TCR_Public/120718.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

             Wednesday, July 18, 2012, Vol. 16, No. 198

                            Headlines

3210 RIVERDALE: Files Schedules of Assets and Liabilities
3210 RIVERDALE: FriedmanPC Withdraws as Bankruptcy Counsel
AFA FOODS: Wins Court OK to Sell Processing Plants for $57MM
AMBAC FINANCIAL: 2nd Cir. Upholds Order on Shareholder Settlement
AMBAC FINANCIAL: Seeks to Obtain D&O Policy From Wells Fargo

AMBAC FINANCIAL: Wins OK for Hogan Lovells as Attorneys
AMBAC FINANCIAL: Has OK for Winston & Strawn as Litigation Counsel
AMBAC FINANCIAL: Wins OK for Shearman as Tax Counsel
APPLETON PAPERS: S&P Affirms 'B' Corp. Credit Rating; Off Watch
ARCTIC GLACIER: Court Recognizes Canadian Proceeding

ARRAY BIOPHARMA: Had $8.2 Million Net Loss in March 31 Quarter
BERNARD L. MADOFF: Dismissal of 'Extraterritorial' Claims Sought
BIOFUELS POWER: Had $293,000 Net Loss in First Quarter
BLUE BUFFALO: Moody's Assigns 'B1' CFR/PDR; Outlook Stable
BTA BANK: Kazakhstan Bank Files Chapter 15 Again

CAMP INT'L: Moody's Affirms 'B3' CFR, Rates Term Loan 'B1'
CAPITAL PROJECTS: S&P Cuts SPUR on 2000F-1 Revenue Bonds to 'D'
CARDICA INC: Had $3.7 Million Net Loss in March 31 Quarter
CLAIRE'S STORES: Had $19.9 Million Net Loss in Fiscal Q1
CLEAN HARBORS: Moody's Assigns 'Ba2' CFR, Rates Sr. Notes 'Ba3'

CLEAN HARBORS: S&P Rates New $600MM Senior Unsecured Notes 'BB+'
CMGT INC: $17MM Malpractice Suit is Absurd, Mayer Brown Says
COLLIER LAND: U.S. Trustee Withdrew Motion to Convert Ch. 11 Case
CORDILLERA GOLF: Bids to Hire Chief Restructuring Officer
D MEDICAL INDUSTRIES: Had NIS48.3 Million Net Loss in 2011

DEJOUR ENERGY: Posts C$11 Million Net Loss in 2011
DEWEY & LEBOEUF: Ex-Partners May Face Malpractice Suits
EASTMAN KODAK: Has Aug. 8 Auction for Digital Imaging Patents
EASTMAN KODAK: Proposes $8.82-Mil. Bonus Plan for Execs
EASTMAN KODAK: Wins Extension to Object to Sec. 503(b)(9) Claims

EASTMAN KODAK: FUJIFILM Says Stay Doesn't Apply to Counterclaims
ELLEN TRACY: Ex-Owners Bid to Remove Trustee's $50MM Suit Denied
EVERGREEN SOLAR: Court Confirms Plan of Liquidation
FIBERTOWER CORP: Files for Chapter 11 With Plan
FR 160: Wins Approval to Hire Snell & Wilmer as Counsel

FREESEAS INC: Ernst & Young (Hellas) Raises Going Concern Doubt
GETTY PETROLEUM: NYC Objects to Liquidation Plan
GOLD BAR: Washington State Town Mulls Disincorporation
GLOBAL CLEAN: Had $158,900 Net Income in 1st Quarter
GRUPO TMM: Salles Sainz Raises Going Concern Doubt

HARLAND CLARKE: Bond Deal Changes No Impact on Moody's Ratings
HARTFORD COMPUTER: To Present Plan for Confirmation on Sept. 13
HAWKER BEECHCRAFT: Exclusive Talks With Chinese Firm Approved
HAWKER BEECHRAFT: Union Blasts Effort to Sell Assets to Superior
HAWKER BEECHCRAFT: Seeks Key Employee Incentive Plan Approval

HEALTHCARE OF FLORENCE: Files Schedules of Assets and Liabilities
HUSSEY COPPER: Has Okay to Hire Stites as Kentucky Counsel
INDIANAPOLIS DOWNS: Trustee Protests Deal With Cordish
JASPERS ENTERPRISES: Ozark Bank Consents to Cash Use Until July 25
LAGUNA BRISAS: Chapter 11 Plan Proposes Full Payment in 7 Years

LAS VEGAS MONORAIL: Judge Denies Citi's Bid to Ax Suit Over Bonds
LENNY DYKSTRA: Pleads Guilty to Bankruptcy Fraud, Faces 20 Years
LIBERTY CABLEVISION: Moody's Assigns B2 CFR/PDR; Outlook Stable
LINWOOD FURNITURE: To Sell Assets at Aug. 6 Auction
LSP ENERGY: Secures $249MM Stalking Horse Bid for Miss. Plant

MEG ENERGY: Moody's Rates $700MM Senior Unsecured Notes 'B1'
MF GLOBAL: Chapter 11 Trustee Files First Wind-Down Report
MF GLOBAL: SIPA Trustee Files 1st Report on Liquidation
MF GLOBAL: J.E. Meuret Replaces Elliot on Creditors Committee
MF GLOBAL: Court Sets Aug. 22 as General Claims Bar Date

MF GLOBAL: Trustee Files Cash Collateral Budgets for May-June
MF GLOBAL: Proposes Settlement With CME Group
MICHAELS STORES: Had $53 Million Profit in 1st Quarter
MSR RESORT: Witnesses Make Case to Cancel Hilton Agreements
NEW PEOPLES BANKSHARES: Had $2.5 Million 1st Quarter Net Loss

NORTHSTAR AEROSPACE: Fails to Get Competing Bids; Cancels Auction
PANDA TEMPLE: S&P Lowers Preliminary Rating on $340MM Debt to 'B'
PATRIOT COAL: Courts OKs Remaining 1st-Day Motions
PEREGRINE FINANCIAL: NFA Taps Jenner & Block to Review Audit
PEREGRINE FINANCIAL: Faces Suits Over Mass Layoff, Funds Misuse

PEREGRINE FINANCIAL: Experts Say CFTC Reforms Won't Fend Off Fraud
PEREGRINE FINANCIAL: Wasendorf Sued for Commingling Funds
PRINCE SPORTS: Seeks to Hand Off its Wimbledon Contract
PRINCE SPORTS: Has Nod to Hire Epiq as Administrative Advisor
PRINCE SPORTS: Committee Can Hire Connolly as Delaware Counsel

PRINCE SPORTS: Committee Can Hire Gavin/Solmonese as Fin'l Advisor
PRINCE SPORTS: Committee Can Hire Patton Boggs as Lead Counsel
RADAR NETWORKS: Departing Yahoo CEO Could Face Fraud Suit
REDDY ICE: DLA Piper Guided Turbo-Speed Ch. 11, Arctic Purchase
RESPONSE BIOMEDICAL: Posts $5.7 Million Net Loss in Q1 2012

ROMINGER WEST: Assets to Hit Auction Block on July 19 to 25
ROTHSTEIN ROSENFELDT: Fund Managers to Pay $32M to End Claims
SAGITTARIUS RESTAURANT: Moody's Affirms Caa1 Corp. Family Rating
SAI RAM: Files for Chapter 11 Bankruptcy Protection
SAN BERNARDINO: Has Been Subject of Criminal Probe for Months

SAN BERNARDINO: Bold Mortgage Plan Faces Eminent-Domain Hurdles
SIGNATURE GROUP: Slams Former CEO McIntyre's Nominees
SMF ENERGY: Wins OK for Stampler as Auctioneer of Florida Assets
SOUTHERN RURAL HEALTHCARE: Seeks Access to Cash Collateral
SPECIALTY PRODUCTS: Submits First Ch. 11 Reorganization Plan

STOCKTON, CA: Retirees Sue to Block Health Care Cuts
STRATUM HOLDINGS: Had $318,000 First Quarter Net Loss
THOMPSON RIVER: U.S. to Seek Clawback of Closed Funds
TOKLAN OIL AND GAS: Files for Chapter 11 in Tulsa
TORM A/S: Had $453 Million Net Loss Last Year

URANIUM RESOURCES: NASDAQ Grants Extension to Regain Compliance
WARNER SPRINGS: Has Henderson Caverly as Tax Counsel
WSP HOLDINGS: Had $76.8 Million Net Loss Last Year
ZBB ENERGY: Had $3.6 Million Net Loss in March 31 Quarter

* Preference, Fraudulent Transfer the Same Under 'Stern'

* Moody's Changes Global Base Metal Industry Outlook to Negative
* Moody's Expects Slow Retail Sales Growth This Year
* S&P Takes Rating Actions on 5 U.S. PHAs on New Criteria Release

* Regulators Eye New Rules to Manage Big Bank Failures
* Democrats Float New Bankruptcy Rule to Protect Workers

* California's Bankrupt Towns Mask True Home of Municipal Collapse

* Versa Capital Named Turnaround Private Equity Firm of the Year

* Upcoming Meetings, Conferences and Seminars



                            *********

3210 RIVERDALE: Files Schedules of Assets and Liabilities
---------------------------------------------------------
3210 Riverdale Associates LLC filed with the U.S. Bankruptcy Court
for the Southern District of New York its schedules of assets and
liabilities, disclosing:

     Name of Schedule              Assets         Liabilities
     ----------------            -----------      -----------
  A. Real Property               $30,000,000
  B. Personal Property                    $0
  C. Property Claimed as
     Exempt
  D. Creditors Holding
     Secured Claims                               $18,977,222
  E. Creditors Holding
     Unsecured Priority
     Claims                                              $273
  F. Creditors Holding
     Unsecured Non-priority
     Claims                                                $0
                                 -----------      -----------
        TOTAL                    $30,000,000      $18,977,495

A full-text copy of the schedules is available for free at
http://bankrupt.com/misc/3210_RIVERDALE_sal.pdf

Previous iteration of the schedules disclosed creditors holding
secured claims of $8,000,000; creditors holding unsecured priority
claims at $0; and total liabilities of $8,000,000.

                      About 3210 Riverdale

Bronx, New York-based 3210 Riverdale Development LLC filed for
Chapter 11 bankruptcy (Bankr. S.D.N.Y. Case No. 12-11109) on
March 20, 2012.  Judge James M. Peck is assigned to the Debtor's
bankruptcy case.  The Law Offices of Mark J. Friedman P.C. serves
as the Debtor's counsel.

3210 Riverdale owns certain real property and improvements located
at 3210 Riverdale Ave., 3217 Irwin Ave., and 3219 Irwin Ave., in
Bronx.  The Chapter 11 filing stays an auction scheduled by the
secured lender.  At the behest of HSBC Capital (USA) Inc.,
administrative lender, New York auctioneer Sheldon Good & Company
was set to conduct a public auction March 21 of 100% of the
limited liability company interests in 3210 Riverdale, pledged by
the Debtor to the lenders.

Riemer & Braunstein LLP, in New York, represented HSBC Capital in
the proposed sale.


3210 RIVERDALE: FriedmanPC Withdraws as Bankruptcy Counsel
----------------------------------------------------------
The Law Offices of Mark J. Friedman P.C., proposed bankruptcy
counsel for 3210 Riverdale Associates LLC, asks the U.S.
Bankruptcy Court for the Southern District of New York for
authorization to withdraw as proposed counsel.

FriedmanPC stated that it has endeavored to effectively represent
the Debtor in response and opposition to the receiver motion and
the senior lender relief stay, including compliance with the
discovery schedule; however there has been a breakdown in
communication between FriedmanPC and the Debtor.

Due to the Debtor's inability or refusal to cooperate with
FriedmanPC to meet the deadlines set forth in the discovery
schedule, FriedmanPC determined that it is unable to adequately
represent the interests of Debtor with respect to the relief
requested by the receiver and dismissal motions.

                      About 3210 Riverdale

Bronx, New York-based 3210 Riverdale Development LLC filed for
Chapter 11 bankruptcy (Bankr. S.D.N.Y. Case No. 12-11109) on
March 20, 2012.  Judge James M. Peck is assigned to the Debtor's
bankruptcy case.

3210 Riverdale owns certain real property and improvements located
at 3210 Riverdale Ave., 3217 Irwin Ave., and 3219 Irwin Ave., in
Bronx.  The Chapter 11 filing stays an auction scheduled by the
secured lender.  At the behest of HSBC Capital (USA) Inc.,
administrative lender, New York auctioneer Sheldon Good & Company
was set to conduct a public auction March 21 of 100% of the
limited liability company interests in 3210 Riverdale, pledged by
the Debtor to the lenders.

Riemer & Braunstein LLP, in New York, represented HSBC Capital in
the proposed sale.


AFA FOODS: Wins Court OK to Sell Processing Plants for $57MM
------------------------------------------------------------
Jamie Santo at Bankruptcy Law360 reports that AFA Foods Inc. won
court approval Thursday to sell processing plants in Texas and
Pennsylvania to separate bidders for approximately $57 million.

U.S. Bankruptcy Judge Mary F. Walrath signed off on the sale of
AFA's Fort Worth, Texas, plant to Cargill Meat Solutions Corp. for
about $38.1 million and its King of Prussia, Pa., plant to CTI
Foods Holding Co. LLC for about $18.8 million, according to
Bankruptcy Law360.

                            Schedules

AFA Foods, Inc.'s schedules of assets and liabilities disclosed:

     Name of Schedule              Assets         Liabilities
     ----------------            -----------      -----------
  A. Real Property                        $0
  B. Personal Property          $615,859,574
  C. Property Claimed as
     Exempt
  D. Creditors Holding
     Secured Claims                              $128,615,978
  E. Creditors Holding
     Unsecured Priority
     Claims                                                 $0
  F. Creditors Holding
     Unsecured Non-priority
     Claims                                      $415,883,711
                                 -----------     ------------
        TOTAL                   $615,859,574     $544,499,689

Debtor affiliates also filed their respective schedules.

                         About AFA Foods

King of Prussia, Pennsylvania-based AFA Foods Inc. is one of the
largest processors of ground beef products in the United States.
The Company has five processing facilities and two ancillary
facilities across the country with annual processing capacity of
800 million pounds.  AFA has seven facilities capable of producing
800 million pound of ground beef annually.  Revenue in 2011 was
$958 million.

Yucaipa Cos. acquired the business in 2008 and currently owns 92%
percent of the common stock and all of the preferred stock.

AFA Foods, AFA Investment Inc. and other affiliates filed for
Chapter 11 protection (Bankr. D. Del. Lead Case No. 12-11127) on
April 2, 2012, after recent changes in the market for its ground
beef products and the impact of negative media coverage related to
boneless lean beef trimmings -- BLBT -- affected sales.

Judge Mary Walrath presides over the case.  Lawyers at Jones Day
and Pachulski Stang Ziehl & Jones LLP serve as the Debtors'
counsel.  FTI Consulting Inc. serves as financial advisors and
Imperial Capital LLC serves as marketing consultants.  Kurtzman
Carson Consultants LLC serves as noticing and claims agent.

As of Feb. 29, 2012, on a consolidated basis, the Debtors' books
and records reflected approximately $219 million in assets and
$197 million in liabilities.  AFA Foods, Inc., disclosed
$615,859,574 in assets and $544,499,689 in liabilities as of the
Petition Date.

Roberta A. DeAngelis, U.S. Trustee for Region 3, appointed seven
members to the official committee of unsecured creditors in the
Chapter 11 cases of AFA Investment Inc., AFA Foods and their
debtor-affiliates.  The Committee has obtained approval to hire
McDonald Hopkins LLC as lead counsel and Potter Anderson &
Corroon LLP serves as co-counsel.  The Committee also obtained
approval to retain J.H. Cohn LLP as its financial advisor, nunc
pro tunc to April 13, 2012.


AMBAC FINANCIAL: 2nd Cir. Upholds Order on Shareholder Settlement
-----------------------------------------------------------------
The U.S. Court of Appeals for the Second Circuit affirmed district
court orders approving a multi-million settlement Ambac Financial
Group, Inc. reached in resolving shareholder class actions.

In a July 12, 2012 summary order, a three-judge panel rejected
the appeal of Police and Fire Retirement System of the City of
Detroit from: (1) the September 28, 2011, judgments of the
District Court in New York approving a settlement between Ambac
Financial Group and plaintiffs in consolidated shareholder class
actions, and (2) the December 29, 2011, judgment of the District
Court affirming the Bankruptcy Court's order approving the
settlement.

In its appeal, PFRS, a nominal plaintiff in a shareholder
derivative action, argued that Ambac lacked authority to release
the derivative claims.

The Second Circuit opined that when Ambac filed for bankruptcy,
the derivative claims became property of the debtor-in-
possession.  "[T]he claims submitted by the [shareholders] to the
bankruptcy court are derivative . . . .  They therefore belong
exclusively to the [debtor's] Estate and were extinguished by its
settlement of those claims," the Second Circuit held.

The securities lawsuits, naming Ambac and executives as
defendants, alleged that the company didn't accurately reflect
liabilities being taken on guaranteeing bonds, Bloomberg News
recounts.

The Ambac settlement provides that the bankrupt company paid $2.5
million, which was put into escrow before bankruptcy, while
insurance companies providing directors' and officers' liability
policies agreed to pay $24.6 million, Bloomberg relates.  The
settlement was contingent on barring dissent shareholders from
continuing the suits or filing new ones, the report relays.
Lawyers representing plaintiffs in derivative suits were excluded
from the mediation leading to the settlement, the report adds.

The appeals court panel is composed of Chief Judge Dennis Jacobs
and Circuit Judges Denny Chin and Susan L. Carney.

The circuit court appeals case is Police and Fire Retirement
System of the City of Detroit v. Ambac Financial Group Inc. (In
re  Ambac Financial Group Inc.), 11-4743, 2nd U.S. Circuit Court
of  Appeals (Manhattan). The appeal in district court was Police
and Fire Retirement System of the City of Detroit v. Ambac
Financial  Group Inc. (In re Ambac Financial Group Inc.), 11-
7529, U.S. District Court, Southern District of New York
(Manhattan).

A copy of the Second Circuit's July 12 summary order is available
at http://is.gd/nVcloffrom Leagle.com.

                       About Ambac Financial

Ambac Financial Group, Inc., headquartered in New York City, is a
holding company whose affiliates provided financial guarantees and
financial services to clients in both the public and private
sectors around the world.

Ambac Financial filed a voluntary petition for relief under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Case No.
10-15973) in Manhattan on Nov. 8, 2010.  Ambac said it will
continue to operate in the ordinary course of business as "debtor-
in-possession" under the jurisdiction of the Bankruptcy Court and
in accordance with the applicable provisions of the Bankruptcy
Code and the orders of the Bankruptcy Court.

Ambac's bond insurance unit, Ambac Assurance Corp., did not file
for bankruptcy.  AAC is being restructured by state regulators in
Wisconsin.  AAC is domiciled in Wisconsin and regulated by the
Office of the Commissioner of Insurance of the State of Wisconsin.
The parent company is not regulated by the OCI.

Ambac's consolidated balance sheet -- which includes non-debtor
Ambac Assurance Corp -- showed US$30.05 billion in total assets,
US$31.47 billion in total liabilities, and a US$1.42 billion
stockholders' deficit, at June 30, 2010.

On an unconsolidated basis, Ambac said in a court filing that
it has assets of (US$394.5 million) and total liabilities of
US$1.6826 billion as of June 30, 2010.

Bank of New York Mellon Corp., as trustee to seven different types
of notes, is listed as the largest unsecured creditor, with claims
totaling about US$1.62 billion.

Peter A. Ivanick, Esq., Allison H. Weiss, Esq., and Todd L.
Padnos, Esq., now with Hogan Lovells, serve as the Debtor's
bankruptcy counsel.  They were previously with at Dewey & LeBoeuf
LLP.  The Blackstone Group LP is the Debtor's financial advisor.
Kurtzman Carson Consultants LLC is the claims and notice agent.
KPMG LLP is tax consultant to the Debtor.

Anthony Princi, Esq., Gary S. Lee, Esq., and Brett H. Miller,
Esq., at Morrison & Foerster LLP, in New York, serve as counsel
to the Official Committee of Unsecured Creditors.  Lazard Freres
& Co. LLC is the Committee's financial advisor.

Bankruptcy Judge Shelley C. Chapman entered an order confirming
the Fifth Amended Plan of Reorganization of Ambac Financial Group,
Inc. on March 14, 2012.  The Plan provides for the full payment of
secured claims and 8.5% to 13.2% recovery for general unsecured
claims.

Bankruptcy Creditors' Service, Inc., publishes AMBAC BANKRUPTCY
NEWS.  The newsletter tracks the Chapter 11 proceeding undertaken
by Ambac Financial Group and the restructuring proceedings of
Ambac Assurance Corp. (http://bankrupt.com/newsstand/or 215/945-
7000).


AMBAC FINANCIAL: Seeks to Obtain D&O Policy From Wells Fargo
------------------------------------------------------------
Ambac Financial Group, Inc., is seeking permission from Judge
Shelley Chapman to purchase a run-off director and officer tail
insurance policy from Wells Fargo Insurance Services effective on
its emergence from Chapter 11 protection.

The Tail Coverage will cover claims asserted against the
Directors and Officers, including the legal costs associated with
defending against such claims, for six years following the
effective date of the Plan, for acts and omissions occurring
prior to the expiration of the D&O Insurance Policies.

Peter A. Ivanick, Esq., of Hogan Lovells US LLP, in New York,
relates that upon review of two bids, the Debtor has concluded
that Wells Fargo's quotation for renewal of the D&O Insurance
Policies and the Tail Coverage is the most favorable.

Wells Fargo has specifically offered to arrange for Ambac the
renewal of the D&O Insurance Policies and the Tail Coverage at
these costs:

  - approximately $2,836,000 for the renewal premium; and
  - approximately $3,636,000 for the tail premium for the six
    year term of the Tail Coverage.

The Tail Premium may be subject to further reductions, as Wells
Fargo has agreed to credit a portion of the Renewal Premium
towards the Tail Premium, depending on the effective date of the
Plan.

In accordance with the Cost Allocation Agreement with principal
operating subsidiary Ambac Assurance Corporation, the Debtor will
be responsible for approximately $496,000 of the estimated
Renewal Premium and approximately $1,818,000 of the estimated
Tail Premium.

In the regular course of its business, the Debtor had previously
budgeted for the Renewal Premium and Tail Premium, according to
Mr. Ivanick.  The amounts referenced above fall those budgeted
amounts by more than $2.4 million, he discloses.

Counsel to the Official Committee of Unsecured Creditors avers
that the Committee consents to the entry of the Debtor's request.

                       About Ambac Financial

Ambac Financial Group, Inc., headquartered in New York City, is a
holding company whose affiliates provided financial guarantees and
financial services to clients in both the public and private
sectors around the world.

Ambac Financial filed a voluntary petition for relief under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Case No.
10-15973) in Manhattan on Nov. 8, 2010.  Ambac said it will
continue to operate in the ordinary course of business as "debtor-
in-possession" under the jurisdiction of the Bankruptcy Court and
in accordance with the applicable provisions of the Bankruptcy
Code and the orders of the Bankruptcy Court.

Ambac's bond insurance unit, Ambac Assurance Corp., did not file
for bankruptcy.  AAC is being restructured by state regulators in
Wisconsin.  AAC is domiciled in Wisconsin and regulated by the
Office of the Commissioner of Insurance of the State of Wisconsin.
The parent company is not regulated by the OCI.

Ambac's consolidated balance sheet -- which includes non-debtor
Ambac Assurance Corp -- showed US$30.05 billion in total assets,
US$31.47 billion in total liabilities, and a US$1.42 billion
stockholders' deficit, at June 30, 2010.

On an unconsolidated basis, Ambac said in a court filing that
it has assets of (US$394.5 million) and total liabilities of
US$1.6826 billion as of June 30, 2010.

Bank of New York Mellon Corp., as trustee to seven different types
of notes, is listed as the largest unsecured creditor, with claims
totaling about US$1.62 billion.

Peter A. Ivanick, Esq., Allison H. Weiss, Esq., and Todd L.
Padnos, Esq., now with Hogan Lovells, serve as the Debtor's
bankruptcy counsel.  They were previously with at Dewey & LeBoeuf
LLP.  The Blackstone Group LP is the Debtor's financial advisor.
Kurtzman Carson Consultants LLC is the claims and notice agent.
KPMG LLP is tax consultant to the Debtor.

Anthony Princi, Esq., Gary S. Lee, Esq., and Brett H. Miller,
Esq., at Morrison & Foerster LLP, in New York, serve as counsel
to the Official Committee of Unsecured Creditors.  Lazard Freres
& Co. LLC is the Committee's financial advisor.

Bankruptcy Judge Shelley C. Chapman entered an order confirming
the Fifth Amended Plan of Reorganization of Ambac Financial Group,
Inc. on March 14, 2012.  The Plan provides for the full payment of
secured claims and 8.5% to 13.2% recovery for general unsecured
claims.

Bankruptcy Creditors' Service, Inc., publishes AMBAC BANKRUPTCY
NEWS.  The newsletter tracks the Chapter 11 proceeding undertaken
by Ambac Financial Group and the restructuring proceedings of
Ambac Assurance Corp. (http://bankrupt.com/newsstand/or 215/945-
7000).


AMBAC FINANCIAL: Wins OK for Hogan Lovells as Attorneys
-------------------------------------------------------
Ambac Financial Group, Inc. sought and obtained permission from
the U.S. Bankruptcy Court for the Southern District of New York
to employ Hogan Lovells US LLP as its bankruptcy counsel nunc pro
tunc to April 17, 2012.

Dewey & LeBoeuf LLP was the law firm originally retained by the
Debtor.  Since the Petition Date, Peter Ivanick, a partner in the
Business Solutions and Governance Group at D&L acted as lead
bankruptcy counsel to the Debtor.  Allison Weiss, also in the
Business Solutions and Governance Group at D&L, held a
significant role in the conduct of the Debtor's Chapter 11 case.
In early April 2012, Mr. Ivanick and Ms. Weiss resigned from D&L
and joined Hogan Lovells.

Mr. Ivanick and Ms. Weiss have considerable experience in the
prosecution of the Debtor's case and thus, the Debtor wants to
ensure continuity of representation.

As the Debtor's general bankruptcy counsel, Hogan Lovells will,
among other things:

  - advise the Debtor in connection with the legal aspects of its
    Chapter 11 case;

  - advise the Debtor with respect to all general bankruptcy
    matters;

  - prepare on behalf of the Debtor all necessary motions,
    applications, answers, orders, reports and other papers in
    connection with the administration of the Debtor's estate;

  - except as represented by other special counsel, represent the
    Debtor at hearings on matters relating to its Chapter 11 case
    before the Bankruptcy Court, any federal or state courts or
    administrative panels, the U.S. Supreme Court, and protect
    the interests of the Debtor;

  - take all necessary action to protect and serve the Debtor's
    estate; and

  - assist in implementing the Debtor's Chapter 11 Plan.

Hogan Lovells will work to avoid duplication of any other counsel
or professional retained by the Debtor.

The Hogan Lovells attorneys who will primarily assist the Debtor
in the Chapter 11 case and their corresponding rates are:

    Peter A. Ivanick  Partner             $1,000 per hour
    Allison H. Weiss  Counsel             $770 per hour
    Hugh Hill         Associate           $520 per hour

Hogan Lovell's hourly rates for other professionals are:

                      Partners & Counsel  $650 to $1,025 per hour
                      Associates          $375 to $635 per hour
                      Paralegals          $190 to $330 per hour

Mr. Ivanick, a partner at Hogan Lovells, assures the Court that
his firm does not represent any party in matters adverse to the
Debtor and its related Chapter 11 case, and is thus
"disinterested" as such term is defined under Section 101(14) of
the Bankruptcy Code.

                       About Ambac Financial

Ambac Financial Group, Inc., headquartered in New York City, is a
holding company whose affiliates provided financial guarantees and
financial services to clients in both the public and private
sectors around the world.

Ambac Financial filed a voluntary petition for relief under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Case No.
10-15973) in Manhattan on Nov. 8, 2010.  Ambac said it will
continue to operate in the ordinary course of business as "debtor-
in-possession" under the jurisdiction of the Bankruptcy Court and
in accordance with the applicable provisions of the Bankruptcy
Code and the orders of the Bankruptcy Court.

Ambac's bond insurance unit, Ambac Assurance Corp., did not file
for bankruptcy.  AAC is being restructured by state regulators in
Wisconsin.  AAC is domiciled in Wisconsin and regulated by the
Office of the Commissioner of Insurance of the State of Wisconsin.
The parent company is not regulated by the OCI.

Ambac's consolidated balance sheet -- which includes non-debtor
Ambac Assurance Corp -- showed US$30.05 billion in total assets,
US$31.47 billion in total liabilities, and a US$1.42 billion
stockholders' deficit, at June 30, 2010.

On an unconsolidated basis, Ambac said in a court filing that
it has assets of (US$394.5 million) and total liabilities of
US$1.6826 billion as of June 30, 2010.

Bank of New York Mellon Corp., as trustee to seven different types
of notes, is listed as the largest unsecured creditor, with claims
totaling about US$1.62 billion.

The Blackstone Group LP is the Debtor's financial advisor.
Kurtzman Carson Consultants LLC is the claims and notice agent.
KPMG LLP is tax consultant to the Debtor.

Anthony Princi, Esq., Gary S. Lee, Esq., and Brett H. Miller,
Esq., at Morrison & Foerster LLP, in New York, serve as counsel
to the Official Committee of Unsecured Creditors.  Lazard Freres
& Co. LLC is the Committee's financial advisor.

Bankruptcy Judge Shelley C. Chapman entered an order confirming
the Fifth Amended Plan of Reorganization of Ambac Financial Group,
Inc. on March 14, 2012.  The Plan provides for the full payment of
secured claims and 8.5% to 13.2% recovery for general unsecured
claims.

Bankruptcy Creditors' Service, Inc., publishes AMBAC BANKRUPTCY
NEWS.  The newsletter tracks the Chapter 11 proceeding undertaken
by Ambac Financial Group and the restructuring proceedings of
Ambac Assurance Corp. (http://bankrupt.com/newsstand/or 215/945-
7000).


AMBAC FINANCIAL: Has OK for Winston & Strawn as Litigation Counsel
------------------------------------------------------------------
Judge Shelley Chapman of the U.S. Bankruptcy Court for the
Southern District of New York authorized Ambac Financial Group,
Inc. to employ Winston & Strawn LLP as its special litigation
counsel nunc pro tunc to May 9, 2012.

Richard Reinthaler, Esq., of Winston & Strawn, will be
specifically engaged with respect to the appeals pending in the
U.S. Court of Appeals for the Second Circuit from orders
previously entered by the Bankruptcy Court and the U.S. District
Court for the Southern District of New York approving the
Debtor's settlement of certain Securities Actions.

Mr. Reinthaler, formerly associated with Dewey & LeBoeuf LLP, has
been the Debtor's litigation counsel as of the Petition Date and
is familiar with the securities actions involving the Debtor.  He
resigned from D&L in early May 2012 and joined Winston & Strawn.
The Debtor wants to ensure continuation of Mr. Reinthaler's
services in its interests.

The Court rules that with respect to professional services,
Winston & Strawn will only seek compensation for services
provided by (i) Mr. Reinthaler and (ii) a junior associate who
assists Mr. Reinthaler in the drafting and preparation of monthly
fee statements and interim and final fee applications.  Mr.
Reinthaler's hourly rate is $995.  The firm may also seek
compensation for paraprofessional assistance to Mr. Reinthaler,
the Court adds.

Mr. Reinthaler assures Judge Chapman that Winston & Strawn does
not represent any party in matters adverse to the Debtor and its
related Chapter 11 case, and is thus "disinterested" as such term
is defined under Section 101(14) of the Bankruptcy Code.

                       About Ambac Financial

Ambac Financial Group, Inc., headquartered in New York City, is a
holding company whose affiliates provided financial guarantees and
financial services to clients in both the public and private
sectors around the world.

Ambac Financial filed a voluntary petition for relief under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Case No.
10-15973) in Manhattan on Nov. 8, 2010.  Ambac said it will
continue to operate in the ordinary course of business as "debtor-
in-possession" under the jurisdiction of the Bankruptcy Court and
in accordance with the applicable provisions of the Bankruptcy
Code and the orders of the Bankruptcy Court.

Ambac's bond insurance unit, Ambac Assurance Corp., did not file
for bankruptcy.  AAC is being restructured by state regulators in
Wisconsin.  AAC is domiciled in Wisconsin and regulated by the
Office of the Commissioner of Insurance of the State of Wisconsin.
The parent company is not regulated by the OCI.

Ambac's consolidated balance sheet -- which includes non-debtor
Ambac Assurance Corp -- showed US$30.05 billion in total assets,
US$31.47 billion in total liabilities, and a US$1.42 billion
stockholders' deficit, at June 30, 2010.

On an unconsolidated basis, Ambac said in a court filing that
it has assets of (US$394.5 million) and total liabilities of
US$1.6826 billion as of June 30, 2010.

Bank of New York Mellon Corp., as trustee to seven different types
of notes, is listed as the largest unsecured creditor, with claims
totaling about US$1.62 billion.

Peter A. Ivanick, Esq., Allison H. Weiss, Esq., and Todd L.
Padnos, Esq., now with Hogan Lovells, serve as the Debtor's
bankruptcy counsel.  They were previously with at Dewey & LeBoeuf
LLP.  The Blackstone Group LP is the Debtor's financial advisor.
Kurtzman Carson Consultants LLC is the claims and notice agent.
KPMG LLP is tax consultant to the Debtor.

Anthony Princi, Esq., Gary S. Lee, Esq., and Brett H. Miller,
Esq., at Morrison & Foerster LLP, in New York, serve as counsel
to the Official Committee of Unsecured Creditors.  Lazard Freres
& Co. LLC is the Committee's financial advisor.

Bankruptcy Judge Shelley C. Chapman entered an order confirming
the Fifth Amended Plan of Reorganization of Ambac Financial Group,
Inc. on March 14, 2012.  The Plan provides for the full payment of
secured claims and 8.5% to 13.2% recovery for general unsecured
claims.

Bankruptcy Creditors' Service, Inc., publishes AMBAC BANKRUPTCY
NEWS.  The newsletter tracks the Chapter 11 proceeding undertaken
by Ambac Financial Group and the restructuring proceedings of
Ambac Assurance Corp. (http://bankrupt.com/newsstand/or 215/945-
7000).


AMBAC FINANCIAL: Wins OK for Shearman as Tax Counsel
----------------------------------------------------
Ambac Financial Group, Inc. won bankruptcy court approval to
employ Shearman & Sterling LLP as its special tax controversy
counsel nunc pro tunc to May 29, 2012.

Lawrence M. Hill, Esq., formerly associated with Dewey & LeBoeuf
LLP, acted as lead tax controversy counsel of the Debtor as of
the Petition Date with respect a dispute with the Internal
Revenue Service and the negotiation of the IRS settlement.  Mr.
Hill has since resigned from D&L and joined the tax department of
Shearman & Sterling.  The Debtor wants to ensure continued
services from Mr. Hill.

As special tax controversy counsel, Mr. Hill will mainly assist
the Debtor with respect to the matters relating to the IRS
Dispute and the IRS Settlement.

The Shearman & Sterling professionals that are expected to
primarily assist the Debtor and their corresponding rates are:

    Lawrence Hill   (Partner)    $1,065 per hour
    Richard Nessler (Counsel)    $795 per hour
    Elizabeth McGee              $555 per hour

Mr. Hill assures the Court that Shearman & Sterling does not
represent any party in matters adverse to the Debtor and its
related Chapter 11 case, and is thus "disinterested" as such term
is defined under Section 101(14) of the Bankruptcy Code.

                       About Ambac Financial

Ambac Financial Group, Inc., headquartered in New York City, is a
holding company whose affiliates provided financial guarantees and
financial services to clients in both the public and private
sectors around the world.

Ambac Financial filed a voluntary petition for relief under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Case No.
10-15973) in Manhattan on Nov. 8, 2010.  Ambac said it will
continue to operate in the ordinary course of business as "debtor-
in-possession" under the jurisdiction of the Bankruptcy Court and
in accordance with the applicable provisions of the Bankruptcy
Code and the orders of the Bankruptcy Court.

Ambac's bond insurance unit, Ambac Assurance Corp., did not file
for bankruptcy.  AAC is being restructured by state regulators in
Wisconsin.  AAC is domiciled in Wisconsin and regulated by the
Office of the Commissioner of Insurance of the State of Wisconsin.
The parent company is not regulated by the OCI.

Ambac's consolidated balance sheet -- which includes non-debtor
Ambac Assurance Corp -- showed US$30.05 billion in total assets,
US$31.47 billion in total liabilities, and a US$1.42 billion
stockholders' deficit, at June 30, 2010.

On an unconsolidated basis, Ambac said in a court filing that
it has assets of (US$394.5 million) and total liabilities of
US$1.6826 billion as of June 30, 2010.

Bank of New York Mellon Corp., as trustee to seven different types
of notes, is listed as the largest unsecured creditor, with claims
totaling about US$1.62 billion.

Peter A. Ivanick, Esq., Allison H. Weiss, Esq., and Todd L.
Padnos, Esq., now with Hogan Lovells, serve as the Debtor's
bankruptcy counsel.  They were previously with at Dewey & LeBoeuf
LLP.  The Blackstone Group LP is the Debtor's financial advisor.
Kurtzman Carson Consultants LLC is the claims and notice agent.
KPMG LLP is tax consultant to the Debtor.

Anthony Princi, Esq., Gary S. Lee, Esq., and Brett H. Miller,
Esq., at Morrison & Foerster LLP, in New York, serve as counsel
to the Official Committee of Unsecured Creditors.  Lazard Freres
& Co. LLC is the Committee's financial advisor.

Bankruptcy Judge Shelley C. Chapman entered an order confirming
the Fifth Amended Plan of Reorganization of Ambac Financial Group,
Inc. on March 14, 2012.  The Plan provides for the full payment of
secured claims and 8.5% to 13.2% recovery for general unsecured
claims.

Bankruptcy Creditors' Service, Inc., publishes AMBAC BANKRUPTCY
NEWS.  The newsletter tracks the Chapter 11 proceeding undertaken
by Ambac Financial Group and the restructuring proceedings of
Ambac Assurance Corp. (http://bankrupt.com/newsstand/or 215/945-
7000).


APPLETON PAPERS: S&P Affirms 'B' Corp. Credit Rating; Off Watch
---------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its ratings on
Appleton, Wis.-based Appleton Papers, including the 'B' corporate
credit rating. All ratings were removed from CreditWatch where
they were placed with positive implications on May 18, 2012.
The outlook is stable.

"We removed our ratings on Appleton from CreditWatch positive
after the company announced that its proposed merger with unrated
Hicks Acquisition Co. II Inc. has been terminated duef to
unfavorable market conditions," said Standard & Poor's credit
analyst James Fielding. "It is now less likely that Appleton will
quickly reduce leverage without the equity infusion that would
have accompanied the previously proposed merger."

"The 'B' rating on Wisconsin-based Appleton Papers Inc. reflects
our view that the paper manufacturer's financial risk profile will
remain highly leveraged despite our expectation for slightly lower
debt levels and EBITDA improvements. The rating also incorporates
our opinion that the company maintains an adequate liquidity
position, given that it has no significant near-term debt
maturities or financial maintenance covenant requirements. We
continue to view Appleton's business risk to be 'weak', primarily
due to the long-term decline in demand for the company's core
carbonless paper products, which account for over 50% of its
sales," S&P said.

Appleton is an employee-owned firm and one of two primary
manufacturers of carbonless paper, which is used for multipart
forms such as credit card receipts, invoices, and packing slips.
The company also manufactures thermal papers and is expanding into
the specialty chemical and delivery solutions market through its
proprietary Encapsys technology.

"The stable rating outlook is based primarily on our view that
Appleton will continue to generate modest positive free operating
cash flow and maintain its adequate liquidity profile. As our
baseline assumptions suggest, we expect the company to remain
highly leveraged in the near term, which limits the potential for
an upgrade over the next 12 months," S&P said.

"However, we could raise our rating over the longer term if EBITDA
grows more substantially (perhaps by more than 30%) due to new
customers and higher contractual revenues in the Encapsys segment
and if Appleton uses its free cash flow to reduce debt such that
leverage was maintained below 5x. We would also raise our rating
if Appleton deleveraged by other means, such as an alternative
merger opportunity or an initial public offering," S&P said.

"Conversely, we could lower our ratings if operating conditions
worsened and we no longer viewed Appleton's liquidity to be
adequate. This could occur, in our view, if free operating cash
flow were to turn sharply negative (perhaps as a consequence of a
double-dip recession) such that sources of liquidity were no
longer expected to cover needs by less than 1.2x," S&P said.


ARCTIC GLACIER: Court Recognizes Canadian Proceeding
----------------------------------------------------
Arctic Glacier Income Fund disclosed that the Monitor, Alvarez &
Marsal Canada Inc. has obtained an order of the U.S. Bankruptcy
Court for the District of Delaware pursuant to Chapter 15 of the
U.S. Bankruptcy Code.

The U.S. Court Order recognizes and gives effect in the United
States to the approval and vesting order of the Manitoba Court of
Queen's Bench previously obtained by Arctic Glacier, which
approved the previously announced purchase and sale of
substantially all of Arctic Glacier's business and assets to
affiliates of H.I.G. Capital.

The Transaction will be effected pursuant to an asset purchase
agreement dated June 7, 2012 between Arctic Glacier, its
subsidiaries and the Purchaser.  The U.S. Court Order also
provides for the transfer of Arctic Glacier's assets to the
Purchaser, free and clear of all liens upon closing of the
Transaction in accordance with the terms of the Agreement.

Completion of the Transaction is expected to occur on or before
July 31, 2012. Closing remains subject to the satisfaction of
certain closing conditions customary in transactions of this
nature.

                        About Arctic Glacier

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

On Feb. 22, 2012 Arctic Glacier Income Fund, together with its
subsidiaries, initiated proceedings in the Manitoba Court of
Queens Bench seeking a court supervised recapitalization under the
Companies' Creditors Arrangement Act.

Concurrently, 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.


ARRAY BIOPHARMA: Had $8.2 Million Net Loss in March 31 Quarter
--------------------------------------------------------------
Array BioPharma Inc. filed its quarterly report on Form 10-Q,
reporting a net loss of $8.17 million on $19.11 million of
revenues for the three months ended March 31, 2012, compared with
a net loss of $11.50 million on $17.84 million of revenues for the
three months ended March 31, 2011.

For the nine months ended March 31, 2012, the Company reported a
net loss of $15.55 million on $64.47 million of revenues, compared
with a net loss of $34.57 million on $52.86 million of revenues
for the nine months ended March 31, 2011.

The Company's balance sheet at March 31, 2012, showed
$120.04 million in total assets, $198.81 million in total
liabilities, and a stockholders' deficit of $78.77 million.

"We have incurred operating losses and have an accumulated deficit
as a result of ongoing research and development spending," the
Company said in the filing.  "As of March 31, 2012, we had an
accumulated deficit of $562.7 million.  We had net losses of
$8.2 million for the quarter and $15.6 million for the nine months
ended March 31, 2012.  We had net losses of $56.3 million,
$77.6 million and $127.8 million for the fiscal years ended
June 30, 2011, 2010 and 2009, respectively."

"Management believes that the cash, cash equivalents and
marketable securities as of March 31, 2012, as well as milestone
payments that we expect to receive from existing collaborations in
the remainder of fiscal 2012, will enable us to continue to fund
operations in the normal course of business for at least the next
12 months.  Because sufficient funds may not be available to us
when needed from existing collaborations, we expect that we will
be required to continue to fund our operations in part through the
sale of debt or equity securities and through licensing select
programs that include upfront and/or milestone payments."

"Our ability to successfully raise sufficient funds through the
sale of debt or equity securities when needed is subject to many
risks and uncertainties and, even if we are successful, future
equity issuances would result in dilution to our existing
stockholders.  We also may not successfully consummate new
collaborations that provide for additional upfront fees or
milestone payments or we may not earn milestone payments under
such collaborations when anticipated or at all."

"If we are unable to obtain additional funding from these or other
sources when needed, or to the extent needed, it may be necessary
to significantly reduce the current rate of spending through
further reductions in staff and delaying, scaling back, or
stopping certain research and development programs, including more
costly Phase 2 and Phase 3 clinical trials on our wholly-owned
programs as these programs progress into later stage development.
Insufficient liquidity may also require us to relinquish greater
rights to product candidates at an earlier stage of development or
on less favorable terms to us and our stockholders than we would
otherwise choose in order to obtain upfront license fees needed to
fund operations.  These events could prevent us from successfully
executing our operating plan and in the future could raise
substantial doubt about our ability to continue as a going
concern."

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

                       http://is.gd/qOmozW

Boulder, Colo.-based Array BioPharma Inc. is a biopharmaceutical
company focused on the discovery, development and
commercialization of targeted small-molecule drugs to treat
patients afflicted with cancer and inflammatory diseases.  Array
has four core proprietary clinical programs: ARRY-614 for
myelodysplastic syndromes, ARRY-520 for multiple myeloma, ARRY-797
for pain and ARRY-502 for asthma.  In addition, Array has 10
partner-funded clinical programs including two MEK inhibitors in
Phase 2: selumetinib with AstraZeneca and MEK162 with Novartis.


BERNARD L. MADOFF: Dismissal of 'Extraterritorial' Claims Sought
----------------------------------------------------------------
Carla Main, substituting for Bill Rochelle, the bankruptcy
columnist for Bloomberg News, reports that UniCredit SpA, after
winning dismissal of most of a $59 billion racketeering lawsuit by
the liquidator of Bernard Madoff's firm, asked U.S. District Judge
Jed Rakoff to dismiss the remaining claims for money withdrawn
from the Ponzi scheme.

According to the report, the Italian bank said in a July 13
federal court filing in Manhattan that a U.S. bankruptcy trustee
can't take back investment funds received abroad and trustee
Irving Picard hasn't adequately shown that the transfers
originated in New York.

The report relates that UniCredit is seeking dismissal of
extraterritorial claims against itself and many other foreign
defendants under a schedule set by Judge Rakoff, who is reviewing
hundreds of Mr. Picard's lawsuits.

The case is Securities Investor Protection Corp. v. Bernard
L. Madoff Investment Securities LLC, 12-mc-00115, U.S. District
Court, Southern District of New York (Manhattan).

                     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.


BIOFUELS POWER: Had $293,000 Net Loss in First Quarter
------------------------------------------------------
Biofuels Power Corporation filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q disclosing
a net loss of $293,482 on $0 of sales for the three months ended
March 31, 2012, compared with a net loss of $344,393 on $0 of
revenue for the same period a year ago.

The Company's balance sheet at March 31, 2012, showed $1.72
million in total assets, $6.57 million in total liabilities and a
$4.85 million total stockholders' deficit.

During the three month period ended March 31, 2012, the Company
had no revenues.  Management decided not to incur the cost of
operating the power plants for the following reasons:

   (1) continued high feedstock prices and low power prices during
       the winter;

   (2) the need to move and relocate certain operating assets; and

   (3) the effort to finalize the acquisition of the H.O. Clarke
       property.

All of these factors caused management to focus on the future
expansion of the H.O. Clarke property and not on current
operations.

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

                       http://is.gd/yGJSIo

                          Biofuels Power

Humble, Tex.-based Biofuels Power Corporation is a distributed
energy company that is pioneering the use of biodiesel to fuel
small electric generating facilities that are located in close
proximity to end-users.  BPC's first power plant is currently
located near Houston, Texas in the city of Oak Ridge North.

The Company reported a net loss of $1.28 million on $0 of sales in
2011, compared with a net loss of $2.05 million on $0 of sales in
2010.

Following the 2011 results, Clay Thomas, P.C., in Houston, Texas,
expressed substantial doubt about the Company's ability to
continue as a going concern.  The independent auditors noted that
the Company has suffered significant losses and will require
additional capital to develop its business until the Company
either (1) achieves a level of revenues adequate to generate
sufficient cash flows from operations; or (2) obtains additional
financing necessary to support its working capital requirements.


BLUE BUFFALO: Moody's Assigns 'B1' CFR/PDR; Outlook Stable
----------------------------------------------------------
Moody's Investors Service assigned first time B1 Corporate Family
and Probability of Default Ratings to Blue Buffalo Company, Ltd.
Moody's also assigned B1 ratings to the company's new $430 million
senior secured first lien term loan due 2019 and to the new $40
million senior secured revolving credit facility expiring in 2017.
Proceeds from the term loan are expected to fund a special
dividend to the company's owners, including equity partner Invus
Group. Ratings are subject to Moody's review of the final
documentation. The outlook is stable.

The following ratings are assigned to Blue Buffalo Company, Ltd.:

- Corporate Family Rating at B1;

- Probability of Default Rating at B1;

- $40 million senior secured revolving credit facility expiring
   July 2017, at B1 (LGD 4, 51%);

- $430 million senior secured first lien term loan due July
   2019, at B1 (LGD 4, 51%);

The outlook is stable.

Ratings Rationale

"Despite a substantial increase in debt for a dividend
recapitalization, Blue Buffalo's above-market organic growth rates
are expected to drive increased profitability and lead to improved
credit metrics during the next twelve to eighteen months," said
Moody's Senior Analyst Nancy Meadows.

Blue Buffalo's B1 Corporate Family Rating reflects its relatively
small scale and highly leveraged capital structure, limited
geographic and segmental diversification, and the fact that it
competes against much larger and better resourced players. These
factors are partially offset by the company's increasingly strong
position in the niche US natural pet food space, driven by Blue
Buffalo's strong top-line organic sales growth and strengthening
profitability profile. The rating reflects Moody's assumption that
the company will de-leverage relatively quickly in the year
following the dividend via solid EBITDA growth. Also, the
company's liquidity is currently very good, and Moody's assumes
that the company will maintain adequate liquidity going forward.

The stable outlook reflects Moody's expectation that the company
will be able to generate sufficient free cash flow and de-leverage
rapidly, such that debt-to-EBITDA is below 5 times within the next
12 months.

Blue Buffalo's ratings could be downgraded if the company fails to
reduce its leverage to less than 5 times over the next 12 months
or if it fails to achieve RCF-to-net debt above 10%. Other factors
that could lead to a downgrade include product recalls, any event
that materially diminishes brand equity, or if financial policies
become overly aggressive.

Blue Buffalo's ratings could be upgraded if the company is able to
increase its scale while improving its credit metrics such that
debt-to-EBITDA is sustained below 4 times and RCF-to-net debt is
sustained above 15%. Other considerations that could contribute to
an upgrade include an expanded geographic footprint, more diverse
customer exposure and demonstrated ability to successfully manage
its rapid growth.

Blue Buffalo Company, Ltd., headquartered in Wilton, Connecticut,
is a leading developer of pet food and pet care products largely
sold through the US pet specialty channel. The company's primary
products include natural dog and cat foods, and to a lesser
extent, dog treats and recently launched natural kitty litter. The
company is majority-owned by equity partner Invus. Sales for the
twelve months ended March 31, 2012 were approximately $400
million.

The principal methodology used in rating Blue Buffalo was the
Global Packaged Goods methodology published in July 2009. Other
methodologies and factors that may have been considered in the
rating process of rating Blue Buffalo can also be found in the
Rating Methodologies sub-directory on Moody's website.


BTA BANK: Kazakhstan Bank Files Chapter 15 Again
------------------------------------------------
BTA Bank JSC, a Kazakhstan-based financial institution, again
filed for creditor protection under Chapter 15 of the U.S.
Bankruptcy Code (Bankr. S.D.N.Y. Case No. 12-12-13081) on July 16
in U.S. Bankruptcy Court in Manhattan.

BTA Bank JSC has asked the U.S. court to recognize the proceeding
in the Specialized Financial Court of Almaty City in the Republic
of Kazakhstan as a "foreign main proceeding."

BTA Bank estimated both debt and assets of more than $1 billion.

BTA Bank was incorporated under the laws of the Republic of
Kazakhstan on January 15, 1997 as a closed joint stock company
under the name Bank TuranAlem JSC as part of a restructuring and
merger between two state owned banks, Alem Bank and Turan Bank.
Since then, it has operated as a commercial bank, accepting
deposits and making loans.

BTA Group -- comprised of BTA Bank and its subsidiaries and
affiliated companies -- is one of the leading banking groups in
the Commonwealth of Independent States and has affiliated banks in
Russia, Ukraine, Belarus, Georgia, Armenia, Kyrgyzstan and Turkey.
In addition, the Bank maintains representative offices in Russia,
China, the United Arab Emirates and the United Kingdom (though it
does not at present actually carry on business in the United
Kingdom).

As of May 1, 2012, BTA Bank was the third largest bank in the
Republic of Kazakhstan by total assets with a market share of
10.9%, serving approximately 710,218 retail customers, 73,200
small and middle business customers and 1,397 corporate customers,
most of which reside or are registered, or maintain their
operations, inside Kazakhstan.  As of May 1, 2012 the Bank
employed 5,290 people inside and 2 people outside Kazakhstan

                       Road to Bankruptcy

Askhat Niyazbekovich Beisenbayev, as foreign representative, says
that between 2004 and 2007 the Bank expanded rapidly with
significant increases in its total assets and number of branches
and cash offices.  This expansion was primarily funded through
short- and medium-term bank borrowings and the issue of securities
in the international capital markets.

But following Kazakhstan's credit rating downgrade in October 2007
and the general deterioration in the financial markets since
August 2007, the Bank became unable to refinance its international
debt, which in turn reduced its ability to make loans.

In October 2008 the government of the Republic of Kazakhstan and
the FMSA announced a proposal to recapitalize the Bank as part of
a broader plan to stabilize the country's financial system.

Subsequent investigations and proceedings were launched in the
Republic of Kazakhstan, the United Kingdom, and elsewhere in
relation to fraudulent and unlawful transactions entered into by
the Bank's former management prior to February 2009 which, it
transpires, caused the Bank very significant losses.

On Oct. 7, 2009 the Bank applied to the Financial Court for an
order to commence a restructuring.  The foreign representative
filed a petition (Bankr. S.D.N.Y. Case No. 10-10638) in Manhattan
and the judge granted a petition for recognition of the Kazakhstan
proceeding as "foreign main proceeding.

The Kazakhstan proceedings were closed in August 2010 after all
distributions were made.  The Chapter 15 case was closed in
January 2011.  Creditors whose claims were restructured received a
mixture of cash, senior debt, subordinated debt, other forms of
debt, equity and so-called recovery units  in consideration for
the restructuring of their claims.

                        Second Bankruptcy

"Unfortunately, since the beginning of 2011 the Bank's financial
situation has deteriorated despite measures undertaken by
management," explains Beisenbayev.

"A high cost of funding and fierce competition among Kazakhstan
banks for business led to a steep deterioration in the Bank's net
interest margin, the measure of the difference between the
interest income generated by the Bank and the amount of interest
paid out to its lenders, relative to the amount of its (interest-
earning) assets.  Further, due to the subdued business environment
and cumbersome legal procedures, recoveries on non-performing
loans were considerably lower than expected. As a result, the Bank
showed a total negative equity under International Financial
Reporting Standards ("IFRS") of KZT 216 billion (US$ 1.5 billion)
by June 30, 2011, which worsened to an estimated IFRS consolidated
equity deficit of KZT 367 billion (US$ 2.5 billion) at year end
and has continued to worsen this year."

Considering the Bank's financial situation and the need to restore
the IFRS Tier 1 capital position, the Bank commenced discussions
with its creditors in order to effect a second restructuring of
all or part of its financial indebtedness under Kazakhstan laws.

The Bank on April 5, 2012 formally agreed to the creation of
a steering committee of creditors  to coordinate further
discussions in relation to the Restructuring.  The Steering
Committee selected Houlihan Lokey and Deloitte as joint financial
advisers and Baker & McKenzie as legal adviser.

On April 25, 2012 the Bank's board of directors resolved to
initiate the Restructuring. On April 28, 2012 the Bank entered
into an agreement on restructuring with the National Bank of
Kazakhstan pursuant to Article 59-3(3) of the Kazakhstan Banking
Law.

On April 28, 2012, after obtaining a review and comments from the
Steering Committee's advisers, the Bank submitted a draft
restructuring plan to the National Bank of Kazakhstan. After the
National Bank of Kazakhstan completed its review, the way was
clear for the Bank to seek a Financial Court order opening a
restructuring proceeding under Kazakhstan law.

The Bank made an application for restructuring under the Banking
Law, the Civil Procedural Code and the Amending Law on May 2,
2012.

The second restructuring will be effected through the
restructuring of the existing claims arising from the financial
instruments issued during the first restructuring.  The
Restructuring is expected to be completed by Sept. 27, 2012.

                          Chapter 15 Case

The Chapter 15 petition is being filed to prevent creditors from
seeking to take action against the Bank or its assets in the
United States.

The Bank's principal assets in the United States are balances in
accounts of correspondent banks located in New York City.  Its
major American creditors are financial institutions, such as Deere
Credit Inc, Goldman Sachs Lending Partners LLC, LM Moore, L.P.,
PNC Bank N.A. (formerly National City Bank Cleveland).

The Steering Committee of Creditors comprises Ashmore Investment
Management Limited (as agent for and on behalf of certain funds
and accounts for which it acts as investment adviser), the Asian
Development Bank, D.E. Shaw Oculus International, Inc. and D.E.
Shaw Laminar International, Inc., Gramercy Funds Management LLC,
J.P. Morgan Securities Ltd., Nomura International plc, The Royal
Bank of Scotland plc, SAM Salute Advisors Ltd., Swedish Export
Credits Guarantee Board - EKN and VR Capital Group Ltd. in its
capacity as General Partner of VR Global Partners, L.P

BTA Bank is represented in the U.S. bay:

         Evan C. Hollander, Esq.
         White & Case LLP
         1155 Avenue of the Americas
         New York, NY 10036
         Tel: (212) 819-8660
         Fax: (212) 354-8113
         E-mail: ehollander@whitecase.com


CAMP INT'L: Moody's Affirms 'B3' CFR, Rates Term Loan 'B1'
----------------------------------------------------------
Moody's Investors Service has affirmed all the ratings of CAMP
International Holding Company, including the B3 corporate family
rating, in consideration of the company's plan to issue a $25
million incremental first lien term loan under its existing bank
facility. The rating outlook remains stable. Proceeds of the add-
on term loan will repay revolver borrowings that went to fund
CAMP's acquisition of a competitor in early July.

Ratings are:

Corporate Family, affirmed at B3

Probability of Default, affirmed at B3

$30 million first lien revolver due May 2017, affirmed at B1 LGD3,
to 32% from 31%

$25 million first lien incremental term loan due May 2019,
assigned at B1, LGD3, 32%

$230 million first lien term loan due May 2019, affirmed at B1,
LGD3, to 32% from 31%

$115 million second lien revolver due October 2019, affirmed at
Caa2, LGD5, to 85% from 84%

Rating Outlook, Stable

Ratings Rationale

The B3 corporate family rating has been affirmed despite the 100%
debt funded acquisition within six weeks of CAMP's leveraged buy-
out. The acquisition reduces expectation for 2012 credit metric
levels but the company is expected to focus on integrating the
purchase and realizing the associated synergies, rather than on
further expansion spending near-term. As a result, CAMP should
demonstrate a free cash flow to debt ratio in the low to mid
single digit range by mid 2013, facilitating term loan repayment
of $15 million to $20 million by then.

The company's leverage level is high as a result of the leveraged
buy-out and subsequent business acquisition, which makes
realization of expected debt reduction critical to the maintenance
of the B3 rating and the stable outlook. On a Moody's adjusted
basis, the ratio of debt (pro forma for the May 2012 LBO) to 2011
revenues would have been 5x, while debt to EBITDA would have
exceeded 8.5x. These leverage ratios are elevated for both
aerospace/defense and software sector issuers. Organic revenues
should grow, but only in the mid single digit percentage range
owing to high renewal rates of CAMP's aircraft maintenance
subscriber base and the annual price hikes that have been
commanded historically. Rapid organic revenue growth rates are
unlikely due to CAMP's already good coverage of its niche. Gradual
debt reduction and the moderate degree of earnings growth
anticipated should help bring the very elevated leverage level
more into line with the B3 rating category.

Covenant provisions of the company's credit agreements also favor
likelihood of liquidity profile adequacy which supports outlook
stability. The first lien credit facility's maximum senior
leverage test, whose threshold tightens over time, activates when
$3 million or more of revolver utilization exists at quarter end
and the leverage ratio calculation permits proforma addbacks which
should facilitate compliance headroom. With proceeds of the
incremental term loan used to refinance the acquisition debt, the
revolver should be fully available to the company at the close of
the transaction.

Downward rating pressure would mount with weak liquidity and a
lack of demonstrated credit metric improvement. Further debt
funding of acquisitions near-term could pressure the rating or
outlook as well. Upward rating momentum, would depend on
expectation of debt to EBITDA below 6x, free cash flow to debt
above 10% and sustained adequate liquidity.

The principal methodology used in rating CAMP was the Global
Aerospace and Defense Industry Methodology published in June 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.

CAMP International Holding Company, based in Ronkonkoma, New York
provides maintenance tracking, inventory control and flight
scheduling services management programs. Revenues in 2011 were $70
million. In May of 2012 CAMP was acquired through a leveraged buy-
out by entities of the financial sponsor GTCR, LLC, a $700 million
transaction.


CAPITAL PROJECTS: S&P Cuts SPUR on 2000F-1 Revenue Bonds to 'D'
---------------------------------------------------------------
Standard & Poor's Ratings Services has lowered its underlying
rating (SPUR) on Capital Projects Finance Authority (CaPFA),
Fla.'s senior 2000F-1 revenue bonds to 'D' from 'C'. Standard &
Poor's lowered the rating due to CaPFA's reliance on National
Public Finance Guarantee Corp. to make debt service payments on
Oct. 1, 2011, by drawing on the insurance policy issued by the
bond insurer.


CARDICA INC: Had $3.7 Million Net Loss in March 31 Quarter
----------------------------------------------------------
Cardica, Inc., filed its quarterly report on Form 10-Q, reporting
a net loss of $3.72 million on $953,000 of revenues for the three
months ended March 31, 2012, compared with a net loss of
$3.57 million on $954,000 of revenues for the three months
ended March 31, 2011.

For the nine months ended March 31, 2012, the Company reported a
net loss of $9.96 million on $2.74 million of revenues, compared
with a net loss of $685,000 on $12.19 million of revenues for the
nine months ended March 31, 2011.

The Company's balance sheet at March 31, 2012, showed
$21.83 million in total assets, $7.35 million in total
liabilities, and stockholders' equity of $14.48 million.

"We require substantial additional capital and may be unable to
raise capital, which would force us to delay, reduce or eliminate
our research and development programs or commercialization efforts
and could cause us to cease operations," the Company said in the
filing.  "We cannot be certain that funds will be available and,
if they are not available, we may not be able to continue as a
going concern which may result in actions that could adversely
impact our stockholders."

As reported in the TCR on Sept. 27, 2011, Ernst & Young LLP, in
Redwood City, Calif., expressed substantial doubt about Cardica's
ability to continue as a going concern, following the Company's
results for the fiscal year ended June 30, 2011.  The independent
auditors noted that the Company has incurred cumulative net losses
of $123.8 million through June 30, 2011, and negative cash flows
from operating activities and expects to incur losses for the next
several years.

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

                       http://is.gd/ZT232h

Redwood City, Calif.-based Cardica, Inc., was incorporated in the
state of Delaware on Oct. 15, 1997, as Vascular Innovations, Inc.
On Nov. 26, 2001, the Company changed its name to Cardica, Inc.
Historically, the Company's business focused on the design,
manufacture and marketing of proprietary automated anastomotic
systems used by cardiac surgeons to perform coronary bypass
surgery.  The Company has expanded its business by including the
development of an endoscopic microcutter product line intended for
use by thoracic, bariatric, colorectal and general surgeons.


CLAIRE'S STORES: Had $19.9 Million Net Loss in Fiscal Q1
--------------------------------------------------------
Claire's Stores, Inc., reported a net loss of $19.92 million on
$340.61 million of net sales for the three months ended April 28,
2012, compared with a net loss of $19.59 million on $346.44
million of net sales for the three months ended April 30 2011.

The Company's balance sheet at April 28, 2012, showed $2.77
billion in total assets, $2.80 billion in total liabilities and a
$39.53 million stockholders' deficit.

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

                        http://is.gd/vPGSyO

                       About Claire's Stores

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

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

                        Bankruptcy Warning

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

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

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

      * the Company could be forced into bankruptcy or
        liquidation.


CLEAN HARBORS: Moody's Assigns 'Ba2' CFR, Rates Sr. Notes 'Ba3'
---------------------------------------------------------------
Moody's Investors Service has assigned a Ba3 rating to the planned
$600 million senior unsecured note of Clean Harbors, Inc.
Concurrently all existing ratings, including the Ba2 corporate
family rating, have been affirmed. The rating outlook is stable.
Proceeds of the planned notes will be used to fund Clean Harbors'
tender and consent solicitation offer for its $490 million senior
secured notes due 2016, with remaining proceeds to be used for
acquisitions and general corporate purposes.

Ratings:

Corporate Family, affirmed at Ba2

Probability of Default, affirmed at Ba2

$600 million senior unsecured notes due 2020, assigned at Ba3
LGD4, 62%

$490 million senior secured notes due 2016, unchanged at Ba2 LGD3,
41%

Speculative Grade Liquidity, affirmed at SGL-2

Rating Outlook, Stable

Ratings Rationale

The Ba3 rating assigned the planned $600 million senior unsecured
notes, versus the existing Ba2 rating on the senior secured notes
to be replaced, represents the effectively lesser priority that
Moody's expects the new notes would hold in a stress scenario
owing to their uncollateralized nature. The consent solicitation
seeks to lower restrictive covenant provisions of the senior
secured notes but Moody's expects that any senior secured notes
that do not participate in the transaction will soon after be
called by Clean Harbors and retired.

The corporate family rating of Ba2 has been affirmed. The rating
reflects Clean Harbors' growing network of hazardous waste and
environmental services businesses and favorable demand prospects
from energy-related exploration and production markets within the
U.S. and Canada which bode well for near-term performance. Moody's
expects that Clean Harbors' capital and acquisition spending
levels could remain high over the next couple of years as the
company continues expanding its many business lines and
undertaking investments to realize cost synergies and raise cross-
selling revenues. Expectation of high capex limits free cash flow
prospects while integration risk considerations from Clean
Harbors' acquisition focus also factor into the rating as well.
High exposure to energy-related markets also makes earnings more
vulnerable to a drop in the market price of oil.

The rating outlook is stable reflecting the good near-term
earnings view. Moody's expects that the company's debt to EBITDA
ratio, 2.6x as of Q1-2012 (Moody's adjusted basis), could range
between 3x-4x with acquisition borrowings. But Clean Harbors has
shown a willingness to partially fund larger acquisitions with
equity which reduces the likelihood that investment spending could
push leverage above this band.

Upward rating momentum would depend on greater diversity across
the waste stream, such as through less concentration on oil/gas
exploration and production markets. Expectation of debt to EBITDA
sustained in the 2.5x range and free cash flow to debt above 10%
would also accompany upward momentum. Downward rating pressure
would mount with debt to EBITDA above 4x, EBITDA margins below
15%, or a lack of consistent free cash flow generation. Should
free cash not be put toward the expansion spending initiatives and
instead go to shareholder rewards, the ratings could be revised
down.

The principal methodology used in rating Clean Harbors 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.

Clean Harbors, Inc., headquartered in Norwell, Massachusetts, is a
provider of environmental services and a leading operator of non-
nuclear hazardous waste treatment facilities in North America.
Revenues for the twelve months ended March 31, 2012 were $2.1
billion.


CLEAN HARBORS: S&P Rates New $600MM Senior Unsecured Notes 'BB+'
----------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its ratings, including
its 'BB+' corporate credit rating, on Clean Harbors Inc. The
outlook is stable. "We also assigned our 'BB+' senior unsecured
debt rating to Clean Harbors' proposed offering of $600 million of
senior notes due 2020. The recovery rating is '4', indicating
average recovery (30% to 50%) in the event of payment default.
Clean Harbors plans to use the proceeds of this offering to fund a
tender offer for its senior secured notes due Aug. 15, 2016, as
well as to provide funding for future acquisitions and general
corporate purposes. We will withdraw our ratings on the secured
notes following completion of the unsecured notes issuance and
tender offer," S&P said.

"The affirmation reflects our view that despite the increase in
debt following the proposed notes tender, Clean Harbors' credit
measures are not likely to deteriorate significantly and
management will remain committed to maintaining prudent financial
policies as it executes its growth strategy," said Standard &
Poor's credit analyst James Siahaan.

"The ratings on Norwell, Mass.-based Clean Harbors reflect the
company's 'intermediate' financial risk profile (including
environmental liabilities), an acquisition-oriented growth
strategy, and some susceptibility of its operations to economic
cycles. The company's leading competitive position in the
hazardous waste management industry, good diversity, specialized
assets, and 'strong' liquidity with a favorable debt maturity
schedule partially offset these factors. Standard & Poor's
characterizes Clean Harbors' business risk profile as 'fair,'" S&P
said.

With roughly $2.2 billion in revenues, Clean Harbors is one of the
largest providers of environmental services and the largest
operator of non-nuclear hazardous waste treatment facilities in
North America. The company's operations include:

- Technical services (38% of sales), which include collection,
   transport, treatment, and disposal of hazardous and industrial
   wastes;

- Field services (8%), which include specialty, on-site
   maintenance services such as tank cleaning, decontamination,
   remediation, and spill cleanup;

- Industrial services (27%), such as high-pressure and chemical
   cleaning, catalyst handling, decoking, material processing,
   and lodging services to energy and industrial companies; and

- Oil and gas field services (27%), including fluid handling,
   downhole servicing, directional boring services to oil and gas
   exploration, production, and power generation customers.

"Clean Harbors' competitive market position contributes to our
assessment of its business risk as fair. The company handles more
than two-thirds of the commercial hazardous incineration volume
and roughly 20% of hazardous landfill volume in North America. The
company's core business is performing well, partly because of
increased exposure to the oil and gas end market from a series of
acquisitions made since 2009. End-market diversity is good, and
revenues in many of its sectors have increased. Landfill volumes
and incinerator utilization were strong in 2011 and remain so. In
the first quarter of 2012, landfill volumes increased 19% year
over year and incineration utilization rose 5% to 90%. Still, the
company's operations are subject to economic cycles, as recessions
give rise to lower waste volumes and overcapacity in some
segments. Yet the company maintained solid operating performance
through the last recession despite weaker demand from its
chemical, manufacturing, and utilities customers, along with a
nationwide reduction in landfill volumes and volatile fuel and
labor costs during this period," S&P said.

S&P's performance expectations for 2012 include:

- Sales growth of 12% as a result of the contributions from
   acquisitions the company made in 2011, increased waste
   volumes, and modest improvements in pricing; and

- EBITDA margins of 18% to 19% because of continued
   profitability from oil and gas, refinery, and chemicals
   markets, along with good operating leverage; and

- Free cash flow that approaches $100 million partly because of
   improved working capital management.

"The company's trailing-12-month EBITDA margins as of March 31,
2012, were 19%. We believe the company should be able to maintain
this level if it contains costs in spite of a weak but gradually
improving economy and pricing competition. Clean Harbors'
profitability has consistently increased over the past decade,
from 13% in 2002 (the year that the company acquired the chemical
services division of Safety-Kleen Systems Inc. [B+/Stable/--]),"
S&P said.

"We characterize Clean Harbors' financial risk profile as
intermediate, mainly because of its prudent financial policies,
favorable credit measures, and strong liquidity. Acquisitions are
a key part of the company's growth strategy, but we don't believe
that potential acquisitions will impede credit quality or
forestall potential further financial improvement. Clean Harbors
has operated with significant excess cash balances since 2008 and
has demonstrated a willingness to use equity and cash on hand in
addition to debt borrowings as sources of financing for large
acquisitions. We believe the company will continue to strike a
prudent balance between its growth objectives and financial policy
decisions," S&P said.

"Environmental liabilities remain significant but manageable.
Clean Harbors has $169 million of closure, postclosure, and
remediation obligations, with another $3 million classified as
reasonably possible. Substantially all of these liabilities
resulted from the company's 2002 purchase of the assets of Safety-
Kleen's chemical services division and other assets. Annual
estimates for the costs of managing these environmental
liabilities are roughly $10 million to $15 million," S&P said.

"As of March 31, 2012, Clean Harbors' funds from operations (FFO)
to debt ratio was 43% and debt to EBITDA was 1.9x. Pro forma for
the notes refinancing, we expect these measures to deteriorate
slightly, to 35% and 2.1x. We adjust its debt figure to include
the capitalization of operating lease commitments, tax-adjusted
asset retirement and environmental obligations, accrued interest,
and tax-adjusted self-insurance liabilities. We believe the
company will be able to maintain FFO to debt of more than 30%--a
level we consider appropriate for the ratings. Clean Harbors has
continued to exceed this mark, as a combination of improving waste
volumes, large-scale project work, and continued investment in oil
and gas production have increased demand for the company's
services," S&P said.

"The outlook is stable. We believe that Clean Harbors will
continue to maintain strong liquidity and manage its growth
initiatives prudently. In our view, despite the additional debt,
the company's credit measures will likely remain above the minimum
consistent with the ratings as cash flow generation improves. The
company has adequate cushion for the ratings to execute its growth
strategy. The stable outlook also reflects our view that its
liquidity and cash flow generation should continue to support the
company's acquisitions," S&P said.

"Although unlikely, we could lower the ratings if cash flow
declines substantially because of a weak economy, which would lead
to lower waste volumes and capacity utilization rates than we
expect, or if the company undertakes other sizable debt-financed
acquisitions that weaken its financial risk profile. Under our
projections, we estimate that if revenues underperform our
expectations by more than 6% and EBITDA margins fall precipitously
to less than 12%, then FFO to debt could deteriorate to about 20%,
which could prompt a modest downgrade. We could also lower the
ratings if unexpected cash outlays or financial policy decisions
reduce liquidity or stretch the financial profile beyond what
would be appropriate for the rating," S&P said.


CMGT INC: $17MM Malpractice Suit is Absurd, Mayer Brown Says
------------------------------------------------------------
Amanda Bransford at Bankruptcy Law360 reports that Mayer Brown LLP
asked the Seventh Circuit on Friday to affirm a lower court's
dismissal of a CMGT Inc. bankruptcy trustee's $17 million
malpractice lawsuit against the law firm, calling it an attempt to
manipulate the justice system and saying its success would lead to
an absurd result.

CMGT trustee David Grochocinski's complaint stems from Mayer
Brown's actions in a suit against CMGT by Gerry Spehar and his
company, Spehar Capital LLC, a consultant hired to help CMGT
secure financing.

                          About CMGT Inc.

In early 2004, Spehar Capital, LLC, a venture capital consulting
firm, secured a $17 million default judgment against CMGT, Inc.,
in California state court.

Seeking to recover the $17 million judgment, SC filed a single-
creditor involuntary bankruptcy petition against CMGT in Illinois
(Bankr. N.D. Ill. Case No. 04 B 31669).

David Grochocinski, in his capacity as Chapter 7 Trustee for the
bankruptcy estate of CMGT, sued Mayer Brown Rowe & Maw LLP and
Ronald B. Given, one of its attorneys, for legal malpractice.


COLLIER LAND: U.S. Trustee Withdrew Motion to Convert Ch. 11 Case
-----------------------------------------------------------------
Roberta A. DeAngelis, the U.S. Trustee for Region 3, notified the
U.S. Bankruptcy Court for the Western District of Pennsylvania
that she has withdrawn the motion to convert the Chapter 11 case
of Collier Land & Coal Development, LP to on under Chapter 7 of
the Bankruptcy Code.

Clairton, Pennsylvania-based Collier Land & Coal Development, LP,
began its operations in 2007 with the intention of mining the coal
on the real estate and then subdividing the land and selling
approximately 59 buildable lots to developers.

The Company filed for Chapter 11 bankruptcy protection (Bankr.
W.D. Pa. Case No. 10-22059) on March 25, 2010.  Robert S.
Bernstein, Esq., and Scott E. Schuster, Esq., at Bernstein Law
Firm, P.C., serve as the Debtor's bankruptcy counsel.  The Debtor
estimated its assets at 10 million to $50 million and debts at
$1 million to $10 million, as of the petition date.


CORDILLERA GOLF: Bids to Hire Chief Restructuring Officer
---------------------------------------------------------
Rachel Feintzeig at Dow Jones' DBR Small Cap reports that
Cordillera Golf Club LLC's bid to hire a chief restructuring
officer has sparked objections from a host of players, including a
group of members who are locked in a battle with the club's equity
owner and remain intent on wresting control of the case and
company from him.

                      About Cordillera Golf

Cordillera Golf Club, LLC filed for protection under Chapter 11 of
the Bankruptcy Code (Bankr. D. Del. Case No. 12-11893) amid lower
membership rates and tensions with current members.

The Debtor owns an exclusive 730-acre four-course golf club at the
Cordillera resort community in Edwards, Colorado.  The club is
located at the 7,000-acre Cordillera development, which has 1,087
residential lots.  Half of all property owners within Cordillera
are club members.

David Wilhelm acquired 100% interest in the Debtor in 2009
following an arbitration that stemmed from revelations that the
then owners of the 70% interests had diverted funds away from the
Debtor's operations.

Attorneys at Young, Conaway, Stargatt & Taylor and Foley & Lardner
LLP serve as counsel to the Debtor.  Omni Management Group LLC is
the claims and notice agent.

The Debtor estimated assets and debts of $10,000,001 to
$50,000,000 as of the Chapter 11 filing.


D MEDICAL INDUSTRIES: Had NIS48.3 Million Net Loss in 2011
----------------------------------------------------------
Kesselman & Kesselman, in Haifa, Israel, expressed substantial
doubt about D. Medical Industries Ltd.'s ability to continue as a
going concern, following the Company's results for the fiscal year
ended Dec. 31, 2011.  The independent auditors noted that the
Company has suffered recurring losses and negative cash flows from
operations.

The Company reported a net loss of NIS 48.30 million on
NIS 1.51 million of sales for 2011, compared with a net loss of
NIS 45.89 million on NIS 1.26 million of sales for 2010.

The Company's balance sheet at Dec. 31, 2011, showed
NIS 15.63 million in total assets, NIS 11.29 million in total
liabilities, and equity of NIS 4.34 million.

A copy of the Form 20-F is available for free at:

                       http://is.gd/Vvrf1h

Tirat-Carmel, Israel-based D. Medical Industries Ltd. is a medical
device company engaged through its subsidiaries in the research,
development, manufacture and sale of innovative products for
diabetes treatment and drug delivery.


DEJOUR ENERGY: Posts C$11 Million Net Loss in 2011
--------------------------------------------------
BDO Canada LLP, in Calgary, Alberta, audited Dejour Energy Inc.'s
consolidated financial statements as of and for the fiscal year
ended Dec. 31, 2011.

The independent auditors noted: "Without qualifying our audit
opinion, we draw attention to Note 2 in the consolidated financial
statements that indicates that the Company has a working capital
deficiency of C$7,756,435 and an accumulated deficit of
C$76,509,825.  These conditions, along with the other matters
described in Note 2, indicate the existence of a material
uncertainty that may cast significant doubt about the Company's
ability to continue as a going concern."

The Company reported a net loss of C$11.04 million on
C$7.17 million of revenues and other income for 2011, compared
with a net loss of C$5.12 million on C$6.88 million of revenues
and other income for 2010.

The Company's balance sheet at Dec. 31, 2011, showed
C$29.44 million in total assets, C$13.13 million in total
liabilities, and stockholders' equity of C$16.31 million.

A copy of the Form 20-F is available for free at:

                       http://is.gd/3895uv

Vancouver, British Columbia-based Dejour Energy Inc. is in the
business of acquiring, exploring and developing energy projects
with a focus on oil and gas exploration in Canada and the United
States.  The Company holds approximately 113,000 net acres of oil
and gas leases in the following regions:

  -- The Peace River Arch of northwestern British Columbia and
     northeastern Alberta, Canada

  -- The Piceance, Paradox and Uinta Basins in the US Rocky
     Mountains


DEWEY & LEBOEUF: Ex-Partners May Face Malpractice Suits
-------------------------------------------------------
Megan Leonhardt at Bankruptcy Law360 reports that former Dewey &
LeBoeuf LLP partners could face malpractice suits should clients
experience privacy breaches as the bankrupt firm starts to look
for ways to cut costs by quickly disposing of hundreds of
thousands of client files, experts said Monday.

While the issue of storage costs may seem like small potatoes in a
bankruptcy with listed debts of $245 million and assets of $193
million, experts said Monday that the issue could have gigantic
privacy and liability consequences for clients and former partners
if handled improperly, according to Bankruptcy Law360.

                       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 Former Partners hired Tracy L. Klestadt, Esq., and
Sean C. Southard, Esq., at Klestadt & Winters, LLP, as counsel.

Dewey & LeBoeuf has won Court authority to use lenders' cash
collateral through July 31, 2012.


EASTMAN KODAK: Has Aug. 8 Auction for Digital Imaging Patents
-------------------------------------------------------------
Eastman Kodak Co. received the go-ahead to auction off more than
1,100 digital imaging patents as part of its bankruptcy
restructuring.

Judge Allan Gropper of the U.S. Bankruptcy Court for the Southern
District of New York approved on July 2 the bid process proposed
by the company in connection with the sale of its patents, which
relate to the capture, manipulation and sharing of digital
images.

Under the bid process, interested buyers have until July 30 to
submit offers for the assets.  Eastman Kodak will hold an auction
on August 8 if there is more than one qualified bid.

Only the winning bidder and the amount of his bid will be
announced publicly at the end of the auction.  A copy of the
document detailing the bid requirements is available for free
at http://bankrupt.com/misc/Kodak_BidRequirements.pdf

Judge Gropper approved the bid process amid opposition from
Flashpoint Technologies Inc. and Apple Inc., which claims
ownership of 10 of the patents being sold.

In his July 2 decision, the bankruptcy judge said the patents
included in the sale block are property of Eastman Kodak's
estate.  He granted the company the right to sell the patents
"free and clear" of Apple's and FlashPoint's claims at the
auction.

Apple bases its patent claims on its digital camera collaboration
with the company in the early 1990s.  Earlier, the iPhone maker
was sued by Eastman Kodak in bankruptcy court to block its claims
but Apple responded by asking a federal judge to take their
dispute to a district court which it sees as the more appropriate
forum.

Timothy Lynch, Eastman Kodak's chief intellectual property
officer, called the claims "baseless" and said the company can
move ahead with the sale even if the dispute is not settled by
the time the sale is completed.

"We are gratified that the court has enabled us to move ahead
with our patent auction in a timely manner and with clarity on
ownership for the winning buyer," Mr. Lynch said in a statement.

Eastman Kodak's committee of unsecured creditors expressed
support for the sale of the patents, saying the company complied
with U.S. bankruptcy law in asking for conditional approval of
the sale.

Meanwhile, Nokia Corp. and Motorola Solutions Inc., which have
patent license agreements with Eastman Kodak, dropped their
objections to the sale.  The companies previously complained that
the terms of the sale do not offer them any protection or do not
say what would happen to the rights of the licensees.

The bankruptcy court will hold a hearing on August 20 to consider
approval of the sale of the assets to the winning bidder.

                        About Eastman Kodak

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

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

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

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

Attorneys at Sullivan & Cromwell LLP and Young Conaway Stargatt &
Taylor, LLP, serve as counsel to the Debtors.  FTI Consulting,
Inc., is the restructuring advisor.   Lazard Freres & Co. LLC, is
the investment banker.   Kurtzman Carson Consultants LLC is the
claims agent.

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

Michael S. Stamer, Esq., David H. Botter, Esq., and Abid Qureshi,
Esq., at Akin Gump Strauss Hauer & Feld LLP, represent the
Unofficial Second Lien Noteholders Committee.

Robert J. Stark, Esq., Andrew Dash, Esq., and Neal A. D'Amato,
Esq., at Brown Rudnick LLP, represent Greywolf Capital Partners
II; Greywolf Capital Overseas Master Fund; Richard Katz, Kenneth
S. Grossman; and Paul Martin.


EASTMAN KODAK: Proposes $8.82-Mil. Bonus Plan for Execs
-------------------------------------------------------
Eastman Kodak Co. asked the U.S. Bankruptcy Court in Manhattan to
approve a compensation plan for its top executives and managers.

Under the plan, nine Kodak executives and six managers would be
paid a total of up to $8.82 million in cash and deferred stock if
they successfully reorganize the company and pay back unsecured
creditors.

Antonio Perez, Kodak's chief executive officer, could receive a
bonus of more than $2 million under the compensation plan.

Eastman Kodak's success in selling its digital imaging patents,
which are worth up to $2.6 billion, will likely play a key role
in how much creditors are paid.

A Kodak spokesman said the "only way for Antonio Perez and the
other participants in the plan to receive payments at the target
levels proposed in the motion will be through a successful
emergence from Chapter 11, payback to creditors and hitting all
the covenants in the [company's bankruptcy loan] agreement, which
will be a very positive outcome for creditors," The Wall Street
Journal reported..

Creditors must recover funds that are roughly double the current
value of certain Kodak bonds for executives to get their "target
payout," according to the report.

James Mesterharm, Eastman Kodak's chief restructuring officer,
said in a memo to employees that the proposed plan "provides
our leaders an opportunity to earn market-competitive compensation
. . . for their achievement of this goal" of getting out of
bankruptcy, according to a report by Rochester Democrat and
Chronicle.

Robert Rock, senior bankruptcy attorney with Albany-based law
firm Tully Rinckey PLLC, said bonus programs are common in
Chapter 11 cases of publicly held companies.

"The concept is that these bonuses are given to key executives in
order to keep them with the reorganizing company at a time when
that company desperately needs them," Rochester Democrat quoted
Mr. Rock as saying.

"The contingency that the company emerge from bankruptcy gives
the executives a strong incentive to see that the Chapter 11
succeeds.  The contingency that creditors receive a meaningful
payment on their claims ensures that the reorganization is run
for the benefit of the creditors and not the company executives,"
Mr. Rock said.

New York-based Frederic W. Cook & Co. Inc., consultant for the
restructuring and executive compensation committee of Eastman
Kodak's board, said the plan "increases the probabilities of a
successful reorganization."

"In the absence of the performance plan, the key management
employees would lack appropriate incentive opportunities and have
significantly below-market compensation," said the firm's
president Daniel Ryterband.

A court hearing to consider approval of the compensation plan is
scheduled for August 6.  Objections are due by July 30.

                        About Eastman Kodak

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

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

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

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

Attorneys at Sullivan & Cromwell LLP and Young Conaway Stargatt &
Taylor, LLP, serve as counsel to the Debtors.  FTI Consulting,
Inc., is the restructuring advisor.   Lazard Freres & Co. LLC, is
the investment banker.   Kurtzman Carson Consultants LLC is the
claims agent.

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

Michael S. Stamer, Esq., David H. Botter, Esq., and Abid Qureshi,
Esq., at Akin Gump Strauss Hauer & Feld LLP, represent the
Unofficial Second Lien Noteholders Committee.

Robert J. Stark, Esq., Andrew Dash, Esq., and Neal A. D'Amato,
Esq., at Brown Rudnick LLP, represent Greywolf Capital Partners
II; Greywolf Capital Overseas Master Fund; Richard Katz, Kenneth
S. Grossman; and Paul Martin.


EASTMAN KODAK: Wins Extension to Object to Sec. 503(b)(9) Claims
----------------------------------------------------------------
Eastman Kodak Co. sought and obtained a two-month extension of
time to file objections to claims asserted under Section
503(b)(9) of the Bankruptcy Code.

In its July 13 decision, the U.S. Bankruptcy Court in Manhattan
moved the deadline to September 14.  The extension will give
Eastman Kodak the "flexibility" in evaluating and negotiating
settlement of those claims.

As of July 5, Eastman Kodak has received approximately 500 claims
asserted under Section 503(b)(9).  The company has already filed
four omnibus objections to those claims as of July 11.

                        About Eastman Kodak

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

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

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

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

Attorneys at Sullivan & Cromwell LLP and Young Conaway Stargatt &
Taylor, LLP, serve as counsel to the Debtors.  FTI Consulting,
Inc., is the restructuring advisor.   Lazard Freres & Co. LLC, is
the investment banker.   Kurtzman Carson Consultants LLC is the
claims agent.

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

Michael S. Stamer, Esq., David H. Botter, Esq., and Abid Qureshi,
Esq., at Akin Gump Strauss Hauer & Feld LLP, represent the
Unofficial Second Lien Noteholders Committee.

Robert J. Stark, Esq., Andrew Dash, Esq., and Neal A. D'Amato,
Esq., at Brown Rudnick LLP, represent Greywolf Capital Partners
II; Greywolf Capital Overseas Master Fund; Richard Katz, Kenneth
S. Grossman; and Paul Martin.


EASTMAN KODAK: FUJIFILM Says Stay Doesn't Apply to Counterclaims
----------------------------------------------------------------
FUJIFILM Corporation and FUJIFILM North America Corporation ask
the Bankruptcy Court to enter an order that the automatic stay
does not apply or, to the extent it may apply, that it be
modified to permit FUJIFILM to prosecute declaratory judgment
counterclaims related to patents at issue in an infringement
action being pursued by Eastman Kodak Company in the United
States District Court for the Western District of New York.

On January 13, 2012, the Debtor filed a complaint in the Western
District alleging the FUJIFILM infringes five patents relating to
Kodak digital camera technology.  FUJIFILM has asserted as
affirmative defenses, among others, that one or more of the
claims of the Asserted Patents are invalid, that FUJIFILM has not
infringed any valid and enforceable claim of the Asserted
Patents, and that FUJIFILM has a license to practice one of the
Asserted Patents.  FUJIFILM's responsive pleading also states
mirror image counterclaims for invalidity, non-infringement, and
license.

FUJIFILM tells the Court that the Debtor has already advised
FUJIFILM that it has no objection, by reference to the automatic
stay, to FUJIFILM bringing its Counterclaims.

Allowing FUJIFILM to prosecute its Counterclaims directly in the
Western District will bring the parties' dispute to a complete
resolution in the Western District Action without the need for
additional and perhaps duplicative litigation.

Judge Allan Gropper granted FUJIFILM's request.

                        About Eastman Kodak

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

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

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

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

Attorneys at Sullivan & Cromwell LLP and Young Conaway Stargatt &
Taylor, LLP, serve as counsel to the Debtors.  FTI Consulting,
Inc., is the restructuring advisor.   Lazard Freres & Co. LLC, is
the investment banker.   Kurtzman Carson Consultants LLC is the
claims agent.

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

Michael S. Stamer, Esq., David H. Botter, Esq., and Abid Qureshi,
Esq., at Akin Gump Strauss Hauer & Feld LLP, represent the
Unofficial Second Lien Noteholders Committee.

Robert J. Stark, Esq., Andrew Dash, Esq., and Neal A. D'Amato,
Esq., at Brown Rudnick LLP, represent Greywolf Capital Partners
II; Greywolf Capital Overseas Master Fund; Richard Katz, Kenneth
S. Grossman; and Paul Martin.


ELLEN TRACY: Ex-Owners Bid to Remove Trustee's $50MM Suit Denied
----------------------------------------------------------------
Jake Simpson at Bankruptcy Law360 reports that U.S. District Judge
Alison J. Nathan denied a bid Thursday by the former owners of
Ellen Tracy LLC, including private equity firm Hilco Consumer
Capital LP, to withdraw a $50 million suit against them by Ellen
Tracy's trustee from bankruptcy court.

As reported by the TCR on August 17, 2009, Shanghai K&J
Apparel Co., Chinamine Trading and Excellent Jade Ltd. -- owed a
total of $3.8 million by Ellen Tracy -- filed a bankruptcy
petition to send the Company to Chapter 7 liquidation.  The
petition was filed in Manhattan (Bankr. S.D.N.Y. Case No. 09-
14994).

Ellen Tracy LLC is a New York-based maker of women's dresses,
eyewear and luggage which started as a blouse company in 1949,
selling a dozen shirts for $36.  In February 2008, Liz Claiborne
Inc. sold the Ellen Tracy brand to investors including former
Bloomingdale's Chairman Marvin Traub and Barry Sternlicht, the
real-estate investor who heads Starwood Capital Group LLC.
The buyers paid $27.3 million in cash, and agreed to pay another
$15 million, depending on Ellen Tracy's performance through 2012.
The purchasers also include Radius Partners LLC and Windsong
Brands LLC's William Sweedler.


EVERGREEN SOLAR: Court Confirms Plan of Liquidation
---------------------------------------------------
BankruptcyData.com reports that the U.S. Bankruptcy Court
confirmed Evergreen Solar's Plan of Liquidation.

According to documents filed with the Court, "The Plan is a plan
of liquidation, which, among other things, provides for a Plan
Administrator to liquidate or otherwise dispose of the Estate's
remaining Assets, if and to the extent such Assets were not
previously monetized to Cash or otherwise transferred by the
Debtor prior to the Effective Date, and distribute all net
proceeds to Creditors in accordance with the priority scheme under
the Bankruptcy Code, subject to certain exceptions and
qualifications as discussed below and herein, including the
proposed retention by the Liquidating Debtor of certain property
which will be liquidated by the Plan Administrator to fund the
payment of, as necessary, Plan Expenses and Claims other than
those of the 13% Secured Noteholders.  The Plan is consistent
with, and implements in part, the Settlement Stipulation Order
that was entered by the Bankruptcy Court on March 6, 2012, which
order approved a settlement by and among the Debtor, the
Committee, certain holders of the 13% Secured Notes, and the 13%
Secured Notes Indenture Trustee, that, among other things,
provided for certain assets to be transferred to the 13% Secured
Notes Indenture Trustee, for certain assets to be transferred to
an 'Unsecured Creditor Vehicle' (established for the benefit of
general unsecured creditors), and for certain assets to be
retained by the Debtor in order to pay Administrative Claims,
Priority Claims, and Plan Expenses, with any residual value to be
provided to general unsecured creditors.  Pursuant to the
Settlement Stipulation, the Committee and the Supporting Secured
Noteholders support the confirmation of the Plan. Under the Plan,
generally, except as otherwise provided, Administrative Claims and
Priority Tax Claims are unclassified and are to be paid in full,
or upon such other terms as the Debtor and the affected Holder may
agree."

                       About Evergreen Solar

Evergreen Solar, Inc. -- http://www.evergreensolar.com/--
developed, manufactured and marketed String Ribbon solar power
products using its proprietary, low-cost silicon wafer technology.

The Marlboro, Mass.-based Company filed for Chapter 11 bankruptcy
(Bankr. D. Del. Case No. 11-12590) on Aug. 15, 2011, before Judge
Mary F. Walrath.  The Company's balance sheet at April 2, 2011,
showed $373,972,000 in assets, $455,506,000 in total liabilities,
and a stockholders' deficit of $81,534,000.

Ronald J. Silverman, Esq., and Scott K. Seamon, Esq., at Bingham
McCutchen LLP, serve as general bankruptcy counsel to the Debtor.
Laura Davis Jones, Esq., and Timothy P. Cairns, Esq., at Pachulski
Stang Ziehl & Jones LLP, serve as co-counsel.  Hilco Industrial
LLC serves as exclusive marketing and sales agent.  Klehr Harrison
Harvey Branzburg serves as special conflicts counsel.  Zolfo
Cooper LLC is the financial advisor.  UBS Securities, LLC, serves
as investment banker.  Epiq Bankruptcy Solutions has been tapped
as claims agent.

In conjunction with the Chapter 11 filing, the Company entered
into a restructuring support agreement with certain holders of
more than 70% of the outstanding principal amount of the Company's
13% convertible senior secured notes.  As part of the bankruptcy
process the Company will undertake a marketing process and will
permit all parties to bid on its assets, as a whole or in groups
pursuant to 11 U.S.C. Sec. 363.  An entity formed by the
supporting noteholders, ES Purchaser, LLC, entered into an asset
purchase agreement with the Company to serve as a 'stalking-horse"
and provide a "credit-bid" pursuant to the Bankruptcy Code for
assets being sold.

The supporting noteholders are represented by Michael S. Stainer,
Esq., and Natalie E. Levine, Esq., at Akin Gump Strauss Hauer &
Feld LLP, in New York.

An official committee of unsecured creditors has retained Pepper
Hamilton and Kramer Levin Naftalis & Frankel as counsel.  The
Committee tapped Garden City Group as communications services
agent.

Evergreen Solar is at least the fourth solar company to seek court
protection from creditors since August 2011.  Other solar firms
are start-up Spectrawatt Inc., which also filed in August,
Solyndra Inc., which filed early in September, and Stirling Energy
Systems Inc., which filed for Chapter 7 bankruptcy late in
September.

Evergreen sold the assets piecemeal in three auctions.  Max Era
Properties Ltd. from Hong Kong paid $6 million cash and
$3.2 million in stock of China Private Equity Investment Holdings
Ltd. for the company name, intellectual property, and wafermaking
assets.  Kimball Holdings LLC paid $3.8 million for solar panel
inventory while the secured lenders exchanged $21.5 million of
their $165 million claim for a $171 million claim against Lehman
Brothers Holdings Inc.  Max Era Properties Limited and Sovello AG
bought equipment and machinery located at the Debtor's Devens,
Massachusetts facility for $8.9 million.


FIBERTOWER CORP: Files for Chapter 11 With Plan
-----------------------------------------------
FiberTower Corporation and certain of its wholly-owned
subsidiaries: FiberTower Network Services Corp., FiberTower
Licensing Corp., and FiberTower Spectrum Holdings, LLC filed
voluntary petitions for reorganization under Chapter 11 of the
U.S. Bankruptcy Code.  The filing, which was made in U.S.
Bankruptcy Court for the Northern District of Texas, Fort Worth
division, includes a proposed plan of reorganization for
FiberTower.

The proposed plan of reorganization will eliminate the Company's
long-term debt enabling the Company to emerge from bankruptcy as a
stronger business.  The proposed plan reorganizes FiberTower
around its restructured legacy backhaul network as well as two
other business lines -- spectrum services and carrier services.
FiberTower has taken these steps after evaluating various
strategic and financial alternatives and determining that
reorganizing under Chapter 11 is in the best long-term interests
of the Company, its customers, employees, creditors, business
partners and other stakeholders.  The proposed plan of
reorganization is supported by an ad hoc group of holders of the
Company's secured debt pursuant to a plan support agreement.

During the Chapter 11 process, the Company intends to run
"business as usual" and will: (i) operate its backhaul network;
(ii) pay "post-petition" vendors, suppliers and other business
partners for goods and services provided; and (iii) pay employees'
wages and salaries and maintain current medical, dental, life
insurance, disability and other benefits.  The Company has reached
a consensual agreement with the Ad Hoc Group to use cash
collateral. In addition, the Company filed a variety of "first day
motions" to support its employees, customers, vendors and other
stakeholders; to maintain existing cash management programs; to
retain legal and other professionals; and to support the Company's
reorganization case.

Based in San Francisco, California-FiberTower Corporation is a
provider of facilities-based backhaul services to wireless
carriers.  As of Dec. 31, 2010, the Company provided services to
6,400 billing customer locations at 3,276 billing sites in 13
markets throughout the United States; had master service
agreements with nine wireless carriers in the United States; had
relationships with fiber service providers giving the Company
access to over 1,000 mobile switching centers (MSCs) and 125,000
fiber-based aggregation points, and owned a national spectrum
portfolio of 24 gigahertz (GHz) and 39 gigahertz wide-area
spectrum licenses, including over 740 megahertz in the United
States metropolitan areas and, in the aggregate, approximately
1.55 billion channel pops calculated as the number of channels in
a given area multiplied by the population, as measured in the
census, covered by these channels.


FR 160: Wins Approval to Hire Snell & Wilmer as Counsel
-------------------------------------------------------
FR 160, LLC, won approval from the bankruptcy judge to employ
Snell & Wilmer L.L.P. as counsel it its Chapter 11 case.

The firm has agreed to provide various services, including:

  (a) rendering legal advice with respect to the powers and
      duties of the Debtor that will continue to manage its
      property and assets as debtor-in-possession;

  (b) negotiating and preparing on the Debtor's behalf a plan of
      reorganization, disclosure statement, and all related
      agreements and/or documents and take any necessary action on
      behalf of the Debtor to obtain confirmation of such plan;
      and

  (c) taking all necessary action to protect and preserve the
      estate of the Debtor, including the prosecution of actions
      on the Debtor's behalf, the defense of any actions commenced
      against the Debtor, negotiations concerning all litigation
      in which the Debtor is or will become involved, and the
      evaluation and objection to claims filed against the estate;

Snell & Wilmer holds a $98,954 retainer to be applied toward legal
fees and costs in this case.  Snell & Wilmer will hold the funds
in its client trust account and will apply the funds to fees and
expenses approved by this Court upon approval of a fee
application.

The attorneys that may be designated to represent the Debtor and
their standard hourly rates are:

                               Per Hour
                               --------
    Christopher H. Bayley       $665
    Andrew V. Hardenbrook       $270

Melissa Weber, a paralegal at the firm, will bill the Debtor $180
per hour.

To the best of the Debtor's knowledge, (i) Snell & Wilmer's
proposed role as counsel to the Debtor presents no adverse
interest to the Debtor or creditors, and (ii) Snell & Wilmer is
otherwise disinterested as that term is defined in 11 U.S.C. Sec.
101(14).

                       Judicial Foreclosure

The Debtor took title to its real property through a trustee's
sale held on or about July 9, 2008.

On July 28, 2008, FR 160 filed two consolidated adversary
proceedings in the bankruptcy proceeding of FRGC Development, LLC,
Case No. 2:06-bk-00842-RTBP, against, among others, Flagstaff
Ranch Golf Club, under Adversary No. 2:08-ap-00507-RTBP.  FR 160
sought declaratory relief from certain requirements set forth in
the Flagstaff Ranch Golf Club Community CC&Rs and Declaration of
Golf Club Easements, which required all owners of lots to purchase
a golf club membership for each lot purchased or acquired.

Thereafter, the Golf Club initiated an action against FR 160 in
Coconino County Superior Court seeking a judicial foreclosure of
the Real Property, which subsequently was removed to the
bankruptcy court under Adversary No. 2:08-00151-RTBP.

On or about Jan. 25, 2011, to resolve the disputes between FR 160
and the Golf Club, the parties entered into a settlement
agreement, under which FR 160 delivered to Golf Club a promissory
note in the amount of $4,590,000, a promissory note in the amount
of $720,000, and a deed of trust on the Real Property securing
repayment of the notes.  The notes were to be paid as sales of
individual lots were made by the Debtor, or by Dec. 31, 2012.

Thereafter, the Debtor failed to make certain payments to the Golf
Club.  The Golf Club initiated the non-judicial foreclosure
process against the Real Property, and a trustee's sale of the
Real Property was scheduled for June 13, 2012.

FR 160 initiated this bankruptcy proceeding to allow for it to pay
its creditors in a commercially reasonable manner.

                      About FR 160 LLC

FR 160 LLC, originally named IMH Special Asset NT 160, LLC, was
formed the purpose of owning 51 residential lots and Tract H at
the Flagstaff Ranch Golf Club Community generally located in
Coconino County, Arizona.

FR 160 LLC filed a Chapter 11 petition (Bankr. D. Ariz. Case No.
12-13116) in Phoenix on June 12, 2012.

Flagstaff, Arizona-based FR 160 claims to be a Single Asset Real
Estate as defined in 11 U.S.C. Sec. 101(51B) and estimated assets
of up to $50 million and debts of up to $100 million.


FREESEAS INC: Ernst & Young (Hellas) Raises Going Concern Doubt
---------------------------------------------------------------
Ernst & Young (Hellas) Certified Auditors Accountants S.A., in
Athens, Greece, expressed substantial doubt about FreeSeas Inc.'s
ability to continue as a going concern, following the Company's
results for the fiscal year ended Dec. 31, 2011.  The independent
auditors noted that the Company has incurred recurring operating
losses and has a working capital deficiency.  "In addition, the
Company has failed to meet scheduled payment obligations under its
loan facilities and has not complied with certain covenants
included in its loan agreements with banks."

FreeSeas Inc. reported a net loss of US$88.20 million on
US$29.54 million of revenues for the fiscal year ended Dec. 31,
2011.

The Company's balance sheet at Dec. 31, 2011, showed
US$134.98 million in total assets, US$99.86 million in total
current liabilities, and stockholders equity of US$35.12 million.

A copy of the Form 20-F is available for free at:

                       http://is.gd/kHVBdT

FreeSeas Inc. is a Marshall Islands corporation with principal
offices in Athens, Greece.  FreeSeas is engaged in the
transportation of drybulk cargoes through the ownership and
operation of drybulk carriers.  Currently, it has a fleet of
Handysize and Handymax vessels.  FreeSeas' common stock trades on
the NASDAQ Global Market under the symbol FREE.




GETTY PETROLEUM: NYC Objects to Liquidation Plan
------------------------------------------------
Lisa Uhlman at Bankruptcy Law360 reports that New York City filed
an objection to a liquidation plan floated by Getty Petroleum
Marketing Inc.'s unsecured creditors committee, arguing that it
fails to resolve Getty's potential liability to the city for
environmental cleanup of leaking storage tanks.

                         Plan Hearing Today

The U.S. Bankruptcy Court for the Southern District of New York
will convene a hearing on July 18, 2012, at 10 a.m., prevailing
Eastern Time, to consider the confirmation of the First Amended
Plan of Liquidation for Getty Petroleum Marketing, et al., as
proposed by the Official Committee of Unsecured Creditors, as
revised on May 30, 2012.

According to the Amended Disclosure Statement, the First Amended
Plan constitutes a straight-forward liquidating plan for all of
the Debtors.  The Amended Plan provides for all of the property of
the Debtors to be liquidated over time, and for the proceeds to be
allocated and distributed to the holders of certain Allowed
Claims.  An initial distribution is to occur on the Effective Date
of the First Amended Plan or soon as practicable thereafter.
Assets are to be held by a Liquidating Trust and administered by
the Liquidating Trustees who will, among other things, liquidate
assets, resolve disputed claims, pursue any reserved causes of
action, wind up the affairs of the Debtors, and make interim and
final distributions to holders of Allowed Claims in accordance
with the First Amended Plan.

A full-text copy of the Disclosure Statement is available for free
at http://bankrupt.com/misc/GETTY_PETROLEUM_ds_1amended.pdf

                        About Getty Petroleum

A remnant of J. Paul Getty's oil empire, Getty Petroleum Marketing
markets gasolines, hydraulic fluids, and lubricating oils through
a network of gas stations owned and operated by franchise holders.
A former subsidiary of Russian oil giant LUKOIL, the company
operates in the Mid-Atlantic and Northeastern US states.  Getty
Petroleum Marketing's primary asset is the more than 800 gas
stations in the Mid-Atlantic states which are located on
properties owned by Getty Realty.  After scaling back the
company's operations to cut debt, in 2011 LUKOIL sold Getty
Petroleum Marketing to investment firm Cambridge Petroleum Holding
for an undisclosed price.

Getty Petroleum and three affiliates filed for Chapter 11
bankruptcy (Bankr. S.D.N.Y. Case Nos. 11-15606 to 11-15609) on
Dec. 5, 2011.  Judge Shelley C. Chapman presides over the case.
Loring I. Fenton, Esq., John H. Bae, Esq., Kaitlin R. Walsh, Esq.,
and Michael J. Schrader, Esq., at Greenberg Traurig, LLP, in New
York, N.Y., serve as Debtors' counsel.  Ross, Rosenthal & Company,
LLP, serves as accountants for the Debtors.  Getty Petroleum
Marketing, Inc., disclosed $46.6 million in assets and $316.8
million in liabilities as of the Petition Date.  The petition was
signed by Bjorn Q. Aaserod, chief executive officer and chairman
of the board.

The Official Committee of Unsecured Creditors is represented by
Wilmer Cutler Pickering Hale and Dorr LLP.  Alvarez & Marsal North
America, LLC, serves as the Committee's financial advisors.


GOLD BAR: Washington State Town Mulls Disincorporation
------------------------------------------------------
American Bankruptcy Institute reports that Gold Bar, a Washington
state town founded a century ago as a gold prospectors' camp in
the foothills of the Cascade Mountains, may ask residents to
consider disincorporation.


GLOBAL CLEAN: Had $158,900 Net Income in 1st Quarter
----------------------------------------------------
Global Clean Energy Holdings, Inc., filed its quarterly report on
Form 10-Q, reporting net income of $158,914 on $619,521 of revenue
for the three months ended March 31, 2012, compared with a net
loss of $578,666 on $260,224 of revenue for the same period last
year.

The Company's balance sheet at March 31, 2012, showed
$18.55 million in total assets, $13.14 million in total
liabilities, and stockholders' equity of $5.41 million.

As reported in the TCR on March 29, 2012, Hansen, Barnett &
Maxwell, P.C., in Salt Lake City, expressed substantial doubt
about the Company's ability to continue as a going concern,
following the Company's results for the fiscal year ended Dec. 31,
2011.  The independent auditors noted that the Company has
incurred significant losses from current operations, used a
substantial amount of cash to maintain its operations and has a
large working capital deficit.

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

                       http://is.gd/BplN6w

Long Beach, Calif.-based Global Clean Energy Holdings, Inc., is a
U.S. based multi-national energy agri-business focused on the
development of non-food based bio-fuel feedstocks.


GRUPO TMM: Salles Sainz Raises Going Concern Doubt
--------------------------------------------------
Salles Sainz - Grant Thornton, S.C., in Mexico City, expressed
substantial doubt about Grupo TMM, S.A.B.'s ability to continue as
a going concern, following the Company's results for the fiscal
year ended Dec. 31, 2011.  The independent auditors noted that the
Company has incurred net losses in recent years, principally as a
result of its comprehensive financing cost.

The Company reported net income of US$16.22 million on
US$269.16 million of revenues for 2011, compared with a net loss
of US$78.92 million on US$305.40 million of revenues for 2010.

"Net financing cost recognized during the year ended Dec. 31,
2011, was a US$13.5 million credit, compared to a US$108.1 million
expense incurred during the year ended Dec. 31, 2010.  The net
financing cost in 2011 included a net exchange gain of
US$93.7 million and in 2010 included a net exchange loss of
US$38.1 million as a result of fluctuations in the relative value
of the peso against the dollar.  Interest expense increased
US$5.6 million in 2011 mainly due to additional amortization
related to the repurchase in May 2011 of all certificates held by
Deutsche Bank AG London and the financial cost associated with an
increase in our Trust Certificates Program of approximately
Ps. 1,500 million.  The decrease was primarily due to the
recognition of a significant currency exchange gain on our Peso-
denominated debt as a result of a 12.6% depreciation of the peso
against the dollar in 2011."

The Company's balance sheet at Dec. 31, 2011, showed
US$952.06 million in total assets, US$843.65 million in total
liabilities, and stockholders' equity of US$108.41 million.

A copy of the Form 20-F is available for free at:

                       http://is.gd/eyykJU

Grupo TMM, S.A.B., is a Mexican company whose principal activity
is providing multimodal transportation and logistics services to
premium customers throughout Mexico.  Grupo TMM provides services
related to dedicated trucking, third-party logistics, offshore
supply shipping, clean oil and chemical products shipping, tug-
boat services, warehouse management, shipping agency, inland and
seaport terminal services, container and railcar maintenance and
repair, and other activities related to the shipping and land
freight transport business.

Due to the geographic location of some of the subsidiaries and the
activities in which they are engaged, Grupo TMM and its
subsidiaries are subject to the laws and ordinances of other
countries, as well as international regulations governing maritime
transportation and the observance of safety and environmental
regulations.


HARLAND CLARKE: Bond Deal Changes No Impact on Moody's Ratings
--------------------------------------------------------------
Harland Clarke Holdings Corp.'s debt rating will not change post
the decrease in size of the new Senior Secured Note to $250
million from $295 million and the change in maturity date to 2018
from 2019. Net proceeds of $235 million after fees and expenses
related to the note offering are expected to be used along with
approximately $45 million of cash on the balance sheet to repay
$280 million of the Extended Term Loans. After completion of the
transaction, Harland is expected to have $693 million of Extended
Term Loans maturing in June 2017 which require a 10% annual
amortization payment and $729 million of Non-Extended term loans
maturing in June 2014. Its $100 million revolver matures in June
2013 and $475 million of subordinated debt matures in May 2015.

The use of cash on the balance sheet will leave Harland with a
lower cash balance compared to the prior rated transaction, but
Moody's expects the cash balance to build in the second half of
2012.

Harland continues to carry a 'B2' Corporate Family Rating (CFR)
and 'B2' Probability of Default Rating (PDR) from Moody's.


HARTFORD COMPUTER: To Present Plan for Confirmation on Sept. 13
---------------------------------------------------------------
Hartford Computer Inc., et al., will ask the bankruptcy judge at a
hearing Sept. 13 to confirm their Joint Plan of Liquidation
negotiated with the statutory creditors' committee.

Ballots accepting or rejecting the Plan, which is being co-
sponsored by the Debtors and the Official Committee of Unsecured
Creditors, are due Aug. 24.  Objections to the Plan, if any, are
due Aug. 28.

Delaware Street Capital Master Fund L.P., will receive a 30% to
62% recovery on accounts of its $61.50 million claim.  Delaware
Street will receive cash in an amount equal to all proceeds of the
Avnet transaction, the right to the earn-out, all "Excess Cash" of
the Debtors, and certain causes of action.  Holders of general
unsecured claims aggregating $2.5 million to $3.5 million will
have a 25% to 40% recovery.  Holders of equity interests won't
receive anything.

Delaware Street and the unsecured creditors are entitled to vote
on the Plan.

Prior to the bankruptcy filing, Avnet, Inc., signed a deal to
purchase all of the assets of Hartford Group and Nexicore
(comprising all of the assets except the hardware business) for an
initial cash payment of $35.5 million, subject to a working
capital adjustment, plus a potential earn out.  The Debtors
conducted a bankruptcy-court sanctioned sale process at the
conclusion of which, Avnet's bid for the Debtors' assets was
highest and best.  The Debtors submitted a working capital
adjustment of $3,563,639 to Avnet.

On Nov. 22, 2011, HCGI-Hartford purchased the hardware business
for $325,000, with the remaining $100,000 paid postpetition.  The
portion of the proceeds that were received postpetition will
constitute Excess Cash to be disbursed to Delaware Street under
the Plan.

                        Liquidating Trustee

The Debtors estimate there will be $1 million for distribution to
general unsecured creditors from the proceeds of the Hartford
Trust Assets.  The Hartford Liquidating Trustee will commence 25
avoidance actions seeking to avoid and recover transfers under
Sections 547 and 550 of the Bankruptcy Code.  The Debtors estimate
that they will recover $250,000 for the avoidance actions, net of
costs.

According to a court filing, the fees of the liquidating trustee
are:

  * For months 1-12 after the Effective Date, $7,500 per month;

  * For months 13-24 after the Effective Date, $5,000 per month;
    and

  * For month 25 and thereafter, $2,500 per month.

  * 3% contingency fee participation on avoidance action
    recoveries and claim reductions related to avoidance actions.

A copy of the Disclosure Statement is available at:

         http://bankrupt.com/misc/Hartford_DS_061312.pdf

                     About Hartford Computer

Schaumburg, Illinois-based Hartford Computer Hardware Inc. and its
affiliated entities are one of the leading providers of repair and
installation services in North America for consumer electronics
and computers.  Hartford Computer Hardware operates in three
complementary business lines: parts distribution and repair, depot
repair, and onsite repair and installation.  Products serviced
include laptop and desktop computers, commercial computer systems,
flat-screen television, consumer gaming units, printers,
interactive whiteboards, peripherals, servers, POS devices, and
other electronic devices.  Hartford Computer Hardware, though all
U.S. companies, operates a significant portion of their business
in Markham, Ontario, Canada.

Hartford Computer Hardware and three units filed for Chapter 11
bankruptcy (Bankr. N.D. Ill. Lead Case No. 11-49744) on Dec. 12,
2011.  The affiliates are Hartford Computer Group Inc. (Case No.
11-49750); Hartford Computer Government Inc. (Case No. 11-49752)
and Nexicore Services LLC (Case No. 11-49754).  Judge Pamela S.
Hollis oversees the case.  John P. Sieger, Esq., Paige E. Barr,
Esq., and Peter A. Siddiqui, Esq., at Katten Muchin Rosenman LLP,
serve as the Debtors' counsel.  The Debtors' investment banker is
Paragon Capital Partners, LLC; the special counsel is Thornton
Grout Finnigan LLP; and the notice and claims agent is Kurtzman
Carson Consultants LLC.

The Debtors disclosed $19,013,862 in assets and $72,984,394 in
liabilities as of the Chapter 11 filing.  The petitions
were signed by Brian Mittman, chief executive officer.

Hartford Computer obtained Court permission to act as the foreign
representative of the Debtors in Canada to seek recognition of the
Chapter 11 case on the Debtors' behalf, and request the Ontario
Superior Court of Justice (Commercial List) to lend assistance to
the Bankruptcy Court in protecting the Debtors' property.

Avnet Inc., proposed buyer for Nexicore and HCG, is represented by
Frank M. Placenti, Esq., at Squire, Sanders & Dempsey L.L.P.

Delaware Street, the DIP lender, is represented in the case by
Landon S. Raiford, Esq., and Michael S. Terrien, Esq., at Jenner &
Block.

Matthew J. Botica, Esq., and Nancy G. Everett, Esq., at Winston &
Strawn LLP, argue for lenders ARG Investments, Enable Systems,
Inc., MRR Venture LLC, SKM Equity Fund II, L.P. and SKM Investment
Fund II.

The Official Committee of Unsecured Creditors in the Debtors'
cases tapped to retain Levenfeld Pearlstein, LLC, as its counsel
and Crowe Horwath LLP as its financial analysts.


HAWKER BEECHCRAFT: Exclusive Talks With Chinese Firm Approved
-------------------------------------------------------------
Hawker Beechcraft, Inc. disclosed the U.S. Bankruptcy Court for
the Southern District of New York has approved the company's
motion to enter into exclusive negotiations with Superior Aviation
Beijing Co., Ltd.  Approval of this motion allows Hawker
Beechcraft to spend up to 45 days exclusively negotiating with
Superior regarding a strategic combination that would preserve
jobs and product lines.

As part of the exclusivity agreement, Superior will make payments
over the next month to sustain Hawker Beechcraft's jet business.
An initial deposit of $25 million is payable before the end of the
week and a second $25 million deposit is payable within 30 days.
Any definitive agreement reached with Superior would be subject to
approval by the Committee on Foreign Investment in the United
States and other regulatory agencies.  In addition, any definitive
agreement with Superior will be subject to termination if another
potential purchaser succeeds in the mandatory competitive auction
process which will be overseen by the U.S. Bankruptcy Court.

Robert S. "Steve" Miller, CEO of Hawker Beechcraft, Inc., said,
"The agreement we have reached with Superior provides us with
funding to preserve jobs as we simultaneously negotiate a
potential transaction with Superior and continue to prepare for
our standalone plan described in our preliminary plan of
reorganization and disclosure statement.  At this time, pursuing
the potential transaction with Superior is in the best interests
of the company and its various stakeholders, including our
creditors, our employees, our suppliers and our customers.  We
look forward to working toward a definitive agreement with
Superior and continuing to communicate with all interested parties
to explain the benefits of this proposed transaction."

During the exclusivity period, Superior will perform confirmatory
diligence while the two companies negotiate definitive
documentation of the transaction.  If negotiations with Superior
are not concluded in a timely manner, Hawker Beechcraft will
proceed with seeking confirmation of the Joint Plan of
Reorganization it filed with the U.S. Bankruptcy Court on June 30,
2012, which contemplates Hawker Beechcraft emerging as a
standalone entity with a more focused portfolio of aircraft.  More
specifically, under the Standalone Plan, the company would wind
down the company's jet-related businesses, a process that likely
would have commenced already but for Superior's compelling
proposal to the company.

Hawker Beechcraft's cases are being presided over by the Honorable
Judge Stuart Bernstein of the U.S. Bankruptcy Court for the
Southern District of New York.  Hawker Beechcraft's jointly
administered case number is Hawker Beechcraft Inc., 12-11873.

Hawker Beechcraft's legal representative is Kirkland & Ellis LLP;
its financial advisor is Perella Weinberg Partners LP; and its
restructuring advisor is Alvarez & Marsal.  Hawker Beechcraft
entered into the exclusivity agreement in consultation with
lenders holding a majority of the company's pre-petition secured
debt (Senior Secured Lenders).  The Senior Secured Lenders' legal
representative is Wachtell Lipton Rosen & Katz and their financial
advisor is Houlihan Lokey.

                    Union Has Objection to Sale

Liz Hoffman at Bankruptcy Law360 reports that a labor union
objected to the bankruptcy sale of Hawker Beechcraft's civilian
aviation assets to a little-known Chinese bidder, warning that the
deal could give China access to protected military technology and
would zap retirement benefits for thousands of workers.

According to Bankruptcy Law360, the Machinists union, which
represents about 100,000 employees, said the possible sale of
Hawker Beechcraft's commercial assets to Superior Aviation Beijing
Co. Ltd., which emerged last week as the surprise leading bidder,
has "broad implications for the U.S. economy and national
security."

                       Exclusivity Agreement

As reported in the July 10 edition of the Troubled Company
Reporter, Hawker Beechcraft executed an exclusivity agreement with
Superior Aviation regarding a strategic combination.  Superior
intends to maintain Hawker Beechcraft's existing operations while
also investing substantial capital in the company and its business
and general aviation product line, saving thousands of American
jobs, including in Wichita, Kan. and Little Rock, Ark.  Superior
will acquire Hawker Beechcraft for $1.79 billion and make payments
over the next six weeks to support ongoing jet-related operations,
which will help Hawker Beechcraft to sustain the jet business
until the close of the transaction, thus preserving significant
future opportunity for growth.

During the 45-day exclusivity period, Superior will perform
confirmatory diligence while the two companies negotiate
definitive documentation of the transaction.  The companies expect
to enter into definitive documentation prior to the conclusion of
the exclusivity period.

Superior has received and expects to continue receiving the full
support of the City of Beijing municipal government in completing
the transaction.

Superior is working to obtain all regulatory approvals from the
Chinese central government for this foreign investment project.
Additionally, Bankruptcy Court approval is required for Hawker
Beechcraft's agreement to negotiate exclusively with Superior and
for any definitive agreement that may be negotiated with Superior.
The proposed combination of Hawker Beechcraft and Superior will
not require a financing condition.

                          Chapter 11 Plan

If negotiations with Superior are not concluded in a timely
manner, Hawker Beechcraft will proceed with seeking confirmation
of the Joint Plan of Reorganization it filed with the Bankruptcy
Court on June 30, 2012, which contemplates Hawker Beechcraft
emerging as a standalone entity with a more focused portfolio of
aircraft. The plan would convert secured and unsecured debt to
equity while reducing debt by $2.55 billion.

                      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.

The Senior Secured Lenders' legal representative is Wachtell
Lipton Rosen & Katz and their financial advisor is Houlihan
Lokey.

Superior's legal representative is Locke Lord LLP and its
financial advisor is Grant Thornton.

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.  The
Committee tapped FTI Consulting, Inc., as its financial advisor.


HAWKER BEECHRAFT: Union Blasts Effort to Sell Assets to Superior
----------------------------------------------------------------
Molly McMillin at The Wichita Eagle reports that Hawker
Beechcraft's biggest union, the International Association of
Machinists and Aerospace Workers, is opposing an attempt by the
company to sell its assets to Chinese company Superior Aviation
Beijing, saying it is concerned that a sale would transfer
valuable commercial and military-related technology to China,
compromise national security interests and lead to the loss of
skilled high-paying U.S. jobs.

According to the report, the union asks the court to deny the
motion to enter into an exclusivity agreement "until parties in
interest have a fair opportunity to investigate Superior's
intentions and motives."

Superior has offered to buy Hawker's assets, except for its
defense business, for $1.79 billion in cash.  Hawker is seeking
Court permission to enter into an exclusivity agreement with
Superior to perform due diligence and negotiate the terms of the
contract.  If the court approves the agreement, Superior will pay
Hawker up to $50 million to maintain certain business jet
production lines during the 45-day period.

"The proposed sale of Hawker Beechcraft to a Chinese government-
backed entity has broad implications for the U.S. economy and
national security," the report quotes Tom Buffenbarger, the IAM's
international president, as saying.  "The sale should not be
rushed through without adequate scrutiny by all interested
parties, including federal regulators, state officials and the
Wichita community.  As the necessary review process has not yet
commenced, giving Superior the exclusive right to negotiate the
purchase of Hawker at this time is premature."

Superior has said that it intends to maintain Hawker Beechcraft's
headquarters in Wichita and its management team and employees, and
that it will continue product development throughout its
commercial lines.

Hawker has said that it is reviewing its options for the defense
business, which could include operation as a standalone company or
sale to a buyer that meets U.S. Department of Defense
requirements.  If the defense business is sold, Hawker will refund
up to $400 million of Superior's purchase price.

The report notes Hawker also has warned it may terminate its three
defined benefit pension plans for hourly and salaried employees.
The three plans are 56% funded, with $769 million in assets to
cover $1.4 billion in anticipated obligations.  Should the plans
be terminated, they would be taken over by the Pension Benefit
Guaranty Corp., a federal agency that pays the benefits, but with
caps, when an employer is no longer able to pay.

The report also relates Superior has said that it won't take on
any liability associated with the pension funds.

                      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 Beechcraft
disclosed assets of $1,831,097 plus undetermined amounts, and
liabilities of $1,704,736,958 plus undetermined amounts.

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.  The Committee tapped
FTI Consulting, Inc., as its financial advisor.


HAWKER BEECHCRAFT: Seeks Key Employee Incentive Plan Approval
-------------------------------------------------------------
BankruptcyData.com reports that Hawker Beechcraft Acquisition
Company filed with the U.S. Bankruptcy Court a motion for approval
to implement a key employee incentive plan (KEIP) and key employee
retention plan (KERP). Under the KEIP, a number of executives will
be eligible for either a standalone transaction award or a third-
party transaction award for a total maximum payout of $2,644,000.
Under the KERP, 31 of the Debtors' management-level non-insider
employees will receive a lump-sum cash award payment upon either
(a) the effective date of a plan of reorganization or (b) the
consummation of a third party transaction, with a maximum payout
of $1.9 million.

The Court scheduled a July 26, 2012, hearing on the matter.

                        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 Beechcraft
disclosed assets of $1,831,097 plus undetermined amounts, and
liabilities of $1,704,736,958 plus undetermined amounts.

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.  The Committee tapped
FTI Consulting, Inc., as its financial advisor.


HEALTHCARE OF FLORENCE: Files Schedules of Assets and Liabilities
-----------------------------------------------------------------
Healthcare of Florence, LLC, filed with the U.S. Bankruptcy Court
for the District of Arizona its schedules of assets and
liabilities, disclosing:

     Name of Schedule              Assets         Liabilities
     ----------------            -----------      -----------
  A. Real Property               $28,914,998
  B. Personal Property           $13,329,806
  C. Property Claimed as
     Exempt
  D. Creditors Holding
     Secured Claims                               $23,197,738
  E. Creditors Holding
     Unsecured Priority
     Claims                                          $791,874
  F. Creditors Holding
     Unsecured Non-priority
     Claims                                       $15,017,726
                                 -----------      -----------
        TOTAL                    $42,244,804      $39,007,338

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

Healthcare of Florence, LLC, filed a bare-bones Chapter 11
petition (Bankr. D. Ariz. Case No. 12-08547) in Tucson, Arizona,
on April 23, 2012.  Healthcare of Florence, LLC --
http://www.florencecommunityhealthcare.com-- owns and operates a
full-service community hospital in Florence, Arizona.

Judge James M. Marlar presides over the case.  James F. Kahn P.C.
serves as the Debtor's counsel.  The petition was signed by Edward
McEachern, CEO of Initiatives Healthcare, LLC, manager of debtor.


HUSSEY COPPER: Has Okay to Hire Stites as Kentucky Counsel
----------------------------------------------------------
Hussey Copper Corp., et al., sought and obtained authorization
from the Hon. Brendan L. Shannon of the U.S. Bankruptcy Court for
the District of Delaware to employ Stites & Harbison, PLLC, as
local Kentucky counsel, nunc pro tunc to May 1, 2012.

On April 13, 2012, Ronald Mangeot, a former employee of HCL, filed
a complaint against HCL and Patriarch Partners in the Henry County
Circuit Court in Hemy County, Kentucky.  The complaint alleges,
inter alia, that HCL violated certain provisions of the Family and
Medical Leave Act, and seeks reinstatement of Mr. Mangeot's
employment, an award of damages and other relief.  The Debtors
dispute Mr. Mangeot's allegations and intend to assert defenses
and counterclaims.  The Debtors believe, however, that resolution
of the State Court Action requires an interpretation of the Sale
Order and other documents pertaining to the Chapter 11 cases, as
well as a familiarity with events occurring in the context of
these Chapter 11 Cases.  The Debtors first intend to seek removal
of the State Court Action to the U.S. District Court for the
Eastern District of Kentucky and the subsequent transfer of the
action to this Court.  Because Debtors' counsel does not maintain
offices in Kentucky, the Debtors require local Kentucky counsel to
assist in the defense against, and removal and transfer of, the
State Court Action.

Stites will work with the Debtors and Debtors' counsel in serving
as local counsel to HCL in connection with the State Court Action.
Specifically, subject to court approval, Stites will assist in
defending against the State Court Action, seeking a removal of the
action to the Kentucky District Court, seeking the subsequent
transfer of the Action to this Court and providing any other
services related thereto.

Stites will be paid at these hourly rates:

      Brian H. Meldrum, Partner             $325
      Coooer Robertson, Associate           $215
      Brian Bennett, Associate              $170
      Christi Isaacs, Paralegal             $105

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

                        About Hussey Copper

Hussey Copper Corp., based in Leetsdale, Pennsylvania, is one of
the leading manufacturers of copper products in the United States.
Hussey Copper was founded in Pittsburgh in 1848.  The Company and
its affiliates, which operate one manufacturing facility in
Leetsdale and two facilities in Eminence, Kentucky, manufacture "a
wide range of value-added copper products and copper-nickel
products.  The Company has more than 500 full-time employees.

Hussey Copper Corp. filed a Chapter 11 petition (Bankr D. Del.
Case No. 11-13010) on Sept. 27, 2011, with a deal to sell
substantially all assets.  Five other affiliates also filed
separate petitions (Case Nos. 11-13012 to 11-13016).  Hussey
Copper Ltd. estimated $100 million to $500 million in assets and
debts.  Hussey Copper Corp. estimated up to $50,000 in assets and
up to $100 million in debts.

Mark Minuti, Esq., at Saul Ewing LLP, serves as counsel to the
Debtors.  Donlin Recano & Company Inc. is the claims and notice
agent.  The Debtors tapped Winter Harbor, LLC in substitution for
Huron Consulting Services LLC.

An official creditors' committee has been appointed in the case.
The panel selected Lowenstein Sandler PC as counsel.  The panel
selected FTI Consulting, Inc. as restructuring and financial
advisor.

Hussey filed for bankruptcy with a deal to sell the assets to
stalking horse bidder, KHC Acquisitions LLC, a unit of Kataman
Metals LLC.  US private equity firm Patriarch Partners beat
Kataman at an auction and officially acquired Hussey on Dec. 16,
2011.  The buyout firm of distressed debt mogul Lynn Tilton
acquired Hussey for $107.8 million after a nine-hour, 34-round
auction.

Kataman is represented in the case by David D. Watson, Esq., and
Scott Opincar, Esq., at McDonald Hopkins LLC, in Cleveland.

Counsel to PNC Bank NA, as lender, issuer and agent for the
Debtors' secured lenders, are Lawrence F. Flick II, Esq., Blank
Rome LLP, in New York, and, Regina Stango Kelbon, Esq., at Blank
Rome LLP, in Wilmington.

Following the sale, Bankruptcy Judge Brendan L. Shannon approved
the name change of Hussey Copper Corp. et al., to HCL Liquidation
Ltd.


INDIANAPOLIS DOWNS: Trustee Protests Deal With Cordish
------------------------------------------------------
Peg Brickley at Dow Jones' Daily Bankruptcy Review reports that
Ross Mangano, the trustee for the owners of Indianapolis Downs
LLC, is protesting a plan to make peace with the Cordish Cos.,
saying the deal allows the casino's former management company off
the hook too easily for the troubles that took it into bankruptcy.

                     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.


JASPERS ENTERPRISES: Ozark Bank Consents to Cash Use Until July 25
------------------------------------------------------------------
The Hon. Charles E. Rendlen of the U.S. Bankruptcy Court for the
Eastern District of Missouri approved a stipulation authorizing
Jaspers Enterprises, Inc.'s continued access to the cash
collateral until July 25, 2012.

As of the Petition Date, the Debtor was indebted to Ozark Bank in
the amount of $2,049,266, representing the principal sum of
$2,043,872 and $5,393 in accrued interest.

The stipulation between the Debtor and Ozark provides for, among
other things:

   1. Ozark has consented to the use of its cash collateral until
July 25;

   2. the Debtor's use of cash collateral is critical to the
Debtor's continued operations of the Red Roof Inn while it
reorganizes;

   3. Ozark agrees that it will extend the maturity date of the
Promissory Note to July 25, upon the same terms and conditions as
the original note;

   4. the Debtor will segregate all income generated from
operation of the Red Roof Inn in a bank account at a mutually
agreed upon authorized institution;

As adequate protection from any diminution in value of the
lender's collateral, the Debtor will make a monthly adequate
protection payment to Ozark in the amount of the principal and
interest due under the terms of the Promissory Note.  As further
adequate protection of Ozark's interests, the Debtor will
establish a reserve account for real estate taxes and maintenance
expenses for the Red Roof Inn, and will deposit into that account
all income remaining after (a) making the Adequate Protection
Payment and (b) covering necessary and budgeted expenses of
operating, maintaining, and insuring the Red Roof Inn.

As further adequate protection, Ozark is granted a superpriority
administrative expense claim against the Debtor and its
estate and a replacement lien in all of the Debtor's postpetition
assets.

In a separate order, the Court authorized the Debtor to incur
unsecured credit as administrative expense.  The Court also
ordered that no repayment will be made on the loans except upon
further order of the Court after a hearing upon appropriate prior
notice to interested parties and all secured creditors.

                     About Jaspers Enterprises

Jaspers Enterprises, Inc., filed a bare-bones Chapter 11 petition
(Bankr. E.D. Ms. Case No. 12-41073) in St. Louis, Missouri on
Feb. 13, 2012.  Jaspers Enterprises owns four Missouri hotels --
the Wingate in Maryland Heights plus the Days Inn property, the
Howard Johnson, and the Red Roof Inn, all located in Branson.  The
Wingate hotel in Maryland Heights is under receivership with Midas
Hospitality LLC as the receiver.  Maryland Heights, Missouri-based
Jaspers estimated assets of up to $50 million and debts of up to
$10 million.  It says that debts are primarily business debts.
The largest unsecured creditors are Days Inn Worldwide, which is
owed $361,760, and  Wingate Inns International Inc., owed $252,000
for a trade debt.

Judge Charles E. Rendlen III presides over the case.  Robert E.
Eggmann, Esq., and Thomas H. Riske, Esq., at Desai Eggmann Mason
LLC, serve as the Debtor's counsel.  The petition was signed by
Keith Jaspers, president.


LAGUNA BRISAS: Chapter 11 Plan Proposes Full Payment in 7 Years
---------------------------------------------------------------
The U.S. Bankruptcy Court for the Central District of California,
Santa Ana Division, will convene a hearing on Aug. 7, 2012, at
10:30 a.m. to consider approval of the disclosure statement
explaining Laguna Brisa LLC's proposed Chapter 11 plan.

The Debtor will commence solicitation of votes and then seek
confirmation of the Plan after the Disclosure Statement is
approved.

Wells Fargo Bank N.A., as Trustee for the registered holders of
Bank of America Commercial Mortgage Inc., Commercial Mortgage
Pass-Through Certificates, Series 2006-3, by and through CWCapital
Asset Management LLC, solely in its capacity as Special Servicer
has an estimated claim of $8.7 million which is secured by a first
priority deed of trust on the Debtor's hotel property.  The Hotel
is valued by the Debtor at $14 million to 15 million.

According to the Disclosure Statement, Wells Fargo Bank will be
paid in full, at a contract interest rate of 6.23%, or roughly
$57,000 per month, starting on the first month following the
effective date of the Plan, estimated to be Sept. 1, 2012.  The
Debtor will pay WFB a final payment of all amounts owed at the
time on May 1, 2019.  Wells Fargo's claim is impaired under the
Plan.

Kay Nam Kim, which has an estimated claim of $1.2 million which is
secured by a second priority deed of trust on the Hotel, will
receive $600,000 as follows: monthly payments of $3,694 for 60
months and a balloon payment of approximately $557,000 on the
fifth anniversary of the Effective Date.  Until paid in full, the
claim will accrue will accrue interest at 6.25% on the amount of
$600,000.

General unsecured claims are unsecured claims not entitled to
priority under Code Section 507(a) will be paid in full, pro-rata,
in monthly installment of $43,000 over 58 months beginning two
months after the Effective Date.  General unsecured claims, which
are impaired under the Plan, are estimated to aggregate
$2.475 million.

All unsecured claims not entitled to priority under Section 507(a)
whose claims are below $5,000 or who choose to reduce their claims
to $5,000 and be included in this class will be paid in full, pro,
rata.

The Debtor's owners will retain their ownership interest in the
Debtor.

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

     http://bankrupt.com/misc/Laguna_Brisas_DS_062812.pdf

                           Receiver

On March 12, 2012, the Debtor filed its motion for authority to
use cash collateral and a motion for turnover of the Hotel by the
receiver.  Wells Fargo opposed the turnover request and filed its
own motion to excuse compliance with turnover.  At a hearing March
14, 2012, the Court granted interim use of cash collateral but
denied the request for turnover.  At the continued hearing on
April 13, the Court approved the use of cash collateral but denied
the request for turnover without prejudice to bringing the motion
again.

The Court has set July 25, 2012 as the deadline to file proofs of
claim.

The Debtor attended the first meeting of creditors with the U.S.
Trustee's Office on April 3 and April 17, 2012.  The meeting was
concluded on that date.

                        About Laguna Brisas

Laguna Beach, California-based Laguna Brisas, LLC doing business
as Best Western Laguna Brisas Spa Hotel, is owned by A&J Mutual,
LLC, which is owned and operated by Dae In "Andy" Kim and his wife
Jane.  The Company owns a Best Western Plus Hotel and Spa in
Laguna Beach, California.

The Company filed for Chapter 11 protection (Bankr. C.D. Calif.
Case No. 12-12599) on Feb. 29, 2012.  Bankruptcy Judge Mark S.
Wallace presides over the case.

The Debtor filed the Chapter 11 petition to stop foreclosure sale
of the first priority trust deed holder, Wells Fargo Bank.  The
hotel has been in possession of and operated by a receiver, Bryon
Campbell, since Oct. 3, 2011.

M. Jonathan Hayes, Esq., at the Law Office of M. Jonathan Hayes
represents the Debtor in its restructuring effort.  The Debtor
disclosed $15,097,815 in assets and $13,982,664 in liabilities.
The petition was signed by Dae In "Andy" Kim, managing member.


LAS VEGAS MONORAIL: Judge Denies Citi's Bid to Ax Suit Over Bonds
-----------------------------------------------------------------
Lisa Coryell at Bankruptcy Law360 reports that U.S. District Judge
Claire C. Cecchi on Wednesday denied Citigroup Global Markets
Inc.'s bid to shake claims brought by a mutual fund that the
financial giant withheld information that would have discouraged
its investment in a doomed Las Vegas monorail.

Bankruptcy Law360 says Judge Cecchi refused to dismiss Lord Abbett
Municipal Income Fund Inc.'s suit, ruling that the plaintiff had
adequately pled a cause for negligent misrepresentation as well as
claims of common law fraud and violations of the New Jersey
Securities Act.

                     About Las Vegas Monorail

Las Vegas, Nevada-based Las Vegas Monorail Company, organized by
the State of Nevada in 2000 as a nonprofit corporation, owns and
manages the Las Vegas Monorail.  The Monorail is a seven-stop,
elevated train system that travels along a 3.9-mile route near the
Las Vegas Strip.  LVMC has contracted with Bombardier Transit
Corporation to operate the Monorail.  Though it benefits from its
tax-exempt status due to being a nonprofit entity, LVMC claims to
be the first privately-owned public transportation system in the
nation to be funded solely by fares and advertising.  LVMC says it
receives no governmental financial support or subsidies.

The Company filed for Chapter 11 bankruptcy protection (Bankr. D.
Nev. Case No. 10-10464) on Jan. 13, 2010.  Gerald M. Gordon, Esq.,
William M. Noall, Esq., and Gabriel A. Hamm, Esq., at Gordon
Silver, assist the Company in its restructuring effort.  Alvarez &
Marsal North America, LLC, is the Debtor's financial advisor.
Stradling Yocca Carlson & Rauth is the Debtor's special bond
counsel.  Jones Vargas is the Debtor's special corporate counsel.
The Company disclosed $395,959,764 in assets and $769,515,450 in
liabilities as of the Petition Date.

In April 2010, bondholder Ambac Assurance Corp. lost in its bid to
halt the bankruptcy after U.S. Bankruptcy Judge Bruce A. Markell
ruled that Monorail isn't a municipality and is therefore entitled
to reorganize in Chapter 11.  U.S. District Judge James Mahan in
Reno upheld the ruling in October 2010.


LENNY DYKSTRA: Pleads Guilty to Bankruptcy Fraud, Faces 20 Years
----------------------------------------------------------------
Zach Winnick at Bankruptcy Law360 reports that former New York
Mets outfielder Lenny Dykstra pled guilty Friday to federal
charges of bankruptcy fraud, concealing bankruptcy estate property
and money laundering in a deal that carries a maximum sentence of
20 years in prison and nearly $1 million in penalties and
restitution.

At a hearing before U.S. District Judge Dean Pregerson in a
Los Angeles federal courtroom, the fallen baseball star admitted
selling baseball memorabilia and other property from his Thousand
Oaks, Calif., mansion and selling it for cash after he'd declared
bankruptcy, Bankruptcy Law360 relates.

                        About Lenny Dykstra

Lenny Dykstra is a former Major League Baseball all-star player.
He was center fielder for the New York Mets and Philadelphia
Phillies.  He filed for Chapter 11 bankruptcy protection (Bankr.
C.D. Calif. Case No. 09-18409) on July 7, 2009, in Woodland Hills,
California.  The Law Office of M. Jonathan Hayes, in Northridge,
California, represents the Debtor.  The Debtor estimated up to
$50,000 in assets and $10 million to $50 million in debts in his
Chapter 11 petition.

A Chapter 11 trustee was appointed in September 2009, and the case
was converted to a liquidation in Chapter 7 on November 20, 2009.
The trustee -- Arturo M. Cisneros -- was investigating the
disposition of personal property both before and after the Chapter
11 filing.

In August 2010, Mr. Cisneros stepped down as Chapter 7 trustee
following issues with his failing to disclose the extent of his
business with J.P. Morgan Chase & Co., which happens to be largest
creditor in Mr. Dykstra's case.


LIBERTY CABLEVISION: Moody's Assigns B2 CFR/PDR; Outlook Stable
---------------------------------------------------------------
Moody's Investors Service assigned B2 corporate family and
probability of default ratings to Liberty Cablevision of Puerto
Rico, LLC (LCPR), as well as a B1 rating to its proposed first
lien credit facility. The proposed facility, which consists of a
$10 million first lien revolver due June 2016 ($0 outstanding at
close) and a $175 million first lien term loan due June 2017 will
primarily refund existing debt. LCPR is an indirect, wholly owned
subsidiary of Liberty Global, Inc. (LGI, Ba3, Stable).

Moody's also placed all ratings for San Juan Cable LLC (OneLink)
on review for upgrade. LGI, together with Searchlight Capital
Partners (Searchlight), plans to acquire OneLink and to merge
OneLink into LCPR, with existing rated OneLink debt remaining in
place. LGI would retain control with 60% ownership and Searchlight
would own the remaining 40%. LGI expects the transaction to close
by the end of this year.

A summary of the actions follows.

San Juan Cable, LLC

     Corporate Family Rating, Placed on Review for Upgrade,
     currently B3

     Probability of Default Rating, Placed on Review for Upgrade,
     currently B3

     Senior Secured First Lien Bank Credit Facility, Placed on
     Review for Upgrade, currently B2, LGD3, 34%

     Senior Secured Second Lien Bank Credit Facility, Placed on
     Review for Upgrade, currently Caa2, LGD5, 87%

     Outlook, Changed To Rating Under Review From Stable

Liberty Cablevision of Puerto Rico, Ltd.

     Corporate Family Rating, Assigned B2

     Probability of Default Rating, Assigned B2

     Senior First Lien Credit Facility, Assigned B1, LGD3, 39%

     Outlook, Stable

Ratings Rationale

Based on the expected all cash, all common equity contribution
from Searchlight and the lower leverage of LCPR, Moody's expects
leverage of the combined company in the low 6 times debt-to-EBITDA
range, compared to the low 7 times for OneLink. Furthermore, the
combined entity would benefit from greater scale and both cost and
revenue synergies. Moody's also views the LGI ownership as a
credit positive given its strategic interest in the company,
scale, and experience in integrating acquisitions, compared to
OneLink's existing ownership by private equity sponsors MidOcean
Partners and CrestView Partners.

The B2 CFR assigned to LCPR assumes the combination with OneLink
occurs. OneLink's existing first and second lien debt are expected
to remain in place post-closing of the transaction. If the
transaction closes, Moody's would expect to upgrade OneLink's
existing first lien debt to B1 and second lien debt to Caa1 from
Caa2.

On a standalone basis, LCPR is levered in the low 4 times debt-to-
EBITDA range, compared to the low 6 times range for the combined
entity. Its geographic concentration in Puerto Rico, lack of
scale, penetration trends significantly weaker than stateside US
cable companies, and expectations for competition to intensify
would constrain the CFR. The LGI ownership somewhat mitigates the
concern over scale. The still nascent commercial services and an
entry tier video offering to expand the addressable market to a
lower economic demographic represent growth prospects, albeit with
some execution risk.

Assuming the transaction occurs as proposed, Moody's would likely
upgrade OneLink's CFR to B2 from B3.

If the transaction does not close, Moody's would likely remove
OneLink rating's from review for upgrade and evaluate whether the
existing B3 CFR is appropriate based on its financial metrics and
scale. If the transaction does not close, Moody's could upgrade
LCPR's CFR to B1 if Moody's expected the company to generate
positive free cash flow, maintain adequate liquidity, and leverage
below 5 times debt-to-EBITDA.

The principal methodology used in rating LCPR and San Juan Cable
LLC 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.

Liberty Cablevision of Puerto Rico, LLC (LCPR) provides video,
voice, and internet access services to commercial and residential
customers in Puerto Rico. The company reported revenue of $116
million for the year ended December 31, 2011. LCPR is an indirect,
wholly owned subsidiary of Liberty Global, Inc. (LGI, Ba3,
Stable).

San Juan Cable LLC (OneLink) provides television, high speed data
and telephone services to residential and commercial customers in
the greater San Juan area. Its annual revenue for the year ended
December 31, 2011, was approximately $182 million. San Juan Cable
LLC is currently owned by MidOcean Partners, Crestview Partners
and the company's management, which acquired it from Adelphia
Communications Corp. and ML Media Partners on October 31, 2005,
for approximately $520 million.


LINWOOD FURNITURE: To Sell Assets at Aug. 6 Auction
---------------------------------------------------
Heath E. Combs at Furniture Today reports that officials with
Linwood Furniture said a sale in the next month of the Company's
assets could be the best way to exit Chapter 11 and continue as an
ongoing entity.

According to the report, Jeff Schwall said that the company is
still producing its Linwood line of furniture, and also pieces for
Century Furniture's Bob Timberlake licensed line, cases for Calvin
Klein and custom dining for CR Home.

The report notes Linwood sought bankruptcy court approval to sell
tangible and intangible assets because it had not generated enough
cash to turn around or operate until a plan of reorganization
could be confirmed.  While it has a large backlog of open orders,
the company said it hasn't been able to generate positive cash
flow under its new business model, primarily due to delays in
receipt of materials and completion of finished goods.

The report says Linwood is seeking approval to sell its assets at
auction on Aug. 6, 2012, and is seeking a minimum bid of about
$2.56 million, unless another offer can be negotiated with D&S
Legacy Vision, a creditor owed $2.64 million.

The report notes Mr. Schwall said the company has had interest
from buyers.

Furniture Today relates Linwood said in court documents it could
run out of cash by August.  The company aims to sell its inventory
-- excluding some goods in which hospitality maker Kimball
International has an interest -- along with operating concepts,
designs, trademarks and the name Linwood Furniture, among other
tangible and intangible assets.

Based in Linwood, North Carolina, Linwood Furniture LLC
manufactures furniture for Bob Timberlake collections and others.
The Company filed for Chapter 11 protection on March 5, 2012
(Bankr. M.D. N.C. Case No. 12-50319).  Judge Catharine R. Aron
presides over the case.  John Paul H. Cournoyer, Esq., and John A.
Northen, Esq., at Northen Blue LLP, represent the Debtor.  The
Debtor disclosed assets of $3,655,896, and liabilities of
$6,894,292.


LSP ENERGY: Secures $249MM Stalking Horse Bid for Miss. Plant
-------------------------------------------------------------
Jamie Santo at Bankruptcy Law360 reports that LSP Energy LP asked
a Delaware bankruptcy court Monday to approve a $249 million
stalking horse bid for its assets -- primarily a Mississippi
natural-gas fired generation plant -- submitted by the South
Mississippi Electric Power Association.

LSP filed for court protection in February to facilitate the sale
of its assets after mechanical failures and resulting power
outages burdened the company with $19 million in repair costs and
lost revenues, Bankruptcy Law360 relates.

                          About LSP Energy

LSP Energy Limited Partnership, LSP Energy, Inc., LSP Batesville
Holding, LLC, and LSP Batesville Funding Corporation filed
separate Chapter 11 bankruptcy petitions (Bankr. D. Del. Lead Case
No. 12-10460) on Feb. 10, 2012.

LSP owns and operates an electric generation facility located in
Batesville, Mississippi.  The Facility consists of three gas-fired
combined cycle electric generators with a total generating
capacity of roughly 837 megawatts and is electrically
interconnected into the Entergy and Tennessee Valley Authority
transmission systems.  LSP's principal assets are the Facility and
the 58-acre parcel of real property on which it is located, as
well as its rights under a tolling agreements.

LSP filed bankruptcy to complete an orderly sale of its assets or
the ownership interests of LSP Holding in LSP, LSP Energy and LSP
Funding for the benefit of all stakeholders.  The remaining three
Debtors filed bankruptcy due to their relationship as affiliates
of LSP and their ultimate obligations on a significant portion of
LSP's secured bond debt.  The Debtors also suffered losses due to
a mechanical failure of a combustion turbine at their facility and
resultant business interruption.

LSP Energy is the general partner of LSP.  LSP Holding is the
limited partner of LSP and the 100% equity holder of LSP Energy
and LSP Funding.  LSP Funding is a co-obligor on the Debtors' bond
debt, and each of LSP Energy and LSP Holding has pledged their
equity interests in LSP and LSP Funding as collateral for the bond
debt.

No statutorily authorized creditors' committee has yet been
appointed in the Debtors' cases by the United States Trustee.

Judge Mary F. Walrath oversees the case.  Lawyers at Whiteford
Taylor & Preston LLC serve as the Debtors' counsel.


MEG ENERGY: Moody's Rates $700MM Senior Unsecured Notes 'B1'
------------------------------------------------------------
Moody's Investors Service assigned a B1 rating to MEG Energy
Corp.'s (MEG) proposed US$700 million senior unsecured notes due
2023, and upgraded the US$750 million senior unsecured notes due
2021 to B1 from B2, and the senior secured term loan and revolving
credit facility to Ba1 from Ba2. The Corporate Family Rating of
Ba3 was affirmed. The Speculative Grade Liquidity rating was
changed to SGL-2 from SGL-1. The rating outlook remains stable.

A substantial portion of proceeds from the notes will be used to
finance MEG's infill well project and to advance engineering and
procurement for Christina Lake Phase 3A, with the balance used for
infrastructure projects. The infill well program will
significantly increase production from Phases 1, 2A, and 2B, and
improve overall economics.

Upgrades:

  Issuer: MEG Energy Corp.

    Senior Secured Bank Credit Facility, Upgraded to a range of
    Ba1, LGD2, 22 % from a range of Ba2, LGD3, 32 %

    Senior Secured Bank Credit Facility, Upgraded to a range of
    Ba1, LGD2, 22 % from a range of Ba2, LGD3, 32 %

    Senior Unsecured Regular Bond/Debenture, Upgraded to B1,
    LGD5, 79% from B2, LGD5, 86%

Assignments:

  Issuer: MEG Energy Corp.

    Senior Unsecured Regular Bond/Debenture, Assigned a range of
    79 - LGD5 to B1

Downgrades:

  Issuer: MEG Energy Corp.

    Speculative Grade Liquidity Rating, Downgraded to SGL-2 from
    SGL-1

Ratings Rationale

MEG's Ba3 CFR reflects its production of approximately 26,000
barrels per day (bbls/day) of bitumen and favorable steam oil
ratio (SOR) of approximately 2.5, as well as the company's
significant cash position, which along with cash flow should
enable MEG to substantially construct and commission Phase 2B of
the Christina Lake oil sands property, a 33,000 barrels per day
expansion (All production and reserves figures are net of
royalties). Phase 2B has an estimated capital cost of C$1.4
billion, of which about C$880 million has been spent through March
31, 2012. The rating also considers MEG's substantial reserves and
land position in key productive areas of the Athabasca oil sands
region, all of which will be developed using steam assisted
gravity drainage (SAGD) techniques. The company also benefits from
ownership of 50% of the Access pipeline. However, the rating also
reflects a high debt level, the execution risk of constructing and
ramping up Phase 2B to targeted levels through 2014, MEG's
relatively small production base, and exposure to light/heavy
differentials.

The issuance of more unsecured debt will provide additional loss
absorption cushion to the secured lenders in the event of a
default, reflecting the upgrade of the revolver and the term loan
to Ba1. The higher proportion and amount of unsecured debt in the
capital structure would also increase the overall recovery for the
unsecured debt class under Moody's Loss Given Default Methodology,
which is causing the notes to be upgraded to B1.

The SGL-2 speculative grade liquidity rating reflects MEG's good
liquidity. Pro-forma for the July, 2012 notes issuance MEG will
have C$1.7 billion of cash on hand. With an undrawn $1 billion
revolver, which matures in 2017, MEG will have ample liquidity to
cover negative free cash flow of about C$1.3 billion through mid-
2013 as it moves toward completion of Phase 2B. MEG has no
financial covenants. MEG has good sources of alternate liquidity
through its ability to monetize non-core assets or potentially
joint venture their 100%-owned properties at Christina Lake or
Surmont.

The stable outlook considers MEG's successful achievement of
production in excess of design capacity at Phases 1 and 2, its
large cash position and 100% ownership of a large base of long-
lived bitumen reserves. The rating could be considered for upgrade
if Phases 1 and 2 continue to produce at or above 25,000 bbls/day
and Phase 2B advances toward targeted production at anticipated
costs, timeline, and economics. As well, an upgrade would be
contingent on an expectation that the capital required to develop
Phase 3A and Surmont would be funded with a reasonable mix of cash
flow, debt and equity, and E&P debt to proved developed reserves
is on a declining trend. The ratings could be downgraded if it
becomes apparent that MEG is unable to maintain current production
levels, if the operating economics of production deteriorate
materially, or if Phase 2B construction runs considerably over
budget or requires significant additional debt to complete.

The principal methodology used in rating MEG Energy Corp was the
Global Independent Exploration and Production Industry Methodology
published in December 2011. Other methodologies used include Loss
Given Default for Speculative-Grade Non-Financial Companies in the
U.S., Canada and EMEA published in June 2009.

MEG is a Calgary, Alberta based publicly-held SAGD oil sands
operating and project development company.


MF GLOBAL: Chapter 11 Trustee Files First Wind-Down Report
----------------------------------------------------------
Louis J. Freeh, the court-appointed Chapter 11 trustee of MF
Global Holdings and its debtor affiliates, submitted to the U.S.
Bankruptcy Court for the Southern District of New York a report
regarding the wind-down of the Debtors' operations.  The report,
dated June 4, 2012, is available for free at:

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

Mr. Freeh related that much of his time has been spent
interacting with the trustee liquidating MF Global Inc.'s
business under the U.S. Securities Investor Protection Act of
1970 Trustee and worldwide administrators in order to understand
what occurred in the final weeks leading up to the October
Petition Date and figuring out what steps are necessary to
maximize the value of the Debtors' estates.  With in excess of
$3 billion in claims filed against former affiliates, the
potential recoveries for the Debtors' creditors will come
primarily from recoveries on account of those claims, Mr. Freeh
said.  As a result, the Trustee actively follows the proceedings
respecting those entities and even participates on certain of the
creditors' committees around the world, he added.

Another potential source of value for the Debtors' estates is
through litigation, Mr. Freeh noted in his report.  The Trustee's
investigation into potential claims and causes of action is in
its early stages, and as it progresses, details will be provided
to the Court, he said.

                          About MF Global

New York-based MF Global (NYSE: MF) -- http://www.mfglobal.com/--
was one of the world's leading brokers of commodities and listed
derivatives.  MF Global provided access to more than 70 exchanges
around the world.  The firm is also one of 22 primary dealers
authorized to trade U.S. government securities with the Federal
Reserve Bank of New York.  MF Global's roots go back nearly 230
years to a sugar brokerage on the banks of the Thames River in
London.

MF Global Holdings Ltd. and MF Global Finance USA Inc. filed
voluntary Chapter 11 petitions (Bankr. S.D.N.Y. Case Nos. 11-15059
and 11-5058) on Oct. 31, 2011, after a planned sale to Interactive
Brokers Group collapsed.  As of Sept. 30, 2011, MF Global had
$41,046,594,000 in total assets and $39,683,915,000 in total
liabilities.  It is easily the largest bankruptcy filing so far
this year.

Judge Honorable Martin Glenn presides over the Chapter 11 case.
J. Gregory Milmoe, Esq., Kenneth S. Ziman, Esq., and J. Eric
Ivester, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP, serve
as bankruptcy counsel.  The Garden City Group, Inc., serves as
claims and noticing agent.  The petition was signed by Bradley I.
Abelow, Executive Vice President and Chief Executive Officer of MF
Global Finance USA Inc.

Louis J. Freeh was named the Chapter 11 Trustee for the
bankruptcy cases of MF Global Holdings Ltd. and its affiliates.
The Chapter 11 Trustee tapped (i) Freeh Sporkin & Sullivan LLP,
as investigative counsel; (ii) FTI Consulting Inc., as
restructuring advisors; (iii) Morrison & Foerster LLP, as
bankruptcy counsel; and (iv) Pepper Hamilton as special counsel.

An Official Committee of Unsecured Creditors has been appointed in
the case.  The Committee has retained Capstone Advisory Group LLC
as financial advisor.

The Securities Investor Protection Corporation commenced
liquidation proceedings against MF Global Inc. to protect
customers.  James W. Giddens was appointed as trustee pursuant to
the Securities Investor Protection Act.  He is a partner at Hughes
Hubbard & Reed LLP in New York.

Jon Corzine, the former New Jersey governor and co-CEO of
Goldman Sachs Group Inc., stepped down as chairman and chief
executive officer of MF Global just days after the bankruptcy
filing.

U.S. regulators are investigating about $633 million missing from
MF Global customer accounts, a person briefed on the matter said
Nov. 3, according to Bloomberg News.

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


MF GLOBAL: SIPA Trustee Files 1st Report on Liquidation
-------------------------------------------------------
James W. Giddens, the trustee overseeing the liquidation of MF
Global Inc.'s liquidation under the U.S. Securities Investor
Protection Act of 1970, submitted reports to the Bankruptcy Court
detailing the liquidation process of the bankrupt financial
institution and the results of his investigation into the cause
of the firm's collapse.  Copies of the reports, dated June 4,
2012, are available for free at:

     http://bankrupt.com/misc/mfgsipatrusteereport.pdf
     http://bankrupt.com/misc/mfgsipatrusteereport2.pdf

According to Mr. Giddens, former MF Global CEO Jon Corzine and
other top executives of the defunct company may face claims over
their "negligence" at the helm of the brokerage firm.  Mr.
Giddens said he would decide whether to pursue litigation to
recover money for customers, who are missing about $1.6 billion.

In addition to Mr. Corzine, Mr. Giddens said he was considering
suing Henri Steenkamp, the chief financial officer, and Edith
O'Brien, an assistant treasurer in the firm's Chicago office who
oversaw transfers of customer money, DealBook pointed out.

"The trustee's report is consistent with Mr. Corzine's
Congressional testimony that he did not direct or intend to
direct the misuse of customer funds. We simply do not agree with
the trustee's suggestion that Mr. Corzine was negligent or there
is any other basis to sue him," DealBook quoted a spokesman for
Mr. Corzine as saying.

The report, according to DealBook, also showed how a longstanding
cash problem grew during Mr. Corzine's tenure, as the company
took on more risk to turn a profit, and exposed internal disputes
over how to use money in customer accounts to ease the liquidity
squeeze.

         Trustee Begins Distribution of Customer Property

In a statement dated June 20, 2012, the Trustee said he has begun
the process of distributing approximately $50 million of customer
property held as secured by MF Global Inc. for its former
commodities futures customers who traded on non-domestic
exchanges (30.7 property), primarily in the United Kingdom.  The
distribution of 30.7 property is to customers with approved,
finalized claims who have signed releases.  After receipt of this
distribution, customers will have received approximately 5% of
their 30.7 property.  Further related to 30.7 property, legal
proceedings have commenced in the UK regarding the Trustee's
approximately $700 million client claim with the UK Joint Special
Administrators. Click here for information on the UK litigation.

A distribution will also begin shortly for customer property
related to a domestic delivery class, which the Trustee has
identified as consisting of physical customer property that has
been or will be reduced to cash in any manner and which the Court
approved as a separate class of commodity customer property,
according to the same statement.

On June 11, the Trustee began the process of distributing
approximately $600 million of customer property held as
segregated by MF Global Inc. for its former commodities futures
customers who traded on US exchanges (4d property) to customers
with approved, finalized claims who have signed releases. After
receipt of this distribution, customers will have received
approximately 80% of their 4d property.

This interim distribution, as approved by the Bankruptcy Court,
will still allow the Trustee to maintain a proper reserve of
funds for each class of customer property. The reserves must be
held until disputed claims against the estate are either resolved
through negotiation or by the Court. The Trustee hopes to seek
Court approval for additional interim distributions in the
future, while maintaining proper reserves.

Mr. Giddens has already distributed more than $4 billion of
commodity customer property through three bulk transfers
initiated within weeks of MF Global's bankruptcy filing.

                          About MF Global

New York-based MF Global (NYSE: MF) -- http://www.mfglobal.com/--
was one of the world's leading brokers of commodities and listed
derivatives.  MF Global provided access to more than 70 exchanges
around the world.  The firm is also one of 22 primary dealers
authorized to trade U.S. government securities with the Federal
Reserve Bank of New York.  MF Global's roots go back nearly 230
years to a sugar brokerage on the banks of the Thames River in
London.

MF Global Holdings Ltd. and MF Global Finance USA Inc. filed
voluntary Chapter 11 petitions (Bankr. S.D.N.Y. Case Nos. 11-15059
and 11-5058) on Oct. 31, 2011, after a planned sale to Interactive
Brokers Group collapsed.  As of Sept. 30, 2011, MF Global had
$41,046,594,000 in total assets and $39,683,915,000 in total
liabilities.  It is easily the largest bankruptcy filing so far
this year.

Judge Honorable Martin Glenn presides over the Chapter 11 case.
J. Gregory Milmoe, Esq., Kenneth S. Ziman, Esq., and J. Eric
Ivester, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP, serve
as bankruptcy counsel.  The Garden City Group, Inc., serves as
claims and noticing agent.  The petition was signed by Bradley I.
Abelow, Executive Vice President and Chief Executive Officer of MF
Global Finance USA Inc.

Louis J. Freeh was named the Chapter 11 Trustee for the
bankruptcy cases of MF Global Holdings Ltd. and its affiliates.
The Chapter 11 Trustee tapped (i) Freeh Sporkin & Sullivan LLP,
as investigative counsel; (ii) FTI Consulting Inc., as
restructuring advisors; (iii) Morrison & Foerster LLP, as
bankruptcy counsel; and (iv) Pepper Hamilton as special counsel.

An Official Committee of Unsecured Creditors has been appointed in
the case.  The Committee has retained Capstone Advisory Group LLC
as financial advisor.

The Securities Investor Protection Corporation commenced
liquidation proceedings against MF Global Inc. to protect
customers.  James W. Giddens was appointed as trustee pursuant to
the Securities Investor Protection Act.  He is a partner at Hughes
Hubbard & Reed LLP in New York.

Jon Corzine, the former New Jersey governor and co-CEO of
Goldman Sachs Group Inc., stepped down as chairman and chief
executive officer of MF Global just days after the bankruptcy
filing.

U.S. regulators are investigating about $633 million missing from
MF Global customer accounts, a person briefed on the matter said
Nov. 3, according to Bloomberg News.

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


MF GLOBAL: J.E. Meuret Replaces Elliot on Creditors Committee
-------------------------------------------------------------
Tracy Hope Davis, U.S. Trustee for Region 2, has amended the
composition of the Official Committee of Unsecured Creditors in
the Chapter 11 cases of MF Global Holdings Ltd. and its debtor
affiliates as of July 2, 2012.

Elliot Management Corporation resigned from the committee panel
on May 24, 2012.  J.E. Meuret Grain Co., Inc. was appointed as
the newest member of the panel last July 2.

The creditors' panel is now composed of:

    1. Wilmington Trust Company
       50 South Sixth Street - Suite 1290
       Minneapolis, MN 55402-1544
       Attention: Julie J. Becker - Vice President
       Tel: (612) 217-5626
       Fax: (612) 217-5651

    2. JP Morgan Chase Bank, N.A.
       383 Madison Avenue - 23rd Floor
       New York, NY 10179
       Attention: Charles Freedgood
       Tel: (212) 622-4513
       Fax: (212) 622-4557

    3. Bank of America, N.A.
       335 Madison Avenue - 5th Floor
       New York, NY 10017
       Attention: Charles S. Francavilla, Managing Director
       Tel: (646) 556-0678
       Fax: (646) 556-0351

    4. Caplin Systems Ltd.
       5 Penn Plaza - Suite 1982
       New York, NY 10001
       Attention: Jose Cadalzo, General Manager, Americas
       Tel: (212) 835-1574
       Fax: (212) 806-2388

    5. J.E. Meuret Grain Co., Inc.
       101 Franklin St.
       P.O. Box 146
       Brunswick, NE 68720
       Attention: James P. Meuret
       Tel: (402) 842-2515
       Fax: (402) 842-3115

As of July 2, 2012, J.E. Meuret held $528,848 of unsecured claims
against Debtor MF Global Market Services LLC.

JP Morgan currently acts as agent under the $1,200,875,000
Revolving Credit Facility, dated as of June 15, 2007.

Wilmington Trust currently serves as Indenture Trustee for the
for the (i) 6.250% Notes due August 8, 2016; (ii) 3.375%
Notes due August 1, 2018; (iii) 1.875% Notes due February 1,
2016; and (iv) 9% Notes due June 20, 2038.

                          About MF Global

New York-based MF Global (NYSE: MF) -- http://www.mfglobal.com/--
was one of the world's leading brokers of commodities and listed
derivatives.  MF Global provided access to more than 70 exchanges
around the world.  The firm is also one of 22 primary dealers
authorized to trade U.S. government securities with the Federal
Reserve Bank of New York.  MF Global's roots go back nearly 230
years to a sugar brokerage on the banks of the Thames River in
London.

MF Global Holdings Ltd. and MF Global Finance USA Inc. filed
voluntary Chapter 11 petitions (Bankr. S.D.N.Y. Case Nos. 11-15059
and 11-5058) on Oct. 31, 2011, after a planned sale to Interactive
Brokers Group collapsed.  As of Sept. 30, 2011, MF Global had
$41,046,594,000 in total assets and $39,683,915,000 in total
liabilities.  It is easily the largest bankruptcy filing so far
this year.

Judge Honorable Martin Glenn presides over the Chapter 11 case.
J. Gregory Milmoe, Esq., Kenneth S. Ziman, Esq., and J. Eric
Ivester, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP, serve
as bankruptcy counsel.  The Garden City Group, Inc., serves as
claims and noticing agent.  The petition was signed by Bradley I.
Abelow, Executive Vice President and Chief Executive Officer of MF
Global Finance USA Inc.

Louis J. Freeh was named the Chapter 11 Trustee for the
bankruptcy cases of MF Global Holdings Ltd. and its affiliates.
The Chapter 11 Trustee tapped (i) Freeh Sporkin & Sullivan LLP,
as investigative counsel; (ii) FTI Consulting Inc., as
restructuring advisors; (iii) Morrison & Foerster LLP, as
bankruptcy counsel; and (iv) Pepper Hamilton as special counsel.

An Official Committee of Unsecured Creditors has been appointed in
the case.  The Committee has retained Capstone Advisory Group LLC
as financial advisor.

The Securities Investor Protection Corporation commenced
liquidation proceedings against MF Global Inc. to protect
customers.  James W. Giddens was appointed as trustee pursuant to
the Securities Investor Protection Act.  He is a partner at Hughes
Hubbard & Reed LLP in New York.

Jon Corzine, the former New Jersey governor and co-CEO of
Goldman Sachs Group Inc., stepped down as chairman and chief
executive officer of MF Global just days after the bankruptcy
filing.

U.S. regulators are investigating about $633 million missing from
MF Global customer accounts, a person briefed on the matter said
Nov. 3, according to Bloomberg News.

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


MF GLOBAL: Court Sets Aug. 22 as General Claims Bar Date
--------------------------------------------------------
Judge Martin Glenn of the U.S. Bankruptcy Court for the Southern
District of New York has fixed August 22, 2012, at 5:00 p.m.
Prevailing Eastern Time as the deadline for all persons and
entities to assert a claim against:

  (i) MF Global Holdings Ltd. and/or MF Global Finance USA, Inc.
      that arose prior to October 31, 2011,

(ii) MF Global Capital, LLC, MF Global FX Clear LLC and/or MF
      Global Market Services LLC that arose prior to December 19,
      2011, and

(iii) MF Global Holdings USA Inc. that arose prior to March 2,
      2012.

Governmental Units, that Court added, that assert a claim against
the Debtors may file a proof of claim so as to be actually
received on or before August 29, 2012, at 5:00 p.m. Prevailing
Eastern Time.

Proofs of Claim must conform to the form the Debtors prepared;
must be in written form in the English language; must be
denominated in U.S. dollars; must include supporting
documentation; and must be signed by the claimant.  They must
specify by name and case number the Debtor against which the
claim is filed.

Proofs of Claim must be filed on or before the applicable Bar
Date to:

   If by mail:

      MF Global Holdings Ltd., et al.
      c/o GCG, Inc.
      P.O. Box 9846
      Dublin, Ohio 43017-5746

   If by hand delivery or overnight mail:

      MF Global Holdings Ltd., et al.
      c/o GCG, Inc.
      5151 Blazer Parkway, Suite A
      Dublin, Ohio 43017

Proofs of Claim sent by facsimile or electronic mail will not be
accepted.

Among others, persons or entities who need not file a Proof of
Claim by the applicable bar date are:

- those that have already filed a proof of claim with the Court
   or the Claims Agent;

- those whose claim is listed on the Debtors' schedules of
   assets and liabilities and/or schedules of executory contracts
   and unexpired leases provided that the claim is not scheduled
   as disputed or contingent;

- those whose claim has been allowed by the Court before the Bar
   Date or has been fully paid;

- those whose claim is allowable under Sections 503(b) and
   507(a) of the Bankruptcy Code as an expense of
   administration; and

- those whose claim is limited exclusively to a claim for
   repayment for the Debtors' note indentures and prepetition
   credit facilities.

Any person or entity that holds a claim that arises from the
rejection of an executory contract or unexpired lease must file a
Proof of Claim by the later of (a) the applicable Bar Date, or
(b) 30 days after the date of entry of an order of rejection.

Publication of the Bar Date Notice at least 28 days before the
applicable Bar Date in (a) the global edition of the Wall Street
Journal and (b) the global edition of the New York Times will be
deemed good, adequate and sufficient publication notice of the
Bar Dates, Judge Glenn held.

                          About MF Global

New York-based MF Global (NYSE: MF) -- http://www.mfglobal.com/--
was one of the world's leading brokers of commodities and listed
derivatives.  MF Global provided access to more than 70 exchanges
around the world.  The firm is also one of 22 primary dealers
authorized to trade U.S. government securities with the Federal
Reserve Bank of New York.  MF Global's roots go back nearly 230
years to a sugar brokerage on the banks of the Thames River in
London.

MF Global Holdings Ltd. and MF Global Finance USA Inc. filed
voluntary Chapter 11 petitions (Bankr. S.D.N.Y. Case Nos. 11-15059
and 11-5058) on Oct. 31, 2011, after a planned sale to Interactive
Brokers Group collapsed.  As of Sept. 30, 2011, MF Global had
$41,046,594,000 in total assets and $39,683,915,000 in total
liabilities.  It is easily the largest bankruptcy filing so far
this year.

Judge Honorable Martin Glenn presides over the Chapter 11 case.
J. Gregory Milmoe, Esq., Kenneth S. Ziman, Esq., and J. Eric
Ivester, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP, serve
as bankruptcy counsel.  The Garden City Group, Inc., serves as
claims and noticing agent.  The petition was signed by Bradley I.
Abelow, Executive Vice President and Chief Executive Officer of MF
Global Finance USA Inc.

Louis J. Freeh was named the Chapter 11 Trustee for the
bankruptcy cases of MF Global Holdings Ltd. and its affiliates.
The Chapter 11 Trustee tapped (i) Freeh Sporkin & Sullivan LLP,
as investigative counsel; (ii) FTI Consulting Inc., as
restructuring advisors; (iii) Morrison & Foerster LLP, as
bankruptcy counsel; and (iv) Pepper Hamilton as special counsel.

An Official Committee of Unsecured Creditors has been appointed in
the case.  The Committee has retained Capstone Advisory Group LLC
as financial advisor.

The Securities Investor Protection Corporation commenced
liquidation proceedings against MF Global Inc. to protect
customers.  James W. Giddens was appointed as trustee pursuant to
the Securities Investor Protection Act.  He is a partner at Hughes
Hubbard & Reed LLP in New York.

Jon Corzine, the former New Jersey governor and co-CEO of
Goldman Sachs Group Inc., stepped down as chairman and chief
executive officer of MF Global just days after the bankruptcy
filing.

U.S. regulators are investigating about $633 million missing from
MF Global customer accounts, a person briefed on the matter said
Nov. 3, according to Bloomberg News.

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


MF GLOBAL: Trustee Files Cash Collateral Budgets for May-June
-------------------------------------------------------------
Pursuant to the Final Cash Collateral Order, Louis J. Freeh, the
Chapter 11 Trustee for MF Global Holdings Ltd. and its debtor
affiliates submitted to Judge Martin Glenn of the U.S. Bankruptcy
Court for the Southern District of New York cash collateral
budgets approved in May 2012.  The Chapter 11 Trustee expected to
have $14.20 million in cash available for use as of June 15, 2012
and $12.76 million as of June 18, 2012.

Schedules of the Cash Collateral Forecast for the weeks May 5,
2012, May 18, 2012, May 25, 2012, June 1, 2012, June 8, 2012,
June 15, 2012, and June 22, 2012, are available for free at:

    http://bankrupt.com/misc/MFG_May2012CashCollBudgets.pdf

A schedule of the Cash Collateral Forecast for the period June 2
to 29, 2012, is available for free at:

    http://bankrupt.com/misc/MFG_June2012CashColBudget.pdf

                          About MF Global

New York-based MF Global (NYSE: MF) -- http://www.mfglobal.com/--
was one of the world's leading brokers of commodities and listed
derivatives.  MF Global provided access to more than 70 exchanges
around the world.  The firm is also one of 22 primary dealers
authorized to trade U.S. government securities with the Federal
Reserve Bank of New York.  MF Global's roots go back nearly 230
years to a sugar brokerage on the banks of the Thames River in
London.

MF Global Holdings Ltd. and MF Global Finance USA Inc. filed
voluntary Chapter 11 petitions (Bankr. S.D.N.Y. Case Nos. 11-15059
and 11-5058) on Oct. 31, 2011, after a planned sale to Interactive
Brokers Group collapsed.  As of Sept. 30, 2011, MF Global had
$41,046,594,000 in total assets and $39,683,915,000 in total
liabilities.  It is easily the largest bankruptcy filing so far
this year.

Judge Honorable Martin Glenn presides over the Chapter 11 case.
J. Gregory Milmoe, Esq., Kenneth S. Ziman, Esq., and J. Eric
Ivester, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP, serve
as bankruptcy counsel.  The Garden City Group, Inc., serves as
claims and noticing agent.  The petition was signed by Bradley I.
Abelow, Executive Vice President and Chief Executive Officer of MF
Global Finance USA Inc.

Louis J. Freeh was named the Chapter 11 Trustee for the
bankruptcy cases of MF Global Holdings Ltd. and its affiliates.
The Chapter 11 Trustee tapped (i) Freeh Sporkin & Sullivan LLP,
as investigative counsel; (ii) FTI Consulting Inc., as
restructuring advisors; (iii) Morrison & Foerster LLP, as
bankruptcy counsel; and (iv) Pepper Hamilton as special counsel.

An Official Committee of Unsecured Creditors has been appointed in
the case.  The Committee has retained Capstone Advisory Group LLC
as financial advisor.

The Securities Investor Protection Corporation commenced
liquidation proceedings against MF Global Inc. to protect
customers.  James W. Giddens was appointed as trustee pursuant to
the Securities Investor Protection Act.  He is a partner at Hughes
Hubbard & Reed LLP in New York.

Jon Corzine, the former New Jersey governor and co-CEO of
Goldman Sachs Group Inc., stepped down as chairman and chief
executive officer of MF Global just days after the bankruptcy
filing.

U.S. regulators are investigating about $633 million missing from
MF Global customer accounts, a person briefed on the matter said
Nov. 3, according to Bloomberg News.

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


MF GLOBAL: Proposes Settlement With CME Group
---------------------------------------------
James W. Giddens, the Trustee for the liquidation of MF Global
Inc. (MFGI), asks the Bankruptcy Court to approve an agreement it
reached with CME Group that includes the return of more than $130
million in property held by CME Group to the Trustee for the
benefit of former commodity customers of the failed broker-
dealer.

"This agreement supports my goal to expeditiously resolve
outstanding conflicts with parties as we work to recover and
distribute as much customer property as possible as quickly as
possible, in a manner that is fair and consistent with the law,"
Mr. Giddens said in a statement.

In total, the agreement provides for the disposition of more than
$175 million in MFGI property currently held or controlled by CME
Group.

Under the terms of the agreement and if approved by the Court:

   -- More than $130 million in property held by CME Group will
      be returned to the Trustee for the benefit of former
      commodity customers of the failed broker-dealer and
      allocated evenly ($65 million to each) to those customers
      trading on domestic (4d property) and foreign (30.7
      property) exchanges.

   -- All customer claims asserted under rules of the various CME
      Group exchanges will be deemed provided for and handled
      through the Court approved and supervised claims process in
      MFGI's SIPA liquidation.

   -- All non-customer claims asserted under rules of the various
      CME Group exchanges will be determined and directly paid
      for by CME Group using $16.5 million of the MFGI property
      retained by CME Group.

   -- All claims asserted by CME Group will have a lower priority
      of payment than customers of the MFGI estate.

CME Group Inc., on behalf of itself and its exchange
subsidiaries, and GFX Corporation, and a group of MF Global Inc.
commodities customers support the approval of the settlement.

                          About MF Global

New York-based MF Global (NYSE: MF) -- http://www.mfglobal.com/--
was one of the world's leading brokers of commodities and listed
derivatives.  MF Global provided access to more than 70 exchanges
around the world.  The firm is also one of 22 primary dealers
authorized to trade U.S. government securities with the Federal
Reserve Bank of New York.  MF Global's roots go back nearly 230
years to a sugar brokerage on the banks of the Thames River in
London.

MF Global Holdings Ltd. and MF Global Finance USA Inc. filed
voluntary Chapter 11 petitions (Bankr. S.D.N.Y. Case Nos. 11-15059
and 11-5058) on Oct. 31, 2011, after a planned sale to Interactive
Brokers Group collapsed.  As of Sept. 30, 2011, MF Global had
$41,046,594,000 in total assets and $39,683,915,000 in total
liabilities.  It is easily the largest bankruptcy filing so far
this year.

Judge Honorable Martin Glenn presides over the Chapter 11 case.
J. Gregory Milmoe, Esq., Kenneth S. Ziman, Esq., and J. Eric
Ivester, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP, serve
as bankruptcy counsel.  The Garden City Group, Inc., serves as
claims and noticing agent.  The petition was signed by Bradley I.
Abelow, Executive Vice President and Chief Executive Officer of MF
Global Finance USA Inc.

Louis J. Freeh was named the Chapter 11 Trustee for the
bankruptcy cases of MF Global Holdings Ltd. and its affiliates.
The Chapter 11 Trustee tapped (i) Freeh Sporkin & Sullivan LLP,
as investigative counsel; (ii) FTI Consulting Inc., as
restructuring advisors; (iii) Morrison & Foerster LLP, as
bankruptcy counsel; and (iv) Pepper Hamilton as special counsel.

An Official Committee of Unsecured Creditors has been appointed in
the case.  The Committee has retained Capstone Advisory Group LLC
as financial advisor.

The Securities Investor Protection Corporation commenced
liquidation proceedings against MF Global Inc. to protect
customers.  James W. Giddens was appointed as trustee pursuant to
the Securities Investor Protection Act.  He is a partner at Hughes
Hubbard & Reed LLP in New York.

Jon Corzine, the former New Jersey governor and co-CEO of
Goldman Sachs Group Inc., stepped down as chairman and chief
executive officer of MF Global just days after the bankruptcy
filing.

U.S. regulators are investigating about $633 million missing from
MF Global customer accounts, a person briefed on the matter said
Nov. 3, according to Bloomberg News.

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


MICHAELS STORES: Had $53 Million Profit in 1st Quarter
------------------------------------------------------
Michaels Stores, Inc., filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing net income
of $53 million on $978 million of net sales for the quarter ended
April 28, 2012, compared with net income of $37 million on $953
million of net sales for the quarter ended April 30, 2011.

The Company's balance sheet at April 28, 2012, showed $1.86
billion in total assets, $4.28 billion in total liabilities and a
$2.41 billion total stockholders' deficit.

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

                        http://is.gd/GT6hAQ

                       About Michaels Stores

Headquartered in Irving, Texas, Michaels Stores, Inc., is the
largest arts and crafts specialty retailer in North America.  As
of March 9, 2009, the Company operated 1,105 "Michaels" retail
stores in the United States and Canada and 161 Aaron Brothers
Stores.

                          *     *     *

As reported by the TCR on April 5, 2012, Moody's Investors Service
upgraded Michaels Stores, Inc.'s Corporate Family Rating to B2
from B3.  "The upgrade of Michaels' Corporate Family Rating
primarily reflects the positive benefits of its continuing
business initiatives which have led to consistent improvements in
same store sales," said Moody's Vice President Scott Tuhy.

In the April 16, 2012, edition of the TCR, Standard & Poor's
Ratings Services raised its corporate credit rating on Irving,
Texas-based Michaels Stores Inc. to 'B' from 'B-'.  "Standard &
Poor's Ratings Services' upgrade on Michaels Stores reflects the
improvement in financial ratios following the company's
performance in the important fourth quarter, given the seasonality
of the company's business," said Standard & Poor's credit analyst
Brian Milligan.  "The CreditWatch placement remains effective,
given the pending IPO."


MSR RESORT: Witnesses Make Case to Cancel Hilton Agreements
-----------------------------------------------------------
Lisa Uhlman at Bankruptcy Law360 reports that a witness for MSR
Resort Golf Course LLC testified Friday that the company is unable
to maximize earnings on three of its luxury resorts, telling a New
York bankruptcy judge that Hilton Worldwide Inc. should be dropped
as the resorts' property manager.

Bankruptcy Law360 says MSR has been in New York bankruptcy court
seeking to upend its resort management agreements in a bid to free
up money.

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.

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.


NEW PEOPLES BANKSHARES: Had $2.5 Million 1st Quarter Net Loss
-------------------------------------------------------------
New Peoples Bankshares, Inc., filed its quarterly report on Form
10-Q, reporting a net loss of $2.53 million on $7.12 million of
net interest income before provision for loan losses for the three
months ended March 31, 2012, compared with net income of $549,000
on $8.17 million of net interest income before provision for loan
losses for the same period of 2011.

The Company's balance sheet at March 31, 2012, showed
$768.45 million in total assets, $742.28 million in total
liabilities, and stockholders' equity of $26.17 million.

The Company and the Bank are subject to various capital
requirements administered by federal banking agencies.  Failure to
meet minimum capital requirements can initiate certain mandatory
and, possibly, additional discretionary actions by regulators
that, if undertaken, could have a direct material effect on the
Company?s and the Bank?s financial statements.  Under capital
adequacy guidelines and the regulatory framework for prompt
corrective action, the Company and the Bank must meet specific
capital guidelines that involve quantitative measures of assets,
liabilities, and certain off-balance sheet items as calculated
under regulatory accounting practices.  The capital amounts and
classification are also subject to qualitative judgments by the
regulators about components, risk weightings, and other factors.
Prompt corrective action provisions are not applicable to bank
holding companies.

Quantitative measures established by regulation to ensure capital
adequacy require the Company and the Bank to maintain minimum
amounts and ratios of total and Tier 1 capital (as defined) to
risk-weighted assets (as defined) and of Tier 1 capital (as
defined) to average assets (as defined).

"As of March 31, 2012, the Company fell below the minimum capital
requirements as a result of the Tier 1 leverage ratio decreasing
to 3.92%, which was below the minimum requirement of 4.00%.  As of
March 31, 2012, the Bank was well capitalized under the regulatory
framework for prompt corrective action."

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

                       http://is.gd/wsb8Iz

New Peoples Bankshares, Inc., is a Virginia bank holding company
headquartered in Honaker, Virginia.  New Peoples subsidiaries
include: New Peoples Bank, Inc., a Virginia banking corporation
(the Bank) and NPB Web Services, Inc., a web design and hosting
company (NPB Web).

The Bank is headquartered in Honaker, Virginia and operates 27
full service offices in the southwestern Virginia counties of
Russell, Scott, Washington, Tazewell, Buchanan, Dickenson, Wise,
Lee, Smyth, and Bland; Mercer County in southern West Virginia and
the eastern Tennessee counties of Sullivan and Washington.


NORTHSTAR AEROSPACE: Fails to Get Competing Bids; Cancels Auction
-----------------------------------------------------------------
Counsels for Northstar Aerospace (USA) Inc. and its debtor-
affiliates told the U.S. Bankruptcy Court for the District of
Delaware that there were no qualified offers for the Debtors'
assets on July 13, 2012.  The auction set for July 17, 2012, was
canceled.

The Debtors told the Court they intend to present the purchase
agreement with private-equity investor Wynnchurch Capital Ltd. at
the sale hearing scheduled for July 24, 2012 at 4:00 p.m. (ET).

According to the Troubled Company Reporter on June 29, 2012,
Wynnchurch was to open the bidding with its $70 million offer,
pursuant to joint cross-border bidding procedures approved by
courts in Canada and the U.S.

                     About Northstar Aerospace

Chicago, Illinois-based Northstar Aerospace --
http://www.nsaero.com/-- is an independent manufacturer of flight
critical gears and transmissions.  With operating subsidiaries in
the United States and Canada, Northstar produces helicopter gears
and transmissions, accessory gearbox assemblies, rotorcraft drive
systems and other machined and fabricated parts.  It also provides
maintenance, repair and overhaul of components and transmissions.
Its plants are located in Chicago, Illinois; Phoenix, Arizona and
Milton and Windsor, Ontario.  Northstar employs over 700 people
across its operations.

Northstar Aerospace, along with affiliates, filed for Chapter 11
protection (Bankr. D. Del. Lead Case No. 12-11817) in Wilmington,
Delaware, on June 14, 2012, to sell its business to affiliates of
Wynnchurch Capital, Ltd., absent higher and better offers.

Attorneys at SNR Denton US LLP and Bayard, P.A. serve as counsel
to the Debtors.  The Debtors have obtained approval to hire Logan
& Co. Inc. as the claims and notice agent.

Certain Canadian affiliates are also seeking protection pursuant
to the Companies' Creditors Arrangement Act, R.S.C.1985, c. C-36,
as amended.

As of March 31, 2012, Northstar disclosed total assets of
$165.1 million and total liabilities of $147.1 million.
Approximately 60% of the assets and business are with the U.S.
debtors.


PANDA TEMPLE: S&P Lowers Preliminary Rating on $340MM Debt to 'B'
-----------------------------------------------------------------
Standard & Poor's Ratings Services lowered its preliminary rating
to 'B' from 'B+' and changed the preliminary recovery rating to
'3' from '2' on Panda Temple Power LLC's $75 million first-lien
term loan A, $255 million term loan B, and $10.16 million letter
of credit facility. The preliminary '3' recovery rating indicates
meaningful recovery (50% to 70%) of principal in a default
scenario. Cross-acceleration provisions exist between the term
loan A and term loan B and all the debt is pari passu. The outlook
is stable. The preliminary ratings are subject to final structure
and document review.

"The change in ratings reflects a higher amount of total debt and
cumulative interest payments that are likely to be considerably
higher than our previous assumptions," said Standard & Poor's
credit analyst Manish Consul.

"Our rating also reflects the project's construction risk,
exposure to merchant energy prices, and a high degree of
sensitivity to capacity factors and market heat rates," S&P said.

"Temple is a special-purpose, bankruptcy-remote operating entity.
Panda Power Generation Infrastructure Funds and a consortium of
other equity investors together own the equity in the project,"
S&P said.

"The stable outlook on the debt ratings reflects fairly steady
cash flow through 2018 due to hedging positions and favorable cash
flow prospects thereafter given asset efficiency and expected
retirement of aged coal capacity. A downgrade is possible if our
expectation of debt at maturity changes to greater than $400 per
kW and if debt service coverage ratios steadily decline below
1.1x. This would likely result from construction delays, lower-
than-expected spark spreads or operational performance, or higher
operating and maintenance costs. An upgrade would require a large
and sustainable improvement in merchant market prices that would
reduce refinance risk to below $100 per kW," S&P said.


PATRIOT COAL: Courts OKs Remaining 1st-Day Motions
--------------------------------------------------
Lisa Uhlman at Bankruptcy Law360 reports that an attorney for
Patriot Coal Corp. on Monday described a company that buckled
under climbing labor costs as coal demand and prices dropped, with
a New York bankruptcy judge approving several motions carried over
from the first-day hearing in the debtor's Chapter 11 case.

U.S. Bankruptcy Judge Shelley C. Chapman, in her first hearing in
the case since Patriot's July 9 bankruptcy filing and first-day
hearing before Judge Allan L. Gropper the following day, approved
nine of the debtor's requests, according to Bankruptcy Law360.

                        About Patriot Coal

St. Louis-based Patriot Coal Corporation (NYSE: PCX) is a producer
and marketer of coal in the eastern United States, with 13 active
mining complexes in Appalachia and the Illinois Basin.  The
Company ships to domestic and international electricity
generators, industrial users and metallurgical coal customers, and
controls roughly 1.9 billion tons of proven and probable coal
reserves.

Patriot Coal Corporation (NYSE: PCX) and nearly 100 affiliates
filed voluntary Chapter 11 petitions in U.S. bankruptcy court in
Manhattan (Bankr. S.D.N.Y. Lead Case No. 12-12900) on July 9,
2012.

Patriot said it had $3.57 billion of assets and $3.07 billion of
debts, and has arranged $802 million of financing to continue
operations during the reorganization.

Davis Polk & Wardwell LLP is serving as legal advisor, Blackstone
Advisory Partners LP is serving as financial advisor, and AP
Services, LLC is providing interim management services to Patriot
in connection with the reorganization.  Ted Stenger, a Managing
Director at AlixPartners LLP, the parent company of AP Services,
has been named Chief Restructuring Officer of Patriot, reporting
to the Chairman and CEO.

The case has been assigned to the Honorable Shelley C. Chapman.

As reported by the TCR on July 12, 2012, Standard & Poor's Ratings
Services lowered its corporate credit rating on St. Louis, Mo.-
based Patriot Coal Corp. (Patriot) to 'D' from 'CCC'.  "The 'D'
rating on Patriot follows the company's filing of a voluntary
petition under Chapter 11 of the U.S. Bankruptcy Code to implement
its restructuring plan," said Standard & Poor's credit analyst
Maurice Austin.  During recent months, the cancellation of
customer contracts, lower thermal coal prices, and rising
expenditures for environmental and other liabilities have severely
constrained the company's liquidity and financial flexibility,"
S&P said.

In the July 12, 2012, edition of the TCR, Moody's Investors
Service lowered Patriot Coal's Probability of Default Rating to D
from Caa1 and the corporate family rating to Ca from Caa1.  The
downgrades were prompted by the company's July 9, 2012,
announcement that it voluntarily filed for relief under Chapter 11
of the United States Bankruptcy Code.


PEREGRINE FINANCIAL: NFA Taps Jenner & Block to Review Audit
------------------------------------------------------------
Lana Birbrair at Bankruptcy Law360 reports that the National
Futures Association, under fire for failing to uncover two decades
of forgeries at Peregrine Financial Group Inc., said Monday that
it would retain Jenner & Block LLP to conduct an internal review
of its audit practices and procedures.

Hours after former Peregrine customer Attain Capital Management
called for a congressional investigation into the NFA, the self-
regulatory body for the U.S. futures markets said its special
committee for the protection of customer funds would hire outside
counsel to conduct a thorough review, Bankruptcy Law360 relates.

                     About Peregrine Financial

Peregrine Financial Group Inc. on July 10, 2012, filed to
liquidate under Chapter 7 of the U.S. Bankruptcy Code (Bankr. N.D.
Ill. Case No. 12-27488), disclosing between $500 million and
$1 billion of assets, and between $100 million and $500 million of
liabilities.

Earlier on July 10, at the behest of the U.S. Commodity Futures
Trading Commission, a U.S. district judge appointed a receiver and
froze the firm's assets.  The firm put itself into bankruptcy
liquidation in Chicago later the same day.  The CFTC had sued
Peregrine, saying that more than $200 million of supposedly
segregated customer funds had been "misappropriated."  The CFTC
case is U.S. Commodity Futures Trading Commission v. Peregrine
Financial Group Inc., 12-cv-5383, U.S. District Court, Northern
District of Illinois (Chicago).

Peregrine's Chief Executive Russell R. Wasendorf Sr.
unsuccessfully attempted suicide outside a firm office in Cedar
Falls, Iowa, on July 9.

The bankruptcy petition was signed in his place by Russell R.
Wasendorf Jr., the firm's chief operating officer. The resolution
stated that Wasendorf Jr. was given a power of attorney on July 3
to exercise if Wasendorf Sr. became incapacitated.

Peregrine Financial Group Inc. is the regulated unit of the
brokerage PFGBest.

At a quickly-convened hearing on July 13, the bankruptcy judge
authorized the Chapter 7 trustee to operate Peregrine's business
on a "limited basis" through Sept. 13.


PEREGRINE FINANCIAL: Faces Suits Over Mass Layoff, Funds Misuse
---------------------------------------------------------------
Django Gold at Bankruptcy Law360 reports that Peregrine Financial
Group Inc. was hit July 10 with a class action in Illinois federal
court alleging the bankrupt brokerage failed to provide sufficient
notification before initiating mass layoffs, as questions mount
over the unexplained disappearance of $200 million in client
funds.

Bankruptcy Law360 relates that Ronald Kotulak alleges he was among
several workers who lost their jobs as Peregrine ? which does
business as PFGBest ? faces suspicions of widespread fraud. His
proposed class action against the embattled firm claims his former
employer violated the Worker Adjustment and Retraining
Notification.

                         Commingled Funds

Brian Mahoney at Bankruptcy Law360 said in a separate report that
a Peregrine Financial Group Inc. customer filed a class action in
Illinois federal court Friday accusing executives of the now-
bankrupt futures broker of commingling firm and customer funds,
the same day the FBI charged the firm's CEO with lying to
regulators about its $200 million shortfall.

Bankruptcy Law360 relates that Peregrine investor-client Michael
LaSalvia says PFG chief Russell Wasendorf Sr. and other firm
executives flouted federal law and U.S. Commodity Futures Trading
Commission regulations by mixing and misappropriating customer
investments, actions that were uncovered by a CFTC investigation.

                           Fraud Probe

Meanwhile, Jacob Bunge at Dow Jones' Daily Bankruptcy Review
reports that authorities are continuing to investigate the actions
of top officials at collapsed brokerage Peregrine Financial Group
Inc. even though Chief Executive Russell Wasendorf Sr. said last
week he was solely responsible for a decades-long fraud, according
to people familiar with the investigation.

                     About Peregrine Financial

Peregrine Financial Group Inc. on July 10, 2012, filed to
liquidate under Chapter 7 of the U.S. Bankruptcy Code (Bankr. N.D.
Ill. Case No. 12-27488), disclosing between $500 million and
$1 billion of assets, and between $100 million and $500 million of
liabilities.

Earlier on July 10, at the behest of the U.S. Commodity Futures
Trading Commission, a U.S. district judge appointed a receiver and
froze the firm's assets.  The firm put itself into bankruptcy
liquidation in Chicago later the same day.  The CFTC had sued
Peregrine, saying that more than $200 million of supposedly
segregated customer funds had been "misappropriated."  The CFTC
case is U.S. Commodity Futures Trading Commission v. Peregrine
Financial Group Inc., 12-cv-5383, U.S. District Court, Northern
District of Illinois (Chicago).

Peregrine's Chief Executive Russell R. Wasendorf Sr.
unsuccessfully attempted suicide outside a firm office in Cedar
Falls, Iowa, on July 9.

The bankruptcy petition was signed in his place by Russell R.
Wasendorf Jr., the firm's chief operating officer. The resolution
stated that Wasendorf Jr. was given a power of attorney on July 3
to exercise if Wasendorf Sr. became incapacitated.

Peregrine Financial Group Inc. is the regulated unit of the
brokerage PFGBest.


PEREGRINE FINANCIAL: Experts Say CFTC Reforms Won't Fend Off Fraud
------------------------------------------------------------------
Ian Thoms at Bankruptcy Law360 reports that the U.S. Commodity
Futures Trading Commission hustled Thursday to approve new
protections for customer funds after some $220 million went
missing from Peregrine Financial Group Inc., but the move will do
little to take the heat off the embattled agency or deter those
bent on committing fraud, experts say.

In a private vote, the CFTC moved Thursday to adopt the so-called
Corzine rule proposed in May by the National Futures Association,
an industry self-regulator, Bankruptcy Law360 relates citing an
agency official.

                     About Peregrine Financial

Peregrine Financial Group Inc. on July 10, 2012, filed to
liquidate under Chapter 7 of the U.S. Bankruptcy Code (Bankr. N.D.
Ill. Case No. 12-27488), disclosing between $500 million and
$1 billion of assets, and between $100 million and $500 million of
liabilities.

Earlier on July 10, at the behest of the U.S. Commodity Futures
Trading Commission, a U.S. district judge appointed a receiver and
froze the firm's assets.  The firm put itself into bankruptcy
liquidation in Chicago later the same day.  The CFTC had sued
Peregrine, saying that more than $200 million of supposedly
segregated customer funds had been "misappropriated."  The CFTC
case is U.S. Commodity Futures Trading Commission v. Peregrine
Financial Group Inc., 12-cv-5383, U.S. District Court, Northern
District of Illinois (Chicago).

Peregrine's Chief Executive Russell R. Wasendorf Sr.
unsuccessfully attempted suicide outside a firm office in Cedar
Falls, Iowa, on July 9.

The bankruptcy petition was signed in his place by Russell R.
Wasendorf Jr., the firm's chief operating officer. The resolution
stated that Wasendorf Jr. was given a power of attorney on July 3
to exercise if Wasendorf Sr. became incapacitated.

Peregrine Financial Group Inc. is the regulated unit of the
brokerage PFGBest.


PEREGRINE FINANCIAL: Wasendorf Sued for Commingling Funds
---------------------------------------------------------
Carla Main, substituting for Bill Rochelle, the bankruptcy
columnist for Bloomberg News, reports that Russell Wasendorf Sr.,
the chief executive officer of bankrupt futures brokerage
Peregrine Financial Group Inc. facing criminal charges, was sued
by a customer claiming the CEO and his son illegally commingled
firm and client money.

According to the report, Michael LaSalvia of Naperville, Illinois,
in a complaint filed in federal court in Chicago on July 13, seeks
class-action status on behalf of anyone who had money on deposit
with Peregrine from January 2010 to July 10, 2012.

The case is LaSalvia v. Wasendorf, 12-cv-05546, U.S.
District Court, Northern District of Illinois (Chicago).

                    About Peregrine Financial

Peregrine Financial Group Inc. on July 10, 2012, filed to
liquidate under Chapter 7 of the U.S. Bankruptcy Code (Bankr. N.D.
Ill. Case No. 12-27488), disclosing between $500 million and
$1 billion of assets, and between $100 million and $500 million of
liabilities.

Earlier on July 10, at the behest of the U.S. Commodity Futures
Trading Commission, a U.S. district judge appointed a receiver and
froze the firm's assets.  The firm put itself into bankruptcy
liquidation in Chicago later the same day.  The CFTC had sued
Peregrine, saying that more than $200 million of supposedly
segregated customer funds had been "misappropriated."  The CFTC
case is U.S. Commodity Futures Trading Commission v. Peregrine
Financial Group Inc., 12-cv-5383, U.S. District Court, Northern
District of Illinois (Chicago).

Peregrine's Chief Executive Russell R. Wasendorf Sr.
unsuccessfully attempted suicide outside a firm office in Cedar
Falls, Iowa, on July 9.  Mr. Wasendorf Sr. has confessed to
prosecutors of conducting a fraud for 20 years at Peregrine.

The bankruptcy petition was signed in his place by Russell R.
Wasendorf Jr., the firm's chief operating officer. The resolution
stated that Wasendorf Jr. was given a power of attorney on July 3
to exercise if Wasendorf Sr. became incapacitated.

Peregrine Financial Group Inc. is the regulated unit of the
brokerage PFGBest.

At a quickly-convened hearing on July 13, the bankruptcy judge
authorized the Chapter 7 trustee to operate Peregrine's business
on a "limited basis" through Sept. 13.


PRINCE SPORTS: Seeks to Hand Off its Wimbledon Contract
-------------------------------------------------------
Katy Stech at Dow Jones' DBR Small Cap reports that Prince Sports
Inc. wants to pass on its sponsorship agreement with the storied
Wimbledon championships to sports-helmet maker Battle Sports
Science LLC, which also has the right to make Prince Sports-
branded gear through licensing agreements.

                        About Prince Sports

Prince Sports, Inc. and its U.S. affiliates filed voluntary
petitions for Chapter 11 reorganization (Bankr. D. Del. Lead Case
NO. 12-11439) on May 1, 2012, with a Chapter 11 plan that
contemplates the transfer of ownership to Authentic Brands Group
(ABG)-Prince LLC.

Founded in 1970, Prince Sports has a 42-year track record of
developing premium quality products for the racquet sports
industry.  The Company pioneered many innovative designs,
including the "oversized" racquet, the "longbody" racquet, and
technology for racquet applications such as Triple Threat, 03 and
EX03.  Prince sells its products through brands like "Ektelon,"
which sells racquetball racquets, footwear and gloves and "Viking
Athletics," through which it sells platform tennis paddles, balls
and gloves.  Prince is distributed in over 100 countries.

Lincolnshire Management Inc. acquired Prince from Benneton Group,
the parent company of United Colors of Benneton, in 2003.
Lincolnshire Management sold Prince to Nautic Partners in August
2007.

The Debtor has a Chapter 11 plan where (ABG)-Prince LLC, which
acquired the secured debt from GE Capital and Madison Capital,
will be acquiring 100% of the new equity in exchange of the
discharge of the debt.

Attorneys at Pachulski Stang Ziehl & Jones serve as counsel to the
Debtors.  The Debtors have also tapped FTI Consultin, Inc., to
provide David J. Woodward as Chief Restructuring Officer, and
provide additional personnel. Epiq Bankruptcy Solutions LLC is the
claims and notice agent.

An official committee of unsecured creditors has been appointed in
the case.


PRINCE SPORTS: Has Nod to Hire Epiq as Administrative Advisor
-------------------------------------------------------------
Prince Sports, Inc., et al., sought and obtained authorization
from the Hon. Kevin J. Carey of the U.S. Bankruptcy Court for the
District of Delaware to employ Epiq Bankruptcy Solutions, LLC, as
administrative advisor, nunc pro tunc to the Petition Date.

Epiq will, among other things:

      a. assist with, among other things, solicitation, balloting
         and tabulation and calculation of votes, as well as
         prepare any appropriate reports, as required in
         furtherance of confirmation of plan(s) of reorganization;

      b. generate an official ballot certification and testify, if
         necessary, in support of the ballot tabulation results;

      c. gather data in conjunction with the preparation, and
         assist with the preparation, of the Debtors' schedules of
         assets and liabilities and statements of financial
         affairs; and

      d. generate, provide and assist with claims objections,
         exhibits, claims reconciliation, and related matters.

The Debtors will pay Epiq at these hourly rates:

         Clerk                            $28.00-$42.00
         Case Manager                     $66.50-$101.50
         IT/ Programming                  $98.00-$133.00
         Senior Case Manager/Consultant  $115.50-$154.00
         Senior Consultant               $157.50-$192.50

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

                        About Prince Sports

Prince Sports, Inc. and its U.S. affiliates filed voluntary
petitions for Chapter 11 reorganization (Bankr. D. Del. Lead Case
NO. 12-11439) on May 1, 2012, with a Chapter 11 plan that
contemplates the transfer of ownership to Authentic Brands Group
(ABG)-Prince LLC.

Founded in 1970, Prince Sports has a 42-year track record of
developing premium quality products for the racquet sports
industry.  The Company pioneered many innovative designs,
including the "oversized" racquet, the "longbody" racquet, and
technology for racquet applications such as Triple Threat, 03 and
EX03.  Prince sells its products through brands like "Ektelon,"
which sells racquetball racquets, footwear and gloves and "Viking
Athletics," through which it sells platform tennis paddles, balls
and gloves.  Prince is distributed in over 100 countries.

Lincolnshire Management Inc. acquired Prince from Benneton Group,
the parent company of United Colors of Benneton, in 2003.
Lincolnshire Management sold Prince to Nautic Partners in August
2007.

The Debtor has a Chapter 11 plan where (ABG)-Prince LLC, which
acquired the secured debt from GE Capital and Madison Capital,
will be acquiring 100% of the new equity in exchange of the
discharge of the debt.

Attorneys at Pachulski Stang Ziehl & Jones serve as counsel to the
Debtors.  The Debtors have also tapped FTI Consultin, Inc., to
provide David J. Woodward as Chief Restructuring Officer, and
provide additional personnel. Epiq Bankruptcy Solutions LLC is the
claims and notice agent.

An official committee of unsecured creditors has been appointed in
the case.


PRINCE SPORTS: Committee Can Hire Connolly as Delaware Counsel
--------------------------------------------------------------
The Official Committee of Unsecured Creditors of Prince Sports,
Inc., et al., sought and obtained permission from the Hon. Kevin
J. Carey of the U.S. Bankruptcy Court for the District of Delaware
to retain Connolly Bove Lodge & Hutz LLP as Delaware counsel,
effective as of May 14, 2012.

The Committee selected Patton Boggs LLP to serve as its lead
counsel and CBL&H to serve as its Delaware co-counsel.  To
minimize duplication efforts, Patton Boggs and CBL&H continually
monitor and discuss each firm's respective responsibilities in
connection with representation of the Committee.

CBL&H will, among other things:

      a. provide legal advice regarding the rules and practices of
         the Court applicable to the Committee's powers and duties
         as an official committee appointed under Section 1102 of
         the U.S. Bankruptcy Code;

      b. prepare and review applications, motions, complaints,
         answers, orders, agreements and other legal papers filed
         on behalf of the Committee for compliance with the rules
         and practices of the Court;

      c. review and respond, as necessary, to applications,
         motions, complaints, answers, orders, agreements and
         other legal papers filed by other parties-in-interest;
         and

      d. appear in Court to present necessary motions,
         applications and pleadings and otherwise protect the
         interests of the Committee and the unsecured creditors of
         the Debtors.

CBL&H will be paid at these hourly rates:

         Jeffrey C. Wisler, Partner                $580
         Karen C. Bifferato, Partner               $485
         Zhun Lu, Partner                          $380
         Christina M. Thompson, Partner            $455
         Marc J. Phillips, Associate               $425
         Kelly M. Conlan, Associate                $385
         N. Christopher Griffiths, Associate       $285
         Maria E. Whalen, Paralegal                $190

To the best of the Committees' knowledge, CBL&H is a
"disinterested person" as that term is defined in Section 101(14)
of the Bankruptcy Code.

                        About Prince Sports

Prince Sports, Inc. and its U.S. affiliates filed voluntary
petitions for Chapter 11 reorganization (Bankr. D. Del. Lead Case
NO. 12-11439) on May 1, 2012, with a Chapter 11 plan that
contemplates the transfer of ownership to Authentic Brands Group
(ABG)-Prince LLC.

Founded in 1970, Prince Sports has a 42-year track record of
developing premium quality products for the racquet sports
industry.  The Company pioneered many innovative designs,
including the "oversized" racquet, the "longbody" racquet, and
technology for racquet applications such as Triple Threat, 03 and
EX03.  Prince sells its products through brands like "Ektelon,"
which sells racquetball racquets, footwear and gloves and "Viking
Athletics," through which it sells platform tennis paddles, balls
and gloves.  Prince is distributed in over 100 countries.

Lincolnshire Management Inc. acquired Prince from Benneton Group,
the parent company of United Colors of Benneton, in 2003.
Lincolnshire Management sold Prince to Nautic Partners in August
2007.

The Debtor has a Chapter 11 plan where (ABG)-Prince LLC, which
acquired the secured debt from GE Capital and Madison Capital,
will be acquiring 100% of the new equity in exchange of the
discharge of the debt.

Attorneys at Pachulski Stang Ziehl & Jones serve as counsel to the
Debtors.  The Debtors have also tapped FTI Consultin, Inc., to
provide David J. Woodward as Chief Restructuring Officer, and
provide additional personnel. Epiq Bankruptcy Solutions LLC is the
claims and notice agent.

An official committee of unsecured creditors has been appointed in
the case.


PRINCE SPORTS: Committee Can Hire Gavin/Solmonese as Fin'l Advisor
------------------------------------------------------------------
The Official Committee of Unsecured Creditors of Prince Sports,
Inc., et al., sought and obtained authorization from the Hon.
Kevin J. Carey of the U.S. Bankruptcy Court for the District of
Delaware to retain Gavin/Solmonese LLC as financial advisor, nunc
pro tunc to May 17, 2012.

Gavin/Solmonese will, among other things:

      a. review and analyze the businesses, management,
         operations, properties, financial condition and prospects
         of the Debtors;

      b. review and analyze historical financial performance, and
         transactions between and among the Debtors, their
         creditors, affiliates and other entities;

      c. review the assumptions underlying the business plans and
         cash flow projections for the assets involved in any
         potential asset sale or plan of reorganization; and

      d. determine the reasonableness of the projected performance
         of the Debtors, both historically and future.

Gavin/Solmonese will be paid at these hourly rates:

         Edward T. Gavin, CTP                        $550
         Sarah Pugh                                  $400
         Boris J. Steffen, MM, CPA, ASA, ABV, CDBV   $625

To the best of the Committees' knowledge, Gavin/Solmonese is a
"disinterested person" as that term is defined in Section 101(14)
of the Bankruptcy Code.

                        About Prince Sports

Prince Sports, Inc. and its U.S. affiliates filed voluntary
petitions for Chapter 11 reorganization (Bankr. D. Del. Lead Case
NO. 12-11439) on May 1, 2012, with a Chapter 11 plan that
contemplates the transfer of ownership to Authentic Brands Group
(ABG)-Prince LLC.

Founded in 1970, Prince Sports has a 42-year track record of
developing premium quality products for the racquet sports
industry.  The Company pioneered many innovative designs,
including the "oversized" racquet, the "longbody" racquet, and
technology for racquet applications such as Triple Threat, 03 and
EX03.  Prince sells its products through brands like "Ektelon,"
which sells racquetball racquets, footwear and gloves and "Viking
Athletics," through which it sells platform tennis paddles, balls
and gloves.  Prince is distributed in over 100 countries.

Lincolnshire Management Inc. acquired Prince from Benneton Group,
the parent company of United Colors of Benneton, in 2003.
Lincolnshire Management sold Prince to Nautic Partners in August
2007.

The Debtor has a Chapter 11 plan where (ABG)-Prince LLC, which
acquired the secured debt from GE Capital and Madison Capital,
will be acquiring 100% of the new equity in exchange of the
discharge of the debt.

Attorneys at Pachulski Stang Ziehl & Jones serve as counsel to the
Debtors.  The Debtors have also tapped FTI Consultin, Inc., to
provide David J. Woodward as Chief Restructuring Officer, and
provide additional personnel. Epiq Bankruptcy Solutions LLC is the
claims and notice agent.

An official committee of unsecured creditors has been appointed in
the case.


PRINCE SPORTS: Committee Can Hire Patton Boggs as Lead Counsel
--------------------------------------------------------------
The Official Committee of Unsecured Creditors of Prince Sports,
Inc., et al., sought and obtained permission from the Hon. Kevin
J. Carey of the U.S. Bankruptcy Court for the District of Delaware
to retain Patton Boggs LLP as counsel, effective as of March 14,
2012.

The Committee retained Patton Boggs as its counsel and the law
firm of Connolly, Bove, Lodge & Hutz LLP as its Delaware counsel.
The Committee selected Patton Boggs LLP to serve as its lead
counsel and CBL&H to serve as its Delaware co-counsel.  To
minimize duplication efforts, Patton Boggs and CBL&H continually
monitor and discuss each firm's respective responsibilities in
connection with representation of the Committee.

Patton Boggs will, among other things:

      a. advise the Committee and represent it with respect to
         proposals and pleadings submitted by the Debtors or
         others to the Court;

      b. represent the Committee with respect to the Debtors'
         proposed sale of assets;

      c. represent the Committee with respect to any Chapter 11
         plan proposed in these cases; and

      d. attend hearings, draft and review pleadings and generally
         advocating positions which further the interests of the
         creditors represented by the Committee.

Patton Boggs will be paid at these hourly rates:

         Michael P. Richman, Partner           $960
         Mark A. Salzberg, Partner             $690
         Anthony T. Nguyen, Associate          $470
         Darren R. Luft, Associate             $470
         Paralegals                            $225

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

                        About Prince Sports

Prince Sports, Inc. and its U.S. affiliates filed voluntary
petitions for Chapter 11 reorganization (Bankr. D. Del. Lead Case
NO. 12-11439) on May 1, 2012, with a Chapter 11 plan that
contemplates the transfer of ownership to Authentic Brands Group
(ABG)-Prince LLC.

Founded in 1970, Prince Sports has a 42-year track record of
developing premium quality products for the racquet sports
industry.  The Company pioneered many innovative designs,
including the "oversized" racquet, the "longbody" racquet, and
technology for racquet applications such as Triple Threat, 03 and
EX03.  Prince sells its products through brands like "Ektelon,"
which sells racquetball racquets, footwear and gloves and "Viking
Athletics," through which it sells platform tennis paddles, balls
and gloves.  Prince is distributed in over 100 countries.

Lincolnshire Management Inc. acquired Prince from Benneton Group,
the parent company of United Colors of Benneton, in 2003.
Lincolnshire Management sold Prince to Nautic Partners in August
2007.

The Debtor has a Chapter 11 plan where (ABG)-Prince LLC, which
acquired the secured debt from GE Capital and Madison Capital,
will be acquiring 100% of the new equity in exchange of the
discharge of the debt.

Attorneys at Pachulski Stang Ziehl & Jones serve as counsel to the
Debtors.  The Debtors have also tapped FTI Consultin, Inc., to
provide David J. Woodward as Chief Restructuring Officer, and
provide additional personnel. Epiq Bankruptcy Solutions LLC is the
claims and notice agent.

An official committee of unsecured creditors has been appointed in
the case.


RADAR NETWORKS: Departing Yahoo CEO Could Face Fraud Suit
--------------------------------------------------------
Richard Vanderford at Bankruptcy Law360 reports that the trustee
overseeing the bankruptcy of Radar Networks Inc. has reached a
deal that could allow a fraud suit against outgoing Yahoo Inc. CEO
Ross Levinsohn to go forward, according to a stipulation filed
Thursday.

Bankruptcy Law360 says Kate Paley, the daughter of late CBS Corp.
CEO William Paley, claims that Levinsohn, a Radar director who was
Yahoo's interim CEO until his replacement Monday, and other
insiders at Radar transferred about $3 million she lent to the
company to another entity.

                       About Radar Networks

Radar Networks, formed in 2003, developed semantic web
applications and operated Twine.com, a consumer online service to
collect, share, and discover online content with related
communities.  Fuse Capital and Vulcan Capital invested substantial
sums in the San Francisco, California-based statert-up.

Beginning in early 2009, after failing to achieve a profit over
the life of its operations, the Debtor undertook an intensive year
long search for a prospective buyer to acquire its assets and
obtain the best available return for its stakeholders. The Debtor
sold all of its assets in March 2010 and ceased operating. In
April 2010, the Debtor filed a certificate of dissolution in
its jurisdiction of organization, and pursuant to Delaware law,
the Debtor will cease to exist three years after the filing.

Radar Networks commenced a Chapter 7 case (Bankr. N.D. Calif. Case
No. 11-33990) in San Francisco in 2011.

The Debtor is represented by:

         John Walshe Murray, Esq.
         Jenny Lynn Fountain, Esq.
         MURRAY & MURRAY
         19400 Stevens Creek Blvd., Suite 200
         Cupertino, CA 95014-2548
         Telephone: (650) 852-9000; (408) 907-9200
         Facsimile: (650) 852-9244
         E-mail: jwmurray@murraylaw.com
                 jlfountain@murraylaw.com


REDDY ICE: DLA Piper Guided Turbo-Speed Ch. 11, Arctic Purchase
---------------------------------------------------------------
Amanda Bransford at Bankruptcy Law360 reports that when Reddy Ice
Holdings Inc. was working to get its finances in order and saw the
opportunity to acquire rival Arctic Glacier Inc., it called on DLA
Piper to guide it through a turbo-speed bankruptcy that would
allow it to meet Arctic's bidding deadline.

In the end, Arctic went to another bidder, but Reddy Ice's hyper-
efficient trip through bankruptcy court got the company back on
its feet and secured the financing it needed to go forward, says
Bankruptcy Law360.

                          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.

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.

Reddy Ice emerged from Chapter 11 protection at the end of May
2012.  The plan reduced debt by $145 million and gave ownership of
the company to affiliates of Centerbridge Partners.


RESPONSE BIOMEDICAL: Posts $5.7 Million Net Loss in Q1 2012
-----------------------------------------------------------
Response Biomedical Corporation filed its quarterly report on Form
10-Q, reporting a net loss of C$5.70 million on C$2.98 million of
revenue for the three months ended March 31, 2012, compared with a
net loss of C$1.52 million on C$2.02 million of revenue for the
same period of 2011.

The Company's balance sheet at March 31, 2012, showed
C$19.20 million in total assets, C$19.93 million in total
liabilities, and a stockholders' deficit of C$722,528.

As reported in the TCR on April 4, 2012, Ernst & Young LLP, in
Vancouver, Canada, expressed substantial doubt about Response
Biomedical's ability to continue as a going concern, following the
Company's results for the fiscal year ended Dec. 31, 2011.  The
independent auditors noted of the Company's recurring losses from
operations.

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

                       http://is.gd/izoMQ5

Based in Vancouver, Canada, Response Biomedical Corporation
develops, manufactures and markets rapid on-site diagnostic tests
for use with the Company's RAMP(R) platform for clinical and
environmental applications.


ROMINGER WEST: Assets to Hit Auction Block on July 19 to 25
-----------------------------------------------------------
The assets of Rominger West Winery -- including wine glasses,
computers, servers, restaurant furniture, bulk and bottled wines,
steel and wooden barrels and more -- will hit the auction block on
July 19-25 in an online-only sale conducted by Tiger Remarketing
Services at http://www.SoldTiger.com/

Auction bidding will open July 19 and continue through July 25,
when item bidding will close at a rate of three items per minute,
starting at 10:30 a.m. PDT.  The preview will be Tues., July 24,
at 4602 Second Street in Davis (15 miles west of midtown
Sacramento) from 9:00 a.m. to 4 p.m. Checkout runs from 9:00 a.m.
to 5:00 p.m. July 26-27.

The inventory to be auctioned includes hundreds of wood and steel
barrels, along with 2,900 empty wine bottles and an assortment of
wine glasses, barrel racks, corks and seals.  Also available
during the sale: a receiving hopper with a 1/4-ton capacity,
kitchen and restaurant equipment from the company's tasting room,
computers, furniture, and more.

Wine resellers will be able to bid on cases of bottled wines,
while some 20,000 gallons of bulk-wine vintages and varieties will
be available by advance purchase.

Rominger West was founded in 2004 by local grape-grower Charlie
Rominger and winemaker Mark West.  It aimed to fill a gap in the
wine market by selling small-lot artisan wines, which were
handcrafted with as little machine interference as possible in
order to produce gently cultivated and nurtured vintages.  The
business, which frequently sponsored concerts, fundraisers and
other events, was also well known for its focus on supporting
local agriculture and the community.

The Davis winery closed in April. Rominger West subsequently filed
a voluntary petition for Chapter 7 bankruptcy on June 8, 2012, in
the U.S. Bankruptcy Court, Eastern California.  Tiger is
conducting the court-ordered sale on behalf of trustee Alan S.
Fukushima of Sacramento.  "Rominger West was a boutique winery
with a small tasting room," said Jeff Tanenbaum, president of
Tiger Remarketing Services, "but the inventory available in this
sale is of high quality and represents a good value opportunity
for wineries, resellers and other businesses."

Tiger Remarketing Services Division --
http://www.TigerGroupLLC.com/-- and its affiliates at Tiger Group
provide advisory, restructuring, valuation, disposition and
auction services within a broad range of retail, wholesale, and
industrial sectors.


ROTHSTEIN ROSENFELDT: Fund Managers to Pay $32M to End Claims
-------------------------------------------------------------
Sindhu Sundar at Bankruptcy Law360 reports that a group of hedge
fund managers on Thursday agreed to pay $32 million to settle
their part in two adversary proceedings brought by Rothstein
Rosenfeldt Adler PA's Chapter 11 trustee seeking to recover
millions in allegedly fraudulent transfers that the funds received
from RRA.

In a motion to approve the settlement filed in Florida federal
court, trustee Herbert Stettin said the fund managers were some of
the defendants in two adversary proceedings that he had brought to
recover more than $420 million in transfers from RRA, Bankruptcy
Law360 relates.

                    About Rothstein Rosenfeldt

Scott Rothstein, co-founder of law firm Rothstein Rosenfeldt Adler
PA -- http://www.rra-law.com/-- has been suspected of running a
$1.2 billion Ponzi scheme.  U.S. authorities claimed in a civil
forfeiture lawsuit filed November 9, 2009, that Mr. Rothstein, the
firm's former chief executive officer, sold investments in non-
existent legal settlements.  Mr. Rothstein pleaded guilty to five
counts of conspiracy and wire fraud on January 27, 2010.

Creditors of Rothstein Rosenfeldt Adler signed a petition sending
the Florida law firm to bankruptcy (Bankr. S.D. Fla. Case No.
09-34791).  The petitioners include Bonnie Barnett, who says she
lost $500,000 in legal settlement investments; Aran Development,
Inc., which said it lost $345,000 in investments; and trade
creditor Universal Legal, identified as a recruitment firm, which
said it is owed $7,800.  The creditors alleged being owed money
invested in lawsuit settlements.

Herbert M. Stettin, the state-court appointed receiver for
Rothstein Rosenfeldt, was officially carried over as the
Chapter 11 trustee in the involuntary bankruptcy case.

On June 10, 2010, Mr. Rothstein was sentenced to 50 years in
prison.


SAGITTARIUS RESTAURANT: Moody's Affirms Caa1 Corp. Family Rating
----------------------------------------------------------------
Moody's Investors Service revised the rating outlook of
Sagittarius Restaurant LLC to stable from positive, while
affirming all its long term ratings, including the Caa1 Corporate
Family rating ("CFR"), the Caa1 Probability of Default rating
("PDR") and the B1 rating on the senior secured credit facilities.

"The revision of the rating outlook to stable incorporates our
view that the company is unlikely to reduce its debt/EBITDA to
below 6.0x in the next 12-18 months, a target leverage ratio
required for an upgrade to B3," commented Moody's lead analyst
John Zhao. Moody's believes Sagittarius' sole restaurant concept -
Del Taco, will likely face continuous challenges in turning around
its negative guest traffic trend, amid increasing competition from
both traditional QSR concepts and emerging fast-casual
competitors.

The following ratings were affirmed and assessments changed:

Corporate Family rating at Caa1

Probability of Default rating at Caa1

$199 million senior secured credit facilities due 2015 at B1
(LGD2, 13%) from B1 (LGD2, 17%)

Rating Rationale

The affirmation of the Caa1 CFR reflects high financial leverage
and weak interest coverage. In the first quarter 2012,
Sagittarius' debt/EBITDA was approximately 7.0 times as compared
to low 6.0 times a year ago. Moody's expects the company's
debt/EBITDA to remain high in the near term, given the weak
operating performance and the 13% payment-in-kind interest on the
subordinated notes at both its operating and holding companies.
The Caa1 CFR also incorporates Del Taco's small size and revenue
base, single concept profile and geographic concentration in a
state (California) that has exhibited higher than average
unemployment. Positively, the rating considers Sagittarius' good
liquidity profile and brand recognition as a niche regional
Mexican fast food concept.

The ratings could be pressured downward should same store sales
remain negative for a prolonged period resulting in further EBITDA
and credit metrics erosion. A downgrade could also occur in the
event liquidity were to deteriorate for any reason.

Positive rating pressure could develop if the company is able to
successfully execute its business strategy and development plan,
mitigate the impact of any commodity inflation and demonstrate
steady growth in operating profit and debt protection metrics.
Quantitatively, debt/EBITDA would need to migrate towards 6.0
times and EBITA/Interest to above 1.0 times while maintaining
positive free cash flow.

The principal methodology used in rating Sagittarius Restaurants
LLC was the Global Restaurant Industry Methodology, published June
2008. Other methodologies used include Loss Given Default for
Speculative- Grade Non-Financial Companies in the U.S., Canada and
EMEA, published June 2009.

Sagittarius Restaurants LLC, headquartered in Lake Forest,
California, operates and franchises Mexican QSRs under the Del
Taco brand name. The company had 535 units in 17 states and
generated revenues of approximately $355 million at the end of
March 27, 2012. Sagittarius is owned by a consortium of private
equity firms.


SAI RAM: Files for Chapter 11 Bankruptcy Protection
---------------------------------------------------
Rick Romell at the Journal Sentinel reports that Sai Ram Real
Estate Management LLC, which owns three gasoline stations in
southeastern Wisconsin, has sought protection from creditors in
bankruptcy court, listing both debts and assets of $1 million to
$10 million.

According to the report, the petition came a week after a related
company Port Washington Mobil LLC, which owns a Mobil station at
1880 N. Wisconsin St., sought Chapter 11 protection.  Two other
related firms probably will file bankruptcy petitions by next
week, the report quotes attorney Albert Solochek, Esq., who
represents the various companies, as saying.

The report relates Mr. Solochek said the stations have been hurt
by the sluggish economy and other problems.  Bank lenders hold
mortgage loans, written several years ago in better times, that
have become difficult to support, he said.


SAN BERNARDINO: Has Been Subject of Criminal Probe for Months
-------------------------------------------------------------
Jonathan Randles at Bankruptcy Law360 reports that the city of San
Bernardino, Calif., has been under a criminal probe by local law
enforcement agencies and the district attorney for months over
possible criminal activity within departments of the municipality,
which last week voted to file for bankruptcy, according to reports
Thursday.

Bankruptcy Law360 relates that the San Bernardino County Sheriff's
Department told the Los Angeles Times on Thursday that the
criminal probe began several months ago at the request of city
officials.

                    About San Bernardino, California

The city council of San Bernardino, California, voted on July 10,
2012, to file for bankruptcy, marking the third time in recent
weeks a city in the most populous U.S. state has opted to seek
protection from its creditors.

The decision by the leaders of San Bernardino, a city of about
210,000 residents approximately 65 miles (104 km) east of Los
Angeles, followed a report by city staff that projected city
spending would exceed revenue by $45 million in the current fiscal
year.

The Troubled Company Reporter previously reported the Chapter 9
bankruptcy filings of the city of Stockton and the town of Mammoth
Lakes.


SAN BERNARDINO: Bold Mortgage Plan Faces Eminent-Domain Hurdles
---------------------------------------------------------------
Evan Weinberger at Bankruptcy Law360 reports that while the
bankruptcy of San Bernardino County, Calif.'s largest city may
dampen its plans to use eminent domain to ease its crippling
foreclosure crisis, legal challenges to the government's power to
condemn and take over houses with underwater mortgages pose an
even bigger threat.

Bankruptcy Law360 relates that the California county is moving
ahead with a bold plan that would see it use private investors'
money to buy underwater mortgages through the eminent domain
process and in effect write new, lower-cost mortgages for existing
homeowners, despite the Wednesday bankruptcy filing.

                 About San Bernardino, California

The city council of San Bernardino, California, voted on July 10,
2012, to file for bankruptcy, marking the third time in recent
weeks a city in the most populous U.S. state has opted to seek
protection from its creditors.

The decision by the leaders of San Bernardino, a city of about
210,000 residents approximately 65 miles (104 km) east of Los
Angeles, followed a report by city staff that projected city
spending would exceed revenue by $45 million in the current fiscal
year.

The Troubled Company Reporter previously reported the Chapter 9
bankruptcy filings of the city of Stockton and the town of Mammoth
Lakes.


SIGNATURE GROUP: Slams Former CEO McIntyre's Nominees
-----------------------------------------------------
Signature Group Holdings, Inc. issued the attached open letter to
its stockholders.  If stockholders have questions about how to
vote shares, or need additional assistance, they are encouraged to
contact the firm assisting the Company in the solicitation of
proxies, Innisfree M&A Incorporated.  Stockholders Call Toll-Free:
(888) 750-5834; Banks and Brokers Call Collect:  (212) 750-5833.

July 17, 2012

Dear Fellow Stockholders,

"As you may now be aware, all three independent proxy advisory
services--ISS, Glass Lewis & Co. and Egan-Jones Proxy Services--
have recommended voting for Signature's White Proxy Card Nominees.

But James McIntyre, the former Chairman and CEO of the Company
when it operated prior to bankruptcy as Fremont General
Corporation, is still trying to take back control of your Company.
McIntyre remarkably claims as defense of his record at Fremont
that his Chairman position during this time was merely "titular"
so he had no responsibility to remain informed and exercise any of
the authority bestowed upon him as the Chairman of both the Board
and the Executive Committee.  This should shock and surprise the
stockholders who re-elected him as an Executive Officer Chairman
of the Board each of these years.  Nowhere in the Fremont proxy
statements did he ever disclose that he would collect $22.4
million during this period merely for having a title. Glass Lewis
recognized McIntyre's failed leadership as suggestive of "a large
degree of willful ignorance".

Rather than take any responsibility for over $1.2 billion in
losses during 2006 and 2007, McIntyre blames other executives at
Fremont, including the person he groomed and selected to succeed
him as Chief Executive Officer.  Now McIntyre urges the
stockholders to trust him again and vote for him and his hand-
picked nominees to find a new CEO to lead Signature.

Do not let that happen.  The Signature annual meeting is just one
week away, so time is short. Protect the value of your investment-
-we urge you to vote your WHITE proxy card.

McIntyre's Hand-Picked Nominees

James McIntyre, age 79, complains that the Company is picking on
him and ignoring the accomplishments of the director slate he is
supporting.  We do no such thing.  Mr. McIntyre's nominees have
offered to serve under a failed leader who abdicated his
responsibilities as Fremont's Executive Officer Chairman of the
Board.  By sharing a slate with McIntyre, they have demonstrated
support for the man who oversaw the destruction of enormous
stockholder value.  We agree that McIntyre's nominees deserve to
be judged on their own merits, and those merits are described
below. But his nominees, who own little or no Signature shares,
must also be judged by the company they have chosen to keep.
Having rallied to McIntyre's side, the entire Gold Card slate is
tainted by the failures of their leader.  These are the nominees
who have chosen to stand with Mr. McIntyre.

Robert Peiser, age 64 - Mr. Peiser is a former director who was
invited on the Board in 2010 by the Signature plan proponents
during the Fremont bankruptcy process.  But rather than help the
new management team to implement the Company's business plan that
was strongly endorsed by a majority of Fremont's stockholders and
confirmed by the bankruptcy court, Mr. Peiser chose to hinder
implementation of the plan.  Mr. Peiser then used his position as
Chairman of the Audit Committee to force changes in the Company's
stockholder approved business plan causing delays in the Company's
SEC filings.  In addition, he engaged special counsel to the Audit
Committee to review and advise on the SEC filings even though the
Company's SEC counsel, was already reviewing these same materials.
This duplication of effort at Mr. Peiser's direction caused
additional expenses of over $200,000.  And for that Mr. Peiser
received an additional $35,000 in annual supplemental Audit
Committee Chair fees.

In his resignation letter to the Board, Mr. Peiser cited the
existence of the external management structure as one of his
primary reasons for quitting.  Yet now he is participating in a
proxy contest that complains of terminating the external
management structure.  Additionally, Mr. Peiser not only voted for
the Company's Director compensation package that he and the Gold
Card nominees now oppose as "unnecessary and egregious", he
expressly advocated for it even though it was contrary to the
Signature Plan of Reorganization and over the objection of and
votes against by the management directors Craig Noell and Kenneth
Grossman.  During his time on the Board, Mr. Peiser was the
highest paid director or executive officer, receiving even more
compensation than the Company's CEO.  His failure to publicly
acknowledge he is participating in a proxy contest that complains
of the very things he advocated for, voted for, and was the
biggest financial beneficiary of while a member of the Board is
hypocritical at the very least.

J. Hunter Brown, age 58 (NO Signature shares owned) - Mr. Brown
was previously proposed as a nominee by Michael Blitzer of
Kingstown Capital Management, LLC. Kingstown previously invested
in Whitney Information Network (now called Tigrent, Inc.) and
agitated for board seats for Mr. Brown and others.  As a result,
Mr. Brown was elected to the Board of Whitney in September 2009
and served as Tigrent's Audit Committee Chairman.  While he held
this position, Tigrent determined its "internal controls over
financial reporting were not effective."  In addition, Tigrent
continued to suffer from material weaknesses for among other
things, errors in revenue recognition and poor communication
between operations and financial reporting personnel.  This is the
only public company board on which Mr. Brown serves as a director.
Since his election as a director, Tigrent's stock lost over 95% of
its value.  It has since terminated its SEC registration and was
delisted from trading.  Hardly the record of successful corporate
governance McIntyre promises.

More recently, Mr. Blitzer, recommended Mr. Brown as a director
for Signature and the Company, as part of its selection process,
Signature met with Mr. Brown.  In his interview with the Company
as a prospective nominee, Mr. Brown declined to answer any
questions about the Company, including his thoughts on a business
plan or strategy for Signature.  The Company has great concerns
over such secrecy by a prospective director and questions whether
McIntyre has performed proper diligence and obtained necessary
information before including him as a Gold Card nominee.

Joyce White, age 54 - (NO Signature shares owned) Ms. White has NO
public company Board experience. She spent much of her career at
Bank of America Business Capital, the bank's asset lending
business, a line of business that McIntyre now believes is
inappropriate for Signature.  Furthermore, Ms. White has no public
record of merger experience that is the cornerstone of McIntyre's
business plan for Signature.  Such experience is conspicuously
absent from her biography in the Gold Card proxy materials.  Nor
does it appear in her resume or responses to the questionnaire she
submitted to Signature in consideration of her nomination.

In April 2009, shortly after leaving Bank of America, Ms. White
was appointed CEO and director of Prospect Mortgage, a privately
held mortgage lender formed in 2006.  In May 2010, without public
explanation, she ceased to be CEO, but remains a director.  In
July 2011, the Department of Housing and Urban Development
announced a $3.1 million settlement with Prospect Mortgage for
operating "sham businesses" with little or no employees, capital
and/or offices to give the appearance Prospect was creating
legitimate joint ventures with real estate brokers, agents, banks
and mortgage services.

Barton Gurewitz, age 70 (NO Signature shares owned) - Mr. Gurewitz
had a distinguished career as an investment banker and he is well
thought of by several of our directors.  The proxy materials
indicate that Mr. Gurewitz is a Managing Director at Wedbush
Securities, Inc.  However, he no longer appears on the Wedbush
website in the listing of Managing Directors, leading us to
question if he continues to be employed and maintain an active
role.  Additionally, he does not appear to have served on any
public company Board in a very long time.  Mr. Gurewitz does have
a long association with Mr. McIntyre - in 1973 he assisted
McIntyre with the Fremont initial public offering.

We think the choice is clear: Going forward with a board committed
to building value for all stockholders rather than returning the
Company to the control of a man who takes no responsibility for
his repeated failures that set the stage for bankruptcy.  Please
protect your best interests and vote FOR your Board's recommended
nominees by returning your WHITE proxy card today.  Your Board
also recommends that you vote FOR each of the other five proposals
listed on the WHITE proxy card.

Whether or not you plan to attend the Annual Meeting, you have an
opportunity to protect your investment in the Company by voting
the WHITE proxy card.  To ensure your votes are received prior to
the meeting, we urge you to vote today by telephone or by
Internet.  Please do not return or otherwise vote any gold proxy
card sent to you by McIntyre.

On behalf of your Board of Directors, we thank you for your
continued support.


Sincerely,

John Nickoll                          Craig Noell
Chairman of the Board of Directors    Chief Executive Officer

                    About Signature Group

Signature Group Holdings, Inc. --
http://www.signaturegroupholdings.com/-- is a business and
financial services enterprise with principal activities in
industrial distribution and special situations debt.  Signature
has significant capital resources and is actively seeking
acquisitions as well as growth opportunities for its existing
businesses.  The Company was formerly a $9 billion in assets
industrial bank and financial services business that reorganized
during a two year bankruptcy period.  The reorganization provided
for Signature to maintain Federal net operating loss tax
carryforwards in excess of $850 million.

Fremont General Corp. filed for Chapter 11 protection on June 18,
2008, (Bankr. C.D. Calif. Case No. 08-13421).  Robert W. Jones,
Esq., and J. Maxwell Tucker, Esq., at Patton Boggs LLP, Theodore
Stolman, Esq., Scott H. Yun, Esq., and Whitman L. Holt, Esq., at
Stutman Treister & Glatt, represented the Debtor as counsel.
Kurtzman Carson Consultants LLC was the Debtor's noticing agent
and claims processor.  Lee R. Bogdanoff, Esq., Jonathan S.
Shenson, Esq., and Brian M. Metcalf, at Klee, Tuchin, Bogdanoff &
Stern LLP, represented the Official Committee of Unsecured
Creditors as counsel.  Fremont's formal schedules showed
$330,036,435 in total assets and $326,560,878 in total debts.

Fremont General emerged from bankruptcy and filed Amended and
Restated Articles of Incorporation with the Secretary of State of
Nevada on June 11, 2010, which, among other things, changed the
Debtor's name to Signature Group Holdings, Inc.

Signature's plan of reorganization became effective on June 11,
2010.  The name change also took effect as of that date.


SMF ENERGY: Wins OK for Stampler as Auctioneer of Florida Assets
----------------------------------------------------------------
SMF Energy Corporation and its affiliates obtained permission from
the Bankruptcy Court to employ Harry Stampler and Stampler
Auctions for the sale and liquidation of the assets of the Debtors
located at 200 West Cypress Creek Road, Suite 400, Fort
Lauderdale, Florida 33309 through an auction sale scheduled for
July 19, 2012, at the Property.

Stampler is licensed and bonded as an auctioneer and is authorized
to conduct auctions in the State of Florida for out-of-state
auctioneers and Local Rule 6005-1(B) and is covered by the Florida
Auctioneer Recovery Fund.  In addition, the Auctioneer has posted
a blanket bond in the amount of $100,000.

The Court's order says Stampler's retention is approved with
compensation to be based on 10% buyer's premium.  The maximum
amount of costs and expenses to be expended by and reimbursed to
the Auctioneer is $4,500.

                          About SMF Energy

SMF Energy Corporation, a provider of fuel and lubricants for the
trucking, manufacturing and construction industries, and three of
its subsidiaries filed for Chapter 11 bankruptcy (Bankr. S.D. Fla.
Lead Case No. 12-19084) on April 15, 2012.  The affiliates are SMF
Services, Inc., H&W Petroleum Company, Inc., and Streicher Realty,
Inc.  Fort Lauderdale, Florida-based SMF Energy -- dba Streicher
Mobile Fueling and SMF Generator Fueling Services -- disclosed
$37.0 million in assets and $25.17 million in liabilities as of
Dec. 31, 2011.

SMF sought bankruptcy protection after Wells Fargo Bank, N.A.,
shut off access to a revolving credit loan and declared a default.
The bank is owed $11.2 million, including $8 million on a
revolving credit secured by all assets.  SMF Energy disclosed
$16,387,456 in assets and $31,160,009 in liabilities as of the
Chapter 11 filing.

On March 22, 2012, the Company appointed Soneet Kapila of Kapila &
Company, Ft. Lauderdale, Florida, as its chief restructuring
officer.

Judge Raymond B. Ray oversees the case.  Lawyers at Genovese
Joblove & Battista, P.A., serves as the Debtors' counsel.  Trustee
Services Inc. serves as claims agent.  Bayshore Partners, LLC,
serves as their investment banker.  The petition was signed by
Soneet R. Kapila, the CRO.

The Debtors tapped Harry Stampler and Stampler Auctions for the
sale and liquidation of the assets of the Debtors located at 200
West Cypress Creek Road, Suite 400, Fort Lauderdale, Florida
through an auction sale scheduled for July 19, 2012, at the
Property.

The Debtors entered an asset purchase agreement, subject to higher
and better offers, with Sun Coast Resources which provides that
Sun Coast would acquire the assets and vehicles outside of Texas
for a total purchase price of $9 million plus the value of the
Companies' inventory that is acquired plus the cure amounts
necessary to assume and assign executory contracts.

Steven R. Turner, the Assistant U.S. Trustee 21, appointed three
members to the Official Committee of Unsecured Creditors.  Robert
Paul Charbonneau and the law firm of Ehrenstein Charbonneau
Calderin represents the creditors.


SOUTHERN RURAL HEALTHCARE: Seeks Access to Cash Collateral
----------------------------------------------------------
Southern Rural Healthcare Consortium Inc., a non-profit
corporation providing home health-care in Franklin County and
surrounding areas in Alabama, on the date of its Chapter 11
filing, filed a motion for permission to use cash collateral.

According to the report, the Debtor said it had "an immediate
need" for access to cash collateral.  Its accounts receivable
proceeds and deposit accounts are subject to a lien held by CB&S
Bank Inc. Southern Rural said in the motion that it grants the
bank "a perfected first priority security interest" in its
accounts as of the petition date to secure the bank's interest
while the debtor has access to its cash collateral.

Court files show that other secured creditors, in addition to CB&S
Bank, include First Metro Bank and Bank Independent.  Unsecured
creditors include Everette Claypoole, with a $300,000 "contingent,
unliquidated disputed" claim that is the subject of a lawsuit.

Based in Russellville, Alabama, Southern Rural Health Care
Consortium, Inc., owns real property in Russellville, Rogersville,
Town Creek and Red Bay, Alabama, including property in
Russellville the debtor valued at $1.5 million, against which
there is a secured claim held by Community Spirit Bank of $1
million, according to court filings.

Southern Rural filed a Chapter 11 petition (Bankr. N.D. Ala. Case
No. 12-82262) in Decatur, Alabama, on July 13, 2012.  Kevin D.
Heard, Esq., at Heard Ary, LLC, serves as counsel.  The Debtor
estimated assets and debts of $1 million to $10 million.

A meeting of creditors has been scheduled for Aug. 13 at the
Federal Building in Decatur, Alabama.

The Debtor is required to file a plan and disclosure statement by
Nov. 10.


SPECIALTY PRODUCTS: Submits First Ch. 11 Reorganization Plan
------------------------------------------------------------
Jamie Santo at Bankruptcy Law360 reports that Specialty Products
Holding Corp. submitted its first Chapter 11 reorganization plan
Thursday, more than two years after entering asbestos-induced
bankruptcy and more than two months after creditors with health-
related claims stole a march on the firm and submitted a plan of
their own.

Cleveland, Ohio-based Specialty Products Holdings Corp., aka RPM,
Inc., is a wholly owned subsidiary of RPM International Inc.  The
Company is the holding company parent of Bondex International,
Inc., and the direct or indirect parent of certain additional
domestic and foreign subsidiaries.  The Company claims to be a
leading manufacturer, distributor and seller of various specialty
chemical product lines, including exterior insulating finishing
systems, powder coatings, fluorescent colorants and pigments,
cleaning and protection products, fuel additives, wood treatments
and coatings and sealants, in both the industrial and consumer
markets.

The Company filed for Chapter 11 bankruptcy protection on May 31,
2010 (Bankr. D. Del. Case No. 10-11780).  Gregory M. Gordon, Esq.,
Dan B. Prieto, Esq., and Robert J. Jud, Esq., at Jones Day, serve
as bankruptcy counsel.  Daniel J. DeFranceschi, Esq., and Zachary
I. Shapiro, Esq., at Richards Layton & Finger, serve as
co-counsel.  Logan and Company is the Company's claims and notice
agent.

The Company estimated its assets and debts at $100,000,001 to
$500,000,000.

The Company's affiliate, Bondex International, Inc., filed a
separate Chapter 11 petition on May 31, 2010 (Case No. 10-11779),
estimating its assets and debts at $100,000,001 to $500,000,000.


STOCKTON, CA: Retirees Sue to Block Health Care Cuts
----------------------------------------------------
Max Stendahl at Bankruptcy Law360 reports that a putative class of
retired Stockton, Calif., public workers filed suit Tuesday to
block the bankrupt city's request to cut health benefits, calling
the proposal a flagrant contract violation with potentially grim
consequences for Stockton's elderly.

Bankruptcy Law360 says the suit comes on the heels of Stockton's
historic plunge into Chapter 9 protection June 28.  The petition,
prompted by a $26 million budget hole, made the city the largest
ever in the country to file for bankruptcy.

                      About Stockton, Calif.

The City of Stockton, California, filed a Chapter 9 petition
(Bankr. E.D. Calif. Case No. 12-32118) in Sacramento on June 28,
2012, becoming the largest city to seek creditor protection in
U.S. history.  The city was forced to file for bankruptcy after
talks with bondholders and labor unions failed.  Stockton
estimated more than $1 billion in assets and in excess of $500
million in liabilities.

The city, with a population of about 300,000, identified the
California Public Employees Retirement System as the largest
unsecured creditor with a claim of $147.5 million for unfunded
pension costs.  In second place is Wells Fargo Bank NA as trustee
for $124.3 million in pension obligation bonds.  The list of
largest creditors includes $119.2 million owing on four other
series of bonds.

The city is being represented by Marc A. Levinson, Esq., at
Orrick, Herrington & Sutcliffe LLP.  The petition was signed by
Robert Deis, city manager.

Mr. Levinson also represented the city of Vallejo, Calif. in its
2008 bankruptcy.  Vallejo filed for protection under Chapter 9
(Bankr. E.D. Calif. Case No. 08-26813) on May 23, 2008.  It
estimated $500 million to $1 billion in assets and $100 million to
$500 million in debts in its petition.  In August 2011, Vallejo
was given green light to exit the municipal reorganization.   The
Chapter 9 plan restructures $50 million of publicly held debt
secured by leases on public buildings.  Although the Plan doesn't
affect pensions, it adjusts the claims and benefits of current and
former city employees.  Bankruptcy Judge Michael McManus released
Vallejo from bankruptcy on Nov. 1, 2011.


STRATUM HOLDINGS: Had $318,000 First Quarter Net Loss
-----------------------------------------------------
Stratum Holdings, Inc., filed its quarterly report on Form 10-Q,
reporting a net loss of $318,044 on $705,560 of revenues for the
three months ended March 31, 2012, compared with net income of
$33,345 on $756,500 of revenues for the same period last year.

The Company's balance sheet at March 31, 2012, showed
$8.95 million in total assets, $6.66 million in total liabilities,
and stockholders' equity of $2.29 million.

As reported in the TCR on March 30, 2012, MaloneBailey LLP, in
Houston, expressed substantial doubt about Stratum Holdings'
ability to continue as a going concern, following the Company's
results for the fiscal year ended Dec. 31, 2011.  The
independent auditors noted that the Company has losses from
continuing operations and has a working capital deficit.

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

                       http://is.gd/4mrNx1

Stratum Holdings, Inc., is a holding company headquartered in
Houston, Texas, whose operations are presently focused on the
domestic Exploration & Production business.  In that business, its
wholly-owned subsidiaries, CYMRI, L.L.C., and Triumph Energy,
Inc., own working interests in approximately 60 producing oil and
gas wells in Texas and Louisiana, with net production of
approximately 700 MCF equivalent per day.

Through June 3, 2011, the Company also operated in the Canadian
Energy Services business via its ownership of Decca Consulting,
Ltd., and Decca Consulting, Inc.  On that date, it sold the
outstanding capital stock of Decca to a private company for a
total sales price of $4.6 million.


THOMPSON RIVER: U.S. to Seek Clawback of Closed Funds
----------------------------------------------------
Justin Scheck at Dow Jones' DBR Small Cap reports that the U.S.
Treasury Department plans to demand back more than $5 million it
granted a Montana power plant that later filed for bankruptcy, in
what would be a rare foray by the government into the courts to
claw back job-creation funds distributed under the 2009 economic-
stimulus package.

                     About Thompson River

Thompson River Power LLC owns a power plant in Montana.
majority-owned by a Minnesota private-equity firm, the company was
to convert a coal-fired plant to burn wood, which is considered a
"renewable" power source.  The Treasury paid Thompson River $6.5
million in 2010 from a piece of the American Recovery and
Reinvestment Act known as Section 1603 that reimbursed developers
of renewable energy with cash payments equivalent to 30% of their
projects' costs.  But since receiving the money, the plant never
operated either as a coal- or wood-burning plant.

On July 3, 2012, Thompson River filed for Chapter 7 bankruptcy,
under which a company liquidates its assets to pay creditors.  It
disclosed $26 million in assets and $6.6 million in liabilities.


TOKLAN OIL AND GAS: Files for Chapter 11 in Tulsa
-------------------------------------------------
Toklan Oil and Gas Corp. filed for Chapter 11 protection (Bankr.
N.D. Okla. Case No. 12-br-11916) on July 13 in Tulsa, Oklahoma,
declaring assets of $1 million to $10 million against debts of
$10 million to $50 million, according to court papers.

Carla Main, substituting for Bill Rochelle, the bankruptcy
columnist for Bloomberg News, reports the company said in a filing
that it estimates there will be funds for distribution to
unsecured creditors.

Among the 20 largest unsecured creditors Toklan identified,
the largest was OneWest Bank FSB, with a judgment in the amount
of $26.270 million, the debtor said in a filing. The others hold
trade claims of less than $25,000, according to court papers
filed by the debtor.

A meeting of creditors has been scheduled for Aug. 22.


TORM A/S: Had $453 Million Net Loss Last Year
---------------------------------------------
Deloitte Statsautoriseret Revisionspartnerselskab, in Copenhagen,
Denmark, expressed substantial doubt about TORM A/S's ability to
continue as a going concern, following the Company's results for
the fiscal year ended Dec. 31, 2011.  The independent auditors
noted that the Company's current financial position and continuing
low freight rates raise substantial doubt about its ability to
continue as a going concern.

The Company reported a net loss of US$453.01 million on
US$1.305 billion of revenue for 2011, compared with a net loss of
US$135.26 million on US$856.08 million of revenue for 2010.

"Operating loss increased by US$309 million to a loss of
US$389 million in 2011 as compared to a loss of US$80 million in
2010."

The Company's balance sheet at Dec. 31, 2011, showed
US$2.779 billion in total assets, US$2.135 billion in total
liabilities, and stockholders' equity of US$643.8 million.

A copy of the Form 20-F is available for free at:

                       http://is.gd/piXXMY

TORM A/S is a Danish shipping company founded in 1889 under the
Danish Companies Act that is engaged primarily in the ownership
and operation of product tankers and dry bulk carriers.  TORM A/S
and subsidiaries owns product tankers that primarily carry refined
products such as naphtha, gasoline, gas oil, jet fuel, and diesel
oil.  TORM's dry bulk vessels carry commodities such as coal, iron
ore and grain.  The vessels trade worldwide.  TORMS A/S's
registered office and principal place of business is at Tuborg
Havnevej 18, DK-2900 Hellerup, Denmark.

The Company provides transportation services by utilizing a fleet
of vessels that it owns, charter in on short and long-term time
charters, or commercially manage as the manager of a pool or
through contracts with third-party owners.  The Company charters
in tankers and bulk vessels as are needed by the pools that it
manages.

As of Dec. 31, 2011, the Company's fleet of owned vessels
consisted of 65.5 product tankers and 2 dry bulk carriers.  The
total tonnage of those vessels is approximately 3,907,803 dwt.  In
addition, the Company chartered-in 30 product tankers and 39 dry
bulk carriers and commercially managed approximately 22 vessels
for third-party owners and charterers.


URANIUM RESOURCES: NASDAQ Grants Extension to Regain Compliance
---------------------------------------------------------------
Uranium Resources, Inc. received notification from NASDAQ granting
an additional 180-day period, or until Jan. 14, 2013, to regain
compliance with NASDAQ's minimum $1.00 bid price per share rule.
Under NASDAQ listing rules, the Company was granted this extension
because it met the continued listing requirement for market value
of publicly held shares and all other applicable NASDAQ listing
requirements, except the bid price requirement, and the Company
provided written notice to NASDAQ of its intention to cure the bid
price deficiency during the second compliance period.

The Company will regain compliance with the minimum bid
requirement if at any time prior to Jan. 14, 2013, the bid price
for the Company's common stock closes at $1.00 per share or above
for a minimum of 10 consecutive business days.

If the Company does not regain compliance by the end of this
second grace period, it will receive notification from NASDAQ that
its shares are subject to delisting.  At that point the Company
may then appeal the delisting determination to a Hearings Panel.

                      About Uranium Resources

Uranium Resources Inc. -- http://www.uraniumresources.com/--
explores for, develops and mines uranium. Since its incorporation
in 1977, URI has produced over 8 million pounds of uranium by in-
situ recovery (ISR) methods in the state of Texas.  URI also has
183,000 acres of uranium mineral holdings and 101.4 million pounds
of in-place mineralized uranium material in New Mexico and an NRC
license to produce up to 1 million pounds of uranium per year.
The Company acquired these properties over the past 20 years along
with an extensive information database of historic drill hole
logs, assay certificates, maps and technical reports. None of
URI's properties is currently in production.


WARNER SPRINGS: Has Henderson Caverly as Tax Counsel
----------------------------------------------------
Warner Springs Ranchowners Association won approval to hire
Henderson, Caverly, Pum & Charney LLP as special tax counsel.

Based in Warner Springs, California, Warner Springs Ranchowners
Association was formed in May 1983 as a California non-profit
mutual benefit corporation, organized, among other things, to
provide for the management, maintenance, preservation, and control
of the real property commonly known as Warner Springs Ranch.

As an alternative to a timeshare development, the original
developer, Warner Springs Ranch, Ltd., contemplated the sale of
2,000 undivided tenancy-in-common fee interests ("UDIs"), each of
which included a payment obligation of certain assessments,
special and monthly maintenance.  The Debtor holds title to 54% of
the UDIs for the benefit of its members.

As a result, there are a number of tax issues that Debtor must
address.  In addition, Debtor must review and address tax
considerations that will result from the sale of the Ranch as well
as Debtor's current ownership of UDIs.  In addition, Debtor has
appealed the 2010 and 2011 property tax assessments and is in
discussions with the assessor's office regarding resolution of
those appeals.

The Debtor obtained approval of the application a week before the
June 26 hearing on the appeal.

Henderson will charge the Debtor's bankruptcy estate a reasonable
fee for the firm's services, based on the hours worked by its
attorneys and the hourly rates of those attorneys, and will
further charge for certain expenses.

Initially, the hourly rates to be charged by the attorneys at
Henderson are as follows: W. Alan Lautanen, Partner, $450 per
hour, Brian Tsu, Associate, $330 per hour, and Robyn M. Frattali,
Paralegal, $175 per hour.

According to the Debtor, Henderson does not represent or hold any
interest adverse to the Debtor or estate in the matters upon which
it is to be employed.

         About Warner Springs Ranchowners Association

Warner Springs filed for Chapter 11 protection (Bankr. S.D. Calif.
Case No. 12-03031) on March 1, 2012.  Judge Louise DeCarl Adler
presides over the case.  Daniel Silva, Esq., and Jeffrey D.
Cawdrey, Esq., at Gordon & Rees LLP, represent the Debtor.  The
Debtor's schedules disclosed $14,079,894 in assets and $1,466,076
in liabilities as of the Chapter 11 filing.


WSP HOLDINGS: Had $76.8 Million Net Loss Last Year
--------------------------------------------------
MaloneBailey LLP, in Houston, Texas, expressed substantial doubt
about WSP Holdings Limited's ability to continue as a going
concern, following the Company's results for the fiscal year ended
Dec. 31, 2011.  The independent auditors said: "As discussed in
Note 2(a) to the consolidated financial statements, the fact that
the Company suffered significant operating loss and had working
capital deficiency while a significant amount of short-term
borrowings is required to be refinanced raises substantial doubt
about the Company's ability to continue as a going concern."

The Company reported a net loss of $76.80 million on
$686.13 million of revenues for 2011, compared with a net loss of
$132.75 million on $470.47 million of revenues for 2010.

The Company's balance sheet at Dec. 31, 2011, showed
$1.571 billion in total assets, $1.340 billion in total
liabilities, and total equity of $231.38 million.

A copy of the Form 20-F is available for free at:

                       http://is.gd/TMngZP

Based in Xinqu, Wuxi, Jiangsu Province, People's Republic of
China, WSP Holdings Limited is a Chinese manufacturer of seamless
Oil Country Tubular Goods ("OCTG)", including casing, tubing and
drill pipes used for oil and natural gas exploration, drilling and
extraction.  OCTG refers to pipes and other tubular products used
in the exploration, drilling and extraction of oil, gas and other
hydrocarbon products.


ZBB ENERGY: Had $3.6 Million Net Loss in March 31 Quarter
---------------------------------------------------------
ZBB Energy Corporation filed its quarterly report on Form 10-Q,
reporting a net loss of $3.57 million on $1.65 million of revenues
for the three months ended March 31, 2012, compared with a net
loss of $2.87 million on $205,971 of revenues for the three months
ended March 31, 2011.

For the nine months ended March 31, 2012, the Company reported a
net loss of $8.01 million on $3.72 million of revenues, compared
with a net loss of $6.74 million on $440,652 of revenues for the
nine months ended March 31, 2011.

The Company's balance sheet at March 31, 2012, showed
$13.59 million in total assets, $8.23 million in total
liabilities, and stockholders' equity of $5.36 million.

As reported in the TCR on Sept. 28, 2011, Baker Tilly Virchow
Krause, LLP, in Milwaukee, Wisconsin, expressed substantial doubt
about ZBB Energy's ability to continue as a going concern,
following the Company's results for the fiscal year ended June 30,
2011.  The independent auditors noted that the Company continues
to incur significant operating losses and has an accumulated
deficit of $55,343,683.

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

                       http://is.gd/ICO9d7

Menomonee Falls, Wisconsin-based ZBB Energy Corporation develops
and manufactures modular, scalable and environmentally friendly
power systems based upon the Company's proprietary zinc bromide
rechargeable electrical energy storage technology.


* Preference, Fraudulent Transfer the Same Under 'Stern'
--------------------------------------------------------
Carla Main, substituting for Bill Rochelle, the bankruptcy
columnist for Bloomberg News, reports that U.S. District Judge J.
Paul Oetken wrote in an opinion on July 12 that a lawsuit by a
bankruptcy trustee seeking to recover fraudulent transfers and
preferences should remain in bankruptcy court until the case is
ready for trial.

According to the report, Judge Oetken, who presides in the
Southern District of New York, said that the 1993 decision by the
U.S. Court of Appeals in Orion Pictures Corp. v. Showtime Networks
(In re Orion Pictures Corp.) is no longer decisive in ruling on
whether a suit should be removed from bankruptcy court. He said
that Orion focused on whether a suit was "core," where the U.S.
Supreme Court in last year's Stern v. Marshall opinion
demonstrated that a core matter may be beyond the ability of a
bankruptcy judge to render a final judgment.

Reaching the same result as some other courts, Judge Oetken, the
Bloomberg report discloses, concluded that a bankruptcy court
can't issue a final judgment in a fraudulent transfer suit. He
also ruled that a bankruptcy court cannot make final findings in a
preference suit when the creditor didn't file a proof of claim and
is entitled to a jury trial.

Unlike U.S. District Judge Jed Rakoff, who has withdrawn dozens of
lawsuits from bankruptcy to make threshold rulings in the
liquidation of Bernard L. Madoff Investment Securities Inc., Judge
Oetken said that "efficiency favors keeping this proceeding in
bankruptcy court for pretrial purposes."  He also said in the
opinion that "delaying withdrawal of the reference will provide
this court with the benefit of the bankruptcy court's expertise."
Judge Oetken said he "will undoubtedly benefit" from the
bankruptcy court's proposed findings of fact and conclusions of
law."

Judge Oetken denied the motion to withdraw the suit from
bankruptcy court, while allowing the creditor to renew the motion
when the suit is ready for trial.

The case is Penson Financial Services, Inc. v. O'Connell
(In re Arbco Capital Management Inc.), 11-6586, U.S. District
Court, Southern District New York (Manhattan).


* Moody's Changes Global Base Metal Industry Outlook to Negative
----------------------------------------------------------------
Moody's Investors Service changed its outlook for the Global Base
Metal industry to negative from stable as global economic
indicators show slowing growth, according to Moody's Investors
Service in a new outlook update, "Base Metals Outlook Turns
Negative on Slowing Global Economic Indicators."

Moody's industry outlooks reflect the rating agency's expectations
for fundamental business conditions in the industry over the next
12 to 18 months. Concerns over Europe's sovereign debt crisis and
slowing global economic growth will continue to pressure base
metal prices, says Moody's.

"Recent economic statistics including Purchasing Management
Indexes (PMI) for the US and China indicate a contraction in the
global economy," said Carol Cowan, a Moody's Vice President --
Senior Credit Officer. "In addition, with China accounting for at
least 40% of base metal demand, its purchasing appetite is a key
factor in metal price movement."

China now targets a GDP growth rate of 7.5%, well off the 9.2%
rate in 2011 and previous years of double digit growth rates.
China's lower growth expectations coupled with a slowdown in
exports - Europe is a major export market - could impact Chinese
metal purchasing and production behavior. This in combination with
structural changes in many of the world's largest economies all
weigh on the industry's outlook, says the rating agency.

Prices will remain range-bound, with a bias to the negative,
although a broader price collapse as seen in 2008 is unlikely.
Still, even continued steady demand from the automotive and
aerospace industries will not fully offset the impact of a global
slowdown and metals producers profits will be reduced, says
Moody's.


* Moody's Expects Slow Retail Sales Growth This Year
----------------------------------------------------
The slowdown in consumer spending is set to continue for the rest
of the year, says Moody's Investors Service in a new sector
comment "U.S. Retail: Retail Sales Growth Slows Amid a Cautious
Consumer"

Retail and food service sales excluding motor vehicle and auto
parts grew by 4.1% in the second quarter when compared to the
prior year, down from 8.1% growth in the first quarter of 2012,
according to the data released on July 16 by the US Department of
Commerce. This level of growth was slightly lower than Moody's
expectations.

"Moody's forecasts that year over year growth will slow to 4.0% in
the third and fourth quarters as cautious consumers will weigh on
retail sales," said Maggie Taylor, a Moody's Vice President -
Senior Credit Officer. "A portion of this decline may be
attributed to the unseasonably warm weather that propped up
consumer spending in the first quarter."

Sales growth will decline as consumers continue to worry over the
US economic recovery, the ongoing eurozone crisis and potential
tax increases, says Moody's.

The rating agency forecasts US retail sales growth will be about
5% in 2012, compared to 7.3% in 2011. Moody's continues to expect
operating income growth to be modest, rising between 3.5% and 4.5%
in 2012, driven mainly by slower sales growth as well as by a
reduction in some commodity and transportation costs in the latter
half of the year.

Moody's says dollar stores and off-price retailers such as Dollar
General (Ba1 positive ) and TJX (A3 stable) are better positioned
to outperform other segments as consumers continue to seek value,
and discounters Wal-Mart Stores (Aa2 stable) Target (A2 stable)
and Costco Wholesale Corp will benefit from their growing food
business.

But luxury retailers Neiman Marcus (B2 stable) and Saks Inc (Ba3
stable) are facing a slowdown in growth as a result of the high
end consumers reaction to the euro zone crisis and stock market
uncertainty. Also, office-supply retailer Staples (Baa2 stable)
will feel more pressure on the back of diminishing consumer
confidence and continued elevated unemployment, says the report.


* S&P Takes Rating Actions on 5 U.S. PHAs on New Criteria Release
-----------------------------------------------------------------
Standard & Poor's Ratings Services, on July 16, 2012, has placed
its issuer credit ratings (ICR) on Newark Housing Authority, San
Diego Housing Commission, San Francisco City & County Housing
Authority, and Vancouver Housing Authority, as well as its ratings
on the authorities' existing general obligation debt, on
CreditWatch with positive implications. "At the same time,
Standard & Poor's placed its ICR on San Bernardino County Housing
Authority on CreditWatch with negative implications. The rating
actions follow the release of our public and nonprofit social
housing providers criteria. The affected ICRs and GO debt issues
are now based on the released criteria effective immediately for
all new and outstanding social housing provider ratings," S&P
said.

"Standard & Poor's revised its methodology and assumptions for
assigning stand-alone credit profiles (SACPs) to social or public
housing providers globally. The criteria state that SACPs assigned
to social housing providers will use a framework that considers
the enterprise profile and financial profile of the entity.
Industry risk, economic fundamentals and market dependencies, and
market position determine the enterprise profile. Financial
performance, debt profile, liquidity, and financial policies
inform the financial profile assessment. The released criteria
fully supersede 'U.S. Public Housing Authority Issuer Credit
Rating,' published Nov. 13, 2007," S&P said.

S&P notes that a full review of all ratings will occur within six
months of the date of publication.


* Regulators Eye New Rules to Manage Big Bank Failures
------------------------------------------------------
Amanda Bransford at Bankruptcy Law360 reports that regulators are
continuing to work on rules governing a new process that will
handle the collapse of massive financial institutions, striving
for rules that will ensure creditors receive no less under the new
process than they would in bankruptcy litigation, according to a
report Thursday.

Regulators are currently finalizing the process under the Dodd-
Frank Act's Orderly Liquidation Authority by which the Federal
Deposit Insurance Corp. could serve as receiver of a failing
financial company rather than the company entering bankruptcy,
Bankruptcy Law360 relates citing the U.S. Government
Accountability Office's report.


* Democrats Float New Bankruptcy Rule to Protect Workers
--------------------------------------------------------
Lisa Uhlman at Bankruptcy Law360 reports that two leading
Democrats introduced legislation Friday in the U.S. House of
Representatives and the Senate aimed at changing the Bankruptcy
Code to protect employee and retiree earnings and retirement
savings when companies file for bankruptcy protection.

Assistant Senate Majority Leader Dick Durbin, of Illinois, and
House Judiciary Committee Chairman John Conyers, of Michigan,
introduced the Protecting Employees and Retirees in Business
Bankruptcies Act, which would make several changes to Chapter 11
of the code that would give workers' interests a higher priority
in corporate bankruptcies, according to Bankruptcy Law360.


* California's Bankrupt Towns Mask True Home of Municipal Collapse
------------------------------------------------------------------
Carla Main, substituting for Bill Rochelle, the bankruptcy
columnist for Bloomberg News, reports that quirks in local, state
and federal law have made Nebraska home to almost one-fifth of the
more than 220 Chapter 9 bankruptcies filed in the U.S. since 1981,
according to a nationwide review of federal court records.
California, with more than 20 times Nebraska's population, is
second, followed by Texas and Alabama. California may soon add to
its total, as San Bernardino decides whether to seek court
protection this week.

The report notes that the main difference between Nebraska and its
larger brethren is the kind of governmental bodies that file for
bankruptcy.  No town, city or county has sought court protection
in the state.  All 45 of Nebraska's Chapter 9 cases were by
special tax districts, most of them owned by residential
subdivision developers who used property-tax revenue to pay for
streets, sewers and other infrastructure.

Only about 20 percent, or 43, of the Chapter 9 cases filed in the
U.S. since 1981 were by towns, cities or counties. Of those,
California, Alabama and Texas led the way, accounting for more
than two-fifths of such filings, according to a Bloomberg News
review of court filings.  The three states share the regulatory
confluence of strong restrictions on revenue-raising and low bars
on bankruptcy filing.

Just five states account for more than half of all types of
Chapter 9 filings in U.S. bankruptcy courts: Nebraska, California,
Texas, Alabama and Oklahoma. Their numbers are dwarfed by those of
corporate reorganizations. Since 1981, more than 20,000 companies
have sought protection under Chapter 11 of the U.S. bankruptcy
code.


* Versa Capital Named Turnaround Private Equity Firm of the Year
----------------------------------------------------------------
Versa Capital Management, LLC was named "Private Equity Turnaround
Firm of the Year" at the recent Turnaround Atlas Awards, which
honors excellence from the corporate restructuring and turnaround
communities worldwide.  This year's awards ceremony, organized by
Global M&A Network, was held on June 26, 2012, at the University
of Chicago in Illinois.

Versa also received the "Private Equity Turnaround Deal of the
Year" for its Chapter 11 reorganization and acquisition of
American Laser Skincare, LLC.  Based near Detroit, Mich., American
Laser Skincare is the largest provider of laser hair removal and
medical aesthetic services in the U.S.

"We are extremely appreciative of this recognition for our work
over the past year," stated Gregory L. Segall, CEO of Versa.
"Even more importantly, our numerous acquisitions and investments
in the past year resulted in the preservation of thousands of jobs
while providing new opportunities for these businesses to
reorganize for the future.  These achievements are shared by the
entire Versa team, which is an outstanding group of financial and
management professionals."

Philadelphia-based Versa Capital Management, LLC --
http://www.Versa.com-- is a private equity investment firm with
$1.2 billion of assets under management.  The firm is focused on
control investments in distressed and special situations involving
North American middle market companies where value and performance
growth can be achieved through enhanced operational and financial
management.  Versa's portfolio includes Bob's Stores, a
northeastern apparel retailer that was recognized as Connecticut's
Retailer of the Year; Bell and Howell, a leading provider of
solutions and services for paper-based and digital messaging;
Allen-Vanguard, a global leader in providing solutions to
terrorist threats and explosive devices; and Polartec, the world-
renowned designer and manufacturer of performance fabrics for the
outdoor apparel industry.


* Upcoming Meetings, Conferences and Seminars
---------------------------------------------

Aug. 2-4, 2012
   AMERICAN BANKRUPTCY INSTITUTE
      Mid-Atlantic Bankruptcy Workshop
         Hyatt Regency Chesapeake Bay, Cambridge, Md.
            Contact:             1-703-739-0800      ;
http://www.abiworld.org/

November 1-3, 2012
   TURNAROUND MANAGEMENT ASSOCIATION
      TMA Annual Convention
         Westin Copley Place, Boston, Mass.
            Contact: http://www.turnaround.org/

Nov. 29 - Dec. 2, 2012
   AMERICAN BANKRUPTCY INSTITUTE
      Winter Leadership Conference
         JW Marriott Starr Pass Resort & Spa, Tucson, Ariz.
            Contact:             1-703-739-0800      ;
http://www.abiworld.org/

April 10-12, 2013
   TURNAROUND MANAGEMENT ASSOCIATION
      TMA Spring Conference
         JW Marriott Chicago, Chicago, Ill.
            Contact: http://www.turnaround.org/

October 3-5, 2013
   TURNAROUND MANAGEMENT ASSOCIATION
      TMA Annual Convention
         Marriott Wardman Park, Washington, D.C.
            Contact: http://www.turnaround.org/

The Meetings, Conferences and Seminars column appears in the
Troubled Company Reporter each Wednesday.  Submissions via
e-mail to conferences@bankrupt.com are encouraged.



                            *********

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.


                  *** End of Transmission ***