TCR_Public/120721.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

            Saturday, July 21, 2012, Vol. 16, No. 201

                            Headlines

AMBAC FINANCIAL: Has $52.9 Million Net Profit in April
AMBAC FINANCIAL: Has $24.1 Million Cash at May 31
BICENT HOLDINGS: Has $2.69 Million in Cash as of May 31
BUFFETS INC: Has $31.76 Million in Cash as of May 31
ENERGY CONVERSION: Ends April 30 With $3.86 Million in Cash

ENERGY CONVERSION: United Solar Ends April With $12 Mil. in Cash
ENERGY CONVERSION: Ends May 31 With $3.22 Million in Cash
ENERGY CONVERSION: United Solar Ends May With $11 Million in Cash
FILENE'S BASEMENT: Ends Dec. 31 With $38.49 Million in Cash
FILENE'S BASEMENT: Ends Jan. 28 With $30.06 Million in Cash

FILENE'S BASEMENT: Ends Feb. 25 With $26.3 Million in Cash
FILENE'S BASEMENT: Ends March 31 With $23.36 Million in Cash
FILENE'S BASEMENT: Ends April 28 With $20.82 Million in Cash
FRANKLIN CREDIT: Files Cash Flow Projections Through June 3, 2013
HAWKER BEECHCRAFT: Ends May 31 With $145 Million in Cash

LIGHTSQUARED INC: Lost $82 Million in 7 Weeks of Bankruptcy
MF GLOBAL: Has $1.3-Mil. Net Cash Flow in May
MF GLOBAL: Has $1.7-Mil. Negative Net Cash Flow in June
OTERO COUNTY: Ends May 31 With $16.34 Million in Cash
SP NEWSPRINT: Ends May 31 With $15.49 Million in Cash

TRIBUNE CO: Has $27.2 Million Net Income in May
TRIDENT MICROSYSTEMS: Ends May 31 With $607,823 in Cash
VELO HOLDINGS: Ends May With $35.86 Million in Cash





                          *********



AMBAC FINANCIAL: Has $52.9 Million Net Profit in April
------------------------------------------------------

                     Ambac Financial Group, Inc.
                            Balance Sheet
                         As of April 30, 2012

ASSETS:

Current Assets:
Unrestricted Cash and Equivalents                   $23,382,456
Restricted Cash and Cash Equivalents                  2,500,000
Accounts Receivable                                           -
Notes Receivable                                      1,077,640
Inventories                                                   -
Prepaid Expenses                                        260,964
Professional Retainers                                1,490,041
Other Current Assets                                 10,032,863
                                              -----------------
Total Current Assets                                 38,743,964

Property & Equipment:
Real Property and Improvements                                -
Machinery & Equipment                                         -
Furniture, Fixtures, and Office Equipment                     -
Leasehold Improvements                                        -
Vehicles                                                      -
Less: Accumulated Depreciation                                -
                                              -----------------
Total Property & Equipment                                    -

Other Assets:
Amounts Due From Insiders                               821,204
Other Assets                                     (1,855,984,133)
                                              -----------------
Total Other Assets                               (1,855,162,929)
                                              -----------------
Total Assets                                    ($1,816,418,965)
                                              =================

LIABILITIES AND OWNERS' EQUITY:

Liabilities Not Subject to Compromise (Postpetition)
Accounts Payable                                              -
Taxes Payable                                        $1,900,000
Wages Payable                                                 -
Notes Payable                                                 -
Rent/Leases - Building/Equipment                              -
Secured Debt/Adequate Protection Payments                     -
Professional Fees                                    15,252,577
Amounts Due to Insiders                                       -
Other Postpetition Liabilities                                -
                                              -----------------
Total Postpetition Liabilities                       17,152,577

Liabilities Subject to Compromise (Prepetition):
Secured Debt                                                  -
Priority Debt                                                 -
Unsecured Debt                                    1,707,452,241
                                              -----------------
Total Prepetition Liabilities                     1,707,452,241

Total Liabilities                                 1,724,604,818

Owners' Equity:
Capital Stock                                         3,080,168
Additional Paid-in Capital                        2,172,026,548
Partners' Capital Account                                     -
Owners' Equity Account                                        -
Retained earnings - prepetition                  (3,896,443,042)
Retained earnings - postpetition                 (1,872,609,880)
Adjustments to Owner Equity                          17,922,423
Postpetition Contributions                                    -
                                              -----------------
Net Owners' Equity                               (3,541,023,783)
                                              -----------------
Total Liabilities & Owners' Equity              ($1,816,418,965)
                                              =================

                    Ambac Financial Group, Inc.
                      Statement of Operations
                 For the month ended April 30, 2012

Gross Revenues                                                -
Less: Returns & Allowances                                    -
                                              -----------------
Net Revenue                                                   -

Cost of Goods Sold:
Beginning Inventory                                           -
Add: Purchases                                                -
     Cost of labor                                            -
     Other costs                                              -
Less: Ending Inventory                                        -
                                              -----------------
Cost of Goods Sold                                            -

Gross Profit                                                  -

Operating Expenses:
Advertising                                                   -
Auto and Truck Expense                                        -
Bad Debts                                                     -
Contributions                                                 -
Employee Benefits Programs                                    -
Officer/Insider Compensation                                  -
Insurance                                               $72,785
Management Fees/Bonuses                                       -
Office Expense                                                -
Pension & profit sharing plans                                -
Repairs & Maintenance                                         -
Rent and Lease Expense                                        -
Salaries/Commissions/Fees                                     -
Supplies                                                      -
Taxes - Payroll                                               -
Taxes - Real Estate                                           -
Taxes - Other                                                 -
Travel & Entertainment                                        -
Utilities                                                     -
Other                                                  (746,863)
                                              -----------------
Total Operating Expenses Before                        (674,027)
   Depreciation

Depreciation/Depletion/Amortization                           -
                                              -----------------
Net profit(loss) Before Other Income &
   Expenses                                             674,027

Other Income and Expenses:
Other income                                             18,813
Interest Expense                                              -
Other Expense                                       (52,223,299)
                                              -----------------
Net profit (loss) Before Reorganization Items        52,916,139

Reorganization Items:

Reorganization Items:
Professional Fees                                        29,564
U.S. Trustee Quarterly Fees                                   -
Interest on Cash from Chapter 11                              -
Gain from Sale of Equipment                                   -
Other Reorganization Expenses                                 -
                                              -----------------
Total Reorganization Expenses                            29,564
                                              -----------------
Income Taxes                                                  -
                                              -----------------
Net Profit (Loss)                                   $52,886,575
                                              =================

                    Ambac Financial Group, Inc.
            Schedule of Cash Receipts and Disbursements
                 For the month ended April 30, 2012

Cash Beginning of Month                             $23,993,748

Receipts:
Cash Sales                                                    -
Accounts Receivable - Prepetition                             -
Accounts Receivable - Postpetition                            -
Loans and Advances                                            -
Sale of Assets                                                -
Other                                                     5,451
Transfers                                            98,224,036
                                              -----------------
Total Receipts                                       98,229,487

Disbursements:
Gross Payroll                                                 -
Sales, Use, & Other Taxes                                    51
Inventory Purchases                                           -
Secured/Rental/Leases                                         -
Insurance                                                     -
Administrative                                                -
Selling                                                       -
Other                                                   616,692
Owner Draw                                                    -
Transfers (to DIP Accts.)                            98,224,036
Professional Fees                                             -
U.S. Trustee Quarterly Fees                                   -
Court Costs                                                   -
                                              -----------------
Total Disbursements                                  98,840,779
                                              -----------------
Net Cash Flow                                          (611,292)
                                              -----------------
Cash - End of Month                                 $23,382,456
                                              =================

                       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., at Dewey & LeBoeuf LLP, serve as the Debtor's
bankruptcy counsel.  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 $24.1 Million Cash at May 31
-------------------------------------------------

                     Ambac Financial Group, Inc.
                            Balance Sheet
                         As of May 31, 2012

ASSETS:

Current Assets:
Unrestricted Cash and Equivalents                   $24,145,860
Restricted Cash and Cash Equivalents                  2,500,000
Accounts Receivable                                           -
Notes Receivable                                      1,077,640
Inventories                                                   -
Prepaid Expenses                                        188,179
Professional Retainers                                  649,075
Other Current Assets                                 10,046,830
                                              -----------------
Total Current Assets                                 38,607,584

Property & Equipment:
Real Property and Improvements                                -
Machinery & Equipment                                         -
Furniture, Fixtures, and Office Equipment                     -
Leasehold Improvements                                        -
Vehicles                                                      -
Less: Accumulated Depreciation                                -
                                              -----------------
Total Property & Equipment                                    -

Other Assets:
Amounts Due From Insiders                               147,548
Other Assets                                     (1,877,435,062)
                                              -----------------
Total Other Assets                               (1,877,287,514)
                                              -----------------
Total Assets                                    ($1,838,679,930)
                                              =================

LIABILITIES AND OWNERS' EQUITY:

Liabilities Not Subject to Compromise (Postpetition)
Accounts Payable                                              -
Taxes Payable                                        $1,900,000
Wages Payable                                                 -
Notes Payable                                                 -
Rent/Leases - Building/Equipment                              -
Secured Debt/Adequate Protection Payments                     -
Professional Fees                                    15,055,190
Amounts Due to Insiders                                       -
Other Postpetition Liabilities                                -
                                              -----------------
Total Postpetition Liabilities                       16,955,190

Liabilities Subject to Compromise (Prepetition):
Secured Debt                                                  -
Priority Debt                                                 -
Unsecured Debt                                    1,707,452,241
                                              -----------------
Total Prepetition Liabilities                     1,707,452,241

Total Liabilities                                 1,727,047,665

Owners' Equity:
Capital Stock                                         3,080,168
Additional Paid-in Capital                        2,172,026,548
Partners' Capital Account                                     -
Owners' Equity Account                                        -
Retained earnings - prepetition                  (3,896,443,042)
Retained earnings - postpetition                 (1,872,638,966)
Adjustments to Owner Equity                          30,887,931
Postpetition Contributions                                    -
                                              -----------------
Net Owners' Equity                               (3,563,087,361)
                                              -----------------
Total Liabilities & Owners' Equity              ($1,838,679,930)
                                              =================

                    Ambac Financial Group, Inc.
                      Statement of Operations
                  For the month ended May 31, 2012

Gross Revenues                                                -
Less: Returns & Allowances                                    -
                                              -----------------
Net Revenue                                                   -

Cost of Goods Sold:
Beginning Inventory                                           -
Add: Purchases                                                -
     Cost of labor                                            -
     Other costs                                              -
Less: Ending Inventory                                        -
                                              -----------------
Cost of Goods Sold                                            -

Gross Profit                                                  -

Operating Expenses:
Advertising                                                   -
Auto and Truck Expense                                        -
Bad Debts                                                     -
Contributions                                                 -
Employee Benefits Programs                                    -
Officer/Insider Compensation                            $51,042
Insurance                                                72,785
Management Fees/Bonuses                                       -
Office Expense                                                -
Pension & profit sharing plans                                -
Repairs & Maintenance                                         -
Rent and Lease Expense                                        -
Salaries/Commissions/Fees                                     -
Supplies                                                      -
Taxes - Payroll                                               -
Taxes - Real Estate                                           -
Taxes - Other                                                 -
Travel & Entertainment                                        -
Utilities                                                     -
Other                                                   333,727
                                              -----------------
Total Operating Expenses Before                         457,554
   Depreciation

Depreciation/Depletion/Amortization                           -
                                              -----------------
Net profit(loss) Before Other Income &
   Expenses                                           (457,554)

Other Income and Expenses:
Other income                                             19,095
Interest Expense                                              -
Other Expense                                        33,345,131
                                              -----------------
Net profit (loss) Before Reorganization Items      (33,783,590)

Reorganization Items:

Reorganization Items:
Professional Fees                                       912,582
U.S. Trustee Quarterly Fees                               6,500
Interest on Cash from Chapter 11                              -
Gain from Sale of Equipment                                   -
Other Reorganization Expenses                                 -
                                              -----------------
Total Reorganization Expenses                           919,082
                                              -----------------
Income Taxes                                                  -
                                              -----------------
Net Profit (Loss)                                  ($34,720,672)
                                              =================

                    Ambac Financial Group, Inc.
            Schedule of Cash Receipts and Disbursements
                 For the month ended May 31, 2012

Cash Beginning of Month                             $23,382,456

Receipts:
Cash Sales                                                    -
Accounts Receivable - Prepetition                             -
Accounts Receivable - Postpetition                            -
Loans and Advances                                            -
Sale of Assets                                                -
Other                                                   763,404
Transfers                                             1,556,258
                                              -----------------
Total Receipts                                        2,319,662

Disbursements:
Gross Payroll                                                 -
Sales, Use, & Other Taxes                                     -
Inventory Purchases                                           -
Secured/Rental/Leases                                         -
Insurance                                                     -
Administrative                                                -
Selling                                                       -
Other                                                         -
Owner Draw                                                    -
Transfers (to DIP Accts.)                             1,557,258
Professional Fees                                             -
U.S. Trustee Quarterly Fees                                   -
Court Costs                                                   -
                                              -----------------
Total Disbursements                                   1,556,258
                                              -----------------
Net Cash Flow                                           763,404
                                              -----------------
Cash - End of Month                                 $24,145,860
                                              =================

                       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., at Dewey & LeBoeuf LLP, serve as the Debtor's
bankruptcy counsel.  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).


BICENT HOLDINGS: Has $2.69 Million in Cash as of May 31
-------------------------------------------------------
Bicent Holdings LLC, et al., on June 21, 2012, filed its monthly
operating report for the period from April 23 to May 31, 2012.

The company reported a net loss of $8.69 million on total revenue
of $3.07 million for the period.

As of May 31, 2012, the company had total assets of
$555.33 million, total liabilities of $385.87 million and total
stockholders' equity of $169.46 million.

At the beginning of the period, Bicent Holdings had an
unrestricted cash balance of $1.97 million.  The company had a net
cash outflow of $2.72 million, a $6 million drawdown on its DIP
facility and a $2.6 million payment on the DIP facility.  As a
result, at the end of the period, Bicent Holdings had an
unrestricted cash balance of $2.69 million.

                       About Bicent Power

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

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

Bicent Power LLC disclosed $7.022 million in assets and
$308 million in liabilities in its schedules.  The schedule was
filed before the June 22 deadline.

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

Bicent scheduled a July 30 confirmation hearing for approval of a
reorganization plan worked out before bankruptcy.  The plan calls
for transferring ownership of its two power plants in California
to secured lenders.  The plan is supported by holders of more than
two-thirds of the first- and second-lien debt.  Holders of
mezzanine debt owed $65.2 million are to receive nothing.
Likewise, general unsecured creditors with $25.4 million in claims
are to have no recovery.


BUFFETS INC: Has $31.76 Million in Cash as of May 31
----------------------------------------------------
Buffets Restaurants Holdings, Inc., et al., on June 29, 2012,
filed its monthly operating report for the month of May 2012.

The Debtor reported a net loss of $113,100 as of May 30, 2012.

As of May 2012, the Debtor had total assets of $503.58 million,
total liabilities of $527.53 million and total stockholders'
deficit of $23.95 million.

Buffet Restaurants had total cash receipts of $82.37 million and
total cash disbursements of $78.05 million for the month of
May 2012.  As a result, the Company had total cash of $31.76
million as of May 31, 2012.

                         About Buffets Inc.

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

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

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

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

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

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

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

In March 2012, Buffets Inc. received court approval for an
incentive bonus program that may pay as much as $2.3 million to
executives if cash flow targets are met.  There was an April 30
hearing schedule on another program to pay bonuses for a
successful sale of the business that could cost $2.7 million.


ENERGY CONVERSION: Ends April 30 With $3.86 Million in Cash
-----------------------------------------------------------
Energy Conversion Devices, Inc., on July 12, 2012, filed its
monthly operating report for the month ended April 30, 2012.

The Debtor posted a net loss of $1.01 million on $nil revenues for
the month ended Apr. 30, 2012.

As of Apr. 30, 2012, the Debtor had total assets of $1.04 billion,
total liabilities of $253.82 million and total stockholder's
equity of $785.82 million.

At the beginning of April, Energy Conversion had $2.60 million in
cash.  The Debtor had total cash receipts of $1.79 million and
total cash disbursements of $537,296.  As a result, at the end of
the month, Energy Conversion had total cash of $3.86 million.

A full-text copy of the monthly operating report is available at:

               http://ResearchArchives.com/t/s?77aa

                      About Energy Conversion

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

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

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

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

An official committee of unsecured creditors has been appointed in
the case.  Foley and Lardner, LLP represents the Committee.
Scouler & Company, LLC, serves as financial advisor.

A group of shareholders had asked a bankruptcy judge to allow it
to form an official committee with lawyers and expenses paid for
by the company.

The company had estimated in court papers that it was worth
$986 million, based on nearly $800 million of investment in the
manufacturing unit.

The Debtors disclosed that they had canceled the auction of the
going concern sale of USO and discontinued the court-approved sale
process because of the failure to receive an acceptable qualified
bid by the bid deadline.  Quarton Partners, the companies'
investment banker, is continuing to work with prospective buyers
on alternative transactions.  In addition, the companies have
retained auction services provider Hilco Industrial to prepare for
an orderly sale of the companies' assets.


ENERGY CONVERSION: United Solar Ends April With $12 Mil. in Cash
----------------------------------------------------------------
United Solar Ovonic LLC, on July 12, 2012, filed its monthly
operating report for the month ended April 30, 2012.

United Solar reported a net loss of $1.90 million on total revenue
of $1.58 million for the month ended Apr. 30, 2012.

As of Apr. 30, 2012, the Company had total assets of $134.31
million, total liabilities of $840.33 million and total
stockholder's deficit of $706.01 million.

As of Apr. 1, 2012, the Company had $5.71 million in cash.  The
Company had total cash receipts of $10.38 million and total cash
disbursements of $4.09 million.  As a result, as of Apr. 30, 2012,
United Solar had total cash of $12 million.

A full-text copy of the monthly operating report is available at:

               http://ResearchArchives.com/t/s?77ab

                      About Energy Conversion

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

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

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

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

An official committee of unsecured creditors has been appointed in
the case.  Foley and Lardner, LLP represents the Committee.
Scouler & Company, LLC, serves as financial advisor.

A group of shareholders had asked a bankruptcy judge to allow it
to form an official committee with lawyers and expenses paid for
by the company.

The company had estimated in court papers that it was worth
$986 million, based on nearly $800 million of investment in the
manufacturing unit.

The Debtors disclosed that they had canceled the auction of the
going concern sale of USO and discontinued the court-approved sale
process because of the failure to receive an acceptable qualified
bid by the bid deadline.  Quarton Partners, the companies'
investment banker, is continuing to work with prospective buyers
on alternative transactions.  In addition, the companies have
retained auction services provider Hilco Industrial to prepare for
an orderly sale of the companies' assets.


ENERGY CONVERSION: Ends May 31 With $3.22 Million in Cash
---------------------------------------------------------
Energy Conversion Devices, Inc., on July 12, 2012, filed its
monthly operating report for the month ended May 31, 2012.

The Company posted a net loss of $1.62 million on $nil in revenues
for the month ended May 31, 2012.

As of May 31, 2012, Energy Conversion had total assets of
$1.04 billion, total liabilities of $256.11 million and total
stockholder's equity of $784.18 million.

At the beginning of the month, Energy Conversion had $3.86 million
in cash.  The Company had total cash receipts of $176,875 and
total cash disbursements of $814,433.  As a result, at the end of
May, the Company had total cash of $3.22 million.

A full-text copy of the monthly operating report is available at:

               http://ResearchArchives.com/t/s?77ac

                      About Energy Conversion

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

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

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

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

An official committee of unsecured creditors has been appointed in
the case.  Foley and Lardner, LLP represents the Committee.
Scouler & Company, LLC, serves as financial advisor.

A group of shareholders had asked a bankruptcy judge to allow it
to form an official committee with lawyers and expenses paid for
by the company.

The company had estimated in court papers that it was worth
$986 million, based on nearly $800 million of investment in the
manufacturing unit.

The Debtors disclosed that they had canceled the auction of the
going concern sale of USO and discontinued the court-approved sale
process because of the failure to receive an acceptable qualified
bid by the bid deadline.  Quarton Partners, the companies'
investment banker, is continuing to work with prospective buyers
on alternative transactions.  In addition, the companies have
retained auction services provider Hilco Industrial to prepare for
an orderly sale of the companies' assets.


ENERGY CONVERSION: United Solar Ends May With $11 Million in Cash
-----------------------------------------------------------------
United Solar Ovonic LLC, on July 12, 2012, filed its monthly
operating report for the month ended May 31, 2012.

The Debtor reported a net loss of $7.89 million on total revenue
of $2.42 million for the month ended May 31, 2012.

As of May 31, 2012, United Solar had total assets of $127.59
million, total liabilities of $841.54 million and total
stockholder's deficit of $713.95 million.

At the beginning of May, the Debtor had $12 million in cash.  The
Debtor had total cash receipts of $4.13 million and total cash
disbursements of $5.13 million.  As a result, at the end of the
month, United Solar had total cash of $11 million.

A full-text copy of the monthly operating report is available at:

               http://ResearchArchives.com/t/s?77ad

                      About Energy Conversion

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

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

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

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

An official committee of unsecured creditors has been appointed in
the case.  Foley and Lardner, LLP represents the Committee.
Scouler & Company, LLC, serves as financial advisor.

A group of shareholders had asked a bankruptcy judge to allow it
to form an official committee with lawyers and expenses paid for
by the company.

The company had estimated in court papers that it was worth
$986 million, based on nearly $800 million of investment in the
manufacturing unit.

The Debtors disclosed that they had canceled the auction of the
going concern sale of USO and discontinued the court-approved sale
process because of the failure to receive an acceptable qualified
bid by the bid deadline.  Quarton Partners, the companies'
investment banker, is continuing to work with prospective buyers
on alternative transactions.  In addition, the companies have
retained auction services provider Hilco Industrial to prepare for
an orderly sale of the companies' assets.


FILENE'S BASEMENT: Ends Dec. 31 With $38.49 Million in Cash
-----------------------------------------------------------
Filene's Basement, LLC, and its affiliates, on March 29, 2012,
filed its monthly operating report for the period from November 27
to December 31, 2011.

The company posted a net income of $193,000 on net sales of
$212,000 for the period ended December 31, 2011.

As of Dec. 31, 2011, Filene's Basement had total assets of $195.15
million and total liabilities of $147.07 million, resulting in a
stockholder's equity of $48.08 million.

At the beginning of the period, the company had $45 million in
cash.  Filene's Basement had total cash receipts of $85.80 million
and total cash disbursements of $90.85 million.  As a result, as
of Dec. 31, 2011, the company had total cash of $38.49 million.

                About Filene's Basement & Syms Corp.

Massachusetts-based Filene's Basement, also called The Basement,
is the oldest off-price retailer in the United States.  The
Basement focuses on high-end goods and is known for its
distinctive, low-technology automatic markdown system.

Filene's Basement first filed for Chapter 11 bankruptcy protection
in August 1999.  Filene's Basement was bought by a predecessor of
Retail Ventures, Inc., the following year.  Retail Ventures in
April 2009 transferred the unit to Buxbaum.

Filene's Basement, Inc. and its affiliates filed for Chapter 22
(Bankr. D. Del. Case No. 09-11525) on May 4, 2009, represented by
lawyers at Pachulski Stang Ziehl & Jones LLP.  Epiq Bankruptcy
Solutions serves as claims and notice agent.  The Debtors
disclosed assets of $236 million, including real estate of $97.7
million, and liabilities of $94 million, including $31.1 million
owing on a revolving credit with Bank of America NA as agent. In
addition, there were $11.1 million in letters of credit
outstanding on the revolver.

The 2009 Debtor was formally renamed FB Liquidating Estate,
following the sale of all of its assets to Syms Corp. in June
2009.

Pursuant to the Liquidating Plan confirmed in January 2010,
secured creditors in the Chapter 11 case have been paid in full,
and holders of priority, administrative and convenience class
claims have received 100% of their allowed claims.  As reported by
the Troubled Company Reporter on Dec. 20, 2010, Alan Cohen,
Chairman of Abacus Advisors LLC and Chief Restructuring Officer
for FB Liquidating Estate disclosed that a second distribution of
dividend checks to Filene's unsecured creditors amounting to 12.5%
of approved claims has been made, bringing the cumulative
distributions on unsecured claims to 62.5%.

On Nov. 2, 2011, Syms Corp. placed itself, Filene's Basement and
two other units in Chapter 11 bankruptcy (Bankr. D. Del. Case Nos.
11-13511 to 11-13514) after a failed bid to sell the business.
The two units are Syms Clothing Inc. and Syms Advertising Inc.

Judge Kevin J. Carey presides over the case.  Lawyers at Skadden
Arps Slate Meagher & Flom LLP serve as the Debtors' counsel.  The
Debtors tapped Rothschild Inc. as investment banker and Cushman
and Wakefield Securities, Inc., as real estate financial advisors.

Syms shuttered its namesake and Filene's Basement outlets upon the
bankruptcy filing and tapped a joint venture of Gordon Brothers
Retail Partners LLC and Hilco Merchant Resources LLC to run the
going-out-of-business sales.  The sale may continue until Jan. 31,
2012.

Filene's Basement estimated $1 million to $10 million in assets
and $50 million to $100 million in debts.  The petitions were
signed by Gary Binkoski, authorized representative of Filene's
Basement.

The official committee of unsecured creditors appointed in the
2011 case has retained Hahn & Hessen LLP as legal counsel.

Holders of equity in Syms Corp. pushed for an official
shareholders' committee and separation of the Syms and Filene's
Basement bankruptcy estates.

Gordon Brothers and Hilco are represented by Goulston & Storrs,
P.C. and Ashby & Geddes, P.A.


FILENE'S BASEMENT: Ends Jan. 28 With $30.06 Million in Cash
-----------------------------------------------------------
Filene's Basement, LLC, and its affiliates, on March 29, 2012,
filed its monthly operating report for the period from December
31, 2011 to January 28, 2012.

The Debtor reported a net income of $5.73 million on net sales of
$6,000 for the period ended January 28, 2012.

As of Jan. 28, 2012, the Debtor had total assets of $185.91
million, total liabilities of $132.09 million and stockholder's
equity of $53.82 million.

As of Dec. 31, 2011, Filene's Basement had $38.49 million in cash.
The Debtor had total cash receipts of $4.25 million and total cash
disbursements of $12.10 million.  As a result, as of Jan. 28,
2012, Filene's Basement had total cash of $30.06 million.

                About Filene's Basement & Syms Corp.

Massachusetts-based Filene's Basement, also called The Basement,
is the oldest off-price retailer in the United States.  The
Basement focuses on high-end goods and is known for its
distinctive, low-technology automatic markdown system.

Filene's Basement first filed for Chapter 11 bankruptcy protection
in August 1999.  Filene's Basement was bought by a predecessor of
Retail Ventures, Inc., the following year.  Retail Ventures in
April 2009 transferred the unit to Buxbaum.

Filene's Basement, Inc. and its affiliates filed for Chapter 22
(Bankr. D. Del. Case No. 09-11525) on May 4, 2009, represented by
lawyers at Pachulski Stang Ziehl & Jones LLP.  Epiq Bankruptcy
Solutions serves as claims and notice agent.  The Debtors
disclosed assets of $236 million, including real estate of $97.7
million, and liabilities of $94 million, including $31.1 million
owing on a revolving credit with Bank of America NA as agent. In
addition, there were $11.1 million in letters of credit
outstanding on the revolver.

The 2009 Debtor was formally renamed FB Liquidating Estate,
following the sale of all of its assets to Syms Corp. in June
2009.

Pursuant to the Liquidating Plan confirmed in January 2010,
secured creditors in the Chapter 11 case have been paid in full,
and holders of priority, administrative and convenience class
claims have received 100% of their allowed claims.  As reported by
the Troubled Company Reporter on Dec. 20, 2010, Alan Cohen,
Chairman of Abacus Advisors LLC and Chief Restructuring Officer
for FB Liquidating Estate disclosed that a second distribution of
dividend checks to Filene's unsecured creditors amounting to 12.5%
of approved claims has been made, bringing the cumulative
distributions on unsecured claims to 62.5%.

On Nov. 2, 2011, Syms Corp. placed itself, Filene's Basement and
two other units in Chapter 11 bankruptcy (Bankr. D. Del. Case Nos.
11-13511 to 11-13514) after a failed bid to sell the business.
The two units are Syms Clothing Inc. and Syms Advertising Inc.

Judge Kevin J. Carey presides over the case.  Lawyers at Skadden
Arps Slate Meagher & Flom LLP serve as the Debtors' counsel.  The
Debtors tapped Rothschild Inc. as investment banker and Cushman
and Wakefield Securities, Inc., as real estate financial advisors.

Syms shuttered its namesake and Filene's Basement outlets upon the
bankruptcy filing and tapped a joint venture of Gordon Brothers
Retail Partners LLC and Hilco Merchant Resources LLC to run the
going-out-of-business sales.  The sale may continue until Jan. 31,
2012.

Filene's Basement estimated $1 million to $10 million in assets
and $50 million to $100 million in debts.  The petitions were
signed by Gary Binkoski, authorized representative of Filene's
Basement.

The official committee of unsecured creditors appointed in the
2011 case has retained Hahn & Hessen LLP as legal counsel.

Holders of equity in Syms Corp. pushed for an official
shareholders' committee and separation of the Syms and Filene's
Basement bankruptcy estates.

Gordon Brothers and Hilco are represented by Goulston & Storrs,
P.C. and Ashby & Geddes, P.A.


FILENE'S BASEMENT: Ends Feb. 25 With $26.3 Million in Cash
----------------------------------------------------------
Filene's Basement, LLC, and its affiliates, on June 12, 2012,
filed its monthly operating report for the period from January 28
to February 25, 2012.

Filene's Basement posted a net loss of $32.63 million on net sales
of $120,000 for the period ended Feb. 25, 2012.

As of Feb. 25, 2012, the Company had total assets of
$178.18 million, total liabilities of $157 million, and
stockholder's equity of $21.18 million.

As of Jan. 28, 2011, the Company had $30.06 million in cash.
Filene's Basement had total cash receipts of $976,228 and total
cash disbursements of $4.73 million.  As a result, as of Feb. 25,
2012, the Company had total cash of $26.30 million.

                About Filene's Basement & Syms Corp.

Massachusetts-based Filene's Basement, also called The Basement,
is the oldest off-price retailer in the United States.  The
Basement focuses on high-end goods and is known for its
distinctive, low-technology automatic markdown system.

Filene's Basement first filed for Chapter 11 bankruptcy protection
in August 1999.  Filene's Basement was bought by a predecessor of
Retail Ventures, Inc., the following year.  Retail Ventures in
April 2009 transferred the unit to Buxbaum.

Filene's Basement, Inc. and its affiliates filed for Chapter 22
(Bankr. D. Del. Case No. 09-11525) on May 4, 2009, represented by
lawyers at Pachulski Stang Ziehl & Jones LLP.  Epiq Bankruptcy
Solutions serves as claims and notice agent.  The Debtors
disclosed assets of $236 million, including real estate of $97.7
million, and liabilities of $94 million, including $31.1 million
owing on a revolving credit with Bank of America NA as agent. In
addition, there were $11.1 million in letters of credit
outstanding on the revolver.

The 2009 Debtor was formally renamed FB Liquidating Estate,
following the sale of all of its assets to Syms Corp. in June
2009.

Pursuant to the Liquidating Plan confirmed in January 2010,
secured creditors in the Chapter 11 case have been paid in full,
and holders of priority, administrative and convenience class
claims have received 100% of their allowed claims.  As reported by
the Troubled Company Reporter on Dec. 20, 2010, Alan Cohen,
Chairman of Abacus Advisors LLC and Chief Restructuring Officer
for FB Liquidating Estate disclosed that a second distribution of
dividend checks to Filene's unsecured creditors amounting to 12.5%
of approved claims has been made, bringing the cumulative
distributions on unsecured claims to 62.5%.

On Nov. 2, 2011, Syms Corp. placed itself, Filene's Basement and
two other units in Chapter 11 bankruptcy (Bankr. D. Del. Case Nos.
11-13511 to 11-13514) after a failed bid to sell the business.
The two units are Syms Clothing Inc. and Syms Advertising Inc.

Judge Kevin J. Carey presides over the case.  Lawyers at Skadden
Arps Slate Meagher & Flom LLP serve as the Debtors' counsel.  The
Debtors tapped Rothschild Inc. as investment banker and Cushman
and Wakefield Securities, Inc., as real estate financial advisors.

Syms shuttered its namesake and Filene's Basement outlets upon the
bankruptcy filing and tapped a joint venture of Gordon Brothers
Retail Partners LLC and Hilco Merchant Resources LLC to run the
going-out-of-business sales.  The sale may continue until Jan. 31,
2012.

Filene's Basement estimated $1 million to $10 million in assets
and $50 million to $100 million in debts.  The petitions were
signed by Gary Binkoski, authorized representative of Filene's
Basement.

The official committee of unsecured creditors appointed in the
2011 case has retained Hahn & Hessen LLP as legal counsel.

Holders of equity in Syms Corp. pushed for an official
shareholders' committee and separation of the Syms and Filene's
Basement bankruptcy estates.

Gordon Brothers and Hilco are represented by Goulston & Storrs,
P.C. and Ashby & Geddes, P.A.


FILENE'S BASEMENT: Ends March 31 With $23.36 Million in Cash
------------------------------------------------------------
Filene's Basement, LLC, and its affiliates, on June 12, 2012,
filed its monthly operating report for the period from February 26
to March 31, 2012.

As of March 31, 2012, the Debtor had total assets of $175.27
million and total liabilities of $154.09 million.

At the beginning of the period, the Debtor had $26.30 million in
cash.  Filene's Basement had total cash receipts of $331,636 and
total cash disbursements of $3.28 million.  As a result, as of
March 31, 2012, the Debtor had total cash of $23.36 million.

                About Filene's Basement & Syms Corp.

Massachusetts-based Filene's Basement, also called The Basement,
is the oldest off-price retailer in the United States.  The
Basement focuses on high-end goods and is known for its
distinctive, low-technology automatic markdown system.

Filene's Basement first filed for Chapter 11 bankruptcy protection
in August 1999.  Filene's Basement was bought by a predecessor of
Retail Ventures, Inc., the following year.  Retail Ventures in
April 2009 transferred the unit to Buxbaum.

Filene's Basement, Inc. and its affiliates filed for Chapter 22
(Bankr. D. Del. Case No. 09-11525) on May 4, 2009, represented by
lawyers at Pachulski Stang Ziehl & Jones LLP.  Epiq Bankruptcy
Solutions serves as claims and notice agent.  The Debtors
disclosed assets of $236 million, including real estate of $97.7
million, and liabilities of $94 million, including $31.1 million
owing on a revolving credit with Bank of America NA as agent. In
addition, there were $11.1 million in letters of credit
outstanding on the revolver.

The 2009 Debtor was formally renamed FB Liquidating Estate,
following the sale of all of its assets to Syms Corp. in June
2009.

Pursuant to the Liquidating Plan confirmed in January 2010,
secured creditors in the Chapter 11 case have been paid in full,
and holders of priority, administrative and convenience class
claims have received 100% of their allowed claims.  As reported by
the Troubled Company Reporter on Dec. 20, 2010, Alan Cohen,
Chairman of Abacus Advisors LLC and Chief Restructuring Officer
for FB Liquidating Estate disclosed that a second distribution of
dividend checks to Filene's unsecured creditors amounting to 12.5%
of approved claims has been made, bringing the cumulative
distributions on unsecured claims to 62.5%.

On Nov. 2, 2011, Syms Corp. placed itself, Filene's Basement and
two other units in Chapter 11 bankruptcy (Bankr. D. Del. Case Nos.
11-13511 to 11-13514) after a failed bid to sell the business.
The two units are Syms Clothing Inc. and Syms Advertising Inc.

Judge Kevin J. Carey presides over the case.  Lawyers at Skadden
Arps Slate Meagher & Flom LLP serve as the Debtors' counsel.  The
Debtors tapped Rothschild Inc. as investment banker and Cushman
and Wakefield Securities, Inc., as real estate financial advisors.

Syms shuttered its namesake and Filene's Basement outlets upon the
bankruptcy filing and tapped a joint venture of Gordon Brothers
Retail Partners LLC and Hilco Merchant Resources LLC to run the
going-out-of-business sales.  The sale may continue until Jan. 31,
2012.

Filene's Basement estimated $1 million to $10 million in assets
and $50 million to $100 million in debts.  The petitions were
signed by Gary Binkoski, authorized representative of Filene's
Basement.

The official committee of unsecured creditors appointed in the
2011 case has retained Hahn & Hessen LLP as legal counsel.

Holders of equity in Syms Corp. pushed for an official
shareholders' committee and separation of the Syms and Filene's
Basement bankruptcy estates.

Gordon Brothers and Hilco are represented by Goulston & Storrs,
P.C. and Ashby & Geddes, P.A.


FILENE'S BASEMENT: Ends April 28 With $20.82 Million in Cash
------------------------------------------------------------
Filene's Basement, LLC, and its affiliates, on June 12, 2012,
filed its monthly operating report for the period from March 31 to
April 28, 2012.

As of Apr. 28, 2012, the Company had total assets of
$172.87 million and total liabilities of $151.68 million.

As of March 31, 2012, the Company had $23.36 million in cash.
Filene's Basement had total cash receipts of $588,606 and total
cash disbursements of $3.12 million.  As a result, as of April 28,
2012, the Company had total cash of $20.82 million.

                About Filene's Basement & Syms Corp.

Massachusetts-based Filene's Basement, also called The Basement,
is the oldest off-price retailer in the United States.  The
Basement focuses on high-end goods and is known for its
distinctive, low-technology automatic markdown system.

Filene's Basement first filed for Chapter 11 bankruptcy protection
in August 1999.  Filene's Basement was bought by a predecessor of
Retail Ventures, Inc., the following year.  Retail Ventures in
April 2009 transferred the unit to Buxbaum.

Filene's Basement, Inc. and its affiliates filed for Chapter 22
(Bankr. D. Del. Case No. 09-11525) on May 4, 2009, represented by
lawyers at Pachulski Stang Ziehl & Jones LLP.  Epiq Bankruptcy
Solutions serves as claims and notice agent.  The Debtors
disclosed assets of $236 million, including real estate of $97.7
million, and liabilities of $94 million, including $31.1 million
owing on a revolving credit with Bank of America NA as agent. In
addition, there were $11.1 million in letters of credit
outstanding on the revolver.

The 2009 Debtor was formally renamed FB Liquidating Estate,
following the sale of all of its assets to Syms Corp. in June
2009.

Pursuant to the Liquidating Plan confirmed in January 2010,
secured creditors in the Chapter 11 case have been paid in full,
and holders of priority, administrative and convenience class
claims have received 100% of their allowed claims.  As reported by
the Troubled Company Reporter on Dec. 20, 2010, Alan Cohen,
Chairman of Abacus Advisors LLC and Chief Restructuring Officer
for FB Liquidating Estate disclosed that a second distribution of
dividend checks to Filene's unsecured creditors amounting to 12.5%
of approved claims has been made, bringing the cumulative
distributions on unsecured claims to 62.5%.

On Nov. 2, 2011, Syms Corp. placed itself, Filene's Basement and
two other units in Chapter 11 bankruptcy (Bankr. D. Del. Case Nos.
11-13511 to 11-13514) after a failed bid to sell the business.
The two units are Syms Clothing Inc. and Syms Advertising Inc.

Judge Kevin J. Carey presides over the case.  Lawyers at Skadden
Arps Slate Meagher & Flom LLP serve as the Debtors' counsel.  The
Debtors tapped Rothschild Inc. as investment banker and Cushman
and Wakefield Securities, Inc., as real estate financial advisors.

Syms shuttered its namesake and Filene's Basement outlets upon the
bankruptcy filing and tapped a joint venture of Gordon Brothers
Retail Partners LLC and Hilco Merchant Resources LLC to run the
going-out-of-business sales.  The sale may continue until Jan. 31,
2012.

Filene's Basement estimated $1 million to $10 million in assets
and $50 million to $100 million in debts.  The petitions were
signed by Gary Binkoski, authorized representative of Filene's
Basement.

The official committee of unsecured creditors appointed in the
2011 case has retained Hahn & Hessen LLP as legal counsel.

Holders of equity in Syms Corp. pushed for an official
shareholders' committee and separation of the Syms and Filene's
Basement bankruptcy estates.

Gordon Brothers and Hilco are represented by Goulston & Storrs,
P.C. and Ashby & Geddes, P.A.


FRANKLIN CREDIT: Files Cash Flow Projections Through June 3, 2013
-----------------------------------------------------------------
Franklin Credit Holding Corporation, on June 26, 2012, filed its
initial monthly operating report showing cash flow projections for
the 12 month period from June 4, 2012 through June 3, 2013.

As of June 4, 2012, the Debtor had $55,373 in cash.  Franklin
Credit projects total cash receipts of $480,208 and total cash
disbursements of $372,200 for the year ending June 3, 2013.  As a
result, the Company anticipates total cash of $163,381 by the end
of the period.

A full-text copy of the monthly operating report is available at:

               http://ResearchArchives.com/t/s?77a5

                       About Franklin Credit

Franklin Credit Holding Corporation (OTC BB: FCMC)
-- http://www.franklincredit.com/-- is a specialty consumer
finance company primarily engaged in the servicing and resolution
of performing, re-performing and nonperforming residential
mortgage loans, including specialized loan recovery servicing, and
in the analysis, pricing, due diligence and acquisition of
residential mortgage portfolios for third parties.  The Company's
executive, administrative and operations offices are located in
Jersey City, N.J.

Franklin Credit Holding Corporation filed a Chapter 11 bankruptcy
petition (Bankr. D. N.J. Case No. 12-24411) in Newark, New Jersey,
on June 4, 2012.  Franklin Credit also filed a prepackaged plan.
The Debtor is seeking a combined hearing on the plan and the
explanatory disclosure statement.

Judge Donald H. Steckroth presides over the case.  Lawyers at
McCarter & English, LLP, serves as the Debtor's counsel.

In its petition, the Debtor estimated $1 million to $10 million in
assets and $500 million to $1 billion in debts.  In a recent
regulatory filing with the U.S. Securities and Exchange
Commission, Franklin Credit Holding's balance sheet at March 31,
2012, showed $29.02 million in total assets, $874.02 million in
total liabilities, and a $845 million total stockholders' deficit.
The petition was signed by Paul Colasono, executive vice president
and chief financial officer.

The Plan provides for the liquidation of its assets -- the
ownership of 80% of the stock in non-debtor Franklin Credit
Mortgage Corp. -- with the proceeds or the fair market value of
the assets being distributed in accordance with the Bankruptcy
Code.  The fair market value of FCMC will be distributed through
the payment of $250,000 in cash on the effective date of the Plan
and an aggregate $1.11 million over a period of five years,
evidenced by a promissory note guaranteed by Thomas J. Axon, the
chairman and president of the Debtor and FCMC, and the owner of
20% of the common shares of FCMC, and 45.2% of the common shares
of the Debtor.  The payments will be made by FCMC, and will be the
primary source of cash for distributions contemplated by the Plan.
IN exchange for the payment by FCMC, the Debtor's interests in the
stock of FCMC will be distributed, pro-rata, to holders of allowed
interests.

The Plan provides for payment in full of allowed priority non-tax
claims.  The secured claims of the legacy lenders totaling
$820.6 million will be unaltered by the Plan.  Huntington National
Bank and Huntington Finance LLC will release the Debtor from any
obligations in connection with their secured claims of $4.7
million.  Holders of general unsecured claims estimated to total
$1.9 million will receive their pro rata share of the proceeds of
the liquidation of the remaining assets.

The Court has established July 18, 2012, as the hearing on the
adequacy of the Disclosure Statement.

The Debtor filed a First Amended Prepackaged Plan of
Reorganization that proposes to change, among other things, the
proposed record date to identify stockholders for a proposed
distribution of a pro rata share of the Company's 80% interest in
its mortgage servicing subsidiary, Franklin Credit Management
Corporation.  The Debtor now proposes the record date to be a date
after a confirmation order has been entered by the Bankruptcy
Court.  The Debtor also proposes to exclude liability to the
Securities and Exchange Commission from the releases proposed to
be granted in favor of non-debtors.  The Debtor asks the Court to
approve those modifications as non-material without the need for
further solicitation of votes to accept or reject the Prepackaged
Plan.


HAWKER BEECHCRAFT: Ends May 31 With $145 Million in Cash
--------------------------------------------------------
Hawker Beechcraft Inc. and its affiliates, on June 25, 2012, filed
its monthly operating report for the month ended May 31, 2012.

The Company posted a net loss of $89.7 million on total sales of
$144.8 million for the month ended May 31, 2012.

As of May 31, 2011, the Company had total assets of $2.75 billion,
total liabilities of $3.96 billion and total stockholder's deficit
of $1.21 billion.

As of May 3, 2012, Hawker Beechcraft had $25.1 million in cash.
The Company had total cash receipts of $152.3 million and total
cash disbursements of $37.9 million.  As a result, Hawker
Beechcraft had total cash of $145 million as of May 31, 2012.

                       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.


LIGHTSQUARED INC: Lost $82 Million in 7 Weeks of Bankruptcy
-----------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that LightSquared Inc. reported a net loss of $81.7
million on revenue of $5.8 million from the beginning of the
bankruptcy reorganization on May 14 through the end of June.

According to the report, the principal constituents of the loss
were $20.7 million in operating expenses, $16.6 million in
depreciation, and $45.1 million in interest expense.  The results
were disclosed in an operating report filed with the U.S.
Bankruptcy Court in Manhattan.

                        About LightSquared

LightSquared Inc. and 19 of its affiliates filed Chapter 11
bankruptcy petitions (Bankr. S.D.N.Y. Lead Case No. 12-12080) on
May 14, 2012, as the Company seeks to resolve regulatory issues
that have prevented it from building its coast-to-coast integrated
satellite 4G wireless network.

LightSquared had invested more than $4 billion to deploy an
integrated satellite-terrestrial network.  In February 2012,
however, the U.S. Federal Communications Commission told
LightSquared the agency would revoke a license to build out the
network as it would interfere with global positioning systems used
by the military and various industries.  In March 2012, the
Company's partner, Sprint, canceled a master services agreement.
LightSquared's lenders deemed the termination of the Sprint
agreement would trigger cross-defaults under LightSquared's
prepetition credit agreements.

LightSquared and its prepetition lenders attempted to negotiate a
global restructuring that would provide LightSquared with
liquidity and runway necessary to resolve its issues with the FCC.
Despite working diligently and in good faith, however,
LightSquared and the lenders were not able to consummate a global
restructuring on terms acceptable to all interested parties,
prompting the bankruptcy filing.

As of the Petition Date, the Debtors employed roughly 168 people
in the United States and Canada.  As of Feb. 29, 2012, the Debtors
had $4.48 billion in assets (book value) and $2.29 billion in
liabilities.

LightSquared also sought ancillary relief in Canada on behalf of
all of the Debtors, pursuant to the Companies' Creditors
Arrangement Act (Canada) R.S.C. 1985, c. C-36 as amended, in the
Ontario Superior Court of Justice (Commercial List) in Toronto,
Ontario, Canada.  The purpose of the ancillary proceedings is to
request the Canadian Court to recognize the Chapter 11 cases as a
"foreign main proceeding" under the applicable provisions of the
CCAA to, among other things, protect the Debtors' assets and
operations in Canada.  The Debtors named affiliate LightSquared LP
to act as the "foreign representative" on behalf of the Debtors'
estates.

Judge Shelley C. Chapman presides over the Chapter 11 case.
Lawyers at Milbank, Tweed, Hadley & McCloy LLP serve as counsel to
the Debtors.  Kurtzman Carson Consultants LLC serves as claims and
notice agent.

Counsel to UBS AG as agent under the October 2010 facility is
Melissa S. Alwang, Esq., at Latham & Watkins LLP.

The ad hoc secured group of lenders under the Debtors' October
2010 facility was formed in April 2012 to negotiate an out-of-
court restructuring.  The members are Appaloosa Management L.P.;
Capital Research and Management Company; Fortress Investment
Group; Knighthead Capital Management LLC; and Redwood Capital
Management.  Counsel to the ad hoc secured group is Thomas E.
Lauria, Esq., at White & Case LLP.

Philip Falcone's Harbinger Capital Partners indirectly owns 96% of
LightSquared's outstanding common stock.  Harbinger and certain of
its managed and affiliated funds and wholly owned subsidiaries,
including HGW US Holding Company, L.P., Blue Line DZM Corp., and
Harbinger Capital Partners SP, Inc., are represented in the case
by Stephen Karotkin, Esq., at Weil, Gotshal & Manges LLP.


MF GLOBAL: Has $1.3-Mil. Net Cash Flow in May
---------------------------------------------
MF Global Holdings Ltd. and its debtor affiliates disclosed that
for the period May 1 to 31, 2012, it had:

          Total cash inflows             $2,906,292
          Total cash outflows            (1,597,302)
                                     --------------
          Net Cash Flows                 $1,308,989

The Debtors also disclosed that it had $18,871,683 in available
cash collateral funds provided by JP Morgan Chase Bank, N.A. as
of April 30, 2012.  The total cash collateral funds used for the
month of May was ($605,833).  The Debtors' professional fees
before appointment of the Chapter 11 Trustee reached $6,683,000.
More than $13.44 million was paid to fees for Chapter 11 Trustee
and his professionals.  Committee professionals' fees for the
operating period reached $8,233,959.

A full-text copy of the May 2012 MOR is available for free at:

        http://bankrupt.com/misc/MFGlobal_May2012MOR.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.

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: Has $1.7-Mil. Negative Net Cash Flow in June
-------------------------------------------------------
MF Global Holdings Ltd. and its debtor affiliates disclosed this
schedule of receipts and disbursements for the month ended
June 30, 2012:

   Total cash inflows        $2,253,289
   Total cash outflows       (4,001,151)
                             ----------
   Net Cash Flows           ($1,747,861)

MF Global reported $18,205,850 in available cash collateral funds
provided by JP Morgan Chase Bank, N.A. as of May 31, 2012.  The
total cash collateral funds used for the month of June was
$1,662,920.  Hence, the available cash collateral fund provided
by JP Morgan at the end of the month was $16,542,929.

The monthly operating report also disclosed that the total unpaid
postpetition trade payables for the month was $421,470, and that
the total accrued professional fee estimate was $31,539,601.

The Debtors have also paid $6,683,000 for fees of their
professionals before the Chapter 11 Trustee appointment.  Fees
for the Chapter 11 Trustee and his professionals totaled
$15,657,524 during the operating period.  Committee
professionals' fees totaled $9,199,078 for the operating period.

A full-text copy of the June 2012 Operating Report is available
for free at http://bankrupt.com/misc/MFGlobalMORJune3012.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.

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)


OTERO COUNTY: Ends May 31 With $16.34 Million in Cash
-----------------------------------------------------
Otero County Hospital Association Inc., on June 21, 2012, filed
the monthly operating report for the month ended May 31, 2012.

The Otero County Hospital reported total revenue of $7.34 million
for the month ended May 31, 2012.

As of May 31, 2012, the Debtor had total assets of
$141.41 million, total liabilities of $58.60 million and total
stockholder's deficit of $82.81 million.

At the beginning of the month, the Debtor had $16.49 million in
cash.  Otero County Hospital had total cash receipts of
$8.45 million and total cash disbursements of $8.60 million.  As a
result, at the end of May, the Debtor had total cash of
$16.34 million.

                    About Otero County Hospital

Otero County Hospital Association Inc. filed for Chapter 11
protection (Bankr. D. N.M. Case No. 11-13686) in Albuquerque, New
Mexico, on Aug. 16, 2011.  The Alamogordo, New Mexico-based
nonprofit developed and operates the Gerald Champion Regional
Medical Center.  GCRMC serves a total population of approximately
70,000 people.  Otero County Hospital Association also does
business as Mountain View Catering.

Judge Robert H. Jacobvitz presides over the case. Craig H. Averch,
Esq., and Roberto J. Kampfner, Esq., at White & Case, LLP, in Los
Angeles; and John D. Wheeler, Esq., at John D. Wheeler &
Associates, PC, in Alamogordo, New Mexico, serve as bankruptcy
counsel.  Kurtzman Carson Consultants, LLC, serves as claims
agent.

The Debtor disclosed $124,186,104 in assets and $40,506,759 in
liabilities as of the Chapter 11 filing.

Alice Nystel Page, U.S. Trustee for Region 20, appointed five
creditors to serve on the Official Committee of Unsecured
Creditors of the Debtor.  Gardere Wynne Sewell LLP serves as the
Committee's counsel.  The Committee tapped James Morell of JCM
Advisors, LLC, as healthcare management consultant.

The U. S. Trustee appointed E. Marissa Lane PLLC as patient care
ombudsman on Sept. 13, 2011.

No trustee or examiner has been requested or appointed in the
Chapter 11 Case.


SP NEWSPRINT: Ends May 31 With $15.49 Million in Cash
-----------------------------------------------------
SP Newsprint Holdings LLC and its affiliates, on June 30, 2012,
filed its monthly operating report for the month ended May 31,
2012.

The Debtor reported a net income of $6.54 million on net revenues
of $38.58 million for the month ended May 31, 2012.

As of May 31, 2011, the Debtor had total assets of $337.10
million, total liabilities of $444.15 million and total
stockholder's equity of $107.05 million.

SP Newsprint had total cash receipts of $41.93 million and total
cash disbursements of $52.56 million.  As of May 31, 2012, the
Company had total cash of $15.49 million.

                        About SP Newsprint

Greenwich, Conn.-based SP Newsprint Holdings LLC -- aka Bulldog
Acquisition I LLC, Bulldog Acquisition II LLC, Publishers Papers,
Southeastern Paper Recycling and SP Newsprint Merger LLC -- and
three affiliates, SP Newsprint Co. LLC, SP Recycling Corporation
and SEP Technologies L.L.C, filed for Chapter 11 bankruptcy
(Bankr. D. Del. Lead Case No. 11-13649) on Nov. 15, 2011.

SP Newsprint Holdings LLC is a newsprint company controlled by
polo-playing mogul Peter Brant.  It is one of the largest
producers of newsprint in North America.  SP Recycling
Corporation, a Georgia corporation and the Debtors' other
operating company, was established in 1980 as a means for SP to
secure a ready supply of recycled fiber, a key raw material for
its newsprint.

SP Newsprint is the second Brant-owned newsprint company to tumble
into bankruptcy proceedings in recent years.  Current and former
affiliated entities are Bear Island Paper Company, L.L.C., Brant
Industries, Inc., F.F. Soucy, Inc., Soucy Partners Newsprint,
Inc., White Birch Paper Company.

Judge Christopher S. Sontchi presides over the case.  Joel H.
Levitin, Esq., Maya Peleg, Esq., and Richard A. Stieglitz Jr.,
Esq., at Cahill Gordon & Reindel LLP serve as the Debtors' lead
counsel.  Lee E. Kaufman, Esq., and Mark D. Collins, Esq., at
Richards, Layton & Finger, P.A., serve as the Debtors' Delaware
counsel.  AlixPartners LLP serves as the Debtors' financial
advisors and The Garden City Group Inc. serves as the Debtors'
claims and noticing agent.  SP Newsprint Co., LLC, disclosed
$318 million in assets and $323 million in liabilities as of the
Chapter 11 filing.  The petitions were signed by Edward D.
Sherrick, executive vice president and chief financial officer.

The Official Committee of Unsecured Creditors is represented by
Lowenstein Sandler PC.  Ashby & Geddes, P.A., serves as its
Delaware counsel, and BDO Consulting serves as its financial
advisor.


TRIBUNE CO: Has $27.2 Million Net Income in May
-----------------------------------------------
Tribune Company, et al., disclosed that, as of May 20, 2012, it
had $2.4 billion in total current assets and $525.8 million in
total current liabilities.  Tribune also disclosed it had $9.5
billion in total assets, $8.1 billion in shareholders' deficit,
and $17.7 billion in total liabilities as of May 20, 2012.

For the period April 23 to May 20, 2012, Tribune had beginning
cash balance of $2.1 billion, ending available cash balance of
$2.2 billion, and disbursements totaling $211.2 billion.

Tribune paid a total of $11.8 billion in professional fees and
expenses for the operating period and $254.5 billion since the
Petition Date.

Tribune disclosed a net income of $27.2 million for the period.

A full-text copy of Tribune's MOR ended May 20, 2012, is
available for free at:

         http://bankrupt.com/misc/tribunemay2012mor.pdf

                       About Tribune Co.

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

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

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

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

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


TRIDENT MICROSYSTEMS: Ends May 31 With $607,823 in Cash
-------------------------------------------------------
Trident Microsystems, Inc., on July 13, 2012, filed its monthly
operating report for the month ended May 31, 2012.

The Company reported a net loss of $2.12 million on net revenues
of $2.85 for the month ended May 31, 2012.

As of May 31, 2012, the Company had total assets of
$301.92 million, total liabilities of $41.78 million and total
stockholder's equity of $260.13 million.

As of June 1, 2012, Trident Microsystems had total cash of
$607,823.

A full-text copy of the monthly operating report is available at:

               http://ResearchArchives.com/t/s?77ae

                    About Trident Microsystems

Sunnyvale, California-based Trident Microsystems, Inc., currently
designs, develops, and markets integrated circuits and related
software for processing, displaying, and transmitting high quality
audio, graphics, and images in home consumer electronics
applications such as digital TVs, PC-TV, and analog TVs, and set-
top boxes.  The Company has research and development facilities in
Beijing and Shanghai, China; Freiburg, Germany; Eindhoven and
Nijmegen, The Netherlands; Belfast, United Kingdom; Bangalore and
Hyderabad, India; Austin, Texas; and Sunnyvale, California. The
Company has sales offices in Seoul, South Korea; Tokyo, Japan;
Hong Kong and Shenzhen, China; Taipei, Taiwan; San Diego,
California; Mumbai, India; and Suresnes, France. The Company also
has operations facilities in Taipei and Kaoshiung, Taiwan; and
Hong Kong, China.

Trident Microsystems and its Cayman subsidiary, Trident
Microsystems (Far East) Ltd. filed for Chapter 11 bankruptcy
protection (Bankr. D. Del. Lead Case No. 12-10069) on Jan. 4,
2011.  Trident said it expects to shortly file for protection in
the Cayman Islands.

Judge Christopher S. Sontchi presides over the case.  Lawyers at
DLA Piper LLP (US) serve as the Debtors' counsel.  FTI Consulting,
Inc., is the financial advisor.  Union Square Advisors LLC serves
as the Debtors' investment banker.  PricewaterhouseCoopers LLP
serves as the Debtors' tax advisor and independent auditor.
Kurtzman Carson Consultants is the claims and notice agent.

Trident had $310 million in assets and $39.6 million in
liabilities as of Oct. 31, 2011.  The petition was signed by David
L. Teichmann, executive VP, general counsel & corporate secretary.


VELO HOLDINGS: Ends May With $35.86 Million in Cash
---------------------------------------------------
Velo Holdings Inc. and its affiliates, on June 29, 2012, filed its
monthly operating report for the month ended May 31, 2012.

Velo Holdings posted a net income of $6.29 million on revenue of
$31.72 million for the month ended May 31, 2012.

As of May 31, 2011, the Company had total assets of
$345.84 million, total liabilities of $716.68 million and total
stockholder's deficit of $370.83 million.

At the beginning of the month, the Company had $33.73 million in
cash.  Velo Holdings had total cash receipts of $24.65 million and
total cash disbursements of $24.84 million.  As a result, at the
end of the month, the Company had total cash of $35.86 million.

                  About Velo Holdings, V2V et al.

V2V Corp. is a premier direct marketing services company,
providing individuals and businesses with access to a wide-variety
of consumer benefits in the United States, Canada, and the United
Kingdom.  V2V was founded in 1989 as a membership services company
that marketed its membership programs exclusively via
telemarketing and, after having nearly a decade of continued
growth, went public in 1996.  In 2007, V2V was acquired by a
consortium of private equity firms led primarily by investing
affiliates of One Equity Partners.

Norwalk, Connecticut-based Velo Holdings Inc. and various
affiliates, including V2V, filed for Chapter 11 bankruptcy (Bankr.
S.D.N.Y. Case Nos. 12-11384 to 12-11386 and 12-11388 to 12-11398)
on April 2, 2012.  The debtor-affiliates are V2V Holdings LLC,
Coverdell & Company, Inc., V2V Corp., LN Inc., FYI Direct Inc.,
Vertrue LLC, Idaptive Marketing LLC, My Choice Medical Holdings
Inc., Adaptive Marketing LLC, Interactive Media Group (USA) Ltd.,
Brand Magnet Inc., Neverblue Communications Inc., and Interactive
Media Consolidated Inc.

Judge Martin Glenn presides over the case.  Lawyers at Dechert LLP
serve as the Debtors' counsel.  The Debtors' financial advisors
are Alvarez & Marsal Securities LLC.  The Debtors' investment
banker is Alvarez & Marsal North America, LLC.

Quinn Emanuel Urquhart & Sullivan, LLP, serves as the Debtors'
special counsel.  Epiq Bankruptcy Solutions serves as the
Debtors' claims agent.  Velo Holdings estimated $100 million to
$500 million in assets and $500 million to $1 billion in debts.
The petitions were signed by George Thomas, general counsel.

Lawyers at Willkie Farr & Gallagher LLP represent Barclays, the
First Lien Prepetition Agent and the DIP Agent.  The First Lien
Prepetition Agent and DIP Agent also has hired FTI Consulting,
Inc.  Sidley Austin LLP represents the Second Lien Prepetition
Agent.

Tracy Hope Davis, U.S. Trustee for Region 2, appointed three
unsecured creditors to serve on the Official Committee of
Unsecured Creditors of Velo Holdings Inc., et al.



                          *********

Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par.  Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable.  Those sources may not,
however, be complete or accurate.  The Monday Bond Pricing table
is compiled on the Friday prior to publication.  Prices reported
are not intended to reflect actual trades.  Prices for actual
trades are probably different.  Our objective is to share
information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy or
sell any security of any kind.  It is likely that some entity
affiliated with a TCR editor holds some position in the issuers"
public debt and equity securities about which we report.

Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets.  At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.
Don't be fooled.  Assets, for example, reported at historical cost
net of depreciation may understate the true value of a firm's
assets.  A company may establish reserves on its balance sheet for
liabilities that may never materialize.  The prices at which
equity securities trade in public market are determined by more
than a balance sheet solvency test.

A list of Meetings, Conferences and Seminars appears in each
Wednesday's edition of the TCR.  Submissions about insolvency-
related conferences are encouraged.  Send announcements to
conferences@bankrupt.com/

On Thursdays, the TCR delivers a list of recently filed
Chapter 11 cases involving less than $1,000,000 in assets and
liabilities delivered to nation's bankruptcy courts.  The list
includes links to freely downloadable images of these small-dollar
petitions in Acrobat PDF format.

Each Friday's edition of the TCR includes a review about a book of
interest to troubled company professionals.  All titles are
available at your local bookstore or through Amazon.com.  Go to
http://www.bankrupt.com/books/to order any title today.

Monthly Operating Reports are summarized in every Saturday edition
of the TCR.

The Sunday TCR delivers securitization rating news from the week
then-ending.

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

                           *********

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

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

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

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

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

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