outstanding shares of the
Company's common stock immediately prior to the effective date of
the reverse split.

The split-adjusted shares of common stock will begin trading on
the Over the Counter Pink Sheets market on March 5, 2012.  The
Company's shares will trade under the symbol "COIND" with a "D"
added for 20 trading days to signify that the reverse stock split
has occurred.  A new CUSIP number has been assigned to the
Company's common stock as a result of the reverse split.

Shareholders who would otherwise have received fractional shares
as a result of the reverse split will have their shares rounded up
to the next whole share.

The shareholders of Converted Organics approved proposals
authorizing the Board of Directors, in its discretion, to
implement the reverse split at a Special Meeting of Shareholders
held on Feb. 17, 2012.

                     About Converted Organics

Boston, Mass.-based Converted Organics Inc. utilizes innovative
clean technologies to establish and operate environmentally
friendly businesses.  Converted Organics currently operates in
three business areas, namely organic fertilizer, industrial
wastewater treatment and vertical farming.

The Company reported a net loss of $8.9 million on $2.8 million of
revenues for the nine months ended Sept. 30, 2011, compared with a
net loss of $31.6 million on $2.8 million of revenues for the same
period last year.

The Company's balance sheet at Sept. 30, 2011, showed
$17.2 million in total assets, $11.9 million in total liabilities,
and stockholders' equity of $5.3 million.

As reported in the TCR on April 7, 2011, CCR LLP, in Glastonbury,
Connecticut, expressed substantial doubt about Converted Organics'
ability to continue as a going concern, following the Company's
results for the fiscal year ended Dec. 31, 2010.  The independent
auditors noted that the Company has an accumulated deficit at
Dec. 31, 2010, and has suffered significant net losses and
negative cash flows from operations.


COUGAR OIL: Obtains Extension of CCAA Protection Until May 23
-------------------------------------------------------------
Cougar Oil and Gas Canada, Inc., has requested and obtained an
extension on the Order from the Alberta Court of Queen's Bench
providing creditor protection under the Companies' Creditors
Arrangement Act (Canada).  While under CCAA protection, the
Company will continue with its day to day operations.  The Court
was of the view that the Company was acting diligently and in good
faith and as a result, extended the stay period to May 23, 2012.

The Alberta Court of Queen's Bench approved Cougar Oil and Gas
Canada, Inc., debtor-in-possession financing of C$1.75 million, to
fund the LMR deposit requirements of the ERCB and ongoing
operating costs and other expenses while the Company is under
creditor protection.

Cougar Oil and Gas Canada, Inc., continues to operate under the
protection of CCAA with the assistance of a Court-appointed
monitor.  The implications of this process for shareholders will
not be known until the end of the restructuring process.  If the
secured stakeholders do not approve a Plan in the manner
contemplated by law, the Company will likely be placed into
receivership or bankruptcy.  If by May 23, 2012, the Company has
not filed a Plan or obtained an extension of the CCAA protection,
creditors and others will no longer be stayed from enforcing their
rights.  The Company will issue a further press release on or
before May 23, 2012, to provide an update.

                         About Cougar Oil

Headquartered in Calgary, Canada, Cougar Oil and Gas Canada, Inc.,
formerly Ore-More Resources, Inc., was incorporated under the laws
of the Province of Alberta, Canada on June 20, 2007.  The
Company's principal activity is in the exploration, development,
production and sale of oil and natural gas.  The Company's main
operations are currently in the Alberta and British Columbia
provinces of Canada.

The Company reported a net loss of C$5.1 million on C$1.9 million
of oil & gas sales for the nine months ended Sept. 30, 2011,
compared with a net loss of C$1.2 million on C$2.5 million of
oil & gas sales for the same period in 2010.

The Company's balance sheet at Sept. 30, 2011, showed
C$14.2 million in total assets, C$14.3 million in total
liabilities, and a stockholders' deficit of C$120,184.

In February 2012, Cougar Oil requested and obtained an Order
from the Alberta Court of Queen's Bench providing creditor
protection under the Companies' Creditors Arrangement Act
(Canada).  The CCAA filing was made after a purchaser defaulted on
a November 2011 agreement to acquire some of the Company's non-
core assets.  Proceeds would have been used for deposit
requirements by the Energy Resources Conversation Board.  The ERCB
ordered closing of wells and facilities of Cougar Oil due to te
failure to pay the deposit.


COX COMMUNICATIONS: Moody's Assigns 'Ba1' Preferred Shelf Rating
----------------------------------------------------------------
Moody's Investors Service issued a summary credit opinion on Cox
Communications, Inc. and includes certain regulatory disclosures
regarding its ratings.  The release does not constitute any change
in Moody's ratings or rating rationale for Cox Communications,
Inc. and its affiliates.

Moody's current ratings on Cox Communications, Inc. and its
following affiliates are:

Senior Unsecured (domestic currency) ratings of Baa2
Senior Unsecured MTN (domestic currency) ratings of (P)Baa2
Senior Unsecured Bank Credit Facility (domestic currency)
  ratings of Baa2
Senior Unsecured Shelf (domestic currency) ratings of (P)Baa2
Junior Subordinate Shelf (domestic currency) ratings of (P)Baa3
Preferred Shelf (domestic currency) ratings of (P)Ba1
Commercial Paper (domestic currency) ratings of P-2

TCA Cable TV, Inc.

Senior Unsecured (domestic currency) ratings of Baa2

Times Mirror Company

BACKED Senior Unsecured (domestic currency) ratings of Baa2

Ratings Rationale

CCI's Baa2 senior unsecured rating reflects the superior operating
performance of its cable operations, its position as an industry
leader in launching new products, limited intermediate-term
competition relative to its larger cable peers, and relatively
conservative financial policies and history. These factors coupled
with the predictable non-cyclical nature of its revenues and cash
flows drive the company's superb revenues-to-homes passed metric
of about $990 (excluding commercial video customers) and low
investment-grade credit metric profile. CCI's credit metrics have
consistently improved to 2.5x debt-to-EBITDA leverage (including
Moody's standard adjustments) at 9/30/2011 from about 3.4x in
2008, strongly positioning the company in the Baa2 rating
category. While CCI's credit profile may from time to time suggest
greater differentiation from that of stand-alone CEI and the two
companies debts are not cross guaranteed, there is no ratings
difference between CCI and CEI today and they would likely be
limited to one notch by the common ownership and management, and
the flexibility to move cash between the two entities. CCI has
paid dividends which CEI used for debt reduction, and CCI's stable
operating performance and stronger metrics help to lift CEI's
rating when its metrics weaken. This contributed to CEI's upgrade
to Baa2 in July 2011, which in turn poses less of a constraint on
CCI's ratings.

The stable rating outlook reflects Moody's belief that CCI will
sustain its adjusted debt-to-EBITDA leverage below 3.0x, and will
continue to maintain financial flexibility by generating over $1
billion in free cash flow to make acquisitions or fund debt
maturities.

CCI's rating could face downward pressure if the company's debt-
to-EBITDA leverage (incorporating Moody's standard adjustments)
were to be sustained over 3.0x. In addition, a material erosion of
operating cash flow and margins, or a significant decline in
subscribers or weakened liquidity profile could also lead to a
potential rating downgrade.

CCI's credit rating could be upgraded if the company is able to
sustain adjusted leverage below 2.25x and the operating
performance and credit metrics of CEI continue to support its Baa2
rating. When comparing CCI to its larger peers (Comcast - Baa1 and
Time Warner Cable - Baa2) the company's superior operating
performance (i.e. much higher revenues and EBITDA per home passed,
higher penetration rates, etc.) affords. CCI slightly greater
financial leverage capacity despite its significantly smaller
scale. Otherwise the benchmark for an upgrade would likely be
lower than the 2.25x noted above.

The principal methodology used in these ratings was the Global
Cable Television Industry Methodology published in July 2009.


CRC HEALTH: Moody's Rates $87.6MM Loan at B1, Affirms CFR at B3
---------------------------------------------------------------
Moody's Investors Service rated CRC Health Corporation's amended
and extended $87.6 million senior secured term loan B at B1 and
affirmed CRC's existing credit facilities at B1. Moody's also
affirmed CRC's Speculative Grade Liquidity Rating at SGL-3. The
company's Caa1 senior subordinated notes and B3 Corporate Family
and Probability of Default Ratings are affirmed with a stable
outlook.

CRC received an extension on its $85 million term loan B,
extending the maturity to November 2015 from February 2013. The
extension partially alleviates Moody's concern regarding near-term
maturities; however, the company has a $10 million AHYDO payment
due in May of 2012 and only $27 million of availability under its
$63 million revolver. Moody's expects CRC to generate free cash
flow between $25 million and $30 million during 2012, which should
give it sufficient liquidity to fund all working a capital and
financing commitments, but not much left for additional debt
reduction.

The following instrument ratings and LGD assessments have been
affected:

CRC Health Corp.

Rating assigned:
$87.6 million senior secured term loan due 2015, B1 (LGD 2, 26%)

Ratings Affirmed/LGD assessments revised:
Corporate Family Rating, B3
Probability of Default Rating, B3
$63 million senior secured revolving credit facility due 2015 at
  B1 (LGD 2, 26%) from B1 (LGD 2, 27%)
$309 million senior secured term loan due 2015 at B1 (LGD 2, 26%)
  from B1 (LGD 2, 27%)
$176 million senior subordinated notes due 2016 at Caa1 (LGD 5,
  77%) from Caa1 (LGD 5, 76%)
Speculative Grade Liquidity Rating at SGL-3

Ratings withdrawn:
$37 million senior secured revolving credit facility due 2012, B1
(LGD 2, 27%)

Ratings Rationale

CRC's B3 Corporate Family Rating reflects the expectation that the
company will continue to operate with very high leverage and
modest interest expense coverage as operating pressures in the
youth division impede improvements in credit metrics. In addition,
with an expected $10 million AHYDO payment in May of 2012, Moody's
expects liquidity to be tight for the next four quarters and
further debt paydown to be minimal. Moody's acknowledges the
progress the company has made in reducing costs through its
restructuring efforts, however, the company experienced a setback
with the closing of its New Life Lodge facility that impacted
CRC's revenue base and delayed anticipated improvements in the
credit profile of the company. The rating does benefit from its
scale and strong market position within a highly fragmented
industry.

The stable outlook reflects Moody's expectation that the company
will continue to benefit in the near term from the reduction of
its cost base and continue to generate positive free cash flow.
The outlook also incorporates Moody's expectation that CRC's top
line revenue growth will improve with the expected reopening of
New Life Lodge in the second quarter of 2012.

If the company experiences further operational pressures resulting
in additional declines in revenue and EBITDA, sustained leverage
above 7 times or should liquidity be constrained further and the
company is unable to generate positive free cash flow, the ratings
could be downgraded.

An upgrade is unlikely in the near-term. Moody's will be looking
for positive growth in revenue and EBITDA, greater availability
under the company's revolver and a reduction in leverage below 6
times before upgrading the ratings.

The principal methodology used in rating CRC Health Corporation
was the Global Healthcare Services Industry Methodology published
in December 2011. Other methodologies used include Loss Given
Default for Speculative-Grade Non-Financial Companies in the U.S.,
Canada and EMEA published in June 2009.

CRC Health Corporation (CRC) is a wholly owned subsidiary of CRC
Health Group, Inc. Headquartered in Cupertino, California, CRC's
recovery division provides treatment services to patients
suffering from chronic addiction diseases and related behavioral
disorders. The company also, through its healthy living division,
provides therapeutic educational programs for adolescents and
treatment services for eating disorders and obesity. CRC Health is
owned by private equity sponsor Bain Capital Partners, LLC. CRC
recognized revenue of approximately $463 million for the twelve
months ended September 30, 2011.


CROSS BORDER: Borrowings Under TCB Credit Pact Hiked to $9.5-Mil.
-----------------------------------------------------------------
Cross Border Resources, Inc., entered into a Consent, Waiver and
First Amendment to Amended and Restated Credit Agreement with
Texas Capital Bank, N.A., thereby increasing the Company's
borrowing base to $9,500,000.  This TCB Amendment, which is
effective Feb. 29, 2012, amended that certain Amended and Restated
Credit Agreement entered into by and between the Company and TCB
on Jan. 31, 2011.  The Credit Agreement provided the Company with
an initial borrowing base of $4,000,000 but provided that the
amount available under the Credit Agreement could be increased by
TCB up to $25,000,000 based on the Company's reserve reports and
the value of the Company's oil and gas properties.

On March 1, 2012, $3,295,000 of this increased available loan
amount was used by the Company to redeem in full its 7 1/2%
Debentures, Series 2005.  Prior to the redemption, the maximum
borrowing amount available under the Credit Agreement was limited
to $5,000,000 unless the trustee for the Pure Debentures consented
to the increase.  The redemption of the Pure Debentures allowed
for the increase in the borrowing base.

               Amendment to Employment Agreements

On March 6, 2012, the Company entered into an Amendment to
Employment Agreements with Everett Willard "Will" Gray II and
Lawrence J. Risley.  The Amendments did not expand the term of
their employments but did amend the amounts payable to Messrs.
Gray and Risley upon termination without Cause, upon termination
for Good Reason or upon a Corporate Transaction and amended the
timing of that payment and definition of Corporate Transaction.

The Company's Compensation Committee discussed and approved the
general terms of the increased severance and change in control
payment in November 2011.  Management and the full Board of
Directors approved the terms of the increased severance and change
in control payment and finalized the form of the Gray Amendment on
March 6, 2012.

On March 6, 2012, the Company agreed by letter agreement to pay to
Nancy S. Stephenson certain amounts if she is terminated without
Cause, upon her termination for Good Reason or upon a Corporate
Transaction occurring on or before Jan. 31, 2013.  Upon that
occurrence, she will be paid an amount equal to six months of her
annual base salary.  No severance is to be paid if she is
terminated by the Company for Cause.

                   About Cross Border Resources

Cross Border Resources, Inc. f/k/a Doral Energy Corp. (OTC BB:
DRLY) -- http://www.DoralEnergy.com/-- is a licensed oil and gas
operator in the state of New Mexico.  The Company is headquartered
in Midland, Texas. Cross Border was formed effective Jan. 4, 2011,
following a merger between Doral Energy Corp. and the Pure Energy
Group.

The Company's balance sheet at Sept. 30, 2011, showed
$25.92 million in total assets, $7.88 million in total liabilities
and $18.04 million in total stockholders' equity.

Prior to the merger, MaloneBailey, LLP, in Houston, Texas, issued
a going concern qualification on Doral Energy following the
results for fiscal year ended July 31, 2010.  The auditor said
that negative working capital and recurring losses from operations
raise substantial doubt about Doral's ability to continue as a
going concern.

Cross Border reported a net loss of $471,068 on $5.59 million of
total revenues and gains for the nine months ended Sept. 30
2011, compared with net income of $755,244 on $3.34 million of
total revenues and gains for the same period the year before by
the predecessor entity.


CRYOPORT INC: Carlton Johnson Resigns from Board of Directors
-------------------------------------------------------------
Carlton M. Johnson, Jr., informed the Board of Directors of
CryoPort, Inc., of his decision to resign as a member of the Board
of Directors of the Company effective on March 1, 2012.
Mr. Johnson's resignation was not due to any disagreement with the
Company's Board of Directors or its management.

The Company plans to recruit an independent director with relevant
experience for the Company's current stage of global
commercialization.

                        About CryoPort Inc.

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

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

The Company reported a net loss of $6.16 million on $378,718 of
net revenues for the nine months ended Dec. 31, 2011, compared
with a net loss of $4.29 million on $375,438 of net revenues for
the same period during the prior year.

The Company's balance sheet at Dec. 31, 2011, showed $4.22 million
in total assets, $3.60 million in total liabilities and
$620,873 in total stockholders' equity.


CYBERDEFENDER CORP: Common Stock to be Delisted from Nasdaq
-----------------------------------------------------------
CyberDefender Corporation, on Feb. 23, 2012, received a letter
from the staff of the Listings Qualifications Department of The
Nasdaq Stock Market LLC stating that, because the Company has
filed a petition pursuant to Chapter 11 of the Bankruptcy Code,
the Staff has determined, in accordance with Listing Rules 5101,
5110(b) and IM-5101-1, that the Company's securities will be
delisted from The Nasdaq Stock Market.

The Letter also states that, on Aug. 24, 2011, the Staff notified
the Company that: (i) the market value of the Company's listed
securities had been below the minimum $50,000,000 required for
continued listing as set forth in Listing Rule 5450(b)(2)(A) for
the previous ten consecutive trading days; (ii) in accordance with
Listing Rule 5810(c)(3)(C), the Company was provided with 180
calendar days, or until Feb. 21, 2012, to regain compliance; and
(iii) the Company has not regained compliance and the Company's
failure to regain compliance serves as an additional basis for
delisting.  The Letter further states that, unless the Company
requests an appeal of the Staff's determination to delist, trading
in the Company's common stock will be suspended at the opening of
business on March 5, 2012, and a Form 25-NSE will be filed with
the Securities and Exchange Commission which will remove the
Company's securities from listing and registration on The Nasdaq
Stock Market.

The Company will not request an appeal.

Finally, the Letter states that, if the Company does not appeal
the Staff's determination to delist: (i) the Company's securities
will not be immediately eligible to trade on the OTC Bulletin
Board or in the "Pink Sheets"; (ii) the Company's securities may
become eligible if a market maker makes application to register in
and quote the securities in accordance with SEC Rule 15c2-11 and
such application (a Form 211) is cleared; and (iii) only a market
maker, and not the Company, may file a Form 211.

                        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.


DAVID OLSEN: March 28 Status Conference on Trustee Appeal
---------------------------------------------------------
District Judge Lynn Adelman will hold a telephonic status
conference March 28, 2012 at 11:00 a.m. on the appeal, Michael S.
Polsky, not individually, but solely in his capacity as
Liquidating Trustee for the Olsens' Liquidating Trust, v. Utica
Energy LLC, et al., Case No. 11-C-1049 (E.D. Wis.).  Utica is
seeking dismissal of the appeal as moot.

According to Judge Adelman said that before dismissing this appeal
as moot, "I want to make sure I am not overlooking anything.
Therefore, I will schedule a status conference for the purpose of
allowing the trustee to explain exactly how the outcome of this
appeal could affect his ability to obtain damages from the
appellees.  The trustee shall be prepared to identify his precise
legal theory for obtaining damages (or an offset, or whatever he
chooses to call it) from the appellees. The trustee shall also be
prepared to show how a decision on the merits of this appeal could
have an impact on that legal theory."

David and Paul Olsen are brothers who operate various agricultural
businesses.  In recent years, they have had financial problems,
and in December 2010 they and their spouses filed for bankruptcy
under Chapter 11.  The bankruptcy court administered all of the
Olsens' estates together as part of a single proceeding and, in
August 2011, confirmed a plan of reorganization.

The appeal arises out of the sale of the Olsens' membership
interests in certain companies referred as the "Utica Entities" or
"Utica."  These membership interests were part of the Olsens'
bankruptcy estates.  Pursuant to the Plan, the interests were
transferred to a liquidating trust so that they could be sold. The
appellant, Michael Polsky, is the trustee of that liquidating
trust.

The Utica Entities are closely held corporations, and their
operating agreements contain right-of-first-refusal provisions.
Under those provisions, if a member wishes to sell his interest,
he must give Utica and its other members a chance to match any
offer he receives from a third party.  In the bankruptcy court,
the trustee took the position that he could offer the Utica
interests for sale without honoring the right-of-first-refusal
provisions.  Utica and its other members took the position that
they had the right to match any offer the trustee received.  The
bankruptcy court held that the trustee could not disregard the
right-of-first-refusal provisions.

The trustee took an appeal from the bankruptcy court's order.  The
trustee also proceeded to market the Utica interests and received
a bid from a third party for $1.5 million.  Pursuant to the
operating agreements and the bankruptcy court's ruling, the
trustee gave Utica and the other members an opportunity to
exercise their rights of first refusal.  The other members elected
to purchase the interests, and on Dec. 21, 2011, the trustee
conveyed the interests to the other members in exchange for $1.5
million.

On Jan. 16, 2012, Utica and the other members filed the motion to
dismiss this appeal as moot.  They argue that because the sale of
the Utica interests has been completed and, under bankruptcy law,
cannot be reversed or unwound, the trustee can obtain no
meaningful relief through the appeal.

In response, the trustee states that he is not seeking to reverse
or unwind the sale of the Utica interests.  However, he contends
that he can still obtain meaningful relief.  In his view, a
reversal of the bankruptcy court's decision would set the stage
for a damages claim against some or all of the appellees.  The
alleged damages would consist of the difference between the amount
that the trustee realized on the sale of the Utica interests to
the appellees and the amount that he would have realized had he
been able to market the interests to third parties without having
to worry about whether the appellees would exercise their rights
of first refusal.

The trustee believes that the presence of the right-of-first-
refusal provisions caused third parties to bid less for the Utica
interests than they otherwise would have. He also claims that, in
order to encourage third parties to make any bids at all, he had
to offer to pay the high bidder a $300,000 "break-up" fee in the
event that the appellees exercised their rights. Because the
appellees did exercise their rights, the trustee paid the high
bidder $300,000 and thus realized only $1.2 million from the sale.
The trustee believes that, at a minimum, if the bankruptcy court's
order were reversed, he would have a claim for $300,000 in damages
against one or more of the appellees.

A copy of Judge Adelman's March 5, 2012 Order is available at
http://is.gd/z0Jp0zfrom Leagle.com.

David Olsen and Paul Olsen, who were the principals of Olsen
Brothers Enterprises, filed joint Chapter 11 bankruptcies in
December 2010.


DELUXE CORP: Moody's Changes Outlook on 'Ba2' CFR to Stable
-----------------------------------------------------------
Moody's Investors Service changed Deluxe Corporation's (Deluxe)
rating Outlook to Stable from Positive and affirmed all other
ratings including the company's Ba2 Corporate Family Rating (CFR)
and Probability of Default Rating (PDR). The change reflects
Moody's view that the company will not delever on a sustainable
basis to a level consistent with a higher rating given the
negative secular trends facing the printed-check industry. Moody's
believes check volume declines could potentially increase over the
rating horizon and Deluxe's small business services and financial
products business lines may not fully offset these trends to allow
for a higher rating. Despite modest leverage of 2.3x (as of
December 31, 2011 including Moody's standard adjustments) Moody's
anticipates the company will face continuing revenue pressures on
its check printing business and challenges diversifying its
business into non check related products and services, requiring a
more conservative capital structure compared to similarly rated
issuers. Deluxe was assigned an SGL -2 rating.

Issuer: Deluxe Corporation

  Corporate Family Rating, Affirmed Ba2

  Probability of Default Rating, Affirmed Ba2

  $84.8 million 5% Sr. Unsecured Notes due 12/15/2012, Affirmed
  B1 (changed LGD point estimate to LGD5, 87% from LGD5, 86%)

  $253.5 million 5.125% Sr. Unsecured Notes due 10/1/2014,
  Affirmed B1 (changed LGD point estimate to LGD5, 87% from LGD5,
  86%)

  $200 million 7.375% Sr. Notes due 6/1/2015, Affirmed Ba2
  (changed LGD point estimate to LGD3, 42% from LGD3, 40%)

  $200 million 7% Sr. Notes due 3/15/2019, Affirmed Ba2 (changed
  LGD point estimate to LGD3, 42% from LGD3, 40%)

  SGL-2 assigned

  Outlook, Changed to Stable from Positive

Rating Rationale

Deluxe's Ba2 Corporate Family Rating reflects ongoing pressure on
the company's checks business (which accounts for 61% of its
revenue), the commodity nature of its forms business (which makes
up 14% of revenue in 2011), and the competitive environment in
these industries. In addition, the company faces execution risks
associated with the company's strategy to further diversify its
business into the marketing and small business services space.
While the company does generate meaningful positive free cash flow
after dividends ($148.7 million in 2011), Moody's expects Deluxe
will look to reinvest a large portion of those proceeds back into
the business through acquisitions and initiatives to drive organic
growth and diversify its business lines, resulting in only modest
reductions to leverage over the rating horizon, under Moody's base
case scenario. Over the long term, Moody's believes Deluxe will
need to maintain a more conservative leverage profile than
comparably-rated issuers due to the declining outlook for its
consumer check business, which historically has declined in the 7%
- 8% range annually and potentially could decrease at higher rates
going forward.

The company's ratings are supported by its strong market position
and extensive printing capabilities, improved EBITDA margins, and
successful integration of recent acquisitions. In 2011, the
company reduced expenses by approximately $60 million bringing its
adjusted EBITDA margin to just over 25%, as compared to less than
20% in 2008. Since 2006 the company reduced expenses by $385
million and Moody's expects cost reductions for 2012 will be in
line with, but modestly lower than 2011. Leverage has decreased
from 2.8x in 2009 to 2.3x in 2011 and Moody's expects leverage to
decline slightly in 2012, but not enough to warrant an upgrade at
this time. Over the last 12 months the company acquired Banker's
Dashboard for $39.7 million and PsPrint in the amount of $45.5
million which have been integrated into its Financial Services and
Small Business Services business units, respectively. The company
also benefits from Moody's expectation that the company will be
able to maintain its market share in the check printing business
over the next year.

Moody's anticipates Deluxe will maintain a good Liquidity profile
with an SGL-2 rating as Moody's expects the company to continue to
generate meaningful free cash flow from its mix of mature and
developing businesses. The company's $200 million revolving credit
facility, which recently extended the maturity date to February
2017, is currently undrawn, providing incremental liquidity to
cover tuck-in acquisitions, seasonal swings and letters of credit
(approximately $8.6 million of LC's are issued under the $200
million commitment). The company could potentially draw on its
revolver if necessary to cover a portion of the $86 million senior
unsecured notes coming due in December, with the remainder funded
from cash on the balance sheet and free cash flow generated over
the first three quarters of 2012. Moody's expects free cash flow
above $115 million per year over the rating horizon, more than
sufficient to fund interest expense and small to moderate sized
acquisitions or investments. Covenants under the revolving credit
facility include a 3.25x maximum net Total Debt-to-EBITDA ratio
(as defined, temporarily increasing to 3.50x for certain
acquisitions), minimum 3.25x EBIT-to-interest expense, and a $50
million minimum liquidity requirement six months prior to the
maturity dates of the 2014 and 2015 notes. Moody's expects the
company to maintain a comfortable cushion of compliance with its
Net Debt to EBITDA and Interest coverage financial covenants.

The Stable Outlook reflects Moody's view that Deluxe will continue
to maintain a good liquidity profile, with sustained debt-to-
EBITDA leverage at or slightly below its current level of 2.3x.
Its conservative capital structure, continued cost reductions and
growth of Small Business Services should allow Deluxe to manage
the continued decline in check volume under the most likely
scenario.

Success diversifying the business away from its core check
printing business, consistent revenue growth, stable to higher
EBITDA margins, and debt reduction leading to sustained debt-to-
EBITDA ratios below 1.75x with free cash flow-to-debt in excess of
15% could position the company for an upgrade.

The ratings could experience downward pressure if declines in
check order volumes accelerate meaningfully above current rates,
debt-to-EBITDA ratios exceed 3.0x from earnings declines or a
leveraging transaction, or if free cash flow-to-debt declines
below 10%.

The principal methodology used in rating Deluxe Corporation was
the Global Publishing Industry Methodology published in December
2011. Other methodologies used include Loss Given Default for
Speculative-Grade Non-Financial Companies in the U.S., Canada and
EMEA published in June 2009. Please see the Credit Policy page on
www.moodys.com for a copy of these methodologies.

Deluxe Corporation, headquartered in St. Paul, MN, uses direct
marketing, distributors and a North American sales force to
provide a wide range of customized products and services to its
customers. The company has been diversifying from its legacy
printed-check business into a growing suite of business services,
including logo design, payroll, web design and hosting, business
networking and other web-based services to help small business
grow. In the financial services industry, Deluxe sells check
programs and fraud prevention, customer loyalty and retention
programs to banks. Deluxe also sells personalized checks,
accessories and other services directly to consumers. Revenue for
LTM December 2011 totaled $1.4 billion.


DIALOGIC INC: Has Forbearance with Wells Fargo Until April 22
-------------------------------------------------------------
Dialogic Corporation, on March 5, 2012, entered into an Amendment
No. 4 to the Forbearance Agreement dated Nov. 14, 2011, with
certain lenders and Wells Fargo Foothill Canada ULC in connection
with that certain credit agreement, dated March 5, 2008, as
amended, by and between Dialogic Corporation, the Lenders and the
Agent.  Pursuant to the terms of the Fourth Amendment, each of the
Lenders and the Agent agreed to forbear from exercising its rights
and remedies under the Credit Agreement, including the right to
accelerate the maturity date of amounts outstanding under the
Credit Agreement and realize on its collateral under the terms of
the Credit Agreement, with respect to certain existing and
anticipated defaults by the Company under the Credit Agreement, as
described in the Forbearance Agreement, until the earliest of:

   (i) April 22, 2012;

  (ii) the occurrence of any additional Event of Default, which
       for this purpose includes the exercise by any third party
       of any rights or remedies against the Company, Dialogic
       Corporation or any of Cantata Technology, Inc., Dialogic
       Distribution Ltd., Dialogic Networks (Israel) Ltd. and
       Dialogic do Brasil Com‚rcio de Equipamentos Para
       Telecomunica‡?o LTDA, which are wholly owned subsidiaries
       of the Company; or

(iii) the occurrence of any Termination Event in exchange for a
       release of claims by Dialogic Corporation against the
       Lenders and Agent.

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

                        http://is.gd/E5KXkr

Dialogic Inc., on March 1, 2012, obtained a letter from Obsidian,
LLC, Special Value Expansion Fund, LLC, Special Value
Opportunities Fund, LLC, and Tennenbaum Opportunities Partners V,
LP, confirming that they will not under any circumstances
accelerate the maturity date of amounts due under the Company's
Second Amended and Restated Credit Agreement, dated Oct. 10, 2010,
as amended, by and among the Company, Dialogic Corporation, a
British Columbia corporation and a wholly owned subsidiary of the
Company, certain other subsidiaries of the Company, and the Term
Loan Lenders, on or before May 1, 2012.

                           About Dialogic

Milpitas, Calif.-based Dialogic Inc. provides communications
platforms and technology that enable developers and service
providers to build and deploy innovative applications without
concern for the complexities of the communication medium or
network.

For the nine months ended Sept. 30, 2011, the Company incurred a
net loss of US$45.6 million and used cash in operating activities
of US$11.1 million.  For the nine months ended Sept. 30, 2010, the
Company incurred a net loss of US$25.4 million.  Operating
activities provided cash of US$2.7 million in the nine months
ended Sept. 30, 2010.


DIALOGIC INC: Receives Non-Compliance Notice from Nasdaq
--------------------------------------------------------
Dialogic, Inc., on Feb. 28, 2012, received a deficiency letter
from the Listing Qualifications Department of The NASDAQ Stock
Market, notifying it that, for the last 30 consecutive business
days, the bid price for the Company's common stock had closed
below the minimum $1.00 per share requirement for continued
listing on The NASDAQ Global Market pursuant to NASDAQ Listing
Rule 5450(a)(1).

In accordance with Listing Rule 5810(c)(3)(A), the Company has
been given 180 calendar days, or until Aug. 27, 2012, to regain
compliance with the Bid Price Rule.  If at any time before
Aug. 27, 2012, the bid price for the Company's common stock closes
at $1.00 or more for a minimum of 10 consecutive business days as
required under Listing Rule 5810(c)(3)(A), the Staff will provide
written notification to the Company that it complies with the Bid
Price Rule.  If the Company does not regain compliance with the
Bid Price Rule by Aug. 27, 2012, but applies for listing on The
NASDAQ Capital Market by that date, provided it meets the initial
inclusion and continued listing requirements of that market as set
forth in Listing Rule 5505 other than the $1.00 per share bid
price requirement, and provides the Staff with written notice of
its intention to cure the deficiency, the Company will be granted
an additional 180 calendar day compliance period.

If the Company does not regain compliance with the Bid Price Rule
by Aug. 27, 2012, and is not eligible for an additional compliance
period at that time, the Staff will provide written notification
to the Company that its common stock is subject to delisting.  At
that time, the Company may appeal the Staff's delisting
determination to a Hearings Panel, or the Panel.  The Company
would remain listed pending the Panel's decision.  There can be no
assurance that, if the Company does appeal the delisting
determination by the Staff to the Panel, that such appeal would be
successful.

On Feb. 28, 2012, the Company also received a deficiency letter
from the Staff notifying it that, for the last 30 consecutive
business days, the market value of the Company's publicly held
shares has been below the minimum $15.0 million requirement for
continued listing on The NASDAQ Global Market pursuant to Listing
Rule 5450(b)(3)(C).

In accordance with Listing Rule 5810(c)(3)(D), the Company has
been given 180 calendar days, or until Aug. 27, 2012, to regain
compliance with the Market Value Rule.  If at any time before
August 27, 2012 the market value of the Company's publicly held
shares closes at $15.0 million or more for a minimum of 10
consecutive business days as required under Listing Rule
5810(c)(3)(D), the Staff will provide written notification to the
Company that it complies with the Market Value Rule.

If the Company does not regain compliance with the Market Value
Rule by Aug. 27, 2012, the Staff will provide written notification
to the Company that its common stock is subject to delisting.  At
that time, the Company may either apply for listing on The NASDAQ
Capital Market, provided the Company meets the initial inclusion
and continued listing requirements of that market as set forth in
Listing Rule 5505, or appeal the Staff's delisting determination
to the Panel.  The Company would remain listed pending the Panel's
decision.  There can be no assurance that, if the Company does
appeal the delisting determination by the Staff to the Panel, that
such appeal would be successful.

                          About Dialogic

Milpitas, Calif.-based Dialogic Inc. provides communications
platforms and technology that enable developers and service
providers to build and deploy innovative applications without
concern for the complexities of the communication medium or
network.

For the nine months ended Sept. 30, 2011, the Company incurred a
net loss of US$45.6 million and used cash in operating activities
of US$11.1 million.  For the nine months ended Sept. 30, 2010, the
Company incurred a net loss of US$25.4 million.  Operating
activities provided cash of US$2.7 million in the nine months
ended Sept. 30, 2010.


DIANE DANIEL MASON: Court Denies Summary Judgment Bid
-----------------------------------------------------
Bankruptcy Judge Shelley D. Rucker denied Diane Gray Mason's
motion for summary judgment on the grounds of judicial estoppel in
the adversary proceeding, DIANE MASON, Plaintiff, v. JEFF LOWE,
individually, JEFF LOWE HOMEBUILDERS, INC., Defendants, v.
PHILIP McAFEE, Intervening Plaintiff, Adv. Proc. No. 11-1042
(Bankr. E.D. Tenn.).  A copy of the Court's March 6, 2012
Memorandum is available at http://is.gd/ayfkNSfrom Leagle.com.

Diane Daniel Mason filed a Chapter 11 petition (Bankr. E.D. Tenn.
Case No. 11-10251) on Jan. 18, 2011.  In her schedules, the Debtor
listed real estate interests that she owned in fee simple having a
total value of $10,937,700.


DIPPIN' DOTS: Founder Jones Resigns Amid Dispute With Lender
------------------------------------------------------------
Dow Jones' DBR Small Cap reports that Dippin' Dots Inc. founder
Curt Jones, whose flash-frozen discovery more than 20 years ago
grew to become a celebrated ice cream empire in rural Kentucky,
has resigned as chief executive after losing a battle with the
company's biggest lender in bankruptcy court.

                         About Dippin' Dots

Founded in 1988 by microbiologist Curt Jones, Dippin' Dots Inc.
manufactures quirky and colorful ice cream beads, which are flash
frozen using liquid nitrogen.  It owns a 120,000-square-foot plant
in Kentucky that can produce more than 25,000 gallons of frozen
dots a day.  It has about 140 Dippin' Dots retail locations, which
are mostly controlled by franchisees, and agreements with 9,952
small vendors who sell the ice cream at fairs, festivals and
sports games.  Dippin' Dots isn't sold in grocery stores because
of its extreme cooling requirements.

Dippin' Dots filed a Chapter 11 petition (Bankr. W.D. Ky Case No.
11-51077) on Nov. 3, 2011 in Paducah, Kentucky.  Judge Thomas H.
Fulton presides over the case.  Farmer & Wright, PLLC, represents
the Debtor as Chapter 11 counsel.  The petition was signed by Curt
Jones, president.

Regions Bank, the Debtor's secured lender, is represented by Brian
H. Meldrum, Esq., at Stites & Harbison PLLC.

The Debtor disclosed $20.2 million in assets and $12.0 million in
liabilities in its schedules.


DISH NETWORK: 'Ba2' CFR Not Affected by FCC Denial, Moody's Says
----------------------------------------------------------------
Moody's said that Dish Network's Ba2 Corporate Family Rating (CFR)
and stable outlook will not be impacted by the FCC's denial of
spectrum license waivers that would allow Dish to use its newly
acquired satellite spectrum for terrestrial wireless service.

While the agency anticipates the FCC will eventually allow Dish to
use this spectrum for a ground-based network, Moody's believes
that there is discomfort among regulators in that the requested
waiver would result in a windfall in the value to the spectrum in
question, and therefore Dish's entry into the wireless broadband
market will be delayed and the needed waiver will be vetted
through a formal rule making process. In Moody's view, the company
will likely incur a material cost in the form of some sort of
governmental waiver fee to allow the satellite spectrum to be used
for terrestrial use, since terrestrial spectrum typically costs
significantly more than satellite spectrum, making its $2.8
billion purchase of spectrum assets in 2011 less of a bargain than
it initially appeared to be. The uncertainty of timing and amount
of incremental cost and prolonged execution add to the project
risks, however, risk related to the execution of Dish's wireless
strategy is already accounted for within its Ba2 CFR.

While Moody's believes that building out a wireless network would
require significant further investment and potentially additional
spectrum purchases, such an undertaking would diversify its
revenue sources, compliment Dish's existing video services, and
make it more competitive with cable TV and telecom triple-play
product offerings over the longer -term. Moody's believes that
such investment and diversification as compared to paying out the
company's free cash flow to shareholders, is more prudent, and at
worst, if Dish fails in its execution of a wireless network build
out, spectrum will continue to be in great demand given its
expected scarcity and therefore a valuable asset in the future
which could be sold to benefit debt holders.

DISH Network Corporation ("DISH") is the third largest pay
television provider in the United States with 13.97 million
satellite TV subscribers as of 12/31/2011.


DOWNEY REGIONAL: Emerges From Chapter 11 Reorganization
-------------------------------------------------------
Downey Regional Medical Center has emerged from Chapter 11
reorganization proceedings through closing of its exit financing
in a $52 million loan transaction.  Under its exit financing,
Downey Regional issued $32 million in new taxable bonds through
the Independent Cities Financing Authority and entered into a $20
million A/R facility with Midcap Financial LLC.

Financial systems breakdowns and poor contracts prompted Downey's
Chapter 11 filing.

Following substantial restructuring of its contracts and
significant improvements to its financial systems, Downey Regional
obtained final court approval of its Plan of Reorganization on
Feb. 16, 2012, with the exit financing closing earlier today.

"Downey Regional Medical Center's recovery is a success story
almost without parallel.  Hospitals don't usually survive
bankruptcy intact, let alone unaffiliated, let alone during a
severe national recession and an economy that did not support
viable capital markets.  We are especially proud that during our
reorganization, we were able to continue normal business
operations, including the emergency room and provide excellent
patient care to our community," said Kenneth Strople, President
and CEO of Downey Regional Medical Center.

"Emerging from bankruptcy protection was truly a collaborative
effort and could not have been achieved without the strong
leadership of the Hospital's administration, together with the
dedication of the physicians, nurses and staff who serve the
community.  I want to sincerely thank everyone for all their
support," added Mr. Strople

Hospital operations were improved during the Chapter 11 process;
the Hospital purchased a new Cath Lab, new general chemistry
machines and digital mammography technology, all while paying down
over $17 million to creditors. Creditors will continue to receive
payments while the hospital continues improving its financial
performance over the next several years.

"With new health care contracts in place and our financial house
in order, the hospital management team is very excited about the
future, even as we face the uncertainty of the future and
challenges in healthcare.  We have transformed our hospital
operations and have emerged as a stronger, healthier, and more
competitive community health care provider.  We are very proud of
everything we have accomplished and are looking forward to making
more exciting announcements in the near future," concluded Mr.
Strople.

As it enters its 90th year of continuous operations, DRMC looks
forward to continuing its service to the southeast Los Angeles
County region.

                      About Downey Regional

Downey Regional Medical Center is a 90-year-old, 199-bed, not-for-
profit regional hospital and medical center in Southeast Los
Angeles County, California.  Downey Regional Medical sought
Chapter 11 protection (Bankr. C.D. Calif. Case No. 09-34714) on
Sept. 14, 2009.  Lisa Hill Fenning, Esq., at Arnold & Porter LLP
in Los Angeles, represents the Debtor in its restructuring effort.
In its petition, the Debtor estimated assets and debts between
$10 million and $50 million.

According to the Troubled Company Reporter on Feb. 7, 2012, under
the Debtor's court-approved approval of the reorganization plan,
the hospital will continue operating as a not-for-profit
institution.  About $16.5 million in taxable bonds will be
repurchased as part of the plan.  The hospital received a
favorable vote from all creditor classes except one.  The hospital
will remain as a nonprofit institution.  About $16.5 million in
taxable bonds will be repurchased as part of the plan.


DUNE ENERGY: BlueMountain Discloses 20.9% Equity Stake
------------------------------------------------------
In an amended Schedule 13D filed with the U.S. Securities and
Exchange Commission, BlueMountain Capital Management, LLC, and its
affiliates disclosed that, as of Feb. 28, 2012, they beneficially
own 8,068,063 shares of common stock of Dune Energy, Inc.,
representing 20.9% of the shares outstanding.  As previously
reported by the TCR on Jan. 11, 2012, BlueMountain disclosed
beneficial ownership of 7,256,106 common shares.  A full-text copy
of the amended filing is available at http://is.gd/jrz2Ik

                         About Dune Energy

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

The Company reported a net loss of $75.53 million in 2010 and a
net loss of $59.13 million in 2009.

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

                           *     *     *

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

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

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


DUNE ENERGY: Board Adopts 2012 Stock Incentive Plan
---------------------------------------------------
Pursuant to a unanimous written consent dated March 5, 2012, the
Board of Directors of Dune Energy, Inc., authorized the adoption
of the Dune Energy, Inc., 2012 Stock Incentive Plan to become
effective immediately.  The Plan is administered by the
Compensation Committee of the Board.  Subject to certain
limitations in the Plan, the Committee establishes the terms and
conditions of awards granted under the Plan, interprets the Plan
and all awards under the Plan, and administers the Plan.  The
Committee is currently comprised of Stephen P. Kovacs, Alexander
A. Kulpecz, Jr. and Eric R. Stearns, who serves as the Chairman of
the Committee.

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

                        http://is.gd/S08loG

                         About Dune Energy

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

The Company reported a net loss of $75.53 million in 2010 and a
net loss of $59.13 million in 2009.

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

                           *     *     *

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

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

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


EASTMAN KODAK: Apple IP Suit, If Allowed, Would Open Floodgates
---------------------------------------------------------------
Eastman Kodak Co. slammed Apple Inc.'s bid to bring a new patent-
infringement complaint against the company in the International
Trade Commission and in a district court.

Eastman Kodak's lawyer, Andrew Dietderich, Esq., at Sullivan &
Cromwell LLP, in New York, said Apple's broad request would put
the company at "substantial risk" because it would open the
"floodgates" to similar claims.

As reported by KODAK BANKRUPTCY NEWS, Apple Inc. sought approval
from the U.S. Bankruptcy Court in Manhattan to file a patent-
infringement complaint against Eastman Kodak Co. in the ITC.
Apple accuses the company of infringing on patents it owns, which
cover technologies used in digital products that Eastman Kodak
imports to and sells in the U.S.  The complaint seeks an
investigation into Eastman Kodak's alleged patent infringement.
It is also requesting the ITC to issue an "exclusion" order to the
U.S. Customs and Border Protection barring the Kodak products that
infringe on Apple's patents from entry into the U.S. as well as a
cease-and-desist order prohibiting the company from selling those
products in the country.

Eastman Kodak "would likely be faced with a multitude of similar
motions seeking relief from the automatic stay, and new litigation
outside of the bankruptcy court designed to divert resources and
distract attention away from reorganization efforts," the lawyer
said.

Mr. Dietderich said in case the bankruptcy court allows the filing
of the complaints, Apple should provide the company with
additional information about the patents allegedly being infringed
and the nature of the infringement.

The objection drew support from a committee representing Eastman
Kodak's pre-bankruptcy secured creditors.

Apple, which accuses Eastman Kodak of infringing on patents it
owns, wants the commission to hold an investigation on the alleged
infringement, and to issue an "exclusion" order barring the Kodak
products that infringe on Apple's patents from entry into the U.S.
It also wants to lodge a complaint based on patent-infringement
claims in U.S. District Court in Manhattan for permanent
injunction against the company.

                        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: Opposes Apple's Lift Stay Plea
---------------------------------------------
Eastman Kodak Co. asked the U.S. Bankruptcy Court in Manhattan to
block the lifting of the automatic stay that was applied to Apple
Inc.'s patent-infringement lawsuit against the company.

The automatic stay is an injunction that halts actions by
creditors against a company in bankruptcy protection.

As reported in the Feb. 27, 2012 edition of the TCR, Apple Inc.
asked the U.S. Bankruptcy Court in Manhattan to lift the automatic
stay that was applied to a pending patent- infringement lawsuit
against Eastman Kodak Co.  The move comes after Eastman Kodak
showed an indication to sell its digital imaging patents.  Apple
expressed concern that the patent for which it said it is the
rightful owner may be included in the sale block.

Eastman Kodak said Apple "has not shown good cause for lifting the
automatic stay."  The company also criticized Apple's request to
move the lawsuit, which is pending in the U.S. District Court for
the Western District of New York, to another district court.

"Apple's preferred course of action -- to ask another court to
decide the critical issue of what constitutes property of the
estate and how that property is to be used to maximize value for
creditors -- should be rejected," the company said in court
papers.

The objection drew support from a committee representing Eastman
Kodak's pre-bankruptcy secured creditors.

                        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: Schedules Deadline Extended to April 18
------------------------------------------------------
Eastman Kodak Co. and its affiliates sought and obtained a court
order granting another one-month extension to file their financial
statements. The order authorizes the Debtors to file their
schedules of assets and liabilities, schedules of contracts and
leases, and statements of financial affairs until April 18, 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).


EASTMAN KODAK: Fujifilm Wants Lift Stay to Pursue PI Suit
---------------------------------------------------------
Fujifilm Corp. asked the U.S. Bankruptcy Court in Manhattan to
lift the automatic stay that was applied to a pending patent-
infringement lawsuit against Eastman Kodak Co.

Fujifilm accuses the company of infringing on patents it owns. It
filed the lawsuit last year to prohibit Eastman Kodak from further
manufacturing, selling, or importing products that infringe on its
patent.

The lawsuit, which is pending before the U.S. District Court in
Manhattan, was automatically halted after Eastman Kodak filed for
bankruptcy protection.

A court hearing on the request is scheduled for March 20, 2012.
Objections are due by March 17, 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).


EASTMAN KODAK: Wins Court Approval for J. Mesterharm as CRO
-----------------------------------------------------------
Eastman Kodak Co. obtained court approval to employ AP Services
LLC, and designate James Mesterharm as chief restructuring
officer.

Earlier, Mr. Mesterharm, managing director of AP Services'
affiliate AlixPartners LLP, filed court papers confirming that the
Board of Directors of Eastman Kodak authorized his appointment as
well as the employment of AP Services.
He also confirmed that he is acting under the direction, control
and guidance of the Board.

Mr. Mesterharm made the confirmation upon request from the U.S.
Trustee, a Justice Department agency that oversees bankruptcy
cases.

Separately, Eastman Kodak filed with the U.S. Bankruptcy Court in
Manhattan a copy of Mr. Mesterharm's February 9 letter to the
company containing changes to the hourly rates charged by AP
Services.  A full-text copy of the letter is available without
charge at:

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

                       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).


EAU TECHNOLOGIES: Enters Into $358,500 Loan Pact with P. Ullrich
----------------------------------------------------------------
The Board of Directors of EAU Technologies, Inc., in December
2011, agreed in principle to the material terms of a loan
agreement with Peter Ullrich.  On March 1, 2012, the terms and
conditions were formally approved by the Board.  The principal
amount of the Note is $358,527.  The Note will bear interest at a
rate of 10% annually and will mature on Nov. 30, 2013.  The Note
is convertible into shares of the Company's common stock at $1.00
per share and no principal or interest payments are due until
maturity.

Also, in conjunction with the Note, the Board approved the
issuance of a warrant to Ullrich to purchase 358,527 shares of the
Company's common stock at $0.31 per share.  The Warrant will have
a term of five years.

The Board also approved the amendment of certain terms of the
Company's $3,000,000 Third Amended and Restated Senior Secured
Convertible Promissory Note dated Oct. 21, 2010, with Water
Science, Inc.  The Promissory Note will be amended to extend the
maturity date to coincide with the maturity date of the Note.

On Dec. 28, 2011, and March 1, 2012, the Board authorized the sale
by the Company of unregistered shares of Common Stock of the
Company to Mr. Jacoby and Mr. Ullrich pursuant to agreements.

WS is a shareholder of the Company and is controlled by Peter
Ullrich, a member of the Board of Directors of the Company.

In December 2011, Peter F. Ullrich agreed in principle to exercise
a portion of his warrants and the Company, upon formal Board
approval, agreed to issue 5,806,452 shares of common stock to
Ullrich, at an exercise price of $0.31 per share.  On March 1,
2012, the terms and conditions were formally approved by the
Board.  The aggregate exercise price was $1,800,000, of which the
principal of two convertible notes were exchanged, the $1.2
Million Note and the $600,000 Note.

In December 2011, the Board of Directors of the Company agreed in
principle to the sale by the Company shares of Common Stock of the
Company to Peter F. Ullrich, a director of the Company.  On
March 1, 2011, the Board of Directors of the Company formally
authorized the sale by the Company of 2,593,549 unregistered
shares of Common Stock of the Company at a price of $0.31 per
share to Mr. Ullrich.

On Dec. 28, 2011, the Board of Directors of the Company authorized
the sale by the Company of 161,291 unregistered shares of Common
Stock of the Company at a price of $0.31 per share to Theodore
Jacoby, a director of the Company.  The sale was made pursuant to
a Stock Purchase Agreement between the Company and Mr. Jacoby.

In December 2011, the Compensation Committee of the Board of
Directors of the Company agreed in principle to grant to each
board member 96,775 options to purchase shares of the Company's
common stock at an exercise price of $0.31 per share for each
director for the years of service 2009, 2010 and 2011 for a total
of 290,325 options each, effective on Jan. 1, 2012.  The options
will vest immediately and over a period of two years from the date
of grant as follows, 145,163 immediately, 96,775 on Jan. 1, 2013,
and 48,387 on Jan. 1, 2014.  The grants were made in March 2011
and were granted pursuant to the annual directors' compensation
program approved by the Board in December 2007.  The Board also
granted 48,388 options to Karl Hellman for his year of service in
2009.

                       About EAU Technologies

Kennesaw, Ga.-base EAU Technologies, Inc., is in the business of
developing, manufacturing and marketing equipment that uses water
electrolysis to create non-toxic cleaning and disinfecting fluids
for food safety applications as well as dairy drinking water.

As reported by the TCR on April 7, 2011, HJ & Associates, LLC, in
Salt Lake City, Utah, expressed substantial doubt about EAU
Technologies' ability to continue as a going concern following the
Company's 2010 results.  The independent auditors noted that the
Company has a working capital deficit as well as a deficit in
stockholders equity.

The Company also reported a net loss of $2.25 million on
$1.25 million of net revenues for the nine months ended Sept. 30,
2011, compared with net income of $3.15 million on $247,966 of net
revenues for the same period a year ago.

The Company's balance sheet at Sept. 30, 2011, showed
$2.58 million in total assets, $8.81 million in total liabilities,
all current, and a $6.22 million total stockholders' deficit.


EMMIS COMMUNICATIONS: Receives Non-Compliance Notice from Nasdaq
----------------------------------------------------------------
Emmis Communications Corporation, on Feb. 28, 2012, received a
written notification from The Nasdaq Stock Market LLC stating that
because the Company had not regained compliance with the $1.00
minimum bid price requirement for continued listing, as set forth
in Nasdaq Listing Rule 5450(a)(1), the Company's Class A Common
Stock would be subject to delisting unless the Company requests a
hearing before a Nasdaq Hearings Panel on or before March 6, 2012.

The Company has requested a hearing before the Panel, which will
stay any delisting action in connection with the Staff
Determination and allow the continued listing of the Company's
Class A Common Stock on The Nasdaq Global Select Market until the
Panel renders a decision subsequent to the hearing.  At the
hearing, the Company intends to present a plan to regain
compliance with the Rule and request that the Panel allow the
Company additional time within which to regain compliance.  While
the Company believes that it will be able to present a viable plan
to regain compliance, there can be no assurance that the Panel
will grant the Company's request for continued listing on The
Nasdaq Global Select Market, or that the Company's plans to
exercise diligent efforts to maintain the listing of its
securities on Nasdaq will be successful.

The Staff Determination does not directly affect the listing of
the Company's 6.25% Series A Cumulative Convertible Preferred
Stock, which will continue to trade on The Nasdaq Global Select
Market under the symbol "EMMSP".  However, because the continued
listing of the Preferred Stock on The Nasdaq Global Select Market
is dependent upon the continued listing of the Class A Common
Stock on The Nasdaq Global Select Market, the Company believes the
Preferred Stock will likely be delisted from The Nasdaq Global
Select Market if the Class A Common Stock is delisted.

                    About Emmis Communications

Headquartered in Indianapolis, Indiana, Emmis Communications
Corporation -- http://www.emmis.com/-- owns and operates 22 radio
stations serving New York, Los Angeles, Chicago, St. Louis,
Austin, Indianapolis, and Terre Haute, as well as national radio
networks in Slovakia and Bulgaria.  The company also publishes six
regional and two specialty magazines.

The Company reported a consolidated net loss of $11.54 million on
$251.31 million of net revenues for the year ended Feb. 28, 2011,
compared with a consolidated net loss of $118.49 million on
$242.56 million of net revenues during the prior year.

For the nine months ended Nov. 30, 2011, the Company reported net
income attributable to common shareholders of $97.72 million on
$185.08 million of net revenues, compared with a net loss
attributable to common shareholders of $7.92 million on $193.24
million of net revenues for the same period during the prior year.

The Company's balance sheet at Nov. 30, 2011, showed $365.70
million in total assets, $344.92 million in total
liabilities,$56.38 million in series A cumulative convertible
preferred stock and a $35.60 million total deficit.

                           *     *     *

In November 2010, Moody's Investors Service affirmed the 'Caa2'
Corporate Family Rating and 'Caa3' Probability of Default rating
for Emmis Communications Corporation, as well as its SGL-4
speculative grade liquidity rating.  Operating performance
improved with the economic recovery, but absent debt reduction
with proceeds from an asset sale or equity infusion Emmis will
likely breach its leverage covenant when the covenant suspension
period ends for the quarter ending November 30, 2011, in Moody's
opinion.

Emmis' CFR and PDR incorporate expectations for a covenant breach
in November 2011.  Moody's considers the Company's capital
structure unsustainable, and its operations in the cyclical
advertising business magnify this challenge.  Furthermore, Emmis
relies on two markets, Los Angeles and New York, for approximately
50% of its revenue, although its ownership of stations in top
markets including Chicago as well as NY and LA, support the
rating.

The negative outlook incorporates Moody's expectations that Emmis
will not comply with its maximum leverage covenant when effective
for the quarter ending Nov. 30, 2011.


EPAZZ INC: Amends 2010 Reports to Reflect Intellisys Acquisition
----------------------------------------------------------------
Epazz, Inc., filed Amendment No. 1 on Form 10-K/A to its Annual
Report for the Annual period ended Dec. 31, 2010, which was filed
with the Securities and Exchange Commission on April 15, 2011, in
response to certain issues.  The condensed consolidated financial
statements contained in the Company's Annual Report on Form 10-K
for the year ended Dec. 31, 2010, and the Quarterly Report on Form
10-Q for the three months ended March 31, 2011, and the six months
ending June 30, 2011, require restatement in order to correct
certain errors.

The Company determined that it had not properly recorded the
Sept. 30, 2010, acquisition of its subsidiary IntelliSys, Inc.
Subsequently, the balance sheet has been adjusted to properly
reflect the goodwill that should have been recognized when the
acquisition was initially recorded.  Intangible assets, retained
earnings and the Consolidated Statement of Operations have also
been adjusted to correct related recording errors originally
recorded at the time of the acquisition.  The Company also
determined that it had omitted accrued liabilities that should
have been recorded on the balance sheet dated Dec. 31, 2010.
Accounts payable and accrued liabilities have been adjusted to
correct this omission.

The company also determined that it did not properly record stock
issued in exchange for services rendered.  Accordingly, the stock
transaction, which was originally recorded to prepaid expense has
been reclassified to the Company's equity account.

The Company's restated statement of operations reflects net income
of $124,118 on $705,005 of revenue for the year ended Dec. 31,
2010, compared with net income of $79,558 on $898,692 of revenue
as originally reported.

The Company's restated balance sheet as of Dec. 31, 2010, showed
$1.21 million in total assets, $1.48 billion in total liabilities
and a $270,029 total stockholders' deficit.  The Company
originally reported $1.99 million in total assets, $1.46 million
in total liabilities and $531,957 in total stockholders' equity.

A full-text copy of the Form 10K/A is available for free at
http://is.gd/0WaRaM

A copy of the Form 10Q/A for the period ended June 30, 2011, is
available for free at http://is.gd/SM7V2c

A copy of the Form 101Q/A for the period ended March 31, 2011, is
available for free at http://is.gd/YesHxJ

A copy of the Form 10Q/A for the period ended Sept. 30, 2010, is
available for free at http://is.gd/2a7ofp

A copy of the Form 10Q/A for the period ended Sept. 30, 2011, is
available for free at http://is.gd/FgRx3m

                          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 in the TCR on April 26, 2011, Lake & Associates, CPA's
LLC, in Schaumburg, Illinois, expressed substantial doubt about
EPAZZ, Inc.'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

The Company currently 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 approximately $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 such 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 intends to overcome
the circumstances that impact its ability to remain a going
concern through a combination of the commencement of additional
revenues, of which there can be no assurance, with interim cash
flow deficiencies being addressed through additional equity and
debt financing.  The Company's ability to obtain additional
funding for the remainder of the 2011 year and thereafter will
determine its ability to continue as a going concern.

There can be no assurances that these plans for additional
financing will be successful.  Failure to secure additional
financing in a timely manner to repay the Company's obligations
and supply the Company sufficient funds to continue its business
operations and on favorable terms if and when needed in the future
could have a material adverse effect on the Company's financial
performance, results of operations and stock price and require the
Company to implement cost reduction initiatives and curtail
operations.  Furthermore, additional equity financing may be
dilutive to the holders of the Company's common stock, and debt
financing, if available, may involve restrictive covenants, and
strategic relationships, if necessary to raise additional funds,
and may require that the Company relinquish valuable rights.  In
the event that the Company is unable to repay its current and
long-term obligations as they come due, the Company could be
forced to curtail or abandon its business operations, or file for
bankruptcy protection; the result of which would likely be that
the Company's securities would decline in value or become
worthless.


FIRST DATA: Incurs $336.1 Million Net Loss in 2011
--------------------------------------------------
First Data Corporation filed with the U.S. Securities and Exchange
Commission its annual report on Form 10-K disclosing a net loss of
$336.10 million on $10.71 billion of revenue in 2011, a net loss
of $846.90 million on $10.38 million of revenue in 2010, and a net
loss of $1.01 billion on $9.31 million of revenue in 2009.

The Company's balance sheet as of Dec. 31, 2011, showed
$40.27 billion in total assets, $36.80 billion in total
liabilities, and $3.40 billion in total equity.

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

                        http://is.gd/TwAFVd

                         About First Data

Based in Atlanta, Georgia, First Data Corporation, with over
$10 billion of revenue for the 12 months ended June 30, 2010,
provides commerce and payment solutions for financial
institutions, merchants, and other organizations worldwide.

                          *     *     *

The Company's carries a 'B3' corporate family rating, with a
stable outlook, from Moody's Investors Service, a 'B' corporate
credit rating, with stable outlook, from Standard & Poor's, and
a 'B' long-term issuer default rating from Fitch Ratings.

Standard & Poor's Ratings Services in December 2010 assigned its
'B-' issue rating with a '5' recovery rating to First Data Corp.'s
(B/Stable/--) $2 billion of 8.25% second-lien cash-pay notes due
2021, $1 billion $8.75% second-lien pay-in-kind-toggle notes due
2022, and $3 billion 12.625% unsecured cash-pay notes due 2021.
The '5' recovery rating indicates lenders can expect modest (10%-
30%) recovery in the event of payment default.  Under S&P's
default analysis, there is insufficient collateral to fully cover
First Data's first-lien debt.  As a result, the remaining value of
the company (generated by non-U.S. assets and not pledged) would
be shared pari passu among the uncovered portion of first-lien
debt, new second-lien debt, and new and existing unsecured debt.


FUEL DOCTOR: Dismisses Li & Co. as Auditors, Hires Rose Snyder
--------------------------------------------------------------
The board of directors of Fuel Doctor Holdings, Inc., dismissed Li
& Company, PC, as the independent auditors for the Company and its
subsidiaries.

Li's reports on the Company's financial statements for the fiscal
year ended Dec. 31, 2010, and 2009 contained an explanatory
paragraph indicating that there was substantial doubt as to the
Company's ability to continue as a going concern.  Other than that
statement, no reports of Li on the financial statements of the
Company for either of the past two years and through March 1,
2012, contained an adverse opinion or disclaimer of opinion, or
was qualified or modified as to uncertainty, audit scope or
accounting principles.

During the Company's two most recent fiscal years and through
March 1, 2012: (i) there have been no disagreements with Li on any
matter of accounting principles or practices, financial statement
disclosure or auditing scope or procedure, which disagreements, if
not resolved to the satisfaction of Li, would have caused it to
make reference to the subject matter of the disagreement in
connection with its reports and (ii) Li did not advise the Company
of any of the events requiring reporting in this Current Report on
Form 8-K under Item 304(a)(1) of Regulation S-K.

On March 1, 2012, the board of directors of the Company ratified
and approved the Company's engagement of Rose, Snyder & Jacobs LLP
as independent auditors for the Company and its subsidiaries.

During the years ended Dec. 31, 2010, and 2009 and through
March 1, 2012, neither the Company nor anyone on its behalf
consulted RSJ regarding (i) the application of accounting
principles to a specific completed or contemplated transaction,
(ii) the type of audit opinion that might be rendered on the
Company's financial statements, or (iii) any matter that was the
subject of a disagreement or event identified in response to Item
304(a)(1) of Regulation S-K.

                         About Fuel Doctor

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

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

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


GENERAL MOTORS: Won't Rule Out Europe Plant Closings
----------------------------------------------------
Dow Jones' Daily Bankruptcy Review reports that General Motors Co.
is signaling it won't rule out plant closings in Europe as it
pushes for agreements with unions and governments to return
operations there to profitability after more than a decade of
heavy losses.

                       About General Motors

With its global headquarters in Detroit, Michigan, General Motors
Company (NYSE:GM, TSX: GMM) -- http://www.gm.com/-- is one of
the world's largest automakers, traces its roots back to 1908.
GM employs 208,000 people in every major region of the world and
does business in more than 120 countries.  GM and its strategic
partners produce cars and trucks in 30 countries, and sell and
service these vehicles through the following brands: Baojun,
Buick, Cadillac, Chevrolet, GMC, Daewoo, Holden, Isuzu, Jiefang,
Opel, Vauxhall, and Wuling.  GM's largest national market is
China, followed by the United States, Brazil, the United Kingdom,
Germany, Canada, and Italy.  GM's OnStar subsidiary is the
industry leader in vehicle safety, security and information
services.

General Motors Co. was formed to acquire the operations of
General Motors Corp. through a sale under 11 U.S.C. Sec. 363
following Old GM's bankruptcy filing.  The U.S. government once
owned as much as 60.8% stake in New GM on account of the
financing it provided to the bankrupt entity.  The deal was
closed July 10, 2009, and Old GM changed its name to Motors
Liquidation Co.

On Nov. 1, 2011, Moody's Investors Service raised New GM's
Corporate Family Rating and Probability of Default Rating to Ba1
from Ba2, and its secured credit facility rating to Baa2 from
Baa3.  Moody's also raised the Corporate Family Rating of GM's
financial services subsidiary -- GM Financial -- to Ba3 from B1.

On Oct. 7, 2011, Fitch Ratings upgraded the Issuer Default
Ratings of New GM, General Motors Holdings LLC, and General
Motors Financial Company Inc., to 'BB' from 'BB-'.

On Oct. 3, 2011, Standard & Poor's Ratings Services raised its
corporate credit rating on New GM to 'BB+' from 'BB-'; and
revised the rating outlook to stable from positive. "We also
raised our issue-level rating on GM's debt to 'BBB' from 'BB+';
the recovery rating remains at '1'," S&P said.

                     About Motors Liquidation

General Motors Corporation and three of its affiliates filed for
Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 09-50026) on
June 1, 2009.  The Honorable Robert E. Gerber presides over the
Chapter 11 cases.  Harvey R. Miller, Esq., Stephen Karotkin,
Esq.,and Joseph H. Smolinsky, Esq., at Weil, Gotshal & Manges
LLP, assist the Debtors in their restructuring efforts.  Al Koch
at AP Services, LLC, an affiliate of AlixPartners, LLP, serves as
the Chief Executive Officer for Motors Liquidation Company.  GM
is also represented by Jenner & Block LLP and Honigman Miller
Schwartz and Cohn LLP as counsel.  Cravath, Swaine, & Moore LLP
is providing legal advice to the GM Board of Directors.  GM's
financial advisors are Morgan Stanley, Evercore Partners and the
Blackstone Group LLP.  Garden City Group is the claims and notice
agent of the Debtors.

The U.S. Trustee appointed an Official Committee of Unsecured
Creditors and a separate Official Committee of Unsecured
Creditors Holding Asbestos-Related Claims.  Lawyers at Kramer
Levin Naftalis & Frankel LLP served as bankruptcy counsel to the
Creditors Committee.  Attorneys at Butzel Long served as counsel
on supplier contract matters.  FTI Consulting Inc. served as
financial advisors to the Creditors Committee.  Elihu Inselbuch,
Esq., at Caplin & Drysdale, Chartered, represented the Asbestos
Committee.  Legal Analysis Systems, Inc., served as asbestos
valuation analyst.

The Bankruptcy Court entered an order confirming the Debtors'
Second Amended Joint Chapter 11 Plan on March 29, 2011.  The Plan
was declared effect on March 31.


GENTA INC: Hal Mintz Discloses 19.9% Equity Stake
-------------------------------------------------
In a Schedule 13G filed with the U.S. Securities and Exchange
Commission, Hal Mintz and his affiliates disclosed that, as of
Jan. 9, 2012, they beneficially own 386,704,040 shares of common
stock of Genta Incorporated representing 19.98% of the shares
outstanding.  A full-text copy of the filing is available for free
at http://is.gd/bVIaue

                     About Genta Incorporated

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

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

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

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

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

                        Bankruptcy Warning

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


GENTIVA HEALTH: S&P Affirms 'B-' Corp. Credit Rating; Off Watch
---------------------------------------------------------------
Standard & Poor's Ratings Services removed its 'B-' corporate
credit rating on Atlanta-based Gentiva Health Services Inc. from
CreditWatch with negative implications, where it was placed on
Nov. 3, 2011. The rating outlook is stable.

"The ratings on Gentiva reflect the company's 'vulnerable'
business risk profile, based on its significant reliance on
Medicare payments that continue to be under pressure, particularly
in the home health sector. The rating also reflects the company's
'highly leveraged' financial risk profile, arising from the $1
billion debt-financed acquisition of hospice provider Odyssey
Healthcare in 2010," S&P said.

"We expect operating trends to remain negative for 2012 due to
Medicare reimbursement changes that went into effect on Jan. 1,
2012," said Standard & Poor's credit analyst Tahira Wright. "We
also expect EBITDA margins to continue to erode in 2012?-we note
that margins slipped 500 basis points (bps) from March to December
of 2011, because of 2011 Medicare reimbursement changes. However,
we expect the company's restructuring efforts and closing of 43 of
its home health and hospice locations to mitigate a further EBITDA
decline than we project. The amended covenant schedule alleviates
concerns about covenant violations," S&P said.

"We expect revenues to decline by 6% in 2012 and fall further by
another 2% in 2013," added Ms. Wright. "Our revenue projections
for 2012 incorporate effective Medicare home health rate cut of
2.3%, additional reductions to Medicare reimbursement for changes
in coding, lower payments for high therapy episodes, and fewer
locations. These reductions are offset by an increase in hospice
Medicare rates of 2.5% and modest growth in admission volume due
to Center for Medicare and Medicaid Services' (CMS) relaxing the
requirements of physician participation in home health services.
We expect EBITDA margins will decline by over 100 bps in 2012. In
2013, we assume sequestration (a 2% across-the-board cut) by
Congress will be held. Our expectation incorporates our view that
the company's cost realignment initiatives will only partly
offset Medicare rate cuts," S&P said.

"Our outlook is stable. We expect cost-containment measures to
partially mitigate ongoing revenue declines and that headroom
under revised covenants will exceed 10%. An upgrade could occur if
Gentiva can demonstrate resilience over 2012 challenges by
exceeding our EBITDA base-case scenario. This could be evidenced
through success of its cost realignment initiatives and organic
growth, leading to improving cushions against covenants and
stronger FOCF," S&P said.

"A downgrade could occur if the company is unable to align costs
as we expect, or if operations are further jeopardized as a result
of adverse developments in Medicare reimbursement. In this
scenario, headroom under recently amended covenants would once
again diminish," S&P said.


GIORDANO'S ENTERPRISES: Ex-Owner's Sons Sued Over Fraudulent Sale
-----------------------------------------------------------------
The sons of John and Eva Apostolou, the former owners of
Giordano's Enterprises, are being sued by Philip Martino, the
Chapter 11 bankruptcy trustee, alleging fraudulent transfer over
the sale of two of Giordano's profitable Chicago locations at
below-market prices to their sons.

According to the Chicago Tribune, the Chapter 11 Trustee alleges
that, "The Apostolous orchestrated the sale of the Prudential
restaurant to Basil Apostolou to shelter a valuable asset from
Giordano's Enterprises creditors, and to provide their son with a
continuous stream of income for his monetary gain and personal
benefit."  He made similar allegations in a separate lawsuit filed
against George Apostolou over the Jackson restaurant, the report
says.

The locations owned by Basil and George Apostolou are at 130 E.
Randolph St., in Prudential Plaza, and 223 W. Jackson Blvd.,
respectively.  According to the Tribune, the lawsuits allege the
locations were sold on the same day and for the same price, $2.5
million apiece, to the Apostolou sons.  In an arms-length
transaction, each restaurant could have fetched $5 million a
piece, the lawsuits said.

According to the report, the Chapter 11 Trustee contends Basil and
George must pay at least $2.5 million apiece to the bankruptcy
estate.  Those are the proceeds that could have been generated had
the restaurants been sold in an arms-length transaction, the suit
said.

                   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.

The pizza chain was auctioned on Nov. 16, 2011, and ultimately
sold for $61.6 million to an investor group led by Chicago-based
private equity firm Victory Park Capital.


GRAY TELEVISION: Reports $9 Million Net Income in 2011
------------------------------------------------------
Gray Television, Inc., filed with the U.S. Securities and Exchange
Commission its annual report on Form 10-K disclosing net income of
$9.03 million on $307.13 million of revenue for the year ended
Dec. 31, 2011, compared with net income of $23.16 million on
$346.05 million of revenue during the prior year.

The Company's balance sheet at Dec. 31, 2011, showed $1.23 billion
in total assets, $1.08 billion in total liabilities, $24.84
million in preferred stock, and $122.95 million in total
stockholders' equity.

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

                       http://is.gd/saVH4Z

                      About Gray Television

Formerly known as Gray Communications System, Atlanta, Georgia-
based Gray Television, Inc., is a television broadcast company.
Gray currently operates 36 television stations serving 30 markets.
Each of the stations are affiliated with either CBS (17 stations),
NBC (10 stations), ABC (8 stations) or FOX (1 station).  In
addition, Gray currently operates 38 digital second channels
including 1 ABC, 4 Fox, 7 CW, 16 MyNetworkTV and 1 Universal
Sports Network affiliates plus 8 local news/weather channels and 1
"independent" channel in certain of its existing markets.

                           *     *     *

Gray Television carries 'B-' issuer credit ratings, with stable
outlook, from Standard & Poor's and 'Caa1' corporate family rating
and probability of default rating, with stable outlook, from
Moody's.

"Moody's views the company's current level of financial leverage,
as exacerbated by a concentrated maturity profile, to be
unsustainable for a TV broadcaster and indicative of elevated
restructuring risk over the longer-term," said Moody's Russell
Solomon, Senior Vice President, in April 2010.  Pro forma for the
pending transaction, all of Gray's debt (including its debt-like
Series D Preferred Stock) comes due in 2014-2015.  Moody's
believes Gray will need to significantly reduce its debt with free
cash flow and will probably need to issue additional equity in
order to further moderate its leverage profile over the next few
years prior to accessing the capital markets again to refinance
current obligations.  The Caa1 CFR incorporates Moody's view that
leverage will remain excessive over at least the next two years.


GREENWICH SENTRY: Reorganization Plans Declared Effective
---------------------------------------------------------
Greenwich Sentry, L.P. and Greenwich Sentry Partners, L.P., notify
the U.S. Bankruptcy Court for the Southern District of New York
that the Effective Date of their First Amended Plans of
Reorganization occurred on Feb. 24, 2012.

On Dec. 22, 2011, the Court confirmed the First Amended Plan.

As reported in the Troubled Company Reporter on Jan. 18, 2012,
holders of BLMIS trustee claims (Class 3), limited partnership
interests (Class 5) of both GS and GSP voted to accept the Plans
in accordance with Section 1126(c) and (d) of the Bankruptcy Code.

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

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

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

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

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

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

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

                      About Greenwich Sentry

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

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

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

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

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

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

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


GRUBB & ELLIS: Judge OKs Bidding Procedures, Sale Back on Track
---------------------------------------------------------------
Lisa Uhlman at Bankruptcy Law360 reports that Grubb & Ellis Co.'s
proposed sale to stalking-horse bidder BGC Partners Inc. appeared
tentatively back on Wednesday after a New York bankruptcy judge
agreed to sign off on heavily negotiated bidding procedures.

According to Law360, Wednesday morning's approval followed
contentious hearings stretching into late Monday and continuing
Tuesday, including a failed hour-and-a-half time-out by the would-
be sale parties and the official committee of unsecured creditors
to come to an agreement.

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.


HANOVER INSURANCE: Fitch Affirms Rating on Debentures at 'BB'
-------------------------------------------------------------
Fitch Ratings has affirmed the 'A-' Insurer Financial Strength
(IFS) rating of The Hanover Insurance Company, the principal
operating subsidiary of The Hanover Insurance Group (NYSE: THG).
Fitch has also affirmed the following ratings for THG:

  -- Issuer Default Rating (IDR) at 'BBB';
  -- Senior unsecured notes at 'BBB-'.

The Rating Outlook is Stable.

The Hanover Insurance Group's (THG) ratings reflect adequate
operating subsidiary capitalization supported by holding company
cash and investments of $207 million at Dec. 31, 2011 that are
available to be downstreamed to support statutory capitalization
of U.S. and UK operations as needed.  Fitch believes THG's
operating subsidiaries will continue to generate reasonable
internal capital over the intermediate term.  GAAP operating
leverage was 1.43 times (x) and net leverage was 4.20x at Dec. 31,
2011.

In recent years, THG has focused more rigorously on exposure
management and rate adequacy.  Fitch believes these changes
reflect a more balanced risk appetite and better position the
company for profitability and underwriting stability over the long
term.  In personal lines, the company has reduced its
concentration in four core states, reduced its exposure to coastal
regions, and has successfully managed rate actions in both
homeowners and auto insurance.  In commercial lines, THG has
reduced its exposure to workers' compensation and gradually
shifted the product mix toward more specialty lines.

Fitch believes THG is better positioned for improved profitability
over the intermediate term.  The company may be challenged,
however, to pare back expense levels following investments in
technology and process improvements designed to drive growth.

THG has successfully increased prices in homeowners insurance over
the last couple of years and in recent periods has seen signs of
an improving price environment in commercial lines.  Importantly,
THG is adjusting its pricing for a higher expectation of the
weather impact as its calendar year combined ratio increased to
100.6% and 105.1% in 2010 and 2011, respectively.  Catastrophe
losses have been higher than normal for the past three years,
affecting the combined ratio by 5.6 points and 10.0 points in 2010
and 2011, respectively.

Growth in commercial lines has primarily been through acquisitions
where THG has focused on smaller, easy-to-integrate acquisitions.
However, in 2011 THG's acquisition of Chaucer Holdings plc
(Chaucer) at approximately $500 million was significantly larger.
While the acquisition advances THG's specialty strategy and
provides scale and diversification benefits, Fitch noted the
uncertainty tied to entering a new market outside of the U.S. and
ultimately meeting return objectives for the transaction given the
cyclical and competitive nature of Chaucer's business. In
addition, several credit factors deteriorated moderately post
closing, including an increase in financial leverage.

Key ratings triggers that could lead to an upgrade include:
underwriting and investment performance that causes Fitch to view
the combined organization as comparable from a ratings perspective
with higher rated companies; moderate improvement in GAAP
operating leverage and net leverage; and maintaining run rate
holding company financial leverage ratio (FLR) below 25%.

Key ratings triggers that could lead to a downgrade include: a
material deterioration in THG's reserve adequacy, particularly
regarding Chaucer; a material deterioration in underwriting or
investment performance of the combined organization relative to
peers; and GAAP operating leverage greater than 2.0x and net
leverage greater than 4.75x for the combined organization.

Fitch affirms the following ratings with a Stable Outlook:

The Hanover Insurance Group

  -- IDR at 'BBB';
  -- 7.55% senior notes due 2020 'BBB-';
  -- 6.375% senior unsecured notes due 2021 at 'BBB-';
  -- 7.625% senior unsecured notes due 2025 at 'BBB-';
  -- 8.207% junior subordinated debentures due 2027 at 'BB'.

The Hanover Insurance Company

  -- IFS at 'A-'.

Citizens Insurance Company of America

  -- IFS at 'A-'.


HOOD SAILMAKERS: Voluntary Chapter 11 Case Summary
--------------------------------------------------
Debtor: Hood Sailmakers, Inc.
        53 JohnnyCake Hill Road
        Middletown, RI 02842

Bankruptcy Case No.: 12-10713

Chapter 11 Petition Date: March 5, 2012

Court: United States Bankruptcy Court
       District of Rhode Island (Providence)

Debtor's Counsel: Peter J. Furness, Esq.
                  SINAPI FORMISANO & CO., LTD
                  100 Midway Place Suite 1
                  Cranston, RI 02920-5707
                  Tel: (401) 944-9690
                  Fax: (401) 943-9040
                  E-mail: pjf@sfclaw.com

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

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

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

The petition was signed by John T. Woodhouse, III, sole
shareholder.


HOVNANIAN ENTERPRISES: Swaps $4.8MM Debt with $1.2MM Shares
-----------------------------------------------------------
Pursuant to agreements with bondholders dated Feb. 22, 2012, and
Feb. 28, 2012, Hovnanian Enterprises, Inc., issued an aggregate of
1,182,801 shares of the Company's Class A common stock, par value
$0.01 per share, in exchange for an aggregate of approximately
$4.8 million of the Company's outstanding indebtedness, consisting
of $3.0 million aggregate principal amount of the Company's
outstanding 8.625% Senior Notes due 2017 and approximately $1.8
million aggregate principal amount of the Company's 12.072% senior
subordinated amortizing notes.

The exchanges were effected with existing bondholders and no
commission or other remuneration was paid or given directly or
indirectly for soliciting such exchanges.  Accordingly, the
exchanges were effected pursuant to Section 3(a)(9) of the
Securities Act of 1933, as amended.

                   About Hovnanian Enterprises

Red Bank, New Jersey-based Hovnanian Enterprises, Inc. (NYSE: HOV)
-- http://www.khov.com/-- founded in 1959 by Kevork S. Hovnanian,
is one of the nation's largest homebuilders with operations in
Arizona, California, Delaware, Florida, Georgia, Illinois,
Kentucky, Maryland, Minnesota, New Jersey, New York, North
Carolina, Ohio, Pennsylvania, South Carolina, Texas, Virginia and
West Virginia.  The Company's homes are marketed and sold under
the trade names K. Hovnanian Homes, Matzel & Mumford, Brighton
Homes, Parkwood Builders, Town & Country Homes, Oster Homes and
CraftBuilt Homes.  As the developer of K. Hovnanian's Four Seasons
communities, the Company is also one of the nation's largest
builders of active adult homes.

The Company reported a net loss of $286.08 million on $1.13
billion of total revenues for the fiscal year ended Oct. 31, 2011,
compared with net income of $2.58 million on $1.37 billion of
total revenues during the prior year.

The Company's balance sheet at Oct. 31, 2011, showed $1.60 billion
in total assets, $2.09 billion in total liabilities, and a
$496.60 million total deficit.

                           *     *     *

As reported by the TCR on Nov. 4, 2011, Fitch Ratings has lowered
the Issuer Default Rating (IDR) of Hovnanian Enterprises, Inc.,
(NYSE: HOV) to Restricted Default (RD) from 'CCC'.  The downgrade
reflects Fitch's view that the debt exchange of certain of
Hovnanian's existing senior unsecured notes for new senior secured
notes is a distressed debt exchange under Fitch's 'Distressed Debt
Exchange Criteria', published Aug. 12, 2011.  Fitch anticipates
adjusting the company's IDR to the appropriate level to reflect
the new capital structure within the next 14 days.

In the Nov. 7, 2011, edition of the TCR, Standard & Poor's Ratings
Services raised its corporate credit rating on Hovnanian
Enterprises Inc. (Hovnanian) to 'CCC-' from 'SD' (selective
default).  "We also raised our ratings on the company's 10.625%
senior secured notes due 2016 to 'CCC-' from 'CC' and senior
unsecured notes to 'CC' from 'D'. The '3' recovery rating on the
senior secured notes and the '6' recovery rating on the senior
unsecured notes remain unchanged," S&P stated.

"These rating actions follow our reassessment of Hovnanian's
business and financial risk profile following the completion of
the company's debt exchange offer, in which the company exchanged
$195 million of its seven series of senior unsecured notes for
$141.8 million 5% senior secured notes due 2021 and $53.2 million
2% senior secured notes due 2021," said credit analyst George
Skoufis. "Our rating on Hovnanian reflects the company's highly
leveraged financial risk profile, a less-than-adequate liquidity
position, and very weak credit metrics."

As reported by the TCR on Sept. 13, 2011, Moody's Investors
Service downgraded the corporate family and probability of default
ratings of Hovnanian Enterprises, Inc. to Caa2 from Caa1.  The
downgrade reflects Hovnanian's continued operating losses,
weak gross margins, very high homebuilding debt leverage, and
Moody's expectation that the weakness in year-over-year revenues,
deliveries, and net new contracts experienced by the company will
continue for the next one to two years.  In addition, the
downgrades acknowledge that Hovnanian's cash balance is weakening
and cash flow generation is negative as it pursues new land
opportunities, which represented about $300 million of investment
over the first nine months of fiscal 2011.


IPC SYSTEMS: Moody's Affirms 'B3' Corp. Family Rating
-----------------------------------------------------
Moody's Investors Service affirmed IPC Systems, Inc.'s ("IPC")
ratings, including its B3 Corporate Family Rating and assigned a
B1 rating to the proposed maturity extended term loan. IPC is in
the process of amending and extending all or a portion of the USD
tranche of its senior secured first lien term loans. If
successful, the amendment will extend the maturity of approving
lenders from May 2014 to July 2017, subject to IPC meeting certain
conditions by February 28, 2015, otherwise the extended tranche
will become due on February 28, 2015. The outlook for IPC's
ratings is stable.

Moody's has taken the following rating actions:

Issuer: IPC Systems Inc.

Ratings Assigned:

First lien secured credit facility tranche due February
2015/July 2017 -- B1, LGD3 (33%)

Ratings Affirmed:

Corporate Family Rating -- B3

Probability of Default Rating -- B3

$70 million secured revolver due 2013 -- B1, LGD3 (33%)

First lien secured credit facility due 2014 -- Affirmed B1, LGD3
(33%)

315 million second lien secured credit facility due 2015 --
Affirmed Caa2, LGD5 (86%)

Outlook is stable.

Ratings Rationale

The affirmation of the B3 CFR reflects the extension of a sizeable
portion of the company's debt maturity which should allow the
company more time to address its high leverage prior to the debt
coming due. Under the proposed terms of the amendment unless IPC
completes a qualified IPO, as defined, on or prior to February 28,
2015, if consolidated leverage equals to or exceeds 5.0x and if
more than $100 million of second lien term loans remain
outstanding, the maturity date for the extended tranche will
become February 28, 2015. The affirmation of IPC's ratings also
reflects Moody's expectations that IPC's financial leverage should
continue to decline through EBITDA growth and debt reduction in
the next 12 to 18 months. Moody's expects the company to maintain
good liquidity comprised of its growing cash balances, projected
free cash flow and partial access to borrowings under the
revolving credit facility which matures in May 2013.

The B3 Corporate Family Rating reflects IPC's high financial
leverage of about 6.6x (Moody's adjusted Total Debt-to-trailing
twelve months EBITDA), especially in the context of the cyclical
demand for its products by financial services firms. The rating
additionally considers IPC's small scale relative to its primary
competitors and its narrow business focus as a provider of
specialized telephony systems and networks services to the
financial trading community.

The B3 rating is supported by IPC's leading market position as a
supplier of specialized telephony systems to traders and brokers
in the financial services industry, and the company's historically
long standing relationships with its key customers.

Moody's could upgrade IPC's ratings if the company maintains good
revenue and free cash flow growth, if it could sustain Total Debt-
to-EBITDA leverage below 6.0x and produces consistent levels of
free cash flow of about 8% to 10% of its total debt.

IPC's ratings could be downgraded if the company's liquidity
deteriorates, or an erosion in revenue or profitability causes
IPC's Total Debt-to-EBITDA leverage to increase toward 7.0x and
free cash flow declines to the low single digit percentages of
total debt.

The principal methodology used in rating IPC Systems was the
Global Communications Equipment Industry Methodology published in
July 2008. Other methodologies used include Loss Given Default for
Speculative-Grade Non-Financial Companies in the U.S., Canada and
EMEA published in June 2009. Please see the Credit Policy page on
www.moodys.com for a copy of these methodologies.

IPC Systems, Inc., headquartered in Jersey City, New Jersey,
provides voice trading products, systems and network services to
the financial services industry. IPC was acquired by funds
affiliated to private equity firm Silverlake Partners in 2006.


JAZARCO INT'L: Hearing on Case Dismissal Plea Set for March 22
--------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Arizona will convene
a hearing on March 22, 2012, at 9:00 a.m., to consider Jazarco
International LLC's request to dismiss its Chapter 11 case.

According to the Debtor, the case was filed due to the issuance of
a default judgment against the Debtor in an adversary proceeding
in the Bankruptcy Court of the Eastern District of Virginia.  That
judgment creditor has since filled a dismissal and satisfaction of
judgment in that matter.

The Debtor added that, after a review of its other outstanding
liabilities, the Debtor is satisfied that it can pay its creditors
according to the terms of its agreements with the creditors
without the protection accorded by the Court.

                  About Jazarco International LLC

Jazarco International LLC, aka Jazarco International Trust, based
in Apache Junction, Arizona, filed for Chapter 11 bankruptcy
(Bankr. D. Ariz. Case No. 12-00161) on Jan. 5, 2012.  Chief Judge
James M. Marlar presides over the case.  Ian D. Quinn, Esq., at
QuinnLaw PLLC, serves as the Debtor's counsel.  In its petition,
the Debtor estimated $500 million to $1 billion in assets and $1
million to $10 million in debts.


JEFFRIE LONG: Valleycrest Response Deadline Moved to March 19
-------------------------------------------------------------
In the case, Jeffrie and Sharon Long, v. Valleycrest Landscape
Development, Inc., Adv. Proc. No. 12-00095 (Bankr. D. Md.),
Bankruptcy Judge Thomas J. Catliota approved a Stipulation and
Consent Order between the Longs and Valleycrest extending the time
for filing a responsive pleading to the complaint from March 5,
2012 to March 19, 2012.  A copy of the Stipulation, dated March 6,
is available at http://is.gd/9729rdfrom Leagle.com.

The Longs are represented by:

          Alon J. Nager, Esq.
          7164 Columbia Gateway Drive, Suite 205
          Columbia, MD 21046
          Tel: 443-546-4608
          Fax: 443-546-4621
          E-mail: anager@chaifetzandcoyle.com

Attorney for Valleycrest Landscape Development is:

          Shawn C. Whittaker, Esq.
          1010 Rockville Pike, Ste. 607
          Rockville, MD 20852
          Tel: 301-838-4502
          Fax: 301-838-4505
          E-mail: shawn@whittaker-law.com

Jeffrie Long and Sharon Long filed a Chapter 11 petition (Bankr.
D. Md. Case No. 11-29719) on Oct. 3, 2011.


J.W.G. INVESTMENT: Case Summary & Unsecured Creditor
----------------------------------------------------
Debtor: J.W.G. Investment Corporation
        1950 Spectrum Circle
        Suite B240
        Marietta, GA 30067

Bankruptcy Case No.: 12-56037

Chapter 11 Petition Date: March 5, 2012

Court: United States Bankruptcy Court
       Northern District of Georgia (Atlanta)

Debtor's Counsel: John J. McManus, Esq.
                  JOHN J. MCMANUS & ASSOCIATES, P.C.
                  2167 Northlake Parkway, Suite 104
                  Tucker, GA 30084
                  Tel: (770) 492-1000
                  E-mail: jmcmanus@mcmanus-law.com

Scheduled Assets: $5,100,000

Scheduled Liabilities: $3,000,000

In its list of 20 largest unsecured creditors, the Company placed
only one entry:

Entity                   Nature of Claim        Claim Amount
------                   ---------------        ------------
Dr. Amin Ghanem           Guarantor              Unknown
P.O. Box 76499
Atlanta, GA 30358

The petition was signed by Dr. Amin Ghanem, CEO.


KMC REAL ESTATE: Amends Chapter 11 Plan Disclosures
----------------------------------------------------
KMC Real Estate Investors LLC filed with the U.S. Bankruptcy Court
for the Southern District of Indiana a First Amended Disclosure
Statement explaining the propose Plan of Reorganization dated as
of Feb. 13, 2012.

According to the Disclosure Statement, the Plan contemplates
partial repayment of the general unsecured claims through pro rata
cash distributions from the Debtor's cash generated from future
operations after the Effective Date.

On account of the secured claim of RL BB Financial, LLC, Rialto
will receive an initial payment of $1 million cash on the
Effective Date and Rialto will also receive a $80,172 monthly
payment for 360 months after the Effective Date.

The Debtor will commence making cash distributions to holders of
Allowed Class 3-A Claims (Cardinal Health and Healthcare Practice
Consultants) representing each such holder's pro rata portion of
regular payments totaling $7,765 per month for a period of 60
months.

The Debtor's liability to DivLend Equipment Leasing, LLC, under
the subject guaranty will remain intact following the
confirmation.  The payment obligations owing to Divlend will be
satisfied according with the KMC Plan Documents and any
confirmation order entered in KMC's Chapter 11 case.

Holders of Class 4 Interests will have their membership interests
canceled on or before the Effective Date.

The Debtor's ability to fund the Plan is premised on the Debtor's
and KMCREI's ability to obtain infusions of capital from
affiliates of Granger Group, LLC in the aggregate amount of not
less than $10,820,357.

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

As reported in the Troubled Company Reporter on Feb. 10, 2012, as
provided in the original iteration of the Disclosure Statement,
the Debtor's ability to fund the Plan is premised on the Debtor's
and the Debtor's former lessee and intended future lessee
Kentuckiana Medical Center, LLC's ability to obtain exit
financing, as co-makers, from a willing lender in the anticipated
principal amount of $37 million.  In addition to the $37,000,000
loan, the Debtor will obtain capital contributions from practicing
physicians in the greatest-Louisville area in the cumulative value
of at least $3,854,000.  The $40.85 million is believed to be
sufficient to allow KMC to continue to operate the hospital and
manage its assets.

               About KMC Real Estate Investors LLC

Clarksville, Indiana-based KMC Real Estate Investors LLC owns
certain real property located in Clark County, Indiana, commonly
known as 4601 Medical Plaza Way, Clarksville, Indiana.  The
Company filed for Chapter 11 bankruptcy protection (Bankr. S.D.
Ind. Case No. 11-90930) on April 1, 2011.  Gary Lynn Hostetler,
Esq., and Courtney Elaine Chilcote, Esq., at Hostetler & Kowalik,
P.C., in Indianapolis, Indiana, serve as the Debtor's bankruptcy
counsel.  The Debtor disclosed it has undetermined assets and
$24,810,090 in liabilities as of the Chapter 11 filing.

Affiliate Kentuckiana Medical Center, LLC, previously sought
Chapter 11 protection (Bankr. S.D. Ind. Case No. 10-93039) on
Sept. 9, 2010.

As reported in the TCR on July 19, 2011, the Bankruptcy Court
granted RL BB Financial relief from stay on the Debtor's assets.
The relief from stay is effective on July 25, 2011, at the close
of business.


KOEUN H INC: Involuntary Chapter 11 Case Summary
------------------------------------------------
Alleged Debtor: Koeun H Inc
                dba Skymart
                3729 College Way
                Mount Vernon, WA 98273

Case Number: 12-12200

Involuntary Chapter 11 Petition Date: March 5, 2012

Court: Western District of Washington (Seattle)

Judge: Marc Barreca

Petitioners' Counsel: Pro Se

Koeun H Inc's petitioners:

Petitioner               Nature of Claim        Claim Amount
----------               ---------------        ------------
Gregory Tift                                    N/A
40 Lake Bellevue #100
Bellevue, WA 98005

Her Ryun Ho                                     N/A
20415 NE WoodDuvall Rd
Woodinville, WA 98077

Justin Paul Mason                               N/A
1400 N 43rd Place
Mount Vernon, WA 98273

Maria Angeles Moreno                            N/A
1022 S 27th St
Mount Vernon, WA 98274


KOSOVA REALTY: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Kosova Realty Corp.
        P.O. Box 2881
        Palm Beach, FL 33480-2881

Bankruptcy Case No.: 12-15431

Chapter 11 Petition Date: March 6, 2012

Court: U.S. Bankruptcy Court
       Southern District of Florida (West Palm Beach)

Judge: Paul G. Hyman Jr.

Debtor's Counsel: John E. Page, Esq.
                  SHRAIBERG, FERRARA, & LANDAU P.A.
                  2385 NW Executive Center Drive, #300
                  Boca Raton, FL 33431
                  Tel: (561) 443-0819
                  Fax: (561) 998-0047
                  E-mail: jpage@sfl-pa.com

Scheduled Assets: $6,700,000

Scheduled Liabilities: $4,095,132

The Company's list of its 20 largest unsecured creditors filed
with the petition is available for free at:
http://bankrupt.com/misc/flsb12-15431.pdf

The petition was signed by Gjok Paloka, secretary.


LAM RESEARCH: S&P Keeps 'BB+' Corp. Credit Rating on Watch Pos.
---------------------------------------------------------------
Standard & Poor's Ratings Services is keeping all of its ratings
on Lam Research Corp., including the 'BB+' corporate credit
rating, on CreditWatch with positive implications, where they were
placed on Dec. 15, 2011.

Lam Research is a global producer of plasma etch and single-wafer
cleaning tools used to manufacture memory, logic, and micro-
electromechanical system devices.

"We placed Lam Research's ratings on CreditWatch following the
announcement that the company will merge with Novellus Systems
Inc. (unrated) in a stock-for-stock transaction valued at about
$3.3 billion or 1.125 shares of Lam Research for each share of
Novellus," S&P said.

"We expect the proposed merger to improve our view of Lam
Research's business risk profile," said Standard & Poor's credit
analyst David Tsui, "as the company expands its leadership
positions beyond its previously narrow business focus in plasma
etch and single-wafer clean segments of the semiconductor
wafer equipment addressable market. Novellus is a leader in
deposition and surface preparation semiconductor equipment, with
sales and EBITDA at approximately half Lam Research's size."

"Additionally, Lam Research anticipates significant cost synergies
as a result of the transaction. We are likely to view the combined
business profile as 'satisfactory', while we consider Lam
Research's current business 'fair,'" S&P said.

"Pro forma for the transaction, funded debt will increase due to
the existing $700 million of Novellus debt, thereby increasing pro
forma debt-to-EBITDA to 1.6x from about 1.0x (for Lam Research
stand-alone) at the quarter ended Dec. 31, 2011. Cash was about
$3.1 billion at the end of calendar year 2011, a portion of which
the company will use to fund its $1.6 billion share repurchase
program, along with excess cash flow generated in the interim
period prior to an expected second-quarter 2012 closing date," S&P
said.

"We will continue to monitor the progress of the transaction. As
part of our review, we will also reassess the company's business
and financial risk profiles, as well as its financial policies and
future growth strategies. Based on a preliminary assessment of the
combined company's business profile and pro forma capital
structure, an upgrade to investment grade is the most likely
outcome, given the current transaction parameters," S&P said.


LEHMAN BROTHERS: To Remain a Going Concern for at Least 3 Years
---------------------------------------------------------------
More than three years after they filed for Chapter 11 protection,
Lehman Brothers Holdings Inc. and its affiliated debtors emerged
from bankruptcy on March 6 and will start paying back creditors.

The company, which filed the biggest bankruptcy in U.S. history
in 2008, said in a statement that it will make its first
distribution to creditors on April 17.

For purposes of the initial Distribution Date, the Debtors and
the Plan Administrator will not recognize any transfer of Claims
recorded on the claims register after March 18, 2012, according
to court papers.  The Debtors will not make any Distribution to a
holder of an Allowed Claim unless the Claim holder submits, on or
before March 23, 2012, both the appropriate (i) Internal Revenue
Service tax form and (ii) certification pertaining to Office of
Foreign Assets Control compliance.

"We are proud to announce Lehman's exit from Chapter 11 and
entrance into the final stage of this process -- distributions to
creditors," said John Suckow, a managing director with Alvarez &
Marsal, and Lehman's president and chief operating officer.

"Our objective remains to provide the best results possible for
creditors by continuing to strategically position assets to
produce strong values, to pursue the resolution of disputed
claims and other matters in litigation, and to manage expenses in
line with the asset disposition process," Mr. Suckow said in a
statement.

Lehman did not specify the size of the distribution but the
company previously disclosed that it has about $18 billion of
cash available and that its first payment will exceed $10
billion.  It could make an initial distribution of $12 billion to
$14.7 billion depending on how much cash it needs to keep in
reserve for disputed claims, according to a report by Bloomberg
News.

The company is due to make a second payment to creditors in
September this year and then will continue to make periodic
distributions in the future as it sells off its remaining
estimated $30 billion worth of assets, according to a report by
IBNLive.com.

Lehman's official exit from bankruptcy protection does not mean
an immediate end of the company.  It will continue to exist as it
still has pending litigation plus billions of dollars in assets,
mostly in real estate.  In addition, a separate proceeding
continues for its brokerage, which Lehman sold to Barclays
Capital Inc.

Chief Executive Officer Bryan Marsal previously said asset sales
will continue through 2014 as he aims to raise $65 billion.  He
estimated that the final claims will total $370 billion, giving
the average creditor less than 18 cents on the dollar.

Steven Cohn, an employee of restructuring firm Alvarez & Marsal
who has worked as Lehman's treasurer since its bankruptcy began,
said nothing has changed in the workplace since the announcement
of the company's emergence from bankruptcy.

"What our people were doing yesterday and what they are doing
today has not changed," IBNLive.com quoted Mr. Cohn as saying.

Now, however, Lehman has freedom to operate more like any other
company outside of bankruptcy, Mr. Cohn said.  The company no
longer needs to ask court permission for every asset sale now
that it is out of bankruptcy, according to the report.

Lori Fife, Esq., a partner Weil Gotshal & Manges, who is the lead
bankruptcy counsel for Lehman, said the firm should remain a
going concern for at least three years to manage the ongoing
process of liquidating its remaining assets in order to pay
creditors, Brian Baxter of AmLaw Daily reported.  One asset not
yet for sale is the Lehman name, the lawyer pointed out.

At the peak of its bankrupt operations, about 735 people were
working at Lehman, compared with about 433 in January of this
year.  That's down from the 25,000 people Lehman Brothers
employed before bankruptcy.  A new board will oversee the post-
bankrupt company, IBNLive.com reported.

A new board of directors will guide Lehman and its affiliates as
they move toward a complete liquidation of their assets,
following a strategy to efficiently and expeditiously maximize
results for creditors, a Company statement said.

                      About Lehman Brothers

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

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

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

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

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

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

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

               International Operations Collapse

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

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

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


LEHMAN BROTHERS: In Fight With Swiss Unit Over Guarantees, Loans
----------------------------------------------------------------
Lehman Brothers Holdings Inc. is locked in a battle with Lehman
Brothers Finance AG over billions of dollars in guarantees and
intercompany loans, according to a March 2 report by Daily
Bankruptcy Review.

The dispute, which threatens to delay recoveries for creditors,
involves claims and counterclaims with respect to derivatives
guarantees and intercompany loans.

Switzerland-based LB Finance, a former Lehman derivatives
subsidiary, conducted most of the company's foreign derivatives
business and half of its equity derivatives trades.

LB Finance says it is owed $15.4 billion by Lehman, a claim the
latter described as "grossly excessive."  Lehman, meanwhile, says
the Swiss unit owes it $14.2 billion and that the two claims
should be "setoff," leaving a net claim of $1.2 billion against
the company.

According to a court transcript, Judge James Peck said it
appeared that LB Finance and its insolvency administrators
appeared to be "incredibly unreasonable" and likened the firm to
a "renegade."  The bankruptcy judge eventually ordered Lehman to
reserve $3 billion for the Swiss unit's claim so the company
could begin making its initial distribution to creditors.

Lehman is set to make initial distribution to creditors on
April 17.  A second distribution is tentatively scheduled for
September 30.

Depending on the outcome of LB Finance's legal efforts, creditors
could see a reduced payout in the second distribution as a result
of the Swiss unit's legal proceedings, Daily Bankruptcy Review
reported.

                      About Lehman Brothers

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

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

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

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

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

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

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

               International Operations Collapse

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

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

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


LEHMAN BROTHERS: Revises Suit to Stop Sale of Archstone Stake
-------------------------------------------------------------
Lehman Brothers Holdings Inc. revised its lawsuit against Bank of
America Corp. and Barclays Plc to stop them from selling their
remaining stake in real-estate company Archstone for almost $1.5
billion to Sam Zell's Equity Residential, Linda Sandler of
Bloomberg News reported on March 7.

Lehman, which has said it wants to take control of Archstone,
asked a judge to make the banks honor an earlier agreement that
would have allowed Lehman to pay about $1.3 billion for the
stake, the report said.  EQR said on Feb. 21 that its minimum
price would be $1.5 billion if it exercised an option to buy half
of the banks' stake, an increase from $1.3 billion earlier, the
report noted.

Lehman said the banks would be unjustly enriched if it was forced
to match EQR's price for the remaining stake, Bloomberg related,
citing court papers.  EQR would also be unjustly enriched, as it
is in line for a break-up fee if Lehman exercises its option to
buy the banks' remaining stake, Lehman said, Bloomberg further
related.

                      About Lehman Brothers

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

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

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

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

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

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

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

               International Operations Collapse

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

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

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


LIBBEY INC: Eliminates VP and Chief Accounting Officer Positions
----------------------------------------------------------------
Libbey Inc. eliminated the position of Vice President, Chief
Accounting Officer on Feb. 29, 2012.  Scott M. Sellick, who held
that position, left the Company on that date.

                         About Libbey Inc.

Based in Toledo, Ohio, since 1888, Libbey, Inc., operates glass
tableware manufacturing plants in the United States in Louisiana
and Ohio, as well as in Mexico, China, Portugal and the
Netherlands.  Libbey supplies tabletop products to foodservice,
retail, industrial and business-to-business customers in over 100
countries.

The Company's balance sheet at Sept. 30, 2011, showed $788.32
million in total assets, $733.68 million in total liabilities and
$54.64 million in total shareholders' equity.

                           *     *     *

On Oct. 28, 2009, Libbey restructured a portion of its debt
by exchanging the old 16% Senior Subordinated Secured Payment-in-
Kind Notes due December 2011 of subsidiary Libbey Glass Inc.,
having an outstanding principal amount as of October 28, 2009, of
$160.9 million for (i) $80.4 million principal amount of new
Senior Subordinated Secured Payment-in-Kind Notes due 2021 of
Libbey Glass, and (ii) 933,145 shares of common stock and warrants
exercisable for 3,466,856 shares of common stock of Libbey Inc.

On Feb. 8, 2010, Libbey used the proceeds of a $400.0 million
debt offering of 10.0% Senior Secured Notes due 2015 of Libbey
Glass Inc., as well as cash on hand, to (i) repurchase the
$306.0 million then outstanding Floating Rate Senior Secured Notes
due 2011 of Libbey Glass, (ii) repay the $80.4 million New PIK
Notes and (iii) pay related fees and expenses.  Concurrent with
the closing of the offering of the Senior Secured Notes, Libbey
entered into an amended and restated $110 million Asset Based Loan
facility which, among other terms, extended the maturity date to
2014.

As reported by the TCR on Aug. 9, 2011, Standard & Poor's Ratings
Services raised its corporate and senior secured debt ratings on
Toledo, Ohio-based Libbey Inc. to 'B+' from 'B'.  The rating
outlook is stable.  "The upgrade and stable outlook reflect our
belief that Libbey will sustain its improved profitability and
credit measures and maintain its adequate liquidity position,"
said Standard & Poor's credit analyst Rick Joy.


LIFE TECHNOLOGIES: Moody's Ups Sr. Unsec. Notes Rating from 'Ba1'
-----------------------------------------------------------------
Moody's Investors Service upgraded the senior unsecured notes of
Life Technologies Corporation to Baa3 from Ba1. Concurrently,
Moody's changed the rating outlook to stable from positive.

Moody's upgraded the following ratings:

  $250 million Senior Unsecured notes due 2013, to Baa3 from Ba1
    (LGD4, 60%)

  $500 million Senior Unsecured notes due 2015, to Baa3 from Ba1
    (LGD4, 60%)

  $400 million Senior Unsecured notes due 2016, to Baa3 from Ba1
    (LGD4, 60%)

  $750 million Senior Unsecured notes due 2020, to Baa3 from Ba1
    (LGD4, 60%)

  $400 million Senior Unsecured notes due 2021, to Baa3 from Ba1
    (LGD4, 60%)

  Senior unsecured shelf, to (P) Baa3 from (P) Ba1

Concurrently, Moody's has withdrawn the following ratings, as
these measures are applicable only for non investment grade
companies:

  Ba1 Corporate Family Rating

  Ba1 Probability of Default Rating

  SGL-1 Speculative Grade Liquidity Rating

  All LGD Assessments

The outlook is stable.

Ratings Rationale

The upgrade to investment grade reflects Life Technologies'
continued reduction in financial leverage and debt repayment since
the 2008 acquisition of Applied Biosystems, including the recent
redemption of $450 million of convertible notes.

"The upgrade also reflects the company's continued stable
operating performance and strong free cash flow despite headwinds
in the academic research market, as well as clearly articulated
financial targets including debt/EBITDA between 2.0 to 2.5 times,"
stated Moody's Vice President -- Senior Analyst, Jessica
Gladstone.

Life Technologies' Baa3 rating is supported by its leading
positions in many of its markets, favorable scale and good
diversity by customer, product and geography. The credit profile
also benefits from a high percentage of recurring revenues as
roughly 80% of revenues are generated from reagents, consumables
or services. The ratings are supported by the company's industry
leading profit margins, moderate leverage and strong free cash
flow.

The ratings are constrained by the company's high exposure to
academic and government-funded end markets, which face budget
uncertainty over the next 12-24 months and will likely constrain
organic growth. Life Technologies also operates in a consolidating
industry with technology obsolescence risk. These factors could
lead Life Technologies to be more aggressive in terms of
acquisitions or share buybacks.

If Life Technologies is able to demonstrate consistent low to mid
single digit organic revenue growth despite headwinds in the
academic research market, Moody's could upgrade the ratings.
Further if Life Technologies demonstrates a longer track record of
disciplined financial policy and sustains debt/EBITDA below 2.25
times and free cash flow to debt above 20% Moody's could upgrade
the ratings.

Material adverse trends in government spending, significant
reduction in pharma/biotech R&D spending, or loss of market
positioning due to a disruptive, competitive technology could lead
to a downgrade. If the company pursues an aggressive acquisition
strategy and Moody's expects debt/EBITDA to be sustained above
3.25 times or free cash flow to debt will be sustained below 15%,
the rating agency could downgrade the ratings.

The principal methodology used in rating CareFusion was the Global
Medical Products & Device Industry Methodology published in
October 2009.

Life Technologies Corporation ("Life Technologies"; NASDAQ: LIFE),
based in Carlsbad, California, is a provider of life science tools
and equipment for scientific research, drug discovery, and
commercial drug and biologics production. Its customers include
academic and government research institutions,
pharmaceutical/biotech companies and industrial applications
worldwide. Products and services are used in research in the
fields of genomics, proteomics, stem cells, cell therapy and cell
biology as well as drug manufacturing. Revenues for the twelve
months ended December 31, 2011 approximated $3.7 billion.


LINWOOD FURNITURE: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: Linwood Furniture, LLC
        P.O. Box 909
        Linwood, NC 27299

Bankruptcy Case No.: 12-50319

Chapter 11 Petition Date: March 5, 2012

Court: United States Bankruptcy Court
       Middle District of North Carolina (Winston-Salem)

Judge: Catharine R. Aron

Debtor's Counsel: John Paul H. Cournoyer, Esq.
                  John A. Northen, Esq.
                  NORTHEN BLUE, LLP
                  Suite 435
                  1414 Raliegh Road
                  Chapel Hill, NC 27517
                  Tel: (919) 968-4441
                  Fax: (919) 942-6603
                  E-mail: jpc@nbfirm.com
                          jan@nbfirm.com

Scheduled Assets: $3,655,896

Scheduled Liabilities: $6,894,292

A list of the Company's 20 largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/ncmb12-50319.pdf

The petition was signed by W. Michael Mebane, CEO.


LIQUIDMETAL TECHNOLOGIES: Issues $400,000 Bridge Note to Visser
---------------------------------------------------------------
Liquidmetal Technologies, Inc., on Jan. 17, 2012, issued a bridge
promissory note to Visser Precision Cast, LLC, in the aggregate
principal amount of $200,000.  The January Note is unsecured and
is due and payable on demand at any time after Feb. 1, 2012.  The
January Note will bear interest at a rate of 8% per annum
commencing on Feb. 2, 2012, increasing to 15% per annum following
any failure to pay principal or accrued and unpaid interest on
demand in accordance with the terms of the January Note.

On Feb. 27, 2012, the Company issued an additional bridge
promissory note to Visser in the aggregate principal amount of
$200,000.  The February Note is unsecured and is due and payable
on demand within three days after the Company receives notice of
payment from Visser.  The February Note will bear interest at a
rate of 8% per annum, increasing to 15% per annum following any
failure to pay principal or accrued and unpaid interest on demand
in accordance with the terms of the February Note.

                  About Liquidmetal Technologies

Based in Rancho Santa Margarita, Calif., Liquidmetal Technologies,
Inc. and its subsidiaries are in the business of developing,
manufacturing, and marketing products made from amorphous alloys.
Liquidmetal Technologies markets and sells Liquidmetal(R) alloy
industrial coatings and also manufactures, markets and sells
products and components from bulk Liquidmetal alloys that can be
incorporated into the finished goods of its customers across a
variety of industries.   The Company also partners with third-
party licensees and distributors to develop and commercialize
Liquidmetal alloy products.

The Company classifies operations into two reportable segments:
Liquidmetal alloy industrial coatings and bulk Liquidmetal alloys.

Choi, Kim & Park LLP, in Los Angeles, Calif., expressed
substantial doubt about the Company's ability to continue as a
going concern, following the 2010 financial results.  The Company
has experienced losses from continuing operations during the last
three fiscal years and has an accumulated deficit of $165,879 as
of Dec. 31, 2010.  Net cash provided by continuing operations for
the year ended Dec. 31, 2010 was $10,080.  At Dec. 31, 2010,
working capital deficit was $14,180.  As of Dec. 31, 2010, the
Company's principal source of liquidity is $5,049 of cash and
$1,731 of trade accounts receivable.

The Company's restated statement of operations reflects a net loss
of $4.69 million on $30.27 million of revenue for the year ended
Dec. 31, 2010, compared with net income of $251,000 on $16.94
million of revenue during the prior year.

The Company's balance sheet at Sept. 30, 2011, showed $10.50
million in total assets, $25.72 million in total liabilities and a
$15.22 million total shareholders' deficiency.


LOS ANGELES DODGERS: Judge Backs Deal Talks on Beaten Fan's Claim
-----------------------------------------------------------------
Lance Duroni at Bankruptcy Law360 reports that a Delaware
bankruptcy judge on Wednesday prodded the Los Angeles Dodgers LLC
and a fan who was severely beaten outside the team's stadium last
year to talk settlement in the fan's suit claiming negligence for
lax security.

Attorneys for Brian Stow were in court asking for permission to
proceed with the fan's claims against the Dodgers and team owner
Frank McCourt in California state court, according to Law360.

In a separate report, Dow Jones' Daily Bankruptcy Review reports
that Bryan Stow will have to wait to find out whether he can move
ahead with his California state lawsuit against the Los Angeles
Dodgers and team owner Frank McCourt.

                     About Los Angeles Dodgers

Los Angeles Dodgers LLC operates the Los Angeles Dodgers, a
professional Major League Baseball club in the Los Angeles
metropolitan area.  Frank McCourt, a Boston real-estate developer
who unsuccessfully bid for the Boston Red Sox, bought the Dodgers
from Rupert Murdoch's Fox Entertainment Group, Inc. in 2004 for
$330 million.  Mr. McCourt also bought the Dodgers Stadium from
Fox for $100 million.

Los Angeles Dodgers LLC filed for bankruptcy protection (Bankr.
D. Del. Lead Case No. 11-12010) on June 27, 2011, after MLB
Commissioner Bud Selig rejected a television deal with News
Corp.'s Fox Sports, leaving Mr. McCourt unable to make payroll for
June 30 and July 1.  Fox Sports has exclusive cable television
rights for Dodgers games until the end of 2013 baseball season.

Chapter 11 filings were also made for LA Real Estate LLC, an
affiliated entity which owns Dodger Stadium, and three other
related holding companies.

The petition estimates assets of up to $500 million and debts of
up to $1 billion.  In its schedules, the LA Dodgers baseball club
disclosed $77,963,734 in assets and $4,695,702 in liabilities.  LA
Real Estate LLC disclosed $161,761,883 in assets and $0 in
liabilities.

According to Forbes, the team is worth about $800 million, making
it the third most valuable baseball team after the New York
Yankees and the Boston Red Sox.

Judge Kevin Gross presides over the case.  Lawyers at Young,
Conaway, Stargatt & Taylor and Dewey & LeBoeuf LLP serve as the
Debtors' bankruptcy counsel.  Epiq Bankruptcy Solutions LLC is the
claims and notice agent.  Public relations specialist Kekst and
Company has been hired for crisis support.  Covington & Burling
LLP serves as special counsel.

An official committee of unsecured creditors has been appointed in
the case.  The panel has tapped Lazard Freres & Co. as financial
adviser and investment banker, and Morrison & Foerster LLP and
Pinckney, Harris & Weidinger, LLC as counsel.

The LA Dodgers is the 12th sports team in North America to have
sought bankruptcy protection.

The reorganization is being financed with a $150 million unsecured
loan from the Commissioner of Major League Baseball.  The loan
gives the Commissioner few of the controls lenders often demanded
from bankrupt companies.


LSP ENERGY: Seeks to Auction Mississippi Power Plant in June
------------------------------------------------------------
Dow Jones' DBR Small Cap reports that LSP Energy Inc. is seeking
bankruptcy-court approval to auction its 837-megawatt power plant
south of Memphis, Tenn.

                         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).


MANITOU LLC: Voluntary Chapter 11 Case Summary
----------------------------------------------
Debtor: Manitou, LLC
        23 JohnnyCake Hill Road
        Middletown, RI 02842

Bankruptcy Case No.: 12-10712

Chapter 11 Petition Date: March 5, 2012

Court: United States Bankruptcy Court
       District of Rhode Island (Providence)

Debtor's Counsel: Peter J. Furness, Esq.
                  SINAPI FORMISANO & CO., LTD.
                  100 Midway Place Suite 1
                  Cranston, RI 02920-5707
                  Tel: (401) 944-9690
                  Fax: (401) 943-9040
                  E-mail: pjf@sfclaw.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 John T. Woodhouse, III, majority
member.


MARKET CENTER: 10th Cir. BAP Affirms Lawyer's Fees
--------------------------------------------------
Market Center East Retail Property, Inc., Appellant, v. Barak
Lurie and Lurie and Park, Appellees, BAP Appeal No. 11-017, asks
the Bankruptcy Appellate Panel for the Tenth Circuit to define the
limits of a bankruptcy judge's discretion in awarding attorney's
fees under 11 U.S.C. Sec. 330.  The appellant asks the BAP to
severely limit such discretion and confine a bankruptcy judge to
what is commonly known as the "lodestar" approach -- hours worked
times hourly rate -- in determining a reasonable fee.  The
appellees, who were awarded far less than the amount sought, argue
that the bankruptcy court acted well within its bounds in awarding
a fee based upon the realities of the situation, the expectations
of the parties, and the overall benefit bestowed upon the estate
by the services rendered.  In a March 6 Opinion, the BAP affired,
concluding that the bankruptcy court had the discretion to do what
it did, and exercised that discretion wisely.

"In the world where bankruptcy judges labor, love does not make
the world go 'round.  The United States Bankruptcy Code, and the
discretion granted to bankruptcy judges under the Code, do," the
BAP said.

Lurie represented Market Center East Retail Property in pre-
bankruptcy litigation against Lowe's Home Center, Inc., after
Lowe's canceled a deal to buy Market Center's retail shopping
center in Albuquerque.  Lowe's had offered to buy the property for
$13,500,000 but backed out in December 2008, blaming the bad
economy.  Lurie proposed representation of Market Center at its
customary rate of $395 per hour, while Danny Lahave, Market
Center's sole shareholder, proposed that Lurie be paid a
contingency fee.  After negotiation, Lurie and Market Center
entered into a legal services agreement providing for compensation
to Lurie at the rate of $200 per hour, plus a contingency fee
equal to 15% of any sums recovered in damages or the purchase
price of the Shopping Center occurring 90 days or earlier before
the date first set for trial.  Lurie and Mr. Lahave both believed
a settlement in the range of $200,000 was the maximum they could
reasonably expect.

On Feb. 23, 2009, Lurie filed suit on behalf of Market Center
against Lowe's for, among other things, breach of contract, breach
of the covenant of good faith and fair dealing, fraud in the
inducement, and negligent misrepresentation.  Immediately prior to
Market Center's bankruptcy filing in April 2009, Lowe's offered to
purchase the Shopping Center for $7,500,000.

On June 10, 2009, Market Center filed an application to employ
Lurie to "continue his prosecution of the case against Lowe's
. . . on the terms previously agreed to before the bankruptcy
filing."  The application referenced the contingent fee agreement
between the parties. Two objections to the application were filed,
one by Orix Capital Market, LLC,8 and another by the Office of the
United States Trustee.  Both were quickly resolved. However,
Market Center never submitted a proposed order approving the
employment of Lurie to the bankruptcy court.

After the bankruptcy case was filed, a settlement was negotiated
whereby Lowe's agreed to purchase the Shopping Center for
$9,750,000.  Market Center secured an order authorizing the sale
from the bankruptcy court on Nov. 6, 2009.  Three days later,
Market Center sought to withdraw its application to employ Lurie.
Market Center held silent as to why the application was being
withdrawn. Lurie filed a response, alleging Market Center had
repeatedly advised Lurie of its intention to submit an order
approving Lurie's employment, and that the withdrawal of the
application after Market Center had received the full benefit of
Lurie's services was inequitable and abusive. Lurie requested that
Market Center's purported withdrawal be disallowed, that Lurie be
given the opportunity to file a fee application, and that any fee
allowed by the bankruptcy court be paid from the proceeds of the
sale.

In a bench ruling on July 2, 2010, entered in the course of
resolving the fee dispute between Lurie and Market Center, the
bankruptcy court expressly found that "the withdrawal of the Barak
Lurie employment application was done in complete bad faith on the
part of Mr. Lahave [Market Center]."

In January 2010, the parties filed a "stipulated employment order"
approved by the bankruptcy court, providing that Lurie was
entitled to an administrative claim for professional services
rendered on and after June 10, 2009, but that the issues of: 1)
the terms and amount of Lurie's compensation, and 2) Lurie's
entitlement to compensation for services between April 9, 2009
(the date the bankruptcy petition was filed) and June 10, 2009
(the date the application to employ Lurie was filed), were
specifically reserved for determination upon submission of Lurie's
application. The stipulated order provided that "the terms of the
retainer agreement which are contrary to the provisions of 11
U.S.C. ? 330 are void[.]"

Shortly thereafter, Lurie filed an application for compensation.
The firm sought compensation in excess of $1,470,000, which
represented a 15% contingency fee on the $9,750,000 sales price of
the Shopping Center to Lowe's, plus hourly fees and costs.  Lurie
also sought reimbursement of $9,345 in fees, costs, and taxes
associated with defending Market Center's motion to withdraw its
application for Lurie's employment.  Market Center objected,
asserting that reasonable compensation for Lurie "would be $28,000
[70 billable hours at $400/hour], less the $10,500 already paid,
for a total administrative claim of $17,500, to be paid from the
funds held in the court registry."

On March 30, 2011, the bankruptcy court entered its Fee Opinion
awarding Lurie $350,752.06 in fees and expenses.  Because the
Shopping Center was ultimately sold to Lowe's for $9,750,000, not
the $7,500,000 originally offered by Lowe's prior to the filing of
the bankruptcy case, the bankruptcy court determined that Lurie
should be awarded his 15% contingency fee based upon the sale
price increase of $2,250,000, and not the total sale price of
$9,750,000.

Market Center timely appealed. Lurie did not cross-appeal, instead
taking the position that the Fee Award is within the discretion of
the bankruptcy court and should be affirmed.

The Tenth Circuit BAP comprise the Hon. Terrence L. Michael of the
U.S. Bankruptcy Judge, Northern District of Oklahoma, who wrote
the Opinion; the Hon. William T. Thurman, Chief Judge U.S.
Bankruptcy Judge, District of Utah; and the Hon. Janice Miller
Karlin, U.S. Bankruptcy Judge, District of Kansas.  A copy of the
opinion is available at http://is.gd/OyCJ6gfrom Leagle.com.

Market Center is represented in the appeal by the Law Office of
Jane B. Yohalem, Esq., Santa Fe, New Mexico; and Daniel J. Behles,
Esq., of counsel at Moore, Berkson & Gandarilla, P.C.

Deron B. Knoner, Esq., and James L. Rasmussen, Esq., at Keleher &
McLeod, P.A., represent Lurie.

                        About Market Center

Market Center East Retail Property, Inc., sought Chapter 11
bankruptcy (Bankr. D. N.M. Case No. 09-11696) on April 22,
2009, as a single asset real estate debtor.  At the time of the
filing, the Debtor estimated its assets and debts at less than
$10 million.  The Debtor filed a Chapter 11 Plan in June 2009, and
filed an Amended Chapter 11 Plan in August 2009.


MASONITE INT'L: Moody's Rates $100MM Add-On Sr. Sec. Notes 'B3'
---------------------------------------------------------------
Moody's Investors Service assigned a B3 rating to $100 million of
8.25% add-on senior unsecured notes due 2021 issued by Masonite
International Corporation.  In a related action, Moody's affirmed
the company's B2 corporate family and probability of default
ratings as well as the B3 rating on its existing senior unsecured
notes. Proceeds of the note offering are expected to be used to
finance future acquisitions as well as for general corporate
purposes. The outlook remains stable.

The following ratings were affected by this action:

  Corporate family rating affirmed at B2
  Probability of default rating affirmed at B2
  Proposed add-on Senior Unsecured Notes due April 2021 rated B3
   (LGD4, 65%)
  Existing Senior Unsecured Notes due April 2021 affirmed at B3
   (LGD4, 65%) vs, B3(LGD4, 66%)

Ratings Rationale

Masonite's B2 corporate family rating reflects Moody's view that
the company's adjusted debt leverage remains elevated at
approximately 5.6x as of the end of 2011 on a pro forma basis,
taking into account the impact of the proposed notes. This,
however, does not incorporate the EBITDA contribution of companies
acquired in 2011, which could bring debt-to-EBITDA down to about
5.0x by the end of 2012. The rating also takes into consideration
Masonite's thin operating margins and its difficulty generating
significant earnings and free cash flow. In addition, incremental
interest expense of approximately $8 million associated with the
add-on notes will prevent the company from materially improving
its adjusted EBITA interest coverage, which was below 1.0x for
2011 and is expected to improve only slightly over the next 12
months (all ratios incorporate Moody's standard accounting
adjustments). Although the proposed add-on notes will enhance
near-term liquidity, Moody's expects the proceeds to ultimately be
used primarily to finance future acquisitions.

The rating is supported by Moody's view that recent economic data
suggest conditions in Masonite's end markets will improve slightly
compared with 2011. It also considers the company's global
diversification, broad product offering, and long-standing
relationships with large retailers. Moody's also acknowledges that
as a result of facility consolidations and investments in
automation, Masonite will be well-positioned to increase operating
leverage once volumes return to more normalized levels.

The stable outlook reflects Moody's expectation that 2012 will
mark the beginning of a slow recovery in Masonite's key end
markets, and that the company's liquidity and lack of near-term
maturities provide sufficient flexibility to support growth
initiatives as conditions gradually improve.

Moody's does not anticipate favorable ratings movement until a
significant recovery in Masonite's end markets takes hold and the
company can improve operating profitability such that it generates
at least a mid- to high-single digit EBITA margin. Over the longer
term, if adjusted debt leverage can be sustained below 4.5x debt-
to-EBITDA and EBITA interest coverage begins to approach 2.5x, a
positive rating action may be considered.

The ratings could be downgraded if the company fails to
demonstrate that its acquisition strategy has been successful. If
the company cannot maintain debt-to-EBITDA below 5.5x or is unable
to improve interest coverage such that EBITA-to-interest expense
is greater than 1.25x, the ratings may come under pressure.

The B3 rating assigned to the proposed add-on senior unsecured
notes, one notch below the corporate family rating, reflects the
notes' position as the junior-most debt in Masonite's capital
structure.

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

Masonite International Corporation, headquartered in Tampa, FL,
through its operating subsidiaries, is one of the largest
manufacturers of doors in the world. It offers both interior and
exterior doors for residential and commercial end uses. Revenues
for the twelve months ended December 31, 2011 totaled about $1.5
billion.


MASONITE INTERNATIONAL: S&P Affirms 'BB-' Corp. Credit Rating
-------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'BB-'long-term
corporate credit rating on Masonite International Corp. The
outlook is stable.

"Standard & Poor's also affirmed its 'B+' issue-level rating, with
a '5' recovery rating, on Masonite's senior unsecured notes,
following a proposed $100 million add-on to the existing $275
million notes. A recovery rating of '5' indicates that we expect
modest (10%-30%) recovery in a default scenario," S&P said.

"The ratings on Masonite reflect what we view as the company's
strong market position as one of the world's largest door
manufacturers, with historically stable profitability and cash
flow," said Standard & Poor's credit analyst Jatinder Mall. "These
strengths are partially offset, in our, by the company's exposure
to the cyclical North American housing construction market, its
significant customer concentration, and our expectation that
profitability will remain weak for the near term," Mr. Mall added.

"Masonite is one of the world's largest producers of both interior
and exterior doors, with a significant market share in its primary
North American market. It has vertically integrated operations,
with 59 facilities in 13 countries. North America accounts for
about two-thirds of company sales, while Europe and the rest of
the world account for the balance," S&P said.

"The stable outlook reflects our expectation that a moderate
rebound in housing starts combined with incremental EBITDA from
acquisitions will enable Masonite to generate modestly higher cash
flows and reduce its leverage ratio to below our 4x target for the
rating by the end of 2013. We could lower the rating if U.S.
housing starts and the economy were to worsen, leading to zero
incremental growth in EBITDA from recent and future acquisitions
as expected, or Masonite loses a major customer, leading to an
expected leverage ratio greater than 5x. An upgrade would require
meaningful improvement in the U.S. housing construction market
leading to improved profitability, and for Masonite to demonstrate
that it can uphold a leverage ratio of below 3.5x on a sustained
basis," S&P said.


MAUI LAND: Reports $5.1 Million Net Income in 2011
--------------------------------------------------
Maui Land & Pineapple Company, Inc., filed with the U.S.
Securities and Exchange Commission its annual report on Form 10-K
disclosing net income of $5.07 million on $14.54 million of total
operating revenues for the year ended Dec. 31, 2011, compared with
net income of $24.75 million on $23.05 million of total operating
revenues during the prior year.

The Company's balance sheet at Dec. 31, 2011, showed
$64.07 million in total assets, $90.32 million in total
liabilities, and a $26.25 million stockholders' deficiency.

For Fiscal 2011, the Company's independent auditors expressed
substantial doubt about the Company's ability to continue as a
going concern.  Deloitte & Touche LLP, in Honolulu, Hawaii, noted
that the Company's recurring negative cash flows from operations
and deficiency in stockholders' equity raise substantial doubt
about the Company's ability to continue as a going concern.

"MLP achieved several major accomplishments in 2011 as we
continued our restructuring efforts," stated Warren H. Haruki,
Chairman and CEO.  "We simplified our business model by exiting
our non-core businesses, we resolved significant legacy issues,
and significantly reduced our operating cash burn.  Also, thanks
to the Maui County Council, we secured the entitlements for our
Pulelehua project near the Kapalua Airport.  Although we still
face significant challenges, our team remains committed to
managing and caring of our Maui lands for the benefit of our
various stakeholders."

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

                       http://is.gd/NfvZ5C

               About Maui Land & Pineapple Company

Maui Land & Pineapple Company, Inc. (NYSE: MLP) --
http://mauiland.com/-- develops, sells, and manages residential,
resort, commercial, and industrial real estate.  The Company owns
approximately 23,000 acres of land on Maui and operates retail,
utility operations, and a nature preserve at the Kapalua Resort.
The Company's principal subsidiary is Kapalua Land Company, Ltd.,
the operator and developer of Kapalua Resort, a master-planned
community in West Maui.


MCCLATCHY CO: Reports $54.4 Million Net Income in 2011
------------------------------------------------------
The McClatchy Company filed with the U.S. Securities and Exchange
Commission its Annual Report on Form 10-K disclosing net income of
$54.39 million on $1.26 billion of net revenues for the year ended
Dec. 25, 2011, compared with net income of $36.18 million on $1.37
billion of net revenues for the year ended Dec. 26, 2010.

The Company's balance sheet at Dec. 25, 2011, showed $3.04 billion
in total assets, $2.86 billion in total liabilities and $175.18
million in stockholders' equity.

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

                        http://is.gd/9WSUgR

                    About The McClatchy Company

Sacramento, Calif.-based The McClatchy Company  (NYSE: MNI)
-- http://www.mcclatchy.com/-- is the third largest newspaper
company in the United States, publishing 30 daily newspapers, 43
non-dailies, and direct marketing and direct mail operations.
McClatchy also operates leading local websites in each of its
markets which extend its audience reach.  The websites offer users
comprehensive news and information, advertising, e-commerce and
other services.  Together with its newspapers and direct marketing
products, these interactive operations make McClatchy the leading
local media company in each of its premium high growth markets.
McClatchy-owned newspapers include The Miami Herald, The
Sacramento Bee, the Fort Worth Star-Telegram, The Kansas City
Star, The Charlotte Observer, and The News & Observer (Raleigh).

                           *     *     *

McClatchy carries a 'Caa1' corporate family rating from Moody's
Investors Service.  In May 2011, Moody's changed the rating
outlook from stable to positive following the company's
announcement that it closed on the sale of land in Miami for
$236 million.  The outlook change reflects Moody's expectation
that McClatchy will utilize the net proceeds to reduce debt,
including its underfunded pension position, which will reduce
leverage by approximately half a turn and lower required
contributions to the pension plan over the next few years.


MCJ VENTURES: Case Summary & 7 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: MCJ Ventures, Inc.
        P.O. Box 2526
        Blairsville, GA 30514

Bankruptcy Case No.: 12-20885

Chapter 11 Petition Date: March 5, 2012

Court: United States Bankruptcy Court
       Northern District of Georgia (Gainesville)

Debtor's Counsel: M. Denise Dotson, Esq.
                  M. DENISE DOTSON, LLC
                  170 Mitchell St.
                  Atlanta, GA 30303
                  Tel: (404) 526-8869
                  Fax: (404) 526-8855
                  E-mail: ddotsonlaw@me.com

Scheduled Assets: $551,850

Scheduled Liabilities: $3,895,874

A list of the Company's seven largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/ganb12-20885.pdf

The petition was signed by Chris Kelley, president.

Affiliate that filed separate Chapter 11 petition:

                                                 Petition
   Debtor                              Case No.     Date
   ------                              --------     ----
Chris Kelley                           12-20538   02/13/12
Mitchell Patton                        12-20537   02/13/12


MF GLOBAL: Trustees Defend Exchange of Confidential Information
---------------------------------------------------------------
The trustees overseeing the Chapter 11 bankruptcy cases of MF
Global Holdings Ltd, et al., and the SIPA liquidation of MF
Global Inc. defend the stipulation for the use and disclosure of
certain privileged documents subject to claims of attorney-client,
work product and shared privileges.

Futures customers Kay P. Tee, LLC, Thomas G. Moran, John Andrew
Szokolay, Donald Tran, William Fleckenstein, Mark Dwyer, Robert
Mancin, and Thomas S. Wacker complain that by way of the
stipulation, JPMorgan Chase, a defendant in several lawsuits
brought by customers of MFGI and allegedly the recipient of
hundreds of millions of dollars in funds stolen from customer
accounts, is being given the right to deny customers access to
information critical to recovering those funds.

Regardless of what confidentiality interests the Chapter 11
Trustee may assert, any confidentiality protocol must balance the
interests of all parties and cannot overly protect the debtors'
purported confidentiality interests Regardless of what
confidentiality interests the Chapter 11 Trustee may assert, the
Futures Customers insist.

Mr. Mancin is represented by:

        Jay W. Eisenhofer, Esq.
        Linda P. Nussbaum, Esq.
        Daniel L. Berger, Esq.
        Shelly L. Friedland, Esq.
        Matthew P. Morris, Esq.
        GRANT & EISENHOFER P.A.
        485 Lexington Avenue
        New York, NY 10017
        Tel: (646) 722-8500
        E-mail: jeisenhofer@gelaw.com
                lnussbaum@gelaw.com
                dberger@gelaw.com
                sfriedland@gelaw.com
                mpmorris@gelaw.com

Mr. Wacker is represented by:

        Keith M. Fleischman, Esq.
        FLEISCHMAN LAW FIRM PLLC
        565 Fifth Avenue, Seventh Floor
        New York, NY 10017
        Tel: (212) 880-9567
        Fax: (917) 591-5245
        E-mail: keith@fleischmanlawfirm.com

           -- and --

        Francis P. Karam, Esq.
        LAW OFFICE OF FRANCIS P. KARAM LLC
        12 Desbrosses Street
        New York, NY 10013
        Tel: (212) 489-3900

The Chapter 11 Trustee assures the Court that the Disclosure and
Protective Stipulation would not prevent a party with standing
from challenging on any other ground the Debtors' assertion of
attorney-client privilege or work product protection in the
future.  Instead, the Chapter 11 Trustee is merely seeking to
have the protection against broader subject-matter waiver,
already available in these federal cases pursuant to Rule 502(a)
of the Federal Rules of Evidence, apply in other federal and
state proceedings through the Disclosure and Protective
Stipulation, says Thomas McC. Souther, Esq., at Freeh Sporkin &
Sullivan, LLP, in New York, counsel to the Chapter 11 Trustee.

The SIPA Trustee adds that the Disclosure and Protective
Stipulation provides governmental authorities Commodity Futures
Trading Commission, the Securities and Exchange Commission, the
United States Attorney's Offices for the Southern District of New
York and the Northern District of Illinois, and the Congress of
the United States fulsome access to documents in an efficient
manner.

                         About MF Global

New York-based MF Global (NYSE: MF) -- http://www.mfglobal.com/
-- is one of the world's leading brokers of commodities and
listed derivatives.  MF Global provides access to more than 70
exchanges around the world.  The firm is also one of 22 primary
dealers authorized to trade U.S. government securities with the
Federal Reserve Bank of New York.  MF Global's roots go back
nearly 230 years to a sugar brokerage on the banks of the Thames
River in London.

MF Global Holdings Ltd. and MF Global Finance USA Inc. filed
voluntary Chapter 11 petitions (Bankr. S.D.N.Y. Case Nos. 11-
15059 and 11-5058) on Oct. 31, 2011, after a planned sale to
Interactive Brokers Group collapsed.  As of Sept. 30, 2011, MF
Global had $41,046,594,000 in total assets and $39,683,915,000 in
total liabilities.  It 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 Resolves HSBC Bank Interpleader Complaint
-----------------------------------------------------------------
James W. Giddens, trustee for MF Global Inc. pursuant to the
Securities Investor Protection Act, seeks the Bankruptcy Court's
permission to enter into a settlement and compromise to resolve an
interpleader complaint filed by HSBC Bank USA, National
Association, and Jason Fane against him.

By way of the interpleader action, HSBC asks that the Court
adjudicate the competing claims of Mr. Fane and the SIPA Trustee
with respect to five gold bars and 15 silver bars being held by
HSBC in connection with eight COMEX contracts entered into
between Mr. Fane and MF Global Inc.

Pursuant to the Settlement Agreement, the parties agree that the
Property is not customer property under the regulations of the
Commodity Futures Trading Commission; and MFGI has no interest in
the Property.  HSBC will deliver the Property to Mr. Fane's Brink
Account within 10 days of approval of the Settlement Agreement by
final order of the Court.  Mr. Fane will arrange for the
transportation of the Property and will be solely responsible for
any and all costs incurred in connection with the delivery of the
Property.

The Parties will exchange general mutual releases of all claims
relating to the Property and the Interpleader pursuant to the
Settlement Agreement.  Pursuant to Rule 41(a) of the Federal
Rules of Civil Procedure, the Interpleader will be deemed
dismissed with prejudice upon the approval of the Settlement
Agreement by final order of the Court.

A full-text copy of the Settlement Agreement is available for
free at: http://bankrupt.com/misc/MFGlobal_HSBCSettlement.pdf

The SIPA Trustee has determined that litigation over the
Property, with its attendant costs and risks, would not be in the
best interest of the MFGI estate.

                         About MF Global

New York-based MF Global (NYSE: MF) -- http://www.mfglobal.com/
-- is one of the world's leading brokers of commodities and
listed derivatives.  MF Global provides access to more than 70
exchanges around the world.  The firm is also one of 22 primary
dealers authorized to trade U.S. government securities with the
Federal Reserve Bank of New York.  MF Global's roots go back
nearly 230 years to a sugar brokerage on the banks of the Thames
River in London.

MF Global Holdings Ltd. and MF Global Finance USA Inc. filed
voluntary Chapter 11 petitions (Bankr. S.D.N.Y. Case Nos. 11-
15059 and 11-5058) on Oct. 31, 2011, after a planned sale to
Interactive Brokers Group collapsed.  As of Sept. 30, 2011, MF
Global had $41,046,594,000 in total assets and $39,683,915,000 in
total liabilities.  It 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: P. Hamann Files Motion to Compel Discovery of Docs.
--------------------------------------------------------------
Paul Hamann asks the Bankruptcy Court to compel discovery of
certain MF Global adjunct letters from James W. Giddens was
appointed, trustee for MF Global Inc. pursuant to the Securities
Investor Protection Act, regarding wire transfers.

In his congressional testimony, Thomas Baxter, chief council for
Federal Reserve Bank of New York, sought additional margin from
MF Global because they did not trust MF Global as a primary
dealer, says Mr. Hamann.

Mr. Hamann believes that the sought documents will show that MF
Global began transferring commodity customer segregated funds to
the New York Federal Reserve Bank immediately before the MF
Global bankruptcy filing.  Mr. Hamann further notes that the New
York Federal Reserve Bank established a new protocol, by asking
an adjunct letter, from MF Global, regarding wire transfers.

Mr. Hamann specifically seeks all relevant documents relating to
wire transfers to each of JP Morgan Chase, Citigroup, and Bank of
America during the months of August 2011, September 2011 and
October 2011.

The SIPA Trustee objects to Mr. Hamann's request, asserting that
the discovery is inappropriate, unjustified, and destructive to
his investigation and the overall orderly administration of the
SIPA liquidation.  Indeed, there is no showing that the proposed
discovery would provide any significant help to Mr. Hamann, the
SIPA Trustee points out.

                         About MF Global

New York-based MF Global (NYSE: MF) -- http://www.mfglobal.com/
-- is one of the world's leading brokers of commodities and
listed derivatives.  MF Global provides access to more than 70
exchanges around the world.  The firm is also one of 22 primary
dealers authorized to trade U.S. government securities with the
Federal Reserve Bank of New York.  MF Global's roots go back
nearly 230 years to a sugar brokerage on the banks of the Thames
River in London.

MF Global Holdings Ltd. and MF Global Finance USA Inc. filed
voluntary Chapter 11 petitions (Bankr. S.D.N.Y. Case Nos. 11-
15059 and 11-5058) on Oct. 31, 2011, after a planned sale to
Interactive Brokers Group collapsed.  As of Sept. 30, 2011, MF
Global had $41,046,594,000 in total assets and $39,683,915,000 in
total liabilities.  It 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)


MID WEST REAL ESTATE: Case Summary & 19 Largest Unsec. Creditors
----------------------------------------------------------------
Debtor: Mid West Real Estate Investment Company
        120 N. LaSalle Street
        Suite 1350
        Chicago, IL 60602

Bankruptcy Case No.: 12-08607

Chapter 11 Petition Date: March 5, 2012

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

Judge: Janet S. Baer

Debtor's Counsel: Robert M Fishman, Esq.
                  SHAW GUSSIS FISHMAN GLANTZ WOLFSON
                  321 N Clark Street, Suite 800
                  Chicago, IL 60610
                  Tel: (312) 666-2842
                  Fax: (312) 275-0567
                  E-mail: rfishman@shawgussis.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 19 largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/ilnb12-08607.pdf

The petition was signed by David R. Gray, Jr., president.


MOHEGAN TRIBAL: $961.8 Million Old Notes Validly Tendered
---------------------------------------------------------
The Mohegan Tribal Gaming Authority announced the final results of
its private exchange offers and consent solicitations.  Based on
the exchange agent's final report, an aggregate amount of
approximately $961.8 million in aggregate principal amount of old
notes have been validly tendered into the exchange offers and not
withdrawn as of the expiration date, consisting of:

    (i) approximately $199.8 million in aggregate principal amount
        of second lien senior secured notes due 2017;

   (ii) approximately $417.8 million in aggregate principal amount
        of 6 1/8% senior notes due 2013 and 8% senior subordinated
        notes due 2012; and

  (iii) approximately $344.2 million in aggregate principal amount
        of 7 1/8% senior subordinated notes due 2014 and 6 7/8%
        senior subordinated notes due 2015.

All old notes validly tendered and not withdrawn have been
accepted for payment by the Authority.  The private exchange
offers and consent solicitations, the concurrent retail consent
solicitations with respect to the old notes and the concurrent
financing transactions are expected to settle promptly.

               About Mohegan Tribal Gaming Authority

Mohegan Tribal Gaming Authority -- http://www.mtga.com/-- is an
instrumentality of the Mohegan Tribe of Indians of Connecticut, or
the Tribe, a federally-recognized Indian tribe with an
approximately 507-acre reservation situated in Southeastern
Connecticut, adjacent to Uncasville, Connecticut.  The Authority
has been granted the exclusive authority to conduct and regulate
gaming activities on the existing reservation of the Tribe,
including the operation of Mohegan Sun, a gaming and entertainment
complex located on a 185-acre site on the Tribe's reservation.
Through its subsidiary, Downs Racing, L.P., the Authority also
owns and operates Mohegan Sun at Pocono Downs, a gaming and
entertainment facility located on a 400-acre site in Plains
Township, Pennsylvania, and several off-track wagering facilities
located elsewhere in Pennsylvania.

The Authority's balance sheet at Sept. 30, 2011, showed
$2.2 billion in total assets, $2.0 billion in total liabilities
and $198.7 million total capital.

PricewaterhouseCoopers LLP, in Hartford, Connecticut, expressed
substantial doubt about the Authority's ability to continue as a
going concern.  The independent auditors noted that of the
Authority's total debt of $1.6 billion as of Sept. 30, 2011,
$811.1 million matures within the next twelve months, including
$535.0 million outstanding under the Authority's Bank Credit
Facility which matures on March 9, 2012, and the Authority's
$250.0 million 2002 8% Senior Subordinated Notes which mature on
April 1, 2012.  In addition, a substantial amount of the
Authority's other outstanding indebtedness matures over the
following three fiscal years.


MOMENTIVE SPECIALTY: Proposes to Offer $450MM of Secured Notes
--------------------------------------------------------------
Momentive Specialty Chemicals Inc. announced that Hexion U.S.
Finance Corp., a wholly owned subsidiary of the Company, is
proposing to issue $450 million aggregate principal amount of
first-priority senior secured notes due 2020 in a private offering
that is exempt from the registration requirements of the
Securities Act of 1933, as amended.  The Notes will be guaranteed
by the Company and by certain domestic subsidiaries of the
Company.  The Notes will be secured by first-priority liens,
subject to certain exceptions, on certain of the Company's and the
guarantors' existing and future domestic assets and will rank pari
passu in priority as to collateral with the Company's senior
secured credit facilities.

The Company intends to use the net proceeds from the offering of
the Notes, together with cash and cash equivalents, to repay
approximately $454 million of the Company's outstanding floating
rate term loans due 2013.  The proposed offering of the Notes is
subject to market and other conditions, and may not occur as
described or at all.

The Notes are being offered only to qualified institutional buyers
in reliance on Rule 144A under the Securities Act, and outside the
United States, only to non-U.S. investors in reliance on
Regulation S.  The Notes 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: Offering $450 Million of Sr. Secured Notes
---------------------------------------------------------------
Momentive Specialty Chemicals Inc., on March 5, 2012, announced,
pursuant to Rule 135c of the Securities Act of 1933, as amended,
the intent of its wholly owned subsidiary, Hexion U.S. Finance
Corp., to offer first-priority senior secured notes due 2020.

Later the same day, the Company priced $450,000,000 aggregate
principal amount of 6.625% First-Priority Senior Secured Notes due
2020 at an issue price of 100%.  The closing of the offering of
the notes is expected to occur on March 14, 2012, and is subject
to customary conditions.

                     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.


MOUNT SAINT MARY'S: Moody's Cuts Bond Rating to Ba2, Outlook Neg.
----------------------------------------------------------------
Moody's Investors Service has downgraded Mount Saint Mary's
University's (the "Mount") rating to Ba2 from Ba1 on its
outstanding bonds issued through Frederick County, MD and removes
the rating from watchlist for potential downgrade where it was
placed on December 23, 2011. The rating outlook is negative.

Summary Rating Rationale

The downgrade to Ba2 with a negative outlook is based on Mount
Saint Mary's University's declining liquidity, the University's
minimal headroom to maintain its 1.1 times debt service coverage
ratio (DSCR) covenant with a DSCR for fiscal year end (FYE) 2011
of 1.18 times and 1.15 times projected for FYE 2012, which if
breached could result in acceleration of its debt. If bonds were
to be accelerated, the university would have insufficient liquid
funds to pay off the debt. The Ba2 rating also incorporates the
Mount's thin balance sheet cushion to debt and operations with
limited ability to grow liquidity due to negative operating
margins, as well as the credit positive factor of continued net
tuition revenue growth aided by increased enrollment.

Challenges

* Very thin cushion of debt service coverage financial covenant.
The projected DSCR for FY 2012 is 1.15 times, which could fall
below the 1.1 times required level with a decline of just
approximately $315,000 of net revenues available for debt service.

* Thin balance sheet with unrestricted financial resources of
negative $7.0 million and expendable financial resources of $6.6
million, which covered debt and operations 0.10 times and 0.11
times, respectively, in FY 2011. As of June 30, 2011, monthly and
annual liquidity of $9.0 million covered 62 days of operations and
only 45% to approximately $20 million of debt which could be
accelerated if the Mount were to violate its DSCR covenant.

* Sustained operating deficits with a Moody's calculated three-
year average operating margin of negative 11.0% from FY 2009 -- FY
2011. Operating cash flow, which averaged 6.9% over that same time
period provides weak 1.1 times three-year average debt service
coverage.

* Highly dependent on student charges, which comprise 85.4% of
the university's operating revenues, as calculated by Moody's,
coupled with a highly competitive market environment, as the
university competes with public universities in Maryland, as well
as regional private universities, evidenced by an increasing
tuition discount which was 40% in FY 2011 and rose to 43% FY 2012
based on increased financial aid provided to the fall 2011
entering class resulting in modest decline in net tuition per
student.

* Elevated debt burden with debt to revenue of 1.22 times at
fiscal year-end (FYE) 2011 with modest additional capital and debt
plans within the next few years. Moody's believes the university
has limited debt capacity absent significant growth in financial
resources.

Strengths

* Continued growth of net tuition revenue in FY 2012 from FY 2011
based on management's projections.

* Reversal of declining enrollment evidenced by two consecutive
years of enrollment growth which averaged 5.8% over two years, as
well as a 48% increase in applications in fall 2011 from fall
2010. While yield was low, at 16.9% for fall 2011, it represents a
modest improvement over fall 2010 (15.2% yield rate) along with
improved selectivity to 65.6% from 80.4%. The freshmen-to-
sophomore retention rate also is nominally better (82% for fall
2011 compared to 80% for fall 2010).

* Improved budgeting practices over the past few years,
demonstrated by the preparation of projected draft financial
statements and three-year budget models, and inclusion of
contingency funds.

* Relatively favorable gift revenue with a three-year average of
$7.8 million from FY 2009-FY 2011. The university concluded its
comprehensive campaign in FY 2011, exceeding its $60 million goal
by raising approximately $61 million.

Outlook

The negative rating outlook reflects declining liquidity, the
University's minimal headroom to maintain its 1.1 times debt
service coverage ratio (DSCR) covenant with a DSCR for fiscal year
end (FYE) 2011 of 1.18 times and 1.15 times projected for FYE
2012, which if breached could result in acceleration of its debt,
as well as continued pressure on its market position evidence by a
decline in net tuition per student.

What could What could change the rating - UP

Growth in liquid financial resources coupled with no additional
borrowing; improvement in operating performance through revenue
growth and expense containment given pressure on revenue growth;
stabilization of market position, including growth in net tuition
per student and continued growth in net tuition revenue

What could change the rating - DOWN

Violation in covenant requirements; acceleration of all or a
portion of debt; additional borrowing or further erosion of
balance sheet liquidity; failure to receive gifts as planned to
reimburse the endowment; further draws on financial resources;
sustained pressure on student market reflected in enrollment or
net tuition revenue declines

Principal Rating Methodology

The principal methodology used in this rating was U.S. Not-for-
Profit Private and Public Higher Education published in August
2011.


MOUNTAIN NATIONAL: D. Grizzell Retires as Pres., CEO and Director
-----------------------------------------------------------------
Dwight B. Grizzell retired as President, Chief Executive Officer
and Director of Mountain National Bank, a wholly-owned subsidiary
of Mountain National Bancshares, Inc., and as a Director of the
Company.  Mr. Grizzell will remain employed by the Bank until
Sept. 30, 2012, assisting with the Bank's business development
efforts and pursuit of strategic alternatives pursuant to the
terms of a Transition Agreement, by and among the Company, the
Bank and Mr. Grizzell, dated March 5, 2012.  In consideration of
the services that Mr. Grizzell has agreed to provide under the
Agreement, Mr. Grizzell will be entitled to salary at a rate of
$198,000 per year, payable in accordance with the customary
payroll practices of the Bank, and will be allowed to participate
in any benefits offered to other employees of the Bank on the same
basis generally offered to other employees.

In connection with Mr. Grizzell's retirement, on March 5, 2012,
James S. Friddell was appointed as interim Chief Executive Officer
of the Bank and as a member of the Board of Directors of the Bank
and Michael L. Brown was appointed as interim President of the
Bank and as a member of the Board of Directors of the Bank, each
effective March 5, 2012, pending regulatory non-objection.

                      About Mountain National

Mountain National is a bank holding company registered with the
Board of Governors of the Federal Reserve System under the Bank
Holding Company Act of 1956, as amended.  The Company provides a
full range of banking services through its banking subsidiary,
Mountain National Bank.

The Company conducts its banking activities from its main office
located in Sevierville, Tennessee and through eight additional
branch offices in Sevier County, Tennessee, as well as a regional
headquarters and two branch offices in Blount County, Tennessee.

The Company's balance sheet at June 30, 2011, showed
$521.40 million in total assets, $509.90 million in total
liabilities, and stockholders equity of $11.50 million.

The Company and its principal subsidiary, Mountain National Bank,
are subject to various regulatory capital requirements
administered by the federal banking agencies.

In February 2010, the Bank agreed to an Office of the Comptroller
of the Currency ("OCC") minimum capital requirement ("IMCR") to
maintain a minimum Tier 1 capital to average assets ratio of 9%
and a minimum total capital to risk-weighted assets ratio of 13%.

The Bank had 4.61% of Tier 1 capital to average assets and 7.69%
of total risk-based capital to risk-weighted assets ratio at
June 30, 2011, and was therefore not in compliance with the IMCR.
As a result, the OCC may bring additional enforcement actions,
including a consent order or a capital directive, against the
Bank.

Based upon its capital levels at June 30, 2011, the Bank's capital
shortfall was approximately $23,374,000 for the Tier 1 capital to
average assets requirement and approximately $20,342,000 for the
total capital to risk-weighted assets requirement.


MPG OFFICE: Incurs $30.8 Million Net Loss in 2011
-------------------------------------------------
MPG Office Trust, Inc., reported a net loss of $30.82 million on
$84.92 million of total revenue for the three months ended
Dec. 31, 2011, compared with a net loss of $152.14 million on
$85.26 million of total revenue for the same period a year ago.

The Company reported net income of $98.22 million on $334.57
million of total revenue for the year ended Dec. 31, 2011,
compared with a net loss of $197.93 million $343.80 million of
total revenue during the prior year.

The Company's balance sheet at Dec. 31, 2011, showed $2.28 billion
in total assets, $3.21 billion in total liabilities and a $927.92
million total deficit.

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

                        http://is.gd/uVIxLT

                       About MPG Office Trust

MPG Office Trust, Inc., fka Maguire Properties Inc. --
http://www.mpgoffice.com/-- is the largest owner and operator of
Class A office properties in the Los Angeles central business
district and is primarily focused on owning and operating high-
quality office properties in the Southern California market.  MPG
Office Trust is a full-service real estate company with
substantial in-house expertise and resources in property
management, marketing, leasing, acquisitions, development and
financing.

The Company has been focused on reducing debt, eliminating
repayment and debt service guarantees, extending debt maturities
and disposing of properties with negative cash flow.  The first
phase of the Company's restructuring efforts is substantially
complete and resulted in the resolution of 18 assets, relieving
the Company of approximately $2.0 billion of debt obligations and
potential guaranties of approximately $150 million.


MUNICIPAL CORRECTIONS: Involuntary Chapter 11 Case Summary
----------------------------------------------------------
Alleged Debtor: Municipal Corrections, LLC
                2215-B Renaissance Drive
                Las Vegas, NV 89119

Case Number: 12-12253

Involuntary Chapter 11 Petition Date: February 29, 2012

Court: District of Nevada (Las Vegas)

Petitioner's Counsel: Jon T Pearson, Esq.
                      BALLARD SPAHR LLP
                      100 North City Pkwy, Ste 1750
                      Las Vegas, NV 89106
                      Tel: (702) 868-7541
                      Fax: (702) 471-7070
                      E-mail: pearsonj@ballardspahr.com

Municipal Corrections, LLC's petitioners:

Petitioner               Nature of Claim        Claim Amount
----------               ---------------        ------------
Hamlin Capital           Bond debt              $10,065,000
Management, LLC
477 Madison Avenue,
Suite 520
New York, NY 10022

Oppenheimer Rochester    Bond debt              $24,150,000
National Municipals
350 Linden Oaks
Rochester, NY 14625

UMB, N.A.,               Bond debt              $54,195,000
as Indenture Trustee
11 Red Cedar Lane
Minneapolis, MN 55410


MUSICLAND HOLDING: Court Rejects Best Buy's New Value Defense
-------------------------------------------------------------
Bankruptcy Judge Stuart M. Bernstein granted partial summary
judgment striking Best Buy Co.'s new value defense in the
preference lawsuit involving The Musicland Group.  The Court said
Best Buy failed to demonstrate under to an order to show cause why
Musicland should not be entitled to partial summary judgment on
the existing record in connection with the subsequent new value
defense based upon the Court's prior decision.

In The Responsible Person of Musicland Holding Corp., et al., v.
Best Buy Co., Inc., Bradbury H. Anderson, David P. Berg, Connie B.
Fuhrman, Kevin P. Freeland, Darren R. Jackson, Rodger R. Krouse,
Marc J. Leder, Allen U. Lenzmeier And James L. Muehlbauer, Adv.
Proc. No. 08-01023 (Bankr. S.D.N.Y.), Judge Bernstein in 2011
denied the motion by Best Buy for partial summary judgment that
Minnesota's subsequent new value defense protected it from
liability for a $35 million insider preference that it had
received from Musicland.  The new value addressed in the Prior
Decision related to services provided by Best Buy's affiliate,
Best Buy Enterprises, under a Transitional Services Agreement
between BBE and Musicland Holding Corp.  Because the plaintiff had
not moved for summary judgment, the Court directed Best Buy to
show cause why partial summary judgment should not be granted to
the plaintiff striking the defense.

On Wednesday, Judge Bernstein said partial summary judgment is
granted to Musicland but only to the extent of the subsequent new
value relied on in the transitional services provided by BBE.

After TMG paid the Transfer, BBE rendered services to Musicland
under the TSA.   After Musicland filed for chapter 11 relief, the
Official Committee of Unsecured Creditors filed an adversary
proceeding against Best Buy alleging, inter alia, that the
Transfer constituted an insider preference under sec. 513.45(b) of
the Minnesota Statutes, MINN. STAT. Sec. 513.45(b) (2010).  Best
Buy countered that the BBE services, which were worth at least
$19.01 million, constituted subsequent new value under Sec.
513.48(f)(1), and reduced its liability for the Transfer by at
least that amount.

Best Buy moved for partial summary judgment on a variety of
issues, including the new value defense, and the Court denied that
aspect of its motion in the 2011 Prior Decision.  The Prior
Decision held that Best Buy, the transferee, could not rely on the
services provided by third-party BBE in support of its new value
defense.  Parsing the language of 11 U.S.C. Sec. 547(c)(4) and
Minnesota Act Sec. 513.48(f)(1), the Court concluded that the
creditor or insider that received the transfer had to be the same
entity that provided the new value.

A copy of the Court's March 7, 2012 Memorandum Decision and Order
is available at http://is.gd/MwrsHPfrom Leagle.com.

                     About Musicland Holding

Based in New York, Musicland Holding Corp., is a specialty
retailer of music, movies and entertainment-related products.  The
Debtor and 14 of its affiliates filed for chapter 11 protection
(Bankr. S.D.N.Y. Lead Case No. 06-10064) on Jan. 12, 2006.
Kirkland & Ellis represented the Debtors in their restructuring
effort.  Hahn & Hessen LLP, represented the Official Committee of
Unsecured Creditors.  The Debtors disclosed $20,121,000 in total
assets and $321,546,000 in total liabilities as of March 31, 2007.

On May 12, 2006, the Debtors filed their Joint Plan of
Liquidation.  On Sept. 14, 2006, they filed an amended Plan and a
Second Amended Plan on Oct. 13, 2006.  The Bankruptcy Court
approved the adequacy of the Amended Disclosure Statement on
Oct. 13, 2006.  The Debtor's Second Amended Joint Plan of
Liquidation was declared effective as of Jan. 30, 2008.


NEBRASKA BOOK: Reaches Deal With Bondholders, Files New Plan
------------------------------------------------------------
NBC Acquisition Corp. and its subsidiaries, including Nebraska
Book Company, an industry leader in solutions for the college
bookstore marketplace, filed a Second Amended Plan of
Reorganization and Disclosure Statement with the U.S. Bankruptcy
Court for the District of Delaware.  A hearing to approve the
Disclosure Statement will be held on April 13, 2012.

"This is an important step in our process," said Barry Major, the
Company's President.  "We have spent a great deal of time working
with our lenders and have reached an agreement with the
bondholder's Steering Committee; this is a sign of confidence in
the future of our business."

Nebraska Book Company also filed a motion to reject executory
contracts and unexpired leases, which rejects the real-property
leases of approximately 40 off-campus bookstores.  In January, the
Company announced they had received an extension to continue
evaluating the performance of 45 off-campus stores; they announced
today, most of these stores will be closing on or before March 31,
2012.  The Company's on-campus bookstores are not impacted by this
announcement.

"Our off-campus stores have faced tremendous competition over the
past year.  The historical advantage our off-campus stores enjoyed
was better pricing through a vast selection of used books.  This
was impacted significantly. Students shopped either for on-line
rentals or at the on-campus store which was beginning to offer a
rental program," said Major.  "Even though our on-campus stores
and our other divisions performed reasonably well, our financial
performance as a whole missed our target due to the performance of
our off-campus stores, which led us to make some difficult
decisions."

"Revenue declines have been severe in these stores and
cumulatively they have lost over $3 million this year. We knew we
owed it to our creditors and the Company to make some changes,"
continued Major.  "The Chapter 11 process allows us to initiate
store closings if it will improve our overall financial
performance; this decision does indeed improve our financial
outlook."

                        About Nebraska Book

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

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

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

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

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


NEONODE INC: Authorized Common Shares Reduced to 70 Million
-----------------------------------------------------------
Neonode Inc., on Feb. 29, 2012, filed a Certificate of Correction
with the Secretary of State of Delaware effectively reducing the
amount of its authorized shares from 848,000,000 shares of common
stock and 2,000,000 shares of Preferred Stock to 70,000,000 shares
of Common Stock and 1,000,000 shares of Preferred Stock.

This correction reflects the new capital structure of the Company
following its 1-for-25 reverse split that became effective at the
close of business on March 25, 2011.  The reduction of the amount
of authorized shares resulted in a savings of approximately
$143,000 in Delaware franchise taxes.

The reduction in authorized shares has no impact on the shares of
Common Stock or Preferred Stock that are issued and outstanding.

                        About Neonode Inc.

Lafayette, Calif.-based Neonode Inc. (OTC BB: NEON)
-- http://www.neonode.com/-- provides optical touch screen
solutions for hand-held and small to midsize devices.

The Company's balance sheet at Sept. 30, 2011, showed $5.0 million
in total assets, $10.9 million in total liabilities, and a
stockholders' deficit of $5.9 million.

KMJ Corbin & Company, LLP, in Costa Mesa, Calif., expressed
substantial doubt about Neonode's ability to continue as a going
concern, following the Company results for the fiscal year ended
Dec. 31, 2010.  The independent auditors noted that the Company
has incurred significant operating losses and has used substantial
amounts of working capital in its operations since inception, and
at Dec. 31, 2010, has a working capital deficit of $9.9 million
and an accumulated deficit of $112.2 million.


NEUBERGER BERMAN: Moody's Rates $800MM Sr. Note Offering at 'Ba1'
-----------------------------------------------------------------
Moody's Investors Service assigned a Ba1 corporate family rating
to first-time issuer Neuberger Berman Group LLC.  The Ba1 rating
is assigned to the $800 million senior unsecured note offering
announced March 6, 2012. The senior notes will be issued in two
tranches; a eight-year maturity and a ten-year maturity. Proceeds
from the notes offering will be used to purchase all preferred
stock held by Lehman Brothers Holding, Inc. ("Lehman") as part of
Neuberger Berman's previously announced plan to achieve 100%
employee ownership by redeeming the Lehman bankruptcy estate's
minority equity position over the next four to five years. The
outlook on the ratings is stable.

Ratings Rationale

The Ba1 corporate family rating reflects Neuberger Berman's strong
franchise highlighted by its broad product offering, strong
distribution platform and established record of managing equity,
fixed-income and alternative investment strategies. The rating
also incorporates the substantial leverage incurred to finance the
preferred stock purchase and the expectation that the company will
use excess cash flow over the next five years to repurchase
Lehman's common equity limiting financial flexibility. Debt to
EBITDA levels pro forma for the transaction are approximately 4x
based on Moody's projected 2012 EBITDA and interest coverage is
slightly below 5x. The rating is further supported by the positive
momentum in Neuberger Berman's operating fundamentals and the
stability of the company's assets under management (AUM) and
earnings during the eight month period following the bankruptcy of
its former parent, Lehman, in September 2008 and the formation of
Neuberger Berman in May 2009.

The company's ratings could see upward pressure if the positive
trends in Neuberger Berman's operating fundamentals continue
combined with an expectation of total debt/EBITDA maintained below
3.0x. The ratings could face downward pressure if Neuberger Berman
were to experience substantial asset outflows or AUM decline from
an environment of elevated volatility in the global financial
markets.

The following ratings were assigned:

Corporate family rating: Ba1, stable outlook

$800 million of senior unsecured notes: Ba1, stable outlook

Neuberger Berman is a private independent employee controlled
investment manager. Founded in 1939, the company provides
investment solutions across equities, fixed-income, hedge funds
and private equity with $193 billion in AUM as of December 31,
2011.

The principal methodology used in this rating was Moody's Global
Rating Methodology for Asset Management Firms, published in
October 2007.


NEUBERGER BERMAN: S&P Assigns 'BB+' Counterparty Credit Rating
--------------------------------------------------------------
Standard & Poor's Ratings Services assigned a 'BB+' long-term
counterparty credit rating on Neuberger Berman Group LLC. The
outlook is stable. "We also assigned a 'BB+' rating on the
approximately $800 million of senior unsecured debt that the
company is issuing," S&P said.

"The ratings on Neuberger Berman reflect the company's ability to
generate adequate cash flows from operations and low, but
sufficient, balance-sheet liquidity," said Standard & Poor's
credit analyst Nik Khakee. "These factors together underlie the
company's low, but adequate, capacity to service the $800 million
in debt it intends to issue. The debt issuance will weaken
leverage and interest coverage metrics to speculative-grade
levels."

"A limiting factor to the ratings is that we view Neuberger Berman
as a midsize player in the U.S. asset management industry, and it
must compete against larger asset management companies," said Mr.
Khakee. "Its business mix is reasonably diversified between retail
mutual funds--where it faces considerable competition from both
mega-size asset managers and specialized boutiques--and
institutional asset management. Neuberger Berman is among the
national leaders in equity and fixed-income assets under
management. However, its international business is small, leaving
it dependent on the robustness of the U.S. capital markets."

"We view Neuberger Berman's long-term business prospects as still
favorable given its wide variety of products. We believe the
company's presence in equity, fixed-income, taxable, and tax-
exempt fund management put it in a good position to benefit if
equity markets rise, if taxes begin to increase, and if corporate
default rates remain low. Neuberger Berman has begun to diversify
revenue geographically as well as by product. Neuberger Berman
recently opened offices in Seoul and Buenos Aires and has expanded
further into alternative asset management. Currently, revenue is
largely correlated to U.S. equity and fixed-income markets but is
adequately diversified by product," S&P said.

"The company's planned debt issuance will weaken operating
performance and cash flow generation measures. On a pro forma
basis, debt to EBITDA leverage is moderately high at 3.45x, and
EBITDA interest coverage is low at 4.42x," S&P said.


NEWPAGE CORP: Judge Overrules Objections to $9 Million Bonus Plan
-----------------------------------------------------------------
Dow Jones' Daily Bankruptcy Review reports that a bankruptcy judge
overruled several creditor objections to approve nearly $9 million
in bonuses for 15 NewPage Corp. executives, deeming the payments
vital to the paper manufacturer's future success.

As reported in the Troubled Company Reporter on Feb. 23, 2012, the
official creditors' committee, an ad hoc group of holders of
secured notes, and the U.S. Trustee opposed approval of a bonus
program that could pay as much as $17.2 million to 15 top
executives.

NewPage characterized the new bonus program as offering incentive
bonuses because payments are keyed to meeting targets for cash
flow, cost reductions, and improvements in worker safety.  The new
program would run until the end of 2012.

The U.S. Trustee and the committee argued that the proposal is a
disguised retention bonus program.

                        About NewPage Corp.

Headquartered in Miamisburg, Ohio, NewPage Corporation was the
leading producer of printing and specialty papers in North
America, based on production capacity, with $3.6 billion in net
sales for the year ended Dec. 31, 2010.  The company's product
portfolio is the broadest in North America and includes coated
freesheet, coated groundwood, supercalendered, newsprint and
specialty papers.  These papers are used for corporate collateral,
commercial printing, magazines, catalogs, books, coupons, inserts,
newspapers, packaging applications and direct mail advertising.

NewPage owns paper mills in Kentucky, Maine, Maryland, Michigan,
Minnesota, Wisconsin and Nova Scotia, Canada.  These mills have a
total annual production capacity of roughly 4.1 million tons of
paper, including roughly 2.9 million tons of coated paper, roughly
1.0 million tons of uncoated paper and roughly 200,000 tons of
specialty paper.

NewPage, along with affiliates, filed Chapter 11 bankruptcy
protection (Bankr. D. Del. Lead Case No. 11-12804) on Sept. 7,
2011.  Martin J. Bienenstock, Esq., Judy G.Z. Liu, Esq., and
Philip M. Abelson, Esq., Dewey & Leboeuf LLP, in New York, serve
as counsel.  Laura Davis Jones, Esq., at Pachulski Stang Ziehl &
Jones LLP, in Wilmington, Delaware, serves as co-counsel.  Lazard
Freres & Co. LLC is the investment banker, and FTI Consulting Inc.
is the financial advisor.  Kurtzman Carson Consultants LLC is the
claims and notice agent.  In its balance sheet, the Debtors
disclosed $3.4 billion in assets and $4.2 billion in total
liabilities as of June 30, 2011.

At an organizational meeting of creditors held on Sept. 21, 2011,
the Committee selected Paul Hastings LLP as its bankruptcy
counsel and Young Conaway Stargatt & Taylor, LLP to act as its
Delaware and conflicts counsel.

NewPage prevailed over most objections from the official
creditors' committee and won agreement from the bankruptcy judge
on final approval of $600 million in secured financing.

Moody's Investors Service assigned a Ba2 rating to the
$350 million first-out revolving debtor-in-possession credit
facility and a B2 rating to the $250 million second-out debtor-in-
possession term loan for NewPage.


NORTH VISTA: Voluntary Chapter 11 Case Summary
----------------------------------------------
Debtor: North Vista Crest Properties, Inc.
        6711 Ridgecrest Place
        Texarkana, TX 75503

Bankruptcy Case No.: 12-50052

Chapter 11 Petition Date: March 5, 2012

Court: United States Bankruptcy Court
       Eastern District of Texas (Texarkana)

Judge: Brenda T. Rhoades

Debtor's Counsel: Bill F. Payne, Esq.
                  THE MOORE LAW FIRM, LLP
                  100 North Main Street
                  Paris, TX 75460-4222
                  Tel: (903) 784-4393 ext. 40
                  E-mail: lgarner@moorefirm.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 James E. Reed, president.


ODYSSEY DP: Case Summary & 17 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: Odyssey (III) DP II, LLC
        dba Heritage Plaza
        500 S. Florida Ave., Suite 700
        Lakeland, FL 33801

Bankruptcy Case No.: 12-02938

Chapter 11 Petition Date: February 29, 2012

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

Debtor's Counsel: Edward J. Peterson, III, Esq.
                  STICHTER, RIEDEL, BLAIN & PROSSER, PA
                  110 East Madison Street, Suite 200
                  Tampa, FL 33602
                  Tel: (813) 229- 0144
                  Fax: (813) 229-1811
                  E-mail: epeterson@srbp.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 17 largest unsecured creditors is
available for free at http://bankrupt.com/misc/flmb12-02938.pdf

The petition was signed by William Maloney, chief restructuring
officer.

Affiliates that filed separate Chapter 11 petitions on Aug. 2,
2010:

        Entity                             Case No.
        ------                             --------
Odyssey Properties III, LLC                10-18713
  Assets: $10,000,001 to $50,000,000
  Debts: $10,000,001 to $50,000,000
Odyssey (III) DP XVII, LL                  10-18715
Odyssey (III) DP (III), LLC                10-18718
GPP - COBB, LLC                            10-18719
CRF - Panther IX, LLC                      10-18720
Century/AG                                 10-18721
Century (III) DP III, LLC                  10-18723
Odyssey (III) DP XI, LLC                   10-18725
Paradise Shoppes at Apollo Beach, LLC      10-18728
Walden Woods III, Ltd.                     10-18730


OFFICE DEPOT: Moody's Affirms B2 CFR, Rates New $250MM Notes B2
---------------------------------------------------------------
Moody's Investors Service affirmed the B2 Corporate Family and
Probability of Default ratings for Office Depot, Inc. ("ODP") and
changed the outlook to stable from negative. A B2 rating was also
assigned the company's proposed $250 million senior secured notes.
Moody's also affirmed the SGL-1 Speculative Grade Liquidity
Rating.

New Rating Assigned:

$250 million senior secured notes due 2019 at B2 (LGD4, 54%)

Ratings affirmed and LGD point estimates adjusted include:

Corporate Family Rating at B2

Probability of Default Rating at B2

Speculative Grade Liquidity at SGL-1

Senior unsecured notes due 2013 at Caa1 (LGD6, 96%) from Caa1
(LGD 5, 93%)

Ratings Rationale

"The change in outlook to stable reflects Moody's view that
management's recent steps to reduce costs have resulted in an
improvement in key credit metrics, and therefore an improvement in
debt protection measures," stated Moody's Senior Analyst Charlie
O'Shea.

Office Depot's B2 rating considers its credit metrics, which
remain weak, and its solid, though challenged, number two position
in the office supplies segment. The rating also considers the
difficult macroeconomic operating environment in the U.S. and
Europe, which continues to pressure operating performance, as well
as the continuing troubles the company is experiencing in
California and Florida. Moody's expects liquidity to remain very
good and remain a critical factor supporting the B2 rating.

Upward ratings momentum could develop as the company improves the
operating profitability of its North American and International
businesses, resulting in a stronger credit profile. Ratings could
be upgraded if debt/EBITDA approaches 5.0 times and EBITA/Interest
was sustained above 1.75 times, with liquidity generally
maintained at present levels. Ratings could be downgraded if
debt/EBITDA is sustained above 6 times or if EBITA/interest fell
below 1 time. Ratings could also be downgraded if liquidity were
to weaken.

On February 17, 2012, Office Depot announced that it had commenced
a cash tender offer to purchase up to $250.0 million aggregate
principal amount of its outstanding 6.25% Senior Notes due 2013.
Proceeds from the proposed senior secured notes transaction will
be utilized to finance ODP's tender offer, which expires on March
16, 2012. Moody's notes that the entire transaction is effectively
leverage-neutral.

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

Office Depot, Inc. is the second largest office supply retailer in
the U.S., with annual revenues of around $11.5 billion and 1,131
stores in North America. It also maintains a significant
commercial business which caters to companies of all sizes, as
well as a growing international business.


OFFICE DEPOT: S&P Rates $250-Mil. Senior Secured Notes at 'B-'
--------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'B-' issue-level
rating to U.S.-based Office Depot Inc.'s (B-/Stable/--) proposed
$250 million seven-year senior secured notes, which it expect to
be privately placed under rule 144A without registration rights.
The recovery rating on the proposed notes is '4', indicating that
lenders could expect average (30% to 50%) recovery in the
event of a payment default or bankruptcy.

"At close, the existing $400 million 6.25% senior unsecured notes
due August 2013 will become senior secured obligations of the
company, though we view its proposed collateral package as being
weaker than the proposed collateral package securing the new $250
million notes. The 'CCC+' rating on the existing $400 million
notes is unchanged, while the recovery rating remains '5',
indicating that lenders could expect modest (10% to 30%) recovery
in the event of a payment default or bankruptcy. The outlook is
stable," S&P said.

"We expect Office Depot to use net proceeds from the proposed $250
million note issuance to repay a portion of the existing $400
million notes. The ratings assume the transaction closes on
substantially the same terms as the company presented to us. Pro
forma for the proposed note issuance, we estimate total debt
outstanding is about $685 million," S&P said.

"Office Depot's corporate credit rating remains unchanged. The
rating reflects our opinion that Office Depot's business risk
profile is 'vulnerable', largely due to significant competition;
demand correlation with white-collar employment; the strong
bargaining power of large corporate customers; and low,
inconsistent profitability. We consider the company's financial
risk profile 'highly leveraged', including sizable lease-adjusted
debt levels and weak cash flow, partly owing to the high rent
burden associated with operating oversized stores," S&P said.

Ratings List

Office Depot Inc.
Corporate credit rating                  B-/Stable/--
$400 mil 6.25% sr unsecured notes        CCC+
   Recovery rating                        5

New Ratings

Office Depot Inc.
$250 million secured notes                B-
   Recovery rating                        4


OLD REPUBLIC: Fitch Retains Negative Watch on 'BB' IDR
------------------------------------------------------
Fitch Ratings has updated its liquidity analysis of Old Republic
International Corporation (ORI) following the publication of its
yearend 2011 10-K and annual report to shareholders.  Since Jan.
25, 2012, Fitch's rating of ORI has been on Rating Watch Negative
due to concerns related to ORI's ability to repay or refinance its
debt should acceleration occur linked to a potential breach of a
subsidiary collateral covenant.

Based on its updated analysis, Fitch believes that ORI's liquidity
is moderately tighter than previously expected, placing even
greater uncertainty on ORI's ability to fund a potential debt
acceleration.  ORI is subject to acceleration on its debt if any
of its significant subsidiaries experience bankruptcy, insolvency,
rehabilitation or reorganization.  ORI's troubled mortgage
insurance subsidiary, Republic Mortgage Insurance Company (RMIC),
is currently under an Order of Supervision, which ORI management
has reported will not trigger the covenant.

At year-end 2011, ORI reported approximately $500 million of
parent liquidity resources, comprised of $135 million of cash and
short-term investments at the parent holding company level, and
$361 million of dividends that could be upstreamed by its
insurance company subsidiaries during 2012 without prior
regulatory approval.  This is less than Fitch's earlier
expectation of approximately $730 million from these two sources.

ORI's outstanding debt is $866 million, and annual interest is
projected by Fitch to be approximately $31 million in 2012.  This
creates a potential funding shortfall of approximately $400
million in the event of acceleration.

Favorably, ORI appears to have sufficient internal liquidity to
repay its $316 million senior note, which matures May 12, 2012.
However, even without a debt acceleration, after interest and the
maturity, Fitch projects that ORI's internal liquidity would fall
slightly short of fully funding ORI's shareholder dividend, which
is estimated at $178 million in 2012.

The company reports that it is exploring numerous options to
address its liquidity needs, including a debt covenant amendment
that would remove RMIC from the definition of a significant
subsidiary, raising additional capital, or utilization of the
intra system dividend capacity.  Upward movement in ORI's rating
is highly likely if management was able to fully mitigate its
covenant/acceleration risk.

Fitch believes that ORI's holding company ratings are subject to
above-average ratings migration over the near to intermediate
term.  Such migration could include sudden, multi-notch downgrade
risk, as well as the potential for a multi-notch upgrade.

The most noteworthy multi-notch downgrade risk, as reflected in
the ongoing Rating Watch Negative, would be acceleration of ORI's
debt obligations without sufficient liquidity to meet them.  This
would result in a default, and a sharp downgrade in ORI's holding
company ratings.

Fitch notes that there may be additional sources of liquidity to
the holding company not discussed in the above analysis, such as
via inter-company transfers from non-regulated subsidiaries or
intermediate holding companies.  However, these are not specified
in ORI's yearend 10-K or annual report.

The following ratings for ORI remain on Rating Watch Negative:

Old Republic International Corp.

  -- Issuer Default Rating 'BB';
  -- $316 million 8% senior notes due May 12, 2012 'BB-';
  -- $550 million 3.75% senior notes due March 15, 2018 'BB-'.

Bituminous Casualty Corp.
Bituminous Fire & Marine Insurance Co.
Great West Casualty Co.
Old Republic Insurance Co.
Old Republic Lloyds of Texas
Old Republic General Insurance Co.
Old Republic Surety Co.
Manufacturers Alliance Insurance Co.
Pennsylvania Manufacturers' Association Insurance Co.
Pennsylvania Manufacturers Indemnity Co.
American Guaranty Title Insurance Co.
Mississippi Valley Title Insurance Co.
Old Republic National Title Insurance Co.

  -- IFS 'A-'.


PALMER LAKE: Case Summary & 19 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Palmer Lake Plaza, LLC
        6860 Shingle Creek Parkway, Suite A217
        Brooklyn Center, MN 55430

Bankruptcy Case No.: 12-11183

Chapter 11 Petition Date: March 6, 2012

Court: U.S. Bankruptcy Court
       Western District of Wisconsin (Eau Claire)

Judge: Thomas S. Utschig

Debtor's Counsel: Daniel R. Freund, Esq.
                  NEAL WOLF & ASSOCIATES, LLC
                  920 S. Farwell Street, Suite 1800
                  P.O. Box 222
                  Eau Claire, WI 54702-0222
                  Tel: (715) 832-5151
                  Fax: (715) 832-5491
                  E-mail: freundlaw@fastmail.fm

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

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

The Company's list of its 19 largest unsecured creditors is
available for free at:
http://bankrupt.com/misc/wiwb12-11183.pdf

The petition was signed by Jeffrey J. Wirth, sole member.


PATRIOT NATIONAL: Incurs $15.4 Million Net Loss in 2011
-------------------------------------------------------
Patriot National Bancorp, Inc., reported net income of $443,000 on
$6.89 million of total interest and dividend income for the three
months ended Dec. 31, 2011, compared with a net loss of $4.07
million on $8.04 million of total interest and dividend income for
the same period a year ago.

The Company reported a net loss of $15.46 million on $28.33
million of total interest and dividend income for the twelve
months ended Dec. 31, 2011, compared with a net loss of $15.40
million on $35.61 million of total interest and dividend income
during the prior year.

The Company's balance sheet at Dec. 31, 2011, showed $665.81
million in total assets, $615.26 million in total liabilities and
$50.55 million in total stockholders' equity.

"Our team's success in executing our recovery plan on schedule
allowed us to end the year with two quarters of profitability
behind us and restore the Bank to stable footing," said Michael
Carrazza, Chairman of the Board.  "Our 2012 focus is on tackling
growth in a responsible manner that supports lending in the
communities we serve and to continue increasing profitability to
more material levels."

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

                        http://is.gd/hjQ6Px

                  About Patriot National Bancorp

Stamford, Conn.-based Patriot National Bancorp, Inc. (NASDAQ:
PNBK) is the parent company of Patriot National Bank, a national
banking association headquartered in Stamford, Fairfield County,
in Connecticut.  Patriot National Bank has 19 full service
branches, 16 in Connecticut and three in New York.

   
PEMCO WORLD: 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 11:00 a.m. in
the bankruptcy case of Pemco World Air Services.  The meeting will
be held at The DoubleTree Hotel, 700 King Street, 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 Pemco World Air Services

Headquartered in Tampa, Florida Pemco World Air Services --
http://www.pemcoair.com/--  performs large jet MRO services, and
has operations in Dothan, AL (military MRO and commercial
modification), Cincinnati/Northern Kentucky (regional aircraft
MRO), and partner operations in Asia.

According to the resolution authorizing the bankruptcy filing,
Young Conaway Stargatt & Taylor, LLP has been tapped as general
bankruptcy counsel; Kirkland & Ellis LLP as special counsel for
tax and employee benefits issues; AlixPartners, LLP as financial
advisor; Bayshore Partners, LLC as investment banker; and Epiq
Bankruptcy Solutions LLC as notice and claims agent.


PINNACLE AIRLINES: Initiates Search for Successor SVP & CFO
-----------------------------------------------------------
Pinnacle Airlines Corp. has initiated a search for a successor to
Senior Vice President and Chief Financial Officer Ted Christie,
who will leave the company on March 30, 2012.  Christie has
resigned to accept the CFO position at a leading U.S. low-cost
airline.

The search for Christie's successor will begin immediately under
the supervision of Sean Menke, president and chief executive
officer of Pinnacle Airlines Corp., and the company's board of
directors.

"We appreciate Ted's contributions at Pinnacle," said Menke.  "He
has played a key role in developing our ongoing turnaround plan
and I appreciate his willingness to remain in place through the
end of the month in order to continue supporting those activities
and facilitate a smooth transition.  We respect his decision and
wish Ted good luck and continued success."

"This was a difficult decision, particularly in the midst of the
critical restructuring activities taking place at Pinnacle,"
Christie said.  "Ultimately this new role is a great opportunity
for me.  I've enjoyed working with the great team at Pinnacle
since arriving in July 2011, and I am confident that the important
work now underway will continue to move forward following my
departure."

                  About Pinnacle Airlines Corp.

Pinnacle Airlines Corp. (NASDAQ: PNCL) -- http://www.pncl.com/--
a $1 billion airline holding company with 7,800 employees, is the
parent company of Pinnacle Airlines, Inc.; Mesaba Aviation, Inc.;
and Colgan Air, Inc.  Flying as Delta Connection, United Express
and US Airways Express, Pinnacle Airlines Corp. operating
subsidiaries operate 199 regional jets and 80 turboprops on more
than 1,540 daily flights to 188 cities and towns in the United
States, Canada, Mexico and Belize.  Corporate offices are located
in Memphis, Tenn., and hub operations are located at 11 major U.S.
airports.

The Company reported $8.81 million on $938.05 million of total
operating revenue for the nine months ended Sept. 30, 2011,
compared with net income of $17.02 million on $729.13 million of
total operating revenue for the same period a year ago.

The Company's balance sheet at Sept. 30, 2011, showed $1.53
billion in total assets, $1.42 billion in total liabilities and
$112.31 million in total stockholders' equity.

The Company warned in a letter to employees in February 2012 that
it may be forced to file for Chapter 11 absent a deal with United
Airlines.

"We still have work to do to reduce our costs and we still have
work to do to make our partner agreements profitable.  Unless we
have long-term agreements in place, the best way for us to improve
our financial performance and ensure a viable future for our
company may still be the court-supervised Chapter 11 process,"
said Sean Menke, president and chief executive officer of the
Company, in the February 2012 letter.


PLUM TV: LXTV Co-Founders Acquires TV Network at Auction
--------------------------------------------------------
LXTV co-founders Joseph Varet and Morgan Hertzan announced an
agreement to purchase Plum TV, a lifestyle network reaching over 5
million of the most affluent viewers in the country across eight
markets.  The purchase of Plum, founded in 2004, follows a
bankruptcy auction in the Southern District of New York.  Hertzan
and Varet will serve as co-presidents with Hertzan based in New
York and Varet based in Los Angeles.

The new ownership group will continue the network's programming
focus on home, travel, food, and wellness.  Plum TV will operate
as a national network, expanding distribution across the country
via digital, television and out-of-home media.

Plum TV is currently distributed on cable television systems in
Miami, Aspen, Vail, Telluride, the Hamptons, Sun Valley, Nantucket
and Martha's Vineyard, at PlumTV.com, and on Plum TV's video on
demand iPhone app.

"We're thrilled to get started on our next venture," Hertzan said.
"Plum offers a great opportunity to build an international
lifestyle multi-media business and will provide platforms where
advertisers can reach the most desirable demographic in an
environment that reflects the quality and excellence of their
brands.  We have many exciting programming plans for Plum which we
will announce in the coming weeks and months."

"We plan to rapidly grow Plum TV's distribution via digital,
television, and out-of-home media," said Varet, "and expand Plum
TV as a national lifestyle network while retaining its resort
community programming and DNA.  Our vision is to bring the
compelling resort lifestyle of Plum TV's existing local
programming to a national and international audience."

"We are excited to be in business with Joseph and Morgan," said
Tom Scott, Plum's Founder and Chairman.  "We love their passion
and experience, and we believe in their vision for Plum.  This
journey has been both exhilarating and trying. I've been lucky to
have worked with some incredible people.  At the same time, I look
forward to the great future of Plum with Joseph and Morgan."

Creative Artists Agency (CAA) advised Hertzan and Varet on the
transaction and will provide advisory services to Plum TV going
forward.

The acquirers were represented by the multi-national law firm Paul
Hastings LLP.

Morgan Hertzan and Joseph Varet, former MTV executives, co-founded
LXTV, which produces and distributes lifestyle entertainment
television, online video and out-of-home programming, in 2006.
LXTV was acquired in January 2008 by the NBC-owned TV stations
division of NBCUniversal.

Hertzan and Varet have extensive experience creating dynamic, high
quality programming, and launching and managing video programming
businesses. At MTV, Hertzan conceived, launched and managed mtvU,
the nation's largest and most comprehensive television network
focused on college students and developed, with Varet, the online
video network MTV Iggy.

Following the sale of LXTV to NBCUniversal, Hertzan joined NBCU as
a Senior Vice President and General Manager of LXTV.  At NBCU he
was responsible for the development of innovative programming and
distribution models, including the placement of LXTV programming
in "out of home" media, such as New York City taxi cabs.  His
original programming for LXTV includes "Open House," which is
syndicated throughout the United States and distributed
internationally.

Varet managed business development and strategic planning for new
television and online video networks at MTV, including the
development of online video network VBS.tv. He also initiated and
helped create the MTV Games videogame publishing business. Prior
to MTV, Varet was Chief Executive Officer of the Groove Alliance,
a publisher of branded online videogames.

                        About Plum TV

Plum TV, Inc. fdba Plum TV LLC, filed a Chapter 11 petition
(Bankr. S.D.N.Y. Case No. 12-10017) on Jan. 3, 2011, in Manhattan.
Adam L. Rosen, Esq., at Silverman Acampora LLP, in Jericho, New
York, serves as counsel to the Debtor.  The Debtor estimated up to
$10 million in assets and up to $50 million in liabilities as of
Chapter 11 filing.


POTOMAC SUPPLY: Amends List of 20 Largest Unsecured Creditors
-------------------------------------------------------------
Potomac Supply Corporation filed with the Bankruptcy Court an
amended list of creditors holding the 20 largest unsecured claims
against its estate.  Potomac Xpress, LLC, and Potomac Bioenergy
Solutions, LLC, were replaced with Quarles Energy Services and
Taylor Leasing Corporation.

   Name of creditor           Nature of claim   Amount of Claim
   ----------------           ---------------   ---------------
Osmose Wood Preserving Co.
Paul Goydan
P.O. Drawer O
1016 Everee Inn Road
Griffin, GA 30224
Tel: (770) 233-4200              Trade Debt        $924,078

Flippo Lumber Corporation
Carter Flippo
P.O. Box 38
Doswell, VA 23047
Tel: (804) 876-3311              Trade Debt        $549,830

Marquette Transportation
Paul Swanson
Finance, Inc.
P.O. Box 1450
Minneapolis, MN 55485
Tel: (952) 703-7498              Trade Debt        $437,381

West Fraser                      Trade Debt        $428,041

Arbortech Forest Products, Inc.  Trade Debt        $341,979

Weyerhaeuser ? Contract Loads    Trade Debt        $189,435

Elliot Sawmilling Company, Inc.  Trade Debt        $171,504

True North Sales LLC             Trade Debt        $156,071

Chips, Inc. Clark Diehl          Trade Debt        $144,836

Gypsum Express, Ltd.             Trade Debt        $135,911

Primary Packaging, Inc.          Trade Debt        $123,400

Chester Wood Products, LLC       Trade Debt        $117,046

Viance, LLC                      Trade Debt         $70,351

Alvarez & Marsal, LLC            Trade Debt         $69,204

Ball Lumber Company, Inc.        Trade Debt         $68,541

Carter Machinery Company, Inc.   Trade Debt         $66,900

Motion Industries, Inc.          Trade Debt         $64,059

Amandus Kahl GmbH & Co.          Trade Debt         $59,283

Quarles Energy Services          Trade Debt         $48,772

Taylor Leasing Corporation       Trade Debt         $47,542

                    About Potomac Supply Corp.

Kinsale, Virginia-based building-supply manufacturer Potomac
Supply Corporation filed for Chapter 11 bankruptcy (Bankr. E.D.
Va. Case No. 12-30347) on Jan. 20, 2012, estimating assets and
debts of $10 million to $50 million.  Potomac in mid-January
announced it was suspending manufacturing operations in Kinsale
after its lender refused to provide financing without additional
investment.  Judge Douglas O. Tice, Jr. presides over the case.
Patrick J. Potter, Esq. -- patrick.potter@pillsburylaw.com and
Jerry Lane Hall, Esq. -- jerry.hall@pillsburylaw.com at Pillsbury
Winthrop Shaw Pittman LLP, in Washington, D.C., serve as the
Debtor's bankruptcy counsel.  The petition was signed by William
T. Carden, Jr., chief executive officer.


PRESTIGE TELECOM: 71% of Creditors Approve BIA Proposal
-------------------------------------------------------
Prestige Telecom Inc. disclosed that at the meeting of its
creditors which took place on March 6, 2012, the statutory
majority of creditors approved the proposal submitted by Prestige
pursuant to the Bankruptcy and Insolvency Act, in a proportion of
71% in numbers and 81% in value of the creditors who have filed a
proof of claim and voted on the proposal.

Prestige had submitted a proposal to its creditors on February 15,
2012 under BIA.  The proposal involves the acceptance of an offer
from 7922825 Canada Inc. ("Netricom"), the affiliate of Thornhill
Investments Inc. that purchased the Company's assets, which would
valorize the Company's tax attributes.  The offer contemplates
Netricom becoming the Company's sole shareholder in return of a
cash consideration equivalent to $400,000, less the professional
fees incurred in order to complete the transaction, subject to a
minimum cash consideration of $100,000.

Pursuant to the proposal, Prestige's share capital shall be
reorganized in such a manner as to allow Netricom to be the sole
shareholder of Prestige.  Moreover, in full and final satisfaction
of their claims, creditors will be given the opportunity to share
in a limited cash pool comprised of cash on hand and proceeds from
the Netricom transaction.

Following the approval of the proposal by its creditors, Prestige
will now seek a final order from the Court approving the proposal
and authorizing the reorganization of Prestige's share capital as
stated above pursuant to section 191 of the Canada Business
Corporations Act at the latest by April 15, 2012.  Prestige
intends to make an application to the securities regulatory
authorities to revoke its reporting issuer status following the
foregoing transactions.

                     About Prestige Telecom

Headquartered in Quebec, Canada, Prestige Telecom Inc. was engaged
in construction, engineering, equipment supply, refurbishing and
installation of telecom wireless application and telephone
exchanges and is also engaged in designing, mapping and laying
cable for telecom and cable industries.

In November 2011, Prestige Telecom, Inc., filed with the Office of
the Superintendent of Bankruptcy a notice of intention to submit a
proposal to its creditors pursuant to the Bankruptcy and
Insolvency Act ( Canada ), appointing Raymond Chabot Inc. as
trustee.  Prestige has taken this action in connection with the
receipt from its main lender and secured creditor, Canadian
Imperial Bank of Commerce (CIBC), of a prior notice of its
intention to enforce its secured rights over all or substantially
all of the Company's assets in accordance with section 244 of the
Bankruptcy and Insolvency Act.


PRINCIPI FAMILY: Voluntary Chapter 11 Case Summary
--------------------------------------------------
Debtor: Principi Family Properties, LLC
        4 Shellfisher Road
        Southold, NY 11791

Bankruptcy Case No.: 12-71312

Chapter 11 Petition Date: March 6, 2012

Court: U.S. Bankruptcy Court
       Eastern District of New York (Central Islip)

Judge: Robert E. Grossman

Debtor's Counsel: Fred S. Kantrow, Esq.
                  THE LAW OFFICES OF AVRUM J. ROSEN, PLLC
                  38 New Street
                  Huntington, NY 11743
                  Tel: (631) 423-8527
                  Fax: (631) 423-4536
                  E-mail: fkantrow@avrumrosenlaw.com

Scheduled Assets: $2,950,000

Scheduled Liabilities: $2,174,029

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

The petition was signed by Richard J. Principi, Jr., managing
member.

Affiliates that filed separate Chapter 11 petitions:

        Entity                        Case No.
        ------                        --------
Amagansett Commons, LLC               11-73928
Amagansett Family Farm, Inc.          11-73929
Ocean Vine, Inc.                      11-73930


PROTECTION ONE: Moody's Affirms 'B2' CFR, Rates New Facility 'B1'
-----------------------------------------------------------------
Moody's Investors Service affirmed Protection One, Inc.'s B2
corporate family rating and probability of default rating. Moody's
also assigned a B1 rating to the company's proposed senior secured
credit agreement, consisting of a $25 million revolving credit
facility due 2017 and a $520 million term loan due 2019. The
ratings outlook remains stable.

Ratings assigned:

Proposed $25 million senior secured revolving credit facility
due 2017 at B1 (LGD3, 35%);

Proposed $520 million senior secured term loan due 2019 at B1
(LGD3, 35%).

Ratings affirmed:

Corporate family rating at B2;

Probability of default rating at B2.

Ratings affirmed and to be withdrawn at transaction closing:

Senior secured revolving credit facility due 2015 at B1 (LGD3,
34%);

Senior secured term loan due 2016 at B1 (LGD3, 34%).

Ratings Rationale

Proceeds from the proposed credit facility combined with $55
million of additional mezzanine senior subordinated notes due 2020
(unrated) will be used to refinance existing bank debt, pay an
approximately $224 million dividend, and to cover accrued interest
and other fees and expenses. Total balance sheet debt would
increase to approximately $729 million from $490 million as of
December 31, 2011.

The B2 rating reflects Protection One's aggressive financial
policy as the proposed transaction removes a large portion of the
equity (approximately $224 million of $348 million) that was
originally infused at the time of the leveraged buyout in 2010.
However, the rating derives support from Moody's expectation that
the company's pro forma interest coverage metrics and free cash
flow to debt ratio (including Moody's standard analytical
adjustments and adjusting for the proposed transaction) will
remain consistent with the B2 ratings category. Specifically,
Moody's expects EBITDA less capex to interest in excess of 1.5
times and free cash flow as percentage of debt in the mid-single
digit range over the next 12 to 18 months, which is supportive of
the rating. The company's pro forma debt to EBITDA increases to
7.0 times from 4.8 times for the twelve months ended September 30,
2011 (assumes that amortization of deferred customer acquisition
costs is expensed at $25 million annually). In Moody's opinion,
the company will modestly grow its EBITDA and apply excess free
cash flow to debt reduction such that debt to EBITDA declines to
about 6.5 times over the next 12 to 18 months.

The stable ratings outlook reflects Moody's expectation that
Protection One's revenue and earnings will modestly improve, RMR
will gradually increase through expansion of commercial accounts
and stability in residential accounts, and that the company will
generate positive free cash flow that is applied to debt reduction
such that leverage improves from initial pro forma levels.

The ratings could be downgraded if operating performance weakens
and/or RMR deteriorates (triggered by increased attrition and/or a
decrease in new customer contracts) such that debt to EBITDA
exceeds 7.0 times, EBITDA less capex to interest falls below 1.5
times, free cash flow falls to the low single digits as a
percentage of debt, and/or liquidity weakens. A material
acquisition and/or another shareholder enhancing event that
increases leverage could also pressure the ratings.

Given Protection One's high financial leverage, Moody's does not
anticipate upwards rating pressure. However, the ratings can be
upgraded if the company improves its RMR and earnings such that
debt to EBITDA is reduced below 5.0 times and EBITDA less capex to
interest exceeds 2.0 times.

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

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

Headquartered in Lawrence, Kansas, Protection One, Inc. provides
security alarm monitoring services, which include sales,
installation and related servicing of security alarm systems for
residential and business customers. The company reported revenues
of approximately $341 million for the twelve months ended
September 30, 2011.


QUALITY DISTRIBUTION: Reports $23.4 Million Net Income in 2011
--------------------------------------------------------------
Quality Distribution, Inc., filed with the U.S. Securities and
Exchange Commission its annual report on Form 10-K disclosing net
income of $23.43 million on $745.95 million of total operating
revenues for the year ended Dec. 31, 2011, compared with a net
loss of $7.40 million on $686.59 million of total operating
revenues during the prior year.

The Company's balance sheet at Dec. 31, 2011, showed $302.39
million in total assets, $408.58 million in total liabilities and
a $106.18 million total shareholders' deficit.

                        Bankruptcy Warning

The Company had consolidated indebtedness and capital lease
obligations, including current maturities, of $307.1 million as of
Dec. 31, 2011.  The Company must make regular payments under the
New ABL Facility and its capital leases and semi-annual interest
payments under its 2018 Notes.

The New ABL Facility matures August 2016.  However, the maturity
date of the New ABL Facility may be accelerated if the Company
defaults on its obligations.  If the maturity of the New ABL
Facility or such other debt is accelerated, the Company does not
believe that it will have sufficient cash on hand to repay the New
ABL Facility or such other debt or, unless conditions in the
credit markets improve significantly, that the Company will be
able to refinance the New ABL Facility or such other debt on
acceptable terms, or at all.  The failure to repay or refinance
the New ABL Facility or such other debt at maturity will have a
material adverse effect on the Company's business and financial
condition, would cause substantial liquidity problems and may
result in the bankruptcy of the Company or its subsidiaries.  Any
actual or potential bankruptcy or liquidity crisis may materially
harm the Company's relationships with its customers, suppliers and
independent affiliates.

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

                       http://is.gd/6wTC7N

                     About Quality Distribution

Quality Distribution, LLC, and its parent holding company, Quality
Distribution, Inc., are headquartered in Tampa, Florida.  The
company is a transporter of bulk liquid and dry bulk chemicals.
The company's 2010 revenues are approximately $686 million.
Apollo Management, L.P., owns roughly 30% of the common stock of
Quality Distribution, Inc.

                          *     *     *

As reported by the Troubled Company Reporter on Feb. 18, 2011,
Moody's Investors Service said the $38 million public offering of
4 million shares of Quality Distribution's common stock on Feb. 9,
2011, does not affect Quality's 'Caa1' corporate family and
probability of default ratings with a positive outlook.  However,
Moody's notes that the intended debt reduction at par from $17.5
million of the proceeds would be viewed favorably.

In the Nov. 8, 2010 edition of the TCR, Standard & Poor's Ratings
Services said that it has raised its corporate credit ratings on
U.S.-based Quality Distribution Inc. to 'B' from 'B-'.  S&P also
removed the ratings from CreditWatch, where S&P had placed them
with positive implications on Oct. 28, 2010, following the launch
of the bond offering.  The outlook is stable.

"The rating action reflects the improvement in Quality
Distribution's financial profile after completing its
refinancing," said Standard & Poor's credit analyst Anita Ogbara.
"Following the transaction, S&P expects Quality Distribution to
benefit from lower interest expense, improved cash flow adequacy,
and a substantial reduction in debt maturities over the next few
years."


QUALITY DISTRIBUTION: To Offer 5 Million Shares of Common Stock
---------------------------------------------------------------
Quality Distribution, Inc., announced the launch of a public
offering of approximately 5,000,000 shares of its common stock.
Quality is offering for sale to the public 2,500,000 shares of its
common stock and certain affiliates of Apollo Management, L.P.,
are offering for resale to the public approximately 2,500,000
shares of Quality's common stock owned by them.  Apollo will grant
to the underwriters of the common stock offering an option to
purchase up to 750,000 additional shares of common stock.  Quality
intends to use the net proceeds from the sale of shares in this
offering for general corporate purposes, including potential
acquisitions.  Quality may also elect to redeem a portion of its
second-priority senior secured notes due 2018.  Pending such use
of proceeds, Quality will reduce the amounts owing under its ABL
facility.  Quality will not receive any proceeds from the sale of
the shares by the selling stockholders in this offering.

The offering will be made under Quality's registration statement
on Form S-3 filed with the Securities and Exchange Commission.
Goldman, Sachs & Co., J.P., Morgan Securities LLC, BofA Merrill
Lynch and Credit Suisse Securities (USA) LLC are acting as joint
bookrunning managers for the offering.  The co-managers for the
offering are SunTrust Robinson Humphrey, Inc., BB&T Capital
Markets, a division of Scott & Stringfellow, LLC, RBC Capital
Markets, LLC, Apollo Global Securities, LLC, Avondale Partners and
Sterne, Agee & Leach, Inc.

                   About Quality Distribution

Quality Distribution, LLC, and its parent holding company, Quality
Distribution, Inc., are headquartered in Tampa, Florida.  The
company is a transporter of bulk liquid and dry bulk chemicals.
The company's 2010 revenues are approximately $686 million.
Apollo Management, L.P., owns roughly 30% of the common stock of
Quality Distribution, Inc.

The Company reported net income of $23.43 million on $745.95
million of total operating revenues for the year ended Dec. 31,
2011, compared with a net loss of $7.40 million on $686.59 million
of total operating revenues during the prior year.

The Company's balance sheet at Dec. 31, 2011, showed $302.39
million in total assets, $408.58 million in total liabilities and
a $106.18 million total shareholders' deficit.

                         Bankruptcy Warning

The Company had consolidated indebtedness and capital lease
obligations, including current maturities, of $307.1 million as of
Dec. 31, 2011.  The Company must make regular payments under the
New ABL Facility and its capital leases and semi-annual interest
payments under its 2018 Notes.

The New ABL Facility matures August 2016.  However, the maturity
date of the New ABL Facility may be accelerated if the Company
defaults on its obligations.  If the maturity of the New ABL
Facility or such other debt is accelerated, the Company does not
believe that it will have sufficient cash on hand to repay the New
ABL Facility or such other debt or, unless conditions in the
credit markets improve significantly, that the Company will be
able to refinance the New ABL Facility or such other debt on
acceptable terms, or at all.  The failure to repay or refinance
the New ABL Facility or such other debt at maturity will have a
material adverse effect on the Company's business and financial
condition, would cause substantial liquidity problems and may
result in the bankruptcy of the Company or its subsidiaries.  Any
actual or potential bankruptcy or liquidity crisis may materially
harm the Company's relationships with its customers, suppliers and
independent affiliates.

                          *     *     *

As reported by the Troubled Company Reporter on Feb. 18, 2011,
Moody's Investors Service said the $38 million public offering of
4 million shares of Quality Distribution's common stock on Feb. 9,
2011, does not affect Quality's 'Caa1' corporate family and
probability of default ratings with a positive outlook.  However,
Moody's notes that the intended debt reduction at par from $17.5
million of the proceeds would be viewed favorably.

In the Nov. 8, 2010 edition of the TCR, Standard & Poor's Ratings
Services said that it has raised its corporate credit ratings on
U.S.-based Quality Distribution Inc. to 'B' from 'B-'.  S&P also
removed the ratings from CreditWatch, where S&P had placed them
with positive implications on Oct. 28, 2010, following the launch
of the bond offering.  The outlook is stable.

"The rating action reflects the improvement in Quality
Distribution's financial profile after completing its
refinancing," said Standard & Poor's credit analyst Anita Ogbara.
"Following the transaction, S&P expects Quality Distribution to
benefit from lower interest expense, improved cash flow adequacy,
and a substantial reduction in debt maturities over the next few
years."


R.E. LOANS: Wells Fargo Argues Venue Transfer Not Necessary
-----------------------------------------------------------
Wells Fargo Capital Finance, LLC, formerly known as Wells Fargo
Foothill, LLC filed with the U.S. Bankruptcy Court for the
Northern District of Texas its objection to the Class Plaintiffs'
motion to transfer venue of R.E. Loans, LLC, et al.'s Chapter 11
case.

As reported in the Troubled Company Reporter on Feb. 14, 2012,
Gordon Noble and Arlene Dea Deeley, in their capacity for
Plaintiffs in the pending civil action entitled Noble, et al v.
B-4 Partners, LLC, et al, and as creditors in the Chapter 11 cases
of the Debtors, asked the Court to transfer venue from this Court
to the U.S. Bankruptcy Court for the Northern District of
California, Oakland Division.

Wells Fargo asserts that, among other things:

   -- venue in this Court is proper;

   -- the noble plaintiffs bear the burden of proving that the
Texas cases must be transferred;

   -- the venue transfer motion is untimely, significantly, the
venue transfer motion was filed nearly five months after the
commencement of the Texas Cases; and

   -- keeping the Texas Cases in this Court promotes the economic
and efficient administration of the estates.

According to Wells Fargo, the venue transfer motion incorrectly
suggests that the noteholders' claims will be "valued and reduced,
possibly subordinated, or disallowed entirely, all by pending
objections and plan terms" and that "[i]n order to avoid losing
their claims altogether by default, noteholders will be compelled
to actively participate, retain counsel and travel repeatedly to
Dallas, Texas in order to defend their claims against multiple
assaults."

Wells Fargo is represented by:

         David Weitman, Esq.
         John E. Garda, Esq.
         K&L GATES LLP
         1717 Main Street, Suite 2800
         Dallas, TX 75201
         Tel: (214) 939-5500
         Fax: (214) 939-6100
         E-mails: John.Garda@klgates.com

                         About R.E. Loans

R.E. Loans, LLC, was, for many years, in the business of providing
financing to home builders and developers of real property.  R.E.
Future LLC and Capital Salvage own the real property obtained
following foreclosure proceedings initiated by R.E. Loans against
its borrowers.  R.E. Loans is the sole shareholder of Capital
Salvage and the sole member of R.E. Future.  B-4 Partners LLC is
the sole member of R.E. Loans.  As a result of the multiple
defaults by R.E. Loans' borrowers, R.E. Loans has transitioned
from being a lender to becoming a property management company.

Lafayette, California-based R.E. Loans, R.E. Future and Capital
Salvage filed for Chapter 11 bankruptcy (Bankr. N.D. Tex. Case
Nos. 11-35865, 11-35868 and 11-35869) on Sept. 13, 2011.  Judge
Barbara J. Houser presides over the case.  Stutman, Treister &
Glatt Professional Corporation, in Los Angeles, and Gardere, Wynne
Sewell LLP, in Dallas, represent the Debtors as counsel.  James A.
Weissenborn at Mackinac serves as R.E. Loans' chief restructuring
officer.  The Debtors tapped Hines Smith Carder as their
litigation and outside general counsel.  The Debtors tapped
Alixpartners, LLP as noticing agent, and Latham & Watkins LLP as
special counsel in real estate matters.  R.E. Loans disclosed
$713,622,015 in assets and $886,002,786 in liabilities as of the
Chapter 11 filing.

Akin Gump Strauss Hauer & Feld LLP, in Dallas, represents
the Official Committee of Note Holders as counsel.


REAL MEX: Court OKs Sale of Substantially All Assets to RM Opco
---------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware authorized
Real Mex Restaurants, Inc., to sell substantially all of their
assets to RM Opco, LLC.

Pursuant to the Jan. 27, 2012 purchase agreement, the purchaser
made a written offer for the purchase of the assets comprised of:
(i) an $80,000 credit bid, (ii) approximately $53,569,000 in cash,
and (iii) the assumption of the assumed liabilities.

In a Feb. 3, auction for the assets, the purchase agreement
constituted the highest or best offer for the assets and will
provide greater recovery for the Debtors' estates than would be
provided by any other available alternative.

                         About Real Mex

Based in Cypress, California, Real Mex Restaurants, Inc., owns and
operates restaurants, primarily through its major subsidiaries El
Torito Restaurants, Inc., Chevys Restaurants, LLC, and Acapulco
Restaurants, Inc.  It has 178 restaurants, with 149 in California.
There are also 30 franchised locations. It acquired Chevys Inc.
for $90 million through confirmation of Chevy's Chapter 11 plan in
2004.

Real Mex Restaurants and 16 of its affiliates filed for Chapter 11
bankruptcy protection (Bankr. D. Del. Case Nos. 11-13122 to 11-
13138) on Oct. 4, 2011.  Judge Brendan Linehan Shannon oversees
the case.  Judge Peter Walsh was initially assigned to the case.

The Debtors are represented by Mark Shinderman, Esq., Fred
Neufeld, Esq., and Haig M. Maghakian, Esq., at Milbank, Tweed,
Hadley & McCloy LLP; and Laura Davis Jones, Esq., and Curtis A.
Helm, Esq., at Pachulski Stang Ziehl & Jones LLP as counsel.  The
Debtors' financial advisors are Imperial Capital, LLC.  The
Debtors' claims, noticing, soliciting and balloting agent is Epiq
Bankruptcy Solutions, LLC.

Assets are $272.2 million while debt totals $250 million,
according to the Chapter 11 petition.  The petitions were signed
by Richard P. Dutkiewiez, chief financial officer and executive
vice president.

Counsel to GE Capital Corp., the DIP Agent and the Prepetition
First Lien Secured Agent, are Jeffrey G. Moran, Esq., and Peter P.
Knight, Esq., at Latham & Watkins LLP; and Kurt F. Gwynne, Esq.,
at Reed Smith LLP as counsel.

Counsel to the Prepetition Secured Second Lien Trustee are Mark F.
Hebbeln, Esq., and Harold L. Kaplan, Esq., at Foley & Lardner LLP.

Counsel to the Majority Prepetition Second Lien Secured
Noteholders are Adam C. Harris, Esq., and David M. Hillman, Esq.,
at Schulte Roth & Zabel LLP; and Russell C. Silberglied, Esq., at
Richards Layton & Finger.

Z Capital Management LLC, which holds nearly 70% of the Opco term
loan, is represented by Derek C. Abbott, Esq., and Chad A. Fights,
Esq., at Morris Nichols Arsht & Tunnell LLP; and Lee R. Bogdanoff,
Esq., and Whitman L. Holt, Esq., at Klee Tuchin Bogdanoff & Stern
LLP.


REALOGY CORP: Files Form 10-K, Incurs $439-Mil. Net Loss in 2011
----------------------------------------------------------------
Realogy Corporation filed with the U.S. Securities and Exchange
Commission an annual report on Form 10-K disclosing a net loss of
$439 million on $4.09 billion of net revenues in 2011, a net loss
of $97 million on $4.09 billion of net revenues in 2010, and a net
loss of $260 million on $3.93 billion of net revenues in 2009.

The Company's balance sheet at Dec. 31, 2011, showed $7.81 billion
in total assets, $9.31 billion in total liabilities and a $1.50
billion total deficit.

                        Bankruptcy Warning

In the Form 10-K the compoany said that if it cannot make
scheduled payments on its debt, the Company will be in default
and, as a result:

   -- the Company's debt holders could declare all outstanding
      principal and interest to be due and payable;

   -- the lenders under the Company's senior secured credit
      facility could terminate their commitments to lend the
      Company money and foreclose against the assets securing
      their borrowings; and

   -- the Company could be forced into bankruptcy or liquidation.

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

                        http://is.gd/42jyGs

                        About Realogy Corp.

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

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

                           *    *     *

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

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


REALOGY CORP: Apollo Funds, et al., to Resell $2.1-Bil. Shares
--------------------------------------------------------------
Realogy Corporation issued $2,110,241,196 aggregate principal
amount of 11.00% Convertible Senior Subordinated Notes due 2018,
consisting of:

   (i) $1,143,706,000 aggregate principal amount of 11.00% Series
       A Convertible Senior Subordinated Notes due 2018;

  (ii) $291,424,196 aggregate principal amount of 11.00% Series B
       Convertible Senior Subordinated Notes due 2018; and

(iii) $675,111,000 aggregate principal amount of 11.00% Series C
       Convertible Senior Subordinated Notes due 2018 on Jan. 5,
       2011, in connection with Realogy's private debt exchange
       offers.

The Series A Convertible Notes, Series B Convertible Notes and
Series C Convertible Notes were issued under the same indenture,
dated as of Jan. 5, 2011, by and among, Realogy, Domus Holdings
Corp., Realogy's indirect parent corporation, the note guarantors
party thereto and The Bank of New York Mellon Trust Company, N.A.,
as trustee, and are treated as a single class for substantially
all purposes under the indenture.

This prospectus will be used by Apollo Funds, Henry R. Silverman,
Richard A. Smith, et al., to resell their notes up to a total
principal amount of $2,110,241,196 and the Class A Common Stock of
Holdings, par value $0.01 per share, issuable upon conversion of
the notes.  The Company is registering the offer and sale of the
notes up to a total principal amount of $2,110,241,196 and the
shares of Class A Common Stock issuable upon conversion of the
notes to satisfy registration rights the Company has granted.

The Series A Convertible Notes bear interest at a rate of 11.00%
per annum.  The Series B Convertible Notes bear interest at a rate
of 11.00% per annum.  The Series C Convertible Notes bear interest
at a rate of 11.00% per annum.  Interest is payable semi-annually
to holders of record at the close of business on April 1 and
October 1 immediately preceding the interest payment dates of
April 15 and October 15 of each year.

The notes are guaranteed on an unsecured senior subordinated basis
by each of Realogy's U.S. direct or indirect restricted
subsidiaries that is a guarantor under the 13.375% Senior
Subordinated Notes.  Subject to certain exceptions, any subsidiary
that in the future guarantees the 13.375% Senior Subordinated
Notes will also guarantee the notes.  Holdings also guarantees the
notes on an unsecured junior subordinated basis.

The notes are convertible into Class A Common Stock at any time
prior to April 15, 2018.  Every $1,000 aggregate principal amount
of Series A Convertible Notes or Series B Convertible Notes is
convertible into 975.6098 shares of Class A Common Stock, which is
equivalent to an initial conversion price of approximately $1.025
per share, and every $1,000 aggregate principal amount of Series C
Convertible Notes is convertible into 926.7841 shares of Class A
Common Stock, which is equivalent to an initial conversion price
of approximately $1.079 per share, in each case subject to
adjustments under certain conditions as set forth in the
indenture.

Upon the occurrence of a Qualified Public Offering, and at any
time thereafter, Realogy may, at its option, redeem the notes, in
whole or in part, at a redemption price, payable in cash, equal to
90% of the principal amount of the notes to be redeemed plus
accrued and unpaid interest thereon to, but not including, the
redemption date.  If Realogy undergoes a Change of Control, it
must offer to repurchase the notes at 101% of the principal
amount, plus accrued and unpaid interest and additional interest,
if any, to the repurchase date.

The Company is not selling any notes or shares of Class A Common
Stock pursuant to this prospectus and will not receive any
proceeds from sales of the securities registered herein by the
selling securityholders.  The selling securityholders may sell all
or a portion of their notes and the Class A Common Stock issuable
upon conversion thereof from time to time in market transactions,
in negotiated transactions or otherwise, and at prices and on
terms that will be determined by the prevailing market price or at
negotiated prices.

The offering price is between $1.00 to $2.00 per share of Class A
Common Stock.

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

                        http://is.gd/OJQzed

                        About Realogy Corp.

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

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

The Company reported a net loss of $439 million in 2011, a net
loss of $97 million in 2010, and a net loss of $260 million in
2009.

The Company's balance sheet at Dec. 31, 2011, showed $7.81 billion
in total assets, $9.31 billion in total liabilities and a $1.50
billion total deficit.

                           *     *     *

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

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


ROLLING WATERS: Case Summary & Largest Unsecured Creditor
---------------------------------------------------------
Debtor: Rolling Waters, LLC
        1395 Old Philadlephia Rd.
        Jasper, GA 30143

Bankruptcy Case No.: 12-20879

Chapter 11 Petition Date: March 5, 2012

Court: United States Bankruptcy Court
       Northern District of Georgia (Gainesville)

Judge: Robert Brizendine

Debtor's Counsel: William C. McCurdy, Jr., Esq.
                  WILLIAM C. MCCURDY, JR., LLC
                  12 North Main Street
                  Jasper, GA 30143
                  Tel: (706) 253-7701
                  E-mail: lawoffice@mccurdylaw.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
------                   ---------------        ------------
Pickens County Tax                               $100,000
Commisioner
1266 E. Church St
Jasper, GA 30143

The petition was signed by William Lee Newton, manager.


RYLAND GROUP: Raises Age Limit for Directors to 72
--------------------------------------------------
In accordance with Section 7.07 of the Bylaws of The Ryland Group,
Inc., the Board of Directors approved, at a meeting held on
Feb. 29, 2012, an Amendment to Section 2.03 of the Bylaws raising
the maximum age to 72 at which a Director can no longer stand for
election to the Board.  Previously, the maximum age was 70.

                         About Ryland Group

Headquartered in Calabasas, California, The Ryland Group, Inc.
(NYSE: RYL) -- http://www.ryland.com/-- is one of the nation's
largest homebuilders and a leading mortgage-finance company.
Since its founding in 1967, Ryland has built more than 285,000
homes and financed more than 240,000 mortgages.  The Company
currently operates in 15 states and 19 homebuilding divisions
across the country and is listed on the New York Stock Exchange
under the symbol "RYL."

The Company reported a net loss of $50.75 million in 2011, a net
loss of $85.14 million in 2010, and a net loss of $162.47 million
in 2009.

The Company's balance sheet at Dec. 31, 2011, showed $1.57 billion
in total assets, $1.09 billion in total liabilities and
$483.91 million in total equity.

                           *     *     *

As reported by the Troubled Company Reporter on June 21, 2010,
Fitch Ratings has affirmed Ryland Group, Inc.'s ratings -- Issuer
Default Rating at 'BB'; and Senior unsecured debt at 'BB'.  The
Rating Outlook has been revised to Stable from Negative.

Ryland Group carries Moody's "Ba3" corporate family rating, "Ba3"
probability of default rating, "Ba3" senior unsecured notes
rating, and "SGL-2" speculative grade liquidity rating.  Ryland
Group carries Standard & Poor's Ratings Services' 'BB-' corporate
credit and senior unsecured note ratings.

In the Sept. 14, 2011, edition of the TCR, Fitch Ratings has
downgraded its ratings for Ryland Group, Inc., including the
company's Issuer Default Rating (IDR) to 'BB-' from
'BB'.  The Rating Outlook has been revised to Negative from
Stable.

The downgrade in RYL's IDR and senior unsecured ratings reflects
the still very challenging U.S. housing market which is likely
bouncing on the bottom, following a massive cyclical correction.
With the recent softening in the economy and lowered economic
growth expectations for 2011 and 2012, the environment may at best
only support a relatively modest recovery in housing metrics over
the next year and a half.  Moreover, RYL's underperformance
relative to its peers in certain operational and financial
categories during recent quarters, and its slimming cash position
penalizes the ratings and influences the Outlook.


SAN ANTONIO: Case Summary & 3 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: San Antonio Hillcrest, LLC
        1115 S. Main, Suite 300
        Cedar City, UT 84720

Bankruptcy Case No.: 12-50763

Chapter 11 Petition Date: March 5, 2012

Court: United States Bankruptcy Court
       Western District of Texas (San Antonio)

Judge: Ronald B. King

Debtor's Counsel: Dean William Greer, Esq.
                  2929 Mossrock, Suite 117
                  San Antonio, TX 78230
                  Tel: (210) 342-7100
                  Fax: (210) 342-3633
                  E-mail: dwgreer@sbcglobal.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 three largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/txwb12-50763.pdf

The petition was signed by Joseph R. Schoney, manager.


SEQUENOM INC: Faces Infringement Complaint in Texas
---------------------------------------------------
Sequenom, Inc., and its wholly-owned subsidiary Sequenom Center
for Molecular Medicine, LLC, were named as defendants in a
complaint filed by plaintiffs ArcticDx, Inc., ArcticAx, Inc., and
ArcticAx US Ltd. in the United States District Court for the
Eastern District of Texas.  In the complaint:

    (i) ArcticDx alleges that the Company and Sequenom CMM, by
        performing its RetnaGene AMD (age-related macular
        degeneration) laboratory developed test have and continue
        to infringe U.S. Patent No. 8,114,592, which ArcticDx has
        exclusively licensed from the Cambridge Enterprise
        Limited;

   (ii) Arctic seeks a judicial declaration that activities
        related to its Macula Risk genetic test for the indication
        of individuals with genetic risk for AMD do not directly
        or indirectly infringe any claim of U.S. Patent No.
        8,053,190, U.S. Patent No. 7,867,727, U.S. Patent No.
        7,695,909, U.S. Patent No. 7,351,524, and U.S. Patent No.
        8,088,579, all of which the Company has exclusively
        in-licensed from Optherion, Inc.; and

  (iii) Arctic seeks a judicial declaration that the claims of the
       '190 Patent, the '727 Patent, the '909 Patent, the '524
        Patent and the '579 Patent are invalid for failure to
        comply with the requirements of the patent laws of the
        United States.

The Company intends to vigorously defend against the judicial
declarations sought and allegations of infringement set forth in
the complaint.

                          About Sequenom

Sequenom, Inc. (NASDAQ: SQNM) -- http://www.sequenom.com/-- is a
life sciences company committed to improving healthcare through
revolutionary genetic analysis solutions.  Sequenom develops
innovative technology, products and diagnostic tests that target
and serve discovery and clinical research, and molecular
diagnostics markets.  The company was founded in 1994 and is
headquartered in San Diego, California.

Sequenom reported a net loss of $120.85 million in 2010 and a
net loss of $71.01 million in 2009.  The Company also reported a
net loss of $51.98 million for the nine months ended
Sept. 30, 2011.

The Company's balance sheet at Sept. 30, 2011, showed
$152.99 million in total assets, $42.13 million in total
liabilities and $110.85 million in total stockholders' equity.

Ernst & Young LLP of San Diego, California, in its audit report
attached to the 2010 financial statements, did not include a going
concern qualification for Sequenom.  E&Y, in its report on the
2009 results, expressed substantial doubt against Sequenom's
ability as a going concern, noting that the Company "has incurred
recurring operating losses and does not have sufficient working
capital to fund operations through 2010."


SINCLAIR BROADCAST: Reports $76.1 Million Net Income in 2011
------------------------------------------------------------
Sinclair Broadcast Group, Inc., filed with the U.S. Securities and
Exchange Commission its annual report on Form 10-K disclosing net
income of $76.11 million on $765.28 million of total revenues for
the year ended Dec. 31, 2011, compared with net income of
$75.04 million on $767.64 million of total revenues during the
prior year.

The Company's balance sheet at Dec. 31, 2011, showed $1.57 billion
in total assets, $1.68 billion in total liabilities, and a
$111.36 million in total deficit.

The Company said in the report that any insolvency or bankruptcy
proceeding relating to Cunningham, one of its LMA partners, would
cause a default and potential acceleration under a Bank Credit
Agreement and could, potentially, result in Cunningham's rejection
of the Company's seven LMAs with Cunningham, which would
negatively affect the Company's financial condition and results of
operations.

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

                        http://is.gd/6DCHij

                      About Sinclair Broadcast

Based in Baltimore, Maryland, Sinclair Broadcast Group, Inc.
(Nasdaq: SBGI) -- http://www.sbgi.net/-- one of the largest and
most diversified television broadcasting companies, currently owns
and operates, programs or provides sales services to 58 television
stations in 35 markets.  The Company's television group reaches
roughly 22% of U.S. television households and includes FOX,
ABC, CBS, NBC, MNT, and CW affiliates.

                           *     *     *

As reported by the TCR on Feb. 24, 2011, Standard & Poor's Ratings
Services raised its corporate credit rating on Hunt Valley, Md.-
based TV broadcaster Sinclair Broadcast Group Inc. to 'BB-' from
'B+'.  The rating outlook is stable.  "The 'BB-' rating on
Sinclair reflects S&P's expectation that the company could keep
its lease-adjusted debt to EBITDA below historical levels
throughout the election cycle, absent a reversal of economic
growth, meaningful debt-financed acquisitions, or significant
shareholder-favoring measures," explained Standard & Poor's credit
analyst Deborah Kinzer.

Moody's raised its ratings for Sinclair Broadcast Group, Inc., and
subsidiary Sinclair Television Group, Inc., including the
Corporate Family Rating and Probability-of-Default Rating, each to
Ba3 from B1, and the ratings for individual debt instruments,
concluding its review for possible upgrade as initiated on
Aug. 5, 2010.  Moody's also assigned a B2 (LGD 5, 87%) rating to
the proposed $250 million issuance of Senior Unsecured Notes due
2018 by STG.  The Speculative Grade Liquidity Rating remains
unchanged at SGL-2.  The rating outlook is now stable.

As reported by the Troubled Company Reporter on Feb. 24, 2011,
Standard & Poor's Ratings Services raised its corporate credit
rating on Hunt Valley, Md.-based TV broadcaster Sinclair Broadcast
Group Inc. to 'BB-' from 'B+'.  The rating outlook is stable.

"The 'BB-' rating on Sinclair reflects S&P's expectation that the
company could keep its lease-adjusted debt to EBITDA below
historical levels throughout the election cycle, absent a reversal
of economic growth, meaningful debt-financed acquisitions, or
significant shareholder-favoring measures," explained Standard &
Poor's credit analyst Deborah Kinzer.


SIRIUS INTERNATIONAL: Fitch Affirms $250MM Pref. Shares at 'BB+'
----------------------------------------------------------------
Fitch Ratings has affirmed all Issuer Default Ratings (IDRs), debt
and Insurer Financial Strength (IFS) ratings for White Mountains
Insurance Group, Ltd. (White Mountains) and its holding company
subsidiaries and property/casualty insurance subsidiaries,
including OneBeacon Insurance Group, Ltd.'s subsidiaries
(OneBeacon; 75.5% ownership by White Mountains) and Sirius
International Insurance Group, Ltd.'s subsidiaries (Sirius Group;
100% ownership by White Mountains).

Fitch has also withdrawn the IFS ratings of AutoOne Insurance
Company and AutoOne Select Insurance Company, following the sale
of these insurance operating companies to Interboro Holdings, Inc.
in February 2012.

Fitch's rating rationale for the affirmation of White Mountains'
ratings reflects the company's low financial leverage, favorable
financial flexibility and opportunistic business approach.  The
ratings also reflect the company's sizable levels of run-off
reserves and asbestos and environmental (A&E) exposure.

Fitch believes that White Mountains uses a modest amount of
financial leverage, with a debt-to-total-capital ratio of 12.6% at
Dec. 31, 2011, down from 16.3% at Dec. 31, 2010.  This reduction
was driven by $150 million in repurchases of OneBeacon's
outstanding debt and a 12% net increase in common shareholders'
equity.  This equity growth was due to White Mountains' sizable
net income of $768 million in 2011, driven by a $677.5 million
gain on the sale of Esurance and Answer Financial to The Allstate
Corporation in October 2011, partially offset by continued common
share repurchases.

OneBeacon posted a GAAP combined ratio of 96% for 2011, improved
from 100% for 2010 due primarily to lower current accident year
losses as compared to 2010.  The prior year included a number of
large losses in exited businesses, specifically, the non-specialty
commercial lines business in run-off following the sale of the
renewal rights to The Hanover Insurance Group effective Jan. 1,
2010 and the traditional personal lines business which was sold in
July 2010 to Tower Group, Inc.

Sirius Group posted a 100% GAAP combined ratio for 2011, compared
to 94% for 2010, with each period significantly impacted by
catastrophe losses of 24 points and 23 points, respectively.
Losses in 2011 were driven by the Japanese earthquake and tsunami,
the New Zealand earthquakes, floods in Thailand, and severe
weather and tornados in the Midwestern United States.

Fitch's ratings reflect White Mountains' disciplined underwriting
and operating strategy as the company continually evaluates the
best use of its financial resources and actively manages and
deploys its capital opportunistically.  This strategy includes
selling those businesses that either do not fit within the core
operations of the company or still have value to other
companies/buyers as entities or renewal rights in excess of White
Mountains' assessment of their value.  The most recent
transactions, as discussed above, have freed up capital that
previously supported the business writings, and provide the
company with additional favorable financial flexibility.

Key rating triggers that could lead to a downgrade include
significant adverse loss reserve development, future earnings that
are significantly below industry levels, sizable deterioration in
insurance subsidiary capitalization, debt-to-total capital
maintained above 30%, run rate operating earnings-based interest
and preferred dividend coverage of less than 5 times (x) and
additional A&E losses for OneBeacon significantly above the
remaining $198 million available limit under the $2.5 billion
National Indemnity Company cover.

Key rating triggers that could lead to an upgrade include
improvement in operating results in line with higher rated peers,
overall flat to favorable loss reserve development, debt-to-total
capital maintained below 20% and improvement in insurance
subsidiary capitalization.

Fitch affirms the following ratings with a Stable Outlook:

White Mountains Insurance Group, Ltd.

  -- IDR at 'BBB+'.

OneBeacon U.S. Holdings, Inc.

  -- IDR at 'BBB+';
  -- $270 million 5.875% due May 15, 2013 at 'BBB'.

Sirius International Group, Ltd.

  -- IDR at 'BBB+';
  -- $400 million 6.375% due March 20, 2017 at 'BBB';
  -- $250 million perpetual non-cumulative preference shares at
     'BB+'.

OneBeacon Insurance Group and Their Members:
Atlantic Specialty Insurance Company
Camden Fire Insurance Association (The)
Employers' Fire Insurance Company (The)
Essentia Insurance Company
Homeland Insurance Company of New York
Northern Assurance Company of America (The)
OneBeacon America Insurance Company
OneBeacon Insurance Company
OneBeacon Midwest Insurance Company
Pennsylvania General Insurance Company
Traders & General Insurance Company

  -- IFS at 'A'.

Sirius International Insurance Corporation
Sirius America Insurance Company

  -- IFS at 'A-'.

Fitch withdraws the following ratings as they are no longer
considered by Fitch to be relevant to the agency's coverage after
their recent sale by OneBeacon:

AutoOne Insurance Company
AutoOne Select Insurance Company

  -- IFS 'A'.


SHREE HARI: Case Summary & 17 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: Shree Hari Krupa, Inc.
        Quality Inn
        Ga 251 and I-95 Exit 49
        Darien, GA 31305

Bankruptcy Case No.: 12-20271

Chapter 11 Petition Date: March 5, 2012

Court: United States Bankruptcy Court
       Southern District of Georgia (Brunswick)

Debtor's Counsel: Gary Moore, Esq.
                  TAYLOR, ODACHOWSKI, SPERRY & CROSSLAND
                  300 Oak St., Suite 200
                  St. Simons Island, GA 31522
                  Tel: (912) 634-0955
                  Fax: (912) 638-9729
                  E-mail: gmoore@tosclaw.com

Scheduled Assets: $880,065

Scheduled Liabilities: $1,599,122

A list of the Company's 17 largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/gasb12-20271.pdf

The petition was signed by Shree Hari Krupa, president.


SPECTRA ENERGY: Moody's Assigns '(P)Ba1' Subordinate Shelf Rating
-----------------------------------------------------------------
Moody's Investors Service issued a summary credit opinion on
Spectra Energy Capital, LLC and includes certain regulatory
disclosures regarding its ratings. The release does not constitute
any change in Moody's ratings or rating rationale for Spectra
Energy Capital, LLC and its affiliates.

Moody's current ratings on Spectra Energy Capital, LLC and its
affiliates are:

Commercial Paper domestic currency rating of P-2
BACKED Senior Unsecured domestic currency rating of Baa2

Texas Eastern Transmission L.P.

Senior Unsecured domestic currency rating of Baa1
Senior Unsec. Shelf domestic currency rating of (P)Baa1

Spectra Energy Partners, LP

Senior Unsecured domestic currency rating of Baa3
Senior Unsec. Shelf domestic currency rating of (P)Baa3
Subordinate Shelf domestic currency rating of (P)Ba1

Ratings Rationale

Spectra Energy Capital's Baa2 senior unsecured rating is based on
the consolidated company's large portfolio of rate-regulated gas
transmission and distribution assets that gives it a lower
business risk profile than some other diversified pipeline
companies. However, Spectra maintains a shareholder-friendly
financial strategy, as indicated by its large, mostly debt-
financed expansion program. The company is spending about a
billion dollars a year on growth capital expenditures, which keeps
it in a deeply negatively free cash flow position. Its field
services segment is also highly sensitive to gas processing
spreads.

Rating Outlook

Spectra's stable outlook reflects the company's current capital
program and financing strategy and accommodates some fluctuation
in its metrics through the gas processing cycle, including FFO
interest coverage in the upper 3 times range and FFO to debt in
the mid teens.

What Could Change the Rating - Up

Spectra's ratings could be upgraded if there is a sustained
improvement in metrics, including FFO interest coverage above 4
times and FFO to debt above 20%.

What Could Change the Rating - Down

Spectra's ratings could be downgraded if there is a sustained
deterioration in metrics, including FFO interest coverage around 3
times and FFO to debt near 10%, or if there is a major acquisition
or series of transactions that alter Spectra's business risk and
financial profile.

The principal methodology used in these ratings was Natural Gas
Pipeline published in December 2009.


SWISS CHALET: May 1 Hearing on Stay of Plan Effective Date
----------------------------------------------------------
The Hon. Enrique S. Lamoutte Inclan of the U.S. Bankruptcy Court
for the District of Puerto Rico will convene a hearing on May 1,
2012, at 2:00 p.m., to consider the motion to stay (i)
consummation of the Swiss Chalet Inc.'s Chapter 11 Plan; and
(ii) payments to creditors until after the Court has ruled on the
objection to rejection and motion to reconsider confirmation.

On Feb. 24, the Debtor joined CPG/GS PR NPL, LLC's opposition to
LIV Fitness Clubs-Condado, LLC, and Efrain Wong Lu Vega's stay
motion.

On Feb. 22, LIV Fitness and Efrain Wong requested that the Court
deny the motion to inform effective date, and clarify that the
same has no bearing on the deadline for the appearing parties to
file a rejection damages proof of claim and their right to remain
in possession of the lease.

The movants noted that on Feb. 21, the Debtor filed a motion to
inform notice of Effective Date of Debtors' Joint Plan of
Reorganization, which does not seem to take into account the
previous orders of the Court.

The Debtor, in its response, also asked the Court to deny stay
motion with the exception that the Debtor does object to any
staying of the Class 4(b) distributions, since the same are in the
process of being effected and they in no way harm or affect the
movants' rights because, among other things:

   1. jurisdiction has been reserved as to any claims by movants
      arising from Debtor's motion to reject its lease or any
      disputes relative thereto;

   2. the confirmation order excepts movants from the Jan. 12,
      2012, bar date for rejection damage claims; and

   3. staying the Class 4(b) distributions will be inequitable and
      fair, will jeopardize Debtor's and its shareholders
      obligations thereto and will not affect any rights the
      movants may have, or including any rejection damages.

At the hearing, the Court will also consider:

   -- the Debtor's motion amending motion for leave to assume,
      assign and reject contracts and unexpired leases;

   -- objection to the Debtor's motion to reject filed by LIV
      Fitness Clubs-Condado, LLC; and

   -- motion to alter or amend order confirming plan filed
      by LIV Fitness Clubs-Condado, LLC.

The movants are represented by:

         Briseida Y. Delgado-Miranda, Esq.
         DELGADO-MIRANDA LAW OFFICES
         Capital Center Building
         South Tower, Suite 1005
         San Juan, PR 00918

                    and

         PMB 112, 130 Winston Churchill Ave., Suite 1
         San Juan, PR 00926
         Tel: (787) 210-9573
         Fax: (787) 296-2226
         E-mail: delgadomirandalaw@gmail.com

                    and

         Luis A. Sanchez Pont, Esq.
         SANCHEZ PONT LAW OFFICE, PSC
         PMB 477, No. 89 De Diego Ave. Suite 105
         San Juan, PR 00927
         Tel. (787) 969-2477

                    About The Swiss Chalet Inc.

The Swiss Chalet Inc., developed the Gallery Plaza Condominium and
Atlantis Condominium in San Juan, Puerto Rico.  SCI also owns the
DoubleTree Hotel in Condado, San Juan, Puerto Rico, adjacent to
the Gallery Plaza.  SCI filed a Chapter 11 petition (Bankr. D.
P.R. Case No. 11-04414) on May 27, 2011.  Charles A. Cuprill,
P.S.C. Law Offices, in San Juan, P.R., serves as its bankruptcy
counsel.  CPA Luis R. Carrasquillo & Co., P.S.C., serves as its
financial consultants.  In its schedules, the Debtor disclosed
total assets of $115,580,977 and total debts of $138,603,384.  The
petition was signed by Arnold Benus, director.


TBS INTERNATIONAL: Combined Hearing on Plan Scheduled for March 16
------------------------------------------------------------------
The Hon. Robert D. Drain of the U.S. Bankruptcy Court for the
Southern District of New York will convene a combined hearing on
March 16, 2012, at 10:00 a.m. (prevailing U.S. Eastern time) to
consider adequacy of the Disclosure Statement, and the
confirmation of TBS International plc, et al.'s proposed
Prepackaged Chapter 11 Plan.

The Court set 4:00 p.m. (prevailing Eastern Time) on March 12, as
the deadline for replies to objections received by the March 8
objection deadline, if any.

As reported in the Troubled Company Reporter on Feb. 8, 2012, the
Plan implements, in effect, a silo approach with respect to the
Debtors' post-Effective Date secured obligations.  Under the
Plan:

  (1) Amounts owed pursuant to the Existing BOA Credit Agreement
and the Existing DVB Credit Agreement will be restructured into a
new term loan with two tranches -- the "New Senior Secured Cash
Pay Loan Tranche," which is a second lien term loan in the
amount of $30 million with a maturity date of September 30, 2016;
and the "New Senior Secured PIK Loan Tranche," which is a second
lien payment-in-kind/toggle term loan in the amount of
approximately $121,000,000 (which includes accrued interest and
other costs) that has a maturity date of June 30, 2017; in
addition, BOA Syndicate Lenders and DVB Syndicate Lenders will
receive all of the New Class A Common Stock, which will
represent 90% of the equity interests in New TBS Parent;

  (2) Amounts owed pursuant to the Existing Credit Suisse Credit
Agreement will be restructured into the "Amended and Restated
Credit Suisse Credit Agreement," which is a term loan in the
amount of approximately $18.2 million (plus interest and costs)
with an interest rate of LIBOR plus 300 basis points and a
maturity date of June 30, 2017, pursuant to which Credit Suisse
will receive the net cash flows and net sale proceeds
generated by the vessels that secure the Existing Credit Suisse
Credit Agreement in satisfaction of the amounts owed under the
Amended and Restated Credit Suisse Credit Agreement; and

  (3) Amounts owed pursuant to the Existing AIG Credit Agreement
will be restructured into the "Amended and Restated AIG Credit
Agreement," which is a term loan in the amount of approximately
$4.9 million that will mature at least 180 days after the
Effective Date, pursuant to which AIG will receive the net cash
flows and the net sale proceeds generated by the vessels that
secure the Existing AIG Credit Agreement in satisfaction of the
amounts owed under the Amended and Restated AIG Credit Agreement;
and

  (4) The Debtors will assume the RBS Settlement Agreement during
the Chapter 11 Cases and fully perform any remaining obligations
in connection therewith.

The Court also directed the U.S. Trustee not to appoint any
statutory committee in the cases prior to March 17, provided,
however, that the U.S. Trustee may solicit unsecured creditors
prior to such date to gauge their interest in serving on a
committee.

                     About TBS International

TBS International plc, TBS Shipping Services Inc. and its various
subsidiaries and affiliates -- http://www.tbsship.com/-- filed
for Chapter 11 bankruptcy (Bankr. S.D.N.Y. Lead Case No. 12-22224)
on Feb. 6, 2012.  TBS provides ocean transportation services that
offer worldwide shipping solutions to a diverse client base of
industrial shippers in more than 20 countries to over 300
customers.  Through a 41-vessel fleet of multipurpose tweendeckers
and handysize and handymax dry bulk carriers, TBS, in conjunction
with a network of affiliated service companies, offers (a) liner,
parcel and bulk transportation services and (b) time charter
services.

TBS's global headquarters, located in Yonkers, New York, oversees
all major corporate and operational decision-making, including in
connection with drydocking of vessels and other capital
expenditures, fleet positioning, and cargo arrangements with third
parties, including major vendors and customers.  As of the
Petition Date, TBS has roughly 140 employees worldwide, the vast
majority of whom work in the corporate headquarters.  For the year
ended Dec. 31, 2011, TBS's consolidated net revenue was roughly
$369.7 million.  Its consolidated debt is roughly $220 million.

TBS filed together with the petition its Joint Prepackaged Plan of
Reorganization dated Jan. 31, 2012.  As of the Petition Date, the
Debtors have received overwhelming acceptance of the Plan from all
voting classes.  If confirmed, the Plan will implement an agreed
restructuring of the Debtors' obligations to their prepetition
secured lenders, provide for the payment of all general unsecured
claims in full, and effect the cancellation of existing equity
interests at the parent holding company levels and the issuance of
new equity interests to certain of the Debtors' lenders and key
management.  To implement this restructuring, the Debtors have
obtained commitments to provide $42.8 million in debtor-in-
possession financing and an equivalent amount of exit financing.

The Debtors are requesting a hearing to confirm the Plan within 35
days of the Petition Date.

Judge Robert D. Drain presides over the case.  Michael A.
Rosenthal, Esq., and Matthew K. Kelsey, Esq., at Gibson, Dunn &
Crutcher LLP, serve as the Debtors' counsel.  The Debtors'
investment banker is Lazard Freres & Co. LLC, the financial
advisor is AlixPartners LLP.  Cardillo & Corbett serves as special
maritime and corporate counsel, Garden City Group serves as
administrative agent and Gibson, Dunn & Crutcher as counsel.

The petition was signed by Ferdinand V. Lepere, executive vice
president and chief financial officer.

TBS disclosed US$143 million in assets and US$220 million in
debt.

No official committee has yet been appointed by the Office of the
United States Trustee.


TIME WARNER: Moody's Assigns '(P)Ba1' Preferred Shelf Ratings
-------------------------------------------------------------
Moody's Investors Service issued a summary credit opinion on Time
Warner Inc. and includes certain regulatory disclosures regarding
its ratings. The release does not constitute any change in Moody's
ratings or rating rationale for Time Warner Inc. and its
affiliates

Moody's current ratings on Time Warner Inc. and its following
affiliates are:

Senior Unsecured (domestic currency) ratings of Baa2
Senior Unsecured Bank Credit Facility (domestic currency)
  ratings of Baa2
BACKED Senior Unsecured (domestic currency) ratings of Baa2
BACKED Senior Unsecured Bank Credit Facility (domestic currency)
  ratings of Baa2
BACKED Senior Unsecured Shelf (domestic currency) ratings of
  (P)Baa2
BACKED Preferred Shelf (domestic currency) ratings of (P)Ba1
BACKED Commercial Paper (domestic currency) ratings of P-2

Historic TWInc.

BACKED Senior Unsecured (domestic currency) ratings of Baa2
BACKED Senior Unsec. Shelf (domestic currency) ratings of
  (P)Baa2

Time Warner Companies, Inc.

BACKED Senior Unsecured (domestic currency) ratings of Baa2

Turner Broadcasting System, Inc.

BACKED Senior Unsecured (domestic currency) ratings of Baa2

Ratings Rationale

Time Warner's Baa2 senior unsecured rating is based on the
company's iconic brands and diverse portfolio of assets, which
provide economies of scale and generate very strong revenue and
cash flow. Its market-leading content production and distribution
platforms - including Warner Bros., its major magazine titles at
Time Inc., and its important cable networks - create high barriers
to entry and therefore place Time Warner in a strong competitive
position, which further supports the rating. At the same time, the
rating considers the cyclical nature of the company's earnings
(though to a lesser degree relative to its peers because of its
low reliance on advertising revenue), negative trends in DVD
conversion buy-rates, the significant erosion in cyclical print
advertising spending, and the need for its TV networks to maintain
relevance for viewers, which will likely pressure the company to
invest more heavily over the intermediate term on original
programming and sports rights. In Moody's view, the company will
continue to embrace new digital platforms to enhance its product
offerings, while also aggressively protecting and limiting its
content availability so as to not undermine or cannibalize its
current ecosystem and stable revenue streams such as television
licensing.

The rating also reflects Moody's expectation that the company will
manage leverage to not exceed its stated target levels, in the
3.0x-3.5x range including Moody's standard adjustments. Given Time
Warner's large cash balance and substantial free cash flow
generation, Moody's views Time Warner's debt ratings as somewhat
discretionary on the part of management since it has the financial
flexibility to choose between debt reduction and returning funds
to shareholders. Despite performing relatively well in comparison
to its peers, Moody's remains cautious about share buybacks in
light of the company's propensity for shareholder friendly
activities (over $25 billion of share repurchases and $5 billion
of dividends since 2006) and its volatile and occasionally
languishing stock price, though Moody's current credit ratings and
outlook for the company does not anticipate a material increase in
debt leverage over the intermediate term.

Time Warner's stable outlook predominately reflects the company's
ability to manage its credit metrics, particularly given the
company's strong free cash flow and sizeable cash balance which
afford it substantial financial flexibility. The outlook
incorporates Moody's expectation that the company will manage its
net debt leverage close to its publicly stated target of 2.5x
(excluding Moody's adjustments), and maintain solid liquidity,
regardless of how it uses its large cash balance.

Moody's would likely consider an upgrade following management's
stated commitment to sustaining adjusted debt leverage below 3x.
However, Moody's believes this is less likely since management
currently wishes to maintain the financial flexibility afforded at
its current target leverage level.

Ratings could be under pressure if it appeared that management was
becoming more aggressive with its use of debt such that leverage
were to be sustained above 3.75x. In addition, if the rate of
conversion of EBITDA to free cash flow were to be sustained under
20% for a prolonged period, there would be less flexibility for
leverage above 3.0x.

The principal methodology used in these ratings was the Large
Global Diversified Media Industry Methodology published in
December 2010.


THOMPSON CREEK: S&P Puts 'B+' Corp. Credit Rating on Watch Neg.
---------------------------------------------------------------
Standard & Poor's Ratings Services placed its ratings, including
its 'B+' long-term corporate credit rating, on Thompson Creek
Metals Co. on CreditWatch with negative implications.

The CreditWatch placement follows Thompson Creek's upward revision
to its capital expenditure guidance for the next two years.

"Assuming $15.00 per pound for molybdenum in 2012, we estimate
that Thompson Creek would consume most of its liquidity as it
builds the Mount Milligan copper-gold mine. Moreover, we believe
that if Thompson Creek fully draws its current debt facilities,
then debt to EBITDA would increase to beyond 4.5x, a key threshold
for rating pressure. We believe this scenario would markedly
increase the exposure of Thompson Creek's credit profile to the
risk of lower molybdenum prices, further upward revisions in
capital spending, or potential operational disruptions.
Furthermore, given management's stated aversion to raising common
equity, new debt would further increase its sensitivity to
molybdenum prices, at least through the start-up of the Mount
Milligan mine. For example, if we assume $750 million of total
debt by yearend 2012 and a 15% decline in molybdenum prices from
the current $15.00 per pound, the company's debt to EBITDA would
exceed 8.0x, and would leave the company with less than adequate
liquidity," S&P said.

"We will resolve the CreditWatch when we can assess Thompson
Creek's plans for managing liquidity and debt leverage through
this period of elevated risk while it builds Mount Milligan.
Should the company increase debt by $150-$200 million, which we
believe would support adequate liquidity in the absence of further
operating or capital cost revisions, leverage could breach our
4.5x threshold for a one-notch downgrade. In addition, the issue-
level ratings are also on CreditWatch, reflecting the potential
that the company could alter its capital structure enough to
warrant changes in our recovery assessment and notching," S&P
said.


TOWN PARK: Case Summary & 2 Largest Unsecured Creditors
-------------------------------------------------------
Debtor: Town Park Office Warehouse, LLC
        4311 Town Plaza Drive
        Houston, TX 77045

Bankruptcy Case No.: 12-31710

Chapter 11 Petition Date: March 5, 2012

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

Judge: Karen K. Brown

Debtor's Counsel: Barbara Mincey Rogers, Esq.
                  ROGERS & ANDERSON, PLLC
                  1415 North Loop West, Ste 1020
                  Houston, TX 77008
                  Tel: (713) 868-4411
                  Fax: (713) 868-4413
                  E-mail: brogers@ralaw.net

Scheduled Assets: $1,809,193

Scheduled Liabilities: $1,400,102

A list of the Company's two largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/txsb12-31710.pdf

The petition was signed by Richard D. Corona, manager.


TRACER PROTECTION: Louisiana App. Ct. Rules in Burton Dispute
-------------------------------------------------------------
In Tracer Protection Services, Inc. and Tracer Armed Services,
Inc., v. David G. Burton, Sr. and Rhonda W. Hayes, No. 2011 CA
1223 (La. App. Ct.), Tracer Protection Services and Tracer Armed
Services appeal a partial summary judgment decreeing that an
agreement executed on Feb. 12, 2004, is a valid and binding
agreement and transferred ownership of Tracer stock to David
Burton, applying the after acquired title doctrine, and declaring
certain documents invalid.  Tracer also seeks review of the denial
of its motion for summary judgment on the issue of the validity of
the Feb. 12, 2004 agreement and the issue of Tracer's ownership.

In a March 6, 2012 decision, the Court of Appeals of Louisiana,
First Circuit reversed the trial court ruling insofar as it
granted summary judgment finding the Feb. 12, 2004 agreement to be
a valid contract and declared the 2009 and 2010 documents to be
invalid.  The trial court's denial of Tracer's motion for partial
summary judgment on the issue of Tracer's ownership is affirmed.
The case is remanded.  All costs of the appeal are assessed 50% to
Tracer Protection Services and Tracer Armed Services, and 50% to
David Burton.

Tracer filed the lawsuit on Feb. 26, 2010, seeking damages and
injunctive relief against Mr. Burton and Rhonda Hayes.  It later
amended its petition to add React Security, LLC, a company formed
by Mr. Burton and Ms. Hayes, as a defendant.  Tracer alleged that
while a Tracer employee, Mr. Burton used Tracer funds to pay his
personal expenses, converted company equipment to his personal
benefit, gave himself unauthorized raises, and mismanaged Tracer
business, assets, and employees.  Tracer further alleged that Mr.
Burton and Ms. Hayes conspired to misappropriate and convert
Tracer's assets and trade secrets for their own personal use and
benefit.  Tracer sought to recover damages, alleging that Mr.
Burton's actions constituted a breach of his fiduciary duty and
that the actions of Mr. Burton and Ms. Hayes constitute unfair
trade practices under Louisiana law.

Mr. Burton, Ms. Hayes, and React Security filed an answer, a
reconventional demand, and a third party demand against Tracer.
They also filed third party demands naming as defendants Clifton
"Ted" Redlich, Rene Ortlieb, III, Ortlieb Venture Capital
Corporation, Adelyn Ortlieb, and Ayranne Ortlieb Webb, all of whom
Mr. Burton alleged claimed an ownership interest in Tracer.  Mr.
Burton alleged that Mr. Redlich and Mr. Ortlieb illegally took
control of Tracer's assets and that they created false documents
to give the impression that they owned Tracer, when in fact,
Tracer was owned 100% by Mr. Burton.

TPSI filed a Chapter 11 petition in 1996.  In late 1997, the
bankruptcy court confirmed a plan of reorganization that included
four agreements, executed on Oct. 6, 1997.  Pursuant to the
agreements, Mr. Burton transferred all of his shares of stock in
TPSI, representing 100% ownership of the company, to Ansted Inc.
for $100,000, which was deposited into the registry of the
bankruptcy court.  Ansted was appointed to manage Tracer, and Mr.
Burton was to continue to be employed by Tracer and serve as its
nominal president.  The parties also executed a stock option
agreement in which Ansted gave Mr. Burton the option to purchase
Tracer's stock between Sept. 5, 2001, and Dec. 21, 2001 for
$340,000.

Mr. Redlich attested that he and Mr. Burton tentatively agreed to
general terms of the sale and met with Mr. Owen to prepare a
legally binding document and discuss specific terms, including
payment.  He further stated that he believed the February 12, 2004
document was nothing more than a letter of intent or a proposal
setting forth the terms to be included in Mr. Owen's draft
agreement. Mr. Redlich insisted that he never did execute a final
binding contract.

A copy of the Appeals Court's decision dated March 6 is available
at http://is.gd/hGJS83from Leagle.com.


TRADING FAIR: Case Summary & 2 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Trading Fair III, Inc.
        701 N. Post Oak Rd., Suite 515
        Houston, TX 77024

Bankruptcy Case No.: 12-31663

Chapter 11 Petition Date: March 5, 2012

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

Judge: Jeff Bohm

Debtor's Counsel: Jack Nicholas Fuerst, Esq.
                  8955 Katy Freeway, Ste 205
                  Houston, TX 77024
                  Tel: (713) 299-8221
                  Fax: (713) 789-2606
                  E-mail: jfuerst@sbcglobal.net

Scheduled Assets: $2,250,000

Scheduled Liabilities: $1,850,845

A list of the Company's two largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/txsb12-31663.pdf

The petition was signed by Manohar S. Mann, president.


TRANS ENERGY: American Shale Enters Into $50MM Credit Agreement
---------------------------------------------------------------
Trans Energy, Inc.'s newly created, wholly owned subsidiary,
American Shale Development, Inc., entered into a Credit Agreement
with several banks and other financial institutions or entities
that from time-to-time will be parties to the Credit Agreement,
and Chambers Energy Management, LP, as the administrative agent.
Trans Energy is a guarantor of the Credit Agreement as is Prima
Oil Company, Inc., another of the Company's 100% wholly owned
subsidiaries.  The Credit Agreement provides that the Lenders will
lend American Shale up to $50 million, which funds will be used to
develop wells and properties that the Company has transferred to
American Shale.  Trans Energy will receive a portion of the funds
from the Credit Agreement to repay certain outstanding debts.

In order to accommodate the terms of the Credit Agreement the
Company will transfer certain assets and properties to American
Shale.  Trans Energy is not a direct party to the Credit
Agreement, but is a guarantor of loans to be made thereunder and
will receive a portion of the loan proceeds to repay certain
outstanding debts.  The assets and properties to be transferred
are referred to as the "Marcellus Properties."  These consist of
working interests in 13 producing Marcellus shale liquids-rich gas
wells and approximately 22,000 net acres of Marcellus shale
leasehold rights, located in Northwestern West Virginia in the
counties of Wetzel, Marshall, Marion, Tyler and Doddridge.

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

                        http://is.gd/bbUk7t

                        About Trans Energy

St. Mary's, West Virginia-based Trans Energy, Inc. (OTC BB: TENG)
-- http://www.transenergyinc.com/-- is an independent energy
company engaged in the acquisition, exploration, development,
exploitation and production of oil and natural gas.  Its
operations are presently focused in the State of West Virginia.

The Company also reported net income of $11.36 million on
$10.83 million of revenue for the nine months ended Sept. 30,
2011, compared with net income of $21.38 million on $4.64 million
of revenue for the same period a year ago.

The Company's balance sheet at Sept. 30, 2011, showed
$55.69 million in total assets, $26.18 million in total
liabilities, and $29.51 million in total stockholders' equity.

"Because our credit facility matures in six months and we do not
currently have the ability to repay the credit facility, there is
substantial doubt about our ability to continue as a going
concern," the Company said.


TRIDENT MICROSYSTEMS: Files Schedules of Assets and Liabilities
---------------------------------------------------------------
Trident Microsystems (Far East) Ltd., filed with the U.S.
Bankruptcy Court for the District of Delaware its schedules of
assets and liabilities, disclosing:

     Name of Schedule              Assets         Liabilities
     ----------------            -----------      -----------
  A. Real Property                        $0
  B. Personal Property          $165,039,336
  C. Property Claimed as
     Exempt
  D. Creditors Holding
     Secured Claims                                        $0
  E. Creditors Holding
     Unsecured Priority
     Claims                                        $2,831,595
  F. Creditors Holding
     Unsecured Non-priority
     Claims                                      $181,872,981
                                 -----------      -----------
        TOTAL                   $165,039,336     $184,704,577

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

Trident Microsystems, Inc., also filed its schedules disclosing
$105,017,856 in assets and $10,502,390.  A copy of the schedules
is available for free at
http://bankrupt.com/misc/TRIDENT_MICROSYSTEMS_sal.pdf

                   About Trident Microsystems

Sunnyvale, California-based Trident Microsystems, Inc., currently
designs, develops, and markets integrated circuits and related
software for processing, displaying, and transmitting high quality
audio, graphics, and images in home consumer electronics
applications such as digital TVs, PC-TV, and analog TVs, and set-
top boxes.  The Company has research and development facilities in
Beijing and Shanghai, China; Freiburg, Germany; Eindhoven and
Nijmegen, The Netherlands; Belfast, United Kingdom; Bangalore and
Hyderabad, India; Austin, Texas; and Sunnyvale, California. The
Company has sales offices in Seoul, South Korea; Tokyo, Japan;
Hong Kong and Shenzhen, China; Taipei, Taiwan; San Diego,
California; Mumbai, India; and Suresnes, France. The Company also
has operations facilities in Taipei and Kaoshiung, Taiwan; and
Hong Kong, China.

Trident Microsystems and its Cayman subsidiary, Trident
Microsystems (Far East) Ltd. filed for Chapter 11 bankruptcy
protection (Bankr. D. Del. Lead Case No. 12-10069) on Jan. 4,
2011.  Trident said it expects to shortly file for protection in
the Cayman Islands.

Judge Christopher S. Sontchi presides over the case.  Lawyers at
DLA Piper LLP (US) serve as the Debtors' counsel.  FTI Consulting,
Inc., is the financial advisor.  Union Square Advisors LLC serves
as the Debtors' investment banker.  PricewaterhouseCoopers LLP
serves as the Debtors' tax advisor and independent auditor.
Kurtzman Carson Consultants is the claims and notice agent.

Trident had $309,992,980 in assets and $39,607,591 in liabilities
as of Oct. 31, 2011.  The petition was signed by David L.
Teichmann, executive VP, general counsel & corporate secretary.

The Official Committee of Unsecured Creditors of Trident
Microsystems, Inc., et al., tapped Pachulski Stang Ziehl & Jones
LLP as its counsel, and Imperial Capital, LLC, as its investment
banker and financial advisor.

Roberta A. DeAngelis, the U.S. Trustee for Region 3 appointed
three members to the Committee of Trident Microsystems, Inc.
Equity Security Holders.


TRIDENT MICROSYSTEMS: Andrew Hinkelman Finally OK'd as CRO
----------------------------------------------------------
The Hon. Christopher S. Sontchi of the U.S. Bankruptcy Court for
the District of Delaware approved, on a final basis, the services
agreement between Trident Microsystems, Inc., et al., and FTI
Consulting, Inc.

The services agreement provides that Andrew Hinkelman, senior
managing director of FTI, will serve as chief restructuring
officer, and the additional individuals employed by FTI will
provide other critical crisis management services to the Debtor.

Mr. Hinkelman assures the Court that FTI does not represent an
interest adverse to the Debtor's estate.

There will be no indemnification of FTi or its affiliates.

                    About Trident Microsystems

Sunnyvale, California-based Trident Microsystems, Inc., currently
designs, develops, and markets integrated circuits and related
software for processing, displaying, and transmitting high quality
audio, graphics, and images in home consumer electronics
applications such as digital TVs, PC-TV, and analog TVs, and set-
top boxes.  The Company has research and development facilities in
Beijing and Shanghai, China; Freiburg, Germany; Eindhoven and
Nijmegen, The Netherlands; Belfast, United Kingdom; Bangalore and
Hyderabad, India; Austin, Texas; and Sunnyvale, California. The
Company has sales offices in Seoul, South Korea; Tokyo, Japan;
Hong Kong and Shenzhen, China; Taipei, Taiwan; San Diego,
California; Mumbai, India; and Suresnes, France. The Company also
has operations facilities in Taipei and Kaoshiung, Taiwan; and
Hong Kong, China.

Trident Microsystems and its Cayman subsidiary, Trident
Microsystems (Far East) Ltd. filed for Chapter 11 bankruptcy
protection (Bankr. D. Del. Lead Case No. 12-10069) on Jan. 4,
2011.  Trident said it expects to shortly file for protection in
the Cayman Islands.

Judge Christopher S. Sontchi presides over the case.  Lawyers at
DLA Piper LLP (US) serve as the Debtors' counsel.  FTI Consulting,
Inc., is the financial advisor.  Union Square Advisors LLC serves
as the Debtors' investment banker.  PricewaterhouseCoopers LLP
serves as the Debtors' tax advisor and independent auditor.
Kurtzman Carson Consultants is the claims and notice agent.

Trident had $309,992,980 in assets and $39,607,591 in liabilities
as of Oct. 31, 2011.  The petition was signed by David L.
Teichmann, executive VP, general counsel & corporate secretary.

The Official Committee of Unsecured Creditors of Trident
Microsystems, Inc., et al., tapped Pachulski Stang Ziehl & Jones
LLP as its counsel, and Imperial Capital, LLC, as its investment
banker and financial advisor.

Roberta A. DeAngelis, the U.S. Trustee for Region 3 appointed
three members to the Committee of Trident Microsystems, Inc.
Equity Security Holders.


TRIDENT MICROSYSTEMS: Epping Hermann OK'd as IP Matters Counsel
---------------------------------------------------------------
The Hon. Christopher S. Sontchi of the U.S. Bankruptcy Court for
the District of Delaware authorized Trident Microsystems, Inc., to
employ Epping Hermann Fischer Patentanwaltsgesellschaft mbH as
special counsel for foreign IP matters, nunc pro tunc to Jan. 4,
2012.

As reported in the Troubled Company Reporter on Feb. 15, 2012, the
firm will provide legal professional intellectual property
services to the Debtors, including, but not limited to:

   * trademark prosecution work,

   * patent prosecution work,

   * representing the Debtors in cases before the German Patent
     and Trademark Office, the Federal German Patent Court
     (Bundespatentgericht), the European Patent Office, the World
     Organization of Intellectual Property, and the Office of
     Harmonization for the Internal Market; and

   * as coordinating foreign patent prosecution work through
     foreign counsel.

EHF intends to:

   (a) charge for its legal services on an hourly basis and for
       certain enumerated services on a flat fee basis;

   (b) seek reimbursement of actual and necessary out-of-pocket
       expenses;

   (c) seek reimbursement of actual Official fees paid to Patent,
       Trademark and Court Authorities; and

   (d) seek reimbursement of official and professional fees
       invoiced to EHF from foreign IP agents.

The firm's customary hourly rates are:

   German Patent Attorney (including partners)   EUR 275
   European Patent Attorney (including partner)  EUR 275
   Paralegal                                     EUR 140

EHF holds a EUR10,000 retainer from the Debtors, which was paid
before the bankruptcy filing.

Volker Fischer, Esq., founder and partner of EHF, assures the
Court his firm does not hold or represent an interest adverse to
the Debtors.

                   About Trident Microsystems

Sunnyvale, California-based Trident Microsystems, Inc., currently
designs, develops, and markets integrated circuits and related
software for processing, displaying, and transmitting high quality
audio, graphics, and images in home consumer electronics
applications such as digital TVs, PC-TV, and analog TVs, and set-
top boxes.  The Company has research and development facilities in
Beijing and Shanghai, China; Freiburg, Germany; Eindhoven and
Nijmegen, The Netherlands; Belfast, United Kingdom; Bangalore and
Hyderabad, India; Austin, Texas; and Sunnyvale, California. The
Company has sales offices in Seoul, South Korea; Tokyo, Japan;
Hong Kong and Shenzhen, China; Taipei, Taiwan; San Diego,
California; Mumbai, India; and Suresnes, France. The Company also
has operations facilities in Taipei and Kaoshiung, Taiwan; and
Hong Kong, China.

Trident Microsystems and its Cayman subsidiary, Trident
Microsystems (Far East) Ltd. filed for Chapter 11 bankruptcy
protection (Bankr. D. Del. Lead Case No. 12-10069) on Jan. 4,
2011.  Trident said it expects to shortly file for protection in
the Cayman Islands.

Judge Christopher S. Sontchi presides over the case.  Lawyers at
DLA Piper LLP (US) serve as the Debtors' counsel.  FTI Consulting,
Inc., is the financial advisor.  Union Square Advisors LLC serves
as the Debtors' investment banker.  PricewaterhouseCoopers LLP
serves as the Debtors' tax advisor and independent auditor.
Kurtzman Carson Consultants is the claims and notice agent.

Trident had $309,992,980 in assets and $39,607,591 in liabilities
as of Oct. 31, 2011.  The petition was signed by David L.
Teichmann, executive VP, general counsel & corporate secretary.

The Official Committee of Unsecured Creditors of Trident
Microsystems, Inc., et al., tapped Pachulski Stang Ziehl & Jones
LLP as its counsel, and Imperial Capital, LLC, as its investment
banker and financial advisor.

Roberta A. DeAngelis, the U.S. Trustee for Region 3 appointed
three members to the Committee of Trident Microsystems, Inc.
Equity Security Holders.


UNI-PIXEL INC: To Release Q4 & Full-Year 2011 Results on March 8
----------------------------------------------------------------
UniPixel, Inc., will hold a conference call on Thursday, March 8,
2012, at 4:30 p.m. Eastern time to discuss the fourth quarter and
full year ended Dec. 31, 2011.

UniPixel President and CEO Reed Killion and CFO Jeff Tomz will
host the presentation, followed by a question and answer period.

                       About Uni-Pixel Inc.

The Woodlands, Tex.-based Uni-Pixel, Inc. (OTC BB: UNXL)
-- http://www.unipixel.com/-- is a production stage company
delivering its Clearly Superior(TM) Performance Engineered Films
to the Lighting & Display, Solar and Flexible Electronics market
segments.

The Company reported a net loss of $3.81 million in 2010 and a net
loss of $5.37 million in 2009.  The Company also reported a net
loss of $6.69 million for the nine months ended Sept. 30, 2011.

The Company's balance sheet at Sept. 30, 2011, showed $9.71
million in total assets, $143,600 in total liabilities and $9.57
million in total shareholders' equity.

PMB Helin Donovan, LLP, in Houston, expressed substantial doubt
about the Company's ability to continue as a going concern,
following the Company's 2009 results.  The independent auditors
noted that the Company has sustained losses and negative cash
flows from operations since inception.


UNIGENE LABORATORIES: Signs Manufacturing Pact with Stealth
-----------------------------------------------------------
Unigene Laboratories, Inc., signed a Clinical Manufacturing
Services Agreement with Stealth Peptides Inc.  Unigene will use
its validated, proprietary Peptelligence platform as part of the
agreement to support Phase 1 clinical plans for one of Stealth's
investigational drug candidates.  Stealth's Phase 1 clinical study
is expected to begin later this year.

Stealth recently commenced an oral feasibility study for its
pipeline candidate in August 2011.  After analyzing the data
produced using Unigene's oral delivery technology relative to
competitive technologies, Stealth chose to move forward into a
clinical evaluation with the Peptelligence platform.

No financial terms from the agreement were disclosed.

Gregory Mayes, Unigene's Chief Business Officer, stated, "We are
very pleased our validated oral delivery and manufacturing
technology platforms were chosen by Stealth to advance its
therapeutic candidate into an oral Phase 1 clinical study and look
forward to supporting that work this year as well as longer term.
Our goal is to continue this momentum as we further exploit the
potential of Unigene's Peptelligence platform by providing
proprietary solutions to the development strategies of our
partners.  Our successful, ongoing collaboration with Stealth
epitomizes the value of Unigene's Peptelligence platform in the
development of novel classes of oral peptide therapeutics.  This
is the second clinical manufacturing services agreement we have
executed since launching our Biotechnologies SBU just a little
over a year ago.  We are making tremendous progress and fully
expect we will continue to add additional feasibility studies to
our fast growing portfolio over the course of this year.  We are
confident we will convert at least one feasibility study into a
definitive licensing agreement within the next 6-9 months."

Travis Wilson, CEO of Stealth, commented, "Unigene has been
instrumental in providing its unique technologies to our pipeline
compounds and opening up additional areas of clinical development.
Both scientifically, via its Peptelligence platform, and
strategically, given its depth of knowledge and experience,
Unigene is becoming the leader in oral peptide formulation
development strategies.  Based on the success of our feasibility
studies, we look forward to a successful Phase I study for our
novel clinical candidate, which could offer a potential
breakthrough in the treatment of chronic diseases with unmet
needs."

                           About Unigene

Unigene Laboratories, Inc. OTCBB: UGNE) -- http://www.unigene.com/
-- is a biopharmaceutical company focusing on the oral and nasal
delivery of large-market peptide drugs.

Grant Thornton LLP, in New York, expressed substantial doubt about
Unigene Laboratories' ability to continue as a going concern
following the Company's 2009 results.  The firm noted that the
Company has incurred a net loss of $13,400,000 during the year
ended Dec. 31, 2009 and has an accumulated deficit of
approximately $143,000,000 as of Dec. 31, 2009.  As of that
date, the Company's current liabilities exceeded its current
assets by $1,251,000 and its total liabilities exceeded total
assets by $30,442,000.

The Company reported a net loss of $27.86 million on $11.34
million of revenue for the year ended Dec. 31, 2010, compared with
a net loss of $13.37 million on $12.79 million of revenue during
the prior year.

The Company also reported a net loss of $22.37 million on $8.02
million of revenue for the nine months ended Sept. 30, 2011,
compared with a net loss of $23.97 million on $8.41 million of
revenue for the same period during the prior year.

The Company's balance sheet at Sept. 30, 2011, showed $17.49
million in total assets, $78.87 million in total liabilities and a
$61.37 million total stockholders' deficit.


UNITED RETAIL: Authorized to Pay $908,000 Critical Vendors Claims
-----------------------------------------------------------------
The Hon. Stuart M. Bernstein of the U.S. Bankruptcy Court for the
Southern District of New York authorized, on a final basis, United
Retail Group, Inc., et al., to pay certain prepetition claims of
Critical Vendors.

The Debtors are authorized to pay in an aggregate amount of
$908,000 to the Critical Vendors who agree to continue to supply
goods or services to the Debtors postpetition.

The Debtors reserve the right to seek Court authority to increase
the prepetition amounts authorized to be paid hereunder.

                     About United Retail Group

United Retail Group Inc., owner of the Avenue brand of women's
fashion apparel and a subsidiary of Redcats USA, sought Chapter 11
protection (Bankr. S.D.N.Y. Lead Case No. 12-10405) on Feb. 1,
2012, as it seeks to sell the business to Versa Capital Management
for $83.5 million, subject to higher and better offers.

The Company's legal advisor is Kirkland & Ellis LLP; AlixPartners
LLP serves as restructuring advisor and Peter J. Solomon Company
serves as financial advisor and investment banker; and Donlin
Recano & Company Inc. is the notice, claims and administrative
agent.  Versa Capital's legal advisor is Sullivan & Cromwell LLP.

United Retail has arranged a $40 million Debtor-in-Possession
facility from its existing revolving credit lender, Wells Fargo,
to provide sufficient working capital for Avenue to continue to
operate the business as usual.  Wells Fargo is represented in the
case by Jonathan N. Helfat, Esq., at Otterbourg, Steindler,
Houston & Rosen, P.C.

Avenue has 433 stores and an e-commerce site --
http://www.avenue.com/. Avenue employs roughly 4,422 employees,
roughly 294 of which are located at Avenue's corporate
headquarters in Rochelle Park, New Jersey or at the Troy
Distribution Facility.  The Company disclosed $117.2 million in
assets and $67.3 million in liabilities as of the Chapter 11
filing.


UNIVERSAL CORP: Moody's Assigns 'Ba2' Senior Unsecured Rating
-------------------------------------------------------------
Moody's Investors Service issued as summary credit opinion on
Universal Corporation and includes certain regulatory disclosures
regarding its ratings. This release does not constitute any change
in Moody's ratings or rating rationale for Universal Corporation.

Moody's current ratings on Universal Corporation are:

Long Term Corporate Family Ratings (domestic currency) ratings
  of Ba1
Probability of Default ratings of Ba1
Senior Unsecured (domestic currency) ratings of Ba2
Senior Unsec. Shelf (domestic currency) ratings of (P)Ba2
LGD Senior Unsecured (domestic currency) ratings of 73 - LGD5
LGD Senior Unsecured Shelf (domestic currency) ratings of 68 -
  LGD4

Ratings Rationale

Universal's Ba1 Corporate Family Rating is supported by its strong
market share position in the leaf tobacco trading and processing
industry, its well established relationships with large cigarette
companies, and global procurement and processing network that
provide a significant defense to new competitors. The ratings will
continue to be constrained by the potential for significant
volatility in operating results due to its commodity-oriented
business, declining demand in developed markets for its end use
product as well as the increased risk related to its "contract'
operating model in nearly all of its primary growing regions. In
addition, Moody's expects the company to maintain strong credit
metrics in order to offset the ongoing challenges that it faces as
an intermediary between large cigarette manufacturers and
numerous, small tobacco growers around the world.

The overall risk profile of the tobacco processing business
remains relatively high given the continued use of "contract
markets" as well as the trend towards self sourcing by its
customers.  Moody's recognizes Universal's continued success in
adapting its business practices to meet the demands of these
markets. In addition, Universal faces the on-going challenge of
ensuring a high quality and diverse supply of leaf tobacco for its
customers by often pre-funding farmer activity, guaranteeing loans
for certain farmers in certain markets, committing to purchase
crops within a price range while funding capital requirements of
its own to process the leaf tobacco. Despite these measures,
Universal's customers often dictate the timing of their purchases,
which may result in large working capital investments,
unpredictable cash flow and potentially higher debt levels.

Support in the form of customer advances have been significant
from Universal's large customers especially during difficult crop
cycles. These advances are indicative of the close and long-
standing relationships Universal maintains with these customers
and help to support the rating. However, if these cash advances
were not available, Universal would need to finance its inventory
with other forms of funded debt. Accordingly, customer advances
are treated as debt for analytical purposes. Moody's recognizes
that a significant portion of Universal's inventory (approximately
76%) is committed to specific customers and that these customers
are billed for carrying costs.

Universal's stable outlook reflects Moody's' expectation that
earnings volatility will be manageable and credit metrics will be
relatively stable.

For an upgrade, Universal's business would need to be sustained
such that its FCF/Debt measures were consistently in the low
double digits and its debt/EBITDA ratio is sustained below 2.5
times.

The principal methodology used in rating Universal Corporation was
the Global Food - Protein and Agriculture Industry published in
September 2009. Other methodologies used include Loss Given
Default for Speculative-Grade Non-Financial Companies in the U.S.,
Canada and EMEA published in June 2009.

Universal's ratings could be downgraded if operating performance
and credit metrics deteriorate such that debt/EBITDA is sustained
above 4.0 times and free cash flow to debt remains in the low
single digits for an extended period of time. Potential drivers
under this scenario could be further supply imbalances,
significant increase in uncommitted inventories, or shareholder
initiatives.


VALLE FOAM: Purchasers Drop Price-Fixing Claims vs. Domfoam
-----------------------------------------------------------
Abigail Rubenstein at Bankruptcy Law360 reports that direct
purchasers accusing Domfoam International Inc. of participating in
a price-fixing conspiracy agreed Wednesday to drop their claims
against the company in exchange for its cooperation against the
remaining defendants in multidistrict litigation targeting
polyurethane foam makers.

Law360 relates that representatives for a proposed class of direct
purchasers filed a motion urging an Ohio federal judge to
preliminarily approve a voluntary dismissal and settlement
agreement.

                  About Domfoam and Valle Foam

Deloitte & Touche Inc., as the court-appointed monitor, and
foreign representative, filed Chapter 15 petitions for Valle Foam
Industries (1995) Inc., Domfoam International Inc., and A-Z Sponge
& Foam Products Ltd. (Bankr. N.D. Ohio Case Nos. 12-30214,
12-30125, 12-30128) on Jan. 23, 2012.

Deloitte & Touche is seeking the U.S. court's recognitions of the
Valle Foam Group's proceedings under Canada's Companies' Creditors
Arrangement Act, R.S.C. 1985, c. C-36, as amended, pending before
the Ontario Superior Court of Justice (Commercial List).

Deloitte said that the Valle Foam Group is in an industry in
transition and experiencing significant pressures from overseas
production sources.  Valle Foam and Domfoam each suffered a loss
in excess of C$5 million in fiscal 2011.  A-Z also suffered a loss
of C$50,000.

Valle Foam and Domfoam were recently charged with, and on Jan. 5,
2012, pled guilty to, certain offenses under the Canadian
Competition Act, RSC 1985, c. C-34 in connection with a price
fixing conspiracy conducted with other members of the industry.
Valle Foam was fined C$6.5 million, and Domfoam was fined C$6
million.

In connection with the alleged price fixing, Valle Foam, Domfoam
and A-Z have been named as defendants in Canada in five class
action lawsuits, and in the United States in both class action
lawsuits and direct actions brought by various opt out plaintiffs.
The proposed class plaintiffs allege that Valle Foam and Domfoam
are jointly and severally liable for damages in excess of $100
million to class members.

The Chapter 15 proceedings have been initiated to obtain an order
staying present and new claims against Valle Foam, Domfoam, and
A-Z so that they can complete their restructuring in Canada.

The Valle Foam Group plans to restructure its business operations
and has sought the protection of the Canadian Court to give it
time to put together and execute its Plan.  The Valle Foam Group's
goals are to protect as many of the temporary and full time
Canadian jobs as possible and to secure the greatest possible
value for its assets.  The goals of the restructuring Plan may
require a sale of at least one of the Valle Foam Group.


WESTMORELAND COAL: Incurs $36.8 Million Net Loss in 2011
--------------------------------------------------------
Westmoreland Coal Company reported a net loss of $36.87 million on
$501.71 million of revenue in 2011, a net loss of $3.17 million on
$506.05 million of revenue in 2010, and a net loss of $29.16
million on $443.36 million of revenue in 2009.

"2011 presented numerous unexpected adversities for our customers
that negatively impacted our operations," said Keith E. Alessi,
Westmoreland's President and CEO.  "The year started off with
unprecedented snow pack in the Cascades which led to one of the
longest hydro electric generation seasons on record.  This was
followed by flooding across the Northern tier, which delayed and
disrupted rail movements.  Finally, in November, one of our
customers experienced a fire at one of their units, which forced
it to shut down, pending repairs.  The first $2.0 million in
losses, which will impact us primarily in the first quarter of
2012, is covered by our captive insurance company, and we expect
remaining losses to be covered by our business interruption
insurance.  I am proud of the fact that we not only reacted
quickly and prudently to these issues, but we were able to post
very respectable results as measured by EBITDA.  Our EBITDA for
the year was only down 10.4% in the face of these significant
adverse events, from 2010, which was a record year.  This is
strong testimony to the strength of our cost plus business model
and the tenacity of the management team in managing costs."

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

                        http://is.gd/akIRps

                      About Westmoreland Coal

Colorado Springs, Colo.-based Westmoreland Coal Company (NYSE
AMEX: WLB) -- http://www.westmoreland.com/-- is the oldest
independent coal company in the United States.  The Company's coal
operations include coal mining in the Powder River Basin in
Montana and lignite mining operations in Montana, North Dakota and
Texas.  Its power operations include ownership of the two-unit
ROVA coal-fired power plant in North Carolina.

The Company's balance sheet at Sept. 30, 2011, showed $768.96
million in total assets, $286.46 million in total debt, and a
$174.36 million total deficit.

                         *     *     *

As reported in the TCR on March 4, 2011, Standard & Poor's Ratings
Services said that it assigned a 'CCC+' corporate credit rating to
Colorado Springs, Colorado-based Westmoreland Coal Co.  The rating
outlook is stable.


WESTMORELAND COAL: Appoints Broadridge as New Rights Agent
----------------------------------------------------------
The Board of Directors approved and, on March 5, 2012,
Westmoreland Coal Company, entered into an amendment to the
Company's Amended and Restated Shareholder Rights Agreement, dated
Feb. 7, 2003, as amended, to replace Computershare Trust Company,
N.A., as rights agent and appoint Broadridge Corporate Issuer
Solutions, Inc. as Rights Agent under the Rights Agreement.  Other
conforming immaterial changes were also made in the Amendment.

On Feb. 29, 2012, the Board awarded Mr. Keith E. Alessi, the Chief
Executive Officer and President, the following compensation
package for 2012:

   -- Annualized base salary of $700,000;

   -- Annual Incentive Policy target of 100% of base salary; and

   -- Long Term Incentive Policy target of 150% of base salary.

In addition, on Feb. 29, 2012, the Board awarded to Mr. Alessi for
exemplary work an AIP payout for fiscal year 2011 of $668,460,
which reflects 100% financial payout and 134% individual
performance payout.

On Feb. 29, 2012, the Board determined that the roles and
responsibilities of Morris Kegley, General Counsel - Mining and
Operations, no longer require that he be considered an executive
officer of the Company for reporting purposes under the rules and
regulations of the Securities and Exchange Commission.

                     About Westmoreland Coal

Colorado Springs, Colo.-based Westmoreland Coal Company (NYSE
AMEX: WLB) -- http://www.westmoreland.com/-- is the oldest
independent coal company in the United States.  The Company's coal
operations include coal mining in the Powder River Basin in
Montana and lignite mining operations in Montana, North Dakota and
Texas.  Its power operations include ownership of the two-unit
ROVA coal-fired power plant in North Carolina.

Westmoreland Coal Company reported a net loss of $36.87 million in
2011, a net loss of $3.17 million in 2010, and a net loss of
$29.16 million in 2009.

The Company's balance sheet at Sept. 30, 2011, showed $768.96
million in total assets, $286.46 million in total debt, and a
$174.36 million total deficit.

                         *     *     *

As reported in the TCR on March 4, 2011, Standard & Poor's Ratings
Services said that it assigned a 'CCC+' corporate credit rating to
Colorado Springs, Colorado-based Westmoreland Coal Co.  The rating
outlook is stable.


WYNN RESORTS: Moody's Says New $900MM Notes No Impact on Ba2 CFR
----------------------------------------------------------------
Moody's Investors Service said Wynn Resorts, Limited new $900
million notes (not rated) have no impact on the company's Ba2
Corporate Family and Probability of Default ratings, Ba2 First
Mortgage Note ratings, or positive rating outlook.

The principal methodologies used in rating Wynn Resorts, Limited
were Global Gaming published in December 2009, and Loss Given
Default for Speculative-Grade Non-Financial Companies in the U.S.,
Canada and EMEA published in June 2009. Other methodologies and
factors that may have been considered in the process of rating
this issuer can also be found on Moody's Web site.

Wynn Resorts Limited owns and operates casino hotel resort
properties in Las Vegas, Nevada and Macau, China. In Las Vegas,
the company owns Wynn Las Vegas, which opened on April 28, 2005
and was expanded with the opening of Encore at Wynn Las Vegas on
December 22, 2008. In Macau, the company owns Wynn Macau, which
opened on September 6, 2006 and was expanded with the opening of
Encore at Wynn Macau on April 21, 2010. Wynn generates
consolidated net revenue of about $5.3 billion.

* BOOK REVIEW: Fraudulent Conveyances
-------------------------------------
Author: Orlando F. Bump
Publisher: Beard Books, Washington, D.C. 2000 (reprint of book
first published in 1872 by Orlando F. Bump)
657 pages
$34.95 trade paper
ISBN 1-893122-78-6

The book is a legal classic for adding American law on fraudulent
conveyances up to the 1870s when it first appeared to English law
going back much further; which in turn grew out of Roman law.
Bump's first chapter on the history of such law will be of
interest to readers looking for this perspective; though the
large bulk of the content is a meticulous, lawyerly organization
and expounding of the many facets of the law on fraudulent
conveyances as this has formed over centuries.

As Bump notes, this area of law has a larger number of "opposing
authorities . . . than can be found in any other branch of the
law."  In order to keep the treatment as simple as possible while
still being true to its many facets and opposing authorities and
relevant to legal practice of readers for whom it is intended,
the author takes fraudulent conveyances as a part of common law.
"This work simply considers the subject as it was at common law
with the remedies afforded by the common law."  Bump's treatment
thus does not go into criminal law or law with reference to
statutes.  Though statutes regarding fraudulent conveyances have
been passed in each state, these statutes have basically copied
Elizabethan Anglo-Saxon law and have "always been considered as
merely declaratory of the common law."  Since there is thus no
wide or radical difference between common law and state statutes
concerning fraudulent conveyance, nearly all of Bump's work bears
as well on law associated with the statutes.  He brings this up
in the work's Preface so readers will understand the framework by
which he treats the subject.  In the regular text, Bump does not
take up state fraudulent conveyance statutes except where ones
vary from the common law "to warn the practitioner [reader] that
the text is not applicable to his particular State."  The author
does not however discuss grounds for this variance between a
state's statutes and common law.

Bump begins the voluminous study with definitions at the
foundation of fraudulent conveyance.  Fraudulent conveyances are
all transfers made "to the end, purpose, and intent to delay,
hinder, or defraud creditors."  Whether a conveyance to a
creditor is fraudulent is determined by the three "points" (as
the author calls them) of intent, the consideration, and the bona
fides of the transfer.  Consideration generally refers to the
right of the debtor to use certain property or other assets to
settle a debt.  Bona fide means that the debtor was not given the
property, loan, etc., fraudulently by the creditor.

From the basics of the definitions, Bump moves on to the many
facets of this area of law dealing with circumstances in all
types of human relationships.  Not only business dealings, but
transactions establishing a debtor-creditor relationship between
members of a family, neighbors, governments, and just about any
two legally recognized parties are covered by the law of
fraudulent conveyances.  Subsequent creditors, ambiguous
contracts, and determining the value of property to pay debts are
all factors bringing complications to such law which Bump
systematically takes up.

Though the book was written in the mid latter 1800s, since the
basics of the law of fraudulent conveyances have not changed much
since then--or from when such law was formulated for that matter
-- Bump's work remains relevant and educating for anyone from
lawyers to businesspersons to lay persons interested in the
topic.  A detailed index running close to 50 pages takes readers
to specific topics of this involved legal subject.


                           *********

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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