TCR_Public/120417.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

             Tuesday, April 17, 2012, Vol. 16, No. 106

                            Headlines

10717 LLC: Sec. 341 Creditors' Meeting Set for April 30
201 WESTMORELAND: Sec. 341 Creditors' Meeting Set for May 11
207 REDWOOD: Court Considers Motion for Contempt on April 24
450HAY LLC: Files for Ch. 11 Bankruptcy to Halt Foreclosure Sale
450HAY LLC: Case Summary & 4 Largest Unsecured Creditors

ACCESS PHARMACEUTICALS: Ayer Capital Holds 12.9% Equity Stake
ALION SCIENCE: Sells Roughly $1.3MM Common Shares to ESOP Trust
ALPHA PROTECTIVE: Case Summary & 15 Largest Unsecured Creditors
ALLY FINANCIAL: Extends Maturity of Secured Facilities to May 14
AMERICAN AIRLINES: American Eagle Expands Ground Handling Ops.

AMERICAN REALTY: Files List of Largest Unsecured Creditors
ARCTIC GLACIER: Committee Authorizes Phase II Solicitation
C-SWDE348 LLC: Court Says Case Fully Administered and Closed
BACK PORCH: Case Summary & 4 Largest Unsecured Creditors
BAOSHINN CORPORATION: Albert Wong Raises Going Concern Doubt

BAYWOOD CAPITAL: Case Summary & Largest Unsecured Creditor
BERNARD L. MADOFF: May 15 Hearing Set for Settlement Approval
BIOVEST INTERNATIONAL: Board OKs Exec. Salaries with Condition
BLACKPOINT LAKE: Case Summary & 2 Largest Unsecured Creditors
BRUNSWICK CORP: S&P Raises Corp. Credit Rating to 'BB-'

BUFFETS INC: Wants Until Aug. 15 to Decide on Leases
CAMBRIDGE HEART: Amends 30.1 Million Common Shares Offering
CAMBRIDGE HEART: Files Form S-1, Registers 56.1MM Common Shares
CAPITALSOURCE INC: Fitch Raises Subordinated Debt Rating to 'BB-'
CAPITOL CITY BANCSHARES: Nichols Cauley Raises Going Concern Doubt

CATASYS INC: Issues Add'l $200,000 Promissory Note to Socius
CHINA GREEN: Madsen & Associates Raises Going Concern Doubt
CHURCH STREET: Wants to Hire Ordinary Course Professionals
CLAIRE'S STORES: Reports $1.6 Million Net Income in Fiscal 2012
CLARE AT WATER TOWER: Chicago Senior Care Named Winning Bidder

CLEAN BURN: Chapter 11 Trustee Incorporates Feb. 22 Report
CLEAR CREEK: Has Court's Nod to Incur Administrative Priority Debt
CLIFFS CLUB: Creditors Have Until May 31 to File Proofs of Claim
COMMUNITY SHORES: Steven Bolhuis Discloses 5.1% Equity Stake
COMSTOCK MINING: Daniel Kappes Named to Board of Directors

CONSTRUCTORA DE HATO: Files for Chapter 11 in Puerto Rico
CONTRACT RESEARCH: Taps Alston & Bird to Give Commercial Advice
CONTRACT RESEARCH: Taps Young Conaway as Bankruptcy Counsel
CONTRACT RESEARCH: U.S. Trustee Forms 3-Member Creditors Panel
CROSS BORDER: CAO's Salary Increased to $12,500

CROSS BORDER: RMR Receives Approval to Add Six Members to Board
CROSS ISLAND PLAZA: Sec. 341 Creditors' Meeting Set for May 14
CROSS ISLAND PLAZA: Files Amended List of Unsecured Creditors
CRYSTALLEX INT'L: Gets Temporary General Cease Trade Order
CYCLONE POWER: Mallah Furman Raises Going Concern Doubt

CYCLONE POWER: Widens Net Loss to $23.7 Million in 2011
DAYTOP VILLAGE: Schedules Filing Deadline Extended to May 21
DAYTOP VILLAGE: Wins Authority to Hire Epiq as Claims Agent
DAYTOP VILLAGE: Seeks Approval of Lowenstein as Bankr. Counsel
DAYTOP VILLAGE: Rejects Lease for Manhattan Office Space

DC DEVELOPMENT: Deere Credit Wants Automatic Stay Terminated
DC DEVELOPMENT: SSG Capital Approved as Investment Banker
DC DEVELOPMENT: Wants Cash Collateral Access Until July 15
DELTATHREE INC: Amends Sales Agency Agreement with ACN
DIALOGIC INC: Amends 2011 Financial Reports

DIALOGIC INC: Sells $39.5 Million Convertible Promissory Notes
DOLLAR GENERAL: Moody's Raises CFR to 'Ba1'; Outlook Positive
E-DEBIT GLOBAL: Incurs $1.1 Million Net Loss in 2011
EAST COAST: Ciena Gets OK to Foreclose Some North Carolina Assets
EAST COAST: First Bank OK'd to Foreclose Certain Real Properties

EASTMAN KODAK: Pilfered Digital Intellectual Property, Says Apple
EASTMAN KODAK: Wants Until Aug. 16 to Remove Lawsuits
EGPI FIRECREEK: Six Members Elected to Board of Directors
ENERGEN CORPORATION: Moody's Updates Credit Opinion
EPAZZ INC: Reports $121,800 Restated Net Loss in Q3 2011

EPAZZ INC: Restates 2010 Annual Report to Correct Errors
EPAZZ INC: Amends 2011 Reports to Reflect Intellisys Acquisition
ETERNAL SERVICES: Case Summary & 20 Largest Unsecured Creditors
FIRSTLIGHT HYDRO: Fitch Affirms 'BB+' Rating on $320-Mil. Bonds
FUEL DOCTOR: Amends Agency Agreement with Senibellacorp

GREASE PRO: Case Summary & 12 Largest Unsecured Creditors
GROVE PARK: Case Summary & 3 Largest Unsecured Creditors
GRUBB & ELLIS: BCG Partners Completes Acquisition of Assets
HARBORSIDE INVESTMENTS: Case Summary & 3 Largest Unsec Creditors
HCA HOLDINGS: Board Adopts 2012 Senior Officer PEP

HG & LL: Case Summary & 4 Largest Unsecured Creditors
IAP WORLDWIDE: S&P Lowers Corporate Credit Rating to 'CCC'
INTELLICELL BIOSCIENCES: Has $1MM License Pact with StemCells 21
INTELLIPHARMACEUTICS: Posts $1.94-Mil. Net Loss in Feb. 29 Quarter
INVENTIV HEALTH: Moody's Retains 'B3' CFR; Outlook Negative

JUELLE PROPERTIES: Voluntary Chapter 11 Case Summary
KLN STEEL: Hall Attorneys Approved as Panel's Bankruptcy Counsel
KLN STEEL: Has Access to Cash Collateral Until April 30
KLN STEEL: Horwood Marcus OK'd to Handle Corporate Matters
KLN STEEL: Navigant Consulting OK'd as Panel's Financial Advisor

KRATOS DEFENSE: S&P Lowers Corporate Credit Rating to 'B'
LARSON LAND: Files for Chapter 11 in Boise
LIBORIO MARKET: Files for Chapter 11 in Los Angeles
LUMBER PRODUCTS: Hiring Sussman Shank as Chapter 11 Attorneys
LUMBER PRODUCTS: Sec. 341 Creditors' Meeting Set for May 15

MARKETING WORLDWIDE: Issues 90,000 Series D Preferred Stock
MARKWEST ENERGY: Moody's Issues Summary Credit Opinion
MASTER SILICON: Child Van Wagoner Raises Going Concern Doubt
MEDIA 8: Case Summary & 19 Largest Unsecured Creditors
MEDYTOX SOLUTIONS: Peter Messineo Raises Going Concern Doubt

METAL STORM: Has $350,000 Subscription Agreement with Luxinvest
METAL STORM: Incurs A$6 Million Loss in 2011
MF GLOBAL: Court Permits Insurers to Pay D&O Defense Costs
MF GLOBAL: Court Approves HSBC Bank Settlement
MF GLOBAL: Schedules Filing Further Extended to May 18

MF GLOBAL: Ch. 11 Trustee Proposes Covington as Insurance Counsel
MINT LEASING: M&K CPAs Raises Going Concern Doubt
MOUNTAIN PROVINCE: To Hold Special Meeting on April 25
NATIONSTAR MORTGAGE: Moody's Affirms 'B1' CFR; Outlook Negative
NEBRASKA BOOK: Court Gives Go Signal for Plan Solicitation

NESCO LLC: S&P Assigns 'B' Corp. Credit Rating; Outlook Stable
OCALA INN: Case Summary & 14 Largest Unsecured Creditors
PACKAGING SYSTEMS: Meeting to Form Creditors' Panel on April 25
PARKS PHARMACY: Case Summary & 16 Largest Unsecured Creditors
PERSONALIZED PHYSICIAN: Case Summary & Creditors List

PHILLIPS VIEW: Case Summary & 7 Largest Unsecured Creditors
WELKER FARMS: Voluntary Chapter 11 Case Summary
PINNACLE AIRLINES: Nantahala Discloses 9.8% Equity Stake
PNM RESOURCES: S&P Raises Unsecured Credit Rating to 'BB+'
PRIMEDIA INC: S&P Puts 'B' Corp. Credit Rating on Watch Negative

PROTECTIVE LIFE: Moody's Issues Summary Credit Opinion
PROTEONOMIX INC: Miami University Terminates Research Agreement
QUAMTEL INC: RBSN LLP Raises Going Concern Doubt
QUANTUM FUEL: Maturity Date of Central 1 Loan Extended to 2017
RACETRACK DEVELOPMENT: Case Summary & 20 Largest Unsec Creditors

RADLAX GATEWAY: Has Access to Cash Collateral Until June 20
RESIDENTIAL CAPITAL: S&P Keeps 'CC' Issuer Credit Rating on Watch
SEITEL INC: S&P Rates New $275-Mil. Second Lien Term Loan 'B'
STANADYNE HOLDINGS: COO James Borzi Resigns for Personal Reasons
SINCLAIR BROADCAST: Acquires Freedom TV Stations for $385 Million

SUN HEALTHCARE: S&P Raises Issue-Level Rating to 'BB-'
TALON INTERNATIONAL: Michael Francis Resigns from Board
TBS INTERNATIONAL: Court OKs Assumption of Plan Support Agreement
TBS INTERNATIONAL: GCG Inc. Approved as Claims Agent
TBS INTERNATIONAL: Gets Final OK to Hire GCG as Admin. Agent

TBS INTERNATIONAL: Gets Final OK to Obtain $1.5MM DIP Financing
TBS INTERNATIONAL: Gibson Dunn Approved as Gen. Bankruptcy Counsel
TBS INTERNATIONAL: Lazard Freres Approved as Investment Banker
TELKONET INC: To Record $3.1 Million of Impairment Charge in 2011
THERMOENERGY CORP: Errors Found in 2011 Financial Statements

UNITED RENTALS: Fitch Affirms 'B' Long-Term Issuer Default Rating
UNITED RETAIL: Committee Taps CBIZ Inc. as Financial Advisor
UNITED RETAIL: Committee Wants Cooley LLP as Bankruptcy Counsel
UNITED RETAIL: Has Until Aug. 29 to Decide on Unexpired Leases
VIEW SYSTEMS: Hires Seale and Bears as New Accountants

VOLUNTEER BANCORP: Suspending Filing of Reports with SEC
WARNER CHILCOTT: S&P Keeps 'BB' Corporate Credit Rating
WORLD SURVEILLANCE: Files Form S-1; Registers 50MM Common Shares

* Large Companies With Insolvent Balance Sheets



                            *********

10717 LLC: Sec. 341 Creditors' Meeting Set for April 30
-------------------------------------------------------
The U.S. Trustee for the Eastern District of New York, in
Brooklyn, will convene a Meeting of Creditors under 11 U.S.C. Sec.
341(a) in the Chapter 11 case of 10717 LLC on April 30, 2012, at
2:30 p.m. at 271 Cadman Plaza East, Room 4529, in Brooklyn.

Brooklyn, New York-based 10717 LLC filed a Chapter 11 bankruptcy
petition (Banrk. E.D.N.Y. Case No. 12-41998) on March 21, 2012.
10717 LLC says it has total assets of $14.0 million and total
debts of $14.35 million.  It owns 18 acres of land in the town of
Thompson, Sullivan County, New York.  The property secures a
$1.3 million debt.

Judge Jerome Feller presides over the case.  The Debtor is
represented by Bruce Weiner, Esq., at Rosenberg Musso & Weiner
LLP, in Brooklyn.


201 WESTMORELAND: Sec. 341 Creditors' Meeting Set for May 11
------------------------------------------------------------
The U.S. Trustee in Los Angeles, California, will convene a
Meeting of Creditors under 11 U.S.C. Sec. 341(a) in the Chapter 11
case of 201 Westmoreland Associates, Ltd., on May 11, 2012, at
10:00 a.m. at RM 2610, 725 S Figueroa St., in Los Angeles.

201 Westmoreland Associates, Ltd., filed a bare-bones Chapter 11
bankruptcy petition (Bankr. C.D. Calif. Case No. 12-22642) in its
hometown in Los Angeles on April 10, 2012.  The Debtor, in the
business of real estate investment, estimated assets and debts of
up to $50 million.  It expects that funds will be available for
distribution to unsecured creditors.

Judge Neil W. Bason oversees the case.  Warren N. Nemiroff, Esq.,
in Beverly Hills, California, serves as the Debtor's counsel.  The
petition was signed by Manuel Meza, president of the Debtor's
general partner.


207 REDWOOD: Court Considers Motion for Contempt on April 24
------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Maryland will
convene a hearing on April 24, 2012, at 10:00 a.m. to consider the
motion for contempt filed by creditor RL BB Financial, LLC.

                        About 207 Redwood

Columbia, Maryland-based 207 Redwood LLC was created to own,
rehabilitate and develop a 10-story historic building located at
207 East Redwood Street in downtown Baltimore, Maryland, into a
hotel.  The Debtor filed for Chapter 11 protection (Bankr. D. Md.
Case No. 10-27968) on Aug. 6, 2010.  James A. Vidmar, Jr., Esq.,
and Lisa Yonka Stevens, Esq., at Logan, Yumkas, Vidmar & Sweeney,
LLC, in Annapolis, Md., assist the Debtor in its restructuring
effort.  In its amended schedules, the Debtor disclosed
$14.5 million in assets and $24.1 million in liabilities as of the
Petition Date.


450HAY LLC: Files for Ch. 11 Bankruptcy to Halt Foreclosure Sale
----------------------------------------------------------------
Michael Futch at fayobserver.com reports that 450 Hay LLC filed
for Chapter 11 protection in the U.S. Bankruptcy Court for the
District of North Carolina, blocking a forced auction of the Hotel
Prince Charles in downtown Fayetteville, North Carolina.

"There is no new date scheduled," the report quotes Lt. Dallas
Tyree of the Cumberland County Sheriff's Office civil division,
who made the announcement on the steps of the courthouse.  The
city of Fayetteville is seeking the auction to collect $77,000
owed by hotel owner John Chen over an illegally installed vinyl
window.  The city won a court judgement against Mr. Chen in 2010,
according to the report.

The report relates the bankruptcy filing estimated assets of
$1 million to $10 million and estimated debts of $50,000 to
$100,000.  450 Hay's creditors holding the largest unsecured
claims are listed as the LSV Partnership of Fayetteville, an
architectural and planning firm Mr. Chen reportedly hired to help
bring the building up to code; the Cumberland County tax office;
Hanover Ironworks of Wilmington; and Embarq Communications of
Kansas City, Mo.

Mr. Chen has to file additional paperwork for review by the
bankruptcy court by July 10.  He is ordered to appear at a meeting
of creditors scheduled for 10 a.m. May 22 in U.S. Bankruptcy Court
in Wilson, N.C.


450HAY LLC: Case Summary & 4 Largest Unsecured Creditors
--------------------------------------------------------
Debtor: 450hay, LLC
        135-37 37 Avenue, #3A
        Flushing, NY 11354

Bankruptcy Case No.: 12-02808

Chapter 11 Petition Date: April 11, 2012

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

Debtor's Counsel: Jason L. Hendren, Esq.
                  HENDREN & MALONE, PLLC
                  4600 Marriott Drive, Suite 150
                  Raleigh, NC 27612
                  Tel: (919) 573-1422
                  Fax: (919) 420-0475
                  E-mail: aspangler@hendrenmalone.com

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

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

A copy of the Company's list of its four largest unsecured
creditors filed together with the petition is available for free
at http://bankrupt.com/misc/nceb12-02808.pdf

The petition was signed by Kapil John Chen, member manager.


ACCESS PHARMACEUTICALS: Ayer Capital Holds 12.9% Equity Stake
-------------------------------------------------------------
In an amended Schedule 13G filing with the U.S. Securities and
Exchange Commission, Ayer Capital Management, LP, ACM Capital
Partners, LLC, and Jay Venkatesan disclosed that, as of Dec. 31,
2011, they beneficially own 2,758,620 shares of common stock of
Access Pharmaceuticals Inc. representing 12.99% of the shares
outstanding.  A copy of the filing is available for free at:

                        http://is.gd/9Dkhm2

                    About Access Pharmaceuticals

Access Pharmaceuticals, Inc., develops pharmaceutical products
primarily based upon its nano-polymer chemistry technologies and
other drug delivery technologies.  The Company currently has one
approved product, one product candidate at Phase 3 of clinical
development, three product candidates in Phase 2 of clinical
development and other product candidates in pre-clinical
development.

The Company reported a net loss of $2.53 million in 2011, compared
with a net loss of $7.53 million in 2010.

The Company's balance sheet at Dec. 31, 2011, showed $3.78 million
in total assets, $21.39 million in total liabilities, and a
$17.60 million total stockholders' deficit.

For 2011, Whitley Penn LLP, in Dallas Texas, expressed substantial
doubt about the Company's ability to continue as a going concern.
The independent auditors noted that the Company has had recurring
losses from operations, negative cash flows from operating
activities and has an accumulated deficit.


ALION SCIENCE: Sells Roughly $1.3MM Common Shares to ESOP Trust
---------------------------------------------------------------
Alion Science and Technology Corporation sold approximately $1.3
million worth of common stock to the Alion Science and Technology
Corporation Employee Ownership, Savings and Investment Trust.  The
price per share to be ascribed to the common stock for this sale
will be determined in a valuation of Alion common stock to be
performed as of March 31, 2012.

The trustee of the ESOP Trust, State Street Bank & Trust Company,
has engaged an independent third-party valuation firm to assist in
establishing a value for Alion's common stock as of March 31,
2012.  Management expects the valuation to be completed by May 10,
2012.

The shares of common stock were sold pursuant to an exemption from
registration under Section 4(2) of the Securities Act of 1933.

                        About Alion Science

Alion Science and Technology Corporation, based in McLean,
Virginia, is an employee-owned company that provides scientific
research, development, and engineering services related to
national defense, homeland security, and energy and environmental
analysis.  Particular areas of expertise include communications,
wireless technology, netcentric warfare, modeling and simulation,
chemical and biological warfare, program management.

The Company reported a net loss of $44.38 million for the year
ended Sept. 30, 2011, compared with a net loss of $15.23 million
during the prior year.

The Company's balance sheet at Dec. 31, 2011, showed $642.26
million in total assets, $768.24 million in total liabilities,
124.29 million in redeemable common stock, $20.78 million in
common stock warrants, $123,000 in accumulated other comprehensive
loss and a $270.93 million accumulated deficit.

                            *     *     *

Alion carries 'Caa3' corporate family and probability of default
Ratings, with stable outlook, from Moody's.  Alion carries a 'B-'
corporate credit rating, with stable outlook, from Standard &
Poor's.  Moody's said in March 2010, "The Caa1 corporate family
rating would balance the continued high leverage against a
promising business backlog that could sustain the good 2009
revenue growth rate, though credit challenges would remain
pronounced."

As reported by the TCR on Sept. 8, 2011, Standard & Poor's Ratings
Services lowered its corporate credit rating on McLean, Va.-based
Alion Science and Technology Corp. to 'CCC+' from 'B-'.  The
rating outlook is negative.

"The downgrade of Alion is a result of the company's recent
operational weakness," said Standard & Poor's credit analyst
Alfred Bonfantini, "and the prospect of further pressure on
revenues, which stem from the continuing resolution on the 2011
Federal government budget that wasn't settled until April 2011,
the subsequent specter of a U.S. government default during the
debt ceiling debate, and the ongoing uncertainty over future
budget cuts and levels."


ALPHA PROTECTIVE: Case Summary & 15 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Alpha Protective Services, Inc.
        P.O. Box 6670
        Thomasville, GA 31758

Bankruptcy Case No.: 12-70482

Chapter 11 Petition Date: April 12, 2012

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

Judge: John T. Laney, III

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

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

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

A copy of the Company's list of its 15 largest unsecured creditors
filed with the petition is available for free at:
http://bankrupt.com/misc/gamb12-70482.pdf

The petition was signed by Jeffery B. Brinson, president/CEO.


ALLY FINANCIAL: Extends Maturity of Secured Facilities to May 14
----------------------------------------------------------------
At Dec. 31, 2011, Ally Financial Inc. had funding arrangements
with Residential Capital, LLC, that included $1.0 billion of
senior secured credit facilities and a $1.6 billion line of credit
consisting of a $1.1 billion secured facility and a $500 unsecured
facility.  The Senior Secured Facilities and Line of Credit had a
maturity date of April 13, 2012.  Ally has extended the maturity
date of the Senior Secured Facilities and the $1.1 billion secured
facility under the Line of Credit to May 14, 2012.  The unsecured
facility under the Line of Credit was not extended.

                         About Ally Financial

Ally Financial Inc., formerly GMAC Inc. -- http://www.ally.com/--
is one of the world's largest automotive financial services
companies.  The company offers a full suite of automotive
financing products and services in key markets around the world.
Ally's other business units include mortgage operations and
commercial finance, and the company's subsidiary, Ally Bank,
offers online retail banking products.  Ally operates as a bank
holding company.

GMAC obtained a $17 billion bailout from the U.S. government in
exchange for a 56.3% stake.  Private equity firm Cerberus Capital
Management LP keeps 14.9%, while General Motors Co. owns 6.7%.

Ally has tapped Goldman Sachs Group Inc. and Citigroup Inc. to
advise on a range of issues, including strategic alternatives for
the mortgage business and repayment of taxpayer funds.

Ally's balance sheet at Sept. 30, 2011, showed $181.95 billion
in total assets, $162.22 billion in total liabilities and
$19.73 billion in total equity.

                              ResCap

According to the Form 10-Q for the quarter ended Sept. 30, 2011,
although Ally's continued actions through various funding and
capital initiatives demonstrate support for ResCap, there can be
no assurances for future capital support.  Consequently, there
remains substantial doubt about ResCap's ability to continue as a
going concern.  Should Ally no longer continue to support the
capital or liquidity needs of ResCap or should ResCap be unable to
successfully execute other initiatives, it would have a material
adverse effect on ResCap's business, results of operations, and
financial position.

Ally said it has extensive financing and hedging arrangements with
ResCap that could be at risk of nonpayment if ResCap were to file
for bankruptcy.  At Sept. 30, 2011, Ally had $1.9 billion in
secured financing arrangements with ResCap of which $1.2 billion
in loans was utilized.  At Sept. 30, 2011, the hedging
arrangements were fully collateralized.  Amounts outstanding under
the secured financing and hedging arrangements fluctuate.  If
ResCap were to file for bankruptcy, ResCap's repayments of its
financing facilities, including those with Ally, could be slower.
In addition, Ally could be an unsecured creditor of ResCap to the
extent that the proceeds from the sale of Ally's collateral are
insufficient to repay ResCap's obligations to the Company.  It is
possible that other ResCap creditors would seek to recharacterize
Ally's loans to ResCap as equity contributions or to seek
equitable subordination of Ally's claims so that the claims of
other creditors would have priority over Ally's claims.

Ally also said that, should ResCap file for bankruptcy, Ally's
$331 million investment related to ResCap's equity position would
likely be reduced to zero.  If a ResCap bankruptcy were to occur
and a substantial amount of Ally's credit exposure is not repaid
to the Company, it could have an adverse impact on Ally's near-
term net income and capital position, but Ally does not believe it
would have a materially adverse impact on Ally's consolidated
financial position over the longer term.

                         *     *     *

In February 2012, Fitch Ratings downgraded the long-term Issuer
Default Rating (IDR) and the senior unsecured debt rating of Ally
Financial and its subsidiaries to 'BB-' from 'BB'.  The Rating
Outlook is Negative.

The downgrade primarily reflects deteriorating operating trends in
ResCap, which has continued to be a drag on Ally's consolidated
credit profile, as well as exposure to contingent mortgage-related
rep and warranty and litigation issues tied to ResCap, which could
potentially impact Ally's capital and liquidity levels.


AMERICAN AIRLINES: American Eagle Expands Ground Handling Ops.
--------------------------------------------------------------
Eagle Ground Handling, American Eagle's ground handling business,
has been awarded a contract to handle United Express ground
handling operations at nine U.S. locations.

Currently, Eagle Ground Handling provides ground handling services
for other airlines in Waco, College Station, Killeen/Fort Hood and
Tyler, Texas, as well as Monroe, La.  As a result of these awards,
it will add ground handling services for United Express at those
stations, along with Dallas Love Field, Del Rio and Beaumont/Port
Arthur, Texas, plus Binghamton, N.Y.

"We are excited about this opportunity to expand our relationship
with United Express," said Pedro Fabregas, American Eagle's Senior
Vice President - Customer Service.  "Our team at Eagle Ground
Handling is the best in the industry, and we look forward to
providing our excellent services at these nine locations."

The United Express ground handling operations at the newly
contracted stations will be transitioned to Eagle Ground Handling
in the coming months.

                     About American Airlines

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

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

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

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

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

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

Jack Butler, Esq., John Lyons, Esq., Felecia Perlman, Esq., and
Jay Goffman, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP
serve as counsel to the Official Committee of Unsecured Creditors
in AMR's chapter 11 proceedings.  Togut, Segal & Segal LLP is the
co-counsel for conflicts and other matters; Moelis & Company LLC
is the investment banker, and Mesirow Financial Consulting, LLC,
is the financial advisor.

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


AMERICAN REALTY: Files List of Largest Unsecured Creditors
----------------------------------------------------------
American Realty Trust, Inc., submitted to the U.S. Bankruptcy
Court for the District of Nevada a list of its largest unsecured
creditors:

   Name of Creditor                               Amount of Claim
   ----------------                               ---------------
Clapper Entities                                   $73,000,000
c/o Andrew W. Mychalowych
Siciliano Mychalowych &
Van Dusan, PC
3700 Grand River Ave., Suite 350
Farmington, MI 48335

Academy Bank, a division of                         $8,000,000
Armed Forces Bank, N.A.
P.O. Box 26458
Kansas City, MO 64196-6458

Graham Mortgage Corporation                         $3,330,859
3838 Oak Loan Avenue, Suite 1500
Dallas, TX 75219

One Bank & Trust NA                                    $95,000
P.O. Box 34113
Little Rock, AR 72203-4113

Shamoun & Norman LLP                                   $17,362
1755 Wittington Plance, Suite 200
LB 25
Dallas, TX 75234

Kutak Rock LLP                                         $16,084
P.O. Box 30057
Omaha, NE 58103-1157

Marion County                                           $6,528
503 SE 25th Avenue
Ocala, FL 34471

Eddie Vasallo, P.C.                                     $6,402
3710 Rawlins, Suite 1200
Dallas, TX 75219-6410

Archibald & Associates                                  $5,000
13219 George Street
Dallas, TX 75234

Taxing Authority                                        $3,838
Consulting Services PC
on behalf of Fairfax County,
DTA, VA
P.O. Box 71476
Richmond, VA 23255-1476

Frisco ISD                                                $120
6948 Maple Street
Frisco, TX 75034

Collin County                                              $68
2300 Bloomdale, Suite 2324
McKinney, TX 75071

Katy ISD                                                   $55
P.O. Box 159
Katy, TX 77492-0159

Frisco ISD                                                 $32
6948 Maple Street
Frisco, TX 75034

Harris County                                              $23
c/o Tax Assessor-Collector
P.O. Box 4622
Houston, TX 77210-4622

Collin County                                              $18
2300 Bloomdale, Suite 2324
McKinney, TX 75071

Interstate MUD                                             $15
P.O. Box1368
Friendswood, TX 77549-1368

                    About American Realty Trust

Las Vegas, Nevada-based American Realty Trust, Inc., filed for
Chapter 11 (Bankr. D. Nev. Case No. 12-10883) on Jan. 26, 2012,
estimating assets and debts of $10 million to $50 million.  The
Debtor is a Single Asset Real Estate as defined in 11 U.S.C. Sec.
101 (51B).  Bankruptcy Judge Mike K. Nakagawa presides over the
case.  Santoro, Driggs, Walch, Kearney, Holley & Thompson
represents the Debtor in its restructuring effort.  The
petition was signed by Steven A. Shelley, vice president.


ARCTIC GLACIER: Committee Authorizes Phase II Solicitation
----------------------------------------------------------
Arctic Glacier Income Fund on April 12 disclosed that a special
committee of its board of trustees has authorized commencement of
Phase II of the Sale and Investor Solicitation Process.

During Phase I of the SISP, Arctic Glacier's financial advisor, TD
Securities Inc. solicited and received non-binding letters of
intent from several interested parties to acquire or to invest in
Arctic Glacier.  Alvarez & Marsal Canada Inc., in consultation
with TD Securities, the Chief Process Supervisor and Arctic
Glacier, determined that multiple LOIs were qualified for
inclusion in Phase II.  As a result, TD Securities and the Monitor
recommended that the Special Committee authorize the commencement
of Phase II of the SISP.

Arctic Glacier, with the assistance of TD Securities, will now
make additional information available to parties invited to Phase
II and will then seek submission of binding proposals regarding a
transaction with the Fund.  Phase II is expected to require a
period of several weeks to complete and there can be no assurance
that any transaction may occur.

"We are very pleased with the level of interest that surfaced in
Phase I," said Keith McMahon, President and CEO of Arctic Glacier.
"We received indications of interest from a large group of
prospective acquirers and investors, and are optimistic about
Phase II of the process.  We will continue to work with these
parties and expect to conclude a transaction for the benefit of
all Arctic Glacier stakeholders."

Commenting on the April 12 news release from Reddy Ice Holdings,
Inc. in connection with their U.S. Chapter 11 bankruptcy
proceedings and interest in a combination with Arctic Glacier,
Mr. McMahon said, "We have received a non-binding letter of intent
from Reddy Ice.  Reddy Ice is one of many parties that have
expressed interest in our process and from whom a non-binding
letter of intent was received.  We do not intend to disclose the
identities of any of our Phase II participants."

                       About Arctic Glacier

Arctic Glacier Income Fund, through its operating company, Arctic
Glacier Inc., is a leading producer, marketer and distributor of
high-quality packaged ice in North America, primarily under the
brand name of Arctic Glacier(R) Premium Ice.  Arctic Glacier
operates 39 production plants and 48 distribution facilities
across Canada and the northeast, central and western United States
servicing more than 75,000 retail locations.

Arctic Glacier Income Fund trust units are listed on the Toronto
Stock Exchange under the trading symbol AG.UN.  There are
currently 39.0 million trust units outstanding.  Following the
issuance of units to the Debenture holders on Aug. 2, 2011, there
will be 350.3 million trust units outstanding.

Arctic Glacier filed for Chapter 15 bankruptcy (Bankr. D. Del.
Case No. 12-10603) on Feb. 22, 2012.  The Fund estimated assets
and debts of $100 million to $500 million.  Judge Kevin Gross
presides over the case.

Marketwire reported that since late 2010, a special committee of
the board has been engaged in a strategic and financing review,
with the assistance of TD Securities.  The report added that
the Fund was in breach of certain financial covenants governing
EBITDA levels and other measures under its credit facilities.  The
breach created a default under the terms of the credit facilities
and the Fund received notices of default from its term loan
lenders and revolving term credit facility lenders in September
2011, without requiring accelerated payments.  As a result, the
Fund no longer had the ability to make additional draws on its
revolving term credit facility.


C-SWDE348 LLC: Court Says Case Fully Administered and Closed
------------------------------------------------------------
The Hon. Mike K. Nakagawa of the U.S. Bankruptcy Court for the
District of Nevada entered a final decree and order closing the
Chapter 11 case of C-SWDE348, LLC.

The Court found that the case is fully administered pursuant to
Section 350(a) of the Bankruptcy Code and Bankruptcy Rule 3022.

                       About C-SWDE348

Las Vegas, Nevada-based C-SWDE348, LLC, filed for Chapter 11
bankruptcy protection (Bankr. D. Nev. Case No. 11-13942) on
March 21, 2011.  Scott Bogatz, Esq., at Bogatz & Associates, P.C.,
serves as the Debtor's bankruptcy counsel.  The Debtor estimated
its assets and debts at $10 million to $50 million.

Affiliates B-SWDE3, LLC (Bankr. D. Nev. Case No. 09-29051) and
four affiliates filed for bankruptcy in 2009.  B-NWI1, LLC (Case
No. 10-15774) and nine other related entities sought bankruptcy
protection in 2010.  B-SCT1, LLC (Case No. 11-11560) and G-SWDE1,
LLC (Case No. 11-11991) filed Chapter 11 petitions in February
2011.  C-NW361, LLC, and five other affiliates sought bankruptcy
protection in March 2011.


BACK PORCH: Case Summary & 4 Largest Unsecured Creditors
--------------------------------------------------------
Debtor: Back Porch, LLC
        P.O. Box 462
        Dahlonega, GA 30533

Bankruptcy Case No.: 12-21377

Chapter 11 Petition Date: April 11, 2012

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

Judge: Robert Brizendine

Debtor's Counsel: Herbert C. Broadfoot, II, Esq.
                  RAGSDALE, BEALS, SEIGLER, PATTERSON & GRAY, LLP
                  2400 International Tower
                  229 Peachtree Street, N.E.
                  Atlanta, GA 30303
                  Tel: (404) 588-0500
                  Fax: (404) 523-6714
                  E-mail: broadfoot@rbspg.com

Scheduled Assets: $1,500,000

Scheduled Liabilities: $799,741

A copy of the Company's list of its four largest unsecured
creditors filed together with the petition is available for free
at http://bankrupt.com/misc/ganb12-21377.pdf

The petition was signed by Lester Lee Creef, managing member.


BAOSHINN CORPORATION: Albert Wong Raises Going Concern Doubt
------------------------------------------------------------
Baoshinn Corporation filed on April 13, 2012, its annual report on
Form 10-K for the fiscal year ended Dec. 31, 2011.

Albert Wong, in Hong Kong, expressed substantial doubt about
Baoshinn's ability to continue as a going concern.  The
independent auditors noted that the Company has accumulated
losses.

The Company reported net income of $109,462 on $38.54 million of
revenues for 2011, compared with net income of $79,465 on
$30.60 million of revenues for 2010.

The Company's balance sheet at Dec. 31, 2011, showed
$6.55 million in total assets, $5.61 million in total liabilities,
and stockholders' equity of $940,082.

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

                       http://is.gd/st5Aze

Located in Kowloon, Hong Kong, Baoshinn Corporation, through its
Hong Kong subsidiary, is ticket consolidator of major
international airlines, including Thai Airways, Eva Airways,
Dragon Air, Air China, China Southern Airlines, China Eastern
Airlines, HongKong Airlines & HongKong Express.  The Company
provides travel services such as ticketing, hotel and
accommodation arrangements, tour packages, incentive tours and
group sightseeing services to customers located in Hong Kong and
Mainland China.


BAYWOOD CAPITAL: Case Summary & Largest Unsecured Creditor
----------------------------------------------------------
Debtor: Baywood Capital LLC
        2406 West Ocean Front
        Newport Beach, CA 92663

Bankruptcy Case No.: 12-14601

Chapter 11 Petition Date: April 11, 2012

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

Judge: Theodor Albert

Debtor's Counsel:  Stanley D Bowman, Esq.
                   700 N Pacific Coast Hwy Ste 202A
                   Redondo Beach, CA 90277
                   Tel: (310) 937-4529
                   E-mail: sb@stanleybowman.com

Scheduled Assets: $1,900,000

Scheduled Liabilities: $2,919,542

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

Entity                   Nature of Claim        Claim Amount
------                   ---------------        ------------
Capitol One               Bank loan              $2,919,542
P.O. Box 21887
Eagan, MN 55121

The petition was signed by Moses Mortazavi, manager.


BERNARD L. MADOFF: May 15 Hearing Set for Settlement Approval
-------------------------------------------------------------
On Friday, April 13, 2012, on behalf of Irving H. Picard, the SIPA
Trustee for the liquidation of Bernard L. Madoff Investment
Securities LLC (BLMIS), Counsel to the Trustee filed the following
with the District Court for the Southern District of New York with
regard to Picard v. Katz et al.:

        1.  Trustee's Motion and Memorandum for Entry of Order
Pursuant to Section 105(a) of the Bankruptcy Code and Rules
2002(a)(3) and 9019(a) of the Federal Rules of Bankruptcy
Procedure Approving Settlement Agreement

        2.  Trustee's Affidavit in support of Motion and
Memorandum for Entry of Order pursuant to Section 105(a) of the
Bankruptcy Code and Rules 2002(a)(3) and 9019(a) of the Federal
Rules of Bankruptcy Procedure Approving Settlement Agreement

        3.  Settlement Agreement and Release

Summary/highlights of the Settlement:

-- The Settlement Agreement represents a good faith, complete and
final settlement between the two parties.  It is a practical and
fair compromise of complex litigation issues and avoids a
protracted and expensive trial and lengthy appeals.  The
settlement is in the best interests of the BLMIS Customer Fund and
the BLMIS customers with allowed claims -- who were defrauded by
the Madoff Ponzi scheme -- who will ultimately receive
distributions of recovered monies from the Customer Fund.

-- The Agreement enables the BLMIS Customer Fund to recoup six
years (2002 through 2008) of fictitious profits of $162,000,000
and enables the SIPA Trustee to increase the fund of customer
property (the Customer Fund) by $162 million.

-- The settlement payment schedule -- details of which are fully
outlined in the Agreement -- is structured to make the settlement
fully collectable, and creates a way to work around the
restrictive issues faced by the Defendants that include
constricted cash flow and lender covenant issues.  The Trustee
believes that without a solution such as this settlement presents,
he would not have been able to recover more for the BLMIS Customer
Fund by litigating to the point of judgment.

-- The Trustee's financial due diligence confirmed the basis for
the settlement and the representations made by the Katz et al.
Defendants.

-- The Defendants' allowed claims of approximately $178 million
(BLMIS accounts in which the Defendants had deposited more money
than they had withdrawn -- their "net loser" accounts) will be
unconditionally assigned to the Trustee.  Any payments against the
allowed claims that the Defendants are assigning to the Trustee
will reduce the amount owed by the Defendants and will be added to
the Customer Fund.  If the settlement has not been fully satisfied
in three years, Katz et al. Defendants must each pay their
respective remainder of the settlement amount.  If any of the
Defendants are unable to do so, Saul Katz and Fred Wilpon will be
personally responsible for any shortfall up to $29 million.

-- The Katz et al. Defendants agree to withdraw their petition for
a writ of certiorari filed with the United States Supreme Court
from the Second Circuit Net Equity Order and also agree not to
pursue or join any other litigation involving the Trustee or SIPC
arising out of or relating to the BLMIS liquidation.  The
termination of such litigation will help speed additional
distributions to BLMIS customers with allowed claims.

A hearing for approval of the settlement before the District Court
for the Southern District of New York has been scheduled for
Tuesday, May 15, 2012, at 4:00 p.m.

Counsel to the SIPA Trustee at Baker Hostetler who worked on the
settlement filings with regard to Picard v. Saul Katz et al.
include: David Sheehan, Fernando Bohorquez, Geraldine Ponto,
Regina Griffin, Steven Goldberg, Karin Jenson Scholz, Henry
Bodenheimer, Katherine Zunno, and Jody Schechter.

                     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. 17, 2012 and in the 38 months since his appointment,
the SIPA Trustee has recovered or entered into agreements to
recover more than $9 billion, representing roughly 52% of the
roughly $17.3 billion in principal estimated to have been lost in
the Ponzi scheme by BLMIS customers who filed claims.  The
recoveries exceed prior restitution efforts related to Ponzi
schemes both in terms of dollar value and percentage of stolen
funds recovered.  Pro rata distributions from the Customer Fund to
BLMIS customers whose claims have been allowed by the SIPA Trustee
totaled $325.7 million.

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.


BIOVEST INTERNATIONAL: Board OKs Exec. Salaries with Condition
--------------------------------------------------------------
The Board of Directors of Biovest International, Inc., approved
the compensation arrangements for the named officers as a result
of an annual compensation review by the Board of Directors and its
Compensation Committee.  However, those arrangements will be
contingent on, and not commence until, the Company has raised an
aggregate total of $4.0 million in additional new financing:

   -- Francis E. O'Donnell, Jr. M.D., the Company's Executive
      Chairman, will receive a base salary of $85,619 and a cash
      of bonus of $38,150 for the fiscal year ending Sept. 30,
      2012.

   -- Samuel S. Duffey, Esq., the Company's President and Chief
      Executive Officer, will receive an increase to his base
      salary from $237,500 to $244,625 and a cash bonus of
      $109,000 for fiscal year ending Sept. 30, 2012.

   -- Brian D. Bottjer, CPA, the Company's Acting Chief Financial
      Officer and Controller, will receive an increase to his base
      salary from $140,000 to $155,000 for the fiscal year ending
      Sept. 30, 2012.  He will receive an additional increase in
      his base salary if he becomes the Company's Chief Financial
      Officer when the Board of Director considers that matter
      later in the year.

In addition, on March 30, 2012, the Company granted stock options
to purchase the following number of shares of the Company's common
stock: Dr. O'Donnell (459,550 shares), Mr. Duffey (919,100
shares), and Mr. Bottjer (282,800 shares).  Those options were
granted under the Company's 2010 Equity Incentive Plan at an
exercise price of $0.57 per share and immediately vested upon the
grant date.

                    About Biovest International

Biovest International, Inc. -- http://www.biovest.com/-- is an
emerging leader in the field of active personalized
immunotherapies.  In collaboration with the National Cancer
Institute, Biovest has developed a patient-specific, cancer
vaccine, BiovaxID(R), with three clinical trials completed,
including a Phase III study, demonstrating evidence of safety and
efficacy for the treatment of indolent follicular non-Hodgkin's
lymphoma.

Headquartered in Tampa, Florida, with its bio-manufacturing
facility based in Minneapolis, Minnesota, Biovest is publicly-
traded on the OTCQB(TM) Market with the stock-ticker symbol
"BVTI", and is a majority-owned subsidiary of Accentia
Biopharmaceuticals, Inc. (OTCQB: "ABPI").

Biovest, along with its subsidiaries, Biovax, Inc., AutovaxID,
Inc., Biolender, LLC, and Biolender II, LLC, filed for Chapter 11
bankruptcy protection (Bankr. M.D. Fla. Case No. 08-17796) on
Nov. 10, 2008.  Biovest emerged from Chapter 11 protection, and
its reorganization plan became effective, on Nov. 17, 2010.

CHERRY, BEKAERT, & HOLLAND L.L.P., in Tampa, Fla., expressed
substantial doubt about the Company's ability to continue as a
going concern.  The independent auditors noted that the Company
incurred cumulative net losses since inception of approximately
$161 million and cash used in operating activities of
approximately $4.6 million during the two years ended Sept. 30,
2011, and had a working capital deficiency of approximately
$2.2 million at Sept. 30, 2011.

The Company reported a net loss of $15.28 million on $3.88 million
of total revenue for the year ended Sept. 30, 2011, compared with
a net loss of $8.58 million on $5.35 million of total revenue
during the prior year.

The Company's balance sheet at Dec. 31, 2011, showed $5.27 million
in total assets, $38.90 million in total liabilities, and a
$33.63 million total stockholders' deficit.


BLACKPOINT LAKE: Case Summary & 2 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Blackpoint Lake Group
        P.O. Box 224
        Walden, NY 12586

Bankruptcy Case No.: 12-10998

Chapter 11 Petition Date: April 13, 2012

Court: U.S. Bankruptcy Court
       Northern District of New York (Albany)

Debtor's Counsel: Robert S. Lewis, Esq.
                  LAW OFFICES OF ROBERT S. LEWIS, P.C.
                  53 Burd Street
                  Nyack, NY 10960
                  Tel: (845) 358-7100
                  E-mail: robert.lewlaw1@gmail.com

Scheduled Assets: $1,600,000

Scheduled Liabilities: $907,000

A copy of the Company's list of its two largest unsecured
creditors is available for free at:
http://bankrupt.com/misc/nynb12-10998.pdf

The petition was signed by Dwayne Handley.


BRUNSWICK CORP: S&P Raises Corp. Credit Rating to 'BB-'
-------------------------------------------------------
Standard & Poor's Ratings Services raised its corporate credit
rating on Lake Forest, Illinois-based Brunswick Corp. to 'BB-'
from 'B+'. The rating outlook is positive.

"At the same time, we revised our recovery rating on Brunswick's
unsecured notes and debentures to '4', indicating our expectation
of average recovery (30% to 50%) in the event of a payment
default, from '5'. In addition, we raised our issue-level rating
on these securities to 'BB-' (at the same level as the corporate
credit rating) from 'B' (one notch lower than the previous
corporate credit rating), in accordance with our notching
criteria. The revised recovery rating is because of recent
repurchases of secured notes and unsecured debt. The lower amount
of secured and unsecured debt outstanding results in improved
recovery prospects for the unsecured debt under our simulated
default scenario," S&P said.

"The upgrade reflects our belief that, under our updated
performance expectations, Brunswick will maintain credit measures
comfortably within our threshold for a 'BB-' corporate credit
rating, even incorporating expected revenue and EBITDA volatility
in the company's marine segment over time," said Standard & Poor's
credit analyst Emile Courtney. "Given our assessment of
Brunswick's business risk profile, we believe a leverage target in
the low-4x area on average is in line with our current 'BB-'
rating, although we expect that leverage will be well below this
level in 2012 and 2013. The upgrade reflects Brunswick's lower
manufacturing cost structure after years of restructuring, and our
belief that the company will maintain inventory levels that allow
it's production volumes to be largely in line with expected retail
demand over the next several years."

"Our 'BB-' corporate credit rating on Brunswick reflects our
assessment of the company's financial risk profile as
'significant' and its business risk profile as 'weak'," S&P said.

"Our assessment of Brunswick's financial risk profile as
significant reflects meaningful anticipated variability in credit
metrics over time. Even though we would be comfortable with
leverage in the low-4x area on average, we expect that total lease
and pension adjusted debt to EBITDA (our measure of leverage) will
improve to well below this threshold over the intermediate term.
We believe leverage will be in the high-2x area in 2012 and in the
low-2x area in 2013, and that funds from operations (FFO) to total
adjusted debt will be in the 25% to 30% range over this time
frame. However, even in a moderate recession scenario after 2013,
and assuming efficient inventory and cost control over the next
several years, we believe Brunswick's leverage could potentially
deteriorate around 2x. Still, assuming management remains
disciplined regarding inventory management, this moderate
recession scenario would translate into a meaningful reduction in
variability compared to significant levels of negative EBITDA
experience during the last severe economic recession," S&P said.


BUFFETS INC: Wants Until Aug. 15 to Decide on Leases
----------------------------------------------------
Buffets Restaurants Holdings, Inc., et al., ask the U.S.
Bankruptcy Court for the District of Delaware to extend until
Aug. 15, 2012, the deadline to assume or reject all unexpired
leases of nonresidential real property.

The Debtors are tenants under several hundred leases of non-
residential real property related to restaurant locations across
the country well as corporate offices in eagan, Minnesota, Greer,
South Carolina; and Fresno, California.

The Debtors explain that they need more time to complete the
discussions and negotiations with the Ad Hoc Committee and the
Official Committee of Unsecured Creditors, regarding, among other
things, the proposed treatment of holders of allowed general
unsecured claims.  The Debtors would then file an amended version
of the Pre-Negotiated Plan that incorporates the agreement that
the parties have reached concerning these matters.

The Debtors set a hearing on April 30 at 11:30 a.m. on their
request for extension in their lease extension period.
Objections, if any, are due April 23.

                       About Buffets Inc.

Buffets Inc., the nation's largest steak-buffet restaurant
company, operates 494 restaurants in 38 states, comprised of 483
steak-buffet restaurants and 11 Tahoe Joe's Famous Steakhouse(R)
restaurants, and franchises 3 steak-buffet restaurants in two
states. The restaurants are principally operated under the Old
Country Buffet(R), HomeTown(R) Buffet, Ryan's(R) and Fire
Mountain(R) brands.  Buffets employs 28,000 team members and
serves 140 million customers annually.

Buffets Inc. and all of its subsidiaries filed Chapter 11
petitions (Bankr. D. Del. Lead Case No. 12-10237) on Jan. 18,
2012, after it reached a restructuring support agreement with 83%
of its lenders to eliminate virtually all of the Company's roughly
$245 million of outstanding debt.  In its schedules Buffets Inc.
disclosed $384,810,974 in assets and $353,498,404 in liabilities.
The Debtors are seeking to reject leases for 83 underperforming
restaurants.

Buffets had 626 restaurants when it began its prior bankruptcy
case (Bankr. D. Del. Case Nos. 08-10141 to 08-10158).  It emerged
from bankruptcy in April 2009.

Higher gasoline and energy costs, along with a decline in guest
count, have hampered the Debtors' ability to service their long-
term debt and caused a liquidity strain, forcing the Company to
return to Chapter 11 bankruptcy.

In the new Chapter 11 case, Buffets Inc.'s legal advisors are
Paul, Weiss, Rifkind, Wharton & Garrison LLP and Young, Conaway,
Stargatt & Taylor, LLP.  The Company's financial advisor is
Moelis, Inc.  Epiq Bankruptcy Solutions LLC serves as claims,
noticing and balloting agent.

An ad hoc committee of secured lenders is represented by Willkie
Far & Gallagher LLP and Blank Rome LLP as counsel and Conway, Del
Genio, Gries & Co. as financial advisors.  Credit Suisse, as DIP
Agent and Prepetition First Lien Agent, is represented by Skadden
Arps Slate Meagher & Flom as counsel.

The U.S. Trustee has appointed a 5-member Official Committee of
Unsecured Creditors in the Debtors' cases.


CAMBRIDGE HEART: Amends 30.1 Million Common Shares Offering
-----------------------------------------------------------
Cambridge Heart, Inc., filed with the U.S. Securities and Exchange
Commission a post-effective amendment no.1 to its Form S-1
relating to the resale by George M. Abraham, Brenda Forwood, Luis
Martins, et al., of up to 30,160,000 shares of the Company's
common stock, consisting of:

   (i) 14,500,000 shares of its currently outstanding common stock
       that were issued in a private placement that the Company
       completed in December 2010;

  (ii) 14,500,000 shares of the Company's common stock currently
       issuable upon the exercise of warrants that were issued in
       the December 2010 private placement; and

(iii) 1,160,000 shares of the Company's common stock currently
       issuable upon the exercise of warrants that were issued to
       the selling agent in connection with the December 2010
       private placement.

The Company is not selling any shares of common stock in this
offering and, therefore, will not receive any proceeds from this
offering.  The Company will, however, receive the exercise price
of the warrants if and when these warrants are exercised by the
selling stockholders.  The Company will bear all of the expenses
and fees incurred in registering the shares offered by this
prospectus.

The Company's common stock is traded on the OTC Bulletin Board
under the symbol "CAMH."  The last reported sale price for the
Company's common stock on the OTC Bulletin Board on April 11,
2012, was $0.08 per share.

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

                        http://is.gd/3nWN2Q

                       About Cambridge Heart

Tewksbury, Mass.-based Cambridge Heart, Inc., is engaged in the
research, development and commercialization of products for the
non-invasive diagnosis of cardiac disease.

For the year ended Dec. 31, 2011, McGladrey & Pullen, LLP, in
Boston, Massachusetts, expressed substantial doubt about Cambridge
Heart's ability to continue as a going concern.  The independent
auditors noted that of the Company's recurring losses, inability
to generate positive cash flows from operations, and liquidity
uncertainties from operations.

The Company reported a net loss of $5.40 million in 2011, compared
with a net loss of $5.17 million in 2010.

The Company's balance sheet at Dec. 31, 2011, showed
$1.73 million in total assets, $2.10 million in total liabilities,
$12.75 million of convertible preferred stock, and a stockholders'
deficit of $13.12 million.


CAMBRIDGE HEART: Files Form S-1, Registers 56.1MM Common Shares
---------------------------------------------------------------
Cambridge Heart, Inc., filed with the U.S. Securities and Exchange
Commission a Form S-1 registration statement relating to resale by
Alpha Capital Anstalt, Luis F. Martins, Osiris Investment
Partners, L.P., et al., of up to 56,176,362 shares of the
Company's common stock, consisting of:

   (i) 26,727,266 shares of the Company's common stock currently
       issuable upon the conversion of senior secured convertible
       promissory notes that were issued in a private placement
       that the Company completed in January and February 2012;

  (ii) 2,721,830 shares of the Company's common stock that may be
       issued as interest on the senior secured convertible
       promissory convertible notes issued in the January and
       February 2012 private placement financing; and

(iii) 26,727,266 shares of the Company's common stock currently
       issuable upon the exercise of warrants that were issued in
       the January and February 2012 private placement financing.

The Company is not selling any shares of common stock in this
offering and, therefore, will not receive any proceeds from this
offering.  The Company will, however, receive the exercise price
of the warrants if and when these warrants are exercised by the
selling stockholders.  The Company will bear all of the expenses
and fees incurred in registering the shares offered by this
prospectus.

The Company's common stock is traded on the OTC Bulletin Board
under the symbol "CAMH.'  The last reported sale price for the
Company's common stock on the OTC Bulletin Board on April 11,
2012, was $0.08 per share.

A copy of the prospectus is available for free at:

                        http://is.gd/EV5qdh

                       About Cambridge Heart

Tewksbury, Mass.-based Cambridge Heart, Inc., is engaged in the
research, development and commercialization of products for the
non-invasive diagnosis of cardiac disease.

For the year ended Dec. 31, 2011, McGladrey & Pullen, LLP, in
Boston, Massachusetts, expressed substantial doubt about Cambridge
Heart's ability to continue as a going concern.  The independent
auditors noted that of the Company's recurring losses, inability
to generate positive cash flows from operations, and liquidity
uncertainties from operations.

The Company reported a net loss of $5.40 million in 2011, compared
with a net loss of $5.17 million in 2010.

The Company's balance sheet at Dec. 31, 2011, showed
$1.73 million in total assets, $2.10 million in total liabilities,
$12.75 million of convertible preferred stock, and a stockholders'
deficit of $13.12 million.


CAPITALSOURCE INC: Fitch Raises Subordinated Debt Rating to 'BB-'
-----------------------------------------------------------------
Fitch Ratings has upgraded CapitalSource Inc.'s (CSE) long-term
Issuer Default Rating (IDR) and senior subordinated debt rating to
'BB' and 'BB-', respectively, and affirmed the long-term IDR of
its wholly owned bank subsidiary, CapitalSource Bank (CSB) at
'BB'.  The Rating Outlook remains Stable.

Fitch's rating action reflects improving asset quality trends in
CSE's legacy loan portfolio, resulting in a reduction in loss
provisioning and subsequent improvement in operating performance.
Fitch believes CSE's liquidity profile has strengthened over the
last year due to substantial repayment of parent company debt.
Given existing cash balances relative to near-term funding
requirements, Fitch views CSE's liquidity to be more than
sufficient.

Fitch has equalized the IDR of CSE to that of its bank subsidiary
to reflect the significant progress CSE has made since last year
to reduce debt at the parent company.  Through cash proceeds
received from the liquidation of CSE's legacy loan portfolio, the
company repaid nearly 62% of its outstanding debt in 2011.  Total
debt at CSE and its nonbank subsidiaries declined to $774 million
as of year-end 2011 compared to $959 billion at year-end 2010.  An
additional $29 million of debt will mature in 2012 from the
balance remaining on its 7.25% convertible senior subordinated
debt, which CSE can redeem at par beginning July 2012.  As a
result of the significant deleveraging, Fitch has also upgraded
the credit ratings of CSE's senior subordinate debt, reflecting
the above-average recovery prospects in the event of liquidation.

The affirmation of CSB's IDR at 'BB' reflects the bank's solid
liquidity and capitalization profile relative to its peers, offset
by unseasoned performance of new bank originations, reliance on
spread income, poor but improving asset quality of legacy loan
exposures, and a rate-sensitive deposit base.  Fitch believes
CSB's planned bank charter conversion is reasonable, but there
remain potential regulatory and execution risks.  Absent approval
by the regulators, Fitch notes CSB's funding platform will likely
remain narrow and rate-sensitive due to the nature of CSB's
funding base, which is primarily comprised of short-term, retail
certificates of deposit.

Overall asset quality continued to improve in 2011 as compared to
2010.  Asset quality metrics bottomed during the first half of
2010, attributed to the underperformance of CSE's legacy loan
portfolio. Total delinquencies (30+ days) continued to improve
through 2011, decreasing to $109 million at year-end 2011 compared
to $349 million at year-end 2010. Non-accruing and impaired loans
also showed improvement, totaling $281 million and $425 million,
respectively, in 2011 compared to $699 million and $931 million,
respectively, in 2010.  On a trailing 12-month basis, charge-offs
declined to $268 million at year-end 2011 compared to $426 million
one year prior.

Overall loss reserves as a percentage of the loan portfolio
totaled 2.67% at Dec. 31, 2011, which is significantly lower than
5.17% at Dec. 31, 2010, reflecting improved asset quality
performance.  Given the positive trends, the company continued to
release loss reserves through 2011.  Assuming current credit
quality trends continue to improve, Fitch believes CSE has
adequately reserved for potential future losses.  However, Fitch
notes that weakness or deterioration beyond current expectations,
particularly in the remaining legacy loan exposure, may continue
to have an adverse effect on CSE's financial performance and
possibly generate negative ratings momentum.

As mentioned, CSE's consolidated financial performance improved in
2011 benefitting from improved asset quality metrics and a
significant decline in loss provisioning as compared to the prior
three years.  CSE reported pre-tax operating losses on continuing
operations of $15 million in 2011 compared to losses of $161
million and $775 million for the years ended 2010 and 2009,
respectively.  On a standalone basis, CSB's financial performance
and profitability over the last two years have been similarly
affected by the poor performance trends of the bank's portion of
the legacy loan portfolio, but to a much lesser degree relative to
its parent.  CSE reported pre-tax operating profit of $171 million
at year-end 2011 compared to $65 million in 2010, which was
primarily attributed to increased net interest income generated
from significant loan growth.  Fitch expects near-term
profitability to be constrained by tail risk associated with the
performance of the remaining legacy loan book and nonperforming
assets.  However, Fitch believes CSE will return to profitability
as the company works through its problem loans and lending volume
increases at CSB.

Fitch believes CSB's capital base is solid and of good quality, as
compared to similarly rated peers.  However, given asset quality
concerns with respect to CSE's legacy loan portfolio, Fitch
believes a capital base of CSE's current size is appropriate to
support CSB's current ratings. In connection with the FDIC's
consent order, CSB must maintain a minimum total risk-based
capital ratio of at least 15%, a minimum Tier-1 risk-based capital
ratio of at least 6% and a minimum Tier-1 leverage ratio of at
least 5%.  At Dec. 31, 2011, CSB's ratios exceeded these
requirements, at 17.43%, 16.17% and 13.61%, respectively.

The Rating Outlook remains Stable in connection with Fitch's
rating actions, reflecting improving credit trends, adequate bank
capitalization, improved liquidity and progress liquidating the
legacy loan portfolio.

Fitch believes positive rating momentum with respect to CSE is
limited over the near- to medium-term due to potential execution
risks associated with the company's planned charter conversion and
subsequent limited funding profile as an industrial bank.
Although CSB benefits from its current asset-light strategy and
'sticky' deposit base, Fitch believes CSB will gain additional
funding flexibility from longer-term deposits post-charter
conversion.  In addition, consistency in earnings at CSE on a
consolidated basis and solid asset quality trends in the overall
portfolio will also be viewed positively by Fitch.

Conversely, negative rating actions could result from additional
deterioration in asset quality beyond existing reserve and
capitalization levels, particularly stemming from the remaining
legacy loan portfolio.  In addition, Fitch would view negatively
continued operating losses, a reduction in liquidity relative to
outstanding debt, or reduced capitalization levels.  A decline in
CSB's competitive position or an inability to grow origination
volumes could also yield negative rating actions.

CapitalSource Inc. (NYSE: CSE), through its subsidiary
CapitalSource Bank (CSB), is a commercial lender providing
financial products to small and middle market businesses
nationwide and provides depository products and services through
its 21-branch network in southern and central California.  The
company maintains its corporate headquarters in Los Angeles,
California with key offices nationwide dedicated to its loan
origination efforts.  As of Dec. 31, 2011, CSE had total
consolidated assets of $8.3 billion, including loans of $5.7
billion and deposits of $5.1 billion.

Fitch has upgraded the following ratings with a Stable Outlook:

CapitalSource Inc.

  -- Long-term IDR to 'BB' from 'BB-';
  -- Senior subordinate to 'BB-' from 'B+'.

Fitch has affirmed the following ratings with a Stable Outlook:

CapitalSource Bank

  -- Long-term IDR at 'BB';
  -- Short-term IDR at 'B';
  -- Viability Rating at 'bb';
  -- Support at '5';
  -- Support Floor at 'NF'
  -- Short-term deposits at 'B'
  -- Long-term deposits at 'BB+'.


CAPITOL CITY BANCSHARES: Nichols Cauley Raises Going Concern Doubt
------------------------------------------------------------------
Capitol City Bancshares, Inc., filed on April 13, 2012, its annual
report on Form 10-K for the fiscal year ended Dec. 31, 2011.

Nichols, Cauley and Associates, LLC, in Atlanta, Georgia,
expressed substantial doubt about Capital City Bancshares' ability
to continue as a going concern.  The independent auditors noted
that the Company is operating under regulatory orders to, among
other items, increase capital and maintain certain levels of
minimum capital.  "As of Dec. 31, 2011, the Company was not in
compliance with these capital requirements.  In addition to its
deteriorating capital position, the Company has suffered
significant losses related to nonperforming assets, has
experienced declining levels of liquid assets, and has significant
maturities of liabilities within the next twelve months."

The Company reported a net loss of $1.59 million on $8.91 million
of net interest income (before provision for loan losses) for
2011, compared with net income of $37,030 on $8.06 million of net
interest income (before provision for loan losses) for 2010.

The Company's balance sheet at Dec. 31, 2011, showed
$295.88 million in total assets, $287.68 million in total
liabilities, and stockholders' equity of $8.20 million.

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

                       http://is.gd/Nop02Y

Atlanta, Georgia-based Capitol City Bancshares, Inc., was
incorporated under the laws of the State of Georgia for the
purposes of serving as a bank holding company for Capitol City
Bank and Trust Company.  The Bank operates a full-service banking
business and engages in a broad range of commercial banking
activities, including accepting customary types of demand and
timed deposits, making individual, consumer, commercial, and
installment loans, money transfers, safe deposit services, and
making investments in U.S. government and municipal securities.


CATASYS INC: Issues Add'l $200,000 Promissory Note to Socius
------------------------------------------------------------
Catasys, Inc., on April 11, 2012, entered into an amended and
restated senior secured convertible promissory note with Socius
Capital Group, LLC, an affiliate of Terren S. Peizer, Chairman and
Chief Executive Officer of the Company, to increase the
outstanding principal amount under the Socius Note by $200,000.

Socius and the Company had entered into a Securities Purchase
Agreement dated Feb. 22, 2012, pursuant to which the Company had
issued to Socius a senior secured convertible promissory note in
the principal amount of $775,000 dated Feb. 22, 2012, and a
warrant to purchase an aggregate of 2,583,334 shares of the
Company's common stock, par value $0.0001 per share.  In
connection with the Senior Convertible Promissory Note, the
Original Warrant was amended and restated to allow for the
purchase of an additional 666,666 shares of the Company's Common
Stock, at an exercise price of $0.30 per share.  The exercise
price of the Warrant is subject to adjustment for certain share
issuances below the initial exercise price, and the Warrant
expires five years from the date of issuance of the Original
Warrant.  After giving effect to the latest investment, the
Company's Chairman and CEO beneficially owns approximately 57.3%
of the Company, including shares underlying warrants, convertible
notes, and options.

The Senior Convertible Promissory Note matures on April 15, 2012,
and bears interest at an annual rate of 12% payable in cash at
maturity, prepayment or conversion.  The interest rate increases
to 24% upon the occurrence of certain events of default.  The
Senior Convertible Promissory Note and any accrued interest are
convertible at the holder's option into Common Stock equal to the
amount converted divided by $0.30 per share of Common Stock.

                         About Hythiam, Inc.

Based in Los Angeles, California, Hythiam, Inc., n/k/a Catasys,
Inc., is a healthcare services management company, providing
through its Catasys(R) subsidiary specialized behavioral health
management services for substance abuse to health plans.

The Company reported a net loss of $19.99 in 2010 and a net loss
of $9.15 million in 2009.  The Company also reported a net loss of
$1.32 million for the nine months ended Sept. 30, 2011.

The Company's balance sheet at Sept. 30, 2011, showed
$3.04 million in total assets, $5 million in total liabilities,
and a $1.95 million total stockholders' deficit.

Rose, Snyder & Jacobs, in Encino, Calif., expressed substantial
doubt about the Company's ability to continue as a going concern.
The independent auditors noted that the Company has incurred
significant operating losses and negative cash flows from
operations during the year ended Dec. 31, 2010.

                         Bankruptcy Warning

As of Nov. 9, the Company had a balance of approximately $243,000
cash on hand.  The Company had working capital deficit of
approximately $3.5 million at Sept. 30, 2011, and has continued to
deplete its cash position subsequent to Sept. 30, 2011.  The
Company has incurred significant net losses and negative operating
cash flows since its inception.  The Company could continue to
incur negative cash flows and net losses for the next twelve
months.  The Company's current cash burn rate is approximately
$450,000 per month, excluding non-current accrued liability
payments.  The Company expects its current cash resources to cover
expenses through November 2011, however delays in cash
collections, revenue, or unforeseen expenditures could impact this
estimate.  The Company will need to immediately obtain additional
capital and there is no assurance that additional capital can be
raised in an amount which is sufficient for the Company or on
terms favorable to its stockholders, if at all.  If the Company
does not immediately obtain additional capital, there is a
significant doubt as to whether the Company can continue to
operate as a going concern and the Company will need to curtail or
cease operations or seek bankruptcy relief.  If the Company
discontinues operations, the Company may not have sufficient funds
to pay any amounts to stockholders.


CHINA GREEN: Madsen & Associates Raises Going Concern Doubt
-----------------------------------------------------------
China Green Creative, Inc., filed on April 13, 2012, its annual
report on Form 10-K for the fiscal year ended Dec. 31, 2011.

Madsen & Associates CPA's, Inc., in Salt Lake City, Utah,
expressed substantial doubt about China Green Creative's ability
to continue as a going concern.  The independent auditor noted
that the Company does not have the necessary working capital to
service its debt and for its planned activity.

The Company reported a net loss of $344,901 on $1.93 million of
revenues for 2011, compared with a net loss of $3.35 million on
$2.78 million of revenues for 2010.

The Company's balance sheet at Dec. 31, 2011, showed
$5.59 million in total assets, $8.15 million in total liabilities,
and a stockholders' deficit of $2.56 million.

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

                       http://is.gd/0UMhJc

China Green Creative, Inc., located in Shenzhen, Guangdong
Province, People's Republic of China, is principally engaged in
the distribution of consumer goods and electronic products in the
PRC.


CHURCH STREET: Wants to Hire Ordinary Course Professionals
----------------------------------------------------------
Church Street Health Management, LLC, et al., ask the U.S.
Bankruptcy Court for the Middle District of Tennessee for
permission to employ and compensate professionals for specific
services rendered in the ordinary course of business.

The Debtors relate that they need to satisfy their obligations
under that certain Corporate Integrity Agreement entered into as
of Jan. 15, 2010 (as may have been amended, supplemented or
otherwise modified, the CIA) between CSHM, as successor to FORBA
Holdings LLC, and the Office of the Inspector General of the
Department of Health and Human Services and defend ongoing and new
litigation while pursuing the resolution of tort claims alleged
against them.  Certain of the professionals sought to be retained
hereunder, specifically Bradley Arant Boult Cummings LLP, provide
consulting services and compliance counsel to the Debtors critical
to ensuring that the Debtors satisfy their compliance obligations
under the CIA.  Likewise, Walker, Tipps & Malone, PLC will be
instrumental in assisting the Debtors with their anticipated
mediation process with their insurance carriers and certain of the
tort plaintiffs who have brought claims against the Debtors and
must therefore be retained and employed prior to the commencement
of that mediation process.

The Debtors propose that they be permitted to pay, without formal
application to the Court, 100% of the fees and expenses to each of
the ordinary course professionals; provided, however, that the
fees and expenses do not exceed a total of $25,000 per month per
ordinary course professional, and no more than $125,000 per month,
in the aggregate, for all ordinary course professionals.

The Debtors request that the Court hear the application on May 1.

                        About Church Street

Church Street Health Management, LLC, a provider of management
services for 67 dental practices in 22 states, filed a Chapter 11
petition (Bankr. M.D. Tenn. Case No. 12-01573) in Nashville,
Tennessee on Feb. 20, 2012.

The following day, four affiliates, Small Smiles Holding Company,
LLC, Forba NY, LLC, EEHC, Inc., and Forba Services, LLC, filed
their Chapter 11 petitions (Case Nos. 12-01574 to 12-01577).

As of the Petition Date, the Debtors' assets have book value of
$895 million, with debt totaling $303 million.  There is about
$131.5 million owing on first-lien obligations, plus $25.6 million
on a second-lien obligation. There is an additional $152 million
on three subordinated debts.  The company's finances are
structured to comply with Islamic Shariah financing regulations.

In the Chapter 11 cases, the Debtors have engaged Waller Lansden
Dortch & Davis, LLP as bankruptcy counsel, and Alvarez & Marsal
Healthcare Industry Group, LLC, as financial and restructuring
advisor.  Martin McGahan, a managing director at A&M, will serve
as chief restructuring officer of Church Street.  Morgan Joseph
TriArtisan, LLC, is the investment banker.  Garden City Group is
the claims and notice agent.

Garrison Investment Group is providing funding for the Chapter 11
case.  The credit agreement will provide the Debtor with up to an
aggregate principal amount of $12 million in a revolving credit
facility.


CLAIRE'S STORES: Reports $1.6 Million Net Income in Fiscal 2012
---------------------------------------------------------------
Claire's Stores, Inc., filed with the U.S. Securities and Exchange
Commission its annual report on Form 10-K disclosing net income of
$11.63 million on $1.49 billion of net sales for the fiscal year
ended Jan. 28, 2012, compared with net income of $4.32 million on
$1.42 billion of net sales for the fiscal year ended Jan. 29,
2011.

The Company's balance sheet at Jan. 28, 2012, showed $2.76 billion
in total assets, $2.78 billion in total liabilities and $22.29
million stockholders' deficit.

                        Bankruptcy Warning

If the Company is unable to generate sufficient cash flow and is
otherwise unable to obtain funds necessary to meet required
payments of principal, premium, if any, and interest on its
indebtedness, or if the Company otherwise fail to comply with the
various covenants, including financial and operating covenants in
the instruments governing its indebtedness, the Company could be
in default under the terms of the agreements governing those
indebtedness.  In the event of that default:

      * the holders of those indebtedness may be able to cause all
        of the Company's available cash flow to be used to pay
        those indebtedness and, in any event, could elect to
        declare all the funds borrowed thereunder to be due and
        payable, together with accrued and unpaid interest;

      * the lenders under the Company's Credit Facility could
        elect to terminate their commitments thereunder, cease
        making further loans and institute foreclosure proceedings
        against the Company's assets; and

      * the Company could be forced into bankruptcy or
        liquidation.

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

                        http://is.gd/50Yx9v

                       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.


CLARE AT WATER TOWER: Chicago Senior Care Named Winning Bidder
--------------------------------------------------------------
Chicago Senior Care, LLC, a partnership between Senior Care
Development, LLC, Fundamental Advisors LP, and Life Care Companies
LLC on April 12 disclosed that it was the successful bidder in a
bankruptcy court auction for The Clare at Water Tower, the premier
senior housing community in the Midwest.  Under the direction of
Senior Care Development and its manager, Life Care Services LLC, a
provider of lifestyle services for seniors, The Clare at Water
Tower will emerge from Chapter 11 with no debt on its balance
sheet, ensuring a stable future for the community and its
residents.  In addition, the new owners have agreed to honor the
full payment of all resident refund obligations.

"Being part of this partnership is very exciting for LCS. Clearly
this partnership fits well with our Capital Deployment strategy as
well as the opportunity for our management company, Life Care
Services, to serve the residents of The Clare," said Joel Nelson,
Chief Development Officer of LCS.  "We are in the business of
enhancing the changing lives and lifestyles of America's senior
population and we look forward to working with our partners in
making this magnificent community successful."

"We look forward to developing our relationship with The Clare,"
added David Reis, Chief Executive Officer of Senior Care
Development, which has a 25-year history of developing senior
living facilities, specializing in continuing care retirement
communities (CCRCs).  "These residents are an essential part of
the Chicago community who deserve a stable place to call home."

CSC was named the winning bidder for the Clare at Water Tower
following an auction conducted in accordance with Section 363 of
the U.S. Bankruptcy Code.  CSC's all-cash offer allows the
facility to emerge from bankruptcy with a strengthened financial
structure, which will enable the Clare to focus on its core
mission of providing top-tier retirement living for seniors in
search of a world-class senior retirement community.

                           *     *     *

Yvette Shields, writing for The Bond Buyer, reports that Senior
Care Development LLC, in partnership with Fundamental Advisors LLP
and Life Care Companies LLC, offered to pay $53.5 million in cash.
According to Bond Buyer, sources said the Senior Care deal
provides holders of the facility's $229 million of debt with a
recovery rate of at least 20 cents on the dollar.

The report recounts Senior Care's initial offer would honor
refunds of residents' expensive deposits and provide $29.5 million
in cash.  That figure included $2 million earmarked to cover
deferred rental payments owed to the building?s owner, Loyola
University of Chicago, and $12 million to repay debtor-in-
possession financing.  It left about $15 million for distribution
to bondholders.

The report notes the initial offer would have provided bondholders
less than 10 cents on the dollar.

According to Bond Buyer, sources said two other qualified bids
were received by the April 10 deadline, leading to the auction
Thursday:

     -- a $32 million cash offer came from Tulsa-based Senior
        Star Living, which operates nine senior living facilities,
        with funding coming from Health Care REIT; and

     -- a $31.05 million offer from Pearson Street Partners,
        sponsored by the Prime Group with funding from Canyon.

"The bidding was vigorous and representatives of the variable-rate
and fixed-rate bondholders were pleased with the results, which
exceeded expectations," one attorney who attended the auction
said, according ot the report.

Bond Buyer relates Senior Star eventually dropped out of the
bidding Thursday, with competing offers between the remaining two
driving the bid up to a net of $53.5 million, which more than
doubled the amount likely available for distribution to
bondholders.

The report notes Senior Care's winning bid also still honors all
deposit obligations.

Bond Buyer notes the ultimate recovery rate is still not clear, as
a long list of debts must be settled.

U.S. Bankruptcy Court Judge Susan Pierson Sonderby is slated to
hold a hearing April 24 to approve the sale.

                  About The Clare at Water Tower

The Clare at Water Tower is an upscale 334-unit high-rise
continuing-care retirement community in Chicago, Illinois.  The
project is only 42% occupied because the target population either
hasn't been able to sell homes or lacks sufficient cash to make
required deposits as the result declining investments following
the recession.  The facility is a 53-story building on land rented
from Loyola University of Chicago.  The facility is managed and
developed by a unit of the Franciscan Sisters of Chicago, who
invested more than $14 million.  The project opened in December
2008.  Residents must make partially refundable deposits ranging
from $263,000 to $1.2 million.  Monthly fees are an additional
$2,700 to $5,500.

The Clare filed for Chapter 11 protection (Bankr. N.D. Ill. Case
No. 11-46151) on Nov. 14, 2011, after defaulting on $229 million
in tax-exempt bond financing used to build the project.

Judge Susan Pierson Sonderby presides over the case.  Matthew M.
Murphy, Esq., at DLA Piper LLP, serves as the Debtor's counsel.
Houlihan Lokey Capital, Inc., as its investment banker and
financial advisor.  Deloitte Financial Advisory Services LLP
serves as restructuring advisor.  Epiq Bankruptcy Solutions serves
as claims and noticing agent.  The Debtor, in its amended
schedules, disclosed $56,778,671 in assets and $321,747,63 in
liabilities.  The petition was signed by Judy Amiano, president.

The Official Committee of Unsecured Creditors proposed to retain
SNR Denton US LLP as counsel.  The Committee also tapped FTI
Consulting, Inc., as its financial advisor.


CLEAN BURN: Chapter 11 Trustee Incorporates Feb. 22 Report
----------------------------------------------------------
Sara A. Conti, Chapter 11 Trustee for Clean Burn Fuels, LLC,
submitted to the U.S. Bankruptcy Court for the Middle District
North Carolina an Amended Disclosure Statement regarding the Plan
of Reorganization dated Dec. 28, 2011.

The trustee related the Amended Disclosure Statement included her
report which was filed on Feb. 22, 2012.  The trustee noted that
she has conducted extensive investigations, reviewed the Debtor's
financial information, and conferred with the chief restructuring
officer, former officers of the Debtor, and counsel for both the
Debtor and the Official Committee on Unsecured Creditors.

The trustee added that based upon her investigation she concluded
that it was in the best interest of creditors that the Debtor
remain in Chapter 11 for at least some further period of time.

According to the Disclosure Statement filed March 21, the Plan
contemplates that the best disposition of the Debtor's estate
would involve (i) the appointment of a trustee pursuant to Section
1104 of the Bankruptcy Code; (ii) the sale or collection of any
remaining property of the estate; and (ii) the pursuit of any
causes of action or claims which the trustee could assert,
followed by the distribution of the cash proceeds to creditors in
accordance with the priorities established by the Bankruptcy Code.
Date.

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

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

                         About Clean Burn

Founded in 2005, Clean Burn Fuels LLC is the first company to
produce ethanol in North Carolina.  It completed the construction
of its ethanol plant in August 2010 and started producing and
selling ethanol and dried distillers grains with solubles (DDGS)
shortly thereafter.

Clean Burn filed for Chapter 11 bankruptcy protection (Bankr.
M.D.N.C. Case No. 11-80562) on April 3, 2011.  John A. Northen,
Esq., at Northen Blue, L.L.P., in Chapel Hill, N.C., represents
the Debtor.  Anderson Bauman Tourtellot Vos & Co. serves as
financial consultant and chief restructuring officer.  Smith,
Anderson, Blount, Dorsett, Mitchell & Jernigan, LLP serves as
special counsel to assist the Debtor in its state court litigation
matters, including various lawsuits pending in Hoke County, North
Carolina. The Debtor disclosed $79,516,062 in assets and
$79,218,681 in liabilities as of the Chapter 11 filing.

Charles M. Ivey, Esq., at Ivey McClellan Gatton, in Greensboro,
N.C., represents the Creditors' Committee as counsel.

Since the petition date, the Debtor has not operated its ethanol
plant.


CLEAR CREEK: Has Court's Nod to Incur Administrative Priority Debt
------------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Nevada authorized
Clear Creek Ranch II, LLC, and Clear Creek at Tahoe, LLC to incur
postpetition administrative priority debt.

Since July 18, 2011, James S. Taylor, an insider of the Debtors
has loaned the Debtors approximately $150,000, so that the Debtors
could pay their ordinary course of business expenses.

Mr. Taylor agreed to continue loaning the Debtors up to a total
amount of $500,000.  The funds loaned by Mr. Taylor will not bear
any interest, will not require periodic payments, and will be due
and payable on the effective date of any plan of reorganization
confirmed in the cases or, if either (or both) of these cases are
converted to cases under chapter 7, upon the conclusion of the
cases.  The Debtors are expected to jointly draw down between
approximately $15,000 to $45,000 per month.

The Court also ordered that James S. Taylor may not assert the
right that he be paid in full on the effective date of any plan
confirmed in the cases, in the event that the payment would for
any reason prevent confirmation of the plan.

                    About Clear Creek Ranch II

Minden, Nevada-based Clear Creek Ranch II LLC owns a 530.74-acre
undeveloped residential subdivision located within the project
known as Clear Creek.  That project included a world-class golf
course, the residential subdivision around the golf course, a lake
house on Lake Tahoe and a fly fishing ranch along the West Walker
River.  The co-developers and joint venturers of the Project are
CCR II's affiliate, Clear Creek at Tahoe LLC, and entities
affiliated with Nevada businessman John Serpa, Sr., and his sons.

On April 30, 2010, the Serpas purchased the $15 million First
Horizon Loan secured by the residential subdivision, and then
threatened foreclosure to coerce CCT to pay money on both the
First Horizon Loan and the (Serpa-owned) Nevada Friends, LLC Note.
The Serpas then scheduled a foreclosure sale for the Residential
Subdivision for July 18, 2011.

On July 18, 2011, Clear Creek Ranch II and Clear Creek at Tahoe
filed separate Chapter 11 bankruptcy petitions (Bankr. D. Nev.
Case Nos. 11-52302 and 11-52303).  Judge Bruce T. Beesley presides
over the cases.

Clear Creek Ranch II disclosed $19,306,593 in assets and
$57,163,193 in liabilities as of the Chapter 11 filing.  The
petitions were signed by James S. Taylor, the Trustee.

Vincent M. Coscino, Esq., Thomas E. Gibbs, Esq., and Richard M.
Dinets, Esq., at Allen Matkins Leck Gamble Mallory & Natsis LLP,
in Irvine, Calif., represent the Debtors as general reorganization
counsel.  Amy N. Tirre, Esq., at the Law Offices of Amy N. Tirre,
APC, in Reno, Nev., represents the Debtors as local reorganization
counsel.


CLIFFS CLUB: Creditors Have Until May 31 to File Proofs of Claim
----------------------------------------------------------------
The U.S. Bankruptcy Code for the District of South Carolina has
established May 31, 2012, as the deadline for any individual or
entity to file proofs of claim against Cliffs Club & Hospitality
Group, Inc.

The Court also set Aug. 27, 2012, as the governmental claims bar
date.

Proofs of claim must be filed:

by mail to:

         BMC Group, Inc.
         ATTN: Cliffs Claims Processing
         P.O. Box 3020
         Chanhassen, MN 55317-3020

by hand or overnight delivery to:

         BMC Group, Inc.
         ATTN: Cliffs Claims Processing
         18675 Lake Drive East
         Chanhassen, MN 55317

                      About Cliffs Club

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

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

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

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

Judge John E. Waites presides over the Debtors' cases.   Lawyers
at McKenna Long & Aldridge LLP serve as the Debtors' lead counsel.
Dana Elizabeth Wilkinson, Esq., serves as local counsel.  Grisanti
Galef & Goldress serves as restructuring advisors and Katie S.
Goodman of GGG serves as CRO.  BMC Group Inc. serves as the
Debtors' claims and noticing agent.

According to papers filed in Court, the Debtors' total assets had
a $175 million book value at Dec. 31, 2011.  The Debtors' total
liabilities had a $333 million book value at Dec. 31, 2011.  The
petition was signed by Timothy P. Cherry, authorized officer.

Wells Fargo, as Indenture Trustee, is represented in the case by
Daniel S. Bleck, Esq., at Mintz Levin Cohn Ferris Glovsky and
Popeo P.C.; and Elizabeth J. Philp, Esq., and Michael Beal, Esq.,
at McNair Law Firm P.A.

The Official Committee of Unsecured Creditors is represented in
the case by John B. Butler, III, P.A., and Jonathan B. Alter,
Esq., at Bingham McCutchen LLP.


COMMUNITY SHORES: Steven Bolhuis Discloses 5.1% Equity Stake
------------------------------------------------------------
In a Schedule 13D filing with the U.S. Securities and Exchange
Commission, Steven R. Bolhuis, Sr., disclosed that, as of Dec. 30,
2011, he beneficially owns 75,000 shares of common stock of
Community Shores Bank Corporation representing 5.1% of the shares
outstanding.  Mr. Bolhuis expended $3,750 to purchase the 75,000
shares of the Company.  The funds used to purchase the Shares came
from Mr. Bolhuis' personal funds.  A copy of the filing is
available for free at http://is.gd/8JvPpE

                       About Community Shores

Muskegon, Mich.-based Community Shores Bank Corporation, organized
in 1998, is a Michigan corporation and a bank holding company.
The Company owns all of the common stock of Community Shores Bank.
The Bank was organized and commenced operations in January 1999 as
a Michigan chartered bank with depository accounts insured by the
FDIC to the extent permitted by law.  The Bank provides a full
range of commercial and consumer banking services primarily in the
communities of Muskegon County and Northern Ottawa County.

The Company reported a net loss of $2.46 million in 2011, compared
with a net loss of $8.88 million in 2010.

The Company's balance sheet at Dec. 31, 2011, showed
$208.65 million in total assets, $210.07 million in total
liabilities, and a $1.42 million total shareholders' deficit.

For the Company's annual report on Form 10-K for the period ended
Dec. 31, 2011, Crowe Horwath LLP, in Grand Rapids, Michigan,
expressed substantial doubt about the Company's ability to
continue as a going concern.  The independent auditors noted that
the Company has incurred significant recurring operating losses,
is in default of its notes payable collateralized by the stock of
its wholly-owned bank subsidiary, and the subsidiary bank is
undercapitalized and is not in compliance with revised minimum
regulatory capital requirements under a formal regulatory
agreement which has imposed limitations on certain operations.


COMSTOCK MINING: Daniel Kappes Named to Board of Directors
----------------------------------------------------------
Comstock Mining Inc. has appointed Daniel W. Kappes to its Board
of Directors, effective April 2, 2012.

Chairman John V. Winfield commented, "Dan has been globally
recognized in our industry, for decades, as a leading expert in
gold and silver heap leaching.  He is an innovative problem-solver
who has engineered and implemented state-of-the-art heap leaching
and metallurgical processes around the world.  His substantial
experience in strategic planning, project evaluation and project
management are welcome skill sets for our Board."

Mr. Kappes, age 67, is a founder and the President of Kappes,
Cassiday & Associates (KCA).  KCA has provided extractive
metallurgical services to the international mining industry since
1972, specializing in all aspects of heap leach and cyanide
processing, including laboratory testing, project feasibility
studies, engineering design, construction, and operations
management.  KCA has pioneered many of the techniques now employed
in heap leaching, and for the past several years has expanded into
the design of agitated leach plants and other metallurgical
processes.  Mr. Kappes is a recognized authority on gold and
silver metals heap leaching.  In addition to providing engineering
and design work on numerous projects, he has directed laboratory
and field tests on several projects that have subsequently become
major precious metal mines.

Mr. Kappes graduated from the Colorado School of Mines with an
Engineer of Mines Degree and the University of Nevada's Mackay
School of Mines with a Masters Degree in Mining Engineering.  Mr.
Kappes is, and has served as, a "Qualified Person" under National
Instrument 43-101 and has also presented several technical papers
on precious metals heap leaching in his career.  He is a
registered Professional Mining and Metallurgical Engineer in
Nevada, and was named Alumnus of the Year at Mackay in 1995.

The Company is commencing production of its own gold and silver
heap leaching this summer.

Effective as of April 2, 2012, Scott H. Jolcover has resigned from
the Company's board of directors.  Mr. Jolcover has agreed to join
the staff of the Company assuming the role of Director of Business
Development.

                       About Comstock Mining

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

The Company reported a net loss of $11.61 million in 2011,
compared with a net loss of $60.32 million in 2010.

The Company's balance sheet at Dec. 31, 2011, showed $26.97
million in total assets, $10.37 million in total liabilities and
$16.59 million in total stockholders' equity.




CONSTRUCTORA DE HATO: Files for Chapter 11 in Puerto Rico
---------------------------------------------------------
Constructora De Hato Rey Incorporada filed a Chapter 11 petition
(Bankr. D. P.R. Case No. 12-02876-11) in Old San Juan, Puerto
Rico, on April 13, 2012.

The Debtor is represented by Charles Alfred Cuprill, Esq., at
Charles A. Curpill, PSC Law Office, in San Juan.

The Debtor disclosed $10.8 million in assets and $6.86 million
in liabilities in its schedules.  The Debtor owns parcels of
land in Puerto Rico with an aggregate value of $1.82 million.
The Debtor has "uncollectible" receivables of $4.05 million
owed by affiliates.  It also has construction equipment worth
$4.1 million.  Secured debt only totals $2.13 million.  A copy of
the schedules filed with the petition is available for free at:
http://bankrupt.com/misc/prb12-02876.pdf


CONTRACT RESEARCH: Taps Alston & Bird to Give Commercial Advice
---------------------------------------------------------------
Contract Research Solutions, Inc., et al., ask the U.S. Bankruptcy
Court for the District of Delaware for permission to employ Alston
& Bird LLP as special counsel to provide general commercial and
regulatory advice that will be required during the Chapter 11
cases.

Alston & Bird has been representing the Debtors and serving as
outside general counsel since March 2010.

Alston & Bird is not owed any fees or expenses with respect to
prepetition services.  Before the Petition Date, Alston & Bird
received a replenishing retainer.  As of the Petition Date, Alston
& Bird has a remaining credit balance of $10,555 in favor of the
Debtors for services and expenses to be incurred.

To the best of the Debtors' knowledge, the firm does not represent
or hold any interest adverse to the Debtors or its estates.

                           About Cetero

Contract Research Solutions Inc., doing business as Cetero, a
provider of early-phase clinical research services for
pharmaceutical and biotechnology firms, filed a Chapter 11
petition (Bankr. D. Del. Case No. 12-11004) March 26, 2012.
Cetero's 19 affiliates also sought bankruptcy protection (Bankr.
D. Del. Case Nos. 12-11005 to 12-11023).

Cetero plans to sell the business, including their rights to
pursue avoidance actions, to first-lien secured lenders in
exchange for $50 million in debt, absent higher and better offers.
Cetero has filed a motion seeking approval of procedures that will
govern the bidding and auction.  The first-lien lenders have
formed entities that will acquire the business -- CSRI Holdings
LLC, as U.S. Purchaser, and 0935867 B.C. Ltd and 0935870 B.C. Ltd,
as Canadian Purchasers.  Together, they will serve as stalking
horse bidders and have offered to exchange $50 million in secured
debt and assume $30 million in liabilities to buy the assets.
First lien lenders are also providing a $15 million loan to
finance the Chapter 11 effort.  The procedures require that the
bidding protocol be approved by April 12 and an auction be held
between April 30 and May 5.  Competing bids are due three days
prior to the auction date.  The hearing for approval of the sale
must take place prior to May 10.

Assets are $205 million, with debt total $248 million.  There is
$185 million in debt for borrowed money, including $116 million on
a first-lien term loan and revolving credit.  The second-lien loan
is $25 million.  Second-lien lenders have agreed to the sale.

Freeport Financial LLC serves as the sole lead arranger and
bookrunner, and as U.S. administrative agent and collateral agent
under the first lien facility.  Bank of Montreal serves as the
Canadian agent.  Freeport is also the agent under the second lien
facility.

Judge Kevin Gross oversees the case.  Lawyers at Young Conaway
Stargatt & Taylor, LLP, and Paul Hastings LLP serve as the
Debtors' counsel.  Stikeman Elliott LLP serves as Canadian
counsel.  Carl Marks Advisory Group LLC serves as restructuring
advisor.  Epiq Bankruptcy Solutions serves as claims and notice
agent.  The petitions were signed by Michael T. Murren, CFO.

The first lien lenders and the stalking horse buyers are
represented by Peter Knight, Esq., at Latham & Watkings, LLP; and
Wael Rostom, Esq., at McMillan LLP.


CONTRACT RESEARCH: Taps Young Conaway as Bankruptcy Counsel
-----------------------------------------------------------
Contract Research Solutions, Inc., et al., ask the U.S. Bankruptcy
Court for the District of Delaware for permission to employ Young
Conaway Stargatt & Taylor, LLP as counsel.

By separate application, the Debtors are seeking to employ Paul
Hastings LLP to serve as their led counsel in connection with the
Chapter 11 cases.  To avoid duplication of efforts, Paul Hastings
and Young Conaway have discussed their respective responsibilities
in connection with representation of the Debtor.

The hourly rates of Young Conaway personnel are:

         M. Blake Cleary                    $635
         Jaime Luton Chapman                $355
         Andrew L. Magaziner                $305
         Ian Bambrick                       $285
         Beth A. Gaffney, paralegal         $140

The hourly rates of other attorneys and paralegals to serve the
Debtor in connection with these matters range at:

       Attorneys                         $270 - $950
       Paralegals/Paraprofessionals       $55 - $245

Young Conaway received an initial retainer of $25,000 and other
amounts thereafter.  A portion of the retainer has been applied to
outstanding balances existing as of the Petition Date.  The
remainder will constitute a general retainer as security for
postpetition services and expenses.

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

The Debtors set a hearing on April 24, 2012, at 2:30 p.m. (ET) on
the employment of Young Conaway.  Objections, if any, are due
April 17, at 4:00 p.m.

                           About Cetero

Contract Research Solutions Inc., doing business as Cetero, a
provider of early-phase clinical research services for
pharmaceutical and biotechnology firms, filed a Chapter 11
petition (Bankr. D. Del. Case No. 12-11004) March 26, 2012.
Cetero's 19 affiliates also sought bankruptcy protection (Bankr.
D. Del. Case Nos. 12-11005 to 12-11023).

Cetero plans to sell the business, including their rights to
pursue avoidance actions, to first-lien secured lenders in
exchange for $50 million in debt, absent higher and better offers.
Cetero has filed a motion seeking approval of procedures that will
govern the bidding and auction.  The first-lien lenders have
formed entities that will acquire the business -- CSRI Holdings
LLC, as U.S. Purchaser, and 0935867 B.C. Ltd and 0935870 B.C. Ltd,
as Canadian Purchasers.  Together, they will serve as stalking
horse bidders and have offered to exchange $50 million in secured
debt and assume $30 million in liabilities to buy the assets.
First lien lenders are also providing a $15 million loan to
finance the Chapter 11 effort.  The procedures require that the
bidding protocol be approved by April 12 and an auction be held
between April 30 and May 5.  Competing bids are due three days
prior to the auction date.  The hearing for approval of the sale
must take place prior to May 10.

Assets are $205 million, with debt total $248 million.  There is
$185 million in debt for borrowed money, including $116 million on
a first-lien term loan and revolving credit.  The second-lien loan
is $25 million.  Second-lien lenders have agreed to the sale.

Freeport Financial LLC serves as the sole lead arranger and
bookrunner, and as U.S. administrative agent and collateral agent
under the first lien facility.  Bank of Montreal serves as the
Canadian agent.  Freeport is also the agent under the second lien
facility.

Judge Kevin Gross oversees the case.  Lawyers at Young Conaway
Stargatt & Taylor, LLP, and Paul Hastings LLP serve as the
Debtors' counsel.  Stikeman Elliott LLP serves as Canadian
counsel.  Carl Marks Advisory Group LLC serves as restructuring
advisor.  Epiq Bankruptcy Solutions serves as claims and notice
agent.  The petitions were signed by Michael T. Murren, CFO.

The first lien lenders and the stalking horse buyers are
represented by Peter Knight, Esq., at Latham & Watkings, LLP; and
Wael Rostom, Esq., at McMillan LLP.


CONTRACT RESEARCH: U.S. Trustee Forms 3-Member Creditors Panel
--------------------------------------------------------------
Roberta A. Deangelis, U.S. Trustee for Region 3 appointed three
persons to the Official Committee of Unsecured Creditors in the
Chapter 11 cases of Contract Research Solutions, Inc., et al.

The Committee consists of:

   1. MacKinnon Calderwood Advertising
      Attn: Steven McKinnon
      1555 Dundas Street West
      Mississauga, ON L5C 1E3
      Tel: (905) 281-6140
      Fax: (905) 804-1623

   2. Cytoquest Corp.
      c/o Rakesh Nayyar
      134 Ner Israel Drive
      Thornhill, ON, L4J 9L1
      Tel: (416) 994-8164

   3. Gate (MO) QRS 16-95, Inc.
      c/o W.P. Carey & Co., LLC
      Attn: Brooks Gordon
      50 Rockefellar Plaza
      New York, NY 10020
      Tel: (212) 492-8993
      Fax: (212) 492-8922

                           About Cetero

Contract Research Solutions Inc., doing business as Cetero, a
provider of early-phase clinical research services for
pharmaceutical and biotechnology firms, filed a Chapter 11
petition (Bankr. D. Del. Case No. 12-11004) on March 26, 2012.
Cetero's 19 affiliates also sought bankruptcy protection (Bankr.
D. Del. Case Nos. 12-11005 to 12-11023).

Cetero plans to sell the business, including their rights to
pursue avoidance actions, to first-lien secured lenders in
exchange for $50 million in debt, absent higher and better offers.
Cetero has filed a motion seeking approval of procedures that will
govern the bidding and auction.  The first-lien lenders have
formed entities that will acquire the business -- CSRI Holdings
LLC, as U.S. Purchaser, and 0935867 B.C. Ltd and 0935870 B.C. Ltd,
as Canadian Purchasers.  Together, they will serve as stalking
horse bidders and have offered to exchange $50 million in secured
debt and assume $30 million in liabilities to buy the assets.
First lien lenders are also providing a $15 million loan to
finance the Chapter 11 effort.  The procedures require that the
bidding protocol be approved by April 12 and an auction be held
between April 30 and May 5.  Competing bids are due three days
prior to the auction date.  The hearing for approval of the sale
must take place prior to May 10.

Assets are $205 million, with debt total $248 million.  There is
$185 million in debt for borrowed money, including $116 million on
a first-lien term loan and revolving credit.  The second-lien loan
is $25 million.  Second-lien lenders have agreed to the sale.

Freeport Financial LLC serves as the sole lead arranger and
bookrunner, and as U.S. administrative agent and collateral agent
under the first lien facility.  Bank of Montreal serves as the
Canadian agent.  Freeport is also the agent under the second lien
facility.

Judge Kevin Gross oversees the case.  Lawyers at Young Conaway
Stargatt & Taylor, LLP, and Paul Hastings LLP serve as the
Debtors' counsel.  Stikeman Elliott LLP serves as Canadian
counsel.  Carl Marks Advisory Group LLC serves as restructuring
advisor.  Epiq Bankruptcy Solutions serves as claims and notice
agent.  The petitions were signed by Michael T. Murren, CFO.

The first lien lenders and the stalking horse buyers are
represented by Peter Knight, Esq., at Latham & Watkings, LLP; and
Wael Rostom, Esq., at McMillan LLP.


CROSS BORDER: CAO's Salary Increased to $12,500
-----------------------------------------------
The Board approved an increase in the salary payable to Nancy S.
Stephenson, Cross Border Resources, Inc.'s Chief Accounting
Officer, Treasurer and Secretary.  Beginning April 2012, the
Company will pay to Ms. Stephenson a monthly salary of $12,500 per
month, an increase from $10,000 per month.  Ms. Stephenson will
receive no other cash or non-cash compensation and no employee
benefits other than four weeks of paid vacation annually.  Ms.
Stephenson's employment is at-will and not for any specified term.
However, the Company has agreed that if Ms. Stephenson remains
employed with the Company, her salary will be increased to $15,000
per month effective Jan. 1, 2013.

                    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 reported a net loss of $1.19 million in 2011, compared
with net income of $282,989 in 2010.

The Company's balance sheet at Dec. 31, 2011, showed
$27.76 million in total assets, $10.18 million in total
liabilities, and $17.58 million in total stockholders' equity.


CROSS BORDER: RMR Receives Approval to Add Six Members to Board
---------------------------------------------------------------
Red Mountain Resources, Inc., a growth-oriented energy company
engaged in the acquisition, development and exploration of oil and
natural gas properties, has received the requisite number of
written consents from the shareholders of Cross Border Resources,
Inc., to add RMR's six nominees to the Cross Border Board of
Directors.

RMR delivered consents by shareholders owning more than 50% of the
Company's outstanding shares for all of RMR's proposed actions,
including the addition of Alan W. Barksdale, Paul N. Vassilakos,
Richard Y. Roberts, Lynden B. Rose, Randell K. Ford and William F.
Miller, III, to the Cross Border Board of Directors.  Shareholders
also approved RMR's proposals to repeal certain recent Bylaw
amendments adopted by the Board, including the "poison pill" Bylaw
amendment.  RMR believes that all proposals approved by the
shareholders took effect upon RMR's delivery of the consents to
the Company on April 5, 2012.

"We believe this strong display of shareholder support validates
our belief that it is time for accountability and change at Cross
Border," commented Alan Barksdale, CEO of RMR.  "The new Board
members are committed to holding management to its stated business
objectives and will uphold good corporate governance, both of
which we believe the legacy Board has failed to do.  We believe
the election of the six new members is an important step toward
restoring and maximizing shareholder value and to properly address
the significant issues facing Cross Border."

Mr. Barksdale continued: "Despite Cross Border's attempts to scare
shareholders about our intentions with regard to the Company,
shareholders can be assured that the new Board members are fully
committed to acting in the best interests of shareholders in
accordance with their fiduciary duties and are squarely focused on
maximizing value for all shareholders.  Our primary goal was and
is to protect the interests of all shareholders from a legacy
Board that appeared more concerned with entrenching themselves and
protecting their own positions and compensation than maximizing
shareholder value."

RMR, directly and through Black Rock Capital, Inc., its wholly
owned subsidiary, is collectively the largest stockholder of Cross
Border, owning approximately 29.95% of the outstanding shares of
Cross Border.

                    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 reported a net loss of $1.19 million in 2011, compared
with net income of $282,989 in 2010.

The Company's balance sheet at Dec. 31, 2011, showed
$27.76 million in total assets, $10.18 million in total
liabilities, and $17.58 million in total stockholders' equity.


CROSS ISLAND PLAZA: Sec. 341 Creditors' Meeting Set for May 14
--------------------------------------------------------------
The U.S. Trustee for Region 2 in Brooklyn, New York, will convene
a Meeting of Creditors under 11 U.S.C. Sec. 341(a) in the Chapter
11 cases of Cross Island Plaza, Inc. and Block 12892 Realty Corp.
on May 14, 2012, at 12:00 p.m. at 271 Cadman Plaza East, Room
4529, in Brooklyn.

According to the case docket, the Debtors are required to file
their schedules of assets and liabilities and statements of
financial affairs by April 18.  The Chapter 11 plan and
accompanying disclosure statement are due Aug. 2, 2012.

Rosedale, New York-based Cross Island Plaza, Inc., and affiliate
Block 1892 Realty Corp. filed Chapter 11 petitions (Bankr.
E.D.N.Y. Case Nos. 12-42491 and 12-42493) on April 4, 2012.

Cross Island claims to be a Single Asset Real Estate as defined
in 11 U.S.C. Sec. 101 (51B), estimating assets and debts of
$10 million to $50 million.

CIP owns and operates an office building and parking lot known as
"One Cross Island Plaza" in Rosedale.  The property consists of
three floors and a lower level which is occupied by roughly 100
tenants.  Block owns an additional parking lot in close proximity
to the One Cross Island Plaza, and has entered into a ground lease
with CIP to provide additional parking space for two tenants of
Cross Island.

Judge Nancy Hershey Lord presides over the cases.  Adam L. Rosen,
Esq., at Silverman Acampora LLP, serves as the Debtors' counsel.
The petition was signed by Chloe Henning, authorized
representative.


CROSS ISLAND PLAZA: Files Amended List of Unsecured Creditors
-------------------------------------------------------------
Cross Island Plaza, Inc. and Block 12892 Realty Corp. filed an
amended list of their 19 largest unsecured creditors.

DLJ Mortgage Capital Inc. is at the front of the creditor list,
owed $48,267,204 pursuant to a pre-bankruptcy judgment order.
John P. Amato, Esq. -- jamato@hahnhessen.com -- at Hahn & Hessen
LLP, represents DLJ Mortgage.

Imperial Fire Protection, in Long Island City, New York, is second
on the list, owed $108,906 on account of a trade claim.

The New York City Department of Finance is owed $39,017 on account
of fines and penalties for violations.  The Debtors are disputing
the claim.

Access Northern Security Inc. is owed $29,963 on account of a
trade claim.

The other claims are below $20,000.

                     About Cross Island Plaza

Rosedale, New York-based Cross Island Plaza, Inc., and affiliate
Block 1892 Realty Corp. filed Chapter 11 petitions (Bankr.
E.D.N.Y. Case Nos. 12-42491 and 12-42493) on April 4, 2012.

Cross Island claims to be a Single Asset Real Estate as defined
in 11 U.S.C. Sec. 101 (51B), estimating assets and debts of
$10 million to $50 million.

CIP owns and operates an office building and parking lot known as
"One Cross Island Plaza" in Rosedale.  The property consists of
three floors and a lower level which is occupied by roughly 100
tenants.  Block owns an additional parking lot in close proximity
to the One Cross Island Plaza, and has entered into a ground lease
with CIP to provide additional parking space for two tenants of
Cross Island.

Judge Nancy Hershey Lord presides over the cases.  Adam L. Rosen,
Esq., at Silverman Acampora LLP, serves as the Debtors' counsel.
The petition was signed by Chloe Henning, authorized
representative.


CRYSTALLEX INT'L: Gets Temporary General Cease Trade Order
----------------------------------------------------------
Crystallex International Corporation said that, consistent with
its announcement of March 16, 2012, the Company did not file, by
the deadline of March 30, 2012, its audited financial statements
for the fiscal year ended Dec. 31, 2011, related management's
discussion and analysis, 2011 annual information form and CEO and
CFO certificates.

As a result of that default, the Company had applied to the
Ontario Securities Commission and the securities regulatory
authorities in British Columbia, Alberta, Manitoba, Ontario,
Quebec, Nova Scotia and Newfoundland for a management cease trade
order under National Policy 12-203 which would have only
prohibited trading in securities of the Company by certain
insiders of the Company.  The Company's application was denied
and, accordingly, a temporary general cease trade order has been
issued.  The cease trade order prohibits the trading of the
Company's securities effective immediately, other than for trades
made pursuant to debtor-in-possession financing as approved by the
Ontario Superior Court of Justice in connection with the
proceedings under the Companies' Creditors Arrangement Act
(Canada) and trades for nominal consideration to realize tax
losses, a copy of the cease trade order can be found at:

                        http://is.gd/FULXHE

The temporary cease trade order is scheduled to expire 15 days
from the date hereof and may be extended.  The Company is
reviewing all options, with the goal of ultimately meeting its
continuous disclosure obligations and lifting the cease trade
order.  The Company's shares continue to trade on the OTC Bulletin
Board.

                         About Crystallex

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

On Dec. 23, 2011, announced that it obtained an order from the
Ontario Superior Court of Justice (Commercial List) for protection
under the Companies' Creditors Arrangement Act (Canada) (CCAA).
Ernst & Young Inc. was appointed monitor under the order.

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

The Company reported a net loss of US$33.7 million for the nine
months ended Sept. 30, 2011, compared with a net loss of
US$27.7 million for the same period in 2010.

The Company reported losses from continuing operations of
US$22.0 million and US$14.5 million for the nine months Sept. 30,
2011, and 2010, respectively.

Following the Government of Venezuela's unilateral cancellation of
the Las Cristinas Mine Operating Contract (the "MOC") on Feb. 3,
2011, the Company filed for arbitration before ICSID's Additional
Facility and commenced the process of handing the Las Cristinas
project back to the Government of Venezuela.  The handover to the
Government of Venezuela was completed on April 5, 2011, upon
receipt of a certificate of delivery from the Corporacion
Venezolana de Guayana (the "CVG").  As a result, the Company has
determined that its operations in Venezuela should be accounted
for as a discontinued operation.

The Company reported losses from discontinued operations of
US$11.7 million and US$13.1 million for the nine months ended
Sept. 30, 2011, respectively.

The Company's balance sheet at Sept. 30, 2011, showed
US$19.8 million in total assets, US$115.17 million in total
liabilities and a stockholders' deficit of US$95.3 million.


CYCLONE POWER: Mallah Furman Raises Going Concern Doubt
-------------------------------------------------------
Cyclone Power Technologies, Inc., filed on April 13, 2012, its
annual report on Form 10-K for the fiscal year ended Dec. 31,
2011.

Mallah Furman, in Fort Lauderdale, Fla., expressed substantial
doubt about Cyclone Power Technologies' ability to continue as a
going concern.  The independent auditors said that the Company's
dependence on outside financing, lack of sufficient working
capital, and recurring losses raises substantial doubt about its
ability to continue as a going concern.

The Company reported a net loss of $23.70 million on $250,000 of
revenues for 2011, compared with a net loss of $2.02 million on
$261,525 of revenues for 2010.

The Company's balance sheet at Dec. 31, 2011, showed $1.10 million
in total assets, $3.68 million in total liabilities, and a
stockholders' deficit of $2.58 million.

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

                       http://is.gd/ApMOFI

Pompano Beach, Florida-based Cyclone Power Technologies, Inc., has
developed and patented the Cyclone Engine, a thermal engine that
the Company believes is powerful and versatile enough for
applications ranging from electric power generation from solar
collectors, industrial waste heat and biomass, to all forms of
land and sea transportation.


CYCLONE POWER: Widens Net Loss to $23.7 Million in 2011
-------------------------------------------------------
Cyclone Power Technologies, Inc., filed with the U.S. Securities
and Exchange Commission its annual report on Form 10-K disclosing
a net loss of $23.70 million on $250,000 of revenue in 2011,
compared with a net loss of $2.02 million on $261,525 of revenue
in 2010.

The Company's balance sheet at Dec. 31, 2011, showed $1.09 million
in total assets, $3.67 million in total liabilities, and a
$2.58 million total stockholders' deficit.

For 2011, Mallah Furman, in Fort Lauderdale, FL, noted that the
Company's dependence on outside financing, lack of sufficient
working capital, and recurring losses raises substantial doubt
about its ability to continue as a going concern.

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

                        http://is.gd/ApMOFI

                        About Cyclone Power

Pompano Beach, Fla.-based Cyclone Power Technologies, Inc. (Pink
Sheets: CYPW) is a clean-tech engineering company, whose business
is to develop, commercialize and license its patented Rankine
cycle engine technology for applications ranging from renewable
power generation to transportation.  The Company is the successor
entity to the business of Cyclone Technologies LLLP, a limited
liability limited partnership formed in Florida in June 2004.
Cyclone Technologies LLLP was the original developer and
intellectual property holder of the Cyclone engine technology.


DAYTOP VILLAGE: Schedules Filing Deadline Extended to May 21
------------------------------------------------------------
Daytop Village Foundation Incorporated and Daytop Village Inc. won
an extension, through May 21, 2012, of the time to file schedules
of assets and liabilities, schedules of executory contracts and
unexpired leases, and statements of financial affairs.

Section 521 of the Bankruptcy Code and Fed. R. Bank. P. 1007
require the Debtors to file their Schedules and Statements within
14 days after the Petition Date.  Bankruptcy Rules 1007(c) and
9006(b) permit the extension, for cause, of the time for the
filing of the Schedules and Statements.

According to the Debtors, because of the size, scope and
complexity of their cases, there is adequate cause for the short
extension requested.  The Debtors explained that, to prepare the
Schedules and Statements, they must gather, review and analyze
substantial information from their books and records.
Consequently, collection of the necessary information requires the
expenditure of substantial time and effort on the part of the
Debtors.  Also, the time of the Debtors' financial personnel
during the early stages of their cases has been and will be
consumed with many new tasks as they transition into Chapter 11.

                        About Daytop Village

Daytop Village Foundation Incorporated, along with affiliate
Daytop Village Inc., filed a Chapter 11 petition (Bankr. S.D.N.Y.
Case No. 12-11436) on April 5, 2012, in Manhattan.

In 1963, Father William O'Brien and Dr. Alexander Bassin founded
the Daytop Lodge, a substance abuse treatment facility, in Staten
Island.  Today, Daytop is the third largest substance abuse agency
operating in the State of New York and the only substance abuse
agency operating world-wide under a contract with the Unites
States State Department.  It provides family-oriented substance
abuse treatment for adults and adolescents. Through six
residential facilities and eight outreach clinics in New York,
Daytop offers individual treatment plans by providing professional
counseling, medical, social and spiritual attention.

Judge Shelley C. Chapman presides over the Chapter 11 cases.
Lowenstein Sandler PC is the Debtors' counsel.  Epiq Bankruptcy
Solutions, LLC, is the claims and notice agent.  The Debtors'
Restructuring and Management Officer is Marotta Gund Budd Dezera
LLC.  The petition was signed by Michael Dailey, chief executive
officer.

Daytop Village Inc., as of Jan. 31, 2012 has $8.68 million in
assets and $45.03 million of liabilities.  DVF has $42.20 million
in assets and $32.00 million in liabilities as of Jan. 31, 2012.

Island Funding II, the DIP lender, is represented by Paul R.
DeFilippo, Esq., at Wollmuth Maher & Deutsch LLP.  Counsel to the
prepetition lender Signature Bank is Stephen D. Brodie, Esq., at
Herrick Feinstein LLP; and Joshua I. Divack, Esq., at Hahn &
Hessen LLP.  Counsel to the prepetition lender Hudson Valley Bank
is James P. Blose, Esq., at Griffin Coogan Blose & Sulzer P.C.


DAYTOP VILLAGE: Wins Authority to Hire Epiq as Claims Agent
-----------------------------------------------------------
Although Daytop Village Foundation Incorporated and Daytop
Village, Inc., have not yet filed their schedules of assets and
liabilities, they anticipate that there will be in excess of 400
entities to be noticed.  In view of the number of anticipated
claimants and the complexity of their businesses, the Debtors
believe the appointment of a claims and noticing agent is both
necessary and in the best interests of both the Debtors' estates
and their creditors.

Accordingly, the Debtors sought and obtained permission from the
Bankruptcy Court to engage Epiq Bankruptcy Solutions, LLC, as
their notice and claims agent.

The Debtors signed a Standard Services Agreement with Epiq on
April 5, 2012.  Epiq normally requires its clients to pay a
retainer.  However, pursuant to the Standard Services Agreement
with Daytop Village, the provision that requires the Debtors to
pay a $25,000 retainer was struck out.  Epiq also agreed to
provide 20% discounted rates and waived database maintenance
charges for the first three months of the case.  The firm also
agreed to waive a $2,500 fee for solicitation, balloting and
tabulation services.

Joseph N. Wharton, Vice President and Senior Consultant of Epiq
Bankruptcy Solutions, LLC, attests that Epiq does not (a) hold or
represent an interest materially adverse to the Debtors' estates
with respect to any matter for which it will be employed or (b)
have any materially adverse connection to the Debtors, their
creditors or other relevant parties.

                        About Daytop Village

Daytop Village Foundation Incorporated, along with affiliate
Daytop Village Inc., filed a Chapter 11 petition (Bankr. S.D.N.Y.
Case No. 12-11436) on April 5, 2012, in Manhattan.

In 1963, Father William O'Brien and Dr. Alexander Bassin founded
the Daytop Lodge, a substance abuse treatment facility, in Staten
Island.  Today, Daytop is the third largest substance abuse agency
operating in the State of New York and the only substance abuse
agency operating world-wide under a contract with the Unites
States State Department.  It provides family-oriented substance
abuse treatment for adults and adolescents. Through six
residential facilities and eight outreach clinics in New York,
Daytop offers individual treatment plans by providing professional
counseling, medical, social and spiritual attention.

Judge Shelley C. Chapman presides over the Chapter 11 cases.
Lowenstein Sandler PC is the Debtors' counsel.  The Debtors'
Restructuring and Management Officer is Marotta Gund Budd Dezera
LLC.  The petition was signed by Michael Dailey, chief executive
officer.

Daytop Village Inc., as of Jan. 31, 2012 has $8.68 million in
assets and $45.03 million of liabilities.  DVF has $42.20 million
in assets and $32.00 million in liabilities as of Jan. 31, 2012.

Island Funding II, the DIP lender, is represented by Paul R.
DeFilippo, Esq., at Wollmuth Maher & Deutsch LLP.  Counsel to the
prepetition lender Signature Bank is Stephen D. Brodie, Esq., at
Herrick Feinstein LLP; and Joshua I. Divack, Esq., at Hahn &
Hessen LLP.  Counsel to the prepetition lender Hudson Valley Bank
is James P. Blose, Esq., at Griffin Coogan Blose & Sulzer P.C.


DAYTOP VILLAGE: Seeks Approval of Lowenstein as Bankr. Counsel
--------------------------------------------------------------
Daytop Village Foundation Incorporated and Daytop Village Inc.
have filed an application to employ Lowenstein Sandler PC as
counsel.

Lowenstein was first retained to represent the Debtors in early
March 2012.  On March 13, 2012, the Debtors paid Lowenstein
$25,000 for services rendered and to be rendered in the future.
On March 16, 2012, the Debtors paid Lowenstein $125,000 as an
additional retainer for future services.  Further, on March 21,
2012, the Debtors paid Lowenstein $125,000 as an additional
retainer for future services, and on April 5, 2012, the Debtors
paid an additional $32,000 retainer to Lowenstein, for a total of
$307,000.

As of the Petition Date, the Retainer Amount has been fully drawn
(and is at a balance of $0), and Lowenstein is owed an additional
$88,460 on account of services and expenses rendered prior to the
Petition Date.

Norman N. Kinel, Esq., a member at the firm, said Lowenstein
agrees to waive any and all pre-petition claims with respect to
the Prepetition Amount to satisfy the "disinterested person"
standard.  Mr. Kinel also added that Lowenstein does not hold or
represent an interest adverse to the estate, and is a
"disinterested person" as that term is defined under Section
101(14) of the Bankruptcy Code.

Lowenstein's current hourly rates are:

      Members of the Firm                 $435 - $895
      Senior Counsel (generally 10
         or more years experience)        $390 - $660
      Counsel                             $350 - $630
      Associates (generally less than
         6 years experience)              $250 - $470
      Paralegals and Legal
         Assistants                       $145 - $245

                        About Daytop Village

Daytop Village Foundation Incorporated, along with affiliate
Daytop Village Inc., filed a Chapter 11 petition (Bankr. S.D.N.Y.
Case No. 12-11436) on April 5, 2012, in Manhattan.

In 1963, Father William O'Brien and Dr. Alexander Bassin founded
the Daytop Lodge, a substance abuse treatment facility, in Staten
Island.  Today, Daytop is the third largest substance abuse agency
operating in the State of New York and the only substance abuse
agency operating world-wide under a contract with the Unites
States State Department.  It provides family-oriented substance
abuse treatment for adults and adolescents. Through six
residential facilities and eight outreach clinics in New York,
Daytop offers individual treatment plans by providing professional
counseling, medical, social and spiritual attention.

Judge Shelley C. Chapman presides over the Chapter 11 cases.  Epiq
Bankruptcy Solutions, LLC, is the claims and notice agent.  The
Debtors' Restructuring and Management Officer is Marotta Gund Budd
Dezera LLC.  The petition was signed by Michael Dailey, chief
executive officer.

Daytop Village Inc., as of Jan. 31, 2012 has $8.68 million in
assets and $45.03 million of liabilities.  DVF has $42.20 million
in assets and $32.00 million in liabilities as of Jan. 31, 2012.

Island Funding II, the DIP lender, is represented by Paul R.
DeFilippo, Esq., at Wollmuth Maher & Deutsch LLP.  Counsel to the
prepetition lender Signature Bank is Stephen D. Brodie, Esq., at
Herrick Feinstein LLP; and Joshua I. Divack, Esq., at Hahn &
Hessen LLP.  Counsel to the prepetition lender Hudson Valley Bank
is James P. Blose, Esq., at Griffin Coogan Blose & Sulzer P.C.


DAYTOP VILLAGE: Rejects Lease for Manhattan Office Space
--------------------------------------------------------
Daytop Village Foundation Incorporated and Daytop Village, Inc.,
seek Bankruptcy Court permission to walk away from an unexpired
non-residential real property lease with Bonafide Estates, Inc.

Pursuant to a written lease agreement dated as of Jan. 4, 1993 and
extension agreement dated as of July 27, 2002, the Debtors leased
an office space at 48 West 38th Street, New York, from Bonafide.
The lease term is 10 years and expires Dec. 31, 2012.  The annual
rent for the 38th Street Property is $230,000.

Upon filing for bankruptcy, the Debtors advised Bonafide in
writing of their intent to reject the lease.  In January 2012, the
Debtors determined to consolidate their Manhattan-based office
staff and vacated the leased space.  All the operations formerly
in the leased space were relocated to the office space located at
104 West 40th Street, 4th Floor, in New York.

The Debtors have determined that the Bonafide Lease is
unprofitable and not necessary to their reorganization, and
maintaining the Bonafide Lease is not in the best interests of
their Estates, their creditors or their reorganization efforts as
a whole.

Bonafide Estates has hired a law firm to represent its interest:

          PRYOR CASHMAN LLP
          Richard Levy, Jr., Esq.
          Seth H. Lieberman, Esq.
          7 Times Square
          New York, NY 10036-6569
          Telephone: (212) 326-0819
          Facsimile: (212) 798-6917
          E-mail: rlevy@pryorcashman.com
                  slieberman@pryorcashman.com

                        About Daytop Village

Daytop Village Foundation Incorporated, along with affiliate
Daytop Village Inc., filed a Chapter 11 petition (Bankr. S.D.N.Y.
Case No. 12-11436) on April 5, 2012, in Manhattan.

In 1963, Father William O'Brien and Dr. Alexander Bassin founded
the Daytop Lodge, a substance abuse treatment facility, in Staten
Island.  Today, Daytop is the third largest substance abuse agency
operating in the State of New York and the only substance abuse
agency operating world-wide under a contract with the Unites
States State Department.  It provides family-oriented substance
abuse treatment for adults and adolescents. Through six
residential facilities and eight outreach clinics in New York,
Daytop offers individual treatment plans by providing professional
counseling, medical, social and spiritual attention.

Judge Shelley C. Chapman presides over the Chapter 11 cases.
Lowenstein Sandler PC is the Debtors' counsel.  Epiq Bankruptcy
Solutions, LLC, is the claims and notice agent.  The Debtors'
Restructuring and Management Officer is Marotta Gund Budd Dezera
LLC.  The petition was signed by Michael Dailey, chief executive
officer.

Daytop Village Inc., as of Jan. 31, 2012 has $8.68 million in
assets and $45.03 million of liabilities.  DVF has $42.20 million
in assets and $32.00 million in liabilities as of Jan. 31, 2012.

Island Funding II, the DIP lender, is represented by Paul R.
DeFilippo, Esq., at Wollmuth Maher & Deutsch LLP.  Counsel to the
prepetition lender Signature Bank is Stephen D. Brodie, Esq., at
Herrick Feinstein LLP; and Joshua I. Divack, Esq., at Hahn &
Hessen LLP.  Counsel to the prepetition lender Hudson Valley Bank
is James P. Blose, Esq., at Griffin Coogan Blose & Sulzer P.C.


DC DEVELOPMENT: Deere Credit Wants Automatic Stay Terminated
------------------------------------------------------------
Deere Credit, Inc., by and through its attorneys, William P. Baker
and Baker & Baker, P.A., ask the U.S. Bankruptcy Court for the
District of Maryland for relief from the automatic stay against
D.C. Development, LLC, et al.

Deere is the holder of a secured claim against Wisp Resort
Development Inc. in the principal amount of $360,944, plus
interest and attorney's fees.

According to Deere, it has not been offered adequate protection
for its interests in the equipment.  Due to the Debtors' default
under the John Deere Master Lease Agreement and the lease
schedules, Deere is entitled to repossess and sell the equipment
and apply the proceeds to the debt owed it under the MLA and lease
schedules.

The Official Committee of Unsecured Creditors joined in the
Debtors' opposition to Deere Credit's motion for relief of stay.

                         About Wisp Resort

Recreational Industries, Inc., D.C. Development, LLC, Wisp Resort
Development, Inc., and The Clubs at Wisp, LLC, operate a ski
resort and real estate development companies located in Garrett
County, Maryland generally known as Wisp Resort.  The Wisp Resort
comprises approximately 2,200 acres of master planned and fully
entitled land, 32 ski trails covering 132 acres of skiable terrain
with 12 lifts and two highly-rated golf courses.

Financial problems were caused by a guarantee given to Branch
Banking & Trust Co. to secure a $29.6 million judgment the bank
obtained on a real estate development within the property.

Recreational Industries, D.C. Development, Wisp Resort Development
and The Clubs at Wisp filed for Chapter 11 bankruptcy (Bankr. D.
Md. Lead Case No. 11-30548) on Oct. 15, 2011.  D.C. Development
disclosed $91,155,814 in assets and $46,141,245 in liabilities as
of the Chapter 111 filing.

The Debtors engaged Logan, Yumkas, Vidmar & Sweeney LLC as counsel
and tapped Invotex Group as financial restructuring consultant.
SSG Capital Advisors, LLC, serves as exclusive investment banker
to the Debtors.  The Official Committee of Unsecured Creditors has
tapped Cole, Schotz, Meisel, Forman & Leonard, P.A. as counsel.


DC DEVELOPMENT: SSG Capital Approved as Investment Banker
---------------------------------------------------------
The U.S. Bankruptcy Court for the District of Maryland authorized
D.C. Development, LLC, et al., to employ SSG Capital Advisors, LLC
as investment banker to the Debtors.

As reported in the Troubled Company Reporter on Feb. 15, 2012,
pursuant to the agreement, SSG will provide investment banking
services for (i) the sale of all or substantially all of the
assets of the Debtors; (ii) the review of private placement
financing alternatives available to the Debtors, if any, involving
raising debt and/or equity capital; and (iii) the restructuring
the Company's existing credit facilities with their secured
lenders in which current equity holders maintain a controlling
equity interest in the Company.

The terms of SSG's engagement is six months and is terminable on
thirty days' written notice thereafter.

SSG will be compensated and reimbursed as:

   a. Initial Fee. Upon Court approval of the Application, the
      Debtors will pay SSG an initial fee of $25,000.

   b. Monthly Fees. Monthly fees of $20,000 per month beginning on
      Feb. 10, 2012, and payable on the tenth of each month
      thereafter during the Engagement Term.  The first four
      Monthly Fees, to the extent paid, will be credited to the
      Transaction Fees at closing of any Transaction.

   c. Sale Fee. Upon the consummation of a Sale Transaction, the
      Debtors will pay SSG fee, payable in cash, in federal funds
      via wire transfer or certified check, at, and as a condition
      of, closing of such transaction, equal to the greater of (a)
      $400,000 or (b) 2.0% of Total Consideration.

   d. Financing Fee. Upon the first closing of a Financing, with
      any financing source, the Debtors will pay SSG a fee,
      payable in cash, in federal funds via wire transfer or
      certified check at and as a condition of closing of such
      Financing, regardless of whether the Debtors choose to draw
      down the full amount of the committed Financing at that
      time, equal to the greater of (a) $400,000 or (b) 2.0% of
      any Senior Debt raised from any financing source, plus 4.0%
      of any Tranche B/Secured Subordinated Debt or any
      Traditional Subordinated Debt raised, plus 4% of any
      Traditional Equity raised.  If a financing source obtained
      during the Engagement Term increases the total amount made
      available to the Debtors within 12 months of the first
      closing of the Financing, SSG will  be entitled to receive
      an additional Financing Fee based upon the above formulas as
      applied to such increased amount.

   e. Restructuring Fee. Upon the closing of a Restructuring,
      through a confirmed plan of reorganization in a Chapter 11
      bankruptcy proceeding or, any other form of Restructuring,
      the Debtors will pay SSG a fee payable in cash, in federal
      funds via wire transfer or certified check, at, and as a
      condition of closing of such transaction, equal to $750,000.

The Debtors will agree to indemnify SSG.  The Debtors, however,
will not be responsible to indemnify SSG to the extent liability
is found in a final judgment by a court of competent jurisdiction,
not subject to further appeal, to have resulted primarily from
SSG's gross negligence or willful misconduct in the performance of
its duties under the Agreement.

The Debtors believe that SSG is a "disinterested person," as that
term is defined in Section 101(14) of the Bankruptcy Code and as
required by Section 327(a) of the Bankruptcy Code.

                         About Wisp Resort

Recreational Industries, Inc., D.C. Development, LLC, Wisp Resort
Development, Inc., and The Clubs at Wisp, LLC, operate a ski
resort and real estate development companies located in Garrett
County, Maryland generally known as Wisp Resort.  The Wisp Resort
comprises approximately 2,200 acres of master planned and fully
entitled land, 32 ski trails covering 132 acres of skiable terrain
with 12 lifts and two highly-rated golf courses.

Financial problems were caused by a guarantee given to Branch
Banking & Trust Co. to secure a $29.6 million judgment the bank
obtained on a real estate development within the property.

Recreational Industries, D.C. Development, Wisp Resort Development
and The Clubs at Wisp filed for Chapter 11 bankruptcy (Bankr. D.
Md. Lead Case No. 11-30548) on Oct. 15, 2011.  D.C. Development
disclosed $91,155,814 in assets and $46,141,245 in liabilities as
of the Chapter 111 filing.

The Debtors engaged Logan, Yumkas, Vidmar & Sweeney LLC as counsel
and tapped Invotex Group as financial restructuring consultant.
SSG Capital Advisors, LLC, serves as exclusive investment banker
to the Debtors.  The Official Committee of Unsecured Creditors has
tapped Cole, Schotz, Meisel, Forman & Leonard, P.A. as counsel.


DC DEVELOPMENT: Wants Cash Collateral Access Until July 15
----------------------------------------------------------
Recreational Industries, Inc., a debtor-affiliate of D.C.
Development, LLC, et al., asks the U.S. Bankruptcy Court for the
District of Maryland for authorization to continue using the cash
collateral until July 15, 2012.

The Debtor's principal secured creditor First United Bank and
Trust asserts a first priority security interest and lien on the
Debtor's cash collateral -- cash and accounts receivable from the
operation of the resort and resort amenities.

Branch Banking and Trust Company also asserts a security interest
and lien in some portion of the Debtor's cash collateral.  The
Debtor and First United reserve all rights to oppose and contest
the assertion by BB&T, except that the Debtor acknowledges that
BB&T has a lien on the North Camp property.

The Debtor will use the cash collateral to fund the its necessary
and essential day-to-day costs of operating the resort.

As reported in the Troubled Company Reporter on Jan. 23, 2012, the
Debtor owes First United roughly $12.7 million under several loan
agreements.  BB&T is owed roughly $30.2 million.

                         About Wisp Resort

Recreational Industries, Inc., D.C. Development, LLC, Wisp Resort
Development, Inc., and The Clubs at Wisp, LLC, operate a ski
resort and real estate development companies located in Garrett
County, Maryland generally known as Wisp Resort.  The Wisp Resort
comprises approximately 2,200 acres of master planned and fully
entitled land, 32 ski trails covering 132 acres of skiable terrain
with 12 lifts and two highly-rated golf courses.

Financial problems were caused by a guarantee given to Branch
Banking & Trust Co. to secure a $29.6 million judgment the bank
obtained on a real estate development within the property.

Recreational Industries, D.C. Development, Wisp Resort Development
and The Clubs at Wisp filed for Chapter 11 bankruptcy (Bankr. D.
Md. Lead Case No. 11-30548) on Oct. 15, 2011.  D.C. Development
disclosed $91,155,814 in assets and $46,141,245 in liabilities as
of the Chapter 111 filing.

The Debtors engaged Logan, Yumkas, Vidmar & Sweeney LLC as counsel
and tapped Invotex Group as financial restructuring consultant.
SSG Capital Advisors, LLC, serves as exclusive investment banker
to the Debtors.  The Official Committee of Unsecured Creditors has
tapped Cole, Schotz, Meisel, Forman & Leonard, P.A. as counsel.


DELTATHREE INC: Amends Sales Agency Agreement with ACN
------------------------------------------------------
Each of deltathree, Inc., Delta Three Israel, Ltd., and DME
Solutions, Inc., and LKN Communications, Inc., doing business as
ACN, Inc., entered into a letter amendment to each of the Sales
Agency Agreement, dated as of Sept. 27, 2010, and amended as of
Jan. 26, 2011, between the deltathree Entities and ACN, Inc., and
the Introducer Agreement, dated as of April 13, 2011, between the
deltathree Entities and ACN Europe B.V., a wholly-owned subsidiary
of ACN, Inc., in regards to outstanding commissions due to be paid
by the Company to ACN, Inc., and ACN Europe under the respective
Agreements.  The terms of the Amendment provide:

   (1) Beginning April 1, 2012, and for each month thereafter the
       deltathree Entities will be required to pay all then-
       current commissions on a timely basis as required under the
       Agreements, and any cure periods provided for under the
       Agreements for non-payment shall no longer apply;

   (2) Commencing with the Effective Date the deltathree Entities
       will pay to ACN a late-payment fee in the amount of 1% per
       month of any past-due, unpaid commissions;

   (3) Beginning July 15, 2012, the deltathree Entities will be
       required to pay down any unpaid past due amounts in an
       amount equal to at least $15,000 per month through June 15,
       2013, and at least $25,000 per month thereafter until such
       time as the unpaid balance is paid in full.
       Notwithstanding the foregoing, the deltathree Entities will
       pay in full to ACN upon 30 days' notice any unpaid, past
       due amounts; and

   (4) If the deltathree Entities fail to pay the full amounts due
       within the time frames set forth in the Amendment or
       otherwise materially breach the Agreements, ACN may in its
       sole discretion terminate the Amendment and exercise its
       rights and pursue all remedies available to it at law or in
       equity.

In addition, in the event of any Insolvency Event as defined in
the Agreements of the deltathree Entities or any of their
subsidiaries, all unpaid amounts due to ACN from the deltathree
Entities will become immediately due and payable effective
immediately prior to such Insolvency Event.

Each of Robert Stevanovski, Anthony Cassara and David Stevanovski,
members of the Company's Board of Directors, has an ownership
interest in, and a director, officer or advisory position with,
ACN.  As a result of their relationship with ACN, each of these
individuals may be deemed to have a direct or indirect interest in
the transactions contemplated by the Amendment.  In accordance
with the Company's Audit Committee Charter, the Amendment and the
transactions contemplated thereby were approved by the Audit
Committee, which includes those directors who are not affiliated
with ACN.

                         About deltathree

Based in New York, deltathree, Inc. (OTC QB: DDDC) --
http://www.deltathree.com/-- is a global provider of video and
voice over Internet Protocol (VoIP) telephony services, products,
hosted solutions and infrastructures for service providers,
resellers and direct consumers.

The Company reported a net loss of $2.5 million on $14.2 million
of revenue for 2010, compared with a net loss of $3.2 million on
$19.0 million of revenue for 2009.

The Company also reported a net loss of $2.46 million on
$8.20 million of revenue for the nine months ended Sept. 30, 2011,
compared with a net loss of $2.01 million on $9.98 million of
revenue for the same period during the prior year.

The Company's balance sheet at Sept. 30, 2011, showed
$1.63 million in total assets, $5.47 million in total liabilities
and a $3.84 million total stockholders' deficiency.

As reported in the TCR on March 23, 2011, Brightman Almagor Zohar
& Co., in Tel Aviv, Israel, expressed substantial doubt about
deltathree, Inc.'s ability  to continue as a going concern,
following the Company's 2010 results.  The independent auditors
noted that of the Company's recurring losses from operations and
deficiency in stockholders' equity.

                        Bankruptcy Warning

In view of the Company's current cash resources, nondiscretionary
expenses, debt and near term debt service obligations, the Company
may begin to explore all strategic alternatives available to it,
including, but not limited to, a sale or merger of the Company, a
sale of its assets, recapitalization, partnership, debt or equity
financing, voluntary deregistration of its securities, financial
reorganization, liquidation or ceasing operations.  In the event
that it is unable to secure additional funding, the Company may
determine that it is in its best interests to voluntarily seek
relief under Chapter 11 of the U.S. Bankruptcy Code.  Seeking
relief under the U.S. Bankruptcy Code, even if the Company is able
to emerge quickly from Chapter 11 protection, could have a
material adverse effect on the relationships between the Company
and its existing and potential customers, employees, and others.
Further, if the Company was unable to implement a successful plan
of reorganization, the Company might be forced to liquidate under
Chapter 7 of the U.S. Bankruptcy Code.


DIALOGIC INC: Amends 2011 Financial Reports
-------------------------------------------
Dialogic Inc. filed an amendment to its current report on Form
8-K, originally filed with the Securities and Exchange Commission
on March 23, 2012, for the purpose of correcting its balance sheet
as of Dec. 31, 2011, and the statements of operations for the
three and twelve months ended Dec. 31, 2011, contained in its
press release to correct:

   (i) the reclassification of $89.9 million of related party
       short-term debt to related party long-term debt, as a
       result of the previously announced debt restructuring; and

  (ii) the reclassification of a $1.5 million legal settlement
       expense from other income/expense to cost of product
       revenue, based on an evaluation of appropriate accounting
       guidance.

These changes did not affect total liabilities as of Dec. 31,
2011, or net loss for the periods ended Dec. 31, 2011.

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

                       http://is.gd/hX0tG6

                          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.

The Company reported a net loss of $54.81 million on $198.08
million of total revenues in 2011, compared with a net loss of
$46.71 million on $178.77 million of total revenues in 2010.

The Company's balance sheet at Dec. 31, 2011, showed $163.34
million in total assets, $178.77 million in total liabilities and
a $15.43 million total stockholders' deficit.


DIALOGIC INC: Sells $39.5 Million Convertible Promissory Notes
--------------------------------------------------------------
Dialogic Inc., on April 11, 2012, entered into a securities
purchase agreement with accredited investors, including certain
related parties, pursuant to which the Company issued and sold
$39,529,714 aggregate principal amount of convertible promissory
notes and one share of the Company's Series D-1 Preferred Stock,
par value $0.001 per share to the Investors in a private
placement.

The Investors in the Private Placement include entities affiliated
with Tennenbaum Capital Partners, LLC, which is one of the
Company's principal stockholders and is affiliated with Rajneesh
Vig, a member of the Company's Board of Directors.  Tennenbaum
purchased $34,458,273 aggregate principal amount of Notes in
exchange for the cancellation of:

    (i) $32,958,273 in outstanding principal under the Third
        Amended and Restated Credit Agreement, dated March 22,
        2012, by and among Dialogic Corporation, a wholly owned
        subsidiary of the Company, and Obsidian, LLC, Special
        Value Expansion Fund, LLC, Special Value Opportunities
        Fund, LLC and Tennenbaum Opportunities Partners V, LP,
        $2,958,373 of which represents accrued but unpaid interest
        that was capitalized under the Term Loan Agreement on
        March 22, 2012; and

   (ii) a prepayment premium of $1.5 million triggered by the
        cancellation of the outstanding debt.

The remaining $5,071,440 aggregate principal amount of Notes was
purchased by certain of the Company's stockholders, including
Tennenbaum, ApS KBUS 17 nr. 2101, an entity affiliated with Nick
Jensen, the Company's Chief Executive Officer, GW Invest ApS, an
entity affiliated with Mikael Konnerup, a member of the Board,
Investcorp Bank B.S.C., an entity affiliated with Hazem Ben-Gacem
and Alex Guira, members of the Board, and Pierre McMaster, a
principal stockholder of the Company, in exchange for the
cancellation of $5,071,440 of Dialogic Corporation's long-term
debt held by such stockholders.

The Notes bear interest at the rate of 1% per annum, compounded
annually, and are convertible into shares of the Company's common
stock, par value $0.001 per share.  The conversion price of the
Notes is generally $1.00 per share, provided that the Notes issued
to Tennenbaum in exchange for the cancellation of the Interest
Amount have a conversion price of $0.87 per share, in each case as
adjusted for any stock split, reverse stock split, stock dividend,
recapitalization, reclassification, combination or other similar
transaction.  Under the terms of the Notes, the principal and all
accrued but unpaid interest will automatically convert into shares
of Common Stock upon stockholder approval of the Private
Placement.

                    Series D-1 Preferred Stock

On April 11, 2012, the Company filed a certificate of designation
for the Company's Series D-1 Preferred Stock with the Secretary of
State of the State of Delaware.  The Series D-1 Preferred Share
was issued and sold to Tennenbaum in exchange for cancellation of
$100 in outstanding principal under the Term Loan Agreement.

              Amendment of Existing Debt Arrangements

In connection with the Private Placement, Dialogic Corporation,
the Company, and certain of its subsidiaries entered into a First
Amendment to the Term Loan Agreement with the Term Loan Lenders
and an Eighteenth Amendment to Credit Agreement relating to the
Revolving Credit Agreement with the Revolving Credit Lender.
These amendments were entered into concurrently with the closing
of the Private Placement.

Pursuant to the First Amendment, the Term Loan Agreement was
amended to permit the conversion of $32,958,373 of outstanding
debt under the Term Loan Agreement in exchange for the Notes,
subject to payment of a prepayment premium of $1.5 million, which
the Company also paid through the issuance of

                         Other Agreements

In connection with the Private Placement, the Company entered into
a Registration Rights Agreement with the Investors, dated
April 11, 2012, pursuant to which it agreed to file one or more
registration statements registering for resale the shares of
Common Stock issuable upon conversion of the Notes within 90 days.

                Resignations of Members of the Board

In connection with the Private Placement, on April 11, 2012, Hazem
Ben-Gacem and Mikael Konnerup resigned from the Board, including
from their respective memberships on the committees of the Board,
effective immediately.  The resignations of Messrs. Ben-Gacem and
Konnerup were not the result of any disagreement with the Company
on any matter relating to its operations, policies or practices,
or regarding the general direction of the Company.

                  Appointment of Member of the Board

In connection with the Private Placement, on April 11, 2012, Ming
Him Chan was elected by the Board to serve as a member of the
Board.  Mr. Chan currently serves as a Principal of Tennenbaum.
Tennenbaum participated in the Private Placement.  Messrs. Chan,
Vig, Dion Joannou and Nick DeRoma have agreed to be the designees
of Tennenbaum upon stockholder approval, if it occurs, pursuant to
the terms of the Certificate.

In accordance with the Company's director compensation policy, as
a non-independent Board member, Mr. Chan will not be entitled to
any compensation for his service on the Board.  However, the
Company will enter into a standard indemnity agreement with Mr.
Chan, which will provide, among other things, that the Company
will indemnify him, under the circumstances and to the extent
provided for therein, for expenses, damages, judgments, fines and
settlements he may be required to pay in actions or proceedings
which he is or may be made a party by reason of his or her
position as a director of the Company, and otherwise to the
fullest extent permitted under Delaware law and the Company's
Bylaws.

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

                        http://is.gd/CQ2nXr

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

The Company's balance sheet at Sept. 30, 2011, showed $164.57
million in total assets, $171.68 million in total liabilities, and
stockholders' deficit of $7.11 million.


DOLLAR GENERAL: Moody's Raises CFR to 'Ba1'; Outlook Positive
-------------------------------------------------------------
Moody's Investors Service upgraded Dollar General Corporation's
Corporate Family Rating and Probability of Default Rating to Ba1
from Ba2. The Speculative Grade Liquidity rating of SGL-1 was
affirmed. The rating outlook is positive. This rating action
concludes the review for possible upgrade initiated on March 22,
2012.

Ratings Rationale

The upgrade with a positive outlook reflects that Buck Holdings,
LP controlled by Kohlberg Kravis Robert's ("KKR") has reduced its
equity ownership in Dollar General below 50% to approximately 44%.
Thus triggering a change in the composition of the board of
directors such that KKR no longer has the majority seats on the
board.

The upgrade also acknowledges that Dollar General's operating
performance and credit metrics are expected to remain strong. As
of year ending February 3, 2012, Dollar General's debt to EBITDA
was 3.0 times and EBITA to interest expense is 4.4x. Furthermore,
the upgrade follows Dollar General's refinancing approximately
$880 million of its term loan which extended its maturity to July
2017 from July 2014.

"Dollar General continues to strengthen its capital structure
through the opportunistic refinancing of a portion of its term
loan, thus extending its maturity schedule" said Maggie Taylor, a
senior credit officer with Moody's. "The strengthening of the
capital structure coupled with the reduction of KKR's equity
ownership supports Moody's view that Dollar General continues to
apply a balanced and prudent financial policy."

The following ratings are upgraded:

Corporate Family Rating to Ba1 from Ba2

Probability of Default Rating to Ba1 from Ba2

$311 million senior secured term loan B-2 to Ba2 (LGD 4, to 68%)
from Ba3 (LGD 4, 65%)

$451 million senior subordinated notes to Ba3 (LGD 5, 97%) from B1
(LGD 5, 86%)

The following ratings are affirmed and LGD point estimates
changed:

$779 million senior secured term loan B-1 at Ba1 (LGD 3, 43%
from 39%)

$880 million senior secured term loan C at Ba1 (LGD 3, 43%
from 39%)

Speculative Grade Liquidity rating at SGL-1

Dollar General's Ba1 Corporate Family Rating is supported by its
market position as the largest dollar-store chain in the U.S.
Moody's views the dollar store sector favorably and expects that
it will continue to grow given its low price points and its
relative resistance to economic cycles. The rating also reflects
Dollar General's solid credit metrics and its very good liquidity.
The rating acknowledges that Dollar General's earnings are
expected to continue to grow at a healthy rate despite a limited
ability to pass on cost pressures to a price sensitive customer
which will limit Dollar General's gross margin.

Dollar General's ratings are constrained by its geographic
concentration. While operating over 9,900 stores in 39 states,
Dollar General is heavily concentrated in the south, which
accounts for approximately 47% of their store base. However, this
concentration risk may slowly dissipate as Dollar General
continues to grow its store count and break ground in new states,
much like their recent launch into California.

In light of the reduction in KKR's equity ownership to below 50%,
the positive outlook reflects that Moody's expects the composition
of the board to likely change over the next twelve to eighteen
months and that the revised board is likely to support balanced
and conservative financial policies.

An upgrade would require Dollar General's board of directors to
evidence support of financial policies which allow the company to
maintain credit metrics consistent with a higher rating over the
long term. An upgrade would also require continued strong
operating performance particularly in light of Dollar General's
sizable expansion into California. Quantitatively, an upgrade
would require debt to EBITDA to remain below 3.0 times and EBITA
to interest expense remain above 4.5 times.

Downward rating pressure would result should Dollar General's
financial policies become more aggressive. Ratings could also be
downgraded should Dollar General's operating performance
deteriorate or debt levels increase such that debt to EBITDA is
sustained above 4.0 times or EBITA to interest expense falls below
3.5 times.

The principal methodology used in rating Dollar General
Corporation 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.

Dollar General Corporation, headquartered in Goodlettsville,
Tennessee, owns and operates over 9,900 extreme value general
merchandise stores. Revenues are over $14.5 billion.


E-DEBIT GLOBAL: Incurs $1.1 Million Net Loss in 2011
----------------------------------------------------
E-Debit Global Corporation filed with the U.S. Securities and
Exchange Commission its annual report on Form 10-K disclosing a
net loss of $1.09 million on $3.34 million of total revenue in
2011, compared with a net loss of $1.15 million on $3.97 million
of total revenue in 2010.

The Company's balance sheet at Dec. 31, 2011, showed $1.60 million
in total assets, $2.93 million in total liabilities and a $1.33
million total stockholders' deficit.

For 2011, Schumacher & Associates, Inc., in Littleton, Colorado,
noted that the Company has incurred net losses for the years ended
Dec. 31, 2011, and 2010, and had a working capital deficit and a
stockholders' deficit at Dec. 31, 2011, and 2010, which raise
substantial doubt about its ability to continue as a going
concern.

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

                        http://is.gd/Ym8paD

                  About E-Debit Global Corporation

E-Debit Global Corporation (WSHE) is a financial holding company
in Canada at the forefront of debit, credit and online computer
banking.  Currently, the Company has established a strong presence
in the privately owned Canadian banking sector including Automated
Banking Machines (ABM), Point of Sale Machines (POS), Online
Computer Banking (OCB) and E-Commerce Transaction security and
payment.  E-Debit maintains and services a national ABM network
across Canada and is a full participating member of the Canadian
INTERAC Banking System.


EAST COAST: Ciena Gets OK to Foreclose Some North Carolina Assets
-----------------------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of North
Carolina ordered that the automatic stay on East Coast Development
II, LLC's certain assets is modified to allow Ciena Capital, LLC
to institute and complete a foreclosure of the collateral under
its loan documents.

Ciena Capital, LLC is a servicer for Bank of New York Mellon Trust
Company, N.A.  Mellon is the holder of a Promissory Note executed
by the Debtor on or about Sept. 15, 2005, in the original
principal amount of $2,200,000.  The Note is secured by first
priority deed of trust on certain commercial real property owned
by the Debtor and more commonly known as 118-122 Princess Street
(rental building housing two restaurants and one office) and 125
Market Street (vacant building), Wilmington, North Carolina.

According to Ciena, the Debtor's failure to make the contractual
payments due under the Note entitles Ciena to relief from the
automatic stay for cause.  The balance due to Mellon under the
Note as of Jan. 6, 2012, was $2,672,537 with interest continuing
to accrue at the per diem rate of $706 plus fees and costs.

                 About East Coast Development II

Wilmington, North Carolina-based East Coast Development II, LLC,
dba 100 Block of Market Street, LLC, is in the business of renting
real property located in Onslow County, New Hanover County,
Guilford County, Wake County, Brunswick County, North Carolina,
and Greenville County, Charleston County, and Richland County,
South Carolina.

East Coast filed for Chapter 11 bankruptcy protection (Bankr. E.D.
N.C. Case No. 11-02792) on April 8, 2011.  Trawick H. Stubbs, Jr.,
Esq., at Stubbs & Perdue, P.A., serves as bankruptcy counsel.
Laurie R. Brown, CPA, serves as accountant.

The Debtor disclosed $24.8 million in assets and $12.2 million in
liabilities as of the Chapter 11 filing.

The U.S. Trustee has not appointed a creditors committee in the
Debtor's case.


EAST COAST: First Bank OK'd to Foreclose Certain Real Properties
----------------------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of North
Carolina ordered that the automatic stay on East Coast Development
II, LLC's certain assets is modified to permit First Bank to
enforce its rights and remedies against the real property.

First Bank has requested for relief of stay with respect to
certain real property located at 304 & 308 Castle Hayne Road,
Wilmington, NC; 145 and 147 Brentwood Drive, Wilmington, NC; 1020
North Front Street, Wilmington, NC; and Highways 74/76, Mt. Misery
Road, Leland, NC.

Prior to the Petition Date, the Debtor defaulted under the First
Bank Notes and Benford and Washburn defaulted under the
Benford/Washburn Note.  As of the Petition Date, the indebtedness
due and owing under the First Loan is $163,562, with interest
accruing on the unpaid balance at the per diem rate of $24.072.
There is no equity in the collateral securing the First Loan.

As of the Petition Date, the indebtedness due and owing under the
Second Loan is $272,095, with interest accruing on the unpaid
balance at the per diem rate of $39.9120. There is no equity in
the collateral securing the Second Loan.

As of the Petition Date, the indebtedness due and owing under the
Third Loan was $365,610.77, with interest accruing on the unpaid
balance at the per diem rate of $53.629. There is no equity in the
collateral securing the Third.

As of the Petition Date, the indebtedness due and owing under the
Benford/Washburn Loan was $552,995, with interest accruing on the
unpaid balance at the per diem rate of $74.409. The Debtor owns a
1/3 undivided interest in the property securing the
Benford/Washburn Loan, and the Debtor?s ability to realize any
potential equity out of its 1/3 undivided interest is unlikely.

The First Bank Notes are secured by, among other things, Deeds of
Trust and Assignments of Rent.

                 About East Coast Development II

Wilmington, North Carolina-based East Coast Development II, LLC,
dba 100 Block of Market Street, LLC, is in the business of renting
real property located in Onslow County, New Hanover County,
Guilford County, Wake County, Brunswick County, North Carolina,
and Greenville County, Charleston County, and Richland County,
South Carolina.

East Coast filed for Chapter 11 bankruptcy protection (Bankr. E.D.
N.C. Case No. 11-02792) on April 8, 2011.  Trawick H. Stubbs, Jr.,
Esq., at Stubbs & Perdue, P.A., serves as bankruptcy counsel.
Laurie R. Brown, CPA, serves as accountant.

The Debtor disclosed $24.8 million in assets and $12.2 million in
liabilities as of the Chapter 11 filing.

The U.S. Trustee has not appointed a creditors committee in the
Debtor's case.



EASTMAN KODAK: Pilfered Digital Intellectual Property, Says Apple
-----------------------------------------------------------------
Eric Hornbeck of Law360 reported that Apple Inc. late in March
fired back at Eastman Kodak Co.'s allegations that its tablets and
smartphones infringe five Kodak digital imaging patents, telling
the U.S. International Trade Commission that Kodak misappropriated
Apple technology from their digital camera collaboration in the
1990s.

Kodak filed a complaint with the ITC on Jan. 10, accusing Apple,
HTC Corp. and HTC subsidiary Exedea Inc. of violating Section 337
of the Tariff Act of 1930 by importing camera-equipped smartphones
and tablets into the U.S. that infringe the patents-in-suit, the
report related.

                       About Eastman Kodak

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

Kodak, founded in 1880 by George Eastman, was once the world's
leading producer of film and cameras.  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.

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.  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.

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: Wants Until Aug. 16 to Remove Lawsuits
-----------------------------------------------------
Eastman Kodak Co. asked the U.S. Bankruptcy Court in Manhattan
to extend the deadline for filing notices of removal of
pre-bankruptcy lawsuits to August 16, 2012.

The company and its affiliated debtors are involved in about 100
lawsuits, some of which have not been automatically halted by
their bankruptcy filing.

Kodak lawyer Andrew Dietderich, Esq., at Sullivan & Cromwell
LLP, in New York, said the proposed extension would allow the
company to evaluate and determine which of the lawsuits are
subject to the automatic stay and which of them should be
removed.

A court hearing on the request is scheduled for April 18.
Objections were due by April 11.

                       About Eastman Kodak

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

Kodak, founded in 1880 by George Eastman, was once the world's
leading producer of film and cameras.  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.

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.  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.

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).


EGPI FIRECREEK: Six Members Elected to Board of Directors
---------------------------------------------------------
Effective March 28, 2012, by majority consent of the EGPI
Firecreek, Inc., shareholders of record at March 28, 2011, six
members were elected to the Company's Board of Directors.  The
Directors will hold their respective office until the Company's
Annual Meeting of Shareholders in 2013 or until their successors
are duly elected and qualified.  The members of the Company's
Board of Directors are:

   (1) Dennis R. Alexander;
   (2) David H. Ray;
   (3) Brandon D. Ray;
   (4) Michael Trapp;
   (5) Michael D. Brown; and
   (6) David Taylor.

Dennis R. Alexander has served as Chairman, CEO, and Chief
Financial Officer of the Company since May 21, 2009, having served
as Chairman, President and Chief Financial Officer of EGPI and
Firecreek Petroleum, Inc. since Feb. 10, 2007.  He served as
Chairman and Chief Financial Officer of EGPI and Firecreek
Petroleum, Inc., since July 1, 2004 through Feb. 9, 2007, having
served as the President and Director of EGPI from May 18, 1999, to
June 30, 2004.  In September 1998 he was a founder, and from
Jan. 19, 1999, through its acquisition with EGPI served as
President and Director of Energy Producers Group, Inc.  From April
1997 through March 1998, served as CEO, Director, Consultant of
Miner Communications, Inc., a media communications company.  From
April 26, 1997, through March, 1998 he was a director of Rockline,
Inc., a private mining, resource company, and a founder of World
Wide Bio Med, Inc., a private health-bio care, start up company.
Since March 1996 to the present he has owned Global Media Network
USA, Inc., which has included management consulting, advisory
services.  Mr. Alexander devotes approximately 60 to 80 hours per
week minimum, and more as required, to the business of EGPI.

David H. Ray has served as a Director and Executive Vice President
and Treasurer of the Company and M3 Lighting, Inc., since May 21,
2009.  He became a managing member of Strategic Partners
Consulting, LLC in September 2008.  From June 2006 until September
2008, Mr. Ray worked as the Manager of Financial Reporting and
Budgeting for Charys Holding Company, Inc., a publicly-traded
company.  From May 2003 until June 2006, Mr. Ray worked at Cumulus
Media, Inc., as an Accounting Manager, Senior Accountant and Staff
Accountant.  Mr. Ray graduated Summa Cum Laude and received a B.S.
Degree in Accounting with a concentration in Finance from North
Carolina State University in May 2003.

Brandon D. Ray has served as a Director and Executive Vice
President of Finance of the Company and M3 Lighting, Inc., since
May 21, 2009.  He became a managing member of Strategic Partners
Consulting LLC in September 2008.  Before joining Strategic
Partners, he had worked as a financial analyst and general
accountant for Charys Holding Company, Inc., a publicly-traded
company.  While at Charys, Mr. Ray was also responsible for the
cash management and financial reporting of the Charys subsidiary
Ayin Tower Management, a cellular/communication tower management
group.  Mr. Ray has also gained experience in the
financial/accounting industry while working as a staff accountant
with Cumulus Media Inc., based in Atlanta, Georgia.  Mr Ray earned
his Bachelor's of Science degree in Business Management with a
concentration in Finance from North Carolina State University in
2003.

Michael Trapp has served as a Director of the Company since
May 21, 2009, having been appointed as a Director of EGPI on
Dec. 3, 2008.  A graduate of Rice Aviation he earned honors and
honed his skills as a Airframe and Power Plant licensee working in
the airline industry for many years.  He recently owned his own
mortgage company and is now a Senior Loan Officer for a multi-
state lender in Mesa, Arizona.  His strong technical and
analytical skills will be a bonus in analyzing prospective
projects which will enhance EGPI's growth and asset base.

David Taylor has served as a Director of the Company since
Sept. 16, 2010.  He is presently the President of Caddo
International, Inc (fka Petrol Industries Inc) an oilfield service
company in Oil City Louisiana.  Caddo provides operations for work
over rigs and other oil field service equipment to work over wells
located in the Caddo Pine Island Field and additionally maintains
and oversees leases for owners.  Caddo employs approximately 20
people.  Mr. Taylor is also President of Chanwest Resources Inc.,
a wholly owned subsidiary of EGPI Firecreek, Inc..  CWR is an
oilfield construction service company which operates in east Texas
and North West Louisiana.  Over the years Mr. Taylor has been a
consultant through Willoil Consulting, LLC to several companies in
Northeast Louisiana and East Texas dealing with day to day
operations and Management issues in the Oil and Gas Industry.  In
addition Mr. Taylor has been a professional accountant in the Oil
and Gas Industry for 40 years with services provided is several
States in the US including Indiana, Illinois, Oklahoma. Kansas,
Texas, California and Louisiana.  He has been an officer and
director of several public companies in the natural resource field
providing. Mr. Taylors experience includes assisting turnaround
situations in the oil and gas industry, and mergers and
acquisitions in the public and private sector.  Mr. Taylor is a
resident of Shreveport, Louisiana.

Michael D. Brown was appointed to the Board of Directors of the
Company on July 6, 2009.  Mr. Brown was nominated by President
George W. Bush as the first Under Secretary of Emergency
Preparedness and Response (EP&R) in the newly created Department
of Homeland Security in January 2003.  Mr. Brown coordinated
federal disaster relief activities including implementation of the
Federal Response Plan, which authorized the response and recovery
operations of 26 federal agencies and departments as well as the
American Red Cross.  Mr. Brown also provided oversight of the
National Flood Insurance Program and the U.S. Fire Administration
and initiated proactive mitigation activities.  Prior to joining
the Federal Emergency Management Agency, Mr. Brown practiced law
in Colorado and Oklahoma, where he served as a Bar Examiner on
Ethics and Professional Responsibility for the Oklahoma Supreme
Court and as a Hearing Examiner for the Colorado Supreme Court.
Mr. Brown had been appointed as a Special Prosecutor in police
disciplinary matters.  While attending law school, Mr. Brown was
appointed by the Chairman of the Senate Finance Committee of the
Oklahoma Legislature as the Finance Committee Staff Director,
where he oversaw state fiscal issues.  Mr. Brown's background in
state and local government also includes serving as an Assistant
City Manager with Emergency Services Oversight and as a City
Councilman.  Mr. Brown holds a B.A. in Public
Administration/Political Science from Central State University,
Oklahoma.  Mr. Brown received his J.D. from Oklahoma City
University's School of Law.  He was an Adjunct Professor of Law
for Oklahoma City University.

                        About EGPI Firecreek

Scottsdale, Ariz.-based EGPI Firecreek, Inc. (OTC BB: EFIR) was
formerly known as Energy Producers, Inc., an oil and gas
production company focusing on the recovery and development of oil
and natural gas.

The Company has been focused on oil and gas activities for
development of interests held that were acquired in Texas and
Wyoming for the production of oil and natural gas through Dec. 2,
2008.  Historically in its 2005 fiscal year, the Company initiated
a program to review domestic oil and gas prospects and targets.
As a result, EGPI acquired non-operating oil and gas interests in
a project titled Ten Mile Draw located in Sweetwater County,
Wyoming for the development and production of natural gas.  In
July 2007, the Company acquired and began production of oil at the
2,000 plus acre Fant Ranch Unit in Knox County, Texas.  This was
followed by the acquisition and commencement in March 2008 of oil
and gas production at the J.B. Tubb Leasehold Estate located in
the Amoco Crawar Field in Ward County, Texas.

The Company's balance sheet at June 30, 2011, showed $5.14 million
in total assets, $5.00 million in total liabilities, all current,
$3.73 million in Series D preferred stock, and a $3.59 million
total shareholders' deficit.

M&K CPAS, PLLC, in Houston, expressed substantial doubt about EGPI
Firecreek's ability to continue as a going concern, following the
Company's 2010 results.  The independent auditors noted that the
Company has suffered recurring losses and negative cash flows from
operations.


ENERGEN CORPORATION: Moody's Updates Credit Opinion
---------------------------------------------------
Moody's Investors Service has just updated the credit opinion for
Energen Corporation and Alabama Gas Corporation (Alagasco).

Moody's current ratings for Energen Corporation and its affiliate
are:

Energen Corporation

Senior Unsecured (domestic currency) Rating of Baa3

Senior Unsecured MTN (domestic currency) Rating of (P)Baa3

Senior Unsecured Shelf (domestic currency) Rating of (P)Baa3

Pref. Shelf (domestic currency) Rating of (P)Ba2

Alabama Gas Corporation

Senior Unsecured (domestic currency) Rating of A1

Senior Unsecured MTN (domestic currency) Rating of (P)A1

Ratings Rationale

Moody's rates Energen primarily as an E&P company since those
operations represent roughly 80% of consolidated operating income
and assets. On a stand-alone basis, Energen's E&P operations do
not have an investment grade profile. Scale, as measured by
reserve and production, more closely resembles a Ba1 or Ba2
credit. Despite its limited size, Energen's asset base has
relatively good diversification, a track record of steady
production and reserve growth, a focus on oil and liquids, and a
relatively long reserve life. Energen has made a series of
acquisitions in oil properties in the Permian Basin in the last
two years which has resulted in increased levels of debt. The
company's leverage metrics have weakened, but remain within
investment grade bands. Looking forward, Moody's expects leverage
ratios to improve as the transition to a more oily production mix
is completed. Moody's does not expect the E&P operations to have
the scale to justify a stand-alone investment grade rating in the
short term. Therefore, in the interim Energen's ownership of
Alagasco remains critical to the Baa3 rating. Alagasco provides
Energen with a steady source of earnings and cash flows.
Alagasco's A1 rating is supported by its stable earnings, its low
leverage (43% debt to cap at year end 2011), and a favorable rate
environment. The stability of earnings from Alagasco and the $30
to $40 million of dividends paid to Energen annually help to
support the Baa3 senior note rating of Energen.

The outlook for Energen and Alagasco is stable. Energen's
significant exposure to exploration and production operations and
the increase in leverage in 2011 make an upgrade unlikely in the
near future given the scale of the company's operations. Over
time, an upgrade could be considered with a larger, more diverse
asset base (proved reserves of over 500 MM Boe), assuming leverage
is managed appropriately. An upgrade is also unlikely for Alagasco
due to its singular market and limited size. Under its current
rate scheme, Moody's does not expect metrics to improve enough to
offset the market and scale limitations.

Energen's ratings incorporate some acquisition activity that is in
line with the company's history of moderately sized acquisitions
in core areas. However, the recent pace of acquisitions has been
unusually aggressive. A continuation of this aggressive
acquisition strategy and any increases in leverage could trigger a
review of the company's financial policies and lead to a
downgrade. Furthermore, given its relatively small scale, Moody's
is expecting Energen's leverage to be maintained at less than
$5.00 per Boe of proved developed reserves and debt to average
daily production to be less than $20,000/Boe. Maintaining leverage
in excess of these levels throughout 2012 could lead to a negative
outlook or downgrade. A downgrade of Alagasco's ratings could also
affect Energen's ratings. If Alagasco's ratio of cash flow from
operations plus interest to interest falls below 6.0x, or the
ratio of cash flow from operations minus dividends to debt remains
below 20%, its ratings could be pressured.

The principal methodology used in rating Energen was the
Independent Exploration and Production (E&P) Industry Methodology
published in December 2011. The principal methodology used in
rating Alagasco was the Regulated Electric and Gas Utilities
Methodology published in August 2009.


EPAZZ INC: Reports $121,800 Restated Net Loss in Q3 2011
--------------------------------------------------------
Epazz, Inc., filed on April 13, 2012, Amendment No. 2 to its
quarterly report on Form 10-Q for the fiscal quarter ended
Sept. 30, 2011.

An explanation for the restatement specific to the period was not
provided.

The Company reported a net loss of $121,789 (restated) on $205,724
of revenue for the three months ended Sept. 30, 2011, compared
with a net loss of $12,119 on $87,191 of revenue for the same
period of 2010.  For the nine months ended Sept. 30, 2011, the
Company reported a net loss of $68,334 (restated) on $646,023 of
revenue, compared with a net loss of $20,893 on $269,332 of
revenue for the same period of 2010.

The Company's balance sheet (as restated) at Sept. 30, 2011,
showed $1.08 million in total assets, $1.42 million in total
liabilities, and a stockholders' deficit of $341,696.

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

                       http://is.gd/TsZgcP

The Company also filed Amendment No. 2 to its quarterly period
ended June 30, 2011, and Amendment No. 2 to its quarterly period
ended March 31, 2011.

A copy of Amendment No. 2 to the quarterly period ended June 30,
2011, is available for free at http://is.gd/FDdXxI

A copy of Amendment No. 2 to the quarterly period ended March 31,
2011, is available for free at http://is.gd/1WcGfH

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.  The
independent auditors noted that the Company has a significant
accumulated deficit and continues to incur losses.

About Epazz Inc.

Chicago, Ill.-bsed Epazz, Inc., is an enterprise-wide software
company that specializes in providing customized web applications
to the corporate world, higher education institutions and the
public sector.


EPAZZ INC: Restates 2010 Annual Report to Correct Errors
--------------------------------------------------------
Epazz, Inc., filed on April 13, 2012, Amendment No. 3 to its
annual report on Form 10-K for the fiscal year ended Dec. 31,
2010.

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 reported net income of $120,785 (restated) on $705,005
of revenue for 2010, compared with a net loss of $54,680 on
$359,961 of revenue for 2009.

The Company's balance sheet (as restated) at Dec. 31, 2010, showed
$1.21 million in total assets, $1.48 million in total liabilities,
and a stockholders' deficit of $273,362.

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

                        http://is.gd/5FmihO

The Company also filed Amendment No. 2 to its quarterly period
ended Sept. 30, 2010.

A copy of Amendment No. 2 to the quarterly period ended Sept. 30,
2010, is available for free at http://is.gd/XaDktK

                         About Epazz Inc.

Chicago, Ill.-bsed Epazz, Inc., is an enterprise-wide software
company that specializes in providing customized web applications
to the corporate world, higher education institutions and the
public sector.

                           *     *     *

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.  The
independent auditors noted that the Company has a significant
accumulated deficit and continues to incur losses.


EPAZZ INC: Amends 2011 Reports to Reflect Intellisys Acquisition
----------------------------------------------------------------
Epazz, Inc., filed amendment no. 1 on Form 10-K/A to its annual
report for the 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 its 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
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 $120,785 on $705,005 of revenue in 2010, compared with net
income of $79,558 on $898,692 of revenue as originally reported.

The Company's restated balance sheet at Dec. 31, 2010, showed
$1.20 million in total assets, $1.48 million in total liabilities
and a $273,362 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.

The Company's restated balance sheet at Sept. 30, 2011, showed
$1.08 million in total assets, $1.42 million in total liabilities
and a $341,696 total stockholders' deficit.  The Company
originally reported $2.09 million in total assets, $1.42 million
in total liabilities and $669,483 in total stockholders' equity.

A copy of the Form 10-K/A for 2010 is available for free at:

                        http://is.gd/5FmihO

A copy of the Form 10-Q/A for Sept. 30, 2010, is available at:

                        http://is.gd/XaDktK

A copy of the Form 10-Q/A for March 31, 2011, is available at:

                        http://is.gd/1WcGfH

A copy of the Form 10-Q/A for June 30, 2011, is available at:

                        http://is.gd/FDdXxI

A copy of the Form 10-Q/A for Sept. 30, 2011, is available at:

                        http://is.gd/TsZgcP

                          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.

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

According to the Form 10-Q for the quarter ended Sept. 30, 2011,
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.


ETERNAL SERVICES: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Eternal Services, Inc.
        2390 Hartford Highway
        Dothan, AL 36305

Bankruptcy Case No.: 12-10612

Chapter 11 Petition Date: April 13, 2012

Court: U.S. Bankruptcy Court
       Middle District of Alabama (Dothan)

Judge: William R. Sawyer

Debtor's Counsel: Cameron A. Metcalf, Esq.
                  ESPY, METCALF & ESPY, P.C.
                  P.O. Drawer 6504
                  Dothan, AL 36302
                  Tel: (334) 793-6288
                  E-mail: cam@espymetcalf.com

Scheduled Assets: $1,785,400

Scheduled Liabilities: $2,688,601

A copy of the Company's list of its 20 largest unsecured creditors
filed with the petition is available for free at:
http://bankrupt.com/misc/almb12-10612.pdf

The petition was signed by Michael Duncan, president.


FIRSTLIGHT HYDRO: Fitch Affirms 'BB+' Rating on $320-Mil. Bonds
---------------------------------------------------------------
Fitch Ratings affirms the 'BB+' rating on FirstLight Hydro
Generating Company's (HGC) $320 million senior secured first
mortgage bonds.  The Rating Outlook for HGC is revised to Stable
from Negative based on Fitch's expectation of low but stable
natural gas prices in a stress scenario.

Fitch also affirms and withdraws the following ratings for
FirstLight Power Resources, Inc. (FLPR):

  -- Issuer Default Rating (IDR) at 'B-';
  -- $550 million first lien credit facilities at 'B+/RR2';
  -- $170 million second lien credit facilities at 'B-/RR4'.

The affirmation and withdrawal of FLPR's ratings follows the
sponsor's prepayment of FLPR's indebtedness in its entirety.

Merchant Generation: HGC manages a portfolio of hydropower assets
that sell energy at market based prices but benefit from a
favorable position in the dispatch curve.  The persistent low gas
environment combined with the elimination of the capacity floor
price by the New England Independent Service Operator (NEISO) may
compress margins going forward. Fitch notes that this risk is
partially offset by existing short-term commitments in the forward
capacity market.

Stable Operating Performance: The project benefits from a long
history of stable operations at its conventional and run-of-the-
river hydro units.  The cost of planned upgrades at the Northfield
pumped storage facility will pressure near-term cash flows through
2014 but should result in increased output and long-term
reliability.

Hydrology Risk: Hydrology variability is mitigated by management's
use of actual historical water flows, which includes drought-like
conditions, to project energy production.  Persistence of low
hydrology, however, could materially erode future cash flow.

What Could Trigger a Rating Action

  -- Continued weakness in the merchant power market and a
     material decline in capacity prices;

  -- Persistent reductions in hydrology that reduce overall energy
     production; and

  -- Inability to manage capital expenditures.

The first mortgage bonds are secured by all ownership interests,
all physical assets, contracts, accounts, cash, investments, and
all other tangible and intangible property.

HGC's Stable Outlook reflects the project's adequate operating
performance and Fitch's expectation of more consistent cash flows
despite low natural gas and energy prices.  In addition, the
sponsor, IPR GDF Suez North America (IPGSNA), has eliminated
refinance risk for FLPR by prepaying the $260 million balance on
the first lien and the $170 million balance on the second lien in
March 2012.  As such, Fitch has affirmed and withdrawn the IDR on
FLPR as well as the first and second lien ratings.  HGC's rating
is unaffected due to the structural subordination of the FLPR
debt.

Operationally, high availability, hydrology, and energy production
were offset by low power prices resulting in below budget revenue
expectations in 2011 for the hydro facilities.  After a six-month
outage partially due to planned upgrades, the Northfield pump
storage facility came back on line in November 2010.  Northfield
achieved availability of over 80% in 2011, a material improvement
over 42% in 2010 but lower than 95% it achieved in 2009.
Northfield generated approximately 755,000 MWh, below the 1.1
million MWh budget estimate due to periods of uneconomic pricing
spreads. Management reports that the Northfield units haven't
encountered material performance problems but are undergoing
upgrades through 2014 as part of management's capital plan.

Financial performance has fallen below historical levels due to
the low power price environment, which Fitch expects will persist
in the near to medium term.  Average off-peak power prices in
Massachusetts decreased by 6% to $47.27/MWh in 2011 from
$50.04/MWh in 2010. Average peak power prices declined by 7% in
2011 to $53.31 from $57.05 in 2010.  As a result of the low
pricing, HCG's 2011 senior debt service coverage ratio (DSCR) fell
to 1.39 times (x).  Cash flows in 2011 were supported by the
receipt of insurance proceeds due to a prior Northfield outage.
HGC has received further proceeds in 2012.

Fitch's financial projections for HGC include Fitch's low gas
price forecast, capturing the potential for further declines in
New England power prices.  Fitch projects DSCRs averaging 1.41x
between 2013 and 2018, with a minimum of 1.19x, commensurate with
the current rating category for non-contracted power projects.
Longer-term, Fitch believes DSCRs could exceed 1.70x. Fitch
believes HGC will be well positioned within the NEISO capacity
market, though the removal of the capacity price floor beginning
with the 2016 auction presents additional downside risk.  Fitch
notes that HGC's prices for capacity payments are known through
2015, providing some revenue stability.

Fitch views the IPGSNA's prepayment of the FLPR debt as favorable
due to the elimination of refinance risk as well as the
demonstration of sponsor support, though the rating of HGC does
not anticipate additional sponsor support.  The sponsor had
previously repaid other credit facilities ($70 million revolver
and $65 million letter of credit) so that the project could make
use of cheaper intercompany borrowing to meet potential working
capital needs, which to date have been minimal.

IPGSNA owns HGC and the Mt. Tom coal-fired power plant, which
serve the NEISO region. HGC is a portfolio of primarily
hydroelectric power plants, including the 1,102-megawatt (MW)
Northfield Mountain pumped storage facility, 12 hydroelectric
plants (run-of-the river and conventional) totaling 195 MW and a
21-MW combustion turbine.  Mt. Tom is a 146-MW coal-fired facility
that contributed revenues to the holding company debt (First and
Second liens) not HGC.


FUEL DOCTOR: Amends Agency Agreement with Senibellacorp
-------------------------------------------------------
Fuel Doctor Holdings, Inc., filed an amendment to its report on
Form 8-K as originally filed with the Securities and Exchange
Commission on Jan. 13, 2012, to amend and restate the filing in
its entirety and to, among other things:

   (i) correct the disclosure regarding the initial term of the
       agency agreement entered into with Senibellacorp, S.A.;

  (ii) disclose the terms of the an amendment to the agency
       agreement; and

(iii) attach the amendment to the agency agreement as exhibit.

On Jan. 1, 2012, Fuel Doctor Holdings, Inc., entered into an
agency agreement with Senibellacorp S.A., an unaffiliated company
located in Ecuador, pursuant to which the Agent will have the
exclusive right and license to sell, market and distribute the
Company's fuel saving component which reduces the utilization of
fuel known as "Fuel Doctor" to potential clients in Argentina,
Bolivia, Brazil, Chile, Colombia, Ecuador, French Guiana, Guyana,
Paraguay, Peru, Suriname, Uruguay, and Venezuela.

On March 27, 2012, the parties entered into an amendment to the
Agreement clarifying the Term of the Agreement.  The exclusivity
of the Agreement is subject to the Agent meeting certain minimum
purchase orders requirements during the Term of the Agreement.

The Agreement will have an initial term commencing on the
Effective Date and ending on June 30, 2012, subject to the Agent's
ability to extend the term through Dec. 31, 2017, provided that
the Agent is then not in default under the Agreement.

A copy of the Amendment is available for free at:

                        http://is.gd/2Rw4xn

                         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.


GREASE PRO: Case Summary & 12 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: Grease Pro, Inc.
        dba JAL 100
        dba JAL 650
        dba JAL107
        dba JAL 111
        dba JAL 108
        dba J & G 113, LLC
        dba JAL 645
        dba JAL 109
        P.O. Box 2529
        Panama City, FL 32402

Bankruptcy Case No.: 12-50191

Chapter 11 Petition Date: April 11, 2012

Court: United States Bankruptcy Court
       Northern District of Florida (Panama City)

Debtor's Counsel: Thomas B. Woodward, Esq.
                  P.O. Box 10058
                  Tallahassee, FL 32302
                  Tel: (850) 222-4818
                  Fax: (850) 561-3456
                  E-mail: woodylaw@embarqmail.com

Scheduled Assets: $6,422,227

Scheduled Liabilities: $4,234,257

A copy of the Company's list of its 12 largest unsecured creditors
filed together with the petition is available for free at
http://bankrupt.com/misc/flnb12-50191.pdf

The petition was signed by J. Aaron Lovett, president.


GROVE PARK: Case Summary & 3 Largest Unsecured Creditors
--------------------------------------------------------
Debtor: Grove Park LLC
        P.O. Box 2850
        Windermere, FL 34786

Bankruptcy Case No.: 12-04805

Chapter 11 Petition Date: April 11, 2012

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

Debtor's Counsel: Eric A Lanigan, Esq.
                  LANIGAN & LANIGAN, PL
                  831 W. Morse Blvd
                  Winter Park, FL 32789
                  Tel: (407) 740-7379
                  Fax: (407) 740-6812
                  E-mail: ecf@laniganpl.com

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

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

A copy of the Company's list of its three largest unsecured
creditors filed together with the petition is available for free
at http://bankrupt.com/misc/flmb12-04805.pdf

The petition was signed by Robert T. Ogden, mgr/mbr.


GRUBB & ELLIS: BCG Partners Completes Acquisition of Assets
-----------------------------------------------------------
BGC Partners, Inc., a global brokerage company, on April 13
announced the closing of its acquisition of assets of Grubb &
Ellis Company, following the recent approval of the transaction by
the U.S. Bankruptcy Court for the Southern District of New York.

BGC is rapidly integrating Newmark Knight Frank, one of the
largest commercial real estate firms in the U.S. which it acquired
in October 2011, with Grubb & Ellis, one of the nation's best-
known commercial real estate brands, forming Newmark Grubb Knight
Frank, its new full-service commercial real estate platform.  In
addition to the Grubb & Ellis professionals now joining the
combined firm, Newmark Knight Frank has added over 50 top
producing brokers in offices across the country in the last
several months.

Michael Lehrman, Global Head of Real Estate at BGC, said, "With
more than 100 offices in North America, 250 million square feet in
Property and Facilities Management, and an outstanding national
Appraisal business, the creation of Newmark Grubb Knight Frank is
a game-changing moment in the real estate industry.  Newmark
Knight Frank and Grubb & Ellis each have consistently ranked among
the leading companies in the real estate industry, and now these
two great brands have come together as an even more impressive
competitive presence in the real estate marketplace."

Barry Gosin, CEO of the combined Newmark Grubb Knight Frank,
commented, "Our value proposition embraces a portfolio of
management services, capital markets, corporate services,
investment sales, leasing, tenant and landlord representation,
property and facilities management, industrial engineering,
appraisal and valuation services. In short, it's a fresh and
comprehensive way of identifying creative, fully integrated
solutions to meet clients' complex real estate objectives by
applying BGC's capital, management, and technology as we enlarge
the scale of our real estate services platform and expand into new
markets."

Mr. Lehrman added, "Our integrated real estate business brings
together an extraordinary team of best-in-class brokers, property
management, facilities management and appraisal executives and
their staff.  This transaction is a testament to the dedication
and shared client focus of literally hundreds of individuals at
BGC, Newmark Knight Frank, Grubb & Ellis and their respective
affiliates.

Jimmy Kuhn, President of the combined Newmark Grubb Knight Frank,
said, "With our teams working together, we have already won
significant new mandates.  Clients are telling us that with the
proven strengths of Newmark Knight Frank, Grubb & Ellis's
investment sales capabilities and expertise across multiple
practice groups, and BGC's expertise in global capital markets,
Newmark Grubb Knight Frank represents one of the most powerful
solutions in the real estate industry."


                     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.

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., at Goodwin
Procter LLP.

On March 27, 2012, the Court approved the sale to BCG.  An auction
was cancelled after no rival bids were submitted.  Pursuant to the
term sheet signed by the parties, BGC would acquire 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 would also pay $16 million in cash because
the sale was approved by the March 27 deadline.  Otherwise, the
cash component would have been $14 million.

Approval of the sale was simplified when BGC settled with
unsecured creditors by increasing their recovery.  Judge Glenn
also approved the settlement on March 27.

Several parties in interest have taken an appeal from the sale
order.


HARBORSIDE INVESTMENTS: Case Summary & 3 Largest Unsec Creditors
----------------------------------------------------------------
Debtor: Harborside Investments South, Ltd.
        a Nevada Limited Liability Company
        P.O. Box 10578
        Reno, NV 89510

Bankruptcy Case No.: 12-50817

Chapter 11 Petition Date: April 11, 2012

Court: United States Bankruptcy Court
       District of Nevada (Reno)

Judge: Bruce T. Beesley

Debtor's Counsel:  Kevin A. Darby, Esq.
                   DARBY LAW PRACTICE, LTD.
                   4777 Caughlin Pkwy
                   Reno, NV 89519
                   Tel: (775) 322-1237
                   Fax: (775) 996-7290
                   E-mail: kevin@darbylawpractice.com

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

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

A copy of the Company's list of its three largest unsecured
creditors filed together with the petition is available for free
at http://bankrupt.com/misc/nvb12-50817.pdf

The petition was signed by Nathan L. Topol, manager.

Affiliates that filed separate Chapter 11 petitions:

                                                 Petition
   Debtor                              Case No.     Date
   ------                              --------     ----
West Shore Resort III, LLC             10-51101   03/30/10
West Shore Resort Properties, LLC      10-50506   02/22/10


HCA HOLDINGS: Board Adopts 2012 Senior Officer PEP
--------------------------------------------------
A subcommittee of the Compensation Committee of the Board of
Directors of HCA Holdings, Inc., adopted the 2012 Senior Officer
Performance Excellence Program.  Under the Senior Officer PEP, the
executive officers of the Company will be eligible to earn
performance awards based upon the achievement of certain specified
performance targets.  The specified performance criteria for the
Company's named executive officers and other participants is
EBITDA, and with respect to the Southwest, National and Central
Group Presidents 50% of their respective award opportunities are
based on EBITDA for their respective Group.  Target awards for
2012 for the named executive officers are:

   * 150% of base salary for Richard M. Bracken, the Company's
     Chairman and CEO;

   * 100% of base salary for R. Milton Johnson, the Company's
     President and CFO;

   * 85% of base salary for Samuel N. Hazen, the Company's
     President of Operations;

   * 75% of base salary for Charles J. Hall, the Company's
     President - National Group; and

   * 75% of base salary for Jon M. Foster, the Company's President
     - Southwest Group.

Participants will receive 100% of the target award for target
performance, 25% of the target award for a minimum acceptable
(threshold) level of performance, and a maximum of 200% of the
target award for maximum performance.

No payments will be made for performance below specified threshold
amounts.  Payouts between threshold and maximum will be calculated
by the Committee in its sole discretion using straight-line
interpolation.  The Committee may make adjustments to the terms
and conditions of, and the criteria included in, awards under the
Senior Officer PEP in recognition of unusual or nonrecurring
events affecting a participant or the Company, or the financial
statements of the Company, or in certain other instances specified
in the Senior Officer PEP.

The Committee may apply negative discretion to final award
determinations with respect to any of the named executive officers
based on the Committee's subjective evaluation of the named
executive officer's annual performance including, if and as
determined by the Committee, an evaluation of quality of
performance with a primary focus on the Centers for Medicare &
Medicaid Services Core Measures, Hospital Acquired Conditions and
HCAHPS performance against industry benchmarks.  However, no such
adjustment to an individual award shall exceed 20% of the "target"
award of the individual.

Awards pursuant to the Senior Officer PEP that are attributable to
the performance goals being met at "target" level or below will be
paid solely in cash, and, in the event performance goals are
achieved above the "target" level, the amount of an award
attributable to performance results in excess of "target" levels
shall be payable 50% in cash and 50% in restricted stock units.

In addition, awards pursuant to the Senior Officer PEP are subject
to recovery or adjustment by the Company in certain circumstances
in which the operating results on which the payment was based were
restated or otherwise adjusted or in the event a participant's
conduct is not in good faith and materially disrupts, damages,
impairs or interferes with the business of the Company and its
affiliates.

A copy of the 2012 Senior Officer PEP is available for free at:

                        http://is.gd/d7kvJP

                           About HCA Inc.

Headquartered in Nashville, Tennessee, HCA is the nation's largest
acute care hospital company with 162 hospitals and 104
freestanding surgery centers (including eight hospitals and eight
freestanding surgery centers that are accounted for using the
equity method) as of Sept. 30, 2010.  For the 12 months ended
Sept. 30, 2010, the company recognized revenue in excess of
$30 billion.

The Company's balance sheet at Dec. 31, 2011, showed
$26.89 billion in total assets, $33.91 billion in total
liabilities, and a $7.01 billion stockholders' deficit.

                           *     *     *

In May 2011, Moody's Investors Service upgraded the Corporate
Family and Probability of Default Ratings of HCA Inc. (HCA) to B1
from B2.  "The upgrade of HCA's rating reflects the considerable
progress the company has made in improving financial metrics and
managing the company's maturity profile since the November 2006
LBO," said Dean Diaz, a Moody's Senior Credit Officer. "While the
funding of distributions to shareholders at the end of 2010
increased debt levels, the growth in EBITDA and debt repayment
since the LBO have improved leverage metrics considerably from the
high levels seen just after the company went private," continued
Diaz.

As reported by the Troubled Company Reporter on March 14, 2011,
Moody's Investors Service commented that the completion of the IPO
by HCA Holdings, Inc., has no immediate impact on the company's B2
Corporate Family Rating.  The outlook for the ratings remains
positive.  While Moody's believes that the completion of the IPO
is a credit positive since proceeds are expected to be used to
repay outstanding debt, the estimated $2.6 billion of proceeds to
the company won't meaningfully reduce HCA's $28.2 billion debt
load.

In the March 16, 2011, edition of the TCR, Fitch Ratings has
upgraded its ratings for HCA Inc. and HCA Holdings Inc., including
the companies' Issuer Default Ratings which were upgraded to 'B+'
from 'B'.  The Rating Outlook is revised to Stable from Positive.
The ratings apply to approximately $28.2 billion in debt
outstanding at Dec. 31, 2010.  Fitch noted that HCA has made
significant progress in reducing debt leverage since it was taken
private in 2006 in a LBO which added $17 billion to the company's
debt balance; at Dec. 31, 2006, immediately post the LBO, debt-to-
EBITDA was 6.7x.  Most of the reduction in debt leverage over the
past four years was accomplished through growth in EBITDA, which
Fitch calculates has expanded by $1.7 billion or 40% to $5.9
billion for 2010 versus $4.2 billion in 2006.  Although the
company did not undertake a significant organizational
restructuring post the LBO, management has nevertheless been
successful in growing EBITDA and significantly expanding
discretionary free cash flow (FCF).  Fitch believes this was
accomplished through various operational initiatives, including
expansion of profitable service lines and the divestiture of some
under performing hospitals, as well as the generally resilient
operating trend of the for-profit hospital industry during the
recent economic recession despite the pressure of increased levels
of uncompensated care and generally weak organic patient volume
trends.


HG & LL: Case Summary & 4 Largest Unsecured Creditors
-----------------------------------------------------
Debtor: HG & LL Holdings, LLC
        6389 Tower Lane
        Sarasota, FL 34240-8810

Bankruptcy Case No.: 12-05560

Chapter 11 Petition Date: April 12, 2012

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

Debtor's Counsel: Timothy W. Gensmer, Esq.
                  TIMOTHY W. GENSMER, P.A.
                  2831 Ringling Boulevard, Suite 202-A
                  Sarasota, FL 34237
                  Tel: (941) 952-9377
                  Fax: (941) 954-5605
                  E-mail: timgensmer@aol.com

Estimated Assets: $0 to $50,000

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

A copy of the Company's list of its four largest unsecured
creditors filed with the petition is available for free at:
http://bankrupt.com/misc/flmb12-05560.pdf

The petition was signed by Anthony Deloach, member.


IAP WORLDWIDE: S&P Lowers Corporate Credit Rating to 'CCC'
----------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on Cape
Canaveral, Fla.-based IAP Worldwide Services Inc., including the
corporate credit rating to 'CCC' from 'CCC+'. At the same time,
the ratings remain on CreditWatch but with revised implications,
to developing from negative.

"The rating actions reflect our view that the risk of a selective
default has increased because IAP has not yet refinanced its
credit facilities, which include a first-lien facility due at the
end of the year and a second-lien term loan due in mid-2013," said
Standard & Poor's credit analyst Dan Picciotto. "We believe the
risk of an exchange at less than the promised amount for the
company's debt instruments -- tantamount to a default under our
Criteria -- has increased."

"However, the revision of the CreditWatch implications to
developing from negative recognizes the potential for an upgrade
if a refinancing results in adequate compensation to lenders and
we do not deem the transaction to be a distressed exchange," he
continued.

"Standard & Poor's aims to resolve the CreditWatch as soon as we
have adequate details. The CreditWatch listing reflects the
potential for a downgrade if the company completes a refinancing
that we believe does not fulfill the originally promised
obligations or qualifies as a distressed exchange under our
criteria. On the other hand, Standard & Poor's could raise the
ratings if the company addresses its upcoming debt maturities in a
manner that fulfills the originally promised obligations," S&P
said.


INTELLICELL BIOSCIENCES: Has $1MM License Pact with StemCells 21
----------------------------------------------------------------
Intellicell Biosciences, Inc., on April 7, 2012, entered into an
exclusive lab services license agreement with StemCells 21 Co.,
Ltd., pursuant to which the Company has granted the Thailand
Licensee, among other things:

   (i) an exclusive, non-assignable, non-transferable, license to
       utilize and commercially exploit the Company's proprietary
       process, solely for the provision of the separation of
       Adipose Stromal Vascular Fraction from fat tissue utilizing
       the Technology and solely within the Kingdom of Thailand;

  (ii) an exclusive, non-assignable, non-transferable, royalty-
       bearing license to use the Trademarks, solely in connection
       with the Tissue Processing and solely within the Territory;
       and

(iii) the right to grant sublicenses in accordance with the
       provisions of the Thailand Agreement, so that the Thailand
       Licensee can utilize the Technology and Trademarks to
       provide Tissue Processing services in the Territory.

The Thailand Agreement will have an initial term ending on
April 7, 2022, and will continue on successive one-year terms
thereafter unless terminated by either party.   Either party may
terminate the Thailand Agreement, for among other things, the
failure to cure a material breach of the Thailand Agreement within
10 business days or if either party makes an assignment for the
benefit of creditors, is adjudicated bankrupt or insolvent or
commences proceedings under bankruptcy law.

In consideration for the grant of the exclusive license, Thailand
Licensee agreed to pay the Company an up-front license fee of
$1,000,000 payable as follows:

   (i) an initial installment of $150,000 upon execution of the
       Agreement;

  (ii) $100,000 within three days of the completion of the Lab
       Equipment having been delivered and installed and the Lab
       Technician for the initial Laboratory Facility having
       completed training; and

(iii) the balance of $750,000 to be placed in escrow with counsel
       for the Company upon the payment of the Second Installment,
       with those funds to be held in escrow for a period of
       90 days, with those funds to be released upon satisfaction
       by the parties that the Lab Equipment is in working order
       and the Lab Technician has been adequately trained.  As of
       April 11, 2012, the Thailand Licensee has not paid the
       Initial Installment to the Company.

In addition to the foregoing, for each tissue processing case
performed by Thailand Licensee, a fee of 12.5% of the fess
designated by the Company for tissue processing shall be remitted
to the Company on a monthly basis.  Thailand Licensee will also
pay the Company a fee of 12.5% of the all profit earned by the
Thailand Licensee form the initial up front sale of lab equipment
to other laboratory facilities who acquire a sublicense from the
Thailand Licensee to use the Technology in the Territory.

A copy of the Laboratory Services License Agreement is available
for free at http://is.gd/RCxxnA

                   About Intellicell Biosciences

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

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

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

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


INTELLIPHARMACEUTICS: Posts $1.94-Mil. Net Loss in Feb. 29 Quarter
------------------------------------------------------------------
Intellipharmaceutics International Inc. reported a net loss of
$1.94 million on $107,091 of revenue for the three months ended
Feb. 29, 2012, compared with a net loss of $2.72 million on $nil
revenue for the three months ended Feb. 28, 2011.

The Company's balance sheet at Feb. 29, 2012, showed $4.40 million
in total assets, $7.93 million in total liabilities, and a
stockholders' deficit of $3.53 million.

As reported in the TCR on Feb. 17, 2012, Deloitte & Touche LLP, in
Toronto, expressed substantial doubt about Intellipharmaceutics'
ability to continue as a going concern, following the Company's
results for the fiscal year ended Nov. 30, 2011.  The independent
auditors noted that of the Company's recurring losses from
operations and stockholders' capital deficiency.

A copy of the condensed unaudited interim consolidated financial
statements is available for free at http://is.gd/7N7hO6

A copy of the 2012 First Quarter Management Discussion and
Analysis is available for free at http://is.gd/t6AJRg

About Intellipharmaceutics International

Based in Toronto, Canada, Intellipharmaceutics International Inc.
(Nasdaq: IPCI) (TSX: I) -- http://www.intellipharmaceutics.com/--
is a pharmaceutical company specializing in the research,
development and manufacture of novel and generic controlled-
release and targeted-release oral solid dosage drugs.  The
Company's patented Hypermatrix(TM) technology is a
multidimensional controlled-release drug delivery platform that
can be applied to the efficient development of a wide range of
existing and new pharmaceuticals.  Based on this technology,
Intellipharmaceutics has a pipeline of product candidates in
various stages of development, including six ANDAs under review by
the FDA, in therapeutic areas that include neurology,
cardiovascular, gastrointestinal tract, diabetes, pain and
infection.




INVENTIV HEALTH: Moody's Retains 'B3' CFR; Outlook Negative
-----------------------------------------------------------
Moody's Investors Service changed the rating outlook of inVentiv
Health Inc. to negative from stable. The Corporate Family Rating
and Probability of Default Rating remain B3 and the Speculative
Grade Liquidity Rating remains SGL-3. The senior secured debt
remains rated B1 and the unsecured notes remain rated Caa2.

The negative outlook reflects inVentiv's continued challenges in
its clinical contract research organization (CRO) business
including the assets acquired in the PharmaNet and i3 acquisitions
in 2011. Given both industry wide headwinds, such as pricing
pressure, as well as inVentiv specific challenges, such as
integration and project delays, Moody's is concerned about
continued underperformance of that business.

The outlook change also reflects Moody's expectation of near-term
weakening of liquidity. While the company had a strong cash
balance ($109 million) at the end of December 2011, Moody's
anticipates significant cash burn in the first half of 2012 due to
the timing of bond payments, credit amendment fees, cash severance
and costs to achieve synergies, bonuses and acquisitions. While
Moody's expects near-term weakening of liquidity, it is still
expected to be adequate over the next twelve months, supported by
the recent covenant amendment and availability under the revolver.

Ratings Rationale

The B3 Corporate Family Rating reflects inVentiv's high adjusted
financial leverage and limited near-to-medium term free cash flow
expectations. The ratings are also constrained by a number of
risks inherent in the business including: project cancellations
due to FDA non-approval decisions or generic competition of
clients' products, reduced client marketing budgets, and
pharmaceutical industry consolidation.

Positive factors supporting the ratings are the significant size
and scale of inVentiv, both on an absolute basis and relative to
other CROs. The ratings are further supported by the breadth of
inVentiv's diverse service offerings, which over time could result
in increased cross-selling opportunities and stronger client
relationships.

The ratings could be upgraded if the company is able to
successfully grow revenue and improve profitability in the
clinical business. If inVentiv sustains positive free cash flow
and adjusted leverage (including Moody's standard accounting
adjustments) below 6.0 times Moody's could upgrade the ratings.

If inVentiv is not able to improve performance in the clinical
business or there is deterioration in the commercial business such
that adjusted leverage is expected to remain well above 7.0 times,
Moody's could downgrade the ratings. Any further weakening of
liquidity may also lead to a downgrade.

The principal methodology used in rating inVentiv Group Holdings
was the Global Business & Consumer Service Industry Rating
Methodology published October 2010. Other methodologies used
include Loss Given Default for Speculative-Grade Non-Financial
Companies in the U.S., Canada and EMEA, published June 2009.

inVentiv, headquartered in Burlington, Massachusetts, is a leading
provider of outsourced services to the pharmaceutical, life
sciences and healthcare industries. inVentiv provides a broad
range of clinical development, communications and
commercialization services to clients to assist in the development
and commercialization of pharmaceutical products and medical
devices. For the twelve months ended December 31, 2011, the
company reported approximately $1.4 billion in net revenues. In
August 2010, inVentiv was taken private by Thomas H. Lee Partners
and Liberty Lane Partners in a transaction valued at $1.1 billion.


JUELLE PROPERTIES: Voluntary Chapter 11 Case Summary
----------------------------------------------------
Debtor: Juelle Properties LLC
        1655 N. Commerce Parkway
        Weston, FL 33326
        Tel: (954) 376-6160

Bankruptcy Case No.: 12-18986

Chapter 11 Petition Date: April 13, 2012

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

Judge: John K. Olson

Debtor's Counsel: Pro Se

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

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 Noel Strachan, CEO.


KLN STEEL: Hall Attorneys Approved as Panel's Bankruptcy Counsel
----------------------------------------------------------------
The Hon. Craig A. Gargotta of the U.S. Bankruptcy Court for the
Western District of Texas authorized the Official Committee of
Unsecured Creditors in the Chapter 11 cases of KLN Steel Products
Company, LLC, et al., to retain Hall Attorneys, P.C., as its
general bankruptcy counsel.

As reported in the Troubled Company Reporter on Jan. 24, 2012, the
firm's rates for attorneys are $225 to $325 per hour and for non-
attorneys $50 to $125 per-hour.  The current hourly rate for
Nicholas Hall and Ron Satija, the principal attorneys handling the
Committee representation, is $325.

To the best of the Committee's knowledge and based on the Hall
Declaration, the firm has no connection with the Debtors, their
creditors, any other party-in-interest, their respective attorneys
or professionals, the United States Trustee or any person employed
in the Office of the United States Trustee.  The firm does not
hold, or represent any entity having, an adverse interest in
connection with the Debtors or their bankruptcy cases.

                    About KLN Steel Products

KLN Steel Products Company LLC, Dehler Manufacturing Co. Inc., and
Furniture by Thurston manufacture and market high quality
furniture for multi-person housing facilities and packaged
services for federal government offices and dormitory facilities.
They have two manufacturing facilities.  One is in San Antonio,
Texas, which is consolidated and designed to accommodate high
volume fabrication of standard and semi-custom steel furniture and
case goods of high quality for colleges and universities, military
quarters, and job corps centers, or wherever high quality, long
life, low maintenance furniture is essential.  The facility
includes a manufacturing facility of more than 170,000 square feet
capable of producing substantial projects on a timely basis.  The
second facility is located in Grass Valley, California, with more
than 61,000 square feet dedicated to the manufacturing of wood
furniture for military and university housing.

KLN Steel filed for Chapter 11 bankruptcy (Bankr. W.D. Tex. Case
No. 11-12855) on Nov. 22, 2011.  Dehler (Case No. 11-12856) and
Furniture by Thurston (Case No. 11-12858) filed on the same day.
Judge Craig A. Gargotta oversees the case.  Patricia Baron
Tomasco, Esq., at Jackson Walker LLP, serves as the Debtors'
counsel.  Horwood Marcus & Berk Chartered serves as their special
counsel.  Conway MacKenzie, Inc., serves as financial advisor.
Each of the Debtors estimated assets and debts of $10 million to
$50 million.

San Antonio, Texas-based 4200 Pan Am LLC filed for Chapter 11
bankruptcy (Bankr. W.D. Tex. Case No. 11-13154) on Dec. 29, 2011.
Judge Gargotta oversees the case, taking over from Judge H.
Christopher Mott.  Patricia Baron Tomasco, Esq., at Jackson Walker
LLP, serves as 4200 Pan Am's counsel.  In its petition, the Debtor
estimated $10 million to $50 million in assets and debts. The
petition was signed by Edward J. Herman, manager.

4200 Pan Am sought joint administration of its case with those of
affiliates Dehler, Furniture By Thurston, and KLN.

The Official Committee of Unsecured Creditors in the Chapter 11
cases of KLN Steel Products Company, LLC, et al., is represented
by Hall Attorneys, P.C.  The Committee tapped Navigant Consulting
(PI), LLC as its financial advisor.


KLN STEEL: Has Access to Cash Collateral Until April 30
-------------------------------------------------------
The Hon. Craig A. Gargotta of the U.S. Bankruptcy Court for the
Western District of Texas authorized KLN Steel Products Company
LLC, et al.'s continued access to the cash collateral until
April 30, 2012.

The Debtors would use the cash collateral to fund the expenses
incurred after the Petition Date.

As adequate protection from diminution value of the lender's
collateral, the Debtor will grant the lender a lien upon all of
the prepetition collateral, all of the postpetition collateral and
all accounts, subject to certain carve out expenses.

A full-text copy of the order and the approved budget is available
for free at:

http://bankrupt.com/misc/KLNSTEEL_cashcoll_4thinterimorder.pdf

In a separate filing, the Official Committee of Unsecured
Creditors in the Chapter 11 case of the Debtors requested that the
Court take notice of the Debtors' noncompliance and for other and
further relief available at law or in equity.

The Committee noted that the Debtors have failed to, among other
things:

   -- provide the bank statements and shipping receipts;

   -- provide the borrowing base calculation, detailed A/R aging,
and invoices every Tuesday and Friday as required by the Order,
but only provided these on Feb. 10, 2012, upon threat of the
filing of the notice.

In addition, the Committee has learned that certain documents
provided to the Bank were not provided to the Committee as
required by the order.

                    About KLN Steel Products

KLN Steel Products Company LLC, Dehler Manufacturing Co. Inc., and
Furniture by Thurston manufacture and market high quality
furniture for multi-person housing facilities and packaged
services for federal government offices and dormitory facilities.
They have two manufacturing facilities.  One is in San Antonio,
Texas, which is consolidated and designed to accommodate high
volume fabrication of standard and semi-custom steel furniture and
case goods of high quality for colleges and universities, military
quarters, and job corps centers, or wherever high quality, long
life, low maintenance furniture is essential.  The facility
includes a manufacturing facility of more than 170,000 square feet
capable of producing substantial projects on a timely basis.  The
second facility is located in Grass Valley, California, with more
than 61,000 square feet dedicated to the manufacturing of wood
furniture for military and university housing.

KLN Steel filed for Chapter 11 bankruptcy (Bankr. W.D. Tex. Case
No. 11-12855) on Nov. 22, 2011.  Dehler (Case No. 11-12856) and
Furniture by Thurston (Case No. 11-12858) filed on the same day.
Judge Craig A. Gargotta oversees the case.  Patricia Baron
Tomasco, Esq., at Jackson Walker LLP, serves as the Debtors'
counsel.  Horwood Marcus & Berk Chartered serves as their special
counsel.  Conway MacKenzie, Inc., serves as financial advisor.
Each of the Debtors estimated assets and debts of $10 million to
$50 million.

San Antonio, Texas-based 4200 Pan Am LLC filed for Chapter 11
bankruptcy (Bankr. W.D. Tex. Case No. 11-13154) on Dec. 29, 2011.
Judge Gargotta oversees the case, taking over from Judge H.
Christopher Mott.  Patricia Baron Tomasco, Esq., at Jackson Walker
LLP, serves as 4200 Pan Am's counsel.  In its petition, the Debtor
estimated $10 million to $50 million in assets and debts. The
petition was signed by Edward J. Herman, manager.

4200 Pan Am sought joint administration of its case with those of
affiliates Dehler, Furniture By Thurston, and KLN.

The Official Committee of Unsecured Creditors in the Chapter 11
cases of KLN Steel Products Company, LLC, et al., is represented
by Hall Attorneys, P.C.  The Committee tapped Navigant Consulting
(PI), LLC as its financial advisor.


KLN STEEL: Horwood Marcus OK'd to Handle Corporate Matters
----------------------------------------------------------
The Hon. Craig A. Gargotta of the U.S. Bankruptcy Court for the
Western District of Texas authorized KLN Steel Products Company
LLC, et al., to employ Horwood Marcus & Berk Chartered as their
special counsel.

As reported in the Troubled Company Reporter on Jan. 24, 2012,
Horwood Marcus is expected to provide the Debtors with legal
representation respecting general corporate matters, certain
litigation matters to the extent necessary, conflict matters, and
services as Registered Agent of the Debtors.

Horwood Marcus was outside corporate counsel, litigation counsel
and Registered Agent for and represented the Debtors prior to the
filing of the Debtors' bankruptcy cases, and has been selected by
the Debtors for the proposed postpetition engagement because of
its expertise and familiarity with the Debtors' corporate and
litigation matters.

The rates of the attorneys in the Firm range from $215 an hour to
$540 an hour.  Horwood Marcus's paralegal rates range from $130 an
hour to $150 an hour.  The firm will seek reimbursement for
necessary expenses.

To the best of the Debtors' knowledge, Horwood Marcus does not
hold any interest adverse to the Debtors or to the Debtors'
bankruptcy estates.

                    About KLN Steel Products

KLN Steel Products Company LLC, Dehler Manufacturing Co. Inc., and
Furniture by Thurston manufacture and market high quality
furniture for multi-person housing facilities and packaged
services for federal government offices and dormitory facilities.
They have two manufacturing facilities.  One is in San Antonio,
Texas, which is consolidated and designed to accommodate high
volume fabrication of standard and semi-custom steel furniture and
case goods of high quality for colleges and universities, military
quarters, and job corps centers, or wherever high quality, long
life, low maintenance furniture is essential.  The facility
includes a manufacturing facility of more than 170,000 square feet
capable of producing substantial projects on a timely basis.  The
second facility is located in Grass Valley, California, with more
than 61,000 square feet dedicated to the manufacturing of wood
furniture for military and university housing.

KLN Steel filed for Chapter 11 bankruptcy (Bankr. W.D. Tex. Case
No. 11-12855) on Nov. 22, 2011.  Dehler (Case No. 11-12856) and
Furniture by Thurston (Case No. 11-12858) filed on the same day.
Judge Craig A. Gargotta oversees the case.  Patricia Baron
Tomasco, Esq., at Jackson Walker LLP, serves as the Debtors'
counsel.  Horwood Marcus & Berk Chartered serves as their special
counsel.  Conway MacKenzie, Inc., serves as financial advisor.
Each of the Debtors estimated assets and debts of $10 million to
$50 million.

San Antonio, Texas-based 4200 Pan Am LLC filed for Chapter 11
bankruptcy (Bankr. W.D. Tex. Case No. 11-13154) on Dec. 29, 2011.
Judge Gargotta oversees the case, taking over from Judge H.
Christopher Mott.  Patricia Baron Tomasco, Esq., at Jackson Walker
LLP, serves as 4200 Pan Am's counsel.  In its petition, the Debtor
estimated $10 million to $50 million in assets and debts. The
petition was signed by Edward J. Herman, manager.

4200 Pan Am sought joint administration of its case with those of
affiliates Dehler, Furniture By Thurston, and KLN.

The Official Committee of Unsecured Creditors in the Chapter 11
cases of KLN Steel Products Company, LLC, et al., is represented
by Hall Attorneys, P.C.  The Committee tapped Navigant Consulting
(PI), LLC as its financial advisor.


KLN STEEL: Navigant Consulting OK'd as Panel's Financial Advisor
----------------------------------------------------------------
The Hon. Craig A. Gargotta of the U.S. Bankruptcy Court for the
Western District of Texas authorized the Official Committee of
Unsecured Creditors in the Chapter 11 cases of KLN Steel Products
Company LLC, et al., to retain Navigant Consulting (PI), LLC, as
its financial advisor.

To the best of the Committee's knowledge, Navigant does not
represent any other entity having an adverse interest in
connection with the case, and do not hold any interest adverse to
the interests represented by the Committee.

                    About KLN Steel Products

KLN Steel Products Company LLC, Dehler Manufacturing Co. Inc., and
Furniture by Thurston manufacture and market high quality
furniture for multi-person housing facilities and packaged
services for federal government offices and dormitory facilities.
They have two manufacturing facilities.  One is in San Antonio,
Texas, which is consolidated and designed to accommodate high
volume fabrication of standard and semi-custom steel furniture and
case goods of high quality for colleges and universities, military
quarters, and job corps centers, or wherever high quality, long
life, low maintenance furniture is essential.  The facility
includes a manufacturing facility of more than 170,000 square feet
capable of producing substantial projects on a timely basis.  The
second facility is located in Grass Valley, California, with more
than 61,000 square feet dedicated to the manufacturing of wood
furniture for military and university housing.

KLN Steel filed for Chapter 11 bankruptcy (Bankr. W.D. Tex. Case
No. 11-12855) on Nov. 22, 2011.  Dehler (Case No. 11-12856) and
Furniture by Thurston (Case No. 11-12858) filed on the same day.
Judge Craig A. Gargotta oversees the case.  Patricia Baron
Tomasco, Esq., at Jackson Walker LLP, serves as the Debtors'
counsel.  Horwood Marcus & Berk Chartered serves as their special
counsel.  Conway MacKenzie, Inc., serves as financial advisor.
Each of the Debtors estimated assets and debts of $10 million to
$50 million.

San Antonio, Texas-based 4200 Pan Am LLC filed for Chapter 11
bankruptcy (Bankr. W.D. Tex. Case No. 11-13154) on Dec. 29, 2011.
Judge Gargotta oversees the case, taking over from Judge H.
Christopher Mott.  Patricia Baron Tomasco, Esq., at Jackson Walker
LLP, serves as 4200 Pan Am's counsel.  In its petition, the Debtor
estimated $10 million to $50 million in assets and debts. The
petition was signed by Edward J. Herman, manager.

4200 Pan Am sought joint administration of its case with those of
affiliates Dehler, Furniture By Thurston, and KLN.

The Official Committee of Unsecured Creditors in the Chapter 11
cases of KLN Steel Products Company, LLC, et al., is represented
by Hall Attorneys, P.C.  The Committee tapped Navigant Consulting
(PI), LLC as its financial advisor.


KRATOS DEFENSE: S&P Lowers Corporate Credit Rating to 'B'
---------------------------------------------------------
Standard & Poor's Ratings Services lowered its corporate credit
rating on U.S.-based Kratos Defense & Security Solutions Inc. to
'B' from 'B+'. "At the same time, Standard & Poor's lowered the
issue rating on the unsecured notes one notch to 'B' from 'B+'.
The recovery rating remains '4', indicating an expectation that
noteholders would receive average recovery (30%-50%) following a
payment default," S&P said.

"'Kratos' credit metrics have improved less than we expected
following two large debt-financed acquisitions in 2011 because
earnings were lower than we had forecast," said Standard & Poor's
credit analyst Chris Mooney.

"We believe the company will eventually receive some previously
delayed orders in the coming months, but overall demand will be
less than we originally anticipated for this year because of
shifting industry conditions," he added.

"The stable long-term rating outlook reflects Standard & Poor's
expectation that contributions from recent acquisitions should
enable Kratos to restore credit protection measures to levels more
in line with the rating over the next year," S&P said.

"Kratos' financial risk profile is 'highly leveraged' under
Standard & Poor's criteria because of its high debt and aggressive
acquisitions, which is tempered by good free cash flow generation.
The 'weak' business risk profile assessment incorporates Kratos'
modest size compared with some competitors and exposure to
possible changes in defense spending priorities, partially offset
by good program and customer diversity," S&P said.

"The late signing of the fiscal 2012 defense budget and increasing
competition, mainly in its services business, disrupted orders for
Kratos' products and services, and pressure on future U.S. defense
budgets may hurt future demand. Revenues and earnings likely will
increase significantly in 2012 because of the acquisitions the
company made last year, but only modest organic growth is likely
given the significant amount of uncertainty that surrounds the
U.S. defense budget," S&P said.


LARSON LAND: Files for Chapter 11 in Boise
------------------------------------------
Ontario, Oregon-based Larson Land Company, LLC, filed a bare-bones
Chapter 11 petition (Bankr. D. Idaho Case No. 12-00820) in Boise,
Idaho, on April 12, 2012.

The Debtor has filed an application to employ Brent T. Robinson,
Esq., and Kelly Arhtur Anthon, Esq., of the law firm of Robinson,
Anthon & Tribe as attorneys.

According to a court filing, the attorneys will assist Debtor in
preparing a Disclosure Statement and Chapter 11 Plan for
Reorganization, and assist the Debtor in all other activities
necessary to carry out its duties and responsibilities as debtor
in possession in a Chapter 11 bankruptcy.

It also filed a request to employ Daniel G. Smith as accountant.

Larson Land estimated assets of up to $100 million and debts of up
to $500 million.

According to the list of largest unsecured creditors, ConAgra
Foods Inc., has a $41.6 million unsecured claim.


LIBORIO MARKET: Files for Chapter 11 in Los Angeles
---------------------------------------------------
Pasadena, California-based Liborio Market, Inc., along with seven
affiliates, filed a Chapter 11 petition (Bankr. C.D. Calif. Case
No. 12-23254) in Los Angeles on April 13, 2012.

The Debtors, doing business as Liborio Markets, are required to
submit their schedules of assets and liabilities, statements of
financial affairs, and other incomplete filings by April 27, 2012.

The Debtors are represented by David B. Golubchik, Esq., at Levene
Neale Bender Rankin & Brill LLP, in Los Angeles.

Liborio, founded in 1965, operates a chain of supermarkets that
retails meat products, seafood, poultry goods, fresh fruits,
vegetables, fresh baked bakery goods, prepared foods, and private
label products.  The company has stores in Los Angeles, Maywood,
and Ontario, California; Las Vegas, Nevada; and Commerce City,
Aurora, Colorado Springs, and Thornton, in Colorado.


LUMBER PRODUCTS: Hiring Sussman Shank as Chapter 11 Attorneys
-------------------------------------------------------------
Lumber Products seeks Bankruptcy Court permission to employ the
firm Sussman Shank LLP as its attorneys to provide professional
services in connection with the administration of the Chapter 11
case.

Robert L. Carlton, Esq., at Sussman Shank LLP, disclosed payments
received from the Debtor or a third party for services rendered on
the Debtor's behalf:

     02/14/12      $38,452 which included payment of $3,452
                   from November 2011 billings and $35,000
                   retainer;

     02/27/12      Payment of $831;

     03/20/12      Retainer applied $17,085;
     04/10/12      Retainer of $40,000;

     04/11/12      Balance of retainer 57,915 and current
                   billings due approximately $36,222;
                   Retainer applied to fees of roughly $36,222.

The firm attests that it has no connection with the Debtor's
creditors or any other adverse party or its attorneys, except
that:

     -- it represented Wachovia Bank on several matters unrelated
        to Lumber Products.  Two of those matters remain open.
        Wells Fargo acquired Wachovia and Sussman Shank is
        finishing the representation in those two matters;

     -- it represents Federal Express Ground on unrelated matters
        involving environmental issues;

     -- it represents NACM on unrelated collection matters.

                       About Lumber Products

Lumber Products -- http://www.lumberproducts.com/-- is a
wholesale distributor of some of the finest hardwood lumber,
hardwood plywood, and door and millwork products to the Northwest,
Intermountain, and Southwest states since 1938.  It has
headquarters in Tualatin, Oregon, and operations in Oregon,
Washington, Idaho, Montana, Utah, Arizona, and New Mexico.  Lumber
Products is the sole owner of Lumber Products Holding and
Management Company.  Holdco is the sole owner of: Lumber Products
Holding and Management Company; Sunrise Wood Products, Inc.;
Lumber Products Washington, Inc.; Components & Millwork, Inc.;
Wood Window Distributors, Inc.; D&J Wood Resources, Inc.; and
Brady International Hardwoods Company.

For the past four years, the Debtor has experienced financial
difficulties and significant liquidity problems which have
increased over the past 18 months.  Despite the Debtor's efforts
to reorganize with the assistance of competent turnaround
professionals they have been unable to address these issues with
Wells Fargo Bank's consent outside of a formal court process and
have suffered continuing significant losses.  The Debtor owes
Wells Fargo in excess of $22.8 million.

Lumber Products filed for Chapter 11 bankruptcy (Bankr. D. Ore.
Case No. 12-32729) on April 11, 2012, listing under $50 million in
assets and debts.  Judge Elizabeth L. Perris presides over the
case.  The petition was signed by Craig Hall, president and chief
operating officer.

Wells Fargo is represented by Lane Powell PC.


LUMBER PRODUCTS: Sec. 341 Creditors' Meeting Set for May 15
-----------------------------------------------------------
The U.S. Trustee in Portland, Oregon, will convene a Meeting of
Creditors under 11 U.S.C. Sec. 341(a) in the Chapter 11 case of
Lumber Products on May 15, 2012, at 8:30 a.m. at UST1, US
Trustee's Office, in Portland, Rm 223.

Proofs of claim are due in the case by Aug. 13, 2012.

                       About Lumber Products

Lumber Products -- http://www.lumberproducts.com/-- is a
wholesale distributor of some of the finest hardwood lumber,
hardwood plywood, and door and millwork products to the Northwest,
Intermountain, and Southwest states since 1938.  It has
headquarters in Tualatin, Oregon, and operations in Oregon,
Washington, Idaho, Montana, Utah, Arizona, and New Mexico.  Lumber
Products is the sole owner of Lumber Products Holding and
Management Company.  Holdco is the sole owner of: Lumber Products
Holding and Management Company; Sunrise Wood Products, Inc.;
Lumber Products Washington, Inc.; Components & Millwork, Inc.;
Wood Window Distributors, Inc.; D&J Wood Resources, Inc.; and
Brady International Hardwoods Company.

For the past four years, the Debtor has experienced financial
difficulties and significant liquidity problems which have
increased over the past 18 months.  Despite the Debtor's efforts
to reorganize with the assistance of competent turnaround
professionals they have been unable to address these issues with
Wells Fargo Bank's consent outside of a formal court process and
have suffered continuing significant losses.  The Debtor owes
Wells Fargo in excess of $22.8 million.

Lumber Products filed for Chapter 11 bankruptcy (Bankr. D. Ore.
Case No. 12-32729) on April 11, 2012, listing under $50 million in
assets and debts.  Judge Elizabeth L. Perris presides over the
case.  The petition was signed by Craig Hall, president and chief
operating officer.

Wells Fargo is represented by Lane Powell PC.


MARKETING WORLDWIDE: Issues 90,000 Series D Preferred Stock
-----------------------------------------------------------
Marketing Worldwide Corporation, On April 12, 2012, issued 90,000
shares of its Series D Super Voting Preferred Stock to four
persons, valued at $.10 per share.  There was no underwriter, no
underwriting discounts or commissions, no general solicitation, no
advertisement, and resale restrictions were imposed.

The four persons holding majority voting power of the Company took
action by written consent to increase the authorized capital stock
of the Company to consist of 910,000,000 of which stock
900,000,000 shares of the par value of $.001 each will be common
stock and of which 10,000,000 shares of the par value of $.001
each will be preferred stock.

On April 11, 2012, Marketing Worldwide created a series of
Preferred Stock named the "Series D Super Voting Preferred Stock"
out of the shares of the Company's preferred stock, par value
$0.001 per share, authorized in Section 4 of the Company's
Certificate of Incorporation.  The Series D Super Voting Preferred
Stock consists of 1,000,000 authorized shares.  Holders of the
Preferred Stock will be entitled to vote with the Company's common
stockholders.  Holders of the Preferred Stock have 10,000 votes
per share when voting on matters with the Company's common
stockholders.

                      About Marketing Worldwide

Based in Howell, Michigan, Marketing Worldwide Corporation
operates through the holding company structure and conducts its
business operations through its wholly owned subsidiaries
Colortek, Inc., and Marketing Worldwide, LLC.

Marketing Worldwide, LLC, is a complete design, manufacturer and
fulfillment business providing accessories for the customization
of vehicles and delivers its products to large global automobile
manufacturers and certain Vehicle Processing Centers primarily in
North America.  MWW operates in a 23,000 square foot leased
building in Howell Michigan.

Colortek, Inc., is a Class A Original Equipment painting facility
and operates in a 46,000 square foot owned building in Baroda,
which is in South Western Michigan.  MWW invested approximately
$2 million into this paint facility and expects the majority of
its future growth to come from this business.

The Company's balance sheet at Dec. 31, 2011, showed $1.50 million
in total assets, $7.90 million in total liabilities, $3.50 million
in Series A convertible preferred stock, and a $9.90 million total
stockholders' deficiency.

The Company reported a net loss of $2.27 million for the year
ended Sept. 30, 2011, compared with a net loss of $2.34 million
during the prior year.

For the year ended Dec. 31, 2011, RBSM LLP, in New York, expressed
substantial doubt about the Company's ability to continue as a
going concern following the Company's 2011 financing results.  The
independent auditors noted that the Company has generated negative
cash flows from operating activities, experienced recurring net
operating losses, is in default of loan certain covenants, and is
dependent on securing additional equity and debt financing to
support its business efforts.


MARKWEST ENERGY: Moody's Issues Summary Credit Opinion
------------------------------------------------------
Moody's Investors Service issued a summary credit opinion on
MarkWest Energy Partners, LP and includes certain regulatory
disclosures regarding its ratings. The release does not constitute
any change in Moody's ratings or ratings rationale for MarkWest.

Moody's current ratings for MarkWest and its affilate are:

MarkWest Energy Partners, L.P.

LT Corporate Family Ratings (domestic currency) Rating of Ba2

Probability of Default Rating of Ba2

Speculative Grade Liquidity Rating of SGL-3

Senior Unsecured (domestic currency) Rating of Ba3

LGD Senior Unsecured (domestic currency) Assessment of 63 - LGD4

BACKED Senior Unsecured (domestic currency) Rating of Ba3

BACKED Senior Unsec. Shelf (domestic currency) Rating of (P)Ba3

BACKED Subordinate Shelf (domestic currency) Rating of (P)B1

LGD BACKED Senior Unsecured (domestic currency) Assessment of 63
- LGD4

MarkWest Energy Finance Corporation

BACKED Senior Unsec. Shelf (domestic currency) Rating of (P)Ba3

BACKED Subordinate Shelf (domestic currency) Rating of (P)B1

Ratings Rationale

MarkWest's Ba2 Corporate Family Rating (CFR) is supported by the
scale and diversification of its midstream natural gas assets.
MarkWest has a leading market position in the Granite Wash, and
the Woodford and Marcellus Shales. In these areas, the partnership
has long-term contracts with some of the larger and more active
producers. Historically, expansion projects have been funded with
a mix of debt and equity which has contributed to a decline in
leverage ratios. Expectations for continuing EBITDA growth from
these projects, and careful balance sheet management, support the
Ba2 CFR. Looking forward, MarkWest's rating will be influenced by
continuing improvements in the partnership's financial profile
tempered by its exposure to commodity prices and the risks
inherent in the MLP business model which encompasses aggressive
growth targets and high distribution payout ratios.

The stable outlook assumes that MarkWest will maintain leverage
around 3.7x and will continue to use the capital markets to fund
its growth capital expenditures. The ratings could be upgraded if
the partnership materially grows its asset base and cash flow
generation capabilities, reduces and sustains its leverage below
3.5x, or significantly increase the proportion of its cash flow
derived from fee-based contracts. While there is positive ratings
momentum, MarkWest's rating could be pressured by leverage north
of 4.5x due to deteriorating operating performance, a material
leveraging transaction, or weakness in liquidity.

The principal methodology used in rating MarkWest was the Global
Midstream Energy Industry Methodology published in September 2010.


MASTER SILICON: Child Van Wagoner Raises Going Concern Doubt
------------------------------------------------------------
Master Silicon Carbide Industries, Inc., filed on April 13, 2012,
its annual report on Form 10-K for the fiscal year ended Dec. 31,
2011.

Child, Van Wagoner & Bradshaw, PLLC, in Salt Lake City, Utah,
expressed substantial doubt about Master Silicon Carbide
Industries' ability to continue as a going concern.  The
independent auditor noted that the Company has cash flow
constraints, an accumulated deficit, and has suffered recurring
losses from operations.

The Company reported a net loss of $3.14 million of $15.94 million
of revenues for 2011, compared with net income of $232,979 on
$12.95 million of revenues for 2010.

The Company's balance sheet at Dec. 31, 2011, showed
$27.97 million in total assets, $11.15 million in total
liabilities, $10.00 million of Redeemable Preferred Stock-A,
$10.00 million of Redeemable Preferred Stock-B, and a
stockholders' deficit of $3.18 million.

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

                  http://is.gd/0Vz2NW

Located in Lakeville, Connecticut, Master Silicon Carbide
Industries, Inc., through its indirectly wholly-owned operating
subsidiary Yili Master Carborundum Production Co., Ltd. ("Yili
China"), manufactures and sells in China mostly high quality
"green" silicon carbide and some lower-quality "black" silicon
carbide, a non-metallic compound that is widely used in industries
such as semiconductors, solar energy, ceramics, abrasives and
optoelectronics.


MEDIA 8: Case Summary & 19 Largest Unsecured Creditors
------------------------------------------------------
Debtor: Media 8 Entertainment
        1689 Morning Sun Lane
        Naples, FL 34119

Bankruptcy Case No.: 12-05625

Chapter 11 Petition Date: April 13, 2012

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

Debtor's Counsel: Gregory A. Champeau, Esq.
                  JOHNSTON CHAMPEAU, LLC
                  P.O. Box 1000
                  Fort Myers, FL 33902
                  Tel: (239) 600-6200
                  Fax: (877) 727-4513
                  E-mail: gregory.champeau@jcbizlaw.com

Scheduled Assets: $9,302,600

Scheduled Liabilities: $8,577,207

A copy of the Company's list of its 19 largest unsecured creditors
filed with the petition is available for free at:
http://bankrupt.com/misc/flmb12-05625.pdf

The petition was signed by Thomas E. Murphy, president & CEO.


MEDYTOX SOLUTIONS: Peter Messineo Raises Going Concern Doubt
------------------------------------------------------------
Medytox Solutions, Inc., filed on April 13, 2012, its annual
report on Form 10-K for the fiscal year ended Dec. 31, 2011.

Peter Messineo, CPA, in Palm Harbor, Florida, expressed
substantial doubt about Medytox Solutions' ability to continue as
a going concern.  The independent auditor noted that the Company
has an accumulated deficit and negative cash flows from
operations, and additionally, there is certain litigation
involving a consolidated entity which is unresolved.

The Company reported net income of $92,701 of $3.99 million of
revenues for 2011, compared with a net loss of $327,041 on $77,591
of revenues for 2010.

The Company's balance sheet at Dec. 31, 2011, showed
$3.93 million in total assets, $5.13 million in total liabilities,
and a stockholders' deficit of $1.19 million.

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

                       http://is.gd/ISHmvU

West Palm Beach, Florida-based Medytox Solutions, Inc., formerly
Casino Players, Inc., is a provider of laboratory services
specializing in providing blood and urine drug toxicology to
physicians, clinics and rehabilitation facilities in the United
States.


METAL STORM: Has $350,000 Subscription Agreement with Luxinvest
---------------------------------------------------------------
Metal Storm Limited has entered into a subscription agreement with
Luxinvest Capital Advisors S.A. of Luxembourg.  The subscription
agreement is for an investment of $350,000 in exchange for
ordinary shares at an issue price of $0.0008 per share.  The
Company continues to pursue further capital investment in order to
complete its product portfolio and enter into volume production.
It is also continuing to seek opportunities to improve its capital
structure through appropriate capital reorganization.

Metal Storm proposes to issue 111,111,111 ordinary shares pursuant
to a convertible security agreement.  In addition, Metal Metal
Storm proposes to issue 55,555,555 ordinary shares pursuant to a
convertible security agreement.

Shareholders of Metal Storm have approved these resolutions at the
General Meeting:

   (1) The previous the previous issue of 344,444,443 Shares at an
       issue price of A$0.0009 to Andrew Doyle;

   (2) The previous issue of 10,000,000 Doyle Convertible
       Securities at an issue price of A$0.010 to Andrew Doyle;
       and

   (3) The issue of up to 500,000,000 shares to Dutchess under a
       Line Agreement.

                         About Metal Storm

Headquartered in Darra, Queensland, Australia, Metal Storm Limited
is a defense technology company with offices in Australia and the
United States.  It specializes in the research, design,
development and integration of projectile launching systems
utilizing its "electronically initiated / stacked projectile"
technology for use in the defense, homeland security, law
enforcement and industrial markets.

The Company reported a loss of A$6.03 million on A$1.31 million of
revenue in 2011, compared with a loss of A$8.93 million on A$3.34
million of revenue in 2010.

The Company's balance sheet at Dec. 31, 2011, showed A$1.08
million in total assets, A$21.07 million in total liabilities and
a A$19.99 million total deficiency.

PricewaterhouseCoopers noted that the group incurred a loss for
the year ended Dec. 31, 2011 and, as of that date, the group's net
liabilities totalled A$19,991,687.  These conditions, along with
other matters, indicate the existence of material uncertainty that
may cast significant doubt about the group's ability to continue
as a going concern and therefore the group may be unable to
realise its assets and discharge its liabilities in the normal
course of business.


METAL STORM: Incurs A$6 Million Loss in 2011
--------------------------------------------
Metal Storm Limited and its subsidiaries filed with the U.S.
Securities and Exchange Commission its annual report on Form 10-K
disclosing a loss of A$6.03 million on A$1.31 million of revenue
in 2011, compared with a loss of A$8.93 million on A$3.34 million
of revenue in 2010.

The Company's balance sheet at Dec. 31, 2011, showed A$1.08
million in total assets, A$21.07 million in total liabilities and
a A$19.99 million total deficiency.

PricewaterhouseCoopers noted that the group incurred a loss for
the year ended Dec. 31, 2011 and, as of that date, the group's net
liabilities totalled A$19,991,687.  These conditions, along with
other matters, indicate the existence of material uncertainty that
may cast significant doubt about the group's ability to continue
as a going concern and therefore the group may be unable to
realise its assets and discharge its liabilities in the normal
course of business.

A copy of the annual report is available for free at:

                        http://is.gd/4PGldW

                         About Metal Storm

Headquartered in Darra, Queensland, Australia, Metal Storm Limited
is a defense technology company with offices in Australia and the
United States.  It specializes in the research, design,
development and integration of projectile launching systems
utilizing its "electronically initiated / stacked projectile"
technology for use in the defense, homeland security, law
enforcement and industrial markets.


MF GLOBAL: Court Permits Insurers to Pay D&O Defense Costs
----------------------------------------------------------
Judge Martin Glenn of the U.S. Bankruptcy Court for the Southern
District of New York lifted the automatic stay to permit MFG
Assurance Company Limited and U.S. Specialty Insurance Company to
reimburse or advance defense costs on behalf of present or former
directors, officers and employees of the Debtors (i) that have
been named as defendants in class action lawsuits in multiple
federal and state courts, or (ii) in connection with ongoing
investigations.

The policies at issue are all "wasting policies," that is every
dollar spent of policy proceeds is one less dollar available to
cover claims, that potentially provide direct coverage for the
Debtors and the Individual Insureds, Judge Glenn stated.  During
an April 2 hearing, the Bankruptcy Court was advised that lawyers
have so far submitted claims for reimbursement or advancement of
legal fees and expenses totaling $8.3 million.

"Because the Court concludes that reasonable defense costs should
be paid on behalf of the Individual Insureds whether or not the
policy proceeds are property of the estates, the Court need not
resolve at this time the issue whether policy proceeds are
property of the Debtors' estates," Judge Glenn said.  Assuming
that the Debtors do have an interest in the proceeds of the
Policies, MFG Assurance and U.S. Specialty have adequately shown
that cause exists to lift the automatic stay to permit
reimbursement of the Individual Insureds' defense costs pursuant
to the Policies, Judge Glenn held.

At the April 2 hearing, the Debtors informed the Bankruptcy Court
that they will not be indemnifying any of the Individual Insureds
and will thus not seek coverage from the Specialty Policies for
indemnification.  "At this time, the Individual Insureds' need far
outweighs the Debtors' hypothetical or speculative need for
coverage," Judge Glenn opined.  "Lifting the automatic stay to
permit U.S. Specialty to advance defense costs on behalf of the
Individual Insureds would not severely prejudice the Debtors'
estates.  But failure to do so would significantly injure the
Individual Insureds, whose defense costs are covered by the
Specialty Policies."

The Bankruptcy Court also recognized that, in essence and at
their core, the MFGA Policies "were obtained for the protection
of" the Individual Insureds and are "not a vehicle for corporate
protection."  "The Individual Insureds have a present necessity
for the benefit of their contractual rights notwithstanding the
Debtors' bankruptcy and liquidation cases.  Although MFGI's
commodity customers have unquestionably suffered severe financial
harm, accusations of misconduct provide no basis for denying the
Individual Insureds insurance protection under the MFGA
Policies," Judge Glenn determined.

The Bankruptcy Court also found that the New York Insurance Law
requires that U.S. Specialty and MFG Assurance abide by the terms
of the Policies, notwithstanding any other provision of the
Bankruptcy Code.  The customer objectors, some of whom are also
the plaintiffs in the underlying cases, can prosecute their cases
against the Individual Insureds without the constraints of the
automatic stay, the bankruptcy judge noted.

The Bankruptcy Court also found that commodity customers of MFGI
have standing to raise the issues presented in the MFG Assurance
and Specialty Motion.  Because the Policies are wasting policies,
payment of defense costs will decrease funds available to be paid
to creditors of MFGH, including tort claims, to the extent MFGH
has an interest in the proceeds of the Policies, Judge Glenn
held.

The bankruptcy judge however clarified that his finding of
standing is limited to the particular motions addressed.
Notably, "some of the motions and objections that have been
brought by MFGI's customers in MFGH's Chapter 11 cases lack any
basis in the law and have only saddled MFGH's estates with the
burden of paying increased and unwarranted attorneys' fees and
costs, and expenses," the bankruptcy judge commented.

The Bankruptcy Court also directs counsel for the SIPA Trustee,
Chapter 11 Trustee, MFG Assurance, and U.S. Specialty to meet and
confer on procedures for monitoring expenditures subject to
protection of the attorney-client privilege, with disclosure
limited to the insurers, the SIPA Trustee, the Chapter 11
Trustee, and the MFGH Creditors Committee.  If counsel cannot
resolve this issue, the SIPA Trustee and Chapter 11 Trustee
should schedule a hearing on the matter.

At the April 2 hearing, Lorenzo Marinuzzi, Esq., at Morrison &
Foerster LLP, in New York, counsel for the Chapter 11 Trustee,
said the insurance proceeds at issue total $375 million,
Bloomberg News relayed.  About 21 lawsuits filed against MF
Global executives are expected to be consolidated, the report
noted.  In light of the total amount of insurance available, the
Bankruptcy Court finds that a "soft cap" of $30 million for
defense costs of the Individual Insureds is appropriate at this
time, subject to further adjustment either by agreement among the
SIPA Trustee, Chapter 11 Trustee, MFG Assurance, and U.S.
Specialty, or further Court order.

The Bankruptcy Court thus found cause exists to lift the automatic
stay, subject to the entry of the appropriate orders.

A full-text copy of the memorandum opinion dated April 10, 2012
is available for free at:

  http://bankrupt.com/misc/MFGlobal_Apr10DefenseCostsOpinion.pdf

Before entry of the opinion, the Bankruptcy Court held a briefing
and considered various filings regarding the MFG Assurance
Stipulation and U.S. Specialty Lift Stay Motion.

               MFG Assurance Stipulation Timeline

(1) The Chapter 11 Trustee and MFG Assurance filed with the
    Bankruptcy Court supporting memoranda for the MFG Assurance
    Stipulation.  The SIPA Trustee filed a statement with respect
    to the stipulation.

    Counsel to the Chapter 11 Trustee, Adam A. Lewis, Esq., at
    Morrison & Foerster LLP, in New York, insisted that the
    directors and officers' inability to defend properly the
    lawsuits brought against them could result in the entry of
    judgments that could have an even greater adverse impact on
    the Debtors' estates should those judgments result in the
    assertion of new or  additional claims against the Debtors'
    estates.

    MFG Assurance said it provided the Objectors with the
    Policies for all three policy years and a current list of
    open claims, available for free at:

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

    John Oliver Heyliger, managing director of Willis Management
    Limited and director of MFG Assurance, disclosed that the
    insurance company also circulated, in accordance with
    direction from the Court and following agreement with the
    Chapter 11 Trustee, a proposed consent order designed to
    permit payment of defense costs under the Policies for Year
    One and Year Two.

    MFG Assurance is represented by:

        Ken Coleman, Esq.
        Stephen Doody, Esq.
        Andrew Dove, Esq.
        ALLEN & OVERY LLP
        1221 Avenue of the Americas
        New York, NY 10020
        Telephone: (212) 610-6300
        Facsimile: (212) 610-6399
        E-mail: ken.coleman@allenovery.com
                stephen.doody@allenovery.com
                andrew.dove@allenovery.com

    The SIPA Trustee said he does not oppose payment of some
    reasonable and necessary defense costs under the Policies.
    The SIPA Trustee however reserved his right to file claims
    for which the D&O Policy would provide coverage, providing
    the SIPA Trustee an interest in the proceeds of the D&O
    Policy to the extent he does not already possess such an
    interest.

(2) On Feb. 9, 2012, the Bankruptcy Court held a briefing to
    consider the MFG Assurance Stipulation.  The Bankruptcy Court
    also determined that the MFG Assurance Stipulation and U.S.
    Specialty's Lift Stay Motion present similar issues and
    warrant a consolidated hearing.

(3) The Bankruptcy Court also signed a consent order agreed to
    among the Chapter 11 Trustee, MFG Assurance and the objecting
    commodity customers, who are plaintiffs in class actions
    against some of the Debtors' officers.  By the consent order,
    the parties agreed that the Policies are property of MFGH's
    Chapter 11 estate, without prejudice to the Bankruptcy
    Court's determination as to the use of the proceeds of the
    Policies.  MFG Assurance may pay or reimburse, in accordance
    with the Policies, any defense costs incurred in relation to
    certain claims, a schedule of which is available for free at:

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

(4) Notwithstanding entry of the Consent Order, the parties
    disputed whether the proceeds of the policies are property of
    the Debtors.  Customer Objectors further opposed the MFG
    Assurance Stipulation while the Lead Plaintiffs, the Chapter
    11 Trustee and MFG Assurance responded to the objections.

    In a renewed objection, Henning-Carey Proprietary Trading, et
    al., insisted that the $120,000,000 in policy proceeds which
    cover the MFGI Commodity Customer claims should be maintained
    and preserved for their exclusive benefit.  Indeed, Sapere
    Wealth Management, LLC; Granite Asset Management and Sapere
    CTA Fund, L.P. complained that MFG Assurance presently owes
    MFGI's commodities customers because they already sustained
    out-of-pocket damages "from MFGI's wrongful acts that far
    exceed the policies combined limits of $120,000,000."
    Sapere also asserted that the Policies do not c over the
    securities class actions.

    In response to Sapere, the Virginia Retirement System and Her
    Majesty the Queen in Right of Alberta emphasized that the MFG
    Assurance Stipulation does not seek to determine the precise
    scope of coverage under the Policies.  The Lead Plaintiffs
    asserted that it is premature to determine this issue at this
    time.  The parties are lead plaintiffs in the securities
    class litigation styled In re MF Global Holdings Limited
    Securities Litigation before the U.S. Bankruptcy Court for
    the Southern District of New York.

    The Lead Plaintiffs are represented by:

        John H. Drucker, Esq.
        Laurence May, Esq.
        Jill B. Bienstock, Esq.
        COLE, SCHOTZ, MEISEL, FORMAN & LEONARD, P.A.
        900 Third Avenue, 16th floor
        New York, NY 10022
        Tel: (212) 752-8000
        Fax: (212) 646-7923
        E-mail: jdrucker@coleschotz.com

            - and -

        Salvatore J. Graziano, Esq.
        BERNSTEIN LITOWITZ BERGER & GROSSMANN LLP
        1285 Avenue of the Americas
        New York, NY 10019
        Tel: (212) 554-1538
        Fax: (212) 554-1444
        E-mail: sgraziano@blbglaw.com

            - and -

        Jonathan M. Plasse, Esq.
        LABATON SUCHAROW LLP
        140 Broadway
        New York, NY 10005
        Tel: (212) 907-0863
        Fax: (212) 883-7063
        E-mail: jplasse@labaton.com

    The Chapter 11 Trustee complained that the Objectors are
    asking the Bankruptcy Court to leapfrog the judicial process
    by prematurely assuming both the insured entities' liability
    for their alleged damages and MFG Assurance's contractual
    obligation to indemnify them for those damages under the MFG
    Assurance 2011 to 2012 Policies.  The Objectors "ignore the
    primacy of the individual non-debtor insureds' present
    contractual right to access policy proceeds over the MFGI
    commodity customers' contingent, prospective interest in
    those proceeds," the Chapter 11 Trustee maintained.  The
    Objectors also do not have standing to object to the MFG
    Assurance Stipulation as they do not possess a direct
    pecuniary interest in the policies or the proceeds, or they
    attempt to assert the rights of MFGI, which should be
    asserted by the SIPA Trustee, the Chapter 11 Trustee added.

    MFG Assurance contended, "Sapere in particular exhibits a
    misconception that the Policies function like a cash machine
    activated by the mere notice of a claim, a notion
    contradicted by a basic understanding of the Policies and
    unsupported by legal authority."  MFG Assurance sought to
    clarify that the Policies should operate as intended, and in
    accordance with usual insurance practices.

    Pro se creditor Susan Levy, Esq., asked the Bankruptcy Court
    to approve the MFG Assurance Stipulation in a modified form
    to protect the insurance proceeds requiring court approval of
    every payment made under the policy and referring any
    disputes to either New York State Court or Bankruptcy Court.

               U.S. Specialty Lift Stay Motion Timeline

(1) The Chapter 11 Trustee, the Lead Plaintiffs, and Sapere filed
    responses to U.S. Specialty's Motion.

    In response to the U.S. Specialty Motion, the Chapter 11
    Trustee believes that even if the proceeds of the subject
    directors' and officers' policies were deemed to be property
    of the Debtors' estates, cause exists for lifting the
    automatic stay to allow for the advancement and payment of
    defense costs.  The officers and directors who are the
    subject of the investigations and litigations for which
    coverage has been sought from U.S. Specialty are incurring
    significant costs in connection with those pending and
    threatened proceedings, the Chapter 11 Trustee asserted.

    The Lead Plaintiffs in the Securities Litigation said they do
    not object to the Lift Stay Motion to the extent it seeks (a)
    relief from the Automatic Stay to "to the extent applicable"
    to advance or pay under the two insurance policies identified
    in the Lift Stay Motion, and (b) the entry of the order
    appended to the Lift Stay Motion.  Lead Plaintiffs otherwise
    reserved all rights to be heard to the extent the relief
    sought, including the proposed order, is proposed to be
    modified in any way, or which may otherwise affect the rights
    and interests of the Lead Plaintiffs and the Class.

    Sapere and members of the Representative Customer Group
    insisted that the proceeds of each Policy should be preserved
    and used to, among other things, pay off liabilities of MF
    Global Holdings' estate and satisfy customer claims, and not
    dissipated in the defense of former directors and officers
    sued for allegations of unlawful conduct.  "For all intents
    and purposes, MF Global, MFGI and Senior Management stole
    customers' funds for their own uses," the Representative
    Customer Group alleged.

(2) In response, U.S. Specialty asserts that the objections filed
    by the MFGI customers do not justify denying the individual
    insureds access to the Policies to pay their defense costs in
    connection with the pending lawsuits and investigations.
    Counsel to U.S. Specialty, Brett D. Goodman, Esq., at
    Troutman Sanders LLP, in New York, maintained that the
    Debtors' interest in the policy is limited by its contractual
    provisions including a priority advancement and payment
    obligations contained in those policies.  In light of the
    SIPA Trustee's statement regarding the MFG Assurance issue,
    U.S. Specialty says it is agreeable to periodic disclosures
    to appropriate parties of the total amount paid under the
    Policies.

                          About MF Global

New York-based MF Global (NYSE: MF) -- http://www.mfglobal.com/
-- was one of the world's leading brokers of commodities and
listed derivatives.  MF Global provided access to more than 70
exchanges around the world.  The firm also was 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 was named the Chapter 11 Trustee for the bankruptcy
cases of MF Global Holdings Ltd. and its affiliates.  The Trustee
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: Court Approves HSBC Bank Settlement
----------------------------------------------
Judge Martin Glenn approved a settlement and compromise reached by
James W. Giddens, the trustee for the liquidation of the business
of MF Global Inc. under the U.S. Securities Investor Protection
Act of 1970, with HSBC Bank USA, National Association, and Jason
Fane regarding the ownership and distribution of physical
property.

Pursuant to Rule 41(a) of the Federal Rules of Civil Procedure,
the interpleader complaint will be deemed dismissed upon this
order becoming final and non-appealable.

By way of the interpleader action, HSBC asked 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.

In light of the stipulated facts, the Settlement Agreement
clearly falls within the range of reasonableness described in In
re W.T. Grant, Co., 699 F.2d 599 and complies with the In re
Iridium Operating LLC factors, as applicable, Judge Glenn held in
an accompanying memorandum.

The bankruptcy judge acknowledged that the Settlement Agreement
will resolve all claims among the parties related to five gold
bars and 15 silver bars and will save the costs of further
litigation.  The Court is also satisfied that the Settlement
Agreement is the result of arm's-length negotiations and good
faith dealings among the parties, Judge Glenn opined.

A full-text copy of memorandum opinion dated March 7, 2012, is
available for free at:

  http://bankrupt.com/misc/MFGlobal_Mar7HSBCPactOpinion.pdf

                         About MF Global

New York-based MF Global (NYSE: MF) -- http://www.mfglobal.com/
-- was one of the world's leading brokers of commodities and
listed derivatives.  MF Global provided access to more than 70
exchanges around the world.  The firm also was 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 was named the Chapter 11 Trustee for the bankruptcy
cases of MF Global Holdings Ltd. and its affiliates.  The Trustee
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: Schedules Filing Further Extended to May 18
------------------------------------------------------
Judge Martin Glenn extended to May 18, 2012, the deadline for
Louis J. Freeh, the Chapter 11 trustee for MF Global Holdings Ltd.
and its affiliates, to file the Debtors' schedules of assets and
liabilities and statements of financial affairs.

The Chapter 11 Trustee asked for further extension of the
April 18 deadline, citing the filing of the additional debtors in
December 2011 and March 2012, coupled with enormity and
complexity of the Debtors' Chapter 11 organization structure and
the need to coordinate efforts with other estates domestically
and abroad.

                          About MF Global

New York-based MF Global (NYSE: MF) -- http://www.mfglobal.com/
-- was one of the world's leading brokers of commodities and
listed derivatives.  MF Global provided access to more than 70
exchanges around the world.  The firm also was 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 was named the Chapter 11 Trustee for the bankruptcy
cases of MF Global Holdings Ltd. and its affiliates.  The Trustee
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: Ch. 11 Trustee Proposes Covington as Insurance Counsel
-----------------------------------------------------------------
Louis J. Freeh, the Chapter 11 trustee for MF Global Holdings Ltd.
and its affiliates, seeks the Bankruptcy Court's permission to
employ Covington & Burling LLP as their special insurance counsel,
nunc pro tunc to November 28, 2012.

As the Chapter 11 Trustee's special counsel, Covington will:

  (a) provide legal analysis and advice concerning the Chapter
      11 Trustee's rights and obligations with respect to the
      captive insurance subsidiary MFG Assurance Company
      Limited, and policies issued to the Debtors by MFGA;

  (b) review claims asserted under outstanding insurance
      policies and insurers' responses to such claims, and
      advise the Chapter 11 Trustee with respect to such claims;

  (c) represent the Chapter 11 Trustee in these proceedings with
      respect to matters involving the scope or availability of
      insurance coverage or entitlement to proceeds under the
      policies; and

  (d) confer with and assist when appropriate the Chapter 11
      Trustee's bankruptcy counsel concerning insurance coverage
      issues within the scope of Covington's special expertise,
      and pursue potential claims for indemnification or
      reimbursement under such policies on behalf of the Chapter
      11 Trustee.

Covington will be paid according to its professionals' customary
hourly rates.  The firm's customary hourly rates range: $600 to
$965 for partners; $600 per hour to $965 for "of counsel;" $280
to $595 for associates; and $200 to $360 for paraprofessionals.

These professionals are presently expected to have primary
responsibility for providing services to the Chapter 11 Trustee:

    Name                 Title              Rate per Hour
    ----                 -----              -------------
    Dianne Coffino       Partner                 $890
    P. Benjamin Duke     Partner                 $825
    David A. Goodwin     Partner                 $795
    Anthony J. Sun       Associate               $475

Covington will also be reimbursed for expenses to be incurred.

P. Benjamin Duke, Esq., at Covington & Burling LLP, in New York
-- pbduke@cov.com -- discloses that the Debtors owe the firm
$114,275 for services rendered before October 31, 2011.  He
further discloses that certain parties-in-interest are or may be
current or former Covington clients, in matters in which those
clients or affiliates are adverse to the Chapter 11 Trustee, the
Debtors, or their estates.  A schedule of the clients is
available for free at:

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

Notwithstanding those disclosures, Mr. Duke maintains that
Covington is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code.

            Chapter 11 Trustee Delineates Covington's and
                Pepper Hamilton's Services

The Chapter 11 Trustee filed with the Court a declaration to
distinguish the duties relating to insurance issues provided by
Covington and those services provided by Pepper Hamilton LLP.

The Chapter 11 Trustee relates that Covington will provide
guidance to him on all issues related to the Policies, including
the insurance policies issued by MFG Assurance, MF Global's
captive insurance subsidiary and the reinsurance Policies entered
into by MFG Assurance.

In contrast, the Chapter 11 Trustee retained Pepper to provide
these services:

  (a) Tax issues including: tax audits and refunds; affiliates
      (including off-shore captive insurance company); and
      employee benefit issues related to tax and matters under
      the Employee Retirement Income and Security Act and
      insurance matters affecting the estates including off-
      shore captive insurance company, directors and officers
      insurance and errors and omissions insurance;

  (b) WARN Act Litigation matters pending in the United States
      Bankruptcy Court for the Southern District of New York, in
      Green et al. v. MF Global Holdings Ltd., Adv. Case No. 11-
      0291 (MG) and Thielmann et al. v. MF Global Holdings Ltd.
      et al., Adv. Case No. 11-2880 (MG) and insurance
      litigation related to insurance claims, defenses and
      indemnities;

  (c) Advice regarding miscellaneous real estate issues
      involving leases, furniture, fixture and equipment
      relating to Debtors' relocation and employment issues
      affecting the operation of the remaining business of the
      Debtors' estates;

  (d) Any matters as to which Morrison & Foerster has a conflict
      involving JP Morgan Chase, Bank of America or UBS, A.G.
      and their affiliates;

  (e) Appear before the Court and represent the Chapter 11
      Trustee's interests with respect to the matters for which
      Pepper has been engaged; and

  (f) Perform all other necessary legal services and providing
      all other necessary legal advice to the Chapter 11 Trustee
      in connection with those matters for which Pepper Hamilton
      has been engaged.

As part of those services, Pepper provided the Chapter 11 Trustee
with guidance related to "day-to-day" insurance-type issues
related to employee benefits, including any WARN act litigation
and workers' compensation claims.  Pepper will continue to provide
such services to the Chapter 11 Trustee.

To avoid any inference that services have or will be duplicated,
the Chapter 11 Trustee has submitted a proposed supplemental
order, updating the services provided by Pepper.  A full-text
copy of the proposed supplemental order is available for free
at http://bankrupt.com/misc/MFGlobal_PropSuppPepperOrd.pdf

                          About MF Global

New York-based MF Global (NYSE: MF) -- http://www.mfglobal.com/
-- was one of the world's leading brokers of commodities and
listed derivatives.  MF Global provided access to more than 70
exchanges around the world.  The firm also was 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 was named the Chapter 11 Trustee for the bankruptcy
cases of MF Global Holdings Ltd. and its affiliates.  The Trustee
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)


MINT LEASING: M&K CPAs Raises Going Concern Doubt
-------------------------------------------------
The Mint Leasing, Inc., filed on April 13, 2012, its annual report
on Form 10-K for the fiscal year ended Dec. 31, 2011.

M&K CPAS, PLLC, in Houston, Texas, expressed substantial doubt
about The Mint Leasing's ability to continue as a going concern.
The independent auditors noted that the Company has a significant
amount of debt due within the next 12 months.  "The Company has
historically been successful at renegotiating their loans and
renewing such loans.  If the Company is not successful in
obtaining renewals or renegotiating its loans these matters raise
substantial doubt about its ability to continue as a going
concern."

The Company reported a net loss of $1.61 million on $10.77 million
of revenues for 2011, compared with a net loss of $4.17 million on
$11.99 million of revenues for 2010.

The Company's balance sheet at Dec. 31, 2011, showed
$25.61 million in total assets, $24.67 million in total
liabilities, and stockholders' equity of $939,457.

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

                       http://is.gd/gesqfT

Houston, Texas-based The Mint Leasing, Inc., is in the business of
leasing automobiles and fleet vehicles throughout the United
States.  Mint Leasing has partnerships with more than 500
dealerships within 17 states.


MOUNTAIN PROVINCE: To Hold Special Meeting on April 25
------------------------------------------------------
A special meeting of the shareholders of Mountain Province
Diamonds Inc. will be held at the offices of Fraser Milner
Casgrain LLP at 77 King Street West, Suite 400, Toronto, ON M5K
0A1 on April 25, 2012, at 4:00 pm (Toronto time) for these
purposes:

   (1) To consider and, if thought fit, to pass, with or without
       variation, a Special Resolution approving an arrangement
       pursuant to section 182 of the Business Corporations Act
      (Ontario) among MPD, its shareholders, and its wholly-owned
       subsidiary, Kennady Diamonds Inc., which will involve
       certain exchanges of securities resulting in MPD
       distributing the common shares of KDI held by MPD which
       comprise all of the outstanding shares of KDI, to
       shareholders of MPD, as more fully described in the
       accompanying Information Circular;

   (2) To consider and, if thought fit, to pass, with or without
       variation, an ordinary resolution approving the adoption by
       KDI of a rolling 10% Stock Option Plan, subject to
       regulatory acceptance; and

   (3) To transact such further or other business as may properly
       come before the Meeting and any adjournments thereof.

                      About Mountain Province

Headquartered in Toronto, Canada, Mountain Province Diamonds Inc.
(TSX: MPV, NYSE AMEX: MDM) -- http://www.mountainprovince.com/--
is a Canadian resource company in the process of permitting and
developing a diamond deposit (the "Gahcho Kue Project" located in
the Northwest Territories of Canada.  The Company's primary asset
is its 49% interest in the Gahcho Kue Project.

The Company also reported a net loss of C$6.68 million for the
nine months ended Sept. 30, 2011, compared with a net loss of
C$7.39 million for the same period during the prior year.

The Company's balance sheet at Sept. 30, 2011, showed
C$69.93 million in total assets, C$7.51 million in total
liabilities, and C$62.42 million in total shareholders' equity.

                          *     *     *

In its Management's Discussion and Analysis of the Company's
interim consolidated financial statements for the three months
ended June 30, 2010, the Company said its ability to continue as a
going concern and to realize the carrying value of its assets and
discharge its liabilities is dependent on the discovery of
economically recoverable mineral reserves, the ability of the
Company to obtain necessary financing to fund its operations, and
the future production or proceeds from developed properties.
However, the Company adds that there is no certainty that the
Company will be able to obtain financing to fund its operations.
As a result, the Company says, there is substantial doubt as to
its ability to continue as a going concern.


NATIONSTAR MORTGAGE: Moody's Affirms 'B1' CFR; Outlook Negative
---------------------------------------------------------------
Moody's Investors Service changed Nationstar Mortgage LLC's rating
outlook to negative from stable while affirming its B1 corporate
family rating and B2 senior unsecured debt rating.

Ratings Rationale

The change in outlook to negative reflects the company's rapid
recent and future projected growth. Over the last four years, the
company's servicing portfolio has increased 13 times, from
approximately $13 billion at the end of 2007 to approximately $170
billion once the recently announced acquisition of mortgage
servicing rights from Aurora Bank is completed in May.

The history of finance companies, including mortgage servicers,
managing rapid growth is not good. Areas of concern are
operational, particularly strained management resources and the
company's ability to maintain servicer performance. Adding to the
operational risk is a heightened regulatory and litigation
environment along with increased head-line exposure, leaving
mortgage servicers with little room for operational errors.

The outlook could return to stable if the growth rate moderates
and Nationstar realizes the benefits of a larger servicing
portfolio as one of the largest non-prime special servicers in the
US. The ratings could be downgraded if Nationstar's growth
continues unabated or if the company's servicer performance
deteriorates. In addition, downward rating pressure could occur if
the company's financial fundamentals weaken more than moderately.

Given the negative outlook, an upgrade is unlikely at this time.
The last rating action on Nationstar was March 10, 2010 when its
corporate family and senior unsecured ratings were assigned B1 and
B2 respectively both a stable outlook.

The principal methodology used in rating Nationstar was the
Finance Company Global Rating Methodology published March 2012.

Nationstar, headquartered in Lewisville, Texas, is a non-bank
residential mortgage servicer that also originates conventional
agency and government residential mortgages.


NEBRASKA BOOK: Court Gives Go Signal for Plan Solicitation
----------------------------------------------------------
NBC Acquisition Corp. and its subsidiaries, including Nebraska
Book Company on April 12 received approval of the Disclosure
Statement for the Third Amended Plan of Reorganization from the
U.S. Bankruptcy Court for the District of Delaware.  The Court's
approval of the Disclosure Statement will permit the Company to
begin soliciting votes to accept the Plan on or before April 17,
2012.

"The approval of our Disclosure Statement represents an important
step in our restructuring process," said Barry Major, the
Company's President.  "We recognize that there are a few more
milestones to reach, including receiving votes in favor of our
plan from our creditors, but our emergence from Chapter 11 is in
sight with the support we have from our lenders and the unsecured
creditors' committee."

The Company filed the Amended Plan and related Disclosure
Statement on April 10, 2012, after finalizing an amended plan
support agreement with approximately 73% of the holders of their
10% senior secured notes and over two-thirds of the holders of
their 8.625% senior subordinated notes.  The Company made
subsequent revisions to the Amended Plan that secured the support
of the official committee of unsecured creditors for the Amended
Plan.

Votes on the Plan must be received by the Company's voting agent,
Kurtzman Carson Consultants, LLC, by May 21, 2012, unless the
deadline is extended.  The record date for voting was set for
April 6, 2012.  Solicitation materials will be mailed to all
parties entitled to vote on the Plan by April 17, 2012.  A hearing
to consider confirmation of the Amended Plan is currently
scheduled for May 30, 2012, at 9:30 am Eastern Time.

A copy of the Third Amended Plan of Reorganization and Disclosure
Statement can be found at http://www.kccllc.net/nbc

Questions regarding the court process should be directed to the
restructuring hotline at 1.888.369.6612.

                        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.


NESCO LLC: S&P Assigns 'B' Corp. Credit Rating; Outlook Stable
--------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'B' corporate
credit rating to privately owned Bluffton, Ind.-based NESCO LLC.
The outlook is stable.

"At the same time, Standard & Poor's assigned a 'B-' issue rating
(one notch below the corporate credit rating) to the $280 million
senior secured second-lien notes due 2017. NESCO LLC and NESCO
Holdings Corp. are the co-issuers of the notes. We also assigned
this debt a '5' recovery rating, indicating modest (10%-30%)
recovery in a payment default scenario," S&P said.

"The ratings on NESCO LLC reflect the company's 'highly leveraged'
financial risk profile and 'weak' business risk profile. NESCO LLC
provides specialty rental equipment for the electric power
transmission and distribution (T&D) industry. Its customers are
utilities and utility contractors," S&P said.

"We expect the company's operating performance to benefit in the
next 12-18 months as utilities increasingly outsource T&D
maintenance and construction activity and utility contractors
shift toward rentals versus owned equipment," said Standard &
Poor's credit analyst Svetlana Olsha.

"NESCO's weak business risk profile primarily reflects its narrow
scope of operations as a participant in the niche, competitive,
and highly fragmented T&D specialty equipment rental industry. The
company's multiregional footprint, young fleet age, and good
EBITDA margin should continue to somewhat temper its weaknesses.
NESCO operates from 32 locations across the U.S. and Canada and
manages an equipment fleet of more than 2,000 units," S&P said.

"Rentals account for most of the company's sales and likely will
comprise a growing majority of the company's revenue going
forward. Equipment rentals likely will continue to become more
popular as contractors rely more on rentals rather than purchasing
their own equipment because of the limited number of projects and
uncertainty on future projects," S&P said.


OCALA INN: Case Summary & 14 Largest Unsecured Creditors
--------------------------------------------------------
Debtor: Ocala Inn Management, Inc.
        3767 NW Blitchton Road
        Ocala, FL 34475-4635

Bankruptcy Case No.: 12-02468

Chapter 11 Petition Date: April 12, 2012

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

Debtor's Counsel: Albert H. Mickler, Esq.
                  MICKLER & MICKLER
                  5452 Arlington Expressway
                  Jacksonville, FL 32211
                  Tel: (904) 725-0822
                  E-mail: cmickler_32277@yahoo.com

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

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

A copy of the Company's list of its 14 largest unsecured creditors
filed with the petition is available for free at:
http://bankrupt.com/misc/flmb12-02468.pdf

The petition was signed by Ayaz Thariani, corporate secretary.


PACKAGING SYSTEMS: Meeting to Form Creditors' Panel on April 25
---------------------------------------------------------------
Roberta A. DeAngelis, United States Trustee for Region 3, will
hold an organizational meeting on April 25, 2012, at 1:30 p.m. in
the bankruptcy case of Packaging Systems, LLC.  The meeting will
be held at:

   United States Trustee's Office
   One Newark Center
   1085 Raymond Blvd.
   21st Floor, Room 2106
   Newark, NJ 07102

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.

Packaging Systems LLC filed a Chapter 11 petition (Bankr. D. N.J.
Case No. 12-18864) on April 3, 2012 in Trenton, New Jersey.  Bruce
J. Wisotsky, Esq., and Melissa A. Pena, Esq., at Norris,
Mclaughlin & Marcus, in Trenton, serve as counsel to the Debtor.
The Debtor estimated up to $1 million in assets and up to $10
million in debts.  The petition was signed by Robert T. Harmon,
managing member.


PARKS PHARMACY: Case Summary & 16 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Parks Pharmacy, Inc.
        P.O. Box 250310
        Montgomery, AL 36125

Bankruptcy Case No.: 12-30906

Chapter 11 Petition Date: April 13, 2012

Court: U.S. Bankruptcy Court
       Middle District of Alabama (Montgomery)

Judge: Dwight H. Williams, Jr.

Debtor's Counsel: James L. Day, Esq.
                  MEMORY & DAY
                  P.O. Box 4054
                  Montgomery, AL 36103-4054
                  Tel: (334) 834-8000
                  Fax: (334) 834-8001
                  E-mail: jlday@memorylegal.com

Estimated Assets: $0 to $50,000

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

A copy of it the Company's list of its 16 largest unsecured
creditors filed with the petition is available for free at:
http://bankrupt.com/misc/almb12-30906.pdf

The petition was signed by Demetrius Parks, president.


PERSONALIZED PHYSICIAN: Case Summary & Creditors List
-----------------------------------------------------
Debtor: Personalized Physician Care, LLC
          dba Naples Health Care Associates
              www.napleshealthcare.org
        1890 Southwest Health Parkway, Suite 203
        Naples, FL 34109

Bankruptcy Case No.: 12-05586

Chapter 11 Petition Date: April 12, 2012

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

Debtor's Counsel: Robert D. Wilcox, Esq.
                  BRENNAN, MANNA & DIAMOND, PL
                  800 W. Monroe Street
                  Jacksonville, FL 32202
                  Tel: (904) 366-1500
                  Fax: (904) 366-1501
                  E-mail: rdwilcox@bmdpl.com

Estimated Assets: $0 to $50,000

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

A copy of the Company's list of its 20 largest unsecured creditors
filed with the petition is available for free at:
http://bankrupt.com/misc/flmb12-05586.pdf

The petition was signed by Thomas W. Reed, manager and agent.


PHILLIPS VIEW: Case Summary & 7 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: Phillips View Tower, LLC
        2450 Maitland Center Parkway, Suite 300
        Maitland, FL 32751

Bankruptcy Case No.: 12-04915

Chapter 11 Petition Date: April 12, 2012

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

Debtor's Counsel: William G. Roy, III, Esq.
                  THE ROY LAW FIRM, PL
                  411 W. Central Parkway
                  Altamonte Springs, FL 32714
                  Tel: (407) 869-1414
                  Fax: (407) 869-9559
                  E-mail: wgr@roylawfirm.com

Scheduled Assets: $300,000

Scheduled Liabilities: $4,370,000

A copy of the Company's list of its seven largest unsecured
creditors filed with the petition is available for free at:
http://bankrupt.com/misc/flmb12-04915.pdf

The petition was signed by Dr. Adil R. Elias, manager.


WELKER FARMS: Voluntary Chapter 11 Case Summary
-----------------------------------------------
Debtor: Welker Farms, LLC
        P.O. Box 611
        Mead, CO 80542

Bankruptcy Case No.: 12-17361

Chapter 11 Petition Date: April 13, 2012

Court: U.S. Bankruptcy Court
       District of Colorado (Denver)

Judge: Sidney B. Brooks

Debtor's Counsel: David Warner, Esq.
                  SENDER & WASSERMAN, P.C.
                  1660 Lincoln Street, Suite 2200
                  Denver, CO 80264
                  Tel: (303) 296-1999
                  Fax: (303) 296-7600
                  E-mail: david.warner@sendwass.com

                         - and ?

                  Harvey Sender, Esq.
                  SENDER & WASSERMAN, P.C.
                  1660 Lincoln Street, Suite 2200
                  Denver, CO 80264
                  Tel: (303) 296-1999
                  Fax: (303) 296-7600
                  E-mail: Sendertrustee@sendwass.com

Scheduled Assets: $2,520,521

Scheduled Liabilities: $2,346,975

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

The petition was signed by Robert J. Stemwedel Jr., manager,
Senior Residential Communities, LLC.


PINNACLE AIRLINES: Nantahala Discloses 9.8% Equity Stake
--------------------------------------------------------
In an amended Schedule 13G filing with the U.S. Securities and
Exchange Commission, Nantahala Capital Management, LLC, disclosed
that, as of April 4, 2012, it beneficially owns 1,879,232 shares
of common stock of Pinnacle Airlines Corp. representing 9.8% of
the shares outstanding.  A copy of the filing is available for
free at http://is.gd/Lt0oI4

                   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.

Pinnacle Airlines Inc. and its affiliates, including Colgan Air,
Mesaba Aviation Inc., Pinnacle Airlines Corp., and Pinnacle East
Coast Operations Inc. filed for Chapter 11 bankruptcy (Bankr.
S.D.N.Y. Lead Case No. 12-11343) on April 1, 2012.

Judge Robert E. Gerber presides over the case.  Lawyers at Davis
Polk & Wardwell LLP, and Akin Gump Strauss Hauer & Feld LLP serve
as the Debtors' counsel.  Barclays Capital and Seabury Group LLC
serve as the Debtors' financial advisors.  Epiq Systems -
Bankruptcy Solutions serves as the claims and noticing agent.  The
petition was signed by John Spanjers, executive vice president and
chief operating officer.

Pinnacle Airlines' 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.

Delta Air Lines, Inc., the Debtors' major customer and post-
petition lender, is represented by David R. Seligman, Esq., at
Kirkland & Ellis LLP.


PNM RESOURCES: S&P Raises Unsecured Credit Rating to 'BB+'
----------------------------------------------------------
Standard & Poor's Ratings Services raised the corporate credit
ratings of PNM Resources Inc. (PNMR) and its electric utility
subsidiaries to 'BBB-' from 'BB', the unsecured rating at PNMR to
'BB+' from 'BB', the preferred stock rating on Public Service Co.
of New Mexico (PSNM) to 'BB' from 'B+', and the senior secured
debt rating on Texas-New Mexico Power Co. (TNMP) to 'BBB+' from
'BBB'. "At the same time, we affirmed the 'BBB-' senior unsecured
rating on PSNM and the '1+' senior secured debt rating on TNMP.
Also, we removed the recovery ratings on PNMR's and PSNM's
unsecured debt because the unsecured recovery criterion does not
apply to investment-grade issuers. The rating outlook on all
entities is stable," S&P said.

"The upgrades reflect PNMR's lower business risk as a result of
the company's focus on core electric operations, following the
previously completed divestitures of two unregulated businesses,
as well as on its management of regulatory environments," said
Standard & Poor's credit analyst Antonio Bettinelli. "We believe
the company will continue its efforts to maintain financial
stability through targeting a balanced capital structure and
bolstering operating cash flows through its ongoing focus on cost
recovery of operating expenses and capital expenditures," added
Mr. Bettinelli.


PRIMEDIA INC: S&P Puts 'B' Corp. Credit Rating on Watch Negative
----------------------------------------------------------------
Standard & Poor's Ratings Services placed its 'B' corporate credit
rating for Norcross, Ga.-based PRIMEDIA Inc. on CreditWatch with
negative implications. All related issue-level ratings on the
company's debt were also placed on CreditWatch with negative
implications. The recovery ratings on the debt issues remain
unchanged.

"The CreditWatch listing reflects our view that the potential
acquisition of Rent.com by PRIMEDIA could weaken credit metrics if
funding the acquisition involves higher debt balances," explained
Standard & Poor's credit analyst Chris Valentine. "PRIMEDIA's
financial risk profile could weaken in light of the company's
declining revenues and obstacles to improving profitability."

"PRIMEDIA is subject to significant cyclical and structural
pressures in its home guides and distribution business, ongoing
risks from the migration of real estate advertising to the
Internet from print, and its narrow business base in the highly
volatile real estate market. These risks cause us to view
PRIMEDIA's business risk profile as 'vulnerable.' Over the long
term, we believe the migration of real estate advertising online
poses risks in the form of competition and pricing pressure based
on low barriers to entry. Nevertheless, we expect that property
managers, especially managers of larger properties, will still
need to advertise using aggregators such as PRIMEDIA, which have
considerable market reach. We expect weakness in apartment rental
advertising demand to continue over the near term. Based on our
base-case scenario for 2012, we have assumed low-single-digit
percentage revenue and EBITDA declines from 2011 levels," S&P
said.

"The company had an adequate margin of compliance of 32% with its
net debt leverage covenant, the company's tightest covenant. We
see the risk that the margin of compliance could tighten in the
second half of 2012 if EBITDA continues to decline or if the
transaction increases debt balances, as the covenant steps down
each quarter," S&P said.

"Pro forma for the July 2011 acquisition and recapitalization of
Primedia by TPG Capital, debt to EBITDA (including $79 million in
present value of operating leases and restructuring charges, and
excluding a one-time transaction cost) was 5.0x at Dec. 31, 2011,
up from 4.5x at 2010 year-end. Excluding the effect of the
acquisition of Rent.com, we expect 2012 debt to EBITDA to increase
to the mid-5x area in 2012. EBITDA coverage of interest was 3.4x
at Dec. 31, 2011--down from 5.4x at year-end 2010. We expect
interest coverage in the high-2x area in 2012 due to higher
interest cost from the refinancing, EBITDA declines, and a
potential debt increase," S&P said.

"In resolving the CreditWatch listing, we will review the
company's capital structure, liquidity profile, and covenant
headroom when final deal terms are announced, in light of our
expectations for operating conditions. At that time, we could
either affirm or lower the rating, depending on the outcome of
our review," S&P said.


PROTECTIVE LIFE: Moody's Issues Summary Credit Opinion
------------------------------------------------------
Moody's Investors Service issued a summary credit opinion on
Protective Life Corporation and includes certain regulatory
disclosures regarding its ratings. The release does not constitute
any change in Moody's ratings or rating rationale for Protective
Life Corporation and its affiliates.

Moody's current ratings on Protective Life Corporation and its
affiliates are:

Senior Unsecured (domestic currency) ratings of Baa2

Senior Unsecured MTN Program (domestic currency) ratings of
(P)Baa2

Junior Subordinate (domestic currency) ratings of Ba1, (hyb)

Senior Unsecured Shelf (domestic currency) ratings of (P)Baa2

Subordinate Shelf (domestic currency) ratings of (P)Baa3

Preferred Shelf (domestic currency) ratings of (P)Ba1

Junior Preferred Shelf (domestic currency) ratings of (P)Ba1

Protective Life Secured Trusts

BACKED Senior Secured MTN Program (domestic currency) ratings of
(P)A2

Protective Life U.S. Funding Trust

Senior Secured MTN (domestic currency) ratings of (P)A2

Rating Rationale

Moody's A2 insurance financial strength (IFS) rating on Protective
Life Insurance Company (PLIC), the principal subsidiary of
Protective Life Corporation (Protective), and the Baa2 senior debt
rating of Protective reflect the group's diverse revenue and
earnings sources, a high proportion of earnings deriving from the
life insurance business, multiple distribution channels,
manageable cash outflows at the holding company, and an
established core competency in acquiring other companies and
blocks of business.

Additional credit challenges include the company's relatively
small, but growing, variable annuity (VA) business and significant
credit exposure to reinsurers. The company's Asset Protection
segment can expect near-to-medium-term earnings pressures given
the slow economic recovery and the particularly negative economic
impacts on the automotive and marine markets. This less strategic
business line has higher risk with greater earnings volatility
than the life and annuities business lines.

In addition, Protective's business mix could place demands on
regulatory capital due to acquisition strain and reserves required
under Regulation AXXX (applicable to universal life insurance with
no-lapse guarantees). However, Protective's current capital
position is strong, and Moody's expects the company to prudently
manage the profitable growth of its life insurance business while
balancing the regulatory reserve requirements.

Protective operates in five business segments, selling its
products through a multi-channel, third party distribution
network. Life Marketing is the company's largest segment, followed
by the Acquisitions segment, contributing 41% and 31%,
respectively, to pre-tax operating income for 2010. The
Acquisitions segment focuses on acquiring, converting, and
servicing policies acquired from other companies, primarily life
insurance policies sold to individuals. Two recent acquisitions
are expected to ultimately increase this segment's contribution to
earnings to 35%. The company primarily focuses on individual
lines, but has historically offered institutional investment
products (IIP) through its Stable Value Products segment (11% of
YTD Sept 2011 pre-tax operating income). Protective sold only
relatively small amounts of stable value business in 2010 and
through the first nine-months of 2011, but plans to
opportunistically moderate any additional declines in balances by
FHLB borrowings and other potential sales.

Protective's other principal operating company is West Coast Life
Insurance Company (West Coast Life). A support agreement between
PLIC and West Coast Life provides the credit enhancement that is
the basis for the extension of PLIC's A2 IFS rating to West Coast
Life. West Coast Life principally marketed life insurance to
individuals through a broker general agent (BGA) distribution
channel, and ceased new sales as of year-end 2011 as production
shifted to PLIC.

Rating Outlook

The rating outlook is stable.

What to Watch For:

-- Company's management of XXX/AXXX reserves and ability to
    minimize the impact through product design.

-- Growth in variable annuities and ability to hedge secondary
    guarantee exposure to equity markets.

What Could Change the Rating - Up

Protective's ratings could go up as a result of:

-- Sustained earnings growth in excess of 10% annually and
    sustained ROE of over 10%;

-- Adjusted financial leverage maintained in the mid 20% range;

-- Sustained annual cash flow interest coverage of above 6 times
    and earnings coverage of at least 8 times;

-- Company action level NAIC Risk-Based Capital (RBC) ratio at
    PLIC consistently over 350%.

What Could Change the Rating - Down

Protective's ratings could go down as a result of:

-- Pre-tax credit-related losses (OTTI and realized capital
    losses) exceeding $75 million in 2012;

-- Adjusted financial leverage rises above 30%;

-- Annual cash flow interest coverage falls below 4 times;

-- Company action level NAIC RBC ratio at PLIC below 325%.

The principal methodology used in these ratings was Moody's Global
Rating Methodology for Life Insurers published in May 2010.


PROTEONOMIX INC: Miami University Terminates Research Agreement
---------------------------------------------------------------
The University of Miami terminated the Research Agreement with
Proteonomix, Inc., by delivering written notice of the termination
to the Company.  The purpose of the Agreement was to govern the
conduct of a Phase 1 Clinical Trial of UMK-121, a combination drug
therapy to be tested upon patients with End Stage Liver Disease.

The Agreement was terminated by the University for "various
business reasons" which were not further specified.  All funds
paid to the University to perform the Phase 1 Trial were returned.

Ian McNiece, a director of the Company and the Company's Chief
Scientific Officer is employed by the University as a Professor of
Medicine.

The Company has scheduled meetings aimed at finding another
institution to conduct the Phase 1 Clinical Trial of UMK-121.

                         About Proteonomix

Proteonomix, Inc. (OTC BB: PROT) -- http://www.proteonomix.com/--
is a biotechnology company focused on developing therapeutics
based upon the use of human cells and their derivatives.

The Company reported a net loss applicable to common shares of
$1.38 million in 2011, compared with a net loss applicable to
common shares of $3.47 million in 2010.

The Company's balance sheet at Dec. 31, 2011, showed $3.34 million
in total assets, $7.03 million in total liabilities, and a
$3.69 million total stockholders' deficit.

KBL, LLP, in New York, expressed substantial doubt about the
Company's ability to continue as a going concern.  The independent
auditors noted that the Company has sustained significant
operating losses and is currently in default of its debt
instrument and needs to obtain additional financing or restructure
its current obligations.


QUAMTEL INC: RBSN LLP Raises Going Concern Doubt
------------------------------------------------
Quamtel, Inc., filed on April 13, 2012, its annual report on Form
10-K for the fiscal year ended Dec. 31, 2011.

RBSM LLP, in New York, New York, expressed substantial doubt about
Quamtel's ability to continue as a going concern.  The independent
auditors noted that the Company has incurred significant operating
losses in the current year and also in the past.

The Company reported a net loss of $4.49 million on $1.93 million
of revenues for 2011, compared with a net loss of $10.05 million
on $2.18 million of revenues for 2010.

The Company's balance sheet at Dec. 31, 2011, showed $1.78 million
in total assets, $3.48 million in total current liabilities, and a
stockholders' deficit of $1.70 million.

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

                       http://is.gd/bssAU6

Dallas, Texas-based Quamtel, Inc., is a communications company
offering, through its subsidiaries, a comprehensive range of
mobile broadband and communications products and services that are
designed to meet the needs of individual consumers, businesses,
government subscribers and resellers.  The Company's common stock
trades on the OTC Bulletin Board (OTC BB) under the symbol "QUMI."


QUANTUM FUEL: Maturity Date of Central 1 Loan Extended to 2017
--------------------------------------------------------------
Schneider Power Providence Bay Inc., a wholly-owned tier two
subsidiary of the Quantum Fuel Systems Technologies Worldwide,
Inc., and Central 1 Credit Union, entered into a letter agreement
pursuant to which SPI Providence Bay and Central 1 agreed to renew
and amend the terms of a certain term loan in the approximate
principal amount of C$1.2 million.

The material amendments to the term loan are:

   (1) the maturity date was amended to April 10, 2017 (from
       April 3, 2012); and

  (ii) the interest rate was amended to 6% per annum (from 7% per
       annum).

Pursuant to the terms of the Letter Agreement, SPI Providence Bay
will make 60 monthly payments of C$12,899.16 and a final payment
of C$667,421.65 on the maturity date.

                        About Quantum Fuel

Based in Irvine, California, Quantum Fuel Systems Technologies
Worldwide, Inc., is a fully integrated alternative energy company
and considers itself a leader in the development and production of
advanced clean propulsion systems and renewable energy generation
systems and services.

Quantum Fuel and its senior lender, WB QT, LLC, entered into a
Ninth Amendment to Credit Agreement and a Forbearance Agreement on
Jan. 3, 2011.  The Senior Lender agreed to provide the Company
with a $5.0 million non-revolving line of credit, which may be
drawn upon at any time prior to April 30, 2011.  Advances under
the New Line of Credit do not bear interest -- unless an event of
default occurs, in which case the interest rate would be 10% per
annum -- and mature on April 30, 2011.  The Senior Lender also
agreed to forbear from accelerating the maturity date for any
portion of the Senior Debt Amount and from exercising any of its
rights and remedies with respect to the Senior Debt Amount until
April 30, 2011.

The Company reported a net loss attributable to stockholders of
$11.03 million on $20.27 million of total revenue for the year
ended Apri1 30, 2011, compared with a net loss attributable to
stockholders of $46.29 million on $9.60 million of total revenue
during the prior year.

Quantum Fuel reported a net loss attributable to stockholders of
$38.49 million on $24.47 million of total revenue for the eight
months ended Dec. 31, 2011, compared with a net loss attributable
to stockholders of $6.52 million on $10.51 million of total
revenue for the same period a year ago.

The Company's balance sheet at July 31, 2011, showed
$74.15 million in total assets, $31.62 million in total
liabilities, and $42.53 million total stockholders' equity.

Ernst & Young LLP, in Orange County, California, noted that
Quantum Fuel's recurring losses and negative cash flows combined
with the Company's existing sources of liquidity and other
conditions raise substantial doubt about the Company's ability to
continue as a going concern.

                       Possible Bankruptcy

The Company anticipates that it will need to raise a significant
amount of debt or equity capital in the near future in order to
repay certain obligations owed to the Company's senior secured
lender when they mature.  As of June 15, 2011, the total amount
owing to the Company's senior secured lender was approximately
$15.5 million, which includes approximately $12.5 million of
principal and interest due under three convertible promissory
notes that are scheduled to mature on Aug. 31, 2011, and a $3.0
million term note that is potentially payable in cash upon demand
beginning on Aug. 1, 2011, if the Company's stock is below $10.00
at the time demand for payment is made.  If the Company is unable
to raise sufficient capital to repay these obligations at maturity
and the Company is otherwise unable to extend the maturity dates
or refinance these obligations, the Company would be in default.
The Company said it cannot provide any assurances that it will be
able to raise the necessary amount of capital to repay these
obligations or that it will be able to extend the maturity dates
or otherwise refinance these obligations.  Upon a default, the
Company's senior secured lender would have the right to exercise
its rights and remedies to collect, which would include
foreclosing on the Company's assets.  Accordingly, a default would
have a material adverse effect on the Company's business and, if
the Company's senior secured lender exercises its rights and
remedies, the Company would likely be forced to seek bankruptcy
protection.


RACETRACK DEVELOPMENT: Case Summary & 20 Largest Unsec Creditors
----------------------------------------------------------------
Debtor: Racetrack Development, LLC
        2025 Laguna Way
        Naples, FL 34109

Bankruptcy Case No.: 12-05520

Chapter 11 Petition Date: April 11, 2012

Court: United States Bankruptcy Court
       Middle District of Florida (Ft. Myers)

Debtor's Counsel: Bradley S Shraiberg, Esq.
                  SHRAIBERG, FERRARA & LANDAU PA
                  2385 NW Executive Center Drive, Suite 300
                  Boca Raton, FL 33431
                  Tel: (561) 433-0800
                  Fax: (561) 998-0047
                  E-mail: bshraiberg@sfl-pa.com

Scheduled Assets: $0

Scheduled Liabilities: $20,967,517

A copy of the Company's list of its 20 largest unsecured creditors
filed together with the petition is available for free at
http://bankrupt.com/misc/flmb12-05520.pdf

The petition was signed by David J. Mola, manager.


RADLAX GATEWAY: Has Access to Cash Collateral Until June 20
-----------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Illinois
issued a 14th interim order for RadLAX Gateway Hotel, LLC, and its
debtor-affiliates to use the Lender's cash collateral until June
20, 2012.

The Debtors would use the cash collateral relating to the hotel's
room revenues and food and beverage revenues to pay operating
expenses of the hotel.

As adequate protection from diminution in value of the Lender's
collateral, the Debtor will continue operating the hotel and use
the cash collateral to pay operating expenses of the hotel.

A further hearing on the Debtors' continued access to the cash
collateral will be held on June 20, at 10:30 a.m.  Objections, if
any, are due June 13.

A full-text copy of the 14th interim order is available for free
at http://bankrupt.com/misc/RADLAXGATEWAY_cashcoll14thinterimorder.pdf

                    About RadLAX Gateway Hotel

Oak Brook, Illinois-based RadLAX Gateway Hotel, LLC, operates a
hotel.  The Company and its affiliates filed for Chapter 11
bankruptcy (Bankr. N.D. Ill. Case Nos. 09-30047 - 09-30032) on
Aug. 17, 2009.  Brian A. Audette, Esq., and David M. Neff, Esq.,
at Perkins Coie LLP, in Chicago, Illinois, represent the Debtors
in their restructuring efforts.  RadLAX estimated $50 million to
$100 million in assets and up to $500 million in debts.


RESIDENTIAL CAPITAL: S&P Keeps 'CC' Issuer Credit Rating on Watch
-----------------------------------------------------------------
Standard & Poor's Ratings Services maintained its issuer credit
and issue-level ratings on Residential Capital LLC (ResCap) on
CreditWatch with negative implications, where they had been placed
Nov. 10, 2011.

"ResCap announced a one-month extension to the maturity dates of
two senior credit facilities provided by its parent, Ally
Financial. The original maturity date for these facilities was
April 13. 'The CreditWatch on ResCap was based in part on our view
that the company might not have access to sufficient liquidity to
cover obligations under the maturing facilities, along with
uncertainties associated with the potential for ResCap's parent to
extend the facilities or provide some other form of support,' said
Standard & Poor's credit analyst Thomas Connell. The facilities
are now due on May 14. (An unsecured, and undrawn, component of
one of the facilities was not subject to the maturity extension),"
S&P said.

"In February, we lowered our issuer credit rating on ResCap to
'CC' while maintaining the ratings on CreditWatch negative,
reflecting our expectation of limited, if any, future support for
ResCap from Ally. ResCap's failure to meet its obligations under
the maturing facilities could trigger bankruptcy. Under our
criteria, a company rated 'CC' is 'highly vulnerable,'" S&P said.

"While Ally has provided support to ResCap at various times in the
past, recent statements by Ally management have not provided a
basis for expectations of future support," S&P said.

"We expect to resolve the CreditWatch by mid May, reflecting the
revised maturities of ResCap's senior credit facilities. If Ally
extends further support to ResCap, we will reassess the issuer-
and issue-level ratings, dependent on the nature of that support,"
S&P said.



SEITEL INC: S&P Rates New $275-Mil. Second Lien Term Loan 'B'
-------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'B' rating to
Seitel Inc.'s proposed $275 million second lien term loan maturing
in 2018. "The recovery rating on this debt is a '3', reflecting
our expectation of meaningful (50% to 70%) recovery in the event
of a payment default. The Houston-based seismic data company plans
to use the proceeds to redeem the $275 million outstanding on its
9.75% senior unsecured notes due 2014," S&P said.

"The 'B' rating and stable outlook on Seitel reflect our
assessment of the company's 'vulnerable' business risk and
'aggressive' financial risk. The ratings incorporate the continued
recovery of the North American oilfield services industry from the
trough levels of 2009, along with the company's improved liquidity
position and debt leverage measures," S&P said.

"Our corporate and issue-level ratings are contingent upon the
company using proceeds from the proposed term loan to redeem the
existing $275 million of unsecured debt, as proposed," S&P said.

RATINGS LIST
Seitel Inc.
Corporate credit rating                        B/Stable/--

New Rating
Proposed $275 mil 2nd-lien term loan due 2018  B
  Recovery rating                               3


STANADYNE HOLDINGS: COO James Borzi Resigns for Personal Reasons
----------------------------------------------------------------
James W. Borzi resigned from his position as Chief Operating
Officer of Stanadyne Corporation on April 7, 2011.  He was an at-
will employee and did not have an employment agreement with
Stanadyne.  Mr. Borzi resigned for personal reasons.

As previously reported by the TCR on April 10, 2012, Mr. Borzi was
appointed as COO effective April 1, 2012.

                      About Stanadyne Holdings

Stanadyne Corporation, headquartered in Windsor, Connecticut,
is a designer and manufacturer of highly-engineered precision-
manufactured engine components, including fuel injection equipment
for diesel engines.  Stanadyne sells engine components to original
equipment manufacturers and the aftermarket in a variety of
applications, including agricultural and construction vehicles and
equipment, industrial products, automobiles, light duty trucks and
marine equipment.  Revenues for LTM ended Sept. 30, 2010 were
$240 million.

The Company reported a net loss of $32.50 million in 2011.  The
Company previously reported a net loss of $9.98 million in 2010,
following a net loss of $23.70 million in 2009.

The Company's balance sheet at Dec. 31, 2011, showed $367.46
million in total assets, $414.10 million in total liabilities,
$686,000 in redeemable non-controlling interest, and a $47.32
million total stockholders' deficit.

                           *     *     *

In January 2011, Moody's Investors Service confirmed Stanadyne
Holdings, Inc.'s Caa1 Corporate Family Rating and revised the
rating outlook to stable.  The CFR confirmation reflects the
remediation of the Stanadyne's previous inability to file
financial statements in accordance with financial reporting
requirements contained in its debt agreements and expectations for
modest continued improvement in operating performance.  Improved
operations, largely the result of positive momentum in key end
markets and restructuring activities, have allowed Stanadyne to
maintain positive funds from operations despite increased cash
interest expense.  The company's $100 million 12% senior discount
notes began paying cash interest in February 2010.

In March 2012, Standard & Poor's Ratings Services revised its
long-term outlook to negative from stable on Windsor, Conn.-based
Stanadyne Corp. At the same time, Standard & Poor's affirmed its
ratings, including the 'CCC+' corporate credit rating, on
Stanadyne.

"The outlook revision reflects the risk that Stanadyne may not be
able to service debt obligations of its parent, Stanadyne Holdings
Inc. as early as August 2012," said Standard & Poor's credit
analyst Dan Picciotto.


SINCLAIR BROADCAST: Acquires Freedom TV Stations for $385 Million
-----------------------------------------------------------------
Sinclair Broadcast Group, Inc., has closed on the acquisition of
the Freedom Communications broadcast assets for $385.0 million.
The Company financed the acquisition and a portion of the closing
costs with a draw under a recently raised $157.5 million
incremental Term Loan A and a $192.5 million incremental Term B
Loan commitment under its amended Bank Credit Facility, plus a
$38.5 million cash escrow previously paid in November 2011.
Sinclair had been operating the Freedom stations since Dec. 1,
2011, pursuant to a Local Marketing Agreement, while it awaited
FCC approval.

The Freedom Television stations acquired are:

   * WPEC (CBS 12) West Palm Beach, Florida (DMA 38)

   * WWMT (CBS 3) Grand Rapids/Kalamazoo/Battle Creek, Michigan
     (DMA 42)

   * WRGB (CBS 6) Albany, New York (DMA 58)

   * WCWN (CW 45) Albany, New York (DMA 58)

   * WTVC (ABC 9) Chattanooga, Tennessee (DMA 86)

   * WLAJ (ABC 3) Lansing, Michigan (DMA 115)

   * KTVL (CBS 10) Medford-Klamath falls, Oregon (DMA 140)

   * KFDM (CBS 6) Beaumont-Port Arthur-Orange, Texas (DMA 141)

                      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.

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.

                           *     *     *

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.


SUN HEALTHCARE: S&P Raises Issue-Level Rating to 'BB-'
------------------------------------------------------
Standard & Poor's Ratings Services raised its existing issue-level
rating on Irvine, Calif.-based nursing home operator Sun
Healthcare Group Inc. to 'BB-' from 'B+', and revised the recovery
rating to '1' from '2', indicating its expectation that lenders
would receive substantial (90%-100%) recovery in the event of a
payment default. "This reflects the decreased amount of secured
debt outstanding in our simulated default scenario after the
company made a $50 million payment of its senior secured term
loan. At the same time, we are affirming our 'B' corporate credit
rating on the company. The rating outlook is stable," S&P said.

"The rating on Sun Healthcare Group reflects our assessment of the
company's business risk profile as 'weak' and the financial risk
profile as 'highly leveraged'," S&P said.

"We expect Sun to remain subject to significant reimbursement
risk, such as the recent Medicare payment cut to nursing homes,
and adverse changes to the reimbursement rules for group therapy
services," said Standard & Poor's credit analyst John Bluemke. "We
expect Sun's total revenue to increase by less than 1% for 2012,
less than 2011's approximate 1% revenue improvement, primarily
because of the full-year impact of the Medicare rate cut. The
projected impact of the rate cut could be less than for some of
Sun's peers, because of expected flat Medicaid reimbursement
rates. Adjusted EBITDA margins are projected to decrease by 100
basis points, primarily driven by the Medicare rate cut. Sun is
expected to generate about $10 million in free cash flow in 2012,"
S&P said.


TALON INTERNATIONAL: Michael Francis Resigns from Board
-------------------------------------------------------
Michael Francis Snyder resigned as a member of the Board of
Directors of Talon International, Inc., effective as of April 9,
2012.  Mr. Snyder has been a member of the Talon Board of
Directors since July 2010.

Mr. Snyder was an independent member of the Board, appointed by
the Series B Preferred shareholder.  CVC California, LLC, the sole
holder of Talon's Series B Preferred Stock, will be entitled to
elect an independent director to fill the vacant board seat
resulting from Mr. Snyder's resignation.

                     About Talon International

Woodland Hills, Calif.-based Talon International, Inc. (OTC BB:
TALN) -- http://www.talonzippers.com/-- is a global supplier of
apparel fasteners, trim and interlining products to manufacturers
of fashion apparel, specialty retailers, mass merchandisers, brand
licensees and major retailers.  Talon manufactures and distributes
zippers and other fasteners under its Talon(R) brand, known as the
original American zipper invented in 1893.  Talon also designs,
manufactures, engineers, and distributes apparel trim products and
specialty waistbands under its trademark names, Talon, Tag-It and
TekFit, to more than 60 apparel brands and manufacturers including
Wal-Mart, Kohl's, J.C. Penney, Victoria's Secret, Tom Tailor,
Abercrombie and Fitch, Polo Ralph Lauren, Phillips-Van Heusen,
Reebok and Juicy Couture.  Talon has offices and facilities in the
United States, United Kingdom, Hong Kong, China, and Bangladesh.

Talon International reported net income of $729,133 in 2011,
compared with a net loss of $1.46 million in 2010.

The Company reported net income of $599,756 on $10.28 million of
net sales for the three months ended Dec. 31, 2011, compared with
a net loss of $23,687 on $8.97 million of net sales for the same
period a year ago.

The Company's balance sheet at Dec. 31, 2011, showed $16.36
million in total assets, $9.60 million in total liabilities,
$20.67 million in Series B convertible preferred stock, and a
$13.91 million total stockholders' deficit.


TBS INTERNATIONAL: Court OKs Assumption of Plan Support Agreement
-----------------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of New York
authorized TBS International plc, et al., to assume the Plan
Support Agreement with Prepetition Plan Lenders.

The Debtors relate that prior to the Petition Date, they commenced
the solicitation of votes with respect to the Joint Prepackaged
Plan of Reorganization dated Jan. 31, 2012, through their related
Disclosure Statement.

As of the Petition Date, the Debtors have received overwhelming
acceptance of the Plan from all voting classes.  If confirmed, the
Plan will implement the 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 ensure that the Debtors had sufficient support for the Plan and
the restructuring contemplated, the Debtors also negotiated the
Plan Support Agreement, dated Jan. 31, 2012, which governs the
Prepetition Lenders' support of the Plan.

Pursuant to the Plan Support Agreement, the Supporting Prepetition
Lenders -- i.e., those Prepetition Plan Lenders that executed the
Plan Support Agreement -- agreed to support the Plan which
provides, among other things, for the restructuring of the
Debtors' obligations to the Prepetition Lenders as provided in the
Term Sheets and for the unimpairment of general unsecured claims
under the Plan.  All but one of the Debtor's Prepetition Lenders
voted in favor of the Plan and executed the Plan Support
Agreement.

The Debtors believe that the Plan is the best restructuring
alternative available to the Debtors.  The restructuring
contemplated by the Plan will provide sufficient working capital
to the Debtors and enable their business to succeed and grow.  To
implement this restructuring, the Debtors have obtained a
commitment from certain of the Supporting Prepetition Lenders to
provide $42.8 million in the form of debtor in possession
financing.

The Plan Support Agreement also provides that:

   -- each Supporting Prepetition Lender will exercise all votes
   to which it is entitled to accept the Plan;

   -- while the Plan Support Agreement is in effect, the
   Supporting Prepetition Lenders agreed to not transfer any
   Claims except to a transferee who agrees to be bound by the
   Plan Support Agreement;

   -- it may be automatically terminated, or terminated on notice
   from the Supporting Prepetition Lenders (depending on the
   particular termination event), upon the occurrence of certain
   events, the most important of which, for purposes of the
   motion, is the Debtors' failure to file a motion to assume the
   Plan Support Agreement within five business days after the
   Petition Date.  Other termination events include, without
   limitation:

   a) a breach of the obligations under the Plan Support Agreement
   by any party thereto;

   b) failure to obtain Court approval of the Disclosure Statement
   and confirmation of the Plan within 60 days of the Petition
   Date;

   c) the dismissal or conversion of the Chapter 11 Cases to cases
   under chapter 7 of the Bankruptcy Code or the appointment of a
   trustee (whether interim or permanent), a responsible officer
   or examiner with powers beyond the duty to investigate and
   report in any of the Chapter 11 Cases;

   d) the non-occurrence of the effective date of the Plan by
   May 31, 2012;

   e) the filing with the Bankruptcy Court by the Debtors of any
   plan of reorganization in the Chapter 11 Cases other than the
   Plan or any motion or pleading that is not consistent in any
   material respect with the Plan Support Agreement or the Plan;

   f) the Debtors' withdrawal of the Plan or a public announcement
   by the Debtors of their intention not to support the Plan; and

   g) the occurrence of a Material Adverse Effect, subject to
   normal market carve outs.

                     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.


TBS INTERNATIONAL: GCG Inc. Approved as Claims Agent
----------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of New York,
in a final order, authorized TBS International plc, et al., to
employ GCG, Inc. as claims and noticing agent.

As reported in the Troubled Company Reporter on Feb. 10, 2012, TBS
Shipping Services Inc. and its debtor-affiliates said the more
than 3,000 domestic and international creditors and other parties-
in-interest involved in their Chapter 11 cases may impose heavy
administrative and other burdens on the Debtors and their
professionals.  In this regard, the Debtors seek the Bankruptcy
Court's permission to employ GCG Inc. as administrative agent and
as claims and noticing agent in accordance with the bankruptcy
administration agreement dated Nov. 11, 2011.  Administration of
the Chapter 11 cases will require GCG to perform duties outside
the scope of section 156(c) of the Bankruptcy Code.  Those duties
include balloting services, tabulation services, and other
services.

Prior to the Petition Date, the Debtors paid to GCG a $100,000
retainer. As of the Petition Date, GCG has applied the retainer to
all pre-petition invoices.

GCG's Craig Johnson attests that the firm is a "disinterested
person" within the meaning of section 101(14) of the Bankruptcy
Code; and does not hold or represent an interest adverse to the
Debtors' estates in connection with any matter on which GCG will
be employed.

                     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.


TBS INTERNATIONAL: Gets Final OK to Hire GCG as Admin. Agent
------------------------------------------------------------
The Hon. Robert D. Drain of the U.S. Bankruptcy Court for the
Southern District of New York, in a final order, authorized TBS
International plc, et al., to employ GCG, Inc., as administrative
agent nunc pro tunc to the Petition Date.

GCG is authorized to perform all actions and services, including
to:

     a) assist with the preparation and filing of the Debtors'
schedules of assets and liabilities and statements of financial
affairs;

     b) generate and provide claim reports and claim objection
exhibits, as requested by the Debtors and their professionals; and

     c) manage the preparation, compilation, and mailing of
documents to creditors and other parties in interest in connection
with the solicitation of a Chapter 11 plan.

Prior to the Petition Date, the Debtors paid to GCG a retainer in
the amount of $210,000.  As of the Petition Date, GCG has applied
the retainer to all prepetition invoices.  GCG will apply any
remaining amounts of its prepetition retainer as a credit toward
postpetition fees and expenses, after the postpetition fees and
expenses are approved pursuant to the first order of the Court
awarding fees and expenses to GCG.

                     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.


TBS INTERNATIONAL: Gets Final OK to Obtain $1.5MM DIP Financing
---------------------------------------------------------------
The Hon. Robert D. Drain of the U.S. Bankruptcy Court for the
Southern District of New York, in a final order, authorized
Claremont Shipping Corp. and Yorkshire Shipping Corp., debtor-
affiliates of TBS International plc, to:

   -- to obtain secured, superpriority postpetition financing with
   Credit Suisse AG, as lender in an aggregate principal amount of
   up to $500,000, on an interim basis, from DIP Facility B; and

   -- use the cash collateral.

Credit Suisse committed to provide, on a final basis, postpetition
financing in an aggregate principal amount of up to $1,500,000.

Pursuant to the Prepetition Loan Documents, the Prepetition
Borrowers are indebted to the Prepetition Lender pursuant to
Prepetition Loan Agreement having a principal outstanding loan
balance of $18,192,000 (together with interest, fees, expenses and
other obligations accrued and accruing thereunder).  The
Prepetition Obligations are guaranteed by TBS International Public
Limited Company and TBS International Limited.

Credit Suisse consented to the Debtors' postpetition financing
solely for (a) working capital and other uses provided for in the
DIP Agreement; and (b) payment of any authorized adequate
protection payments fees and interest.  No proceeds of the DIP
Facility will be used to make any adequate protection payments to
any party other than Credit Suisse AG, as Prepetition Lender.

As adequate protection from any diminution in value of the
lender's collateral, the Debtors will grant Credit Suisse
perfected security interests in and liens on all of the DIP
Collateral, including, without limitation, all property of the
Debtors, a superpriority administrative expense claim status,
subject to carve out on certain expenses.

                     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.


TBS INTERNATIONAL: Gibson Dunn Approved as Gen. Bankruptcy Counsel
------------------------------------------------------------------
The Hon. Robert D. Drain of the U.S. Bankruptcy Court for the
Southern District of New York authorized TBS International plc, et
al., to employ Gibson, Dunn & Crutcher as general bankruptcy and
restructuring counsel.

As reported in the Troubled Company Reporter on Feb. 16, 2012, the
hourly rates of Gibson Dunn's personnel are:

         Partner                $865 - $1,075
         Of Counsel                 $785
         Associate              $595 - $735

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

                     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.


TBS INTERNATIONAL: Lazard Freres Approved as Investment Banker
--------------------------------------------------------------
The Hon. Robert D. Drain of the U.S. Bankruptcy Court for the
Southern District of New York authorized TBS International plc, et
al., to employ Lazard Freres & Co. LLC as investment banker.

As reported in the Troubled Company Reporter on March 7, 2012,
Lazard is expected to, among other things:

   -- assist in the determination of a range of values for Debtors
      on a going concern basis;

   -- advise the Debtors on tactics and strategies for negotiating
      with stakeholders; and

   -- render financial advice to the Debtors and participating in
      meetings or negotiations with stakeholders or rating
      agencies or other appropriate parties in connection with any
      restructuring.

The Debtors intend that the services of Lazard will complement the
services of any other professional retained in these Chapter 11
cases.

Lazard will be paid:

   a) a monthly fee of $150,000 in cash;

   b) a fee equal to $2,600,000 payable upon consummation of a
      restructuring;

   c) a fee in connection with a sale of either (i) all or a
      majority of the Debtors assets, or (ii) less than a majority
      of the Debtors' assets, will be based on a schedule related
      to the aggregate consideration paid or the restructuring
      fee;

   d) an additional cash fee will be payable upon the closing of
      a financing transaction; and

   e) for the avoidance of any doubt, more than one fee may be
      payable pursuant to each of clauses (b), (c), and (d).

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

                     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.


TELKONET INC: To Record $3.1 Million of Impairment Charge in 2011
-----------------------------------------------------------------
Telkonet, Inc., evaluates goodwill for impairment based on the
fair value of the operating business units to which this goodwill
relates at least once a year.  In connection with the preparation
of the Annual Report on Form 10-K for the year ended Dec. 31,
2011, management of the Company assessed and determined that the
estimated carrying value of the Company's Smart Systems
International reporting unit exceeded its estimated fair value.
As a result, it will be necessary to record a material impairment
charge of approximately $3.1 million to goodwill for the year
ended Dec. 31, 2011.  The goodwill impairment charge is non-cash
in nature and does not impact the Company's liquidity, cash flows
provided by operating activities or future operations.

                           About Telkonet

Milwaukee, Wisconsin-based Telkonet, Inc. is a clean technology
company that develops and manufactures proprietary energy
efficiency and smart grid networking technology.

The Company's balance sheet at Sept. 30, 2011, showed $16.46
million in total assets, $3.99 million in total liabilities,
$856,434 in redeemable preferred stock Series A, $1.32 million in
redeemable preferred stock, Series B, and $10.29 million total
stockholders' equity.

RBSM LLP, in New York, expressed substantial doubt about the
Company's ability to continue as a going concern, following the
2010 financial results.  RBSM noted that the Company has incurred
significant operating losses in current year and also in the past.


THERMOENERGY CORP: Errors Found in 2011 Financial Statements
------------------------------------------------------------
In connection with the preparation and audit of ThermoEnergy
Corporation's consolidated financial statements as of, and for the
year ended, Dec. 31, 2011, the Company reviewed the accounting
treatment of its debt and equity transactions during that year.
During this review the Company uncovered errors that impacted its
previously issued unaudited 2011 interim consolidated financial
statements for the quarterly periods ended March 31, 2011,
June 30, 2011, and Sept. 30, 2011.

The Company will restate the 2011 Interim Consolidated Financial
Statements in its 2011 Form 10-K through expanded disclosure of
the selected quarterly financial data, including describing the
restatement and its impact on previously issued amounts.  The
Company has not amended and does not intend to amend its
previously filed 2011 Quarterly Reports to reflect those
restatements.

The Company has concluded that it incorrectly accounted for a
series of related transactions effected pursuant to certain Note
Amendment and Forbearance Agreements, effective as of Jan. 4,
2011, with the holders of its Convertible Promissory Notes due
May 31, 2010, including the partial repayment of the Old Notes,
the conversion of a portion of the Old Notes into shares of its
Series B Convertible Preferred Stock, the issuance to the holders
of the Old Notes of warrants for the purchase of shares of the
Company's Common Stock and the issuance to the holders of the Old
Notes, upon cancellation of the Old Notes, of Amended and Restated
Promissory Notes due Feb. 29, 2012, by treating such transactions
as debt modifications rather than debt extinguishment.

None of the errors related to the Company's cash position,
revenues or loss from operations for any of the periods in which
those errors occurred.  The Company estimates the net effect of
these errors to be:

   (i) a $5.5 million understatement of its net loss in the
       quarter ended March 31, 2011;

  (ii) a $1.2 million overstatement of its net loss in the quarter
       ended June 30, 2011; and

(iii) a $4.6 million overstatement of its net loss in the quarter
       ended Sept. 30, 2011.

The understatement of the Company's net loss in the quarter ended
March 31, 2011, is offset by the overstatement of its net loss in
the quarters ended June 30, 2011, and Sept. 30, 2011, with the net
effect that the Company's net loss for the nine-month period ended
Sept. 30, 2011, was overstated by approximately $0.3 million.  The
amounts of these adjustments have not yet been finalized.

                    About ThermoEnergy Corporation

Little Rock, Ark.-based ThermoEnergy Corporation is a clean
technologies company engaged in the worldwide development of
advanced municipal and industrial wastewater treatment systems and
carbon reducing clean energy technologies.

As reported by the TCR on April 7, 2011, Kemp & Company, a
Professional Association, in Little Rock, Arkansas, expressed
substantial doubt about the Company's ability to continue as a
going concern.  The independent auditors noted that the Company
has incurred net losses since inception and will require
substantial capital to continue commercialization of the
Company's technologies and to fund the Companies liabilities.

The Company reported a net loss of $11.87 million on $3.57
million of revenue for the nine months ended Sept. 30, 2011,
compared with a net loss of $8.49 million on $2.05 million of
revenue for the same period a year ago.

The Company reported a net loss of $9.85 million in 2010,
following a net loss of $12.98 million in 2009.

The Company's balance sheet at Sept. 30, 2011, showed
$4.27 million in total assets, $11.09 million in total
liabilities, and a $6.81 million total stockholders' deficiency.


UNITED RENTALS: Fitch Affirms 'B' Long-Term Issuer Default Rating
-----------------------------------------------------------------
Fitch Ratings has affirmed, removed from Rating Watch Negative and
simultaneously withdrawn the Issuer Default Ratings (IDRs) of
United Rentals, Inc. (URI) and its subsidiary, United Rentals
(North America), Inc. (URNA).  Fitch has also affirmed, removed
from Rating Watch Negative and withdrawn the rating assigned to
UNRA's senior secured debt and downgraded and withdrawn the
ratings assigned to UNRA's senior unsecured debt and subordinated
debt.  Fitch will no longer provide ratings or analytical coverage
of URI and URNA as information available to the agency is
insufficient to maintain a rating.
The affirmations are based upon URI's ability to maintain adequate
liquidity for the rating category and its access to the capital
markets given the recent upsizing of its $2.8 billion acquisition
financing.  However, as stated in its press release dated Dec. 22,
2011, Fitch remains concerned with the increased level of leverage
URI must undertake to finance the cash portion of its acquisition
of RSC Holdings.

Based on current terms of the RSC Holding acquisition, URI's
funding profile is expected to become increasingly secured, which
will potentially lower the recoveries for unsecured debtholders.
Although the combination of the two companies would likely
increase rental penetration and reduce volatility in URI's revenue
profile, the acquisition would also add near-term integration and
execution risks to the company's current business model.  Fitch
also views URI's announced $200 million share repurchase program
after closing as being aggressive, in light of URI's leverage and
capitalization.

Fitch has taken the following rating actions removed the ratings
from Rating Watch Negative, and simultaneously withdrawn them:

United Rentals, Inc.

  -- Long Term IDR affirmed at 'B'.

United Rentals (North America), Inc.

  -- Long Term IDR affirmed at 'B+';
  -- Senior Secured affirmed at 'BB/RR1';
  -- Senior Unsecured downgraded to 'B/RR5';
  -- Subordinated downgraded to 'B-/RR6'.




UNITED RETAIL: Committee Taps CBIZ Inc. as Financial Advisor
------------------------------------------------------------
The Official Committee of Unsecured Creditors in the Chapter 11
cases of United Retail Group, Inc., et al., has tapped CBIZ MHM,
LLC and CBIZ, Inc., as its financial advisor.

CBIZ will, among other things:

   i) manage or assist with any investigation into the prepetition
acts, conduct, property, liabilities and financial condition of
the Debtors, their management, or creditors, including the
operation and liquidation of the Debtors' businesses, as
instructed by the Committee;

  ii) analyze transactions with insiders, related or affiliated
companies, subsequent and prior to the Petition Date; and

iii) assist the Committee or its counsel in any litigation
proceedings against any potential adversaries as a result of such
investigation and analysis.

The hourly rates of CBIZ' personnel are:

         Directors and Managing Directors          $400 - $725
         Managers and Senior Managers              $300 - $400
         Senior Associates and Staff               $130 - $300

To the best of the Committee's knowledge, CBIZ represents no
interest adverse to the Committee, the Debtors, their estates,
or any other party-in-interest in the matters upon which it is to
be engaged and that its employment is in the best interest of the
estates.

                     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.

The Official Committee of Unsecured Creditors tapped Cooley LLP as
its counsel and CBIZ MHM, LLC and CBIZ, Inc., as its financial
advisor.

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.


UNITED RETAIL: Committee Wants Cooley LLP as Bankruptcy Counsel
---------------------------------------------------------------
The Official Committee of Unsecured Creditors in the Chapter 11
cases of United Retail Group, Inc., et al., asks the U.S.
Bankruptcy Court for the Southern District of New York for
permission to retain Cooley LLP as its counsel.

The hourly rates of the Cooley's personnel are:

         Jay R. Indyke, partner           $895
         Lawrence C. Gottlieb, partner    $985
         Richard S. Kanowitz, partner     $795
         Cathy R. Hershcopf, partner      $795
         Jeffrey L. Cohen, partner        $660
         Michael Klein Associate          $630
         Brent I. Weisenberg, associate   $630
         Dana S. Katz, associate          $445
         Robert B. Winning, associate     $395
         Rebecca Goldstein, paralegal     $245

To the best of the Committee's knowledge, Cooley has no interest
adverse to the Debtors' estates.

                     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.

The Official Committee of Unsecured Creditors tapped Cooley LLP as
its counsel and CBIZ MHM, LLC and CBIZ, Inc., as its financial
advisor.

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.


UNITED RETAIL: Has Until Aug. 29 to Decide on Unexpired Leases
--------------------------------------------------------------
The Hon. Stuart M. Bernstein of the U.S. Bankruptcy Court for the
Southern District of New York extended United Retail Group, Inc.,
et al.'s time to assume or reject unexpired leases of
nonresidential real property to the earlier of:

   a) Aug. 29, 2012; and

   b) the effective date of any chapter 11 plan for the Debtors;
provided, however, that with respect to the lease for the Debtors'
corporate headquarters located at 365 West Passaic Street,
Rochelle Park, New Jersey, the time within which the Debtors must
assume or reject the lease is extended until the earlier of (x)
July 10, 2012; and (y) the effective date of any chapter 11 plan
for the Debtors.

                     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.

The Official Committee of Unsecured Creditors tapped Cooley LLP as
its counsel and CBIZ MHM, LLC and CBIZ, Inc., as its financial
advisor.

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.


VIEW SYSTEMS: Hires Seale and Bears as New Accountants
------------------------------------------------------
Robert L. White & Associates, Inc., was dismissed as certifying
accountant for View Systems, Inc.  On March 30, 2012, the Company
engaged Seale and Bears, CPAs, LLC, as its principal independent
accountant.  This decision to engage Seale and Bears, CPAs, LLC,
was ratified by the majority approval of the full Board of
Directors of the Company.

Because the Company has no standing audit committee the Company's
full Board of Directors participated in and approved the decision
to change independent accountants.

In connection with its review of financial statements through
April 10, 2012, there have been no disagreements with Robert L.
White & Associates 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 Robert L. White & Associates would have caused it to make
reference thereto in its report on the financial statements.

During the two most recent fiscal years and the interim periods
preceding the engagement, the Company has not consulted Seale and
Bears, CPAs, LLC regarding (i) the application of accounting
principles to a specific transaction, either completed or
proposed, or the type of audit opinion that might be rendered on
the Company's financial statements, or (ii) any matter that was
either the subject of a disagreement as that term is used in Item
304 (a)(1)(iv) of Regulation S-K and the related instructions to
Item 304 of Regulation S-K or a reportable event as that term is
used in Item 304(a)(1)(v) and the related instructions to Item 304
of Regulation S-K.

                         About View Systems

Baltimore, Md.-based View Systems, Inc., develops, produces and
markets computer software and hardware systems for security and
surveillance applications.

The Company reported a net loss of $368,329 on $576,735 of
net revenues for the nine months ended Sept. 30, 2011, compared
with a net loss of $294,065 on $722,042 of net revenues for the
same period during the prior year.

The Company's balance sheet at Sept. 30, 2011, showed
$1.48 million in total assets, $1.82 million in total liabilities,
and a $339,294 total stockholders' deficit.

As reported in the TCR on March 15, 2011, Robert L. White &
Associates, Inc., in Cincinnati, Ohio, expressed substantial doubt
about View Systems' ability to continue as a going concern,
following the Company's 2010 results.  The independent auditors
noted that the Company had a net loss of $513,353 for the year
ended Dec. 31, 2010, and has an accumulated deficit of $22,837,787
at Dec. 31, 2010.


VOLUNTEER BANCORP: Suspending Filing of Reports with SEC
--------------------------------------------------------
Volunteer Bancorp,Inc., filed a Form 15 notifying of its
suspension of its duty under Section 15(d) to file reports
required by Section 13(a) of the Securities Exchange Act of 1934
with respect to its common stock.  Pursuant to Rule 12g-4, the
Company is suspending reporting because there are currently less
than 500 holders of record of the common shares.  There were only
415 holders of the common shares as of April 13, 2012.

                       About Volunteer Bancorp

Rogersville, Tenn.-based Volunteer Bancorp, Inc., is a registered
bank holding company organized under the laws of Tennessee,
chartered in 1985.  The Company conducts operations through its
subsidiary, The Citizens Bank of East Tennessee ("Bank"), a state
bank organized under the laws of the state of Tennessee in
April 1906.

According to the Company's annual report for the year ended
Dec. 31, 2011, Crowe Horwath LLP, in Brentwood, Tennessee,
expressed substantial doubt about Volunteer Bancorp's ability to
continue as a going concern.  The independent auditors noted that
the Company has suffered significant losses in recent years and
has elevated levels of non-performing assets and its subsidiary
bank is not in compliance with minimum regulatory capital
requirements required by the consent order with regulatory
authorities.

The Company reported a net loss of $1.12 million on $4.24 million
of net interest income (before provision for loan losses) for
2011, compared with a net loss of $3.57 million on $4.11 million
of net interest income (before provision for loan losses) for
2010.

The Company's balance sheet at Dec. 31, 2011, showed
$128.05 million in total assets, $126.65 million in total
liabilities, and stockholders' equity of $1.40 million.


WARNER CHILCOTT: S&P Keeps 'BB' Corporate Credit Rating
-------------------------------------------------------
Standard & Poor's Ratings Services revised its senior unsecured
rating on Ireland-based Warner Chilcott plc to '3' from '4'. The
revision follows the approximate $650 million of secured term loan
payments made by the company during 2011. The 'BB' senior
unsecured issue-level rating and all other ratings are unchanged.

"The speculative-grade rating on Ireland-based Warner Chilcott plc
reflects a 'fair' business risk profile, which takes into
consideration our expectation that the threat of generic
competition to the company's product portfolio and its limited
research and development (R&D) capabilities could result in
additional product or company acquisitions over the next year. It
also reflects a 'significant' financial risk profile since we
believe the company will likely use capacity generated from debt
reduction to re-lever by incurring new additional debt to pay
another substantial dividend, or to bolster its product portfolio,
keeping leverage higher, at more than 3x, over the next year," S&P
said.

RATINGS LIST
Warner Chilcott plc

Corporate credit rating           BB/Stable/--

Recovery Rating Revised; Issue Rating Remains Unchanged
                                  To            From
Senior unsecured debt             BB
Recovery rating                  3             4


WORLD SURVEILLANCE: Files Form S-1; Registers 50MM Common Shares
----------------------------------------------------------------
World Surveillance Group Inc. filed with the U.S. Securities and
Exchange Commission a Form S-1 registration statement relating to
the offer and sale of up to 50,000,000 shares of the Company's
common stock, par value $0.00001 per share, which may be resold
from time to time by La Jolla Cove Investors, LLC.  The 50,000,000
shares may be acquired by the selling stockholder pursuant to a
certain convertible debenture that was issued in a private
placement in reliance on Section 4(2) of the Securities Act of
1933, as amended, and Rule 506 promulgated thereunder.  The
initial financing of $500,000 was paid at the closing to the
Company and an additional aggregate investment in the Company of
$5.0 million is required by the private placement documents.  The
selling stockholder also has the right to purchase an additional
$5.0 million of the Company's common stock at a purchase price of
$0.21 per share for a period of three years.  The private
placement closed on Feb. 2, 2012.

Pursuant to the private placement documents, the Company agreed to
register for resale 50,000,000 shares of common stock that may be
issued to the selling stockholder pursuant to a certain
convertible debenture issued by the Company to the selling
stockholder in the private placement.  The Company is not selling
any common stock under this prospectus and will not receive any
proceeds from the sale of shares by the selling stockholder.

Other than commissions and legal fees of the selling stockholder,
the Company will bear all expenses incurred in connection with
registration of the common stock offered by the selling
stockholder.

The Company's common stock is traded on the OTCBB under the symbol
"WSGI."  On April 4, 2012, the closing price of the Company's
common stock was $0.04 per share.

A copy of the prospectus is available for free at:

                       http://is.gd/48L5FE

                     About World Surveillance

World Surveillance Group Inc. designs, develops, markets and sells
autonomous lighter-than-air (LTA) unmanned aerial vehicles (UAVs)
capable of carrying payloads that provide persistent security
and/or wireless communication from air to ground solutions at low,
mid and high altitudes.  The Company's airships, when integrated
with electronics systems and other high technology payloads, are
designed for use by government-related and commercial entities
that require real-time intelligence, surveillance and
reconnaissance or communications support for military, homeland
defense, border control, drug interdiction, natural disaster
relief and maritime missions.  The Company is headquartered at the
Kennedy Space Center, in Florida.

The Company reported a net loss of $340,155 on $130,144 of net
sales for the nine months ended Sept. 30, 2011, compared with a
net loss of $7.78 million on $200,000 of net sales for the same
period during the prior year.

The Company's balance sheet at Sept. 30, 2011, showed $2.94
million in total assets, $16.87 million in total liabilities and a
$13.93 million total stockholders' deficit.

Rosen Seymour Shapss Martin & Company LLP, in New York, expressed
substantial doubt about Sanswire's ability to continue as a
going concern, following the Company's results for the fiscal year
ended Dec. 31, 2010.  The independent auditor noted that the
Company has experienced significant losses and negative cash
flows, resulting in decreased capital and increased accumulated
deficits.


* Large Companies With Insolvent Balance Sheets
-----------------------------------------------

                                           Total
                                          Share-      Total
                                Total   Holders'    Working
                               Assets     Equity    Capital
  Company         Ticker        ($MM)      ($MM)      ($MM)
  -------         ------       ------    -------    -------
ABSOLUTE SOFTWRE  ABT CN        125.3       (7.2)      10.8
ACCO BRANDS CORP  ABD US      1,116.7      (61.9)     316.8
AMC NETWORKS-A    AMCX US     2,183.9   (1,037.0)     525.8
AMER AXLE & MFG   AXL US      2,328.7     (419.6)     187.0
AMER RESTAUR-LP   ICTPU US       33.5       (4.0)      (6.2)
AMERISTAR CASINO  ASCA US     2,012.0      (90.6)     (33.0)
AMYLIN PHARM INC  AMLN US     1,870.2     (138.7)     125.2
ARRAY BIOPHARMA   ARRY US        82.2     (127.2)     (15.1)
AUTOZONE INC      AZO US      6,056.5   (1,295.5)    (608.2)
BAZAARVOICE INC   BV US          46.8      (15.4)     (18.2)
BOSTON PIZZA R-U  BPF-U CN      146.9     (105.3)      (2.0)
CABLEVISION SY-A  CVC US      7,143.3   (5,560.3)    (240.5)
CAPMARK FINANCIA  CPMK US    20,085.1     (933.1)       -
CARMIKE CINEMAS   CKEC US       422.9       (5.6)     (33.4)
CC MEDIA-A        CCMO US    16,542.0   (7,471.9)   1,556.3
CENTENNIAL COMM   CYCL US     1,480.9     (925.9)     (52.1)
CHENIERE ENERGY   CQP US      1,737.3     (545.0)      57.7
CHENIERE ENERGY   LNG US      2,915.3     (173.0)       6.5
CHOICE HOTELS     CHH US        447.7      (25.6)      10.2
CIENA CORP        CIEN US     1,918.3      (21.1)     918.6
CINCINNATI BELL   CBB US      2,714.7     (715.2)     (35.4)
CLOROX CO         CLX US      4,290.0     (199.0)    (289.0)
CROWN HOLDINGS I  CCK US      6,868.0     (239.0)     318.0
DEAN FOODS CO     DF US       5,754.4      (98.7)     220.8
DELTA AIR LI      DAL US     43,499.0   (1,396.0)  (4,972.0)
DENNY'S CORP      DENN US       350.5       (9.7)     (25.9)
DIRECTV-A         DTV US     18,423.0   (2,842.0)    (502.0)
DISH NETWORK-A    DISH US    11,470.2     (419.0)     527.3
DISH NETWORK-A    EOT GR     11,470.2     (419.0)     527.3
DOMINO'S PIZZA    DPZ US        480.5   (1,209.7)     129.7
DUN & BRADSTREET  DNB US      1,977.1     (740.2)    (226.6)
FREESCALE SEMICO  FSL US      3,415.0   (4,480.0)   1,432.0
GENCORP INC       GY US         931.2     (189.7)     108.9
GLG PARTNERS INC  GLG US        400.0     (285.6)     156.9
GLG PARTNERS-UTS  GLG/U US      400.0     (285.6)     156.9
GOLD RESERVE INC  GRZ CN         78.3      (25.8)      56.9
GOLD RESERVE INC  GRZ US         78.3      (25.8)      56.9
GRAHAM PACKAGING  GRM US      2,947.5     (520.8)     298.5
HCA HOLDINGS INC  HCA US     26,898.0   (7,014.0)   1,679.0
HUGHES TELEMATIC  HUTC US        94.0     (111.8)     (39.0)
HUGHES TELEMATIC  HUTCU US       94.0     (111.8)     (39.0)
INCYTE CORP       INCY US       329.0     (227.1)     175.2
IPCS INC          IPCS US       559.2      (33.0)      72.1
ISTA PHARMACEUTI  ISTA US       153.1      (49.1)       2.3
JUST ENERGY GROU  JE US       1,644.4     (394.5)    (338.4)
JUST ENERGY GROU  JE CN       1,644.4     (394.5)    (338.4)
LIN TV CORP-CL A  TVL US      1,077.7      (80.9)      56.6
LIZ CLAIBORNE     LIZ US        950.0     (109.0)     124.8
LORILLARD INC     LO US       3,008.0   (1,513.0)   1,079.0
MARRIOTT INTL-A   MAR US      5,910.0     (781.0)  (1,234.0)
MEAD JOHNSON      MJN US      2,766.8     (168.0)     689.6
MERITOR INC       MTOR US     2,553.0     (983.0)     180.0
MERRIMACK PHARMA  MACK US        85.3      (21.7)      39.4
MONEYGRAM INTERN  MGI US      5,175.6     (110.2)     (40.4)
MOODY'S CORP      MCO US      2,876.1     (158.4)     290.4
NATIONAL CINEMED  NCMI US       820.2     (346.8)      68.4
NAVISTAR INTL     NAV US     11,503.0     (190.0)   2,238.0
NEXSTAR BROADC-A  NXST US       595.0     (183.4)      39.6
NPS PHARM INC     NPSP US       214.0      (46.1)     156.0
NYMOX PHARMACEUT  NYMX US         6.4       (5.2)       2.9
OMEROS CORP       OMER US        27.0       (5.6)       7.0
OTELCO INC-IDS    OTT US        317.7      (12.4)      18.6
OTELCO INC-IDS    OTT-U CN      317.7      (12.4)      18.6
PALM INC          PALM US     1,007.2       (6.2)     141.7
PDL BIOPHARMA IN  PDLI US       269.5     (204.3)     100.5
PEER REVIEW MEDI  PRVW US         0.0       (2.5)      (2.6)
PLAYBOY ENTERP-A  PLA/A US      165.8      (54.4)     (16.9)
PLAYBOY ENTERP-B  PLA US        165.8      (54.4)     (16.9)
PRIMEDIA INC      PRM US        208.0      (91.7)       3.6
PROTECTION ONE    PONE US       562.9      (61.8)      (7.6)
QUALITY DISTRIBU  QLTY US       302.4     (106.2)      45.8
REGAL ENTERTAI-A  RGC US      2,341.3     (572.5)       2.8
RENAISSANCE LEA   RLRN US        57.0      (28.2)     (31.4)
RENTECH NITROGEN  RNF US        152.4      (76.1)     (32.3)
REVLON INC-A      REV US      1,157.1     (692.9)     183.3
RSC HOLDINGS INC  RRR US      3,141.0      (38.4)      (1.0)
RURAL/METRO CORP  RURL US       303.7      (92.1)      72.4
SALLY BEAUTY HOL  SBH US      1,792.7     (168.5)     482.3
SINCLAIR BROAD-A  SBGI US     1,571.4     (111.4)      14.1
SUN COMMUNITIES   SUI US      1,368.0     (100.7)       -
TAUBMAN CENTERS   TCO US      3,336.8     (256.2)       -
THERAVANCE        THRX US       258.8      (87.1)     199.3
UNISYS CORP       UIS US      2,612.2   (1,311.0)     487.3
VECTOR GROUP LTD  VGR US        927.8      (89.0)     194.5
VERISIGN INC      VRSN US     1,856.2      (88.1)     788.9
VERISK ANALYTI-A  VRSK US     1,541.1      (98.5)     104.0
VIRGIN MOBILE-A   VM US         307.4     (244.2)    (138.3)
WEIGHT WATCHERS   WTW US      1,121.6     (409.8)    (279.7)



                            *********

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, Ivy B. Magdadaro, 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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