TCR_Public/120612.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, June 12, 2012, Vol. 16, No. 162

                            Headlines

1POINT SOLUTIONS: Former Clients Can't Sue Bank for ERISA Fraud
261 EAST: Court Approves Corcoran Group as Leasing Agent
261 EAST: Court OKs Newhouse & Shey as Real Estate Counsel
39 SOUTH: Case Summary & 8 Largest Unsecured Creditors
4KIDS ENTERTAINMENT: Seeks to Keep Sole Control Over Case

ADVANCED MEDICAL: Reports Convertible Note and Stock Issuances
ADVANCED COMPUTER: Files for Chapter 11 in Puerto Rico
ADVANCED COMPUTER: Case Summary & 20 Largest Unsecured Creditors
ALABAMA BOATING: Case Summary & 9 Largest Unsecured Creditors
ALEXANDER SRP: Plan Proposes Full Payment to Unsecured Creditors

ALI INVESTMENTS: Case Summary & 4 Largest Unsecured Creditors
AMERICAN AIRLINES: Reports May 2012 Revenue and Traffic
AMERICAN WEST: Inks Restructuring, Settlement Deal with Bank Group
ARCTIC GLACIER: Enters Binding Agreement to Sell to H.I.G.
ARK OF SAFETY: Case Summary & 19 Largest Unsecured Creditors

ATP OIL: Matt McCarroll Named as CEO But Subsequently Resigns
AVISTAR COMMUNICATIONS: Six Directors Elected at Annual Meeting
BAKERS FOOTWEAR: Annual Meeting Adjourned Until July 18
BALL GROUND: Cherokee County Seeks Stay Relief to Evict Owner
BELL COPPER: Rogue River Defaults Under Secured Term Facility

BERNARD L. MADOFF: Foreign Def. Cases Moved to District Court
BICENT HOLDINGS: Wins Approval of Ch. 11 Disclosure Statement
BONAVIA TIMBER: Court to Confirm Full Payment Plan
CATALYST PAPER: Non-Binding Indication of Interest Due July 11
CBS I LLC: Files for Chapter 11 in Las Vegas

CBS I LLC: Case Summary & 17 Largest Unsecured Creditors
CLIFFS CLUB: Wants Exclusivity Periods Extended to October
BAY FRONT: Case Summary & 20 Largest Unsecured Creditors
BLUEKNIGHT ENERGY: MSDC Owns 24% Common Units, 6% Pref. Units
BON-TON STORES: BlackRock Discloses 4.9% Equity Stake

CHEMBULK NEW YORK: Singapore Proceedings Recognized by U.S. Court
CONVERTED ORGANICS: Edward Gildea Elected to Board of Directors
CRYSTAL CATHEDRAL: New Owner Renames Church
CYNERGY GROUP: Voluntary Chapter 11 Case Summary
DECOU LUMBER: Case Summary & 20 Largest Unsecured Creditors

DELTA PETROLEUM: Plan to Accomplish Deleveraging of Balance Sheets
DELTA PETROLEUM: Has Contribution Pact with Piceance & Laramie
DESERT INN: Case Summary & 20 Largest Unsecured Creditors
DEWEY & LEBOEUF: Lessors Object to Proposed Cash Collateral Use
DEX ONE: Fails to Comply with NYSE's $1.00 Trading Price Rule

DEX ONE: Atish Banerjea to Resell 100,000 Common Shares
DURRANT GROUP: Court Dismisses Bankruptcy Case
ENERGY CONVERSION: Adjournment Motion Denied, Procedures Approved
ENERGY CONVERSION: Shareholders Withdraw Official Committee Bid
ENERGY CONVERSION: Creditors Seek Plan Hearing Adjournment

ENERGY CONVERSION: Summit Wants Equipment Excluded from Sale List
GARY PHILLIPS: July 3 Hearing on Turnover of Cash Collateral
GENON ENERGY: Moody's Corrects December 16 Ratings Release
GOODMAN NETWORKS: Moody's Reviews 'B2' CFR for Downgrade
GRIFFIN DEVELOPMENT: Voluntary Chapter 11 Case Summary

HAWKER BEECHRAFT: Purchase Offers Won't Be Made Public
HORIZON LINES: Names Sam Woodward as President and CEO
HOUGHTON MIFFLIN: Taps PwC as Auditor, KMPG as Tax Consultant
HOVNANIAN ENTERPRISES: Swings to $1.8MM Net Income in Fiscal Q2
HOWARD AVENUE: Case Summary & 10 Largest Unsecured Creditors

INDIANAPOLIS DOWNS: Proposes Bidding Protocol
INDYMAC BANCORP: Ruling Lifts Hopes of Failed Banks' Creditors
INFINITY FUNDING: Case Summary & 5 Largest Unsecured Creditors
INFUSYSTEM HOLDINGS: Terminates "Poison Pill" Plan
INSIGHT COMMUNICATIONS: Moody's Withdraws B1 Corp. Family Rating

INTELLICELL BIOSCIENCES: Signs Security Agreement with TCA
IVOLUTION MEDICAL: Case Summary & 17 Largest Unsecured Creditors
KH FUNDING: Third Amended Plan of Liquidation Declared Effective
KHAJA BLESSING: Case Summary & 6 Largest Unsecured Creditors
KMC REAL ESTATE: Non-Material Modification to 2nd Amended Plan

KROLL CONTRACTORS: Case Summary & 20 Largest Unsecured Creditors
LANDESK GROUP: Moody's Assigns 'B2' CFR; Outlook Stable
LICHTIN/WADE LLC: Court Determines Global Mediation is Needed
LICHTIN/WADE: Court Approves Hughes Pittman as Accountant
M3 TECHNOLOGY: Voluntary Chapter 11 Case Summary

MASTER SILICON: Suspending Filing of Reports with SEC
MBAJ GROUP: Case Summary & 6 Largest Unsecured Creditors
MIDWEST FAMILY: Moody's Lifts Rating on Class I Bonds to 'Ba1'
MPG OFFICE: Has Agreement to Temporarily Hold 3800 Chapman Title
NAVISTAR INTERNATIONAL: GAMCO Assets Discloses 4.6% Equity Stake

NAVISTAR INTERNATIONAL: Carl Icahn Discloses 11.8% Equity Stake
NAVISTAR INT'L: Losses Cue Fitch to Give BB Issuer Default Rating
NEWPAGE CORP: Members Ratify New Four-Year Master Contract
NORTHCORE TECHNOLOGIES: Announces Launch of Kuklamoo
PACIFIC ALLIED: Case Summary & 2 Largest Unsecured Creditors

PENINSULA HOSPITAL: Court OKs LaMonica Herbst as Trustee's Counsel
PINNACLE AIRLINES: Flight 3407 Plaintiffs Want to Continue Suit
PMI GROUP: Court Approves Sale of Impact Funding Certificates
PNM INVESTMENTS: Case Summary & 5 Largest Unsecured Creditors
REDDY ICE: Court Approves DLA Piper as Bankruptcy Counsel

SAN JOSE REDEVELOPMENT: Moody's Cuts Bond Ratings to 'Ba2'
SAVIENT PHARMA: Wants Creditors' Bid to Appoint Receiver Rejected
SDA INC: Meeting to Form Creditors' Panel on June 13
SDA INC: Case Summary & 30 Largest Unsecured Creditors
SEALY CORP: FPR Partners Discloses 8.8% Equity Stake

SEITEL INC: Moody's Withdraws 'B3' Rating on $275MM Term Loan
SEQUOIA PARTNERS: Gets More Time to File Amended Plan Outline
SINO-FOREST: 72% of Noteholders Sign Support Agreement
TALON THERAPEUTICS: Registers Add'l 1.5-Mil. Shares Under Plan
TANDUS FLOORING: Moody's Upgrades CFR to 'B1'; Outlook Stable

THANKS 1B: Case Summary & 14 Largest Unsecured Creditors
THEMIS PROPERTIES: Case Summary & 7 Largest Unsecured Creditors
TRAINOR GLASS: Wins Final Approval to Use Cash, Obtain DIP Loan
TRIBUNE CO: Creditors Turn Attention to LBO Litigation
UNIGENE LABORATORIES: In Talks with VPC on Debt Restructuring

UNIGENE LABORATORIES: Richard Levy Discloses 46.2% Equity Stake
UNI-PIXEL INC: Austin Marxe Ceases to Hold 5% Equity Stake
UNITED CONTINENTAL: Pilots Hold Informational Picketing Tomorrow
USEC INC: To Issue Additional 10MM Shares Under Savings Program
USEC INC: Tradewinds Global Ceases to Hold 5% Equity Stake

VITRO SAB: Judge Set to Rule on Bankruptcy Plan This Week
WASHINGTON LOOP: Chapter 11 Liquidating Plan Wins Court Approval
WASHINGTON LOOP: Court Says $23,804 is South Loop Collateral Value
WESCHE JEWELERS: Case Summary & 15 Largest Unsecured Creditors
WINDSOR PAVILIONS-DES: Case Summary & 5 Largest Unsec Creditors

WYNN RESORTS: Fitch Affirms 'BB' LT IDR Rating; Outlook Stable
ZAC THE CAT: Case Summary & 6 Largest Unsecured Creditors

* Paul Hastings' M. McKinnon Moves to Greenberg Traurig
* Sidley Austin Named Bankruptcy Team of the Year

* Large Companies With Insolvent Balance Sheets

                            *********

1POINT SOLUTIONS: Former Clients Can't Sue Bank for ERISA Fraud
---------------------------------------------------------------
Eric Hornbeck at Bankruptcy Law360 reports that former clients of
a convicted investment adviser who bilked employee-benefits plans
that he managed out of millions of dollars and his bankrupt
company, 1Point Solutions LLC, can't sue Regions Bank for helping
facilitate the fraud, because the bank wasn't their fiduciary, the
Sixth Circuit ruled Friday.

Bankruptcy Law360 says the bankruptcy trustee of third-party
employee benefits administration company 1Point Solutions LLC and
its owner, Barry Stokes, can't hold Regions Financial Corp.'s
Regions Bank accountable for Stokes' fraud because the bank only
collected fees from 1Point's accounts.

Headquartered in Dickson, Tennessee, 1Point Solutions LLC's
creditors filed an involuntary chapter 11 petition (Bankr. M.D.
Tenn. Case No. 06-05400) on Sept. 26, 2006.  John McLemore, the
Chapter 11 Trustee in 1Point Solutions LLC obtained permission
from the Court to substantively consolidate the Debtor's chapter
11 case with the bankruptcy case of the Debtor's founder, Barry R.
Stokes.


261 EAST: Court Approves Corcoran Group as Leasing Agent
--------------------------------------------------------
261 East 78 Realty Corp. sought and obtained approval from the
U.S. Bankruptcy Court to employ NRT NY LLC, dba The Corcoran
Group, as leasing agent.

Corcoran will "attempt to obtain satisfactory tenants to lease
portion(s) of the Premises on terms to be approved by [the
Debtor]," 261 East 78 Realty said in court papers.

The Debtor will pay Corcoran a commission equivalent the rates in
a rate schedule annexed to the parties' Exclusive Right To Lease
Agreement.  Payment will be deemed earned and payable upon
execution of a lease agreement by both parties, and Corcoran will
be paid as a priority professional expense.

The Debtor believes the firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code.

                          About 261 East

261 East 78 Realty Corp. owns real property located at 261 East
78th Street, in New York.  The premises consist of seven
commercial units, three of which are currently occupied.  261 East
78 Realty filed for Chapter 11 bankruptcy (Bankr. S.D.N.Y. Case
No. 11-15624) on Dec. 6, 2011.  The case was assigned to Judge
Robert E. Gerber.  Shaked & Posner serves as the Debtor's counsel.
The Chapter 11 filing was precipitated by the commencement of
foreclosure proceedings on the premises.  The Debtor scheduled
$20.2 million in assets and $18.8 million in liabilities.  The
petition was signed by Lee Moncho, president.


261 EAST: Court OKs Newhouse & Shey as Real Estate Counsel
----------------------------------------------------------
261 East 78 Realty Corp. won permission from the U.S. Bankruptcy
Court to employ Newhouse & Shey LLP as special real estate
counsel.

The Debtor needs N&S for the leasing of its premises, the
completion of the construction, and the negotiation with current
tenants occupying the premises regarding the payment of rent by
tenants and other related matters.

N&S will coordinate with Shaked & Posner, the Debtor's bankruptcy
counsel.

John Newhouse, Esq., attests that N&S is a "disinterested person"
as the term is defined in Section 101(14) of the Bankruptcy Code.

N&S will be paid according to its normal hourly rates of $400 per
hour for partners and $225 to $300 per hour for associates.

                          About 261 East

261 East 78 Realty Corp. owns real property located at 261 East
78th Street, in New York.  The premises consist of seven
commercial units, three of which are currently occupied.  261 East
78 Realty filed for Chapter 11 bankruptcy (Bankr. S.D.N.Y. Case
No. 11-15624) on Dec. 6, 2011.  The case was assigned to Judge
Robert E. Gerber.  Shaked & Posner serves as the Debtor's counsel.
The Chapter 11 filing was precipitated by the commencement of
foreclosure proceedings on the premises.  The Debtor scheduled
$20.2 million in assets and $18.8 million in liabilities.  The
petition was signed by Lee Moncho, president.


39 SOUTH: Case Summary & 8 Largest Unsecured Creditors
------------------------------------------------------
Debtor: 39 South Main LLC
        29 Cameo Ridge Road
        Monsey, NY 10952

Bankruptcy Case No.: 12-23068

Chapter 11 Petition Date: June 5, 2012

Court: U.S. Bankruptcy Court
       Southern District of New York (White Plains)

Judge: Robert D. Drain

Debtor's Counsel: Scott B. Ugell, Esq.
                  UGELL LAW FIRM, P.C.
                  24 South Main Street, Suite 100
                  New City, NY 10956
                  Tel: (845) 639-7011
                  Fax: (845) 639-7004
                  E-mail: Scott@UgellLaw.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 eight largest unsecured
creditors filed with the petition is available for free at:
http://bankrupt.com/misc/nysb12-23068.pdf

The petition was signed by Victor Fein, senior member manager.


4KIDS ENTERTAINMENT: Seeks to Keep Sole Control Over Case
---------------------------------------------------------
Marie Beaudette at Dow Jones' DBR Small Cap reports 4Kids
Entertainment Inc. is seeking to keep control over its Chapter 11
case for another two months as it awaits the outcome of sale
negotiations between two rival bidders for its assets.

New York-based 4Kids Entertainment, Inc., dba 4Kids, is an
entertainment and media company specializing in the youth oriented
market, with operations in these business segments: (i) licensing,
(ii) advertising and media broadcast, and (iii) television and
film production/distribution.  The parent entity, 4Kids
Entertainment, was organized as a New York corporation in 1970.

4Kids filed for bankruptcy protection under Chapter 11 of the
Bankruptcy Code to protect its most valuable asset -- its rights
under an exclusive license relating to the popular Yu-Gi-Oh!
series of animated television programs -- from efforts by the
licensor, a consortium of Japanese companies, to terminate
the license and force 4Kids out of business.

4Kids and affiliates filed Chapter 11 petitions (Bankr. S.D.N.Y.
Lead Case No. 11-11607) on April 6, 2011.  Kaye Scholer LLP is the
Debtors' restructuring counsel.  Epiq Bankruptcy Solutions, LLC,
is the Debtors' claims and notice agent.  BDO Capital Advisors,
LLC, is the financial advisor and investment banker.  EisnerAmper
LLP fka Eisner LLP serves as auditor and tax advisor.  4Kids
Entertainment disclosed $78,397,971 in assets and $86,515,395 in
liabilities as of the Chapter 11 filing.

Hahn & Hessen LLP serves as counsel to the Official Committee of
Unsecured Creditors.  Epiq Bankruptcy Solutions LLC is the
information agent for the Committee.

The Consortium consists of TV Tokyo Corporation, which owns and
operates a television station in Japan; ASATSU-DK Inc., a Japanese
advertising company; and Nihon Ad Systems, ADK's wholly owned
subsidiary.  The Consortium is represented by Kyle C. Bisceglie,
Esq., Michael S. Fox, Esq., Ellen V. Holloman, Esq., and Mason
Barney, Esq., at Olshan Grundman Frome Rosenzweig & Wolosky LLP,
in New York.

In January 2012, the bankruptcy judge ruled in favor of 4Kids,
deciding that the Yu-Gi-Oh! property license agreement between the
Debtor and the licensor was not effectively terminated prior to
the bankruptcy filing.  Following the ruling, 4Kids entered into a
settlement where it would receive $8 million to end the dispute
over its valuable Yu-Gi-Oh! Property.


ADVANCED MEDICAL: Reports Convertible Note and Stock Issuances
--------------------------------------------------------------
In exchange for $55,000, Advanced Medical Isotope Corporation
issued to an investor who is a director and principal stockholder
of the Company a convertible note in the principal amount of
$55,000 and 22,000 shares of common stock as a loan origination
fee.  The note bears interest at 10% per annum.  The principal and
interest are due and payable in full on the maturity date of
May 18, 2013.  At the option of the holder, the principal and
interest are convertible into common stock at $0.09 per share.

On May 31, 2012, in exchange for $70,000, the Company issued to
the same investor a convertible note in the principal amount of
$70,000 and 28,000 shares of common stock as a loan origination
fee.  The note bears interest at 10% per annum.  The principal and
interest are due and payable in full on the maturity date of
May 31, 2013.  At the option of the holder, the principal and
interest are convertible into common stock at $0.10 per share.

On May 17, 2012, in exchange for $50,000, the Company sold to one
accredited investor 500,000 units for $0.10 per unit.  Each unit
consists of one share of common stock and a warrant to purchase
.75 of one share of common stock at an exercise price of $0.25 per
share, exercisable for a period of 3 years.  The Company is
obligated to issue to the placement agent a warrant for common
shares equal to 10% of the securities issued to this investor.
That warrant will have an exercise price of $0.10 per share and
will be exercisable for a period of one year, or if the volume
weighted average price of the common stock is less than $0.25 per
share at the scheduled expiration of the warrant, the term of the
warrant will be extended by another year  until such later
anniversary of its issuance when the stock price as so determined
exceeds $0.25 per share, but not later than 5 years from the date
of  issuance.

On June 4, 2012, the Company entered into two consulting
agreements pursuant to which, in exchange for consulting services,
the Company is obligated to issue to each consultant (i) a three-
year warrant to purchase 600,000 shares of common stock at an
exercise price of $0.09 per share; and (ii) a three-year warrant
to purchase 1,000,000 shares of common stock at an exercise price
of $0.25 per share.  Each of the consultants has represented that
it is an accredited investor.

                        About Advanced Medical

Kennewick, Washington-based Advanced Medical Isotope Corporation
is engaged in the production and distribution of medical isotopes
and medical isotope technologies.  Medical isotopes are used in
molecular imaging, therapy, and nuclear medicine to diagnose,
manage and treat diseases.

After auditing the financial statements for the year ended Dec.
31, 2011, HJ & Associates, LLC, in Salt Lake City, Utah, expressed
substantial doubt about Advanced Medical Isotope's ability to
continue as a going concern.  The independent auditors noted that
the Company has suffered recurring losses, used significant cash
in support of its operating activities and, based upon current
operating levels, requires additional capital or significant
restructuring to sustain its operation for the foreseeable future.

The Company reported a net loss of $2.7 million for 2011, compared
with a net loss of $4.1 million for 2010.

The Company's balance sheet at March 31, 2012, showed $969,233 in
total assets, $6.43 million in total liabilities and a
$5.46 million total stockholders' deficit.


ADVANCED COMPUTER: Files for Chapter 11 in Puerto Rico
------------------------------------------------------
San Juan, Puerto Rico-based Advanced Computer Technology, Inc.,
filed a Chapter 11 petition (Bankr. D.P.R. Case No. 12-04454) in
Old San Juan on June 6, 2012.

The Debtor, an information system consulting firm, disclosed
$10.34 million in assets and $6.176 million in liabilities in its
schedules.  It said software and licenses rights are worth $6.30
million.  The value of its 100% ownership of Sprinter Solutions,
Inc., is unknown.

A copy of the schedules is available for free at:

          http://bankrupt.com/misc/prb12-04454.pdf


ADVANCED COMPUTER: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: Advanced Computer Technology (ACT), Inc.
        P.O. Box 195132
        San Juan, PR 00919-5132

Bankruptcy Case No.: 12-04454

Chapter 11 Petition Date: June 6, 2012

Court: U.S. Bankruptcy Court
       District of Puerto Rico (Old San Juan)

Debtor's Counsel: Charles Alfred Cuprill, Esq.
                  CHARLES A CURPILL, PSC LAW OFFICE
                  356 Calle Fortaleza, Second Floor
                  San Juan, PR 00901
                  Tel: (787) 977-0515
                  E-mail: cacuprill@cuprill.com

Scheduled Assets: $10,338,182

Scheduled Liabilities: $6,176,472

The petition was signed by Osvaldo Karuzic, chief executive
officer.

Debtor's List of Its 20 Largest Unsecured Creditors:

        Entity                     Nature of Claim    Claim Amount
        ------                     ---------------    ------------
Gomez Holdings, Inc.               --                   $1,500,000
P.O. Box 3450
Mayaguez, PR 00681-3450

Departamento de Hacienda de PR     Payroll Taxes -      $1,047,181
Bankruptcy Section (424-B)         Withholdings
P.O. Box 9024140
San Juan, PR 00902-4140

Allen Systems Group, Inc.          Software Licenses      $299,972
P.O. Box 2197
Carol Stream, IL 60132-2197

Xerox Capital Services, LLC        Lease Arrears          $261,692
1301 Ridgeview Drive ? 450
Lewisville, TX 75057

Sabiamed, Corp. (Intheco)          Software Support       $250,000
P.O. Box 6150                      Services
Caguas, PR 00726-6150

Golden Mile Development, S.E.      Rent Arrears           $240,665

A.S. Consulting, Inc.              Sales Consultant       $173,067

Health Trio                        Software and Licenses  $149,320
                                   Maintenance

Rivera Reyes Law Offices           Legal Services         $116,487

MKA Healthcare Advisors            Computer System        $111,332
                                   Support Services

IBM Corporation                    Equipment Lease        $110,761
                                   Arrears

American Express                   Corporate Credit Card  $106,032

Paradigma LTDA                     Software and Licenses   $77,576

Oles de Puerto Rico                Inventory Purchases     $61,337

Municipio de San Juan              Municipal Taxes         $55,426

Four Floor Management, Corp.       Rent Arrears            $54,313

Rafael Rosario & Associates        Equipment Repairs       $46,934
                                   Services

Capital Leasing Source, Corp.      Equipment Repairs       $46,183
                                   Services

Scherrer Hernandez & Co.           Auditing Services       $40,219

Kofax                              Software and Licenses   $37,196


ALABAMA BOATING: Case Summary & 9 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Alabama Boating Center, Inc.
        fdba Ryan Creek Boating Center
        fdba Ryan Creek Acquisition, Inc.
        4701 Martin St. S.
        Cropwell, AL 35054

Bankruptcy Case No.: 12-41077

Chapter 11 Petition Date: June 7, 2012

Court: United States Bankruptcy Court
       Northern District of Alabama (Anniston)

Debtor's Counsel: Harvey B. Campbell, Jr., Esq.
                  John M. Caraway, Jr.
                  CAMPBELL AND CAMPBELL, PC
                  P.O. Drawer 756
                  400 S. Court Square
                  Talladega, AL 35161-0756
                  Tel: (256) 761-1858
                  Fax: (256) 362-5966
                  E-mail: hbcampbell@prodigy.net
                          John@campbellandcampbellpc.com

Scheduled Assets: $3,397,179

Scheduled Liabilities: $4,111,919

A copy of the Debtor's list of its nine largest unsecured
creditors is available for free at
http://bankrupt.com/misc/alnb12-41077.pdf

The petition was signed by Billy Cosper, Jr., president.


ALEXANDER SRP: Plan Proposes Full Payment to Unsecured Creditors
----------------------------------------------------------------
Alexander SRP Apartments, LLC, submitted to the U.S. Bankruptcy
Court for the Southern District of Georgia a proposed Plan of
Reorganization dated as of May 21, 2012.

According to the Disclosure Statement, the Plan provides that all
assets of the Debtor will automatically vest in the Reorganized
Debtor on the Effective Date.  Lone Star Fund's Secured Claim will
be treated as fully secured under the Plan.  On or before the
Effective Date, the Equity Interest holders of the Debtor will
invest an additional $450,000 into the Reorganized Debtor, to be
applied to pay a lump sum reduction of principal in the amount of
$150,000, and $300,000 towards the Construction Defect Repairs
necessary as a result of the Construction Defects.  Equity
Interest holders will obtain a lien against the proceeds of
Construction Defect Claims against third parties for the
Construction Defects to the extent of their payment of the
Construction Defect Repair costs.  In addition, on or before the
Effective Date, the Debtor will pay Lone Star all unpaid interest
on the Loan at the non-default rate as of the Effective Date
(expected to be approximately $144,000) from Accumulated Cash.

On the Effective Date, the Reorganized Debtor will issue the New
Secured Note to Lone Star in the amount due under the Loan
Agreement as of that date, after application of the $150,000
principal paid by Equity Interest holders and the accrued interest
payment.  The New Secured Note will bear interest at an annual
rate of 4% (calculated monthly) or such other rate as may be
determined by the Court at the Confirmation Hearing, and will have
a maturity date of two years from the date of issuance.  The New
Secured Note will be secured by a first priority lien on the
Property, other than the proceeds of Construction Defect Claims
against third parties and insurers for the third parties
responsible for the Construction Defects.  Allowed non-insider
Unsecured Claims will be paid 100% of the Allowed Amount of the
Claims, with interest accruing at an annualized rate of 5%, by the
Reorganized Debtor out of the Net Cash Flow of the Property in 12
monthly pro rata payments commencing on the Effective Date of the
Plan.

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

                  About Alexander SRP Apartments

Alexander SRP Apartments, the owner and operator of a 232-unit
apartment complex known as Odyssey Lake Apartments, located in
Brunswick, Georgia, filed for Chapter 11 bankruptcy (Bankr. S.D.
Ga. Case No. 12-20272) on March 5, 2012.  The apartment is
currently roughly 84% occupied.  The Debtor said it is a Single
Asset Real Estate as defined in 11 U.S.C. Sec. 101(51B).

Judge Susan D. Barrett oversees the case, taking over from Judge
John S. Dalis.  Robert M. Cunningham, Esq., at Hunter MacLean
Exley & Dunn, PC; and Laura E. Woodson, Esq., and Robert
Williamson, Esq., at Scroggins & Williamson, P.C., serve as
counsel for the Debtor.  In its schedules, the Debtor disclosed
$23.2 million in total assets and $17.7 million in total
liabilities.  No committee of unsecured creditors has been
appointed in the case.


ALI INVESTMENTS: Case Summary & 4 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Ali Investments, LLC
        3270 Waldheim Drive
        Port Huron, MI 48060

Bankruptcy Case No.: 12-53899

Chapter 11 Petition Date: June 6, 2012

Court: United States Bankruptcy Court
       Eastern District of Michigan (Detroit)

Judge: Steven W. Rhodes

Debtor's Counsel: David R. Heyboer, Esq.
                  HEYBOER LAW PLC
                  511 Fort Street, Suite 407
                  Port Huron, MI 48060
                  Tel: (810) 982-9800
                  Fax: (810) 982-1148
                  E-mail: HFLaw@iwarp.net

Schedued Assets: $600,000

Scheduled Liabilities: $1,169,192

A copy of the Debtor's list of its four largest unsecured
creditors is available for free at
http://bankrupt.com/misc/mieb12-53899.pdf

The petition was signed by S. Akram Ali, member.


AMERICAN AIRLINES: Reports May 2012 Revenue and Traffic
-------------------------------------------------------
AMR Corporation, the parent company of American Airlines, Inc.,
today reported May 2012 consolidated revenue and traffic results
for its principal subsidiary, American Airlines, Inc., and its
wholly owned subsidiary, AMR Eagle Holding Corporation.

May's consolidated passenger revenue per available seat mile
(PRASM) increased an estimated 7.3% compared to the prior year
period, driven by a strong yield environment and increased
international load factors.

The Company reported a May consolidated load factor of 83.5%, an
increase of 0.8 points versus the same period last year.
Consolidated traffic increased 0.4% year-over-year, on 0.6% lower
capacity.

Domestic traffic increased 1.0% and capacity increased 1.7%,
resulting in a domestic load factor of 85.4%, 0.6 points lower
versus the same period last year.

International load factor was 82.0%, an increase of 2.6 points
year-over-year. International capacity and traffic were 4.3% and
1.2 % lower year-over-year respectively.

On a consolidated basis, the Company boarded 9.5 million
passengers in May.

                      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 monthsended 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.

AMR'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 WEST: Inks Restructuring, Settlement Deal with Bank Group
------------------------------------------------------------------
American West Development, Inc., notified the U.S. Bankruptcy
Court for the District of Nevada that it entered into a
restructuring, lock-up and settlement letter agreement dated as of
Feb. 28, 2012, with California Bank & Trust (as administrative
agent and lead arranger) and other lenders party to that certain
term loan credit agreement dated as of Dec. 31, 2009.

The agreement contemplates that:

   1. The Debtor will be filing a plan of reorganization that
      contains provisions that permit the DIP lender to convert up
      to 100% ownership of the new equity interests in the
      reorganized Debtor upon the effective date of the proposed
      Plan.

   2. Because the DIP lender is an affiliate of the holders of the
      prepetition equity interests in the Debtor and no assurance
      can be given that the holders of all claims impaired by the
      proposed Plan that are senior to the prepetition equity
      positions will be paid in full, the Debtor, effective upon
      the filing of the proposed Plan with the Bankruptcy Court,
      will be deemed to have abandoned or otherwise waived the
      exclusive right to file a plan of reorganization that the
      prepetition equity interest holders have the exclusive
      opportunity, free from competition, to obtain the new equity
      interests in the reorganized Debtor.

                        About American West

American West Development, Inc. -- fdba Castlebay 1, Inc., et al.
-- is a homebuilder in Las Vegas, Nevada, founded on July 31,
1984.  Initially, AWDI was known as CKC Corporation, but later
changed its name.

AWDI filed for Chapter 11 bankruptcy protection (Bankr. D. Nev.
Case No. 12-12349) on March 1, 2012.  Judge Mike K. Nakagawa
presides over the case.  Brett A. Axelrod, Esq., and Micaela
Rustia Moore, Esq., at Fox Rothschild LLP, serve as AWDI's
bankruptcy counsel.  Nathan A. Schultz, P.C., is AWDI's conflicts
counsel.  AWDI hired Garden City Group as its claims and notice
agent.  American West disclosed $55,392,951 in assets and
$208,495,200 in liabilities as of the Chapter 11 filing.


ARCTIC GLACIER: Enters Binding Agreement to Sell to H.I.G.
----------------------------------------------------------
Arctic Glacier Income Fund has entered into a binding agreement to
sell substantially all of its business and assets to an affiliate
of H.I.G. Capital, a prominent private equity investment fund
headquartered in Miami, Florida.  The Purchaser submitted its
proposal in accordance with Arctic Glacier's court approved Sale
and Investor Solicitation Process under the Companies' Creditors
Arrangement Act (Canada).

Alvarez & Marsal Canada Inc., the CCAA Court-appointed monitor,
recommended, after consultation with Arctic Glacier's financial
advisor, TD Securities Inc., the Chief Process Supervisor and
Arctic Glacier, the Qualified Bid submitted by the Purchaser as
the most favorable Qualified Bid and that it should be selected.
The Special Committee of Arctic Glacier's Board of Trustees
accepted the Monitor's recommendation in accordance with the SISP.

The Agreement and completion of the Transaction remain subject to
court approval in Canada and the United States, pre-merger
clearance in the United States, and the satisfaction of certain
closing conditions customary in transactions of this nature,
including the absence of a material adverse change in respect of
Arctic Glacier.  The Purchaser has arranged committed financing
for the completion of the Transaction, which is expected to close
by July 31, 2012.

Upon completion of the Transaction, Arctic Glacier will be a
financially stronger company that is well positioned for growth.
The Purchaser intends to partner with senior management of Arctic
Glacier to implement growth initiatives that will enhance
profitability and increase the value of the business.  On closing,
all Arctic Glacier employees will be offered employment and the
company's head office will remain in Winnipeg.  The Agreement
provides that the Purchaser will assume Arctic Glacier's current
trade payables, its leases and certain contractual obligations.
Arctic Glacier's existing secured lenders will be paid in full on
closing.  Arctic Glacier expects that the net proceeds of the sale
will be sufficient to pay all of its remaining known creditors and
may be sufficient to permit a distribution to its unit holders
after all creditor claims have been proven and satisfied.  The
timing and amount of any distributions to be paid to creditors and
unitholders cannot be determined at this time.

Keith McMahon, President and CEO of Arctic Glacier, commented,
"this transaction is the result of the tremendous effort and
dedication of our employees who should be proud of their efforts.
We look forward to working with H.I.G. to complete this sale,
which we expect will put us in a strong competitive position to
grow our business and strengthen our position as an industry
leader in the packaged ice business."

                       About Arctic Glacier

Winnipeg, Canada-based Arctic Glacier Inc., et al., manufacture
packaged ice for distribution in Canada and the United States.

Philip J. Reynolds of Alvarez & Marsal Canada Inc., as monitor and
foreign representative, filed Chapter 15 petitions for Arctic
Glacier, et al. (Bankr. D. Del. Lead Case No. 12-10603) on Feb.
22, 2012.  Bankruptcy Judge Kevin Gross presides over the case.
Mr. Reynolds is represented by Robert S. Brady, Esq., at Young,
Conaway, Stargatt & Taylor, LLP.

The Debtors is estimated to have assets and debts at $100 million
to $500 million.


ARK OF SAFETY: Case Summary & 19 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Ark of Safety Christian Church, Inc.
        9402 Marlboro Pike
        Upper Marlboro, MD 20772

Bankruptcy Case No.: 12-20587

Chapter 11 Petition Date: June 6, 2012

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

Judge: Paul Mannes

Debtor's Counsel: Edward Gonzalez, Esq.
                  EDWARD GONZALEZ PC
                  2405 Eye Street NW, Suite 1A
                  Washington, DC 20037
                  Tel: (202) 822-4970
                  E-mail: eg@money-law.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 19 largest unsecured creditors
filed together with the petition is available for free at
http://bankrupt.com/misc/mdb12-20587.pdf

The petition was signed by Brandi Calhoun, executive
administrator.


ATP OIL: Matt McCarroll Named as CEO But Subsequently Resigns
-------------------------------------------------------------
ATP Oil & Gas Corporation announced that Mr. Matt McCarroll has
joined the Company as Chief Executive Officer.

ATP Chairman T. Paul Bulmahn stated, "We are very pleased to add
Matt to our leadership team.  His successful and proven talent in
offshore property development is an asset to ATP.  His experience
in the offshore Gulf of Mexico will be invaluable to moving
forward our Clipper and Telemark properties in addition to our
international properties.  Matt's commitment to ATP has already
been shown by his purchase today of 1,000,000 shares of our common
stock directly from ATP at market price."

Mr. McCarroll replaced Mr. Bulmahn as CEO.  Mr. Bulmahn continues
to serve as Chairman and also in the newly created position of
Executive Chairman of ATP.

However, on June 7, 2012, the Company said it was unable to reach
a mutually agreeable employment agreement with Mr. McCarroll and
effective June 7 he has submitted his resignation.  In conjunction
with his resignation, the previously announced purchase of shares
from the company by Mr. McCarroll was rescinded.

                       Annual Meeting Results

On June 1, 2012, the Company held its 2012 annual meeting of
shareholders.  The shareholders elected Burt A. Adams, Arthur H.
Dilly and Brent M. Longnecker as Class III directors and ratified
the appointment of PriceWaterhouseCoopers LLP as independent
auditors of the Company for fiscal year ending Dec. 31, 2012.  All
three nominated directors were elected to serve for terms of three
years.

                           About ATP Oil

Houston, Tex.-based ATP Oil & Gas Corporation is an international
offshore oil and gas development and production company focused in
the Gulf of Mexico, Mediterranean Sea and North Sea.  The Company
trades publicly as ATPG on the NASDAQ Global Select Market.

The Company's balance sheet at March 31, 2012, showed $3.63
billion in total assets, $3.48 billion in total liabilities,
$115.81 million in redeemable noncontrolling interest, $71.18
million in 8% convertible perpetual preferred stock, and a $34.44
million total shareholders' deficit.

                            *   *    *

As reported by the TCR on May 9, 2012, Moody's Investors Service
affirmed ATP's Caa2 Corporate Family Rating.  The Caa2 Corporate
Family Rating reflects ATP's small production and cash flow base,
low drilling risk diversification, high proportion of proved
undeveloped reserves and short PD (proved developed) reserve life,
extremely high leverage and chronic liquidity challenges.


AVISTAR COMMUNICATIONS: Six Directors Elected at Annual Meeting
---------------------------------------------------------------
Avistar Communications Corporation held its annual meeting of
stockholders on June 6, 2012.  At annual meeting, stockholders
elected the six directors, namely: (1) Gerald J. Burnett,
(2) William L. Campbell, (3) Craig F. Heimark, (4) Stephen
Heinrichs, (5) Robert M. Metcalfe?and (6) Robert F. Kirk.  Each
director will serve until the next annual meeting of stockholders
or in each case until his successor is duly elected and qualified.
Additionally, the stockholders voted to ratify the appointment of
Burr Pilger Mayer, Inc., as the Company's independent registered
public accounting firm for the fiscal year ending Dec. 31, 2012.

                   About Avistar Communications

Headquartered in San Mateo, California, Avistar Communications
Corporation (Nasdaq: AVSR) -- http://www.avistar.com/-- holds a
portfolio of 80 patents for inventions in video and network
technology and licenses IP to videoconferencing, rich-media
services, public networking and related industries.  Current
licensees include Sony Corporation, Sony Computer Entertainment
Inc. (SCEI), Polycom Inc., Tandberg ASA, Radvision Ltd. and
Emblaze-VCON.

The Company reported a net loss of $6.43 million in 2011, compared
with net income of $4.45 million during the prior year.

The Company's balance sheet at March 31, 2012, showed
$3.25 million in total assets, $17.31 million in total liabilities
and a $14.05 million total stockholders' deficit.


BAKERS FOOTWEAR: Annual Meeting Adjourned Until July 18
-------------------------------------------------------
Bakers Footwear Group, Inc., commenced its annual meeting of
shareholders on June 7, 2012, as previously scheduled.  No
business was able to be validly conducted at the annual meeting
due to the lack of a requisite quorum.  The requisite quorum is
reached when a majority of outstanding shares of the common stock
as of the record date entitled to vote on the subject matter is
represented either in person or by proxy at the annual meeting.
To permit additional time to receive shareholder votes on Proposal
I (Election of Directors) and Proposal II (Ratification of Ernst &
Young, LLP, as the Company's independent registered public
accounting firm for fiscal year 2012), the annual meeting was
adjourned until Wednesday, July 18, 2012, at 11 a.m. (central
daylight time) and scheduled to reconvene at that time at the
Company's offices located at 2815 Scott Avenue, St. Louis,
Missouri, 63103.

                      About Bakers Footwear

St. Louis, Mo.-based Bakers Footwear Group, Inc. (OTC BB: BKRS.OB)
is a national, mall-based, specialty retailer of distinctive
footwear and accessories for young women.  The Company's
merchandise includes private label and national brand dress,
casual and sport shoes, boots, sandals and accessories.  The
Company currently operates 231 stores nationwide.  Bakers' stores
focus on women between the ages of 16 and 35.  Wild Pair stores
offer fashion-forward footwear to both women and men between the
ages of 17 and 29.

The Company reported a net loss of $10.95 million for the
year ended Jan. 28, 2012, a net loss of $9.29 million for the year
ended Jan. 29, 2011, and a net loss of $9.08 million for the year
ended Jan. 30, 2010.

After auditing the Company's financial results for fiscal 2012,
Ernst & Young LLP, in St. Louis, Missouri, expressed substantial
doubt about the Company's ability to continue as a going concern.
The independent auditors noted that the Company has incurred
substantial losses from operations in recent years and has a
significant working capital deficiency.

The Company reported a net loss of $10.95 million on
$185.09 million of net sales for the 52 weeks ended Jan. 28, 2012,
compared with a net loss of $9.29 million on $185.62 million of
net sales for the 52 weeks ended Jan. 29, 2011.

The Company's balance sheet at Jan. 28, 2012, showed
$41.71 million in total asset, $58.32 million in total liabilities
and a $16.61 million shareholders' deficit.

                         Bankruptcy Warning

The Company said in the Form 10-K for the year ended Jan. 28,
2012, that if it does not achieve its updated business plan and
its margin improvement and cost reduction plan, or if the Company
were to incur significant unplanned cash outlays, it would become
necessary for the Company to quickly seek additional sources of
liquidity, or to find additional cost cutting measures.  Any
future financing would be subject to the Company's financial
results, market conditions and the consent of the Company's
lenders.  The Company may not be able to obtain additional
financing or it may only be able to obtain such financing on terms
that are substantially dilutive to the Company's current
shareholders and that may further restrict the Company's business
activities.  If the Company cannot obtain needed financing, its
operations may be materially negatively impacted and the Company
may be forced into bankruptcy or to cease operations.


BALL GROUND: Cherokee County Seeks Stay Relief to Evict Owner
-------------------------------------------------------------
Kristal Dixon at Cherokee Tribune reports that Cherokee County
attorney Angie Davis said the county was planning to file a motion
asking the U.S. Bankruptcy Court for the Northern District of
Georgia to remove the stay granted to Ball Ground Recycling when
the company filed for Chapter 11 protection.  Removing the stay,
she said, would be the first step in allowing the county to evict
Ball Ground Recycling owner Jimmy Bobo from the property he leases
from the county.  The report notes the county is mainly focused on
removing Mr. Bobo from the property and determining what assets
Mr. Bobo has that could be used to repay the debt he owes the
county are two items.

The report relates Mr. Bobo said in an e-mail that at present he
did not want to comment on the situation and was focusing on the
business and a reorganization path that would make the project
work for the county.

According to the report, the bankruptcy filing came just days
before the county planned to force the owner off the property if
he did not pay some of the money owed to Cherokee County for bond
payments.

The report says the Cherokee County Board of Commissioners and
the Resource Recovery Development Authority approved an eviction
notice for the company, which ordered the company to get off the
property it leases in Ball Ground by May 29 or start paying the
county at least a partial payment weekly of $15,000 to delay
eviction.

Based in Canton, Georgia, Ball Ground Recycling, LLC, filed for
Chapter 11 protection (Bankr. N.D. Ga. Case No. 12-63101) on
May 25, 2012.  Judge Margaret Murphy presides over the case.
Herbert C. Broadfoot, II, Esq., at Ragsdale, Beals, Seigler,
Patterson & Gray, LLP, represents the Debtor.  The Debtor
estimated both assets and debts of between $10 million and
$50 million.


BELL COPPER: Rogue River Defaults Under Secured Term Facility
-------------------------------------------------------------
Bell Copper Corporation discloses that events of default have
occurred under the secured term credit facility provided to Rogue
River Resources Corp. the Company's wholly-owned subsidiary, by
Macquarie Bank Limited and related agreements.  The events of
default include the incurrence of trade indebtedness in excess of
the limit specified under the Credit Facility, failure to obtain
the required permits relating to iron ore activities on the
Company's La Balsa project and failure to deliver a bankable
feasibility study in respect of the La Balsa project within the
time limits specified under the Credit Facility.  The Credit
Facility is secured by a charge over the Company's La Balsa
project.

As a result of the foregoing events of default, Macquarie may give
notice to Rogue River declaring the amounts owing under the Credit
Facility to be forthwith due and payable. The Company has not
received such notice as of the date of this news release.

The Company intends to pursue good faith efforts to negotiate with
Macquarie a mutually satisfactory resolution with respect to the
events of default.  The Company is also currently in discussions
with a number of interested parties regarding potential strategic
transactions with respect to the La Balsa property, and continues
to evaluate strategic opportunities regarding the Company's other
assets.

                         About Bell Copper

Bell Copper is a public company with a focus on copper
exploration, development and production in North America.  The
Company has an extensive portfolio of exploration and development
projects located in two of North America's premier copper
producing regions: Mexico and Arizona.


BERNARD L. MADOFF: Foreign Def. Cases Moved to District Court
-------------------------------------------------------------
Amanda Bransford at Bankruptcy Law360 reports that Merrill Lynch
International, HSBC Bank PLC and other parties sued by the trustee
liquidating the Madoff estate won a temporary withdrawal of their
cases from New York bankruptcy court on Thursday and a hearing to
determine whether the trustee can recover from foreign recipients
of Madoff transfers.

Bankruptcy Law360 relates that U.S. District Judge Jed Rakoff
signed off on an order moving 60 cases against foreign defendants
from bankruptcy court to the U.S. District Court for the Southern
District of New York.

                     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.)

The SIPA Trustee has said that as of March 31, 2012, through
prepetition litigation and other settlements, he has successfully
recovered, or reached agreements to recover, more than $9 billion
-- over 50% of the principal lost in the Ponzi scheme by those who
filed claims -- for the benefit of all customers of BLMIS.
The liquidation has so far has cost the Securities Investor
Protection Corp. $1.3 billion, including $791 million to pay a
portion of customers' claims.

Mr. Picard has so far made only one distribution in October of
$325 million for 1,232 customer accounts.  Uncertainty created by
the appeals has limited Mr. Picard's ability to distribute
recovered funds.  Outstanding appeals include the $5 billion
Picower settlement and the $1.025 billion settlement.


BICENT HOLDINGS: Wins Approval of Ch. 11 Disclosure Statement
-------------------------------------------------------------
Jamie Santo at Bankruptcy Law360 reports that Bicent Holdings LLC
won approval on Friday for an amended disclosure statement,
allowing the Company to begin soliciting votes for its Chapter 11
reorganization plan.

Bankruptcy Law360 relates that Centennial Energy Holdings Inc. and
Lea Power Partners LLC lodged objections last week to the original
statement, claiming it failed to supply vital information to
unsecured creditors.  Bicent filed the amended disclosure
statement on Thursday, and U.S. Bankruptcy Judge Kevin Gross
agreed to sign off the revised version, according to Bankruptcy
Law360.

                         About Bicent Power

Bicent Holdings LLC and 12 of its affiliates sought bankruptcy
protection under Chapter 11 (Bankr. D. Del. Lead Case No.
12-11304) on April 23, 2012.  Bicent, based in Lafayette,
Colorado, owns and operates two generating facilities: Hardin, a
120-megawatt coal-fired plant about 40 miles southeast of
Billings, Montana, and San Joaquin, a 48-megawatt natural gas-
fired facility about 70 miles east of San Francisco in Lathrop,
California.

Bicent Holdings is owned by non-debtor Bicent Prime Holdings,
which is 87.1%-owned by Natural Gas Partners VIII LP, Natural Gas
Partners IX LP and NGP IX Offshore Holdings LP and 12.9 percent-
owned by Beowulf (Bicent) LLC.

In their petitions, Bicent Holdings estimated under $50,000 in
assets and $50 million to $100 million in debts.  Bicent Power
estimated $100,000 to $500,000 in assets and $500 million to
$1 billion in debts.  The petitions were signed by Christopher L.
Ryan, chief financial officer.

Judge Kevin Gross oversees the case.  The Debtors have tapped
Young Conaway Stargatt & Taylor, LLP as bankruptcy counsel; Moelis
& Company LLC, as financial advisor, and Paul, Weiss, Rikfind,
Wharton & Garrison LLP as corporate counsel.  Epiq Bankruptcy
Solutions LLC serves as claims and notice agent.

The plan is supported by holders of more than two-thirds of the
first- and second-lien debt, according to the disclosure
statement.  Under the Plan, among other things: holders of
mezzanine debt owed $65.2 million are to receive nothing.
Likewise, general unsecured creditors are slated for no recovery.


BONAVIA TIMBER: Court to Confirm Full Payment Plan
--------------------------------------------------
The U.S. Bankruptcy Court for the District of Oregon, according to
a May 31, 2012 confirmation hearing minutes, ordered that counsel
for Bonavia Timber Company LLC, et al., submit a stipulated
confirmation order and stipulated order relating to the two
objections.  The Court also ordered, pursuant to a stipulation,
that creditor Third Eye withdraw its motion to dismiss.

The Debtors and Third Eye have reached a stipulation resolving
matters between the parties.

The Debtors' First Amended Joint Plan of Reorganization dated
May 30, 2012, provides for the payment in full of all Allowed
Claims.  The Reorganized Debtor will fund payments to its
Creditors and otherwise satisfy its Plan obligations from
available Cash, from continuing operations, and, as more fully set
forth below, from the sale or finance of certain of Debtor's
assets.

On the Effective Date, the Debtors will pay to Third Eye (or, with
respect to the South Ganger Sale and in the event Third Eye
exercises its right to credit bid pursuant to Section 7.6 of the
Plan, offset against Third Eye's Class 2 Claim) an amount equal to
the sum of (a) the net sales proceeds from the South Ganger Sale
(which net sales proceeds will not be less than $1.50 million),
plus (b) the net loan proceeds from the Equitable Loan (which net
loan proceeds will not be less than $4.40 million).

Upon the closing of the South Ganger Sale and the payment of the
net sales proceeds to Third Eye, Third Eye will release its lien
on the South Ganger Property.

Each holder of an Allowed Class 3 Claim will be paid in Cash the
full amount of its Class 3 Claim no later than six months after
the Effective Date, with interest from the Petition Date at the
Federal Judgment Rate.

Existing Interests in Debtor will be preserved.  However, until
all Allowed Claims have been paid in full, Reorganized Debtor will
not repurchase any stock or membership interests or make or pay
any distributions or dividends to its owners on account of their
stock or membership interests, except for tax distributions
necessary to meet income tax obligations arising from income
attributable to Debtor or Reorganized Debtor.

A full-text copy of the First Amended Plan is available for free
at http://bankrupt.com/misc/BONAVIA_TIMBER_plan_1amended.pdf

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

    http://bankrupt.com/misc/BONAVIATIMBER_ds_2amended.pdf

                     About Bonavia Timber

Portland, Oregon-based Bonavia Timber Company LLC, fdba Pacific
Northwest Tree Farms LLC, filed for Chapter 11 bankruptcy (Bankr.
D. Ore. Case No. 11-39459) on Nov. 1, 2011.  The case has been
reassigned to Judge Randall L. Dunn from Judge Trish M. Brown.
Albert N. Kennedy, Esq., and Michael W. Fletcher, Esq., at Tonkon
Torp, serve as the Debtor's counsel.  In its petition, the Debtor
estimated assets of $10 million to $50 million.


CATALYST PAPER: Non-Binding Indication of Interest Due July 11
--------------------------------------------------------------
Catalyst Paper disclosed that a number of parties have expressed
interest in participating in the court-approved sale and investor
solicitation procedures (SISP).  Potential bidders were required
to submit certain information and an executed confidentiality
agreement to Catalyst Paper by June 6, 2012.  The material
submitted will be considered when determining the parties that
will move to the next stage of the SISP process.  Parties
proceeding to the next stage must submit a non-binding indication
of interest by 5:00 pm (PST) on July 11, 2012.

                       About Catalyst Paper

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

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

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

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

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

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

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


CBS I LLC: Files for Chapter 11 in Las Vegas
--------------------------------------------
CBS I, LLC, filed a bare-bones Chapter 11 petition in Las Vegas on
June 7, 2012.

CBS I, a Single Asset Real Estate as defined in 11 U.S.C. Sec.
101(51B), disclosed $19.36 million in assets and $19.42 million in
liabilities.

The Debtor owns a Class A office building located at 10100 W.
Charleston Blvd., in Las Vegas.  The building is valued at
$19 million and secures a $16.39 million debt to U.S. Bank
National Association.  A copy of the schedules filed with the
petition is available at http://bankrupt.com/misc/nvb12-16833.pdf

Zachariah Larson, Esq., at Marquis Aurbach Coffing, in Las Vegas,
serves as counsel.

A meeting under 11 U.S.C. Sec. 341(a) is set for July 12 at 1:00
p.m.


CBS I LLC: Case Summary & 17 Largest Unsecured Creditors
--------------------------------------------------------
Debtor: CBS I, LLC
        3275 S. Jones Boulevard, #105
        Las Vegas, NV 89146

Bankruptcy Case No.: 12-16833

Chapter 11 Petition Date: June 7, 2012

Court: U.S. Bankruptcy Court
       District of Nevada (Las Vegas)

Judge: Mike K. Nakagawa

Debtor's Counsel: Zachariah Larson, Esq.
                  MARQUIS AURBACH COFFING
                  10001 Park Run Drive
                  Las Vegas, NV 89145
                  Tel: (702) 382-1170
                  Fax: (702) 382-1169
                  E-mail: cshurtliff@maclaw.com

Scheduled Assets: $19,356,448

Scheduled Liabilities: $19,422,805

The petition was signed by Jeff Susa, manager.

Debtor's List of Its 17 Largest Unsecured Creditors:

        Entity                     Nature of Claim    Claim Amount
        ------                     ---------------    ------------
Breslin Family Trust               Member Loan            $732,732
5525 Polaris Avenue, #B
Las Vegas, NV 89118

Jeff Susa                          Member Loan            $732,732
3275 S. Jones Boulevard, #105
Las Vegas, NV 89146

M&J Corrigan Family Trust          Member Loan            $732,732
10100 W. Charleston Boulevard, #110
Las Vegas, NV 89145

S&L Corrigan Family Trust          Member Loan            $732,732
10100 W. Charleston Boulevard, #110
Las Vegas, NV 89145

CenturyLink                        Business Expenses          $172

City of Las Vegas                  Semi Annual Special     $42,726
Assessments

Bailey Kennedy                     Attorney Fees           $30,933

ISS Facility Services ? Sanitors   Business Expenses       $14,007

NV Energy                          Business Expenses       $10,405

Property Maintenance Services,     Business Expenses        $1,800
Inc.

LMS Building Services              Business Expenses          $643

J & J Services                     Business Expenses          $300

Interiorscapes, Inc.               Business Expenses          $250

ADT                                Business Expenses          $210

Terminix                           Business Expenses           $77

Cox Communications                 Business Expenses           $65

Nevada Illumination, Inc.          Business Expenses           $59


CLIFFS CLUB: Wants Exclusivity Periods Extended to October
----------------------------------------------------------
Marie Beaudette at Dow Jones' DBR Small Cap reports that Cliffs
Club & Hospitality Group Inc. is seeking to keep exclusive control
over its Chapter 11 case through Oct. 1 as it works to win court
approval of a plan that would hand control of the company to an
investor consortium headed up by Carlile Group.

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.


BAY FRONT: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------
Debtor: Bay Front Marina & Yacht Basin, LLC
        dba Bay Front Grill
        96 Bryant Road
        Waretown, NJ 08758

Bankruptcy Case No.: 12-24675

Chapter 11 Petition Date: June 7, 2012

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

Judge: Michael B. Kaplan

Debtor's Counsel: David L. Bruck, Esq.
                  GREENBAUM, ROWE, SMITH & DAVIS LLP
                  P.O. Box 5600
                  Woodbridge, NJ 07095
                  Tel: (732) 549-5600
                  Fax: (732) 549-1881
                  E-mail: bankruptcy@greenbaumlaw.com

Scheduled Assets: $1,211,000

Scheduled Liabilities: $886,079

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/njb12-24675.pdf

The petition was signed by Keith Boyce, member.


BLUEKNIGHT ENERGY: MSDC Owns 24% Common Units, 6% Pref. Units
-------------------------------------------------------------
In an amended Schedule 13D filing with the U.S. Securities and
Exchange Commission, MSDC Management, L.P., and MSD Torchlight
Partners, L.P., disclosed that, as of May 31, 2012, they
beneficially own 1,935,842 series A preferred units of Blueknight
Energy Partners, L.P., representing 6.4% of the shares
outstanding.  A copy of the filing is available for free at:

                       http://is.gd/cbacXN

In a separate amended Schedule 13D filing, MSDC Management, L.P.,
and MSD Torchlight Partners, L.P., disclosed that, as of May 31,
2012, they beneficially own 5,512,786 common units representing
24.3% of the shares outstanding.  A copy of the filing is
available for free at http://is.gd/nXKiwW

                      About Blueknight Energy

Blueknight Energy Partners, L.P. (Pink Sheets: BKEP)
-- http://www.bkep.com/-- provides integrated terminalling,
storage, processing, gathering and transportation services for
companies engaged in the production, distribution and marketing of
crude oil and asphalt product. It provides services for the
customers, and its only inventory consists of pipeline linefill
and tank bottoms necessary to operate the assets. It has three
operating segments: crude oil terminalling and storage services,
crude oil gathering and transportation services, and asphalt
services.

The Company's balance sheet at Dec. 31, 2011, showed
$304.75 million in total assets, $246.95 million in total
liabilities, and $57.79 million in total partners' capital.

                           *     *     *

This concludes the Troubled Company Reporter's coverage of
Blueknight until facts and circumstances, if any, emerge that
demonstrate financial or operational strain or difficulty at a
level sufficient to warrant renewed coverage.


BON-TON STORES: BlackRock Discloses 4.9% Equity Stake
-----------------------------------------------------
In an amended Schedule 13G filing with the U.S. Securities and
Exchange Commission, BlackRock, Inc., disclosed that, as of
May 31, 2012, it beneficially owns 844,953 shares of common stock
of Bon-Ton Stores Inc. representing 4.98% of the shares
outstanding.  A copy of the filing is available for free at:

                        http://is.gd/oFnqHY

                       About Bon-Ton Stores

The Bon-Ton Stores, Inc., with corporate headquarters in York,
Pennsylvania and Milwaukee, Wisconsin, operates 276 department
stores, which includes 11 furniture galleries, in 23 states in the
Northeast, Midwest and upper Great Plains under the Bon-Ton,
Bergner's, Boston Store, Carson Pirie Scott, Elder-Beerman,
Herberger's and Younkers nameplates and, in the Detroit, Michigan
area, under the Parisian nameplate.

                          *     *     *

In January 2012, Moody's Investors Service lowered The Bon-Ton
Stores's corporate family and probability of default ratings. The
rating outlook remains negative.  "The downgrade of the
Probability of Default Rating to Caa1 from B3 reflects the
company's continued negative trends and sales and operating
earnings" said Moody's Vice President Scott Tuhy.  In early
January 2012, Bon-Ton announced that comparable store sales for
December declined by 0.7% and that its year-to-date comparable
store sales decreased 2.8%. The company also lowered earning
guidance, and it now expects EBITDA for fiscal 2011 will be in the
range of $170-175 million, implying a low 20% decline in EBITDA in
Q4 2011 compared to the prior years' fourth quarter.


CHEMBULK NEW YORK: Singapore Proceedings Recognized by U.S. Court
-----------------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of New York
recognized the foreign proceedings of Chembulk New York Pte Ltd.,
et al.

The Court also ordered that the Republic of Singapore is the
center of main interests of the Foreign Debtors, and accordingly
the Singapore Proceeding is a "foreign main proceeding" pursuant
to Section 1502(4) of the Bankruptcy Code.

Cosimo Borrelli, as foreign representative of the Debtors in
foreign proceedings, is also entitled to the discretionary relief
expressly set forth in section 1521(a) and (b) of the Bankruptcy
Code.

                      About Chembulk New York

Singapore-based PT Berlian Laju Tanker Tbk filed Chapter 15
bankruptcy petitions in New York for subsidiaries (Bankr. S.D.N.Y.
Lead Case No. 12-11007) on March 14, 2012, to prevent creditors
from seizing the company's vessels when they call on U.S. ports.

Cosimo Borrelli, recently appointed vice president for
restructuring for PT Berlian, signed the Chapter 15 petitions for
Chembulk New York Pte Ltd and 12 other entities.

The Berlian group operates 72 vessels, of which 50 are owned.

In January, the Berlian Group violated covenants under a $685
million loan agreement.  Creditors took steps to arrest certain
vessels operated by companies in the Berlian Group.

In order to prevent ship arrests and other collection efforts, the
Berlian Group initiated proceedings in the High Court of the
Republic of Singapore on March 12, 2012.  The Singapore court
entered orders prohibiting for three months any arrest of vessels
or collection effort.

The Berlian Group filed the Chapter 15 petitions to obtain entry
of an order enjoining creditors from seizing vessels that are at
port in the United States.  The Debtors do not have assets in the
U.S. other than the transitory basis vessels that are in the U.S.


CONVERTED ORGANICS: Edward Gildea Elected to Board of Directors
---------------------------------------------------------------
Converted Organics Inc. announced the results of its annual
meeting of shareholders held on June 8, 2012.  At the annual
meeting, shareholders:

   * elected Edward Gildea to the Board of Directors;

   * ratified the appointment of MFA, LLP, as the Company's
     independent public accountant;

   * authorized the Board of Directors to implement a reverse
     stock split;

   * authorized the Board to abandon the reverse split; and

   * authorized the Company to amend its Certificate of
     Incorporation to increase the number of authorized shares of
     common stock from 500,000,000 to 1,000,000,000.

"The Company is pleased with the results of today's Annual Meeting
of Shareholders," said Edward J. Gildea, President and CEO of
Converted Organics.  "We appreciate the support shown by our
shareholders."

                     About Converted Organics

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

After auditing the 2011 results, Moody, Famiglietti & Andronico,
LLP, noted that the Company has suffered recurring losses and
negative cash flows from operations and has an accumulated deficit
that raises substantial doubt about its ability to continue as a
going concern.

Converted Organics reported a net loss of $17.98 million in 2011,
compared with a net loss of $47.81 million in 2010.

The Company's balance sheet at March 31, 2012, showed $7.18
million in total assets, $6.81 million in total liabilities and
$367,679 in total stockholders' equity.


CRYSTAL CATHEDRAL: New Owner Renames Church
-------------------------------------------
NewsCore reports that Southern California's Crystal Cathedral was
renamed Christ Cathedral by Roman Catholic Diocese of Orange,
which acquired the cathedral for $57.6 million in February 2012.

Crystal Cathedral Ministries is a Southern California-based
megachurch founded by television evangelist Robert Schuller.  The
church, known for its television show "The Hour of Power."

Mr. Schuller retired from his role as senior pastor of Crystal
Cathedral in 2006. His daughter Sheila Schuller Coleman has been
senior pastor since July 2009.  Contributions declined 24% in
2009, in part on account of "unsettled leadership."

Crystal Cathedral filed for Chapter 11 bankruptcy protection
(Bankr. C.D. Calif. 10-24771) on Oct. 18, 2010.  The Debtor
disclosed $72,872,165 in assets and $48,460,826 in liabilities as
of the Chapter 11 filing.  Marc J. Winthrop, Esq., at Winthrop
Couchot P.C. represents the Debtor.

Todd C. Ringstad, Esq., at Ringstad & Sanders, LLP, represents the
Official Committee of Unsecured Creditors.

In November 2011, Crystal Cathedral won Court permission to sell
its property to the Roman Catholic Diocese of Orange for $57.5
million.  The Diocese beat a rival bid from Chapman University.
The sale agreement provides that the congregation will have three
years to find new premises.

Chapman University, the secular bidder, was the preferred buyer as
far as the church members are concerned, because Chapman would
allow the ministry to continue to use the main buildings on the
premises.  It also offered the option of allowing church
administrators to buy the property back at a later point.  Chapman
raised its bid to $59 million, but the Crystal Cathedral board
still chose the Diocese.


CYNERGY GROUP: Voluntary Chapter 11 Case Summary
------------------------------------------------
Debtor: Cynergy Group, LLC
        2393 S. Bateman Avenue
        Irwindale, CA 91010

Bankruptcy Case No.: 12-29748

Chapter 11 Petition Date: June 6, 2012

Court: United States Bankruptcy Court
       Central District of California (Los Angeles)

Debtor's Counsel: Mette H. Kurth, Esq.
                  ARENT FOX LLP
                  555 W Fifth St 48th Flr
                  Los Angeles, CA 90013
                  Tel: (213) 629-7400
                  Fax: (213) 629-7401
                  E-mail: kurth.mette@arentfox.com

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

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

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

The petition was signed by John S.M. Chang, managing member.


DECOU LUMBER: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: DeCou Lumber Company, Inc.
        8965 El Camino Real
        Atascadero, CA 93422

Bankruptcy Case No.: 12-12217

Chapter 11 Petition Date: June 5, 2012

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

Debtor's Counsel: Peter Susi, Esq.
                  SUSI & GURA, A PROFESSIONAL CORP
                  7 W. Figueroa, 2nd Floor
                  Santa Barbara, CA 93101-3191
                  Tel: (805) 965-1011
                  Fax: (805) 965-7351
                  E-mail: cheryl@susigura.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 20 largest unsecured creditors
filed with the petition is available for free at:
http://bankrupt.com/misc/cacb12-12217.pdf

The petition was signed by Jerry W. DeCou, IV, president.


DELTA PETROLEUM: Plan to Accomplish Deleveraging of Balance Sheets
------------------------------------------------------------------
Delta Petroleum Corporation, et al., submitted to the U.S.
Bankruptcy Court for the District of Delaware a proposed Plan of
Reorganization dated June 4, 2012.

The Debtors will begin soliciting votes on the Plan following
approval of the adequacy of the information in the Disclosure
Statement.

According to the Disclosure Statement, the Plan accomplishes a
significant deleveraging of the Debtors' balance sheets through
Reorganized Delta's membership in the Joint Venture Company, which
was formed earlier by the Plan Sponsor, and through the cash
payment drawn from the JV Company Credit Facility.  As a result of
these transactions, the Debtors will have a significantly reduced
amount of debt following consummation of the Plan, and Reorganized
Delta will become the owner of 33.34% of the membership interests
in the Joint Venture Company.

The holders of Noteholder Claims and the holders of General
Unsecured Claims (other than those who elect to be "cashed out" at
fifteen cents on the dollar) will receive their Pro Rata share of
100% of the New Common Stock of Reorganized Delta or such other
treatment as may be agreed upon by the Reorganized Debtors and the
Holder of such Allowed General Unsecured Claim and approved by the
Bankruptcy Court.

All Existing Delta Equity Interests will be canceled and the
holders thereof will receive no value under the Plan.  All of the
Debtors' other creditors will retain their rights unimpaired by
the consummation of the Plan.

The Debtors maintain that commencement of the Plan maximizes value
for the benefit of their stakeholders.  The Debtors believe that
through the Plan, holders of Allowed Claims will obtain a
substantially greater recovery from the Estates of the Debtors
than the recovery they would receive if the Debtors filed
petitions under chapter 7 of the Bankruptcy Code.

So long as either Class 4 or 5 (Noteholder Claims or General
Unsecured Claims) votes in favor of the Plan, the Debtors intend
to seek consummation of the Plan as quickly as possible.  If one
of Class 4 or Class 5 does not accept the Plan, the Debtors intend
to seek confirmation under the "cram down" provisions of section
1129 of the Bankruptcy Code.

The Debtors propose this treatment under the Plan:

   Class    Claims and Interest             Treatment
   -----    -------------------             ---------
Class 1     DIP Facility Claims             Paid in Full

Class 3     Other Secured Claims            Paid in Full

Class 4     General Unsecured Claims        Cash equal to 15% of
                                            claim amount or Pro
                                            Rata Share of the New
                                            Common Stock of
                                            Reorganized Delta

Class 5     Noteholder Claims               Pro Rata Share of the
                                            New Common Stock of
                                            Reorganized Delta

Class 6     Intercompany Claims             No Recovery

Class 7     Existing Delta Equity           No Recovery
            Interests

Class 8     Securities Litigation Claims    No Recovery

Class 9     Intercompany Equity Interests   Reinstated

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

                       About Delta Petroleum

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

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

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

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

Laramie Energy II LLC has been approved by the Court to serve as
the sponsor for Delta's reorganization plan.


DELTA PETROLEUM: Has Contribution Pact with Piceance & Laramie
--------------------------------------------------------------
Delta Petroleum Corporation entered into a Contribution Agreement
with Piceance Energy, LLC, and Laramie Energy II, LLC, pursuant to
which, at closing, each of the Company and Laramie will contribute
their assets, with certain exceptions, located in or pertaining to
Mesa and Garfield Counties, Colorado, in exchange for 33.34% and
66.66%, respectively, of the membership interests in Piceance
Energy.  The assets to be contributed by the Company to Piceance
Energy constitute substantially all of the assets of the Company.
In addition, the Company and Laramie will each receive cash
payments at the closing of the transaction of $75 million and $25
million, respectively, which will be paid from a draw against a
credit facility in favor of Piceance Energy that will be secured
by the contributed assets and the Company's and Laramie's
membership interests in Piceance Energy.  The cash payments are
subject to adjustment at closing based on title and environmental
defects, and subject to further adjustment post-closing based on a
final settlement statement to be agreed upon between the Company
and Laramie.

The Contribution Agreement includes customary representations,
warranties, covenants and indemnities by the parties.  Each
party's obligation to close the Contribution Agreement is
conditioned upon, among other things:

    (i) the accuracy of the parties' representations and
        warranties as of the closing;

   (ii) the parties' performance, in all material respects, of
        their covenants and obligations;

  (iii) the absence of any material adverse effect;

   (iv) the absence of any law or order prohibiting the
        consummation of the transaction;

    (v) the occurrence of certain events by certain dates in
        connection with the Company's currently pending voluntary
        petition for relief under Chapter 11 of the United States
        Bankruptcy Code in the United States Bankruptcy Court for
        the District of Delaware;

   (vi) title and environmental defect adjustments being below
        certain thresholds; and

  (vii) the entry into an agreement between the Company and
        Piceance Energy pursuant to which the Company retains the
        economic benefit of the 5% working interest in certain
        wells contributed to Piceance Energy.

Subject to satisfaction of the closing conditions, the transaction
is expected to occur on or before Aug. 31, 2012.  The effective
date of the closing will be July 31, 2012, and all proceeds and
certain customary operational costs and expenses attributable to
the contributed assets will be apportioned between the parties
according to that date.

A copy of the Contribution Agreement is available for free at:

                        http://is.gd/pLd9BC

                       About Delta Petroleum

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

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

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

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

Laramie Energy II LLC has been approved by the Court to serve as
the sponsor for Delta's reorganization plan.


DESERT INN: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: Desert Inn Management Company, Ltd.
        344 East Desert Inn Road
        Las Vegas, NV 89109

Bankruptcy Case No.: 12-16719

Chapter 11 Petition Date: June 5, 2012

Court: U.S. Bankruptcy Court
       District of Nevada (Las Vegas)

Judge: Linda B. Riegle

Debtor's Counsel: Talitha B. Gray, Esq.
                  GORDON & SILVER, LTD.
                  3960 Howard Hughes Parkway, 9th Floor
                  Las Vegas, NV 89169
                  Tel: (702) 796-5555
                  E-mail: athalrose@gordonsilver.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 20 largest unsecured creditors
filed with the petition is available for free at:
http://bankrupt.com/misc/nvb12-16719.pdf

The petition was signed by Michael S. Talbott, manager.


DEWEY & LEBOEUF: Lessors Object to Proposed Cash Collateral Use
---------------------------------------------------------------
Sara Randazzo at Connecticut Law Tribune reports a group of office
equipment lessors are opposing Dewey & LeBoeuf's proposed use of
cash collateral to fund its Chapter 11 bankruptcy, arguing that
the approval of such an arrangement unfairly favors secured
creditors and leaves unsecured creditors with little recourse if
their bills are not paid.

According to the report, the objections -- which also include a
claim that the Dewey estate has already sold some of the property
owned by the lessors -- suggest that things could get contentious
at a hearing scheduled for June 13 at which Manhattan Bankruptcy
Judge Martin Glenn will consider Dewey's final motion requesting
the use of its cash collateral.  The bankrupt firm's estate has
proposed a budget of $8.6 million to fund the first three weeks of
its wind-down. The money would come from cash used as collateral
to offset money owed to JPMorgan Chase and a group of hedge funds.

The report relates unsecured creditors argue that the cash
belongs to more than just those parties, and that using it will
leave others that have asserted claims in the bankruptcy
unprotected.  One of the lessors raising objections, Fidelity
National Capital -- which does business as Winthrop Capital --
said in its motion filed Wednesday that it has had a contract with
Dewey dating back to 2003, when it was still LeBoeuf, Lamb, Greene
& MacRae.

The report notes Winthrop entered into 10 equipment leases with
Dewey, assigning the rights to many of those agreements to other
entities, including CIT Finance, Fifth Third Bank, MassMutual
Asset Finance, Banc of America Leasing & Capital, and SunTrust
Leasing Corporation.  Fifth Third Bank and Banc of America have
also filed objections with the court.

The report, citing court documents, says Winthrop is owed $6.7
million by the Dewey estate for the lease it controls, which says
Dewey largely stopped paying its bills after March of this year.

Winthrop and the other companies leased property to Dewey offices
worldwide, including furniture, computer equipment, printers,
fixtures, and telephone systems.  Winthrop's filing says that even
though the company still owns all of the property it leased to the
firm over the years, Dewey sold off or reassigned property to
other law firms in the weeks leading up to its bankruptcy,
according to the report.

The report says the proceeds from those sales include: $680,079
from Dechert for an office lease and equipment in Dubai and
Tbilisi, Georgia; $6 million from Greenberg Traurig for, among
other things, property and equipment in Poland; $4.1 million from
Morgan, Lewis & Bockius for property and equipment in Russia and
Kazakhstan; and an unspecified amount in Italy, where former Dewey
partners have started their own firm in Dewey's former offices.

The report adds Winthrop argues that any money related to its
property that came from those sales should not qualify as cash
collateral, but instead should be used to help repay Winthrop's
debts.  Fifth Third's motion, supported by Banc of America, also
argues that any proceeds from the sale of the leased property, as
well as any insurance proceeds related to the property, be
excluded from the cash collateral.

The report says there has been some confusion so far in the
bankruptcy proceeding as to where the equipment lessors stand on
Dewey's list of creditors.  In its own log of the parties to which
it owes money, Dewey lists Winthrop, SunTrust, and US Bancorp
Equipment Finance -- another equipment lessor not involved in the
recent motions -- as secured creditors with claims totaling more
than $45 million.  But Winthrop has argued that it should be
considered an unsecured creditor, and in fact, the company is
among three vendors selected by the U.S. trustee's office to serve
on the official committee of unsecured creditors, which will
represent the interests of all creditors asserting claims in the
bankruptcy.

                       About Dewey & LeBoeuf

New York-based law firm Dewey & LeBoeuf LLP sought Chapter 11
bankruptcy (Bankr. S.D.N.Y. Case No. 12-12321) to complete the
wind-down of its operations.  The firm had struggled with high
debt and partner defections.  Dewey disclosed debt of $245 million
and assets of $193 million in its chapter 11 filing late evening
on May 29, 2012.

Dewey & LeBoeuf was formed by the 2007 merger of Dewey Ballantine
LLP and LeBoeuf, Lamb, Greene & MacRae LLP.  At its peak, Dewey
employed about 2,000 people with 1,300 lawyers in 25 offices
across the globe.  When it filed for bankruptcy, only 150
employees were left to complete the wind-down of the business.

Dewey's offices in Hong Kong and Beijing are being wound down.
The partners of the separate partnership in England are in process
of winding down the business in London and Paris, and
administration proceedings in England were commenced May 28.  All
lawyers in the Madrid and Brussels offices have departed. Nearly
all of the lawyers and staff of the Frankfurt office have
departed, and the remaining personnel are preparing for the
closure.  The firm's office in Sao Paulo, Brazil, is being
prepared for closure and the liquidation of the firm's local
affiliate.  The partners of the firm in the Johannesburg office,
South Africa, are planning to wind down the practice.

The firm's ownership interest in its practice in Warsaw, Poland,
was sold to the firm of Greenberg Traurig PA on May 11 for $6
million.  The Pension benefit Guaranty Corp. took $2 million of
the proceeds as part of a settlement.

Judge Martin Glenn oversees the case.  Albert Togut, Esq., at
Togut, Segal & Segal LLP, represents the Debtor.  Epiq Bankruptcy
Solutions LLC serves as claims and notice agent.  The petition was
signed by Jonathan A. Mitchell, chief restructuring officer.

JPMorgan Chase Bank, N.A., as Revolver Agent on behalf of the
lenders under the Revolver Agreement, hired Kramer Levin Naftalis
& Frankel LLP.  JPMorgan, as Collateral Agent for the Revolver
Lenders and the Noteholders, hired FTI Consulting and Gulf
Atlantic Capital, as financial advisors.  The Noteholders hired
Bingham McCutchen LLP as counsel.

The U.S. Trustee formed two committees -- one to represent
unsecured creditors and the second to represent former Dewey
partners.  The creditors committee hired Brown Rudnick LLP led by
Edward S. Weisfelner, Esq., as counsel.


DEX ONE: Fails to Comply with NYSE's $1.00 Trading Price Rule
-------------------------------------------------------------
Dex One Corporation received notification from the New York Stock
Exchange that its average closing share price over a consecutive
30 trading-day period fell below the NYSE's minimum continued
listing standard of $1.00 per share.  Under NYSE rules, Dex One
has until its next annual meeting of stockholders in May 2013 to
satisfy the average share price requirement.  Dex One has notified
the NYSE that it will take steps to cure this deficiency within
the prescribed timeframe.  Until then, the Company's shares will
continue to be listed and traded on the NYSE, subject to
compliance with other NYSE continued listing standards.

                           About Dex One

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

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

Dex One reported a net loss of $518.96 million in 2011 compared
with a net loss of $923.59 million for the eleven months ended
Dec. 31, 2010.

The Company's balance sheet at March 31, 2012, showed $3.14
billion in total assets, $3.09 billion in total liabilities and
$48.87 million in total shareholders' equity.

                            *     *     *

As reported in the April 2, 2012 edition of the TCR, Moody's
Investors Service has downgraded the corporate family rating (CFR)
for Dex One Corporation's to Caa3 from B3 based on Moody's view
that a debt restructuring is inevitable.  Moody's has also changed
Dex's Probability of Default Rating (PDR) to Ca/LD from B3
following the company's purchase of about $142 million of par
value bank debt for about $70 million in cash.  The Caa3 rating
also reflects Moody's view that additional exchanges at a discount
are likely in the future since the company amended its bank
covenants to make it possible to repurchase additional bank debt
on the open market through the end of 2013.

As reported by the TCR on April 4, 2012, Standard & Poor's Ratings
Services raised its corporate credit rating on Cary, N.C.-based
Dex One Corp. and related entities to 'CCC' from 'SD' (selective
default).  "The upgrade reflects our assessment of the company's
credit profile after the completion of the subpar repurchase
transaction in light of upcoming maturities, future subpar
repurchases, and our expectation of a continued week operating
outlook," explained Standard & Poor's credit analyst Chris
Valentine.


DEX ONE: Atish Banerjea to Resell 100,000 Common Shares
-------------------------------------------------------
Dex One Corporation filed with the U.S. Securities and Exchange
Commission a Form S-8 relating to the resale, from time to time,
of up to 100,000 shares of the Company's common stock, $0.001 par
value per share, by Atish Banerjea, senior vice president and
chief technology officer.  The selling stockholder acquired those
shares pursuant to grants made under (i) a stand-alone restricted
stock award agreement, dated Jan. 18, 2011, by and between Dex One
Corporation and Atish Banerjea and (ii) a stand-alone nonqualified
stock option agreement, dated Jan. 18, 2011, by and between Dex
One Corporation and Atish Banerjea.

The Company will not receive any proceeds from sales of the shares
of the Company's common stock covered by this prospectus by the
selling stockholder.

Shares of the Company's common stock are listed on the New York
Stock Exchange under the symbol "DEXO."  On June 1, 2012, the last
reported sale price of the Company's common stock was $0.92 per
share.

A copy of the filing is available for free at http://is.gd/cEbvMc

                           About Dex One

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

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

Dex One reported a net loss of $518.96 million in 2011 compared
with a net loss of $923.59 million for the eleven months ended
Dec. 31, 2010.

The Company's balance sheet at March 31, 2012, showed $3.14
billion in total assets, $3.09 billion in total liabilities and
$48.87 million in total shareholders' equity.

                            *     *     *

As reported in the April 2, 2012 edition of the TCR, Moody's
Investors Service has downgraded the corporate family rating (CFR)
for Dex One Corporation's to Caa3 from B3 based on Moody's view
that a debt restructuring is inevitable.  Moody's has also changed
Dex's Probability of Default Rating (PDR) to Ca/LD from B3
following the company's purchase of about $142 million of par
value bank debt for about $70 million in cash.  The Caa3 rating
also reflects Moody's view that additional exchanges at a discount
are likely in the future since the company amended its bank
covenants to make it possible to repurchase additional bank debt
on the open market through the end of 2013.

As reported by the TCR on April 4, 2012, Standard & Poor's Ratings
Services raised its corporate credit rating on Cary, N.C.-based
Dex One Corp. and related entities to 'CCC' from 'SD' (selective
default).  "The upgrade reflects our assessment of the company's
credit profile after the completion of the subpar repurchase
transaction in light of upcoming maturities, future subpar
repurchases, and our expectation of a continued week operating
outlook," explained Standard & Poor's credit analyst Chris
Valentine.


DURRANT GROUP: Court Dismisses Bankruptcy Case
----------------------------------------------
Thonline.com reports that a federal court dismissed the Durrant
Group's petition for bankruptcy last month, allowing creditors to
pursue collection activities against the firm, which closed in
April 2012.

According to the report, two months ago, negotiations with
potential buyers fell through, and the company closed the doors of
its four remaining operations sites.

Based in Dubuque, Iowa, The Durrant Group Inc., dba Durrant Media
Five, is one of Iowa's largest architectural/engineering
firms.  The Company filed for Chapter 11 protection (Bankr. N.D.
Iowa Case No. 12-00110) on Jan. 26, 2012.  Judge Paul J. Kilburg
presides over the case.  Joseph A. Peiffer, Esq., at Day Rettig
Peiffer, P.C., represents the Debtor.  The Debtor estimated both
assets and debts of between $1 million and $10 million.


ENERGY CONVERSION: Adjournment Motion Denied, Procedures Approved
-----------------------------------------------------------------
BankruptcyData.com reports that the U.S. Bankruptcy Court denied
the motion filed by Energy Conversion Devices' official committee
of unsecured creditors seeking to adjourn solicitation of voting
on the Debtors' Second Amended Plan of Liquidation and terminate
the Debtors' exclusive period for filing a Chapter 11 plan.

BankruptcyData.com says the Court separately approved the Debtors'
solicitation procedures for their Chapter 11 plan and scheduled a
July 18, 2012 confirmation hearing.

                        About Energy Conversion

Energy Conversion Devices -- http://energyconversiondevices.com/
-- has a renowned 51 year history since its formation in Detroit,
Michigan and has been a pioneer in materials science and renewable
energy technology development.  The company has been awarded over
500 U.S. patents and international counterparts for its
achievements.  ECD's United Solar wholly owned subsidiary has been
a global leader in building-integrated and rooftop photovoltaics
for over 25 years.  The company manufactures, sells and installs
thin-film solar laminates that convert sunlight to clean,
renewable energy using proprietary technology.

ECD filed for Chapter 11 protection (Bankr. E.D. Mich. Case No.
12-43166) on Feb. 14, 2012.  Judge Thomas J. Tucker presides over
the case.  Aaron M. Silver, Esq., Judy B. Calton, Esq., and Robert
B. Weiss, Esq., at Honigman Miller Schwartz & Cohn LLP, in
Detroit, Michigan, represent the Debtor as counsel.  The Debtor
estimated assets and debts of between $100 million and
$500 million as of the petition date.

The petition was signed by William Christopher Andrews, chief
financial officer and executive vice president.

Affiliate United Solar Ovonic LLC filed a separate Chapter 11
petition on the same day (Bankr. E.D. Mich. Case No. 12-43167).
Affiliate Solar Integrated  Technologies, Inc., filed a petition
for relief under Chapter 7 of the Bankruptcy Code (Bankr. E.D.
Mich. Case No. 12-43169).


ENERGY CONVERSION: Shareholders Withdraw Official Committee Bid
---------------------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of Michigan
authorized The Ad Hoc Shareholders Committee to withdraw its
motion for the appointment of an Official Equity Committee in the
Chapter 11 cases of Energy Conversion Devices, Inc., and United
Solar Ovonic LLC.  The scheduled June 6, 2012 hearing to consider
the motion was canceled.

                       About Energy Conversion

Energy Conversion Devices -- http://energyconversiondevices.com/
-- has a renowned 51 year history since its formation in Detroit,
Michigan and has been a pioneer in materials science and renewable
energy technology development.  The company has been awarded over
500 U.S. patents and international counterparts for its
achievements.  ECD's United Solar wholly owned subsidiary has been
a global leader in building-integrated and rooftop photovoltaics
for over 25 years.  The company manufactures, sells and installs
thin-film solar laminates that convert sunlight to clean,
renewable energy using proprietary technology.

ECD filed for Chapter 11 protection (Bankr. E.D. Mich. Case No.
12-43166) on Feb. 14, 2012.  Judge Thomas J. Tucker presides over
the case.  Aaron M. Silver, Esq., Judy B. Calton, Esq., and Robert
B. Weiss, Esq., at Honigman Miller Schwartz & Cohn LLP, in
Detroit, Michigan, represent the Debtor as counsel.  The Debtor
estimated assets and debts of between $100 million and
$500 million as of the petition date.

The petition was signed by William Christopher Andrews, chief
financial officer and executive vice president.

Affiliate United Solar Ovonic LLC filed a separate Chapter 11
petition on the same day (Bankr. E.D. Mich. Case No. 12-43167).
Affiliate Solar Integrated  Technologies, Inc., filed a petition
for relief under Chapter 7 of the Bankruptcy Code (Bankr. E.D.
Mich. Case No. 12-43169).


ENERGY CONVERSION: Creditors Seek Plan Hearing Adjournment
----------------------------------------------------------
The Official Committee of Unsecured Creditors in the Chapter 11
cases of Energy Conversion Devices, Inc., and United Solar Ovonic
LLC., asks the U.S. Bankruptcy Court for the Eastern District of
Michigan to use its discretion to postpone the solicitation date
to June 22, 2012, reschedule the confirmation hearing and the
voting and plan objection deadlines in relation to the Debtors'
First Amended Joint Plan of Liquidation.

The confirmation hearing is set for June 27, 2012.  Objections, if
any, are due June 22.

According to the Creditors Committee, though the case is nearing
its final stages, there are still several contingencies which need
to be resolved in order for the Committee or its ECD and USO Sub-
Committees to be able to recommend whether its constituents must
vote in favor of the Debtors' Amended Plan.

First, the Bar Date has not yet passed.  Furthermore the sale of
the Debtors' solar business is being liquidated with a final
auction occurring before the end of June, absent a private sale
before that date.

The Committee notes that once the Committee and the other parties
in the case know both the extent of the claims and the value of
the solar assets, the Committee and the Sub-Committees will be
better able to determine whether to recommend that creditors vote
in favor of the Amended Plan, which provides for substantive
consolidation of the estates, or potentially, if allowed by this
Court, an alternative separate liquidation plan either solicited
simultaneously with the Amended Plan or solicited separately
thereafter.

                       About Energy Conversion

Energy Conversion Devices -- http://energyconversiondevices.com/
-- has a renowned 51 year history since its formation in Detroit,
Michigan and has been a pioneer in materials science and renewable
energy technology development.  The company has been awarded over
500 U.S. patents and international counterparts for its
achievements.  ECD's United Solar wholly owned subsidiary has been
a global leader in building-integrated and rooftop photovoltaics
for over 25 years.  The company manufactures, sells and installs
thin-film solar laminates that convert sunlight to clean,
renewable energy using proprietary technology.

ECD filed for Chapter 11 protection (Bankr. E.D. Mich. Case No.
12-43166) on Feb. 14, 2012.  Judge Thomas J. Tucker presides over
the case.  Aaron M. Silver, Esq., Judy B. Calton, Esq., and Robert
B. Weiss, Esq., at Honigman Miller Schwartz & Cohn LLP, in
Detroit, Michigan, represent the Debtor as counsel.  The Debtor
estimated assets and debts of between $100 million and
$500 million as of the petition date.

The petition was signed by William Christopher Andrews, chief
financial officer and executive vice president.

Affiliate United Solar Ovonic LLC filed a separate Chapter 11
petition on the same day (Bankr. E.D. Mich. Case No. 12-43167).
Affiliate Solar Integrated  Technologies, Inc., filed a petition
for relief under Chapter 7 of the Bankruptcy Code (Bankr. E.D.
Mich. Case No. 12-43169).


ENERGY CONVERSION: Summit Wants Equipment Excluded from Sale List
-----------------------------------------------------------------
Summit Funding Group, asks the U.S. Bankruptcy Court for the
Eastern District of Michigan to deny Energy Conversion Devices,
Inc., and United Solar Ovonic LLC's motion to authorize the sale
of substantially all of the Debtors' equipment.

Summit Funding relates that it is the owner of certain Dell and
other computer equipment.  Pursuant to Lease Agreement No. 2380,
Summit Funding leased the equipment to the Debtor on Aug. 14,
2008, for a term to begin on Sept. 30, 2008, and terminating 36
months thereafter on Sept. 30, 2011.  A financing statement was
filed with the State of Michigan Secretary of State memorializing
the lease on Aug. 27, 2008.  On July 30, 2011, the Debtor served
notice to terminate the lease and requested buyout pricing and
pricing for one further year of leasing.

Summit Funding requests that the sale be prohibited unless or
until the equipment hereinbefore named is deleted from the sale.

As reported in the Troubled Company Reporter on June 4, 2012,
the Debtors requested for the Court to authorize the sale of
substantially all of the machinery and equipment located at the
Debtors' remaining facilities:

   1. 3800 Lapeer Road, Auburn Hills, Michigan;

   2. 10 Clark Road, Battle Creek, Michigan;

   3. 1 and 2 Solar Parkway, Greenville, Michigan;

   4. Calle Veccinal 8755 Colonia El Tecolote, Tijuana, MX; and

   5. 1100 and 1104 Maple Road, Troy, Michigan.

The Debtor did not identify stalking-horse bidders for the assets.

In order to maximize the value of the Debtors' machinery and
equipment, the Debtors have retained auctioneers with experience
in solar industry and large chapter 11 bankruptcy proceedings to
conduct auctions of the Debtors' machinery and equipment.

The Debtors and auctioneers are in the process of taking inventory
of the equipment.  The Debtors will show final catalog of the
equipment no later than five days before the first day bidding
begins at the auction.

The Debtors propose this timeline for the auction:

      June 19 - 21:      Online/onsite auction sale for the
                         Equipment located at Calle Veccinal 8755
                         Colonia El Tecolote, Tijuana, MX (the
                         Mexican Facility) and at
                         www.hilcoind.com/sales

      June 26 - 28:      Online/onsite auction sale for the
                         remainder of the equipment at the
                         facilities, excluding the Mexican
                         Facility, and at www.hilcoind.com/sales

                       About Energy Conversion

Energy Conversion Devices -- http://energyconversiondevices.com/
-- has a renowned 51 year history since its formation in Detroit,
Michigan and has been a pioneer in materials science and renewable
energy technology development.  The company has been awarded over
500 U.S. patents and international counterparts for its
achievements.  ECD's United Solar wholly owned subsidiary has been
a global leader in building-integrated and rooftop photovoltaics
for over 25 years.  The company manufactures, sells and installs
thin-film solar laminates that convert sunlight to clean,
renewable energy using proprietary technology.

ECD filed for Chapter 11 protection (Bankr. E.D. Mich. Case No.
12-43166) on Feb. 14, 2012.  Judge Thomas J. Tucker presides over
the case.  Aaron M. Silver, Esq., Judy B. Calton, Esq., and Robert
B. Weiss, Esq., at Honigman Miller Schwartz & Cohn LLP, in
Detroit, Michigan, represent the Debtor as counsel.  The Debtor
estimated assets and debts of between $100 million and
$500 million as of the petition date.

The petition was signed by William Christopher Andrews, chief
financial officer and executive vice president.

Affiliate United Solar Ovonic LLC filed a separate Chapter 11
petition on the same day (Bankr. E.D. Mich. Case No. 12-43167).
Affiliate Solar Integrated  Technologies, Inc., filed a petition
for relief under Chapter 7 of the Bankruptcy Code (Bankr. E.D.
Mich. Case No. 12-43169).


GARY PHILLIPS: July 3 Hearing on Turnover of Cash Collateral
------------------------------------------------------------
Regions Bank asks the U.S. Bankruptcy Court for the Eastern
District of Tennessee to direct Gary Phillips Construction, LLC,
to turnover of cash collateral, and disburse of sale proceeds.

According to Regions Bank, pursuant to its Deed of Trust and
Assignment of Rents, the Bank has liens on multiple parcels of
real property, well as the Debtor's cash collateral.  On Oct. 24,
2011, the Court granted Regions Bank's request for relief of
automatic stays, for adequate protection, and to prohibit or
condition use of the cash collateral.

Regions Bank asserts that prior to obtaining relief from the stay,
certain real properties that were encumbered by the Bank's Deed of
Trust were sold, including 421 Brookside Drive, Elizabethton,
Tennessee and 482 Grovemont Place, Piney Flats, Tennessee.  The
foregoing sales produced excess proceeds of $4,286 and $74,099,
respectively, with said amounts being paid into cash collateral
rather than to the Bank; however, said amounts remain impressed
with the Bank's lien given that each parcel secures all of the
Debtor's obligations to the Bank.  The Bank relates that the
foregoing amounts represent the proceeds of the sale of the Bank's
collateral.

The Bank requests for the disbursement of funds in the Debtor's
possession that are attributable to, or proceeds from the sale of
Regions' collateral properties, plus interest, including all
amounts attributable to the sales because of the Debtor's failure
to submit a Plan, the lack of any real prospect for a successful
reorganization, and the Debtor's declining operating account
balance.

At the behest of Gary Phillips Construction, LLC, the U.S.
Bankruptcy Court for the Eastern District of Tennessee continued
until July 3, 2012, at 9 a.m., the hearing to consider Gary
Phillips' response to Regions Bank's motion for turnover of cash
collateral and disbursement of sale proceeds.

A June 5 hearing on the Debtor's continued access to the cash
collateral was held and an agreed order will be tendered.

Previously, the Debtor requested for authorization to use property
in the nature of cash collateral.

As adequate protection from any diminution in value of the
lenders' collateral, the Debtor will grant Bank of Tennessee,
Citizens Bank, Commercial Bank, First Bank & Trust, Regions Bank,
Tri-Summit Bank, TruPoint Bank, and Probuild Company, LLC,
replacement liens in all assets of the estate.

                 About Gary Phillips Construction

Piney Flats, Tennessee-based Gary Phillips Construction, LLC,
filed for Chapter 11 bankruptcy protection (Bankr. E.D. Tenn. Case
No. 10-53097) on Dec. 3, 2010.  Fred M. Leonard, Esq. --
fredmleonard@earthlink.net -- in Bristol, Tennessee, serves as the
Debtor's counsel.  The Debtor tapped Wayne Turbyfield as
accountant.  The Debtor tapped the law firm of Bearfield &
Associates as special counsel.  The Court denied the application
to employ Crye-Leike Realtors as realtor.  In its schedules, the
Debtor disclosed $13,255,698 in assets and $7,614,399 in
liabilities as of the Petition Date.

Daniel M. McDermott, the U.S. Trustee for Region 8, appointed six
creditors to serve on an Official Committee of Unsecured Creditors
in the Debtor's case.  Dean B. Farmer, Esq., at Hodges, Doughty &
Carson, PLLC, serves as the committee's counsel.


GENON ENERGY: Moody's Corrects December 16 Ratings Release
----------------------------------------------------------
Moody's Investors Service issued a correction to the December 16,
2011 ratings release of Genon Energy, Inc.

Moody's has affirmed the ratings of Genon Energy, Inc. (GEN, B2
Corporate Family Rating, B2 Senior Secured Bank Credit Facility,
B3 Senior Unsecured, SGL-1) and its subsidiaries GenOn Americas
Generation, LLC (GENAG, B3 Senior Unsecured) and GenOn Mid-
Atlantic, LLC (GENMA, Ba1 Senior Secured) and has revised their
outlooks to negative from stable. Concurrently, Moody's has placed
the Ba1 senior secured rating of GenOn REMA, LLC (GREMA) under
review for possible downgrade.

"Low gas prices combined with upcoming environmental regulations
will create headwinds for the GenOn family and will have a
disproportionate impact on GREMA, as a substantial portion of
GREMA's coal-fired power generation fleet is unscrubbed," said
Bill Hunter, VP and Senior Analyst. "GEN's strong liquidity will
be an important support for its ratings during the lean years of
CSAPR".

GEN's B2 Corporate Family Rating is based on a diversified
portfolio of power plants, a meaningful percentage of hedged and
contracted revenues, an apparently successful merger integration,
and strong liquidity combined with the stated importance of
liquidity to senior management, balanced against high leverage,
dependence on coal fired power plants in PJM for a majority of
cash flows, volatile power prices that appear on a downward trend
due to the impact of shale gas, and an expectation of decreasing
generation revenues due to increasingly stringent environmental
regulation.

The Cross State Air Pollution Rules (CSAPR) are expected to
substantially decrease generation revenues at GEN (and especially
GREMA) starting in 2012, in part due to GEN's stated strategy of
banking 2012 and 2013 credits for sale/use in 2014, when emissions
allocations will decrease and monetary penalties for non-
compliance will be much higher. Since CSAPR will not prevent
plants from bidding into capacity markets, it is not by itself
expected to cause significant retirements. Unlike CSAPR, the
Hazardous Air Pollutants Maximum Available Technology rules (HAPs-
MACT), currently expected to be finalized in December, 2011 with
effectiveness in January, 2015, would require compliance through
controls rather than purchase of emissions. As currently drafted,
the rules would cover not only mercury and heavy metals, but also
hydrochloric acid and micro-particulate emissions, which would
likely make CSAPR allowances of little value once the HAPs-MACT
rules are fully effective. Moody's currently estimates that most
of GEN's un-scrubbed coal capacity will be retired upon
effectiveness of the HAPs-MACT rules. It is possible that higher
capacity prices for GEN's remaining plants may offset consolidated
capacity and generation revenue reductions related to closed
units. However, for GREMA, Moody's estimates the retirements would
represent about 68% of its coal capacity and 36% of its total
capacity, so Moody's would expect a reduction in GREMA's capacity
revenues post-HAPs-MACT.

GENMA, by contrast, has invested over $1.5 billion in
environmental upgrades over the past decade, and it is expected to
continue its position as the group's main cash flow driver.

Moody's review of GREMA will focus on how decreased cash flow
generation and possible plant retirements might alter the
effective priority of claims for GREMA's senior secured debt
relative to other debt in the GenOn family in Moody's loss given
default (LGD) analysis. The lease debt at GENMA and the lease debt
at GREMA have historically been viewed as similar, as both benefit
from relatively strong structural elements, including a cash
distribution test and liens on certain collateral. Moody's had
viewed some of the factors that drove differences in their
respective cash flows in recent years as potentially temporary,
including cyclically low power prices and East-West PJM pricing
differentials. By contrast, the expected plant retirements at
GREMA due to CSAPR and HAPs-MACT appear likely to cause a
permanent change in collateral valuations that could be the
catalyst for a possible multi-notch downgrade at GREMA.

The negative outlooks for GEN, GENMA and GENAG reflect the impact
of shale gas on power prices and the potential for a long-term
compression of coal fired generators' gross margins, while
acknowledging that GEN has prepared itself to withstand a multi-
year period of low power prices by husbanding its liquidity and
reducing costs, and that GENMA's fleet is relatively well
positioned in terms of location and environmental compliance.

Ratings Placed Under Review for Downgrade:

Issuer: GenOn REMA, LLC

  Senior Secured: Ba1, LGD -- 15%
  Outlook: RUR-Down

Ratings Affirmed with Revised Outlook:

Issuer: Genon Energy, Inc.

  Corporate Family Rating: B2
  Probability of Default Rating: B2
  Speculative Grade Liquidity Rating: SGL-1
  Senior Secured Bank Facility: B2
  Senior Unsecured: B3
  Outlook: Revised to Negative from Stable

Issuer: GenOn Americas Generation, LLC

  Senior Unsecured: B3
  Outlook: Revised to Negative from Stable

Issuer: GenOn Mid-Atlantic, LLC

  Senior Secured: Ba1, LGD 2 -- 15%
  Outlook: Revised to Negative from Stable

LGD Ratings Assigned/Adjusted:

Issuer: Genon Energy, Inc.

  Senior Secured Bank Facility: Assigned LGD 3 -- 45%
  Senior Unsecured: Adjusted to LGD 5 -- 73% from LGD 4 -- 69%

Issuer: GenOn Americas Generation, LLC

  Senior Unsecured: Adjusted to LGD 5 -- 73% from LGD 5 -- 86%
  Outlook: Revised to Negative from Stable

In light of the negative outlook at GEN and the review for
possible downgrade at GREMA, limited prospects exists for GEN's
ratings to be upgraded in the intermediate term. Longer-term,
GEN's ratings could be upgraded if there were a material
improvement in forward capacity prices and/or energy prices (and
especially the dark spread) that could be locked in, such that CFO
pre-WC/Debt would be expected to exceed 10% and FCF/Debt would be
expected to be flat or positive on a sustainable basis.

GEN's ratings could be downgraded if environmental regulations
were to materially increase/accelerate Capex or expected plant
shutdowns, if the liquidity cushion were materially eroded or
management were to change its policy of maintaining a robust
cushion. In addition, ratings could be downgraded if Moody's
expectation of sustained cash flows were to change (for instance
from decreases in forward power/capacity prices), such that CFO
pre-WC/Debt would be expected to be lower than 5% and FCF/Debt
would be expected to be negative 10% or worse on a sustained
basis.

GenOn Energy Inc., based in Houston, Texas, is a US merchant power
holding company that was formed in December, 2010 from the merger
of Mirant Corporation and Reliant Resources Inc.

The principal methodology used in these ratings was Unregulated
Utilities and Power Companies published in August 2009.


GOODMAN NETWORKS: Moody's Reviews 'B2' CFR for Downgrade
--------------------------------------------------------
Moody's Investors Service has placed the ratings of Goodman
Networks Inc. on review for downgrade as the company's delayed
filing of fiscal year 2011 and Q1 2012 financial results may
trigger an event of default under its credit agreement. The review
is based on Moody's concerns that an extended period to resolve
the issue could impair its negotiations with its creditors to
extend waivers of the technical default it has been operating
under. Moody's expects Goodman to resolve its audit restatement
issues over the next three months and anticipates concluding the
review within that timeframe.

Issuer: Goodman Networks, Inc.

   On Review for Possible Downgrade:

    Probability of Default Rating, Placed on Review for Possible
    Downgrade, currently B2

    Corporate Family Rating, Placed on Review for Possible
    Downgrade, currently B2

    US$225M 12.125% Senior Secured Regular Bond/Debenture, Placed
    on Review for Possible Downgrade, currently B2

  Outlook Actions:

    Outlook, Changed To Rating Under Review From Stable

Ratings Rationale

Goodman's B2 corporate family rating considers the relatively high
business risks associated with the small scale of its business of
providing outsourced engineering and infrastructure services
primarily to large communications and technology companies in the
US. The rating also reflects Goodman's significant customer
concentration, key-man and project execution risks, and exposure
to the capital expenditure cycles of its customers, which are
represented largely by AT&T and Alcatel-Lucent. In addition, as
outsourcing of services forms an integral component of the
company's revenue base, Goodman needs to deliver more cost
effective alternatives than its larger and better capitalized
customers can perform in-house. Moody's also notes that the delay
in new contract wins and slow down in AT&T capital spending also
elevate leverage in the near term which further pressures the
ratings. These risks are offset by Goodman's recent contract wins
from other carriers such as Sprint and Windstream which will allow
the company to diversify its revenues away from AT&T and Alcatel-
Lucent. In addition, Goodman has been generating greater than
anticipated free cash flow as the company decides whether to
proceed with its Jupiter 2 project with Alcatel-Lucent which would
have been cash flow consuming during the first few years of the
contract.

Moody's review will focus on the timeframe and resolution for
Goodman to address its audit issues and internal control items
addressed by its previous accountants. The delay in the filing of
the fiscal year 2011 results is due to audit restatement disputes
between its former auditor, BKD and current auditor KPMG,
regarding categorizing about $5 million in earnings in 2010 vs.
2011. The waiver of event of default that the company has obtained
from its revolving credit facility lenders is set to expire on
June 15, 2012 and the company is in the process of negotiating an
extension of the waiver. Should the company fail to extend the
waiver, it will not be able to gain access the revolver. Moody's
recognizes that the company's ample cash balances at the end of
the first quarter 2012 provides near-term liquidity, but given the
high working capital swings in its operations, maintaining the
revolver availability is critical to support the credit and the
rating. The indenture regulating the existing $225 million senior
secured notes also treats the delay of filings as an event of
default if holders of at least 25% of the aggregate principal
amount decide to call it a default.

Moody's could lower Goodman's ratings if the company fails to
obtain the necessary waiver or prevent its bondholders from
declaring an event of default due to the delay in delivery of the
financial statements. Ratings could also come under downward
pressure should adjusted Debt/ EBITDA be sustained at around 4.5x,
and the company's liquidity is strained such that its revolving
credit facility is largely drawn for extended periods.

The ratings could be confirmed if Goodman is able to resolve its
audit problems over the next three months and obtain an extension
of the waiver from its creditors.

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

Goodman Networks Inc., headquartered in Plano, TX, is a
technological service provider to wireless and wireline carriers
throughout the United States. Goodman provides cell site builds,
upgrades, and professional services to maintain and improve
existing networks. The Company's primary customer is AT&T, and
Goodman executes projects for AT&T in seven major markets.


GRIFFIN DEVELOPMENT: Voluntary Chapter 11 Case Summary
------------------------------------------------------
Debtor: Griffin Development, LLC
        11100 Astronaut Blvd.
        Orlando, FL 32837

Bankruptcy Case No.: 12-07732

Chapter 11 Petition Date: June 6, 2012

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

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

Estimated Assets: $0 to $50,000

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

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

The petition was signed by Kathryn Peters, managing member.


HAWKER BEECHRAFT: Purchase Offers Won't Be Made Public
------------------------------------------------------
Molly McMillin at the Wichita Eagle reports parties interested in
bidding on Hawker Beechcraft had until last week to submit the
documentation on their bids.  According to the report, the bids
will not be made public as part of the company's Chapter 11
bankruptcy filing.  Hawker Beechcraft spokeswoman Nicole Alexander
said she did not have more information to provide.

The report relates several companies have been rumored as
interested in portions of Hawker Beechcraft's business.  In April,
Scott Donnelly, Textron chairman and CEO, told analysts that his
company is keeping an eye on Hawker Beechcraft.  An executive for
Brazil-based Embraer also has expressed interest.  It's not known
whether either company has submitted a bid.

The report notes Hawker expects to emerge from bankruptcy by the
end of the year as an independent company.

                   About Hawker Beechcraft

Hawker Beechcraft Inc., a designer and manufacturer of light and
medium-sized jet, turboprop and piston aircraft, filed for Chapter
11 reorganization together with 17 affiliates (Bankr. S.D.N.Y.
Lead Case No. 12-11873) on May 3, 2012, having already negotiated
a plan that eliminates $2.5 billion in debt and $125 million of
annual cash interest expense.

The plan, to be filed by June 30, will give 81.9% of the new stock
to holders of $1.83 billion of secured debt, while 18.9% of the
new shares are for unsecured creditors.  The proposal has support
from 68% of secured creditors and holders of 72.5% of the senior
unsecured notes.

Hawker is 49%-owned by affiliates of Goldman Sachs Group Inc. and
49%-owned by Onex Corp.  The Company's balance sheet at Dec. 31,
2011, showed $2.77 billion in total assets, $3.73 billion in total
liabilities and a $956.90 million total deficit.  Other claims
include pensions underfunded by $493 million.

Hawker's legal representative is Kirkland & Ellis LLP, its
financial advisor is Perella Weinberg Partners LP and its
restructuring advisor is Alvarez & Marsal.  Epiq Bankruptcy
Solutions LLC is the claims and notice agent.

Sidley Austin LLP serves as legal counsel and Houlihan Lokey
Howard & Zukin Capital Inc. serves as financial advisor to the DIP
Agent and the Prepetition Agent.

Wachtell, Lipton, Rosen & Katz represents an ad hoc committee of
senior secured prepetition lenders holding 70% of the loans.

Milbank, Tweed, Hadley & McCloy LLP represents an ad hoc committee
of holders of the 8.500% Senior Fixed Rate Notes due 2015 and
8.875%/9.625% Senior PIK Election Notes due 2015 issued by Hawker
Beechcraft Acquisition Company LLC and Hawker Beechcraft Notes
Company.  The members of the Ad Hoc Committee -- GSO Capital
Partners, L.P. and Tennenbaum Capital Partners, LLC -- hold claims
or manage accounts that hold claims against the Debtors' estates
arising from the purchase of the Senior Notes.  Deutsche Bank
National Trust Company, the indenture trustee for senior fixed
rate notes and the senior PIK-election notes, is represented by
Foley & Lardner LLP.

An Official Committee of Unsecured Creditors appointed in the case
has selected Daniel H. Golden, Esq., and the law firm of Akin Gump
Strauss Hauer & Feld LLP as legal counsel.


HORIZON LINES: Names Sam Woodward as President and CEO
------------------------------------------------------
Horizon Lines, Inc., announced that Samuel A. Woodward has joined
the company as President and Chief Executive Officer and has been
appointed to the Company's Board of Directors, effective June 7,
2012.  Mr. Woodward succeeds Stephen H. Fraser, who has served as
interim President and CEO since March 2011, and who will also step
down from the Company's Board of Directors, effective June 7,
2012.

"We are delighted that Sam has chosen to join Horizon Lines as
President and CEO," said Jeffrey A. Brodsky, Chairman of the Board
of Directors.  "Sam brings extensive transportation and logistics
experience, and is known for his leadership abilities as a
business strategist focused on operational transformation and
excellence.  He has a strong track record of success in a career
that has spanned multiple companies over more than 30 years.
Sam's proven leadership abilities will be an asset to management
and the Board, as Horizon Lines moves forward in the years ahead.

"We also want to thank Stephen for his leadership of Horizon Lines
as interim President and CEO over the past 15 months," Mr. Brodsky
said.  "Stephen successfully shepherded Horizon through a very
challenging period.  We wish Stephen well in his future endeavors
and we are confident this transition will be a seamless one for
our customers and other stakeholders."

Mr. Woodward, 63, joins Horizon Lines from Traffic Tech Inc., an
international freight forwarder, where he held several executive
leadership roles.  He also served as a managing director of Bengur
Bryan & Co., a middle market investment bank, where since 2008 he
headed the firm's Transportation and Business Process Outsourcing
Practice.  From 2004 to 2008, Mr. Woodward was Chairman, President
and CEO of Gemini Air Cargo, Inc.  Prior to Gemini, Mr. Woodward
was president of SAW Investment Services, his own investment firm,
where he oversaw investment and management services in the U.S.
freight- and logistics-based technology markets.  From 1994 to
1999, Mr. Woodward served at YRC Worldwide as Senior Vice
President, Operations and Planning, managing operations and
strategy of the Company's portfolio of transportation and
logistics companies.

"I look forward to working with the many talented and dedicated
associates and stakeholders of Horizon Lines, as we move forward
to grow the business in our three core trade lanes," Mr. Woodward
said.

Pursuant to the employment agreement, Mr. Woodward will serve as
President and CEO until June 30, 2015.

The Agreement provides that Mr. Woodward will receive an annual
base salary of $600,000, subject to periodic increases as
determined by the Board.  For 2012, Mr. Woodward will receive a
cash bonus of no less than $200,000, even if the goals established
by the Board are not met.  The 2012 bonus may be up to 133% of the
amount of base salary paid to Mr. Woodward during 2012 if Company
financial performance meets or exceeds certain goals that the
Board has established.  In later years, Mr. Woodward will be
eligible to receive a performance bonus of less than the 100%
target and up to 133% of the amount of his annual base salary
depending upon whether performance targets established by the
Board or the Compensation Committee of the Board for that year
have been partially met, met, or exceeded.

Mr. Woodward will also receive 3,000,000 equity incentive awards.
One half of the equity incentive awards will vest if Mr. Woodward
remains in continuous employment with the Company on the vesting
dates determined by the Board.  The other half of the equity
incentive awards will vest at various times during the term of the
Agreement if Mr. Woodward remains in continuous employment with
the Company and certain performance goals established by the Board
or the Compensation Committee have been met.

                   Departure of President and CEO

Stephen H. Fraser stepped down as Interim President and Chief
Executive Officer of the Company, effective as of June 7, 2012.
Mr. Fraser also resigned from the Board effective as of June 7,
2012.  Mr. Fraser will remain an employee through June 12, 2012,
to support the leadership transition.  All 1,224 shares of Mr.
Fraser's unvested, restricted stock became fully vested in
connection with his resignation from the Board.

On June 7, 2012, the Company entered into a Consulting Agreement
with Mr. Fraser, whereby the Company will retain Mr. Fraser as a
consultant effective June 12, 2012, for a period of one year.  Mr.
Fraser will provide the consulting services requested by the
Company and will be paid $525 per hour for those consulting
services.

                Annual Stockholder Meeting Results

At the Company's 2012 annual meeting, shareholders elected Mr.
Brodsky, Kurt M. Cellar and David N. Weinstein Class I Directors,
and ratified the appointment of Ernst & Young, LLP, as the
Company's independent registered public accounting firm for the
fiscal year ending Dec. 23, 2012.  Additionally, shareholders
provided a non-binding advisory vote approving the compensation
paid to the Company's named executive officers.

                        About Horizon Lines

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

Horizon Lines reported a net loss of $229.41 million in 2011, a
net loss of $57.97 million in 2010, and a net loss of
$31.27 million in 2009.

                            Refinancing

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

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

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

The Company's balance sheet at March 25, 2012, showed
$640.74 million in total assets, $828.54 million in total
liabilities, and a $187.79 million total stockholders' deficiency.

                           *     *     *

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

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


HOUGHTON MIFFLIN: Taps PwC as Auditor, KMPG as Tax Consultant
-------------------------------------------------------------
BankruptcyData.com reports that Houghton Mifflin Harcourt
Publishing filed with the U.S. Bankruptcy Court motions to retain:

   * PricewaterhouseCoopers (Contact: Gregory T. Grobstein) as
     independent auditor and accounting advisor for a fixed fee
     of $100,000; and

   * KPMG (Contact: William W. Potter) as tax compliance and
     tax consultant at these hourly rates: partner at $513 to
     $700, managing director at $510 to $644, senior
     manager/director at $435 to $618, manager at $369 to $537,
     senior associate at $240 to $455, associate at $225 to
     $260 and paraprofessional at $99 to $179.

                       About Houghton Mifflin

Houghton Mifflin Harcourt Publishers Inc., headquartered in
Boston, Massachusetts, is one of the three largest U.S. education
publishers focusing on the K-12 market with roughly $1.3 billion
of revenue for fiscal year ended December 2011.

Houghton Mifflin Harcourt and its affiliates filed a prepackaged
Chapter 11 reorganization (Bankr. S.D.N.Y. Lead Case No. 12-12171)
on May 21, 2012.

Paul, Weiss, Rifkind, Wharton & Garrison LLP has been tapped as
bankruptcy counsel.  Blackstone Advisory Services, LP, is the
financial advisor.  Kurtzman Carson Consultants LLC is the claims
and notice agent.

The Debtor disclosed assets of $2.68 billion and debt totaling
$3.535 billion as of the Chapter 11 filing.


HOVNANIAN ENTERPRISES: Swings to $1.8MM Net Income in Fiscal Q2
---------------------------------------------------------------
Hovnanian Enterprises, Inc., filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q disclosing
net income of $1.80 million on $341.69 million of total revenues
for the three months ended April 30, 2012, compared with a net
loss of $72.66 million on $255.09 million of total revenues for
the same period during the prior year.

The Company reported a net loss of $16.46 million on
$611.29 million of total revenues for the six months ended
April 30, 2012, compared with a net loss of $136.81 million on
$507.66 million of total revenues for the same period a year ago.

The Company's balance sheet at April 30, 2012, showed
$1.51 billion in total assets, $1.97 billion in total liabilities,
and a $454.78 million total deficit.

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

                        http://is.gd/7YUmdK

                    About Hovnanian Enterprises

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

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

                           *     *     *

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

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

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

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


HOWARD AVENUE: Case Summary & 10 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Howard Avenue Station, LLC
        303 S. Melville Ave.
        Tampa, FL 33606

Bankruptcy Case No.: 12-08821

Chapter 11 Petition Date: June 6, 2012

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

Judge: Catherine Peek McEwen

Debtor's Counsel: W. Bart Meacham, Esq.
                  308 East Plymouth Street
                  Tampa, FL 33603-5957
                  Tel: (813) 223-6334
                  Fax: (813) 425-6969
                  E-mail: wbartmeacham@yahoo.com

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

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

A copy of the Debtor's list of its 10 largest unsecured creditors
is available for free at http://bankrupt.com/misc/flmb12-08821.pdf

The petition was signed by Thomas Ortiz, managing member.


INDIANAPOLIS DOWNS: Proposes Bidding Protocol
---------------------------------------------
Indianapolis Downs LLC has filed procedures for an auction of the
company as it continues to pursue a possible sale alongside its
restructuring plan.

The Debtorsm, according to BankruptcyData.com, said they are
pursuing this process simultaneously with a confirmation process
for the Plan in order to avoid delaying the recapitalization if an
acceptable sale transaction cannot be completed.

BankruptcyData.com discloses that the Court scheduled a June 21,
2012 hearing on the matter.

                   About Indianapolis Downs

Indianapolis Downs LLC operates Indiana Live --
http://www.indianalivecasino.com/-- a combined race track and
casino at a state-of-the-art 283 acre Shelbyville, Indiana site.
It also operates two satellite wagering facilities in Evansville
and Clarksville, Indiana.  Total revenue for 2010 was $270
million, representing an 8.7% increase in 2009.  The casino
captured 53% of the Indianapolis market share.

In July 2001, Indianapolis Downs was granted a permit to conduct a
horse track operation in Shelvyville, Indiana, and started
operating the track in 2002.  It was granted permission to operate
the casino at the racetrack operation in May 2007.  The casino
began operations in July 2010.

Indianapolis Downs and subsidiary, Indianapolis Downs Capital
Corp., sought Chapter 11 protection (Bankr. D. Del. Lead Case No.
11-11046) in Wilmington, Delaware, on April 7, 2011.  Indianapolis
Downs estimated $500 million to $1 billion in assets and up to
$500 million in debt as of the Chapter 11 filing.  According to a
court filing, the Debtor owes $98,125,000 on a first lien debt. It
also owes $375 million on secured notes and $72.6 million on
subordinated notes.

Matthew L. Hinker, Esq., Scott D. Cousins, Esq., and Victoria
Watson Counihan, Esq., at Greenberg Traurig, LLP in Wilmington,
Delaware, have been tapped as counsel to the Debtors. Christopher
A. Ward, Esq., at Polsinelli Shughart PC, in Wilmington, Delaware,
is the conflicts counsel. Lazard Freres & Co. LLC is the
investment banker. Bose Mckinney & Evans LLP and Bose Public
Affairs Group LLC serve as special counsel. Kobi Partners, LLC,
is the restructuring services provider. Epiq Bankruptcy
Solutions is the claims and notice agent.


INDYMAC BANCORP: Ruling Lifts Hopes of Failed Banks' Creditors
--------------------------------------------------------------
Patrick Fitzgerald at Dow Jones' Daily Bankruptcy Review reports
that a recent federal court decision in favor of the trustee of
failed IndyMac Bancorp Inc. in his fight with the Federal Deposit
Insurance Corp. over disputed tax refunds could lift the hopes of
creditors of other dead banks around the country.

Based in Pasadena, California, IndyMac Bancorp Inc. (NYSE:IMB) --
http://www.indymacbank.com/-- is the holding company for IndyMac
Bank FSB, a hybrid thrift/mortgage bank that originated mortgages
in all 50 states of the United States.  Through its hybrid thrift-
mortgage bank business model, IndyMac designed, manufactured, and
distributing cost-efficient financing for the acquisition,
development, and improvement of single-family homes.  IndyMac also
provided financing secured by single-family homes to facilitate
consumers' personal financial goals and strategically invests in
single-family mortgage-related assets.

On July 11, 2008, the Office of Thrift Supervision closed IndyMac
Bank and appointed FDIC as the bank's receiver.  Thacher Proffitt
& Wood LLP was engaged as counsel to the FDIC.

Indymac Bancorp filed for Chapter 7 bankruptcy protection on
July 31, 2008 (Bankr. C.D.Calif., Case No. 08-21752).

Representing the Debtor are Dean G. Rallis, Jr., Esq., and John C.
Weitnauer, Esq.  Bloomberg noted that Indymac had about
$32.01 billion in assets as of July 11, 2008.  In court documents,
IndyMac disclosed estimated assets of $50 million to $100 million
and estimated debts of $100 million to $500 million.


INFINITY FUNDING: Case Summary & 5 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Infinity Funding Corporation
        6930 Atlantic Avenue
        Bell Gardens, CA 90201
        Tel: (562) 735-0828

Bankruptcy Case No.: 12-29664

Chapter 11 Petition Date: June 5, 2012

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

Judge: Thomas B. Donovan

Debtor's Counsel: Steven Ibarra, Esq.
                  LAW OFFICES OF STEVEN IBARRA
                  6518 Greenleaf Avenue, Suite 28
                  Whittier, CA 90601
                  Tel: (562) 735-0828
                  Fax: (714) 580-0948
                  E-mail: sibarra@ibarralaw.com

Scheduled Assets: $501,000

Scheduled Liabilities: $1,075,000

A copy of the Company's list of its five largest unsecured
creditors filed with the petition is available for free at:
http://bankrupt.com/misc/cacb12-29664.pdf

The petition was signed by Vijay B. Patel, president.


INFUSYSTEM HOLDINGS: Terminates "Poison Pill" Plan
--------------------------------------------------
InfuSystem Holdings, Inc., had formally amended the Company's
stockholder rights plan to accelerate the final expiration date of
the associated purchase rights issued in the plan.

The Company entered into the Rights Agreement with Computershare
Shareowner Services LLC, formerly known as Mellon Investor
Services, LLC, dated as of Nov. 10, 2010, pursuant to the
authority granted to the Board in Section 27 of the Rights
Agreement.

This amendment effectively terminates the stockholder rights plan,
typically referred to as a "poison pill."

Under the terms of the amendment, the purchase rights expired at
the close of business on June 8, 2012, rather than in November
2020 as in the original rights agreement.

"This step further affirms the Board's commitment to transparent
communication and strong shareholder governance practices, and was
not made in connection with any proposed or expected transaction,"
stated Ryan Morris, Executive Chairman.

                     About InfuSystem Holdings

InfuSystem Holdings, Inc., operates through operating
subsidiaries, including InfuSystem, Inc., and First Biomedical,
Inc.  InfuSystem provides infusion pumps and related services.
InfuSystem provides services to hospitals, oncology practices and
facilities and other alternate site healthcare providers.
Headquartered in Madison Heights, Michigan, InfuSystem delivers
local, field-based customer support, and also operates pump
service and repair Centers of Excellence in Michigan, Kansas,
California, and Ontario, Canada.

After auditing the Company's 2011 financial statements, Deloitte &
Touche LLP, in Detroit, Michigan, said that the possibility of a
change in the majority representation of the Board and consequent
event of default under the Credit Facility, which would allow the
lenders to cause the debt of $24.0 million to become immediately
due and payable, raises substantial doubt about the Company's
ability to continue as a going concern.

The Company reported a net loss of $45.44 million in 2011,
compared with a net loss of $1.85 million in 2010.

The Company's balance sheet at March 31, 2012, showed
$75.63 million in total assets, $36.09 million in total
liabilities and $39.53 million in total stockholders' equity.


INSIGHT COMMUNICATIONS: Moody's Withdraws B1 Corp. Family Rating
----------------------------------------------------------------
Moody's Investors Service has withdrawn all ratings of Insight
Communications Company, Inc. (Insight) and Insight Midwest
Holdings, LLC (Insight Midwest), a wholly-owned subsidiary of
Insight, following the redemption of all rated debt.

The following ratings and outlook were withdrawn:

Insight Communications Company, Inc

    Corporate Family Rating, previously B1

    Probability of Default Rating, previously B1

    $495 million Senior Unsecured Notes due 2018, previously B3,
    LGD5, 89%

Insight Midwest Holdings, LLC

    $250 million Senior Secured Revolver due 2014, previously
    Ba3, LGD3, 37%

    $215 million Senior Secured Term Loan A due 2013, previously
    Ba3, LGD3, 37%

    $1.2 billion Senior Secured Term Loan B due 2014, previously
    Ba3, LGD3, 37%

Outlook, previously Ratings under Review

Ratings Rationale

On February 29, 2012, Time Warner Cable Inc. (Baa2, Stable)
completed its acquisition of Insight Communications Company, Inc
and its subsidiaries and repaid $1.164 billion outstanding debt
under Insight Midwest's senior secured credit facility. TWC also
redeemed $495 million senior unsecured notes due 2018 under
Insight post acquisition. All ratings of Insight and its
subsidiary have been withdrawn since the company has no rated debt
outstanding.

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

Headquartered in New York, NY, Insight offers video, high-speed
Internet and voice telephony services to residential and business
customers in the United States, with approximately 777,000
customer relationships (including 673,000 residential video
subscribers) in the three contiguous states of Kentucky, Indiana
and Ohio. Its annual revenue was approximately $1.1 billion. On
February 29, 2012, TWC completed its acquisition of Insight, which
has become a direct wholly owned subsidiary of TWC.


INTELLICELL BIOSCIENCES: Signs Security Agreement with TCA
----------------------------------------------------------
Intellicell Biosciences, Inc., entered into a security agreement
with TCA Global Credit Master Fund, LP, a Cayman Islands limited
partnership, related to a $500,000 convertible promissory note
issued by the Company in favor of TCA.  The Security Agreement
grants to TCA a continuing, first priority security interest in
all of the Company's assets, wheresoever located and whether now
existing or hereafter arising or acquired.

The maturity date of the Convertible Note is June 7, 2013, and the
Convertible Note bears interest at a rate of 12% per annum.  The
Convertible Note is convertible into shares of the Company's
common stock, par value $0.001 per share at a price equal to 95%
of the average of the lowest daily volume weighted average price
of the Common Stock during the five trading days immediately prior
to the date of conversion.  The Convertible Note may be prepaid in
whole or in part at the Company's option without penalty.

A copy of the Convertible Note is available for free at:

                        http://is.gd/m5mXbb

                   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 March 31, 2012, showed $3.51
million in total assets, $21.97 million in total liabilities, and
a $18.46 million total stockholders' deficit.

The Company has incurred losses since inception resulting in an
accumulated deficit of $43,079,590 and a working capital deficit
of $3,811,024 as of March 31, 2012, respectively.  However, if the
non-cash expense related to the Company's change in fair value of
derivative liability and stock based compensation is excluded then
the accumulated deficit amounted to $4,121,538.  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.


IVOLUTION MEDICAL: Case Summary & 17 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: Ivolution Medical Systems California, LLC
        12 Oval Drive
        Islandia, NY 11749

Bankruptcy Case No.: 12-16823

Chapter 11 Petition Date: June 7, 2012

Court: United States Bankruptcy Court
       District of Nevada (Las Vegas)

Judge: Linda B. Riegle

Debtor's Counsel: Kelly J. Brinkman, Esq.
                  GOOLD PATTERSON ALES & DAY
                  4496 S. Pecos Road
                  Las Vegas, NV 89121
                  Tel: (702) 436-2600
                  Fax: (702) 436-2650
                  E-mail: kbrinkman@gooldpatterson.com

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

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

A copy of the Debtor's list of its 17 largest unsecured creditors
is available for free at http://bankrupt.com/misc/njb12-24675.pdf

The petition was signed by Craig Cohen, CEO of iVolution Medical
Systems, Inc., sole member.


KH FUNDING: Third Amended Plan of Liquidation Declared Effective
----------------------------------------------------------------
KH Funding Company notified the U.S. Bankruptcy Court for the
District of Maryland that the Effective Date of the Third Amended
Joint Plan of Liquidation occurred on May 1, 2012.

On April 17, 2012, the Court entered an order confirming the PLan
proposed by the Debtor and the Official Committee of Unsecured
Creditors.

The Third Amended Plan calls for the liquidation of substantially
all of the Debtor's assets including, but not limited to, the
collection or sale of loans, negotiation and entry into loan
modifications or agreements, sale of real property, and any other
action that the Plan Administrator may deem necessary and
appropriate to maximize the value of and return on the Debtor's
assets.

Under the Plan, among other things:

   -- each holder of an Allowed Class 9 Claim will receive in
respect of the claim its Pro Rata distribution of the liquidated
assets of the estate after the payment or reserve for
Administrative Claims, Priority Tax Claims, Priority Claims,
Secured Claims, and Plan Expenses; and

   -- Class 8 Claims The Series 4 Note Claims, to the extent they
are Allowed Claims, will be Allowed General Unsecured Claims and
will receive pari passu with Allowed Class 7 Claims and Allowed
Class 9 Claims a Pro Rata distribution of the liquidated assets of
the estate after the payment or reserve for Administrative Claims,
Priority Tax Claims, Priority Claims, Secured Claims, and Plan
Expenses;

A full-text copy of the Third Amended Plan is available for free
at http://bankrupt.com/misc/KHFUNDING_plan_3amended.pdf

                      About KH Funding Company

Silver Spring, Maryland-based KH Funding Company is a Maryland
corporation whose business activities consisted primarily of
originating, acquiring, and servicing mortgage loans.
Specifically, KH Funding originated commercial real estate
mortgage loans and investment property residential mortgage loans
and also purchased residential first and second mortgage loans
from other lenders.  These lending activities have been
concentrated primarily in the greater Washington, D.C. and
Baltimore areas.

The Company filed for Chapter 11 bankruptcy protection (Bankr. D.
Md. Case No. 10-37371) on Dec. 3, 2010.  Lawrence Coppel, Esq., at
Gordon Feinblatt Rothman Hoffberger & Hollander, LLC, in
Baltimore, Maryland, serves as the Debtor's bankruptcy counsel.
The Debtor estimated its assets and debts at $10 million to $50
million.

W. Clarkson McDow, Jr., United States Trustee for Region 4,
appointed seven creditors to serve on the Official Committee of
Unsecured Creditors.  The Committee is represented by Bradford J.
Sandler, Esq., at Pachulski Stang Ziehl & Jones LLP, and lawyers
at McGuireWoods LLP as co-counsel.  The Committee has tapped BDO
Consulting, a division of BDO USA, LLP, as its financial advisor.

The Troubled Company Reporter on Oct. 3, 2011, outlined the terms
of the Joint Liquidation Plan filed by KH Funding and the
Committee.  The Plan provides that the Debtor's assets will be
liquidated in an orderly manner, including sales of real property
owned by the Debtor.


KHAJA BLESSING: Case Summary & 6 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Khaja Blessing 1001 LLC
        3501 Old Winter Garden Road
        Orlando, FL 32805

Bankruptcy Case No.: 12-07703

Chapter 11 Petition Date: June 5, 2012

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

Debtor's Counsel: Linda Kay Yerger, Esq.
                  YERGER / TYLER, P.A.
                  1570 Shadowlawn Drive
                  Naples, FL 34104
                  Tel: (239) 732-5555
                  Fax: (239) 262-2590
                  E-mail: lkyerger@embarqmail.com

Scheduled Assets: $953,500

Scheduled Liabilities: $2,344,438

A copy of the Company's list of its six largest unsecured
creditors filed with the petition is available for free at:
http://bankrupt.com/misc/flmb12-07703.pdf

The petition was signed by Mohammed S. Islam, president.


KMC REAL ESTATE: Non-Material Modification to 2nd Amended Plan
--------------------------------------------------------------
KMC Real Estate Investors LLC, filed with the U.S. Bankruptcy
Court for the Southern District of Indiana a non-material
modification to the Debtor's Second Amended Plan of
Reorganization.

The modification includes, among other things, the injunctions set
forth in the Article X will be automatically terminated without
notice, demand or further relief from the Bankruptcy Court in the
event that the Debtor or Kentuckian Medical Center, LLC (i) fails
to make payment due to the enjoined party under its respective
Plan within 30 days of the date that such payment becomes due;
(ii) has its bankruptcy case converted to a case under any other
chapter of the Bankruptcy Code; (iii) ceases daily business
operations for any reason other than emergency, natural disaster
or act of God; (iv) the collateral securing the respective secured
creditors claim, if any, is not covered by normal and customary
insurance for property  of the like condition and kind of a period
of 14 continuous days or more.

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

                  About KMC Real Estate Investors

Clarksville, Indiana-based KMC Real Estate Investors LLC owns
certain real property located in Clark County, Indiana, commonly
known as 4601 Medical Plaza Way, Clarksville, Indiana.  The
Company filed for Chapter 11 bankruptcy protection (Bankr. S.D.
Ind. Case No. 11-90930) on April 1, 2011.  Gary Lynn Hostetler,
Esq., and Courtney Elaine Chilcote, Esq., at Hostetler & Kowalik,
P.C., in Indianapolis, Indiana, serve as the Debtor's bankruptcy
counsel.  The Debtor disclosed it has undetermined assets and
$24.8 million in liabilities as of the Chapter 11 filing.

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

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


KROLL CONTRACTORS: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: Kroll Contractors, Inc
        2333 W. University Drive, Suite 101
        Tempe, AZ 85821

Bankruptcy Case No.: 12-12679

Chapter 11 Petition Date: June 6, 2012

Court: United States Bankruptcy Court
       District of Arizona (Phoenix)

Judge: Charles G. Case II

Debtor's Counsel: Lawrence D. Hirsch, Esq.
                  DECONCINI MCDONALD YETWIN & LACY, PC
                  7310 N 16th St #330
                  Phoenix, AZ 85020
                  Tel: (602) 282-0472
                  Fax: (602) 282-0520
                  E-mail: lhirsch@dmylphx.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 20 largest unsecured creditors
filed together with the petition is available for free at
http://bankrupt.com/misc/azb12-12679.pdf

The petition was signed by Bernard Kroll, president.


LANDESK GROUP: Moody's Assigns 'B2' CFR; Outlook Stable
-------------------------------------------------------
Moody's Investors Service assigned a B2 corporate family rating to
first time issuer LANDesk Group, Inc as well as B2 ratings to its
proposed senior secured debt facilities. The debt, along with cash
on hand is being used to finance the acquisition of Wavelink
Corporation and refinance existing debt. Private equity firm,
Thoma Bravo and associated funds are the current owners of
LANDesk. The ratings outlook is stable.

Rating Rationale

LANDesk's B2 corporate family rating reflect the company's
relatively small size relative to its infrastructure & security
software peers, moderate organic growth prospects and minimal
operating history as a stand-alone company. Closing leverage is
moderate for the B2 rating category at approximately 4.5x debt to
EBITDA on a Moody's adjusted basis pro forma for the acquisition.
Relative to B2 rated software peers, however, the small scale,
short standalone history and private equity ownership result in
the rating falling in the B2 category. The ratings also consider
the company's strong niche position providing PC and mobile
management and end point security software solutions to
enterprises and a relatively high proportion of recurring
revenues.

While LANDesk's primary products face competition from larger
companies including Symantec, BMC and Microsoft, the company has
continued to grow its main Systems Management product at low
single digit rates (slightly below average 7% growth rate
experienced by the overall management software tools market). The
Wavelink acquisition will allow LANDesk to strengthen its higher
growth end point security and mobile device management platform
which will contribute approximately 25% to overall revenue of the
combined companies. While Moody's expects LANDesk will keep
leverage below 5.25x even after considering future acquisitions,
significant debt financed acquisitions or equity distributions
could result in downward rating pressure. If the company
demonstrates a commitment to maintain leverage below 4x, while
maintaining its competitive position, the ratings could be
upgraded.

The following ratings were assigned:

Corporate family rating: B2

Probability of default: B3

$15 million senior secured revolver due 2017, B2, LGD3 (34%)

$205 million senior secured term loan due 2018, B2, LGD3 (34%)

Ratings outlook: stable

Ratings on the proposed debt instruments were determined in
conjunction with Moody's Loss Given Default Methodology and
reflect the instruments' respective position in the capital
structure.

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

LANDesk Software, headquartered in South Jordan, UT, is a provider
of IT management tools and end point security solutions.


LICHTIN/WADE LLC: Court Determines Global Mediation is Needed
-------------------------------------------------------------
The Hon. Randy D. Doub of the Eastern District of North Carolina
directed Lichtin/Wade LLC and secured creditor, ERGS II, LLC,
undergo a mediated settlement conference, which will be concluded
by July 8, 2012.

The Court determined that a global mediation is in the best
interest of the bankruptcy estate of the Debtor; the secured
creditor; the Bankruptcy Administrator; and the unsecured
creditors.

The Court also ordered that, among other things:

   -- time for completion of the mediation may be extended at the
      discretion of the mediator;

   -- the parties have the right to select their own mediator
      by agreement;

   -- if the parties agree upon the selection of a mediator, the
      Debtor will file with the Court a notice indicating the
      name, address, and telephone number of the mediator
      selected, the rate of compensation of the mediator, and
      including a statement that the mediator and the parties have
      agreed upon the selection and rate of compensation;

   -- in the event a mediator is appointed by the Court, the
      mediator will be compensated at the rate of $200 per hour
      for time spent in the mediated settlement conference, to be
      billed in quarter hour segments.  An additional flat fee of
      $125 will be paid to any court appointed mediator to offset
      administrative costs;

   -- the mediator will be responsible for reserving a place and
      making arrangements for the conference and for giving timely
      notice of the conference to all attorneys, unrepresented
      parties and other persons and entities required to attend;
      and

   -- the mediator will submit a Report of Mediator to the Court
      which indicates the results of the conference within two
      weeks of the conclusion of the conference or upon the
      receipt of a copy of a written settlement agreement,
      whichever first occurs.

                       About Lichtin/Wade

Lichtin/Wade LLC filed for Chapter 11 bankruptcy (Bankr. E.D.N.C.
Case No. 12-00845) on Feb. 2, 2012.  Lichtin/Wade, based in Wake
County, North Carolina, owns and operates an office park known as
the Offices at Wade, comprised of two Class A office buildings and
vacant land approved for additional office buildings.  The
buildings are known as Wade I and Wade.  Each building is over 90%
leased, with only three vacant spaces remaining between the two
buildings.

Judge Randy D. Doub presides over the case.  Trawick H. Stubbs,
Jr., Esq., and Laurie B. Biggs, Esq., at Stubbs & Perdue, P.A.,
serve as the Debtor's counsel.

The Debtor estimated $10 million to $50 million in assets and
debts.

The petition was signed by Harold S. Lichtin, president of Lichtin
Corporation, the Debtor's manager.


LICHTIN/WADE: Court Approves Hughes Pittman as Accountant
---------------------------------------------------------
Lichtin/Wade LLC sought and obtained permission from the U.S.
Bankruptcy Court to employ A. Kent Pittman, CPA of Hughes, Pittman
& Gupton LLP as accountant.

HP&G was owed $14,915 for pre-petition services rendered to the
Debtor.  The firm agreed to waive this pre-petition balance in
order to represent the Debtor's estate.

HP&G is charging the Debtor a $5,000 flat fee for the preparation
for the 2011 federal and NC partnership income tax returns.

The firm attests that it is a "disinterested person" as the term
is defined in Section 101(14) of the Bankruptcy Code.

                       About Lichtin/Wade

Lichtin/Wade LLC filed for Chapter 11 bankruptcy (Bankr. E.D.N.C.
Case No. 12-00845) on Feb. 2, 2012.  Lichtin/Wade, based in Wake
County, North Carolina, owns and operates an office park known as
the Offices at Wade, comprised of two Class A office buildings and
vacant land approved for additional office buildings.  The
buildings are known as Wade I and Wade.  Each building is over 90%
leased, with only three vacant spaces remaining between the two
buildings.

Judge Randy D. Doub presides over the case.  Trawick H. Stubbs,
Jr., Esq., and Laurie B. Biggs, Esq., at Stubbs & Perdue, P.A.,
serve as the Debtor's counsel.

The Debtor estimated $10 million to $50 million in assets and
debts.  The petition was signed by Harold S. Lichtin, president of
Lichtin Corporation, the Debtor's manager.


M3 TECHNOLOGY: Voluntary Chapter 11 Case Summary
------------------------------------------------
Debtor: M3 Technology Incorporated
        aka M3 Technology, Inc.
        aka M3 Technology
        10375 Richmond Ave.
        Suite 380
        Houston, TX 77042

Bankruptcy Case No.: 12-34444

Chapter 11 Petition Date: June 7, 2012

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

Judge: David R. Jones

Debtor's Counsel: H Miles Cohn, Esq.
                  SHEINESS, SCOTT, GROSSMAN & COHN, LLP
                  1001 McKinney, Ste 1400
                  Houston, TX 77002
                  Tel: (713) 374-7020
                  Fax: (713) 374-7049
                  E-mail: mcohn@hou-law.com

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

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

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

The petition was signed by Lei Wu, vice president.


MASTER SILICON: Suspending Filing of Reports with SEC
-----------------------------------------------------
Master Silicon Carbide Industries, 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, par value $0.001 per share.
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 47 holders of the common shares
as of June 7, 2012.

                        About Master Silicon

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.

Child, Van Wagoner & Bradshaw, PLLC, in Salt Lake City, Utah,
issued a "going concern" qualification on the consolidated
financial statements for the year ended Dec. 31, 2011, citing
cash flow constraints, accumulated deficit, and recurring losses
from operations, which raised substantial doubt about the
Company's ability to continue as a going concern.

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 March 31, 2012, showed US$26.91
million in total assets, US$11.07 million in total liabilities,
USUS$10 million in redeemable preferres stock-A, US$10 million in
redeemable preferred stock-B, and a US$4.16 million total
stockholders' deficit.


MBAJ GROUP: Case Summary & 6 Largest Unsecured Creditors
--------------------------------------------------------
Debtor: MBAJ Group, LLC
        557 Westfield Rd
        Noblesville, IN 46060

Bankruptcy Case No.: 12-06689

Chapter 11 Petition Date: June 5, 2012

Court: U.S. Bankruptcy Court
       Southern District of Indiana (Indianapolis)

Judge: James K. Coachys

Debtor's Counsel: KC Cohen, Esq.
                  KC COHEN, LAWYER, PC
                  151 N. Delaware Street, Suite 1104
                  Indianapolis, IN 46204
                  Tel: (317) 715-1845
                  Fax: (317) 916-0406
                  E-mail: kc@esoft-legal.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 six largest unsecured
creditors filed with the petition is available for free at:
http://bankrupt.com/misc/insb12-06689.pdf

The petition was signed by Michael L. Jones, president.


MIDWEST FAMILY: Moody's Lifts Rating on Class I Bonds to 'Ba1'
--------------------------------------------------------------
Moody's Investors Service has upgraded to Baa2 from Baa3 Class I;
Ba2 from Ba3 Class II; B2 from B3 Class III; & B2 from B3 Class IV
ratings on Midwest Family Housing LLC Military Housing Taxable
Revenue Bonds (Navy Midwest Housing Privatization Project) 2006
Series A (collectively the "Bonds") based on the 2011 audited
financial information for the project which shows improving
financial position for the project.

Rating Rationale

The upgrade is based on strong 2011 audited financial information
for the project which shows an increased asset to debt ratio for
all classes of debt as well good occupancy rates for the project.
The outlook on the ratings is stable.

Strengths:

- Strong financial performance, demonstrated by debt service
coverage ratios of 3.17x on Class I; 2.03x on Class II; 1.53x on
Class III; & 1.15x on Class IV (per the 2011 audited financials)
that exceed underwriting standards on all classes, provides
sufficient margins of protection against adverse economic
conditions.

- The overall occupancy rate has remained consistently stable at
93%.

- Received BAH increases for the last three years although the
FY2012 increase was flat at 0.13%.

- Experienced ownership and management team.

Challenges:

- Construction completion continues to be highly dependent on the
sale of several parcels of land.

- The debt service reserve fund on the Class I, II and III Bonds
is funded by a surety bond from CIFG which is currently unrated.
In the event of rental income shortfall and insufficient moneys in
operating reserve accounts, bondholders would rely on the credit
strength of CIFG for debt service payment.

Outlook

The outlook is stable given the solid financial performance of the
project.

What Could Change The Rating Up

- Continued improvement of the debt service coverage ratio

What Could Change The Rating Down

- Significant decline in BAH or occupancy levels that results in
a decline in debt service coverage

Principal Methodology Used

The principal methodology used in this rating was Global Housing
Projects published in July 2010.


MPG OFFICE: Has Agreement to Temporarily Hold 3800 Chapman Title
----------------------------------------------------------------
MPG Office Trust, Inc., and the special servicer for 3800 Chapman,
a property located in Central Orange County, entered into an
agreement dated as of June 6, 2012.

Pursuant to this agreement, the Company will temporarily remain
the title holder of the asset until 3800 Chapman is transferred to
another party or there is a completed foreclosure, with a
definitive outside date of Dec. 31, 2012, at which time the
Company will cease to own the asset.  The Company is not obligated
to pay any amounts and is not subject to any liability or
obligation in connection with its exit from the asset, other than
to cooperate in the sale or other disposition.  Pursuant to this
agreement, the Company is released of nearly all potential claims
under the loan documents, except for certain environmental claims
and other very limited potential claims that the Company considers
immaterial.  Also pursuant to this agreement, the Company received
a release of all claims under the guaranty of partial payment
related to the loan in return for payment by the Company of $2
million.

                       About MPG Office Trust

MPG Office Trust, Inc., fka Maguire Properties Inc. --
http://www.mpgoffice.com/-- is the largest owner and operator of
Class A office properties in the Los Angeles central business
district and is primarily focused on owning and operating high-
quality office properties in the Southern California market.  MPG
Office Trust is a full-service real estate company with
substantial in-house expertise and resources in property
management, marketing, leasing, acquisitions, development and
financing.

The Company has been focused on reducing debt, eliminating
repayment and debt service guarantees, extending debt maturities
and disposing of properties with negative cash flow.  The first
phase of the Company's restructuring efforts is substantially
complete and resulted in the resolution of 18 assets, relieving
the Company of approximately $2.0 billion of debt obligations and
potential guaranties of approximately $150 million.

The Company reported net income of $98.22 million in 2011,
compared with a net loss of $197.93 million in 2010.

The Company's balance sheet at March 31, 2012, showed
$2.19 billion in total assets, $3.11 billion in total liabilities,
and a $913.35 million total deficit.


NAVISTAR INTERNATIONAL: GAMCO Assets Discloses 4.6% Equity Stake
----------------------------------------------------------------
In an amended Schedule 13D filing with the U.S. Securities and
Exchange Commission, GAMCO Asset Management, Inc., and its
affiliates disclosed that, as of June 7, 2012, they beneficially
own 3,154,935 shares of common stock of Navistar International
Corporation representing 4.60% of the shares outstanding.

GAMCO previously reported beneficial ownership of 2,523,677 common
shares or a 3.65% equity stake as of Jan. 20, 2012.

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

                        http://is.gd/bgK5c1

                    About Navistar International

Navistar International Corporation (NYSE: NAV) --
http://www.Navistar.com/-- is a holding company whose
subsidiaries and affiliates subsidiaries produce International(R)
brand commercial and military trucks, MaxxForce(R) brand diesel
engines, IC Bus(TM) brand school and commercial buses, Monaco RV
brands of recreational vehicles, and Workhorse(R) brand chassis
for motor homes and step vans.  It also is a private-label
designer and manufacturer of diesel engines for the pickup truck,
van and SUV markets.  The company also provides truck and diesel
engine parts and service.  Another affiliate offers financing
services.

The Company's balance sheet at Jan. 31, 2012, showed
$11.50 billion in total assets, $11.69 billion in total
liabilities, and a $195 million total stockholders' deficit.

                           *     *     *

Navistar has a 'BB-/Stable/--' corporate credit rating from
Standard & Poor's and a 'B1' Corporate Family Rating and
Probability of Default Rating from Moody's Investors Service.

Moody's said in summary credit opinion at the end of April 2012
that the B1 Corporate Family Rating of Navistar International
reflects the company's highly competitive position in the North
American medium and heavy duty truck markets, and the continuing
recovery in demand. It also reflects the progress Navistar
continues to make in implementing a strategy that should reduce
its vulnerability to cyclical downturns and strengthen returns.
The key elements of this strategy include: expanding its scale and
operating efficiencies by offering a full line of medium and
heavy-duty trucks equipped with Navistar engines; building its
position in international truck and engine markets through
alliance and joint ventures; and, strengthening its domestic
dealer network.


NAVISTAR INTERNATIONAL: Carl Icahn Discloses 11.8% Equity Stake
---------------------------------------------------------------
In an amended Schedule 13D filing with the U.S. Securities and
Exchange Commission, Carl C. Icahn and his affiliates disclosed
that, as of June 7, 2012, they beneficially own 8,134,626 shares
of common stock of Navistar International Corporation representing
11.87% of the shares outstanding.

Mr. Icahn previously reported beneficial ownership of 7,251,426
common shares or a 9.99% equity stake as of Nov. 2, 2011.

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

                        http://is.gd/80z5yv

                    About Navistar International

Navistar International Corporation (NYSE: NAV) --
http://www.Navistar.com/-- is a holding company whose
subsidiaries and affiliates subsidiaries produce International(R)
brand commercial and military trucks, MaxxForce(R) brand diesel
engines, IC Bus(TM) brand school and commercial buses, Monaco RV
brands of recreational vehicles, and Workhorse(R) brand chassis
for motor homes and step vans.  It also is a private-label
designer and manufacturer of diesel engines for the pickup truck,
van and SUV markets.  The company also provides truck and diesel
engine parts and service.  Another affiliate offers financing
services.

The Company's balance sheet at Jan. 31, 2012, showed
$11.50 billion in total assets, $11.69 billion in total
liabilities, and a $195 million total stockholders' deficit.

                           *     *     *

Navistar has a 'BB-/Stable/--' corporate credit rating from
Standard & Poor's and a 'B1' Corporate Family Rating and
Probability of Default Rating from Moody's Investors Service.

Moody's said in summary credit opinion at the end of April 2012
that the B1 Corporate Family Rating of Navistar International
reflects the company's highly competitive position in the North
American medium and heavy duty truck markets, and the continuing
recovery in demand. It also reflects the progress Navistar
continues to make in implementing a strategy that should reduce
its vulnerability to cyclical downturns and strengthen returns.
The key elements of this strategy include: expanding its scale and
operating efficiencies by offering a full line of medium and
heavy-duty trucks equipped with Navistar engines; building its
position in international truck and engine markets through
alliance and joint ventures; and, strengthening its domestic
dealer network.


NAVISTAR INT'L: Losses Cue Fitch to Give BB Issuer Default Rating
-----------------------------------------------------------------
Fitch Ratings has placed the 'BB' IDR for Navistar International
Corporation (NAV) and Navistar Financial Corporation (NFC) on
Rating Watch Negative.  A full rating list is shown below.
The Negative Rating Watch reflects:

  -- Concerns about recent losses;
  -- NAV's future financial performance; and
  -- Its competitive position in medium and heavy duty truck
     markets.

Warranty costs associated with new engines were higher than
expected during the first half of fiscal 2012.  In addition,
engine certification by the Environmental Protection Agency (EPA)
pertaining to NAV's EGR-only nitrogen oxide emissions continues to
be delayed.  Connected to these concerns is NAV's market share,
which has not returned to higher levels as expected.  Debt/EBITDA
has increased materially from a level of 2.4x at Oct. 31, 2011 and
could remain elevated compared to recent levels.

NAV's financial performance typically improves in the second half
of its fiscal year.  However, Fitch believes NAV will be
challenged to achieve profitability for the full year absent a
material turnaround in warranty costs and prompt engine
certification by the EPA. Margins have also declined due to the
recent product mix.  This includes a higher proportion of heavy
duty trucks and sales to large customers that generate lower
margins than other revenue types. Liquidity is adequate, but could
become a concern for NAV if:

  -- Performance doesn't improve; or
  -- If temporary cash requirements, such as higher working
     capital requirements for used-truck inventories, do not
     reverse.

Other concerns include:

  -- Lower military revenue and execution risks related to
     expansion in overseas markets;
  -- Discussions with the EPA; and
  -- The realignment and integration of certain truck and engine
     operations.

NAV has large pension obligations which were underfunded by
$1.8 billion (approximately 57% funded) at the end of 2011.  NAV
expects to contribute $190 million to the plans in 2012.

Potential positive developments that could mitigate rating
concerns include:

  -- Indications that quality has improved on recently produced
     engines;
  -- Future profitable sales of used trucks which would reduce
     inventories; and
  -- EPA engine certification.

Due to NFC's close operating relationship and importance to the
parent, its ratings are directly linked to those of the ultimate
parent.  The relationship is governed by the Master Intercompany
Agreement.  There is a requirement referenced in the NFC credit
agreement requiring Navistar, Inc. or NAV to own 100% of NFC's
equity at all times. NFC's financial performance is generally in
line with Fitch's expectations.

Fitch expects to resolve the Negative Rating Watch in the near
term following a meeting with management and further review of
NAV's performance and plans.

Fitch's ratings cover approximately $2 billion of debt at NAV and
$2.5 billion of outstanding debt at its Financial Services
segment, the majority of which is at NFC, as of April 30, 2012.

Fitch has placed the following ratings for NAV and NFC on Rating
Watch Negative:

Navistar International Corporation

  -- Long-term IDR 'BB';
  -- Senior unsecured notes 'BB';
  -- Senior subordinated notes 'B+'.

Cook County, Illinois

  -- Recovery zone revenue facility bonds (Navistar International
     Corporation Project) series 2010 'BB';

Illinois Finance Authority (IFA)

  -- Recovery zone revenue facility bonds (Navistar International
     Corporation Project) series 2010 'BB';

Navistar Financial Corporation

  -- Long-term IDR 'BB'.
  -- Senior unsecured bank credit facilities 'BB'.


NEWPAGE CORP: Members Ratify New Four-Year Master Contract
----------------------------------------------------------
The United Steelworkers disclosed that its members at NewPage
Corp. have ratified a new four-year Master Contract that will
bring added protection to 4,500 workers and help the company
emerge from Chapter 11 bankruptcy as a stable employer in the
coated paper sector of the paper industry.

The new master agreement covers employees at NewPage paper
facilities in Kentucky, Maine, Maryland, Michigan and Wisconsin.
It sets corporate-wide economic terms for wages, pensions, health
insurance and sickness and accident benefits, and gives workers
additional security in the event any facilities are sold again in
the future.

NewPage, an Ohio-based maker of coated papers, voluntarily filed
for Chapter 11 bankruptcy reorganization Sept. 7, along with
certain of its subsidiaries, six years after being bought by
Cerberus Capital Management LP.

"The resulting deal restructures collective bargaining agreements
in a fair manner, and also provides our members with enhanced
security for the future, while providing a period of stability to
the new company that emerges from bankruptcy to improve, invest
and grow the business," said USW District 2 Director Michael
Bolton, who chairs the USW NewPage Council of Local Unions.

"We could not be more proud of the commitment our local leaders
made to the process, their members and the community.  The efforts
of all of the local unions involved strengthen the long-term
future of our mills and all of the stakeholders," said USW
International Vice President Jon Geenen, who oversees the union's
paper sector.

The master agreement will be effective upon court approval and
NewPage's emergence from bankruptcy reorganization.  In locations
where old agreements have expired, the new pact will take effect
immediately.

The USW represents 850,000 members in the United States, Canada
and the Caribbean. It is the largest private sector union in North
America, representing workers in a wide range of industries
including metals, mining, rubber, paper and forestry, glass, oil
refining, plus office, technical and service workers in health
care, university and public sector.

                       About NewPage Group

Headquartered in Miamisburg, Ohio, NewPage Corporation was the
leading producer of printing and specialty papers in North
America, based on production capacity, with $3.6 billion in net
sales for the year ended Dec. 31, 2010.  NewPage owns paper mills
in Kentucky, Maine, Maryland, Michigan, Minnesota, Wisconsin and
Nova Scotia, Canada.

NewPage Group, NewPage Holding, NewPage, and certain of their U.S.
subsidiaries commenced Chapter 11 voluntary cases (Bankr. D. Del.
Case Nos. 11-12804 through 11-12817) on Sept. 7, 2011.  Its
subsidiary, Consolidated Water Power Company, is not a part of the
Chapter 11 proceedings.

Separately, on Sept. 6, 2011, its Canadian subsidiary, NewPage
Port Hawkesbury Corp., brought a motion before the Supreme Court
of Nova Scotia to commence proceedings to seek creditor protection
under the Companies' Creditors Arrangement Act of Canada.  NPPH is
under the jurisdiction of the Canadian court and the court-
appointed Monitor, Ernst & Young in the CCAA Proceedings.

Initial orders were issued by the Supreme Court of Nova Scotia on
Sept. 9, 2011 commencing the CCAA Proceedings and approving a
settlement and transition agreement transferring certain current
assets to NewPage against a settlement payment of $25 million and
in exchange for being relieved of all liability associated with
NPPH.  On Sept. 16, 2011, production ceased at NPPH.

Martin J. Bienenstock, Esq., Judy G.Z. Liu, Esq., and Philip M.
Abelson, Esq., Dewey & LeBoeuf LLP, in New York, serve as counsel
in the Chapter 11 case.  Laura Davis Jones, Esq., at Pachulski
Stang Ziehl & Jones LLP, in Wilmington, Delaware, serves as co-
counsel.  Lazard Freres & Co. LLC is the investment banker, and
FTI Consulting Inc. is the financial advisor.  Kurtzman Carson
Consultants LLC is the claims and notice agent.  In its balance
sheet, the Debtors disclosed $3.4 billion in assets and $4.2
billion in total liabilities as of June 30, 2011.

The Official Committee of Unsecured Creditors selected Paul
Hastings LLP as its bankruptcy counsel and Young Conaway Stargatt
& Taylor, LLP to act as its Delaware and conflicts counsel.

NewPage prevailed over most objections from the official
creditors' committee and won agreement from the bankruptcy judge
on final approval of $600 million in secured financing.

Moody's Investors Service assigned a Ba2 rating to the
$350 million first-out revolving debtor-in-possession credit
facility and a B2 rating to the $250 million second-out debtor-in-
possession term loan for NewPage.


NORTHCORE TECHNOLOGIES: Announces Launch of Kuklamoo
----------------------------------------------------
Northcore Technologies Inc. announced the launch of the latest
member of its group of portfolio companies, Kuklamoo.

Kuklamoo is a family information Web destination and national deal
site.  Its goal is to provide young families with relevant,
current, lifestyle information and access to specially curated,
high-value deals with savings averaging between 30 and 90 percent.

The informational section of the property includes valuable
information from a team of well known mom-authors.  The articles
are thought provoking, contemporary and fully searchable.  It is a
key objective of the Kuklamoo team to expand upon this component
of the Web presence and provide an even broader range of
information on a more varied list of topics.

The growth opportunity for a family focused daily commerce site is
significant, with it currently representing only a small portion
of the overall segment sales of over $3 billion dollars annually.
The market has taken notice of this potential, with family
focussed daily deal site Zulily recently raising $43 million
dollars at pricing structure which values the company at over $700
million dollars.

"The launch of Kuklamoo is great news for Northcore and our
shareholders," said Amit Monga, CEO of Northcore Technologies.
"We believe that the family deal segment has been underserved and
offers great potential for growth.  Stakeholders can expect some
exciting developments around our new property in the near term."

                          About Northcore

Toronto, Ontario-based Northcore Technologies Inc. (TSX: NTI; OTC
BB: NTLNF) -- http://www.northcore.com/-- provides a Working
Capital Engine(TM) that helps organizations source, manage,
appraise and sell their capital equipment.  Northcore offers its
software solutions and support services to a growing number of
customers in a variety of sectors including financial services,
manufacturing, oil and gas and government.

Northcore owns 50% of GE Asset Manager, LLC, a joint business
venture with GE.  Together, the companies work with leading
organizations around the world to help them liberate more capital
value from their assets.

The Company reported a loss and comprehensive loss of C$3.93
million in 2011, compared with a loss and comprehensive loss of
C$3.03 million in 2010.

The Company's balance sheet at March 31, 2012, showed C$3.96
million in total assets, C$903,000 in total liabilities and C$3.06
million in total shareholders' equity.


PACIFIC ALLIED: Case Summary & 2 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Pacific Allied Development, LLC
        9050 Telegraph Road Ste 101
        Downey, CA 90240

Bankruptcy Case No.: 12-29995

Chapter 11 Petition Date: June 7, 2012

Court: United States Bankruptcy Court
       Central District of California (Los Angeles)

Judge: Neil W. Bason

Debtor's Counsel: Lewis R. Landau, Esq.
                  DYKEMA GOSSETT, LLP
                  23564 Calabasas Rd., Ste 104
                  Calabasas, CA 91302
                  Tel: (888) 822-4340
                  Fax: (888) 822-4340
                  E-mail: LLandau@Dykema.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 two largest unsecured
creditors filed together with the petition is available for free
at http://bankrupt.com/misc/cacb12-29995.pdf

The petition was signed by Tony Abboud, president/manager.


PENINSULA HOSPITAL: Court OKs LaMonica Herbst as Trustee's Counsel
------------------------------------------------------------------
Lori Lapin Jones, the chapter 11 trustee in the bankruptcy case of
Peninsula Hospital Center, sought and obtained approval from the
U.S. Bankruptcy Court to employ LaMonica Herbst & Maniscalco LLP
as her counsel.

The firm's rates are:

  Professional                 Rates
  ------------                 -----
  Paraprofessional            $100-150
  Associates                  $300-400
  Partners                    $400-425

The Chapter 11 Trustee also has tapped Garfunkel Wild, P.C. as her
special health care, regulatory, corporate, finance and litigation
counsel.

Gary F. Herbst, Esq., a partner of LH&M, attests that the firm is
a "disinterested person" as the term is defined in Section 101(14)
of the Bankruptcy Code.

                  About Peninsula Hospital

Wayne S. Dodakian, Vinod Sinha, and Shannon Gerardi filed an
involuntary Chapter 11 bankruptcy protection against Peninsula
Hospital Center -- http://www.peninsulahospital.org/-- (Bankr.
E.D.N.Y. Case No. 11-47056) on Aug. 16, 2011.  Judge Elizabeth S.
Stong presides over the case.  Marilyn Cowhey Macron, Esq., at
Macron & Cowhey, represents the petitioners.

Peninsula Hospital Center and Peninsula General Nursing Home
Corp., employed Alvarez & Marsal Healthcare Industry Group, LLC,
as financial advisors.  The Hospital employed Abrams Fensterman,
et al., as their attorneys.  Nixon Peabody served as their special
counsel; GCG, Inc., serves as claims and noticing agent.

Judge Stong appointed Daniel T. McMurray at Focus Management Group
as patient care ombudsman.  Neubert, Pepe & Monteith P.C. serves
as PCO's counsel.

Richard J. McCord was appointed by the Court as examiner.  His
task was to conduct an investigation of the Debtors' relationship
and transactions with Revival Home Health Care, Revival
Acquisitions Group LLC, Revival Funding Co. LLC, and any
affiliates.  Certilman Balin, & Hyman, LLP, which counts Mr.
McCord as one of the firm's members, served as counsel for the
Examiner.

CBIZ Accounting, Tax & Advisory of New York, LLC and CBIZ, Inc.,
serve as financial advisors for the Official Committee of
Unsecured Creditors.  Robert M. Hirsh, Esq., at Arent Fox LLP, in
New York, N.Y., represents the Committee as counsel.


PINNACLE AIRLINES: Flight 3407 Plaintiffs Want to Continue Suit
---------------------------------------------------------------
The Flight 3407 Plaintiffs, by and through their counsel, Hodgson
Russ LLP, ask the U.S. Bankruptcy Court for the Southern District
of New York to terminate the automatic stay in the Chapter 11
cases of Pinnacle Airlines Corp., et al., so as to allow the
Plaintiffs to continue prosecution of their claims against
Pinnacle and Debtor Colgan Inc. in the Western District of New
York and New York Supreme Court.

The Flight 3407 Plaintiffs further request that the Court require
the Debtors to assign any interests in the Insurance Policy
resulting from the Colgan Crash to the Flight 3407 pursuant to
section 105(a), and that the Debtors cooperate with them in an
effort to obtain an appropriate determination that the Flight 3407
claims are fully insured.

On Feb. 12, 2009, Continental Airlines Flight 3407, operated by
Debtor Colgan crashed into a residential neighborhood near
Clarence Center, New York, killing all 49 people on board, well as
one person on the ground.  Since that date, the estates of the
victims have been engaged in litigation with Debtors Colgan and
Pinnacle Airlines, Corp.  The Debtors' insurer, Global Aerospace,
Inc., has defended these cases.

Due to the Debtors' bankruptcy filing and the imposition of the
automatic stay, however, the remaining Plaintiffs are prevented
from continuing their lawsuits against the Debtors, even though
their claims are more than likely fully the responsibility of
Global.  Without relief from the automatic stay, the Plaintiffs
face an indefinite delay in litigating their claim.

The Plaintiffs set a June 27, 2012, hearing at 9:45 a.m.
(prevailing Eastern Time).  Objections, if any, are due June 24,
at 5 p.m.

                     About Pinnacle Airlines

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.

A seven-member official committee of unsecured creditors has been
appointed in the case.   The Committee selected Goodrich
Corporation as its chairperson.  The Committee tapped Morrison &
Foerster LLP as its counsel.  Imperial Capital, LLC, serves as the
Committee's financial advisors.


PMI GROUP: Court Approves Sale of Impact Funding Certificates
-------------------------------------------------------------
BankruptcyData.com reports that the U.S. Bankruptcy Court approved
PMI Group's motion to sell Impact Funding LLC Commercial Mortgage
Pass Through Certificates Series 2001-A to Cantor Fitzgerald for
100% of the face value of the notes.  BankruptcyData.com
previously reported that the Debtor's original motion was for
approval to sell the certificates to Safeco Insurance Company of
America for 82% of its face value, or approximately $1.5 million,
subject to higher bids.

                        About The PMI Group

Del.-based The PMI Group, Inc., is an insurance holding company
whose stock had, until Oct. 21, 2011, been publicly-traded on the
New York Stock Exchange.  Through its principal regulated
subsidiary, PMI Mortgage Insurance Co., and its affiliated
companies, the Debtor provides residential mortgage insurance in
the United States.

The PMI Group filed for Chapter 11 bankruptcy (Bankr. D. Del. Case
No. 11-13730) on Nov. 23, 2011.  In its schedules, the Debtor
disclosed $167,963,354 in assets and $770,362,195 in liabilities.
Stephen Smith signed the petition as chairman, chief executive
officer, president and chief operating officer.

The Debtor said in the filing that it does not have the financial
resources to pay the outstanding principal amount of the 4.50%
Convertible Senior Notes, 6.000% Senior Notes and the 6.625%
Senior Notes if those amounts were to become due and payable.

The Debtor is represented by James L. Patton, Esq., Pauline K.
Morgan, Esq., Kara Hammond Coyle, Esq., and Joseph M. Barry, Esq.,
at Young Conaway Stargatt & Taylor LLP.

The Official Committee of Unsecured Creditors appointed in the
case retained Morrison & Foerster LLP and Womble Carlyle Sandridge
& Rice, LLP, as bankruptcy co-counsel.  Peter J. Solomon Company
serves as the Committee's financial advisor.


PNM INVESTMENTS: Case Summary & 5 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: PNM Investments, Inc.
        3452 Worthington Oaks Drive
        Orange Park, FL 32065

Bankruptcy Case No.: 12-70734

Chapter 11 Petition Date: June 6, 2012

Court: United States Bankruptcy Court
       Middle District of Georgia (Valdosta)

Debtor's Counsel: William Orson Woodall, Esq.
                  WOODALL AND WOODALL
                  P.O. Box 3335
                  1003 Patterson Street
                  Valdosta, GA 31604
                  Tel: (229) 247-1211
                  Fax: (229) 247-1636
                  E-mail: will@orsonwoodall.com

Scheduled Assets: $1,624,923

Scheduled Liabilities: $2,395,760

A copy of the Company's list of its five largest unsecured
creditors filed together with the petition is available for free
at http://bankrupt.com/misc/gamb12-70734.pdf

The petition was signed by Paul N. Miranda, president.


REDDY ICE: Court Approves DLA Piper as Bankruptcy Counsel
---------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Texas
authorized Reddy Ice Holdings, Inc., and Reddy Ice Corporation to
employ DLA Piper LLP (US) as bankruptcy counsel, effective as of
the Petition Date.

As reported in the Troubled Company Reporter on May 2, 2012, DLA
Piper is expected to, among other things, prepare and negotiate on
the Debtors' behalf plan(s) of reorganization, disclosure
statement(s), and all related agreements and documents, and take
any necessary action on behalf of the Debtors to obtain
confirmation of the plan(s), for these hourly rates:

           Partners               $555 - $1,075
           Counsel                $285 -   $740
           Associates             $330 -   $665
           Paraprofessionals      $105 -   $280

The restructuring attorney leading the DLA Piper engagement in the
Chapter 11 cases is Gregg M. Galardi, Esq., whose present hourly
rate is $945.

Mr. Galardi attests to the Court that DLA Piper is a
"disinterested person" as that term is defined in Section 101(14)
of the Bankruptcy Code.

                          About Reddy Ice

Reddy Ice Holdings Inc. and wholly owned subsidiary Reddy Ice
Corp. manufacture and distribute packaged ice in the United
States.  As of Dec. 31, 2011, the Company had assets totaling
$434 million and total liabilities of $531 million.  The bulk of
the liabilities were total debt outstanding of $471.5 million.

Reddy Holdings and Reddy Corp. on April 12, 2012, filed voluntary
Chapter 11 bankruptcy petitions (Bankr. N.D. Tex. Case Nos. 12-
32349 and 12-32350) together with a plan of reorganization and
accompanying disclosure statement to complete a previously
announced plan to strengthen its balance sheet and ensure strong
financial footing for the future.  As part of the restructuring,
Reddy Ice seeks to pursue a strategic acquisition of all or
substantially all of the businesses and assets of Arctic Glacier
Income Fund and its subsidiaries, including Arctic Glacier Inc., a
major producer, marketer and distributor of packaged ice in North
America.

Arctic Glacier on Feb. 22, 2012, filed for protection under the
Companies' Creditors Arrangement Act in Canada and Chapter 15 of
the Bankruptcy Code in the United States.  Arctic is seeking sale
or investment proposals from qualified bidders.

Reddy Ice's Plan provides for the restructuring of the Company's
obligations with respect to $300 million of First Lien Notes;
$139.4 million of Second Lien Notes; and $11.7 million of Discount
Notes.  If the Plan is approved, all Second Lien Notes will be
exchanged and will be retired and cancelled and all Discount Notes
will be cancelled.  Reddy Ice said the Plan has the support of a
majority of its lenders and major creditors, led by Centerbridge
Capital Partners II, L.P.  A hearing to approve the Disclosure
Statement and confirm the Plan has been set for May 18, 2012.

Judge Stacey G. Jernigan presides over the case.  Reddy Ice's
financial advisors are Jefferies & Company, Inc. and FTI
Consulting, Inc.  Kurtzman Carson Consultants serves as claims and
notice agent.

Centerbridge Partners is represented by Jonathan S. Zinman, Esq.,
Joshua A. Sussberg, Esq., James H.M. Sprayregen, Esq., and Anup
Sathy, Esq., at Kirkland & Ellis.

Macquarie Bank Limited is represented by Sarah Hiltz Seewer, Esq.,
and David R. Seligman, Esq., also at Kirkland & Ellis.

The ad hoc group of First Lien and Second Lien Noteholders is
represented by Joshua Andrew Feltman, Esq., at Wachtell Lipton
Rosen & Katz.  Wells Fargo Bank, National Association, serves as
First Lien and Second Lien Agent.

The U.S. Bankruptcy Court for the Northern District of Texas,
Dallas Division confirmed the first amended joint plan of
reorganization of the Company and its direct subsidiary, Reddy Ice
Corporation.

As reported in the Troubled Company Reporter on June 5, 2012,
Reddy Ice Holdings announced that its Plan is now effective, and
the Company has emerged from Chapter 11 protection. The Company is
now majority-owned by affiliates of Centerbridge Partners.


SAN JOSE REDEVELOPMENT: Moody's Cuts Bond Ratings to 'Ba2'
--------------------------------------------------------------
Moody's Investors Service has downgraded the ratings of San Jose
Redevelopment Agency Merged Project Area tax allocation bonds. The
extent of the downgrades depends on each bond series' specific
pledged revenues -- whether housing or non-housing -- and how the
debt service reserve requirement is met. The Agency's non-housing
tax allocation bonds with cash funded debt service reserves or
reserves that are met with sureties from investment grade
providers have been downgraded to Ba2 from Baa2. These include:
Series 1993, Series 1997, Series 2003, Series 2004, Series 2005A,
Series 2006C, Series 2008A, and Series 2008B, which total
approximately $1.08 billion in total outstanding debt. The
Agency's non-housing tax allocation bonds with debt service
reserve requirements met with below investment grade surety
policies have been downgraded to Ba3 from Baa3. These include:
Series 1999, Series 2002, Series 2005 B, Series 2006 A, Series
2006 B Series 2006 D and Series 2007, which total approximately
$670 million in total outstanding debt. Bonds benefitting from the
pledge of low-and-moderate income housing tax increment revenues
have been downgraded to Baa2 from A3. All ratings remain under
review for possible downgrade.

Ratings Rationale

The downgrade of the non-housing bonds reflects the potential
default indicated by the notice filed by the City of San Jose on
June 4 2012.  According to the notice, the potential default has
arisen as a result of the Santa Clara county's notification of its
intent to withhold of approximately $20 million in former tax
increment revenue on June 1.

This could lead to a default as the "Successor Agency" for San
Jose's redevelopment agency will have insufficient funds for full
debt service payments due on August 1, 2012. The Successor Agency
is disputing the actions of the county. A default is not
inevitable and several paths remain open for a resolution in time
to prevent a debt service shortfall. The city of San Jose, as the
Successor Agency, has requested that the State Controller to
review Santa Clara County's action. Failing that, the city would
likely pursue legal action to resolve the matter. There also
remains the possibility of a negotiated resolution between the
county and the successor agency, which would address the immediate
cash flow needs of the Successor Agency caused by the county's
intent to withhold the property tax receipts. And finally, while
the city has no obligation to do so, given the relatively modest
size of the potential shortfall, the City of San Jose could use
its own resources to avoid a default.

All of the non-housing senior bonds benefit from a Bond Reserve
Requirement which is met by either by a cash funded reserve or a
surety. Although each outstanding series benefits only from its
own debt service reserve, the aggregate amount of such reserves is
approximately $180 million, compared to annual debt service of
approximately $133 million.

The downgrade of the housing tax allolcation bonds reflects the
added uncertainty brought about by the county's decision to
withhold property tax increment. While the Successor Agency does
not expect a shortfall for the housing TABs, and sufficient fund
are available for payment of debt service on August 1, 2012, the
successor agency's overall shortfall of funds may adversely impact
the cash flow for repayment of the housing TABs.

Key Credit Strengths

-- Very large project area tax base spanning most of downtown San
    Jose

-- Very large total and incremental Assessed Value (AV)

-- Incremental to total AV ratio is very high

-- Largest tax payers are well known successful firms

-- Signs of improving economy, including lower unemployment and
    higher sales tax receipts

Key Credit Weaknesses

-- Santa Clara County Auditor's decision to withhold property tax
    increment from the Successor Agency may cause a near-term cash
    shortfall for repayment of non housing bonds.

-- For non-housing bonds, very narrow debt service coverage
    levels due to high leverage and AV declines in 2011 and 2012

-- High tax payer concentration

-- Most debt service reserves are non-cash sureties

The ratings remain under review for a possible downgrade, along
with all other rated tax allocation bonds in the state, reflecting
the uncertainties and cash flow risks inherent in implementing the
new redevelopment agency dissolution law.

The principal methodology used in this rating was Moody's Analytic
Approach To Rating California Tax Allocation Bonds published in
December 2003.


SAVIENT PHARMA: Wants Creditors' Bid to Appoint Receiver Rejected
-----------------------------------------------------------------
Lance Duroni at Bankruptcy Law360 reports that Savient
Pharmaceuticals Inc. asked a Delaware judge on Friday to reject a
bid by creditors to appoint a receiver for the struggling
drugmaker, calling it a ploy to force bankruptcy even though
Savient is not in default on its debt.

On May 1, San Diego-based Tang Capital Partners LP sued the
drugmaker?s board in Delaware Chancery Court to get a receiver to
liquidate the company's assets, and other creditors soon joined in
the complaint. They allege Savient management is burning through
cash at an alarming rate, the report adds.

                   About Savient Pharmaceuticals

Savient Pharmaceuticals, Inc. is a specialty biopharmaceutical
company focused on developing KRYSTEXXA(TM) (pegloticase) for the
treatment of chronic gout in adult patients refractory to
conventional therapy.  Savient also manufactures and supplies
Oxandrin(R) (oxandrolone tablets, USP) CIII in the U.S.


SDA INC: Meeting to Form Creditors' Panel on June 13
----------------------------------------------------
Roberta A. DeAngelis, United States Trustee for Region 3, will
hold an organizational meeting on June 13, 2012, at 10:00 a.m. in
the bankruptcy cases of Route 10 Associates, Inc., SDA, Inc., and
Wayne Philadelphia Associates, Inc.  The meeting will be held at:

   United States Trustee's Office
   One Newark Center
   1085 Raymond Blvd.
   14th Floor, Room 1401
   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.

155 Route 10 Associates, Inc., SDA, Inc., and Wayne Philadelphia
Associates, Inc., sought Chapter 11 protection (Bankr. D. N.J.
Case Nos. 12-24414 to 12-24416) on June 5, 2012, in Newark, New
Jersey.


SDA INC: Case Summary & 30 Largest Unsecured Creditors
------------------------------------------------------
Debtor: SDA, Inc.
        dba R&S Strauss
            Strauss Auto
            Strauss Discount Auto
        fdba Autobacs Strauss Inc.
        7C Brick Plant Road
        South River, NJ 08882

Bankruptcy Case No.: 12-24415

Affiliates that simultaneously filed separate Chapter 11
petitions:

        Entity                        Case No.
        ------                        --------
155 Route 10 Associates, Inc.         12-24414
Wayne Philadelphia Associates, Inc.   12-24416

Chapter 11 Petition Date: June 5, 2012

About the Debtors: SDA is a regional retailer of after-market
                   automotive parts and accessories and operator
                   of automotive service centers and owns
                   commercial real estate located in Wayne, New
                   Jersey.  Subsidiaries Route 10 Associates and
                   Wayne Philadelphia own commercial real estate
                   located in East Hanover and Wayne,
                   respectively.

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

Judge: Novalyn L. Winfield

Debtors' Counsel: Kenneth Rosen, Esq.
                  LOWENSTEIN SANDLER PC
                  65 Livingston Avenue
                  Roseland, NJ 07068
                  Tel: (973) 597-2500
                  E-mail: krosen@lowenstein.com

Debtors'
Financial
Advisor:          PRICEWATERHOUSE COOPERS LLP


Lead Debtor's
Estimated Assets: $10,000,001 to $50,000,000

Lead Debtor's
Estimated Debts: $10,000,001 to $50,000,000

The petitions were signed by Joseph Catalano, president.

Previous Chapter 11 filings by related entities:

        Entity                        Case No.       Petition Date
        ------                        --------       -------------
Autobacs Strauss, Inc.                09-10358            02/04/09
Autobacs U.S.A., Inc.                 09-10898            02/04/09
1945 Route 23 Associates, Inc.        06-17474            08/10/06
R&S Parts and Service Inc.            06-17475            08/10/06

June 5 Debtors' Consolidated List of Their 30 Largest Unsecured
Creditors:

        Entity                     Nature of Claim    Claim Amount
        ------                     ---------------    ------------
Cooper Tire & Rubber Company       Trade Debt           $1,413,502
Credit Department
701 Lima Avenue
Findlay, OH 45840

BP Lubricants USA Inc.             Trade Debt             $517,802
12276 Collections Center Drive
Chicago, IL 60693

Local 888-Health Fund              Contract               $291,771
160 East Union Avenue
East Rutherford, NJ 07073

Plyon Manufacturing Corp.          Trade Debt             $260,561
P.O. Box 2001
Reliable Parkway
Chicago, IL 60686

Local 108 Health Fund              Contract               $164,595

Kumho Tire USA Inc.                Trade Debt             $129,088

First Insurance Funding Corp.      Contract               $121,596

Freshpond Road Centre L.P.         Lease                  $113,996

Young Advertising Inc.             Trade Debt             $109,608

McGuiness Realty Inc.              Lease                   $96,535

Prime Lube Inc.                    Trade Debt              $83,565

Ed DiBenedetto                     Lease                   $76,062

Heritage Old Bridge LLC            Trade Debt              $74,898

Philips Automotive Lighting        Trade Debt              $70,546

Parts Authority                    Trade Debt              $69,296

Plaza Realty                       Lease                   $68,269

Fram Group/Prestone Antifreeze     Trade Debt              $67,252

Honeywell Inc. Friction-Global     Trade Debt              $65,868

East Penn Manufacturing Co.        Trade Debt              $64,265

Hillside Avenue Partners           Lease                   $60,785

J & I Realty Associates, LLC       Lease                   $59,421

Dominick Tozzo                     Lease                   $59,300

Kimstrauss 184, Inc.               Lease                   $57,782

Jersey City VF L.L.C.              Trade Debt              $56,807

Roselle Plaza Management           Lease                   $53,806

North Fork Bank                    Trust Account           $53,442

Servit Quality System Service      Contract                $53,248

Saini Group, L.L.C.                Lease                   $52,583

AJC Services Co., LLC              Lease                   $50,050

Exide Technologies Reg             Trade Debt              $49,688


SEALY CORP: FPR Partners Discloses 8.8% Equity Stake
----------------------------------------------------
In an amended Schedule 13D filing with the U.S. Securities and
Exchange Commission, FPR Partners, LLC, disclosed that, as of
May 31, 2012, it beneficially owns 8,855,065 shares of common
stock of Sealy Corporation representing 8.8% of the shares
outstanding.  A copy of the filing is available for free at:

                        http://is.gd/Nq25aZ

                          About Sealy Corp.

Trinity, North Carolina-based Sealy Corp. (NYSE: ZZ) --
http://www.sealy.com/-- is the largest bedding manufacturer in
the world with sales of $1.5 billion in fiscal 2008.  The Company
manufactures and markets a broad range of mattresses and
foundations under the Sealy(R), Sealy Posturepedic(R), including
SpringFree(TM), PurEmbrace(TM) and TrueForm(R); Stearns &
Foster(R), and Bassett(R) brands.  Sealy operates 25 plants in
North America, and has the largest market share and highest
consumer awareness of any bedding brand on the continent.  In the
United States, Sealy sells its products to approximately 3,000
customers with more than 7,000 retail outlets.

The Company reported a net loss of $9.88 million for the 12 months
ended Nov. 27, 2011, and a net loss of $13.74 million during the
prior year.  The Company reported a net loss of $15.20 million
for the three months ended Nov. 27, 2011.

The Company's balance sheet at Feb. 26, 2012, showed
$936.26 million in total assets, $999.50 million in total
liabilities, and a $63.24 million total stockholders' deficit.

                          *     *      *

Sealy carries 'B' local and issuer credit ratings, with stable
outlook, from Standard & Poor's.


SEITEL INC: Moody's Withdraws 'B3' Rating on $275MM Term Loan
-------------------------------------------------------------
Moody's Investors Service withdrew the B3 rating on Seitel, Inc.'s
previously contemplated offering of a $275 million secured term
loan facility as Seitel has discontinued marketing the
transaction. Seitel's B3 Corporate Family Rating, B3 Probability
of Default Rating and the Caa1 rating on its existing $275 million
9.75% senior unsecured notes remained unchanged. The outlook is
stable.

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

Seitel, Inc. is a Houston, Texas based provider of seismic data
and related services to the oil and gas industry in North America.


SEQUOIA PARTNERS: Gets More Time to File Amended Plan Outline
-------------------------------------------------------------
The Hon. Frank R. Alley of the U.S. Bankruptcy Court for the
District of Oregon granted Sequoia Partners, LLC and Sequoia
Village, LLC a 90-day extension from the April 23, 2012, deadline
to file an amended disclosure statement.

As reported in the Troubled Company Reporter on May 24, 2012, the
Debtors relate that the extension will allow SP to obtain a
loan from the proposed purchaser of SP's real property, U.S.
Capital Corporation.

The parties needed additional time to finalize the terms of a
$30,000 loan in order to allow SP to obtain an appraisal of its
property in furtherance of an anticipated offer by USCC to
purchase SP's real property.  The Debtors note that an appraisal
is required for the offer from USCC and for valuation of the
secured claims in the case.

Additionally, under the development alternative set forth in the
Plan, SP must obtain a loan of approximately $5 million (the
Development Loan).  The Debtors may obtain the Development Loan
from an entity to be established by Chris Williams through Kennedy
Funding Financial, LLC located in New Jersey.

                       The Chapter 11 Plan

As reported in the Troubled Company Reporter on Feb. 6, 2012, the
Debors filed a joint disclosure statement in support of their
reorganization plan dated Jan. 9, 2012.

This Plan provides for the Sale of the Property to the Purchaser
free and clear of liens and encumbrances for an estimated price of
$9.4 million, which will pay all of the Creditors' Allowed Claims.
The Sale of the Property must close on the date on or before 180
days after the Effective Date.  The Allowed Claims will be paid
within 30 days after the close of the Sale.  A portion of the Sale
Proceeds will go to the Allowed Claims of the Sequoia Village Case
Creditors from payments to be made to South Valley Bank to
compensate Village for the South Valley Bank Lawsuit claims
asserted by Sequoia Partners and Village against South Valley.
The portion of the Sequoia Village Property securing the South
Valley Village Claim will be reconveyed to South Valley Bank in
complete satisfaction of the claim.  The balance of the Sequoia
Village Property will be reconveyed to Southern Oregon Development
in complete satisfaction of its Secured Claim.  The personal
property securing the Commercial Equipment Claim (Class 18) will
be reconveyed to Commercial Equipment in complete satisfaction of
its Secured Claim.

If the Sale does not close on or before the Sale Deadline, then
the Plan provides that the Debtor will obtain a Development Loan
of $5 million from Pebble Beach to develop the Golf Course to
begin Golf Course operations and create an environment to sell
Lots in the Project and to then refinance the Golf Course.  The
sale proceeds from the First Lots will provide funds to implement
the Plan's repayment structure and further develop the Project,
including the Villa Lots.  The Plan provides for payment in full
of Allowed Administrative Expenses within 30 days after the
funding of the Development Loan.  The Plan provides for payment of
Josephine County's Allowed Secured Claim against Sequoia Partners
for real property taxes (Class 2) at an estimated amount of
$750,000, with a significant payment within 30 days after the
funding of the Development Loan, but in any event, no later than
five years from the Petition Date.

The Development Loan will be secured by a trust deed on the Golf
Course Lots, which will require that RRM release the RRM Blanket
Trust Deed and the RRM Original Trust Deeds.  From the sale of
each lot out of the First Quad, which are anticipated to sell for
$110,000 to $175,000 each, the proceeds will be distributed in the
following order:

     (a) the Allowed Secured Claim estimated to be $30,000 to
         Rogue River Mortgage (RRM) if an RRM Lot is sold; the
         Allowed Secured Claim estimated to be $40,000 to South
         Valley Bank if an Estate lot is sold; and the Allowed
         Secured Claim estimated to be $30,000 to Hillebrand PRR
         if a Hillebrand PRR lot is sold;

     (b) $50,000 to the Lender;

     (c) the balance to the Debtor for further development of the
         Project to generate additional lot sales.

A copy of the Disclosure Statement is available for free at:

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

                    About Sequoia Partners, LLC

Grants Pass, Oregon-based Sequoia Partners, LLC, filed for Chapter
11 bankruptcy protection (Bankr. D. Ore. Case No. 10-67547) on
Dec. 29, 2010.  Tara J. Schleicher, Esq., at Farleigh Wada Witt
Attorneys, serves as the Debtor's bankruptcy counsel.  Beowulf
Consulting, LLC, serves as accountant.  CPM Real Estate Services,
Inc., serves as loan broker.  The Debtor estimated assets at $50
million to $100 million and debts at $10 million to
$50 million.

Robert D. Miller, Jr., U.S. Trustee for Region 18, appointed five
members to the official committee of unsecured creditors.   The
Committee tapped Douglas R. Schultz and Cassie K. Jones and the
law firm of Gleaves Swearingen Potter & Scott LLP as its counsel.


SINO-FOREST: 72% of Noteholders Sign Support Agreement
------------------------------------------------------
Sino-Forest Corporation disclosed that holders of approximately
72% of the aggregate principal amount of the Company's outstanding
notes have agreed to be parties to the restructuring support
agreement entered into by, among others, the Company and an ad hoc
committee of its noteholders on March 30, 2012, which provides for
the material terms of a transaction which would involve either a
sale of the Company to a third party or a restructuring under
which the noteholders would acquire substantially all of the
assets of the Company, including the shares of all of its direct
subsidiaries which own, directly or indirectly, all of the
business operations of the Company.

On March 30, 2012, the Company announced that it had reached
agreement with the Ad Hoc Committee on the material terms of the
Transaction.  On March 30, 2012, the members of the Ad Hoc
Committee, who hold approximately 40% of the aggregate principal
amount of the Company's 5% Convertible Senior Notes due 2013,
10.25% Guaranteed Senior Notes due 2014, 4.25% Convertible Senior
Notes due 2016 and 6.25% Guaranteed Senior Notes due 2017 executed
the Support Agreement in which they agreed to support and vote for
the Transaction.  As announced on March 30, 2012, the Company
continued to solicit additional Noteholder support for the
Transaction and all Noteholders who wished to become "Consenting
Noteholders" and participate in the Early Consent Consideration
(as defined in the Support Agreement) were invited and permitted
to do so until the early consent deadline of May 15, 2012.

Noteholders holding in aggregate approximately 72% of the
principal amount of the Notes, and representing over 66.67% of the
principal amount of each of the four series of Notes, have now
agreed to be parties to the Support Agreement.

                      About Sino-Forest Corp.

Sino-Forest Corporation -- http://www.sinoforest.com/-- is a
commercial forest plantation operator in China.  Its principal
businesses include the ownership and management of tree
plantations, the sale of standing timber and wood logs, and the
complementary manufacturing of downstream engineered-wood
products.  Sino-Forest also holds a majority interest in
Greenheart Group Limited, a Hong-Kong listed investment holding
company with assets in Suriname (South America) and New Zealand
and involved in sustainable harvesting, processing and sales of
its logs and lumber to China and other markets around the world.
Sino-Forest's common shares have been listed on the Toronto Stock
Exchange under the symbol TRE since 1995.

Sino-Forest Corporation on March 30, 2012, obtained an initial
order from the Ontario Superior Court of Justice for creditor
protection pursuant to the provisions of the Companies' Creditors
Arrangement Act.

Under the terms of the Order, FTI Consulting Canada Inc. will
serve as the Court-appointed Monitor under the CCAA process and
will assist the Company in implementing its restructuring plan.
Gowling Lafleur Henderson LLP is acting as legal counsel to the
Monitor.

During the CCAA process, Sino-Forest expects its normal day-to-
day operations to continue without interruption. The Company has
not planned any layoffs and all trade payables are expected to
remain unaffected by the CCAA proceedings.


TALON THERAPEUTICS: Registers Add'l 1.5-Mil. Shares Under Plan
--------------------------------------------------------------
Talon Therapeutics, Inc., filed with the U.S. Securities and
Exchange Commission a Form S-8 to register 1,500,000 additional
shares of common stock for issuance under the Company's 2010
Equity Incentive Plan, as amended, thus increasing the total
number of shares registered for issuance under the Plan from
8,500,000  to 10,000,000.  A copy of the filing is available for
free at http://is.gd/jtqUGj

                       About Talon Therapeutics

Formerly known as Hana Biosciences, Inc., Talon Therapeutics Inc.
(TLON.OB.) -- http://www.talontx.com/-- is a biopharmaceutical
company dedicated to developing and commercializing new,
differentiated cancer therapies designed to improve and enable
current standards of care.  The company's lead product candidate,
Marqibo, potentially treats acute lymphoblastic leukemia and
lymphomas.  The Company has additional pipeline
opportunities some of which, like Marqibo, improve delivery and
enhance the therapeutic benefits of well characterized, proven
chemotherapies and enable high potency dosing without increased
toxicity.

Effective Dec. 1, 2010, Hana Biosciences Inc. changed its name to
Talon Therapeutics Inc.  The name change was effected by merging
Talon Therapeutics, Inc., a wholly-owned subsidiary of the
Company, with and into the Company, with the Company as the
surviving corporation in the merger.

The Company reported a net loss of $18.82 million for the year
ended Dec. 31, 2011, compared with a net loss of $25.98 million
during the prior year.

The Company's balance sheet at March 31, 2012, showed $7.77
million in total assets, $62.23 million in total liabilities,
$34.66 million in redeemable convertible preferred stock, and a
$89.13 million total stockholders' deficit.

BDO USA, LLP, in San Jose, California, issued a "going concern"
qualification on the financial statements for the year ended
Dec. 31, 2011, citing recurring losses from operations and net
capital deficiency that raise substantial doubt about the
Company's ability to continue as a going concern.


TANDUS FLOORING: Moody's Upgrades CFR to 'B1'; Outlook Stable
-------------------------------------------------------------
Moody's Investors Service upgraded Tandus Flooring, Inc.'s
Corporate Family Rating ("CFR") to B1 from B2, affirmed the B2
rating on its senior secured term loan, and revised the rating
outlook to stable from positive. The upgrade reflects debt
reduction and expectations for continued improvement in operating
performance.

Upgraded:

  Issuer: Tandus Flooring, Inc.

   Corporate Family Rating, to B1 from B2
   Probability of Default Rating, to B1 from B2

Affirmed:

  Senior secured term loan due May 2014 to B2 (LGD4, 61%) from B2
  (LGD4, 57%)

  Outlook, stable (revised from positive)

Ratings Rationale

"Debt reduction and expectations for continued improvement in
operating results have improved Tandus' credit quality," said
Moody's Analyst Ben Nelson. The company repaid approximately $30
million of debt during the first quarter, including $20 million of
its term loan, resulting in pro forma financial leverage in the
mid 3 times Debt/EBITDA range and interest coverage of about 4
times EBIT/Interest. Moody's expects modest near-term improvement
in revenue and EBITDA, but substantive incremental improvement in
credit metrics would require the company to apply free cash flow
to debt reduction.

The B1 CFR is principally constrained by small size and event risk
associated with private equity ownership. The rating also reflects
the highly competitive and cyclical nature of the carpet business,
geographic concentration, some exposure to price fluctuations of
petroleum-based raw materials, and Moody's view that challenging
macroeconomic conditions could limit improvement in overall end
market demand. The rating considers favorably the company's end
market diversity, operating margin stability relative to rated
peers in the manufacturing industry, and good liquidity position.

The stable rating outlook assumes the company will continue to
generate free cash flow and maintain a good liquidity position. A
rating upgrade is unlikely over the intermediate term due to small
size and event risk associated with private equity ownership.
Conversely, the rating could be pressured if Moody's expected
financial leverage in excess of 4.5 times, interest coverage below
3 times, or free cash flow of less than 5% of debt. Deteriorating
liquidity, shareholder-friendly activities, or a failure to
address upcoming debt maturities in 2014 could also have negative
rating implications.

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

Tandus is a leading manufacturer of vinyl-backed floor covering
products, including six-foot roll carpet, modular carpet tile and
high-style broadloom carpets. The company is a wholly-owned
subsidiary of Tandus Group, Inc, whose capital stock is majority
owned by funds managed by Oaktree Capital Management, LLC, through
the OCM Principal Opportunities Fund II, L.P. and BancAmerica
Capital Investors II, L.P. The company's revenues for the last
twelve months ending January 28, 2012 were approximately $340
million.


THANKS 1B: Case Summary & 14 Largest Unsecured Creditors
--------------------------------------------------------
Debtor: Thanks 1B LLC
        aka Brite Bar
        aka Velour
        297 10th Avenue
        New York, NY 10001

Bankruptcy Case No.: 12-12460

Chapter 11 Petition Date: June 6, 2012

Court: United States Bankruptcy Court
       Southern District of New York (Manhattan)

Judge: James M. Peck

Debtor's Counsel: Bobby H. J. Kim, Esq.
                  130 Beekman St., #5B
                  New York, NY 10038
                  Tel: (917) 593-1566

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

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

A copy of the Company's list of its 14 largest unsecured creditors
filed together with the petition is available for free at
http://bankrupt.com/misc/nysb12-12460.pdf

The petition was signed by Anthony Piazza, managing member.


THEMIS PROPERTIES: Case Summary & 7 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Themis Properties, LLC
        2557 Danielle Lane
        Lexington, KY 40509

Bankruptcy Case No.: 12-51522

Chapter 11 Petition Date: June 7, 2012

Court: United States Bankruptcy Court
       Eastern District of Kentucky (Lexington)

Debtor's Counsel: E David Marshall, Esq.
                  MARSHALL LAW OFFICE
                  120 North Upper Street
                  Lexington, KY 40507
                  Tel: (859) 253-0708
                  E-mail: edavidm@iglou.com

Scheduled Assets: $829,700

Scheduled Liabilities: $1,078,104

A copy of the Company's list of its seven largest unsecured
creditors filed together with the petition is available for free
at http://bankrupt.com/misc/kyeb12-51522.pdf

The petition was signed by Gary D. Roland, managing member.


TRAINOR GLASS: Wins Final Approval to Use Cash, Obtain DIP Loan
---------------------------------------------------------------
Trainor Glass Company obtained final approval from the U.S.
Bankruptcy Court to use certain cash collateral, incur
postpetition debt, and grant adequate protection and provide
security and other relief to lender First Midwest Bank.

First Midwest is authorized to collect upon, covert to cash and
enforce checks, drafts, instruments and other forms of payment
coming into its possession or control which constitute Aggregate
Collateral or proceeds thereof.

The Debtor is authorized to incur up to $300,000 in postpetition
loans from First Midwest Bank.  The Postpetition Debt will bear
interest at a per annum rate of 9%.

                       About Trainor Glass

Trainor Glass Company, doing business as Trainor Modular Walls,
Trainor Solar, and Trainor Florida, filed for Chapter 11
bankruptcy (Bankr. N.D. Ill. Case No. 12-09458) on March 9, 2012.
Trainor was founded in 1953 by Robert J. Trainor Sr. to pursue a
residential glass business in Chicago, Illinois.  Trainor's
business model was focused on quality fabrication, design,
engineering, and installation of glass products and framing
systems in virtually every architectural application, including
(a) new construction, (b) green-building solutions, (c) building
rehabilitation, (d) storefronts and entrances, (e) tenant
interiors, and (f) custom-specialty work.

The Hon. Carol A. Doyle oversees the Chapter 11 case.  David A.
Golin, Esq., Michael L. Gesas, Esq., and Kevin H. Morse, Esq., at
Arnstein & Lehr LLP, serve as the Debtor's counsel.  High Ridge
Partners, Inc., serves as its financial consultant.

The Debtor scheduled $14,276,745 in assets and $64,840,672 in
liabilities.

A three-member official committee of unsecured creditors has been
appointed in the case.  The committee retained Sugar Felsenthal
Grais & Hammer LLP as counsel.


TRIBUNE CO: Creditors Turn Attention to LBO Litigation
------------------------------------------------------
Peg Brickley at Dow Jones' Daily Bankruptcy Review reports that as
Tribune Co. closes in on confirmation of its Chapter 11 plan,
attention has turned to the litigation over the failed leveraged
buyout that drove the media company to bankruptcy more than three
years ago.

Headquartered in Chicago, Illinois, Tribune Co. --
http://www.tribune.com/-- is a media company, operating
businesses in publishing, interactive and broadcasting, including
ten daily newspapers and commuter tabloids, 23 television
stations, WGN America, WGN-AM and the Chicago Cubs baseball team.

The Company and 110 of its affiliates filed for Chapter 11
protection (Bankr. D. Del. Lead Case No. 08-13141) on Dec. 8,
2008.  The Debtors proposed Sidley Austin LLP as their counsel;
Cole, Schotz, Meisel, Forman & Leonard, PA, as Delaware counsel;
Lazard Ltd. and Alvarez & Marsal North America LLC as financial
advisors; and Epiq Bankruptcy Solutions LLC as claims agent.  As
of Dec. 8, 2008, the Debtors have $7,604,195,000 in total assets
and $12,972,541,148 in total debts.  Chadbourne & Parke LLP and
Landis Rath LLP serve as co-counsel to the Official Committee of
Unsecured Creditors.  AlixPartners LLP is the Committee's
financial advisor.  Landis Rath Moelis & Company serves as the
Committee's investment banker.  Thomas G. Macauley, Esq., at
Zuckerman Spaeder LLP, in Wilmington, Delaware, represents the
Committee in connection with the lawsuit filed against former
officers and shareholders for the 2007 LBO of Tribune.

Protracted negotiations and mediation efforts and numerous
proposed plans of reorganization filed by Tribune Co. and
competing creditor groups have delayed Tribune's emergence from
bankruptcy.  Many of the disputes among creditors center on the
2007 leveraged buyout fraudulence conveyance claims, the
resolution of which is a key issue in the bankruptcy case.  The
bankruptcy court has scheduled a May 16 hearing on Tribune's plan.

Tribune CRO Don Liebentritt said it is possible the media company
could emerge late in the third quarter of 2012.

Bankruptcy Creditors' Service, Inc., publishes Tribune Bankruptcy
News.  The newsletter tracks the chapter 11 proceeding undertaken
by Tribune Company and its various affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)


UNIGENE LABORATORIES: In Talks with VPC on Debt Restructuring
-------------------------------------------------------------
Unigene Laboratories, Inc., is currently engaged in discussions
with Victory Park Capital Advisors, LLC, and certain of its
affiliates relating to a potential restructuring of the Company's
indebtedness under its existing convertible notes with VPC, which
may include the Company's issuance of additional convertible notes
or other securities to one or more VPC funds.  There are no
current agreements or arrangements with respect to any of the
foregoing, nor can there be any assurance that any of the
foregoing will occur.

                           About Unigene

Unigene Laboratories, Inc. OTCBB: UGNE) -- http://www.unigene.com/
-- is a biopharmaceutical company focusing on the oral and nasal
delivery of large-market peptide drugs.

Unigene reported a net loss of $17.92 million in 2011, a net loss
of $27.86 million in 2010, and a net loss of $13.38 million in
2009.

The Company's balance sheet at March 31, 2012, showed $14.07
million in total assets, $74.83 million in total liabilities and a
$60.75 million total stockholders' deficit.

Grant Thornton LLP, in New York, expressed substantial doubt about
the Company's ability to continue as a going concern following the
2011 financial results.  The independent auditors noted that the
Company has incurred a net loss of $17,900,000 during the year
ended Dec. 31, 2011, and, as of that date, has an accumulated
deficit of approximately $189,000,000 and the Company's total
liabilities exceeded total assets by $55,138,000.


UNIGENE LABORATORIES: Richard Levy Discloses 46.2% Equity Stake
---------------------------------------------------------------
In an amended Schedule 13D filing with the U.S. Securities and
Exchange Commission, Richard Levy and his affliates disclosed
that, as of May 29, 2012, they beneficially own 74,057,369 shares
of common stock of Unigene Laboratories, Inc., representing 46.2%
of the shares outstanding.

Mr. Levy previously reported beneficial ownership of 66,182,698
common shares or a 44.2% equity stake as of June 30, 2011.

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

                        http://is.gd/58kZef

                           About Unigene

Unigene Laboratories, Inc. OTCBB: UGNE) -- http://www.unigene.com/
-- is a biopharmaceutical company focusing on the oral and nasal
delivery of large-market peptide drugs.

Unigene reported a net loss of $17.92 million in 2011, a net loss
of $27.86 million in 2010, and a net loss of $13.38 million in
2009.

The Company's balance sheet at March 31, 2012, showed $14.07
million in total assets, $74.83 million in total liabilities and a
$60.75 million total stockholders' deficit.

Grant Thornton LLP, in New York, expressed substantial doubt about
the Company's ability to continue as a going concern following the
2011 financial results.  The independent auditors noted that the
Company has incurred a net loss of $17,900,000 during the year
ended Dec. 31, 2011, and, as of that date, has an accumulated
deficit of approximately $189,000,000 and the Company's total
liabilities exceeded total assets by $55,138,000.


UNI-PIXEL INC: Austin Marxe Ceases to Hold 5% Equity Stake
----------------------------------------------------------
In an amended Schedule 13g filing with the U.S. Securities and
Exchange Commission, Austin W. Marxe and David M. Greenhouse
disclosed that, as of May 31, 2012, they beneficially own
345,347 shares of common stock of Uni-Pixel, Inc., representing
4.8% of the shares outstanding.

Mr. Marxe previously reported beneficial ownership of
495,439 common shares or a 7% equity stake as of Dec. 31, 2011.

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

                        http://is.gd/2OSq1k

                        About Uni-Pixel Inc.

The Woodlands, Tex.-based Uni-Pixel, Inc. (OTC BB: UNXL)
-- http://www.unipixel.com/-- is a production stage company
delivering its Clearly Superior(TM) Performance Engineered Films
to the Lighting & Display, Solar and Flexible Electronics market
segments.

The Company reported a net loss of $8.57 million in 2011 and a
net loss of $3.82 million in 2010.

The Company's balance sheet at March 31, 2012, showed
$6.97 million in total assets, $101,694 in total liabilities, and
$6.87 million in total shareholders' equity.


UNITED CONTINENTAL: Pilots Hold Informational Picketing Tomorrow
----------------------------------------------------------------
United and Continental Airlines pilots, represented by the Air
Line Pilots Association, Int'l (ALPA) will be conducting
informational picketing at the site of the United Continental
Holdings annual shareholders meeting on Tuesday, June 12, 2012 to
mark the passing of a second year without a new contract and to
alert management, shareholders, passengers and the media that it
is time to complete the end-game negotiations now underway with
the Company.  If the Company cannot comply with the agreed-upon
June 15 deadline to reach an agreement on a Joint Collective
Bargaining Agreement, the pilots of United and Continental call on
the National Mediation Board to grant our request for a release
from mediation.

        Who:   United Airlines pilots, Continental Airlines pilots, pilots from
               other ALPA carriers.
        What:  Informational picketing at the site of the annual shareholders
               meeting, Crowne Plaza Hotel, 1605 Broadway, New York, N.Y.
        When:  Tuesday, June 12, 2012
               8 a.m. to conclusion of shareholders meeting
               9 a.m. (shareholders meeting start time)
               7:45 a.m. to 9 a.m.,  Capt. Jay Heppner, chairman of the United
               pilots union chapter of the Air Line Pilots
Association, Int'l,  and
               Capt. Jay Pierce, chairman of the Continental pilots
union chapter
               of the Air Line Pilots Association, Int'l, will be available for
               onsite interviews at the picket line.
               Other spokespersons will be available for media interviews.
        Where: Crowne Plaza Hotel
               1605 Broadway, New York, N.Y.
        Why:   We are more than two years past the merger announcement between
               United and Continental Airlines and we still don't have a Joint
               Collective Bargaining Agreement.
               United and Continental pilots contract amendable dates are
               12/31/2009 and 12/31/2008, respectively.

United management often uses the refrain, "Fresh Start," referring
to the company's venture through bankruptcy and the consummation
of the United/Continental merger.  The pilots, whose sacrifices
and professionalism made this merger possible, have been waiting
for their "fresh start' for nearly a decade.  United and
Continental pilots continue living and operating under bankruptcy-
era and concessionary contracts.

Airlines are a service industry and its employees must be
recognized if the product is going to be well received.  United
must respect the leadership role of its pilots and that begins at
the bargaining table.  The pilots of United and Continental call
on United management to honor the June 15 deadline in reaching an
agreement on a JCBA.

                     About United Continental

United Continental Holdings, Inc. (NYSE: UAL) --
http://www.UnitedContinentalHoldings.com/-- is the holding
company for both United Airlines and Continental Airlines.
Together with United Express, Continental Express and Continental
Connection, the airlines operate a total of 5,800 flights a day to
371 airports throughout the Americas, Europe and Asia from their
hubs in Chicago, Cleveland, Denver, Guam, Houston, Los Angeles,
New York, San Francisco, Tokyo and Washington, D.C.

United Air Lines, UAL Corp. and their affiliates filed for Chapter
11 protection (Bankr. N.D. Ill. Case No. 02-8191) on Dec. 9, 2002.
Kirkland & Ellis represented the Debtors in their restructuring
efforts.  Sonnenschein Nath & Rosenthal LLP, nka SNR Denton,
represented the Official Committee of Unsecured Creditors.  Judge
Eugene R. Wedoff confirmed a reorganization plan for UAL on Jan.
20, 2006.  The Company emerged from bankruptcy on Feb. 1, 2006.

United Continental carries 'B2' corporate family and probability
of default ratings, with stable outlook, from Moody's, 'B' issuer
credit ratings, with stable outlook, from Standard & Poor's, and
'B' issuer default rating from Fitch.

Fitch upgraded United Continental's IDR from 'B-' to 'B' in
September 2011, citing, "The upgrade follows a year of significant
debt reduction and strong free cash flow (FCF) generation since
the closing of the United-Continental merger on Oct. 1, 2010.  In
the face of heavy fuel cost pressure during the first half of
2011, UAL has consistently reported industry-leading revenue per
available seat mile (RASM) growth while funding heavy debt
maturities out of internally generated cash flow.


USEC INC: To Issue Additional 10MM Shares Under Savings Program
---------------------------------------------------------------
USEC Inc. filed with the U.S. Securities and Exchange Commission a
Form S-8 to register an additional 10,000,000 shares of its common
stock which may be offered and sold to participants under the USEC
Savings Program.  The proposed maximum aggregate offering price is
$7.1 million.  A copy of the filing is available for free at:

                        http://is.gd/60odno

                          About USEC Inc.

Headquartered in Bethesda, Maryland, USEC Inc. (NYSE: USU) --
http://www.usec.com/-- supplies enriched uranium fuel for
commercial nuclear power plants.

The Company reported a net loss of $540.70 million in 2011,
compared with net income of $7.50 million in 2010.

The Company's balance sheet at Dec. 31, 2011, showed $3.54 billion
in total assets, $2.79 billion in total liabilities and $752.40
million in total stockholders' equity.

                            *     *     *

USEC Inc. carries 'Caa1' corporate and probability of default
ratings, with "developing" outlook, from Moody's, and 'CCC+' long
term foreign issuer credit rating and 'CCC-' long term local
issuer credit rating, with outlook "developing", from Standard &
Poor's.

In May 2010, S&P said that its rating and outlook on USEC Inc. are
not affected by the announcement that Toshiba Corp. and Babcock &
Wilcox Investment Co., an affiliate of The Babcock & Wilcox Co.,
have signed a definitive investment agreement for $200 million
with USEC.


USEC INC: Tradewinds Global Ceases to Hold 5% Equity Stake
----------------------------------------------------------
In an amended Schedule 13G filing with the U.S. Securities and
Exchange Commission, Tradewinds Global Investors, LLC, disclosed
that, as of May 31, 2012, it beneficially owns 4,568,835 shares of
common stock of USEC Inc. representing 3.61% of the shares
outstanding.

Tradewinds previously reported beneficial ownership of 7,439,861
common shares or a 6.1% equity stake as of Dec. 31, 2011.

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

                         http://is.gd/wVQKST

                           About USEC Inc.

Headquartered in Bethesda, Maryland, USEC Inc. (NYSE: USU) --
http://www.usec.com/-- supplies enriched uranium fuel for
commercial nuclear power plants.

The Company reported a net loss of $540.70 million in 2011,
compared with net income of $7.50 million in 2010.

The Company's balance sheet at Dec. 31, 2011, showed $3.54 billion
in total assets, $2.79 billion in total liabilities and $752.40
million in total stockholders' equity.

                            *     *     *

USEC Inc. carries 'Caa1' corporate and probability of default
ratings, with "developing" outlook, from Moody's, and 'CCC+' long
term foreign issuer credit rating and 'CCC-' long term local
issuer credit rating, with outlook "developing", from Standard &
Poor's.

In May 2010, S&P said that its rating and outlook on USEC Inc. are
not affected by the announcement that Toshiba Corp. and Babcock &
Wilcox Investment Co., an affiliate of The Babcock & Wilcox Co.,
have signed a definitive investment agreement for $200 million
with USEC.


VITRO SAB: Judge Set to Rule on Bankruptcy Plan This Week
---------------------------------------------------------
According to American Bankruptcy Institute, Bloomberg News
reported that Vitro SAB is set to learn this week whether it can
enforce its Mexican bankruptcy plan in the U.S. after the
glassmaker clashed with bondholders in court over the plan.

                          About Vitro SAB

Headquartered in Monterrey, Mexico, Vitro, S.A.B. de C.V. (BMV:
VITROA; NYSE: VTO), through its two subsidiaries, Vitro Envases
Norteamerica, SA de C.V. and Vimexico, S.A. de C.V., is a global
glass producer, serving the construction and automotive glass
markets and glass containers needs of the food, beverage, wine,
liquor, cosmetics and pharmaceutical industries.

Vitro is the largest manufacturer of glass containers and flat
glass in Mexico, with consolidated net sales in 2009 of MXN23,991
million (US$1.837 billion).

Vitro defaulted on its debt in 2009, and sought to restructure
around US$1.5 billion in debt, including US$1.2 billion in notes.
Vitro launched an offer to buy back or swap US$1.2 billion in debt
from bondholders.  The tender offer would be consummated with a
bankruptcy filing in Mexico and Chapter 15 filing in the United
States.  Vitro said noteholders would recover as much as 73% by
exchanging existing debt for cash, new debt or convertible bonds.

            Concurso Mercantil & Chapter 15 Proceedings

Vitro SAB on Dec. 13, 2010, filed its voluntary petition for a
pre-packaged Concurso Plan in the Federal District Court for
Civil and Labor Matters for the State of Nuevo Leon, commencing
its voluntary concurso mercantil proceedings -- the Mexican
equivalent of a prepackaged Chapter 11 reorganization.  Vitro SAB
also commenced parallel proceedings under Chapter 15 of the U.S.
Bankruptcy Code (Bankr. S.D.N.Y. Case No. 10-16619) in Manhattan
on Dec. 13, 2010, to seek U.S. recognition and deference to its
bankruptcy proceedings in Mexico.

Early in January 2011, the Mexican Court dismissed the Concurso
Mercantil proceedings.  But an appellate court in Mexico
reinstated the reorganization in April 2011.  Following the
reinstatement, Vitro SAB on April 14, 2011, re-filed a petition
for recognition of its Mexican reorganization in U.S. Bankruptcy
Court in Manhattan (Bankr. S.D.N.Y. Case No. 11- 11754).

The Vitro parent received sufficient acceptances of its
reorganization by using the US$1.9 billion in debt owing to
subsidiaries to vote down opposition by bondholders.  The holders
of US$1.2 billion in defaulted bonds opposed the Mexican
reorganization plan because shareholders could retain ownership
while bondholders aren't being paid in full.

Vitro announced in March 2012 that it has implemented the
reorganization plan approved by a judge in Monterrey, Mexico.

In the present Chapter 15 case, the Debtor seeks to block any
creditor suits in the U.S. pending the reorganization in Mexico.

                      Chapter 11 Proceedings

A group of noteholders opposed the exchange -- namely Knighthead
Master Fund, L.P., Lord Abbett Bond-Debenture Fund, Inc.,
Davidson Kempner Distressed Opportunities Fund LP, and Brookville
Horizons Fund, L.P.  Together, they held US$75 million, or
approximately 6% of the outstanding bond debt.  The Noteholder
group commenced involuntary bankruptcy cases under Chapter 11 of
the U.S. Bankruptcy Code against Vitro Asset Corp. (Bankr. N.D.
Tex. Case No. 10-47470) and 15 other affiliates on Nov. 17, 2010.

Vitro engaged Susman Godfrey, L.L.P. as U.S. special litigation
counsel to analyze the potential rights that Vitro may exercise
in the United States against the ad hoc group of dissident
bondholders and its advisors.

A larger group of noteholders, known as the Ad Hoc Group of Vitro
Noteholders -- comprised of holders, or investment advisors to
holders, which represent approximately US$650 million of the
Senior Notes due 2012, 2013 and 2017 issued by Vitro -- was not
among the Chapter 11 petitioners, although the group has
expressed concerns over the exchange offer.  The group says the
exchange offer exposes Noteholders who consent to potential
adverse consequences that have not been disclosed by Vitro.  The
group is represented by John Cunningham, Esq., and Richard
Kebrdle, Esq. at White & Case LLP.

A bankruptcy judge in Fort Worth, Texas, denied involuntary
Chapter 11 petitions filed against four U.S. subsidiaries.  On
April 6, 2011, Vitro SAB agreed to put Vitro units -- Vitro
America LLC and three other U.S. subsidiaries -- that were
subject to the involuntary petitions into voluntary Chapter 11.
The Texas Court on April 21 denied involuntary petitions against
the eight U.S. subsidiaries that didn't consent to being in
Chapter 11.

Kurtzman Carson Consultants is the claims and notice agent to
Vitro America, et al.  Alvarez & Marsal North America LLC, is the
Debtors' operations and financial advisor.

The official committee of unsecured creditors appointed in the
Chapter 11 cases of Vitro America, et al., has selected Sarah
Link Schultz, Esq., at Akin Gump Strauss Hauer & Feld LLP, in
Dallas, Texas, and Michael S. Stamer, Esq., Abid Qureshi, Esq.,
and Alexis Freeman, Esq., at Akin Gump Strauss Hauer & Feld LLP,
in New York, as counsel.  Blackstone Advisory Partners L.P.
serves as financial advisor to the Committee.

The U.S. Vitro companies sold their assets to American Glass
Enterprises LLC, an affiliate of Sun Capital Partners Inc., for
US$55 million.

U.S. subsidiaries of Vitro SAB are having their cases converted to
liquidations in Chapter 7, court records in January 2012 show.  In
December, the U.S. Trustee in Dallas filed a motion to convert the
subsidiaries' cases to liquidations in Chapter 7.  The Justice
Department's bankruptcy watchdog said US$5.1 million in bills were
run up in bankruptcy and hadn't been paid.


WASHINGTON LOOP: Chapter 11 Liquidating Plan Wins Court Approval
----------------------------------------------------------------
The U.S. Bankruptcy Court for the Middle District of Florida
confirmed the Liquidating Plan proposed by the Chapter 11 trustee
for Washington Loop, LLC, Westpoints Investment Partners VIII,
LLC, dated as of Feb. 23, 2012, as amended.

According to the Amended Disclosure Statement, the Liquidated
Debtors will fund all distributions required under the Plan from
the proceeds from the sale of the Property pursuant to the Plan,
including the carve-out to be paid by the purchaser.

Under the Plan:

    Class 1A and 1B -- Priority Claims: The Allowed Priority
    Claims will be paid, consistent with the Allowed Amount of the
    claim, on the Effective Date or as soon as practicable
    thereafter from the Proceeds resulting from the sale of the
    Property or by the buyer of the Property.

    Class 2A and 2B -- Secured Claim of Charlotte County Tax
    Collector and Tax Lien Certificate Holders (if any): The
    Allowed Secured Claim of the Charlotte County Tax Collector or
    of any Tax Lien Certificate Holders will be paid by the
    purchaser of the Property, consistent with the Allowed Amount
    of such claim, or the amount as may be reflected on the face
    of the tax lien certificate, which will constitute its Allowed
    Claim amount, over five years.

    Class 3A, 3B and 3C -- Secured claim of Mortgage Holders:
    Creditors will each be paid to the extent of their credit bid
    on the Effective Date or as soon as practicable thereafter by
    and through the purchase of the Property, which will serve as
    a payment of the indubitable equivalent the bid amount of such
    Allowed Secured Claims.

    Class 4A and 4B -- Secured Claims of Personal Property Lien
    Holders: The purchaser of the Property will continue to make
    contract payments to Credential Leasing Corporation for
    the duration of the agreement between the Debtors and
    Credential Leasing Corporation.

                   -- Wells Fargo will be entitled to recover its
                      collateral pursuant to an agreed Order
                      granting relief from the automatic stay,
                      effective immediately upon entry or as
                      directed by the Court.

    Class 5 -- Non-Insider Unsecured Creditors of Washington Loop,
    LLC, and Westpoints Investment Partners VIII, LLC: Non-Insider
    Unsecured Creditors holding Non-Insider Allowed Claims will
    receive a pro rata distribution from the $50,000 fund to be
    paid by the purchaser of the Property.

    Class 6 -- Unsecured Claims of Insiders and Affiliates of the
    Debtors of Washington Loop and Westpoints: Unsecured Creditors
    who are Insiders or Affiliates of the Debtors will receive no
    distribution on account of their Unsecured Claims.

    Class 7 -- Equity Security Holders: Lehr, M. Beaudoin and D.
    Beaudoin will transfer their Equity Security Interests in
    Washington Loop to the Robinson Group in exchange for: i)
    payment by the Robinson Group of $30,000 to Lovina Lehr and
    $100,000 to DMF Bait Company, and ii) the Robinson Group's
    covenant not to sue either Lovina Lehr, Daniel Beaudoin or
    Michael Beaudoin.

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

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

                      About Washington Loop

Punta Gorda, Florida-based Washington Loop, LLC, operates an
aggregate mine in Charlotte County, Florida.  The Company owns two
parcels of real property and improvements -- the Loop Property and
the Mirror Lakes Property -- which, together, comprise roughly 474
adjoining acres in Punta Gorda, Charlotte County.  The Company
filed for Chapter 11 bankruptcy protection on March 31, 2011
(Bankr. M.D. Fla. Case No. 11-06053).  Judge Jeffery P. Hopkins
presides over the case. Steven M. Berman, Esq., and Hugo S.
deBeaubien, Esq., at Shumaker, Loop & Kendrick, LLP, in Tampa,
Fla., represent the Debtor as counsel.  The Debtor disclosed
$45,098,259 in assets and $19,703,694 in liabilities as of the
Chapter 11 filing.

The Debtor was dismissed from a prior Chapter 11 case (Case No.
10-27981) by order of the Court entered on March 17, 2011.  In the
prior Chapter 11 case, the Debtor's Schedule F, as filed under
penalty of perjury, listed some 34 general unsecured creditors
totaling claims of $1,953,354.  All Schedule F debts were listed
as non-contingent, liquidated, and undisputed.

The Debtor now declares that all Schedule F debts are
unliquidated.  These schedules were filed no less than two weeks
after the dismissal of the prior Chapter 11 case, and only six
weeks after the Debtor filed its Schedule F in that case.

Don Walton, the United States Trustee for Region 21, and Charles
A. Robinson Living Trust, creditor and interest holder against
Washington Loop, filed separate requests to convert the Debtor's
2011 Chapter 11 reorganization case to Chapter 7 liquidation.

On Sept. 19, 2011, the Court appointed of Louis X. Amato as
Chapter 11 trustee, which is represented by Shumaker, Loop &
Kendrick, LLP.  The trustee tapped Rock Enterprises, Inc., as
engineering consultant, Joseph R. Schortz, C.P.A, PLLC, as
accountants, Douglas Wilson Companies as broker, and Lovina Lehr
as consultant.

No committee has been appointed in either of the Debtors' cases.


WASHINGTON LOOP: Court Says $23,804 is South Loop Collateral Value
------------------------------------------------------------------
The U.S. Bankruptcy Court for the Middle District of Florida
determined that the value of the collateral of South Loop, LLC in
Washington Loop, LLC, and Westpoints Investment Partners VIII,
LLC's property is $23,804 as of April 12, 2012.

Washington Loop owns approximately 282 adjoining acres of real
property and improvements thereon in Punta Gorda, Charlotte
County, Florida.  Westpoints is a Florida limited liability
company which owns approximately 219 acres of real property
immediately adjacent to the Loop Property.  Westpoints was
purchased outright by Washington Loop in May 2008.

South Loop asserts an interest on the sub-parcels of the Debtors'
property having Charlotte County, Florida Parcel.  Pursuant to its
Proofs of Claim, South Loop asserts a balance due to it from the
Debtors in the amount of $439,920, of which $35,532 is purportedly
secured by the South Loop Parcels.

The Court also ordered that notwithstanding the valuation pursuant
to the Order, South Loop will be entitled to net proceeds in the
amount of $100,000 from the sale of the collateral which took
place on April 13, 2012.

                      About Washington Loop

Punta Gorda, Florida-based Washington Loop, LLC, operates an
aggregate mine in Charlotte County, Florida.  The Company owns two
parcels of real property and improvements -- the Loop Property and
the Mirror Lakes Property -- which, together, comprise roughly 474
adjoining acres in Punta Gorda, Charlotte County.  The Company
filed for Chapter 11 bankruptcy protection on March 31, 2011
(Bankr. M.D. Fla. Case No. 11-06053).  Judge Jeffery P. Hopkins
presides over the case. Steven M. Berman, Esq., and Hugo S.
deBeaubien, Esq., at Shumaker, Loop & Kendrick, LLP, in Tampa,
Fla., represent the Debtor as counsel.  The Debtor disclosed
$45,098,259 in assets and $19,703,694 in liabilities as of the
Chapter 11 filing.

The Debtor was dismissed from a prior Chapter 11 case (Case No.
10-27981) by order of the Court entered on March 17, 2011.  In the
prior Chapter 11 case, the Debtor's Schedule F, as filed under
penalty of perjury, listed some 34 general unsecured creditors
totaling claims of $1,953,354.  All Schedule F debts were listed
as non-contingent, liquidated, and undisputed.

The Debtor now declares that all Schedule F debts are
unliquidated.  These schedules were filed no less than two weeks
after the dismissal of the prior Chapter 11 case, and only six
weeks after the Debtor filed its Schedule F in that case.

Don Walton, the United States Trustee for Region 21, and Charles
A. Robinson Living Trust, creditor and interest holder against
Washington Loop, filed separate requests to convert the Debtor's
2011 Chapter 11 reorganization case to Chapter 7 liquidation.

On Sept. 19, 2011, the Court appointed of Louis X. Amato as
Chapter 11 trustee, which is represented by Shumaker, Loop &
Kendrick, LLP.  The trustee tapped Rock Enterprises, Inc., as
engineering consultant, Joseph R. Schortz, C.P.A, PLLC, as
accountants, Douglas Wilson Companies as broker, and Lovina Lehr
as consultant.

No committee has been appointed in either of the Debtors' cases.


WESCHE JEWELERS: Case Summary & 15 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Wesche Jewelers of Brevard, LLC
        dba Wesche Jewelers
        8145 N Wickham Road
        Viera, FL 32940

Bankruptcy Case No.: 12-07757

Chapter 11 Petition Date: June 6, 2012

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

Debtor's Counsel: R Scott Shuker, Esq.
                  LATHAM SHUKER EDEN & BEAUDINE LLP
                  P.O. Box 3353
                  Orlando, FL 32802
                  Tel: (407) 481-5800
                  Fax: (407) 481-5801
                  E-mail: bankruptcynotice@lseblaw.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 together with the petition is available for free at
http://bankrupt.com/misc/flmb12-07757.pdf

The petition was signed by Holly Wesche, member/manager.

Affiliate that filed separate Chapter 11 petition:

                                                 Petition
   Debtor                              Case No.     Date
   ------                              --------     ----
San Maro Center, LLC                   12-7346    05/30/12


WINDSOR PAVILIONS-DES: Case Summary & 5 Largest Unsec Creditors
---------------------------------------------------------------
Debtor: Windsor Pavilions-Des, LLC
        2701 East Camelback Rd
        Suite #175
        Phoenix, AZ 85016

Bankruptcy Case No.: 12-12716

Chapter 11 Petition Date: June 7, 2012

Court: United States Bankruptcy Court
       District of Arizona (Phoenix)

Judge: Sarah Sharer Curley

Debtor's Counsel: Edwin B. Stanley, Esq.
                  SIMBRO & STANLEY, PLC
                  8767 East Via De Commercio #103
                  Scottsdale, AZ 85258-3374
                  Tel: (480) 607-0780
                  Fax: (480) 907-2950
                  E-mail: bstanley@simbroandstanley.com

Scheduled Assets: $4,000,897

Scheduled Liabilities: $2,741,050

A copy of the Company's list of its five largest unsecured
creditors filed together with the petition is available for free
at http://bankrupt.com/misc/azb12-12716.pdf

The petition was signed by Douglas J. Edgelow, manager.


WYNN RESORTS: Fitch Affirms 'BB' LT IDR Rating; Outlook Stable
--------------------------------------------------------------
Fitch Ratings assigns a 'BBB-' to the Wynn Resorts (Macau), S.A.
proposed $1.5 billion senior secured credit facility. Fitch also
affirms the following ratings IDRs for the entities listed below:

Wynn Resorts (Macau), S.A. (Wynn Macau),

  -- Long-term IDR at 'BB';
  -- Outstanding credit facility at 'BBB-'.

Wynn Las Vegas LLC (Wynn Las Vegas), and

  -- Long-term IDR at 'BB';
  -- Credit facility at 'BB+';
  -- First mortgage notes at 'BB+'.

Wynn Resorts, Ltd (Wynn Resorts; collectively Wynn).

  -- Long-term IDR at 'BB'.

The Rating Outlook is Stable.

The Macau facility will consist of a $1 billion revolver maturing
2018 and a $500 million term loan also maturing in 2018 ($250
million will be due in 2017).  There will also be a $1 billion
accordion option.  Proceeds will be used to partially fund Wynn's
Cotai project, which is budgeted at $3.5 billion - $4.0 billion,
and to refinance $440 million outstanding (as of March 31, 2012)
on the Wynn Macau's existing credit facility.

The ratings take into account the increase in the cost estimate
for the Cotai project, which could open by early 2016. The
company's previous preliminary guidance for the project cost was
up to $3 billion.  Wynn Macau is currently generating annual
discretionary free cash flow (FCF) of roughly $1 billion.  Fitch
calculates Wynn Macau has excess cash (net of cage/operational
cash) of more than $400 million.  As a result, Wynn Macau
maintains significant financial flexibility and has the ability to
largely fund the project with internally generated funds. However,
that is not Fitch's expectation.

Macau Credit Facility Rating

The 'BBB-' rating assigned to the proposed Macau credit facility
incorporates Fitch's view that the secured facility is well
overcollateralized.  This is supported by modest leverage
expectations through the development, limitations on secured debt
issuance, an attractive supply/demand outlook over the next few
years, and high barriers to entry in the market.  The proposed
facility covenants will largely limit total potential secured debt
to the credit facility capacity of $2.5 billion, including the $1
billion accordion option.

The 'BBB-' rating currently incorporates Wynn Macau's sufficient
financial flexibility to fund the project.  There is also
tolerance within the rating for the accordion to be funded.
Additional potential secured debt meaningfully beyond $2.5 billion
could pressure the rating.

The Macau credit facility's two-notch rating differential relative
to the 'BB' IDR reflects Fitch's soft cap for Macau based issuers
and the rating cap of 'BBB-' for secured debt instruments of
issuers with IDRs in the 'BB' category (see the criteria reports
referenced below).

Prospective lenders should note Clause 12 of the Cotai land
concession contract (filed on May 12, 2012 as an 8-K).  The clause
stipulates that the mortgage on leasing rights of the Cotai land
could only be granted to institutions with head offices or
branches in Macau.  The land concession contract for the Peninsula
parcel does not have this requirement.

IDR and Linkage Considerations

The 'BB' IDR continues to incorporate Wynn's high quality assets
and solid market position in attractive markets; historically
prudent balance sheet management; solid consolidated financial
profile, and rating linkage between the stronger Macau subsidiary
and the weaker Las Vegas subsidiary.

As of March 31, 2012, Fitch calculates gross leverage (total
debt/EBITDA) of 4.2x on a consolidated basis and adjusted for the
Macau minority interest.  Fitch views this as a solid figure for
the 'BB' IDR given the company's business risks.  Fitch's current
base case reflects consolidated gross leverage peaking in the mid-
5x range through the Cotai development.

The rating linkage is supported by Wynn's ability and demonstrated
willingness to upstream funds from Wynn Macau to the parent as
well as Wynn Las Vegas' strategic importance to Wynn Macau and the
parent.  In 2009-2010 Wynn Resorts contributed $463 million to
Wynn Las Vegas.  Wynn Resorts collects royalty fees from Wynn
Macau, which were $156 million in the LTM period ending March 31,
2012 relative to about $20 million of cash based corporate
expenses and roughly $40 million of anticipated interest due
annually on the $1.9 billion promissory note related to the Okada
share redemption.

The new Macau credit facility will permit Wynn Macau to pay
dividends as long as the subsidiary is compliant with the net
leverage maintenance covenant.  This starts at 3.75x, steps-up to
5.00x by 2016 and then starts to step-down in 2017 following the
Cotai project opening.  Fitch projects ample cushion relative to
covenant levels through the Cotai development.

Under a stress scenario in which conditions deteriorate such that
intercompany support becomes questionable, Fitch may view the
ratings on a standalone basis.  Such stress would likely be
commensurate with the IDR migrating towards the 'B' category.
During the Cotai development cycle, intercompany support has the
potential to become more strained.  However, Fitch's base case
incorporates the Las Vegas entity to be solidly free cash flow
positive over the next several years and there are no maturities
at the Las Vegas subsidiary until 2017.

Macau Outlook

Fitch is revising its 2012 base case forecast for Macau revenue
growth to 15% from the 20% indicated in Fitch's 2012 Gaming
Outlook (published in December 2011).  The 15% growth rate
incorporates Fitch's more cautious view with respect to the
slowdown in China and a slower than expected gaming revenue growth
in May of 7.3%.  In March, Fitch's sovereign team revised its 2012
GDP forecast for China to 8.0% from 8.2%.  YTD gaming revenue
growth of 21.4% through May remains slightly above Fitch's initial
forecast.

The May slowdown was in part due to a tough comp to May 2011 due
to the Golden Week in May 2011 having seven days versus three days
in 2012 and a very strong opening of Galaxy Macau in May 2011.
Table hold also had an impact.  The slowdown was more skewed
towards the VIP business, which is believed to be more susceptible
to general macro trends in China.  However, the VIP slowdown is
not being attributed by the Macau gaming operators to credit or
liquidity tightening in China.

Fitch expects revenue growth at Wynn Macau to trend below Fitch's
15% growth estimate for the market with some cannibalization
expected from the opening of Cotai Central, which partially opened
in April with 393 table games (including 156 VIP tables) and 1,860
rooms.  Another 200 tables are expected to come online by
September 2012.

In Fitch's base case, Wynn Macau's 2012 property level EBITDA is
roughly $1.26 billion. Net of management fees and corporate
expenses, EBITDA is closer to $1.07 billion.  Maintenance capital
expenditures are estimated at roughly $65 million.  Interest
expense could be in the $50 million-$100 million range largely
depending on how Wynn funds its Cotai project.  This should leave
roughly $900 million - $1 billion in FCF to be split between
funding the Cotai project and paying dividends.

Longer-term, Fitch believes gaming authorities in the Chinese-
administered territory will remain focused on careful management
of supply, as the cap on table games through 2013 limits
additional capacity beyond Las Vegas Sands Corp.'s Cotai Central.
The government has targeted a table growth rate after the cap of
3% annually.  The authorities' commitment to manage market growth
primarily through supply regulation, as opposed to travel
restrictions, is a positive for incumbent gaming operators'
profitability, free cash flow generation potential, and credit
quality.

Although gaming revenue growth in Macau continues to decelerate
from extraordinary levels, new supply additions will be
constrained until 2015-2016.  Wynn's Cotai property could be the
first opening in this next round of market supply growth, but the
timing of other potential projects is uncertain at this time.

Las Vegas Outlook

Fitch remains positive on the Las Vegas Strip recovery. In its
December outlook report, Fitch forecasted mid-single digit gaming
revenue growth for 2012 (up 5.2% YTD through March) and 2%
visitation growth (up 3.6% YTD).  Increased convention mix and
minimal new room supply should bode well for RevPAR growth.  The
citywide ADR is up 3.6% YTD while occupancy is up 50 basis points
to 82.8%.

Wynn Las Vegas'debt/EBITDA gross leverage is at 8.15x taking into
account $3.1 billion of debt as of March 31, 2012 and an LTM
EBITDA of $380 million (after corporate expense).  Pro forma
interest expense is approximately $218 million and assuming $60
million for maintenance capex, pro forma FCF is around $100
million.  Fitch calculates actual LTM FCF through March 31, 2012
was $157 million.

Wynn Las Vegas' liquidity is solid with approximately $705 million
of cash (net of $35 million cage cash estimated by Fitch) and $84
million available on the revolver.  There are no maturities until
2017 ($500 million of 7.875% first-mortgage notes). The $100
million undrawn revolver matures in 2015.

The Las Vegas first mortgage notes are notched up by one from the
IDR. Fitch limits the notching to +1 due to the high leverage at
the subsidiary in excess of 8x, with all of the debt secured.  The
notes' security is also conditional and could be removed by the
issuer if there is no other secured debt at the Las Vegas
subsidiary.  Following the first mortgage note issuance in March,
the only other secured debt in the capital structure is an undrawn
$100 million revolver.

Balance Sheet Management and Cash Balances

Management has a demonstrated history of conservative balance
sheet management.  Since its initial IPO in 2002, Wynn completed
five secondary equity issuances from 2004-2009 in the U.S.,
raising nearly $1.9 billion, while also raising an additional $1.9
billion in its 2009 Hong Kong IPO of its Macau subsidiary.

During the 2008-2009 U.S. recession, Wynn aggressively improved
its balance sheet by extending maturities when possible. Wynn
maintained solid capital market access, and issued equity without
near-term needs.  Unlike some other U.S. operators, Wynn
maintained a robust liquidity profile and funded projects early in
the development cycle (Encore at Wynn Las Vegas opened in Dec.
2008, while Encore at Wynn Macau opened in Apr. 2010).

Fitch believes that in an economic downturn scenario, Wynn Resorts
would pull back on the amount of cash it pulls from Wynn Macau
through special dividends and management/royalty fees, if needed.

As of March 31, 2012, Fitch calculates that Wynn maintained
sizable cash balances of roughly $1.5 billion in excess cash
(excluding estimated cage/operation cash), consisting of $386
million at Wynn Resorts, around $700 million at Wynn Las Vegas and
roughly $430 million at Wynn Macau.

Drivers of Future Rating Actions

An upgrade of the 'BB' linked IDR is unlikely over the near-term,
due to the following primary factors:

  -- Increased budget of the Cotai project;

  -- Okada dispute overhang;

  -- Development risk of the Cotai project (GMP contract is not
     yet completed)

  -- Uncertain timing of competitive supply growth in Macau;

  -- Uncertain impact of developing gaming markets including
     Vietnam and the Philippines;

  -- Potential for increased regional market competition over the
     medium-term, including Japan, South Korea, and Taiwan, and/or

  -- Still-fragile state of the U.S. economic recovery.

The following rating drivers can potentially place negative
pressure on the ratings and/or Outlook:

  -- A significant economic dislocation in China caused by a real
     estate correction and/or credit market disruptions;

  -- Wynn developing another project in conjunction with Cotai.
     Fitch believes that Wynn would be interested to develop in
     Florida, Japan or Taiwan if any of these jurisdictions
     approve large scale casino resorts;

  -- Chinese government enforces stricter restrictions on
     visitation to Macau by the Chinese nationals, or takes other
     measures to slow growth;

  -- U.S. economic recovery stalls or begins to point to a double-
     dip recession, although that scenario is not currently in
     Fitch's base case, and/or

  -- Greater than expected shareholder friendly actions.

If one or more of these drivers were to materialize, Fitch
believes that Wynn's IDR and credit profile has the ability to
remain firmly in the 'BB' category.  Current consolidated gross
leverage (4.2x based on LTM EBITDA net of minority interest
expense) and coverage levels (in the 4.0x-5.0x range on pro forma
basis) are solid for the 'BB' IDR relative to Wynn's business
risks.  Fitch forecasts that the company can maintain solid credit
protection measures and ample liquidity through the Cotai
development.

With respect to the Macau credit facility rating, the following
factors could pressure the ratings:

  -- A significant increase in the projected potential secured
     debt levels,

  -- If any of the Asia-specific rating factors noted above result
     in a greater-than-expected adverse impact to the value of
     Wynn Macau's assets,

  -- If the 'BB' IDR was downgraded, Fitch would likely downgrade
     the Macau credit facility rating accordingly.


ZAC THE CAT: Case Summary & 6 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: ZAC The Cat, LLC
        2921 E Ft Lowell Rd #205
        Tucson, AZ 85716

Bankruptcy Case No.: 12-12572

Chapter 11 Petition Date: June 6, 2012

Court: United States Bankruptcy Court
       District of Arizona (Tucson)

Judge: Eileen W. Hollowell

Debtor's Counsel: Eric Slocum Sparks, Esq.
                  ERIC SLOCUM SPARKS PC
                  110 S Church Ave #2270
                  Tucson, AZ 85701
                  Tel: (520) 623-8330
                  Fax: (520) 623-9157
                  E-mail: law@ericslocumsparkspc.com

Scheduled Assets: $788,500

Scheduled Liabilities: $1,748,400

A copy of the Company's list of its six largest unsecured
creditors filed together with the petition is available for free
at http://bankrupt.com/misc/azb12-12572.pdf

The petition was signed by Carl Weinstein, trustee.


* Paul Hastings' M. McKinnon Moves to Greenberg Traurig
-------------------------------------------------------
Michael McKinnon has joined the Orange County office of
international law firm Greenberg Traurig, LLP as a shareholder in
the Corporate and Securities practice.  He has more than 15 years
of experience assisting clients with mergers and acquisitions,
joint ventures, equity and debt financings and corporate and
securities laws.  McKinnon joins from the Orange County office of
Paul Hastings where he was a partner.

McKinnon has handled large transactions in the healthcare industry
and represented numerous life sciences companies and private
equity sponsors in their acquisitions and sales of various health
care providers, including diagnostic imaging providers, PPO
networks, diabetic supply businesses, clinical trial companies,
home health companies and urgent care centers.  He has handled
acquisitions for one of the largest Clinical Research
Organizations (CRO) in the U.S. and led the joint venture efforts
for a large $4 billion multi-facility integrated healthcare
delivery system in the Western U.S.

"In an industry as rapidly changing and dynamic as healthcare,
it's important for us to continue to grow this practice area with
key strategic additions of the highest caliber," said Matt Gorson,
President of Greenberg Traurig.  "Michael is one such addition.
His deep experience in the financing and transactional side of the
healthcare business will complement our existing platform and also
help to further expand our services to a wide variety of
healthcare clients."

"We are delighted to welcome Michael to the firm," said Raymond
Lee, managing shareholder of the Orange County office.  "He is a
top-tier corporate lawyer with unparalleled experience and market
knowledge of both the healthcare and private equity sectors, which
will further strengthen our well established corporate practice in
California and nationally."

McKinnon serves as outside general counsel for several life
sciences companies, including medical device firms and large
health systems.  McKinnon will be collaborating with the firm's
Corporate and Securities and Pharmaceutical, Medical Devices &
Health Care Litigation attorneys in the firm's California offices,
as well as attorneys throughout the firm.

McKinnon previously served as in-house counsel for Apria
Healthcare and InSight Health Services Corp., both in Irvine,
Calif., with primary responsibility for the companies'
acquisitions, joint ventures and securities matters.  A frequent
author on healthcare and corporate issues, McKinnon is also a
member of the American Health Lawyers Association. He received his
J.D., cum laude, from Pepperdine University and his B.S. from
Cornell University.

McKinnon's announcement comes on the heels of several key
additions in recent months in Greenberg Traurig's California
offices: Rick Tache, a prominent intellectual property attorney
joined the Orange County office; longtime bankruptcy and financial
restructurings attorney Howard Steinberg joined its Los Angeles
office; and Ginger Heyman Pigott, a litigator in the
Pharmaceutical, Medical Device & Health Care Litigation practice
group, joined the Los Angeles office.

Comprised of more than 350 lawyers in more than 30 offices,
Greenberg Traurig's Corporate and Securities/M&A Practice provides
advice and services to companies and entrepreneurs throughout the
Americas, Europe, the Middle East and Asia.  Greenberg Traurig's
Pharmaceutical, Medical Device & Health Care Litigation Practice
Group has more than 100 attorneys.

Greenberg Traurig has more than 200 attorneys in California. In
addition to Orange County, the firm has offices in Los Angeles,
San Francisco, Sacramento and Silicon Valley.

                     About Greenberg Traurig

Greenberg Traurig, LLP -- http://www.gtlaw.com/-- is an
international, full-service law firm with approximately 1800
attorneys serving clients from 35 offices in the United States,
Latin America, Europe, the Middle East and Asia.


* Sidley Austin Named Bankruptcy Team of the Year
-------------------------------------------------
Sidley Austin LLP was named Bankruptcy Team of the Year for the
United States by Chambers & Partners at an awards ceremony held on
June 7.  The Chambers USA Awards for Excellence are based on
research for the 2012 edition of Chambers USA: America's Leading
Lawyers for Business.

The Chambers USA Awards for Excellence recognize a law firm's pre-
eminence in key practice areas.  They also recognize notable
achievements over the past 12 months including outstanding work,
impressive strategic growth and excellence in client service.

James Conlan, Co-Chairman of Sidley's firmwide Corporate
Reorganization and Bankruptcy practice, said, "We are honored to
be recognized by Chambers as having a leading position in the
field of optimizing the balance sheets of companies and
sovereigns, particularly in these extraordinary times, and we are
privileged to have been nominated with the other very fine
practices that were among the finalists."  The other finalists
were Weil, Gotshal & Manges, Kirkland & Ellis, Latham & Watkins,
Jones Day and Morrison & Foerster.  Co-Chairman Larry Nyhan added,
"The Bankruptcy group is indebted to the many diverse practices at
Sidley that contributed to our receipt of this prized
recognition."

Sidley's Corporate Reorganization and Bankruptcy practice is among
the largest corporate restructuring groups in the world. The group
has more than 80 lawyers located in the firm's Chicago, Frankfurt,
Hong Kong, London, Los Angeles and New York offices, plus an
additional 60 lawyers from various other practice groups within
the firm providing significant support in their respective
disciplines.  Sidley's larger, public and more recent engagements
include lead debtor counsel to Dynegy Holdings, Tribune Companies,
Smurfit Stone Container, Lee Enterprises, RH Donnelley, Neenah
Foundry Company, Merisant, Owens Corning, Federal-Mogul and the
Flintkote Company.

Sidley Austin LLP is one of the premier full-service law firms,
with approximately 1700 lawyers practicing in 18 U.S. and
international cities, including Beijing, Brussels, Frankfurt,
Geneva, Hong Kong, London, Shanghai, Singapore, Sydney and Tokyo.
This year, Sidley celebrates 30 years in Asia. Repeating its
performance in the inaugural 2010 survey, Sidley received the most
first-tier national rankings of any U.S. law firm in the 2011/12
U.S.News -- Best Lawyers "Best Law Firms" survey. Sidley was also
named the U.S.News -- Best Lawyers "Law Firm of the Year" in both
Corporate Law and Securities Regulation in the 2011/12 survey (the
first year of such designations).  BTI, a Boston-based research
and consulting firm, has named Sidley as one of only three firms
to have been in the top ten of the BTI Client Service rankings
every year since the inception of those rankings in 2001, and as
number one in three of those years.


* Large Companies With Insolvent Balance Sheets
-----------------------------------------------

                                            Total
                                           Share-      Total
                                 Total   Holders'    Working
                                Assets     Equity    Capital
  Company          Ticker         ($MM)      ($MM)      ($MM)
  -------          ------       ------   --------    -------
ABSOLUTE SOFTWRE   ABT CN        127.2       (3.2)      14.0
ACCO BRANDS CORP   ACCO US     1,044.9      (68.3)     311.8
AMC NETWORKS-A     AMCX US     2,125.8   (1,004.9)     506.4
AMER AXLE & MFG    AXL US      2,502.3     (376.4)     264.6
AMER RESTAUR-LP    ICTPU US       33.5       (4.0)      (6.2)
AMERISTAR CASINO   ASCA US     2,026.3      (45.8)     (13.5)
ARRAY BIOPHARMA    ARRY US       120.0      (78.8)      28.4
ATLATSA RESOURCE   ATL SJ        920.8     (233.7)      20.0
AUTOZONE INC       AZO US      6,148.9   (1,416.8)    (623.1)
BAZAARVOICE INC    BV US          46.8      (15.4)     (18.2)
BOSTON PIZZA R-U   BPF-U CN      166.1      (91.7)      (1.5)
CABLEVISION SY-A   CVC US      7,088.5   (5,609.6)    (218.0)
CAPMARK FINANCIA   CPMK US    20,085.1     (933.1)       -
CARMIKE CINEMAS    CKEC US       420.8       (1.9)     (26.1)
CC MEDIA-A         CCMO US    16,489.3   (7,802.6)   1,550.1
CENTENNIAL COMM    CYCL US     1,480.9     (925.9)     (52.1)
CHENIERE ENERGY    CQP US      1,762.3     (574.9)      31.7
CHOICE HOTELS      CHH US        443.2      (26.2)       2.1
CIENA CORP         CIEN US     1,918.3      (21.1)     918.6
CINCINNATI BELL    CBB US      2,657.9     (701.3)     (42.6)
CLOROX CO          CLX US      4,386.0     (106.0)    (689.0)
CROWN HOLDINGS I   CCK US      7,178.0      (82.0)     731.0
DEAN FOODS CO      DF US       5,758.6      (52.7)     296.0
DELTA AIR LI       DAL US     44,189.0   (1,011.0)  (5,347.0)
DENNY'S CORP       DENN US       336.2       (2.6)     (16.3)
DIRECTV-A          DTV US     21,912.0   (3,377.0)   1,210.0
DISH NETWORK-A     DISH US    12,409.5      (55.6)     778.4
DISH NETWORK-A     EOT GR     12,409.5      (55.6)     778.4
DOMINO'S PIZZA     DPZ US        601.3   (1,365.7)      58.8
DUN & BRADSTREET   DNB US      1,903.8     (628.3)    (261.0)
EDGEN GROUP INC    EDG US        555.6     (154.7)     267.4
FIESTA RESTAURAN   FRGI US       364.8       (3.2)      (9.0)
FIFTH & PACIFIC    FNP US        796.8     (161.9)       9.7
FREESCALE SEMICO   FSL US      3,371.0   (4,472.0)   1,444.0
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     27,139.0   (7,324.0)   1,667.0
HUGHES TELEMATIC   HUTC US        94.0     (111.8)     (39.0)
HUGHES TELEMATIC   HUTCU US       94.0     (111.8)     (39.0)
INCYTE CORP        INCY US       293.6     (248.9)     133.9
IPCS INC           IPCS US       559.2      (33.0)      72.1
ISTA PHARMACEUTI   ISTA US       124.7      (64.8)       2.2
JUST ENERGY GROU   JE CN       1,644.4     (394.5)    (338.4)
JUST ENERGY GROU   JE US       1,644.4     (394.5)    (338.4)
LIVEWIRE ERGOGEN   LVVV US         0.1       (0.7)      (0.7)
LORILLARD INC      LO US       3,351.0   (1,666.0)     919.0
MARRIOTT INTL-A    MAR US      6,171.0     (848.0)  (1,442.0)
MEAD JOHNSON       MJN US      2,866.7      (28.5)     635.2
MERITOR INC        MTOR US     2,565.0     (945.0)     193.0
MERRIMACK PHARMA   MACK US        64.4      (43.6)      21.0
MONEYGRAM INTERN   MGI US      5,136.2      (92.5)     (16.2)
NATIONAL CINEMED   NCMI US       788.5     (347.4)     102.6
NAVISTAR INTL      NAV US     11,503.0     (190.0)   2,238.0
NEXSTAR BROADC-A   NXST US       578.2     (179.9)      34.5
NOVADAQ TECHNOLO   NDQ CN         23.5       (3.9)       7.5
NPS PHARM INC      NPSP US       183.3      (54.4)     130.0
NYMOX PHARMACEUT   NYMX US         6.4       (5.2)       2.9
ODYSSEY MARINE     OMEX US        21.9      (14.2)     (13.9)
OMEROS CORP        OMER US        21.1      (12.7)       1.0
ORGANOVO HOLDING   ONVO US         0.0       (0.1)      (0.1)
PALM INC           PALM US     1,007.2       (6.2)     141.7
PDL BIOPHARMA IN   PDLI US       235.0     (243.8)      56.6
PEER REVIEW MEDI   PRVW US         1.4       (3.4)      (3.8)
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
PROOFPOINT INC     PFPT US        64.7      (29.1)     (33.7)
PROTECTION ONE     PONE US       562.9      (61.8)      (7.6)
QUALITY DISTRIBU   QLTY US       330.8      (67.6)      54.5
REGAL ENTERTAI-A   RGC US      2,307.0     (552.6)      46.5
RENAISSANCE LEA    RLRN US        57.0      (28.2)     (31.4)
REVLON INC-A       REV US      1,156.7     (679.6)     184.9
REXNORD CORP       RXN US      3,290.9      (80.8)     551.0
RURAL/METRO CORP   RURL US       303.7      (92.1)      72.4
SALLY BEAUTY HOL   SBH US      1,789.9      (69.2)     478.8
SINCLAIR BROAD-A   SBGI US     1,771.2      (87.2)       3.9
SPLUNK INC         SPLK US        82.2       (0.7)       1.1
TAUBMAN CENTERS    TCO US      3,096.4     (275.8)       -
THRESHOLD PHARMA   THLD US        89.7      (77.4)      72.8
UNISYS CORP        UIS US      2,455.6   (1,240.4)     430.5
VECTOR GROUP LTD   VGR US        886.1     (132.7)     145.6
VERISIGN INC       VRSN US     1,882.8      (71.3)     831.1
VERISK ANALYTI-A   VRSK US     1,892.0      (10.3)    (147.7)
VIRGIN MOBILE-A    VM US         307.4     (244.2)    (138.3)
WEIGHT WATCHERS    WTW US      1,176.1   (1,856.8)  (1,057.9)



                            *********

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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