TCR_Public/120616.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

            Saturday, June 16, 2012, Vol. 16, No. 166


DEWITT REHABILITATION: Nursing Home Has $175,000 Profit in April
DYNEGY HOLDINGS: Discloses $6.54-Bil. in Assets at April 30
EASTMAN KODAK: Files Operating Report for April
FRANCISCAN COMMUNITIES: Has $774,000 Net Loss in February-March
FRIENDLY ICE CREAM: Held $10.4 Million Cash at End of February

GLOBAL AVIATION: Reports $4.9 Million April Operating Loss
HUDSON HEALTHCARE: Ends the First Quarter With $208K in Cash
LOS ANGELES DODGERS: Had $13.5 Million Net Loss in March
MORGAN INDUSTRIES: Submits 13-Week Projections
MSR RESORT: Reports $2.6 Million Net Loss in April


DEWITT REHABILITATION: Nursing Home Has $175,000 Profit in April
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that DeWitt Nursing & Nursing Center Inc. filed an
operating report showing net income of $175,000 in April on net
revenue of $4.7 million.  The home filed a proposed reorganization
plan in December promising to pay unsecured creditors at least 30
percent on their $18.6 million in claims.  The explanatory
disclosure statement was approved in March.  The plan was most
recently modified in May.

                    About Dewitt Rehabilitation

New York-based DeWitt Rehabilitation and Nursing Center runs a
499-bed nursing home on East 79th Street in Manhattan.  The
nursing home is owned by Marilyn Lichtman, who has been the
operator since the facility opened in 1967.

DeWitt Rehabilitation filed for Chapter 11 bankruptcy protection
(Bankr. S.D.N.Y. Case No. 11-10253) on Jan. 25, 2011.  Marc A.
Pergament, Esq., at Weinberg, Gross & Pergament, LLP, serves as
the Debtor's bankruptcy counsel.  The Debtor estimated its assets
at up to $50,000 and debts at $10 million to $50 million.

The Debtor filed a proposed reorganization plan in December 2011
promising to pay unsecured creditors at least 30 percent on their
$18.6 million in claims.

DYNEGY HOLDINGS: Discloses $6.54-Bil. in Assets at April 30
Dynegy Holdings, LLC, and its affiliated debtors filed with the
U.S. Bankruptcy Court for the Southern District of New York their
operating report for the month ended April 30, 2012.

Dynegy Holdings disclosed that as of April 30, it had $102,700,000
in current assets and $1,335,286,000 in current liabilities.  The
company also disclosed it had $6,541,170,000 in total assets,
($422,214,000) in Dynegy Inc. equity, and
$6,963,384,000 in total liabilities.

The company and its affiliated debtors also disclosed these losses
from operations for the month ended April 30 and for the prior

                           April 2012          March 2012
                           ----------          ----------
Dynegy Holdings LLC     ($23,374,000)      ($736,517,000)
Hudson Power LLC                 ($0)                ($0)
Dynegy Roseton LLC       ($2,262,000)      ($731,304,000)
Dynegy Danskammer LLC    ($2,373,000)      ($157,437,000)
Dynegy Northeast
    Generation Inc.         ($575,000)          ($525,000)

At the beginning of the month, Dynegy Holdings had $19,827,000
cash, which increased to $24,367,000 at the end of the month.

Dynegy Holdings paid a total of $169,273 to professionals during
the month.

A full-text copy of the April 2012 MOR is available for free

                         About Dynegy Inc.

Through its subsidiaries, Houston, Texas-based Dynegy Inc.
(NYSE: DYN) -- produces and sells
electric energy, capacity and ancillary services in key U.S.
markets.  The power generation portfolio consists of approximately
12,200 megawatts of baseload, intermediate and peaking power
plants fueled by a mix of natural gas, coal and fuel oil.

In August, Dynegy implemented an internal restructuring that
created two units, one owning eight primarily natural gas-fired
power generation facilities and another owning six coal-fired

Dynegy missed a $43.8 million interest payment Nov. 1, 2011, and
said it was discussing options for managing its debt load with
certain bondholders.

Dynegy Holdings LLC and four other affiliates of Dynegy Inc.
sought Chapter 11 bankruptcy protection (Bankr. S.D.N.Y. Lead Case
No. 11-38111) Nov. 7 to implement an agreement with a
group of investors holding more than $1.4 billion of senior notes
issued by Dynegy's direct wholly-owned subsidiary, Dynegy
Holdings, regarding a framework for the consensual restructuring
of more than $4.0 billion of obligations owed by DH.  If this
restructuring support agreement is successfully implemented, it
will significantly reduce the amount of debt on the Company's
consolidated balance sheet.

Dynegy Holdings disclosed assets of $13.77 billion and debt of
$6.18 billion, while Roseton LLC and Dynegy Danskammer LLC each
estimated $100 million to $500 million in assets and debt.

Dynegy Holdings and its affiliated debtor-entities are represented
in the Chapter 11 proceedings by Sidley Austin LLP as their
reorganization counsel.  Dynegy and its other subsidiaries are
represented by White & Case LLP, who is also special counsel to
the Debtor Entities with respect to the Roseton and Danskammer
lease rejection issues.

Dynegy was advised by Lazard Freres & Co. LLC and the Debtor
Entities' financial advisor is FTI Consulting.

The Official Committee of Unsecured Creditors has tapped Akin Gump
Strauss Hauer & Feld LLP as counsel nunc pro tunc to November 16,

Bankruptcy Creditors' Service, Inc., publishes DYNEGY BANKRUPTCY
NEWS.  The newsletter tracks the Chapter 11 proceeding undertaken
by affiliates of Dynegy Inc. (

EASTMAN KODAK: Files Operating Report for April
Eastman Kodak Co. and its affiliated debtors filed with the U.S.
Bankruptcy Court in Manhattan their operating report disclosing
these cash receipts and disbursements for the month ended
April 30, 2012:

                          Receipts   Disbursements     Total
                         ----------- -------------  -----------
Kodak Realty, Inc.                $-            $-           $-
Eastman Kodak Company    182,090,340  (213,353,895) (31,263,555)
Creo Manufacturing America         -             -            -
Eastman Kodak International
  Capital Company, Inc.           -              -            -
Far East Development Ltd.          -             -            -
FPC Inc.                     889,650      (413,189)     476,461
Kodak (Near East), Inc.    1,990,802    (2,603,333)    (612,531)
Kodak Americas, Ltd.               -        (1,965)      (1,965)
Kodak Aviation Leasing LLC         -             -            -
Kodak Imaging Network, Inc.        -    (5,303,931)  (5,303,931)
Kodak Philippines, Ltd.      241,902      (229,869)      12,033
Kodak Portuguesa Limited           -             -            -
Laser-Pacific Media Corporation    -             -            -
NPEC Inc.                          -      (321,536)    (321,536)
Pakon, Inc.                        -             -            -
Qualex Inc.                2,909,186    (2,179,959)     729,227

Eastman Kodak Company also reported a $91,339,000 net loss for
the month ended April 30, 2012.  The previous month it reported
$128,661,000 net loss.

A copy of the April 2012 operating report is available for free

                       About Eastman Kodak

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

Kodak, founded in 1880 by George Eastman, was once the world's
leading producer of film and cameras.  Kodak sought bankruptcy
protection amid near-term liquidity issues brought about by
steeper-than-expected declines in Kodak's historically profitable
traditional businesses, and cash flow from the licensing and sale
of intellectual property being delayed due to litigation tactics
employed by a small number of infringing technology companies with
strong balance sheets and an awareness of Kodak's liquidity

In recent years, Kodak has been working to transform itself from a
business primarily based on film and consumer photography to a
smaller business with a digital growth strategy focused on the
commercialization of proprietary digital imaging and printing
technologies.  Kodak has 8,900 patent and trademark registrations
and applications in the United States, as well as 13,100 foreign
patents and trademark registrations or pending registration in
roughly 160 countries.

Kodak disclosed $5.10 billion in assets and $6.75 billion in
liabilities as of Sept. 30, 2011.  The net book value of all
assets located outside the United States as of Dec. 31, 2011 is
$13.5 million.

Attorneys at Sullivan & Cromwell LLP and Young Conaway Stargatt &
Taylor, LLP, serve as counsel to the Debtors.  FTI Consulting,
Inc., is the restructuring advisor.   Lazard Freres & Co. LLC, is
the investment banker.   Kurtzman Carson Consultants LLC is the
claims agent.  A group of second lien lenders are represented by
Akin Gump Strauss Hauer & Feld LLP.

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

Bankruptcy Creditors' Service, Inc., publishes EASTMAN KODAK
BANKRUPTCY NEWS.  The newsletter tracks the Chapter 11 proceeding
undertaken by affiliates of Eastman Kodak and its affiliates
( 215/945-7000 ).

FRANCISCAN COMMUNITIES: Has $774,000 Net Loss in February-March
Franciscan Communities St. Mary of the Woods, Inc., reported a net
loss of $226,000 on $576,000 of revenues for the month ended
February 2012.  The following month, it incurred a net loss of
$548,000 on $547,000 of revenue.

As of March 31, the Company's balance sheet showed $24.2 million
in total assets, including $270,000 cash, $50.91 million in total
liabilities, and a deficit of $26.7 million.  Cash was $597,000 as
of Feb. 29.

Copies of the operating reports are available for free at:

                   About Franciscan Communities

Illinois-based Franciscan Communities St. Mary of the Woods, Inc.,
owns and operates a senior living community in Avon, Ohio.  The
not-for-profit community is owned and managed by the Franciscan
Sisters of Chicago Service Corp.

Franciscan Communities St. Mary of the Woods filed for Chapter 11
bankruptcy (Bankr. N.D. Ohio Case No. 11-19865) on Nov. 21, 2011,
after it failed to negotiate an out-of-court workout with holders
of tax-free bonds.  Judge Jessica E. Price Smith oversees the
case.  The Debtor disclosed assets of $36 million and debt
totaling $48 million as of the Chapter 11 filing.  In its
schedules, the Debtor disclosed $22,314,854 in assets and
$49,555,487 in liabilities.

The Debtor is represented by Heather Lennox, Esq., Carl E.
Black, Esq., and Daniel M. Syphard, Esq., at Jones Day, as
bankruptcy counsel.  The Garden City Group, Inc., is the claims
and noticing agent.  The Debtor tapped Deloitte Financial Advisory
Services LLP as restructuring advisor, and Houlihan Lokey Capital,
Inc., as its investment banker.

The U.S. Trustee appointed Beverly Laubert as patient care

Franciscan Sisters of Chicago, the sole member of the Debtor, is
provided $4.5 million in DIP loans.  The DIP Lender is
represented by George Mesires, Esq., and Daniel P. Strzalka, Esq.,
at Ungaretti & Harris LLP.  The Bank of New York Mellon Trust
Company, N.A., the bond trustee, is represented by Bruce H. White,
Esq., and Clifton R. Jessup, Esq., at Greenberg Traurig LLP. Wells
Fargo Bank, N.A., as Master Trustee, is represented by Daniel S.
Bleck, Esq., at Mintz, Levin, Cohn, Ferris, Glovsky and Popeo,
P.C., and John R. Weiss, Esq., at Duane Morris LLP.  Sovereign
Bank, provider of the Debtor's letter of credit facility, is also
represented by John R. Weiss, Esq., at Duane Morris LLP.

The Official Committee of Unsecured Creditors in the
Chapter 11 cases of the Debtor is represented by McDonald Hopkins
LLC as counsel.

The Debtor in April 2012 received formal approval from the
bankruptcy court in Cleveland to sell the facility for $18.8
million to Orion Properties Eleven LLC.  The auction started with
a $15 million bid from Orion.  It was bidding against Franciscan
Communities Inc., which came in second with a $18.6 million bid.

FRIENDLY ICE CREAM: Held $10.4 Million Cash at End of February
Friendly Ice Cream Corp., now known as Amicus Wind Down Corp., and
its affiliates, held a total of $10.4 million cash as of Feb. 26,
2012.  During the month, $1.09 million were paid to professionals,
including $557,000 for Epiq Bankruptcy Solutions.  As the business
has been sold, assets mostly constitute cash on hand.  Liabilities
subject to compromise total $370.4 million while current
liabilities total $5.17 million.  A copy of the operating report
is available at:

                     About Friendly Ice Cream

Friendly Ice Cream Corp. -- the owner
and franchiser of 490 full-service, family-oriented restaurants
and provider of ice cream products in the Eastern United States,
filed for Chapter 11 reorganization together with four affiliates
(Bankr. D. Del. Lead Case No. 11-13167) on Oct. 5, 2011, to sell
the business mostly in exchange for debt to Sundae Group Holdings
II LLC, a unit of Sun Capital Partners Inc.  The existing owner
and holder of the Debtors' second-lien debt are also affiliates of
Sun Capital.  Friendly's, based in Wilbraham, Massachusetts, also
announced the closing of 63 stores, leaving about 424 operating.
Franchise operators have about 230 of the locations.

Judge Kevin Gross oversees the case.  James A. Stempel, Esq., Ross
M. Kwasteniet, Esq., and Jeffrey D. Pawlitz, Esq., at Kirkland &
Ellis LLP; and Laura Davis Jones, Esq., Timothy P. Cairns, Esq.,
and Kathleen P. Makowski, Esq., at Pachulski Stang Ziehl & Jones
LLP, serve as the Debtors' bankruptcy counsel.  Zolfo Cooper
serves as the Debtors' financial advisors.

In its petition, Friendly Ice Cream Corp. estimated $100 million
to $500 million in assets and debts.  The petitions were signed by
Steven C. Sanchioni, executive vice president, chief financial
officer, treasurer, and assistant secretary.

Friendly's is one of two companies under Sun Capital's portfolio
to file for bankruptcy in a span of two days.  Mexican-food chain
Real Mex, which operates restaurants such as Chevys, filed in
Delaware bankruptcy court on Oct. 3, 2011.

On Oct. 12, 2011, the U.S. Trustee appointed the Committee.  The
Committee currently consists of seven members.  The Committee
selected Akin Gump Straus Hauer & Feld LLP and Blank Rome LLP to
serve as co-counsel to the Committee, and FTI Consulting to serve
as the Committee's financial advisor.

A Sun Capital affiliate, Sundae Group Holdings, offered to pay
about $120 million for the business.  The price includes enough
cash to pay first-lien debt and an amount of cash for unsecured
creditors to be negotiated with the official creditors' committee.
Aside from cash, Sun Capital made a credit bid from the $267.7
million in second-lien, pay-in-kind notes.  On Dec. 29, 2011, the
Bankruptcy Court entered an order approving the sale to Sundae
Group.  The sale closed on Jan. 9, 2012.  Friendly Ice Cream Corp.
was renamed to Amicus Wind Down Corporation following the sale.

Friendly's was one of two companies under Sun Capital's portfolio
to file for bankruptcy in a span of two days.  Mexican-food chain
Real Mex, which operates restaurants such as Chevys, filed in
Delaware bankruptcy court on Oct. 3, 2011.

In early June 2012, the Debtor won approval of its liquidating
Chapter 11 plan where unsecured creditors were told to expect a
recovery between 1.6% and 3.2%.  The plan is partly based on a
settlement where existing owner Sun Capital receives releases of
claims in return for reducing its $279 million second-lien claim
to $50 million and subordinating the remaining secured claim.

GLOBAL AVIATION: Reports $4.9 Million April Operating Loss
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Global Aviation Holdings Inc. reported a $4.9 million
operating loss in April on operating revenue of $55.2 million.
Interest expense of $5 million and $65.1 million of
"reorganization items" resulted in a net loss of $65.2 million,
according to the operating report filed with the bankruptcy court
in Brooklyn.  The net loss would have been greater without a $9.3
million tax benefit in April.

                   About Global Aviation Holdings

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

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

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

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

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

On Feb. 13, 2012, the U.S. Trustee for Region 2 appointed a seven
member official committee of unsecured creditors in the case.  The
Committee tapped Lowenstein Sandler PC as its counsel, and
Imperial Capital, LLC as its financial advisor.

HUDSON HEALTHCARE: Ends the First Quarter With $208K in Cash
Hudson Healthcare Inc., which filed -- but has yet to obtain
approval of -- a liquidating Chapter 11 plan, ended March with
$208,000 in cash.  Since the filing of the Chapter 11 case until
March 2012, it paid $13.8 million for payroll, and $922,000 for
professional fees.

The balance sheet says that assets at the end of March total $7.43
million and liabilities total $32.0 million.

Copies of the operating reports are available at:

                      About Hudson Healthcare

Hudson Healthcare Inc. is a non-for-profit corporation formed
under the laws of the State of New Jersey.  Until the sale of
Hoboken University Medical Center by the Hoboken Municipal
Hospital Authority, the Debtor owned and managed the day-today
operations of the Hospital on the Authority's behalf pursuant to a
Manager Agreement dated Feb. 1, 2007.  Other than certain contract
rights, other intangibles, and approximately 12 vehicles, the
Debtor did not own any Hospital assets.

Hudson Healthcare filed for Chapter 11 protection (Bankr. D. N.J.
Case No. 11-33014) in Newark on Aug. 1, 2011, estimating assets
and debt of less than $50 million.  Affiliate Hoboken Municipal
Hospital Authority also sought Chapter 11 protection.

Attorneys at Trenk, DiPasquale, Webster, Della Fera & Sodono,
P.C., in West Orange, N.J., serve as counsel to the Debtor.
Daniel T. McMurray, the patient care ombudsman, has tapped
Neubert, Pepe & Monteith, P.C., as his counsel effective Aug. 25,
2011.  The Official Committee of Unsecured Creditors of Hudson
Healthcare has retained Sills Cummis & Gross P.C., in Newark,
N.J., as its counsel, nunc pro tunc to Aug. 12, 2011.  JH Cohn LLP
serves as Financial Advisor to the Committee.  Epiq Bankruptcy
Solutions, LLC, is the Claims and Noticing Agent and Solicitation

Hudson Healthcare completed the sale of its New Jersey Hospital in
November 2011.  HUMC Holdco, a private group that also owns
Bayonne Medical Center, was the buyer.

The Chapter 11 plan, sponsored by the Debtor and the unsecured
creditors committee, proposes a liquidating trust that will
administer the remaining assets of the Debtor.  A copy of the
explanatory disclosure statement is available at

LOS ANGELES DODGERS: Had $13.5 Million Net Loss in March
The Los Angeles Dodgers opened the 2012 baseball season in April
2012 so it only had $817,000 in revenue, mostly from national
licensing, for the month of March.  During the month it incurred a
net loss of $13.5 million after spending $10.9 million for
operations and incurring $1.70 million in bankruptcy related

The Dodgers, which opened the new season with new owners, declared
total assets of $168 million and total liabilities of $310 million
as of March 31.   The Dodgers emerged from bankruptcy at the end
of April and has a restructured balance sheet.

A copy of the operating report is available for free at

                     About Los Angeles Dodgers

Los Angeles Dodgers LLC operates the Los Angeles Dodgers, a
professional Major League Baseball club in the Los Angeles
metropolitan area.  Frank McCourt, a Boston real-estate developer
who unsuccessfully bid for the Boston Red Sox, bought the Dodgers
from Rupert Murdoch's Fox Entertainment Group Inc. in 2004 for
$330 million.  Mr. McCourt also bought the Dodgers Stadium from
Fox for $100 million.

Los Angeles Dodgers LLC filed for bankruptcy protection (Bankr.
D. Del. Lead Case No. 11-12010) on June 27, 2011, after MLB
Commissioner Bud Selig rejected a television deal with News
Corp.'s Fox Sports, leaving Mr. McCourt unable to make payroll for
June 30 and July 1.  Fox Sports has exclusive cable television
rights for Dodgers games until the end of 2013 baseball season.

Chapter 11 filings were also made for LA Real Estate LLC, an
affiliated entity which owns Dodger Stadium, and three other
related holding companies.

The petition estimated assets of up to $500 million and debts of
up to $1 billion.  In its schedules, the LA Dodgers baseball club
disclosed $78.0 million in assets and $4.70 million in
liabilities.  LA Real Estate LLC disclosed $161.8 million in
assets and $0 in liabilities.

According to Forbes, the Dodgers is worth about $800 million,
making it the third most valuable baseball team after the New York
Yankees and the Boston Red Sox.

Judge Kevin Gross presides over the case.  Lawyers at Young,
Conaway, Stargatt & Taylor and Dewey & LeBoeuf LLP serve as the
Debtors' bankruptcy counsel.  Epiq Bankruptcy Solutions LLC is the
claims and notice agent.  Public relations specialist Kekst and
Company has been hired for crisis support.  Covington & Burling
LLP serves as special counsel.

An official committee of unsecured creditors has been appointed in
the case.  The panel has tapped Lazard Freres & Co. as financial
adviser and investment banker, and Morrison & Foerster LLP and
Pinckney, Harris & Weidinger, LLC as counsel.

The LA Dodgers is the 12th sports team in North America to have
sought bankruptcy protection.

The reorganization is being financed with a $150 million unsecured
loan from the Commissioner of Major League Baseball.  The loan
gives the Commissioner few of the controls lenders often demanded
from bankrupt companies.

The Dodgers emerged from bankruptcy on April 30, 2012.  The plan
is based on a $2.15 billion sale of the baseball club and Dodger
Stadium to Guggenheim Baseball Management.  The plan pays all
creditors in full, with the excess going to Mr. McCourt.

MORGAN INDUSTRIES: Submits 13-Week Projections
Morgan Industries Corp. projects Hunter Boat sales of $3.24
million in the 13-weeks ending July 27, 2012.  During the period
it expects total operating disbursements of $3.38 million.  It
expects to incur restructuring costs, including professional fees,
totaling $1.19 million during the period.  Copies of the initial
monthly operating reports of Morgan Industries and its affiliates
are available for free at:

                      About Morgan Industries

Morgan Industries Corporation, along with affiliates, sought
Chapter 11 protection (Bankr. D. N.J. Lead Case No. 12-21156) in
Trenton, New Jersey, on April 30, 2012.

Affiliates that filed separate bankruptcy petitions are Hunter
Composite Technologies Corporation; Hunter Marine Corporation;
Luhrs Corporation; Mainship Corporation; Ovation Yachts
Corporation; Salisbury 10 Acres, L.L.C.; Salisbury 20 Acres,
L.L.C.; and Silverton Marine Corporation.

The Debtors, through their trade name the Luhrs Marine Group,
produce and sell recreational powerboats and sailboats under the
iconic brand names of Silverton, Ovation, Luhrs, Mainship, and
Hunter Marine.  In 2010, Silverton, Mainship and Luhrs,
collectively, held roughly 5.3% of the U.S. market for fiberglass,
in-board engine powerboats greater than 27 feet in length.
Additionally, Hunter Marine was the largest manufacturer of
sailboats in the U.S., accounting for an estimated 32% of new
sailboat registrations in 2010, making it the sixth consecutive
year Hunter Marine represented roughly 30% of all new sailboat
registrations in the U.S.  The Debtors have a network of 90
dealers in the U.S. and 80 dealers in 40 other countries.

Judge Michael B. Kaplan oversees the case.  Robert Hirsh, Esq.,
and George Angelich, Esq., at Arent Fox LLP serve as bankruptcy
general counsel to the Debtors; Capstone Advisory Group, LLC, acts
as financial advisors; Katz, Kane & Co. as investment bankers; and
Donlin Recano & Company, Inc. as claims agent.

In their petition, the Debtors listed $53 million in total assets
and $80 million in total liabilities.  The petitions were signed
by John T. Peterson, treasurer.

Stuart M. Brown, Esq., at DLA Piper LLP (US), represents primary
lender Bank of America N.A.

MSR RESORT: Reports $2.6 Million Net Loss in April
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that the five resorts taken over last year by Paulson &
Co. and Winthrop Realty Trust filed an operating report with the
bankruptcy court showing a $2.6 million net loss in April on
revenue of $44.1 million.  The month's loss from continuing
operations was $1.9 million. Reorganization costs in the month
were $1 million.

                         About MSR Resort

MSR Hotels & Resorts, formerly known as CNL Hotels & Resorts Inc.,
owns a portfolio of eight luxury hotels with over 5,500 guest
rooms, including the Arizona Biltmore Resort & Spa in Phoenix, the
Ritz-Carlton in Orlando, Fla., and Hawaii's Grand Wailea Resort
Hotel & Spa in Maui.

On Jan. 28, 2011, CNL-AB LLC acquired the equity interests in the
portfolio through a foreclosure proceeding.  CNL-AB LLC is a joint
venture consisting of affiliates of Paulson & Co. Inc., a joint
venture affiliated with Winthrop Realty Trust, and affiliates of
Capital Trust, Inc.

Morgan Stanley's CNL Hotels & Resorts Inc. owned the resorts
before the Jan. 28 foreclosure.

Following the acquisition, five of the resorts with mortgage debt
scheduled to mature on Feb. 1, 2011, were sent to Chapter 11
bankruptcy by the Paulson and Winthrop joint venture affiliates.
MSR Resort Golf Course LLC and its affiliates filed for Chapter 11
protection (Bankr. S.D.N.Y. Lead Case No. 11-10372) in Manhattan
on Feb. 1, 2011.  The resorts subject to the filings are Grand
Wailea Resort and Spa, Arizona Biltmore Resort and Spa, La Quinta
Resort and Club and PGA West, Doral Golf Resort and Spa, and
Claremont Resort and Spa.

James H.M. Sprayregen, P.C., Esq., Paul M. Basta, Esq., Edward O.
Sassower, Esq., and Chad J. Husnick, Esq., at Kirkland & Ellis,
LLP, serve as the Debtors' bankruptcy counsel.  Houlihan Lokey
Capital, Inc., is the Debtors' financial advisor.  Kurtzman Carson
Consultants LLC is the Debtors' claims agent.

The five resorts had $2.2 billion in assets and $1.9 billion in
debt as of Nov. 30, 2010, according to court filings.  In its
schedules, debtor MSR Resort disclosed $59,399,666 in total assets
and $1,013,213,968 in total liabilities.

The resorts have agreement with lenders allowing the companies to
remain in Chapter 11 at least until September 2012.  Donald Trump
has a contract to buy the Doral Golf Resort and Spa in Miami for
$170 million. There will be an auction to learn if there is a
better bid. The resorts have said that Trump's offer price implies
a value for all the properties "significantly" exceeding the
$1.5 billion in debt.

The Official Committee of Unsecured Creditors is represented by
Martin G. Bunin, Esq., and Craig E. Freeman, Esq., at Alston &
Bird LLP, in New York.


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

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  Go 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

For copies of court documents filed in the District of Delaware,
please contact Vito at Parcels, Inc., at 302-658-9911.  For
bankruptcy documents filed in cases pending outside the District
of Delaware, contact Ken Troubh at Nationwide Research &
Consulting at 207/791-2852.


S U B S C R I P T I O N   I N F O R M A T I O N

Troubled Company Reporter is a daily newsletter co-published
by Bankruptcy Creditors" Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Frederick, Maryland,
USA.  Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine
Tumanda, Howard C. Tolentino, Joseph Medel C. Martirez, Denise
Marie Varquez, Ronald C. Sy, Joel Anthony G. Lopez, Cecil R.
Villacampa, Sheryl Joy P. Olano, Carlo Fernandez, Christopher G.
Patalinghug, and Peter A. Chapman, Editors.

Copyright 2012 .  All rights reserved.  ISSN: 1520-9474.

This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without prior
written permission of the publishers.  Information contained
herein is obtained from sources believed to be reliable, but is
not guaranteed.

The TCR subscription rate is $775 for 6 months delivered via e-
mail.  Additional e-mail subscriptions for members of the same
firm for the term of the initial subscription or balance thereof
are $25 each.  For subscription information, contact Peter Chapman
at 240/629-3300.

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