TCR_Public/130209.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, February 9, 2013, Vol. 17, No. 39

                            Headlines

AMERICAN AIRLINES: Has $773 Million Profit in December
AMERICAN SUZUKI: Lists $714,171 Net Loss for December
AMF BOWLING: Ends December 2 With $29.64 Million Cash
ATP OIL: Reports $20.98 Million Net Loss for December
DYNEGY INC: Ends September With $29.61 Million in Cash

EASTMAN KODAK: Cash Grows to $337.2 Million at Dec. 31
HAWKER BEECHCRAFT: Ends December With $136 Million in Cash
LEHMAN BROTHERS: Cash at $19.5 Billion at End of 2012
MORGAN INDUSTRIES: Hunter Marine Ends Oct. With $116,552 Cash
MORGAN INDUSTRIES: Hunter Marine Ends Nov. With $628,053 Cash

MORGAN INDUSTRIES: Hunter Marine Ends Dec. With $156,872 Cash
POINT BLANK: Posts $214,835 Net Loss for November
POINT BLANK: Has $775,090 Cash at December 31
RESIDENTIAL CAPITAL: Has $239-Mil. December Operating Loss
SMF ENERGY: Ends November With $5.69 Million in Cash

TERRESTAR CORP: Posts $2.81 Million Net Loss for December



                            *********

AMERICAN AIRLINES: Has $773 Million Profit in December
------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that AMR Corp. reported operating income of $42 million
during December on revenue of $2.05 billion.

The parent of American Airlines Inc. also asked for more time to
file a Chapter 11 reorganization plan as it considers a merger
with US Airways Group Inc.

Net income in the month was $773 million, according to the monthly
operating report filed with the U.S. Bankruptcy Court in New York.

Net income was larger than operating income thanks to $569 million
in tax benefits and a $280 million settlement of a commercial
dispute. Reorganization charges in the month were $69 million.

AMR ended December with $3.98 billion in cash and short-term
investments, down $122 million from November. Restricted cash was
basically unchanged at $850 million.

                     AMR Corporation, et al.
               Condensed Consolidated Balance Sheet
                      As of December 31, 2012

ASSETS
Current Assets
Cash                                              $480,000,000
Short-term investments                           3,412,000,000
Restricted cash and short-term investments         850,000,000
Receivables, net                                 1,124,000,000
Inventories, net                                   580,000,000
Fuel derivative contracts                           65,000,000
Other current assets                               561,000,000
                                             ------------------
                                                  7,072,000,000
Equipment and property
Flight equipment, net                           10,310,000,000
Other equipment and property, net                2,099,000,000
Purchase deposits for flight equipment             710,000,000
                                             ------------------
                                                 13,119,000,000

Equipment and property under capital leases
Flight equipment, net                              222,000,000
Other equipment and property, net                   61,000,000
                                             ------------------
                                                    283,000,000

International slots and route authorities           708,000,000
Domestic slots and airport operating and gate
lease rights, less accumulated amortization,
net                                                161,000,000
Other assets                                      2,167,000,000
                                             ------------------
TOTAL ASSETS                                    $23,510,000,000
                                             ==================

Liabilities and stockholders' equity (deficit)
Current liabilities
Accounts payable                                $1,244,000,000
Accrued liabilities                              2,117,000,000
Air traffic liability                            4,524,000,000
Current maturities of long-term debt             1,388,000,000
Current obligations under capital leases            31,000,000
                                             ------------------
Total current liabilities                        9,304,000,000

Long-term debt, less current maturities          6,735,000,000
Obligations under capital leases, less
  current obligations                               381,000,000
Pension and postretirement benefits              6,780,000,000
Other liabilities, deferred gains and
  deferred credits                                1,692,000,000

Liabilities subject to compromise                 6,592,000,000

Stockholders' Equity (deficit)
Preferred stock                                              -
Common stock                                       341,000,000
Additional paid-in capital                       4,481,000,000
Treasury stock                                    (367,000,000)
Accumulated other comprehensive income (loss)   (2,966,000,000)
Accumulated deficit                             (9,463,000,000)
                                             ------------------
                                                 (7,974,000,000)
                                             ------------------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY      $23,510,000,000
                                             ==================


                     AMR Corporation, et al.
               Consolidated Statement of Operations
                  Month Ended December 31, 2012

Revenues
Passenger -- American Airlines                  $1,553,000,000
           -- Regional Affiliates                   226,000,000
Cargo                                               55,000,000
Other revenues                                     217,000,000
                                             ------------------
  Total operating revenues                        2,051,000,000

Expenses
Aircraft fuel                                      729,000,000
Wages, salaries and benefits                       516,000,000
Other rentals and landing fees                      91,000,000
Maintenance, materials and repairs                 118,000,000
Depreciation and amortization                       74,000,000
Commissions, booking fees and credit card expense   83,000,000
Aircraft rentals                                    47,000,000
Food service                                        49,000,000
Special charges                                     58,000,000
Other operating expenses                           244,000,000
                                             ------------------
Total operating expenses                         2,009,000,000
                                             ------------------
Operating income                                     42,000,000

Other income (expense)
Interest income                                      1,000,000
Interest expense                                   (50,000,000)
Interest capitalized                                 4,000,000
Miscellaneous -- net                               276,000,000
                                             ------------------
                                                    231,000,000
                                             ------------------
Income before reorganization items                  273,000,000

Reorganization items, net                           (69,000,000)
                                             ------------------
Income (Loss) before income taxes                   204,000,000
Income tax                                          569,000,000
                                             ------------------
Net income (loss)                                  $773,000,000
                                             ==================

                      AMR Corporation, et al.
          Condensed Consolidated Statement of Cash Flows
                   Month Ended December 31, 2012

Net cash provided by (used for) operating
activities                                       ($179,000,000)

Cash flow from investing activities:
Capital expenditures, including aircraft
  lease deposits                                   (363,000,000)
Disposal of equipment and property                  63,000,000
Net (increase) decrease in short-term investments  105,000,000
                                             ------------------
Net cash used for investing activities            (195,000,000)

Cash flow from financing activities:
Payments on long-term debt and capital
  lease obligations                                 (54,000,000)
Proceeds from:
Issuance of debt                                             -
Sale leaseback transactions                        412,000,000
                                             ------------------
  Net cash provided by financing activities         358,000,000
                                             ------------------
Net increase (decrease) in cash                     (16,000,000)
Cash at beginning of period                         496,000,000
                                             ------------------
Cash at end of period                              $480,000,000
                                             ==================

Disbursements to Chapter 11 professionals during the operating
period totaled $22.062 million, which included $18.967 million
paid to professionals employed by the Debtors and $3.095 million
paid to professionals retained by the Official Committee of
Unsecured Creditors.

Payment to professionals included:

   Professional                                Amount Paid
   ------------                                -----------
   Weil Gotshal & Manges LLP                $8.048 million
   Skadden Arps Slate Meagher &
    Flom LLP and Affiliates                 $2.284 million
   Debevoise & Plimpton                     $1.442 million
   Yetter Coleman LLP                       $1.078 million
   Groom Law Group                          $1.076 million

A full-text copy of the December 2012 monthly operating report is
available at http://bankrupt.com/misc/AMR_December2012MOR.pdf

                      About American Airlines

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

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

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

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

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

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

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

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


AMERICAN SUZUKI: Lists $714,171 Net Loss for December
-----------------------------------------------------
American Suzuki Motor Corporation, on Jan. 31, 2013, filed its
monthly operating report for the month ended Dec. 31, 2012.

The Debtor posted a net loss of $714,171 on net sales of $89.2
million for the month ended Dec. 31, 2012.

As of Dec. 31, 2012, the Debtor had total assets of $281.84
million, total liabilities of $445.72 million and total
stockholders' deficit of $163.88 million.

At the end of December, American Suzuki had total cash of $39.14
million.

                      About American Suzuki

Established in 1986, American Suzuki Motor Corporation is the sole
distributor of Suzuki automobiles and vehicles in the United
States.  American Suzuki wholesales virtually all of its inventory
through a network of independently owned and unaffiliated
dealerships located throughout the continental  United States.
The dealers then market and sell the Suzuki Products to retail
customers.  Suzuki Motor Corp., the 100% interest holder in the
Debtor, manufacturers substantially all of the Suzuki products.
American Suzuki has 295 employees.  There are approximately 220
automotive dealerships, over 900 motorcycle/ATV dealerships, and
over 780 outboard marine dealerships.

American Suzuki filed a Chapter 11 petition (Bankr. C.D. Calif.
Case No. 12-22808) on Nov. 5, 2012, to sell the business to SMC,
absent higher and better offers.  SMC is not included in the
Chapter 11 filing.  The Debtor disclosed assets of $233 million
and liabilities totaling $346 million.  Debt includes $32 million
owing to the parent on a revolving credit and $120 million for
inventory financing.  There is about $4 million owing to trade
suppliers.

The Court approved the amended Chapter 11 Plan.  Under the
Company's amended Plan, its Motorcycles/ATV and Marine divisions,
along with its continued Automotive parts and service operation,
will be sold to a newly organized, wholly-owned subsidiary of
Suzuki Motor Corporation, enabling those operations to continue
uninterrupted.  The new entity will use the ASMC brand name and
operate in the continental U.S.

Bankruptcy Judge Catherine E. Bauer signed an order Oct. 6
reassigning the case to Judge Scott Clarkson.  ASMC's legal
advisor on the restructuring is Pachulski Stang Ziehl & Jones LLP,
and its financial advisor is FTI Consulting, Inc.  Nelson Mullins
Riley & Scarborough LLP is serving as special counsel on
automobile dealer and industry issues.  Further, ASMC has proposed
the appointment of Freddie Reiss, Senior Managing Director at FTI
Consulting, as chief restructuring officer, and has also added two
independent Board members to assist it through this period.  Rust
Consulting Omni Bankruptcy, a division of Rust Consulting, Inc.,
is the claims and notice agent.  The Debtor has retained Imperial
Capital, LLC as investment banker.

SMC is represented by lawyers at Klee, Tuchin, Bogdanoff & Stern
LLP.

The Official Committee of Unsecured Creditors is represented by
Irell & Manella LLP.  AlixPartners, LLC serves as its financial
advisor.


AMF BOWLING: Ends December 2 With $29.64 Million Cash
-----------------------------------------------------
AMF Bowling Worldwide Inc. et al., on Jan. 14, 2013, filed its
monthly operating report for the period from Nov. 13 to Dec. 2,
2012.

The Company reported a net income of $2.18 million on operating
revenue of $25.81 million for the period ended Dec. 2, 2012.

For the month of November, the Company had total assets of
$265.82 million, total liabilities of $433.44 million, and total
stockholders' deficit of $167.62 million.

As of Nov. 13, 2012, AMF Bowling had $13.17 million in cash.  At
the end of the period, the Company had total cash of $29.64
million.

                   About AMF Bowling Worldwide

AMF Bowling Worldwide Inc. is the largest operator of bowling
centers in the world.  The Company and several affiliates sought
Chapter 11 protection (Bankr. E.D. Va. Case Nos. 12-36493 to
12-36508) on Nov. 12 and 13, 2012, after reaching an agreement
with a majority of its secured first lien lenders and the landlord
of a majority of its bowling centers to restructure through a
first lien lender-led debt-for-equity conversion, subject to
higher and better offers through a marketing process.  At the time
of the bankruptcy filing, AMF operated 262 bowling centers across
the United States and, through its non-Debtor facilities, and 8
bowling centers in Mexico -- more than three times the number of
bowling centers of its closest competitor.

Debt for borrowed money totals $296 million, including
$216 million on a first-lien term loan and revolving credit,
and $80 million on a second-lien term loan.

Mechanicsville, Virginia-based AMF first filed for bankruptcy
reorganization in July 2001 and emerged with a confirmed Chapter
11 plan in February 2002 by giving unsecured creditors 7.5% of the
new stock.  The bank lenders, owed $625 million, received a
combination of cash, 92.5% of the stock, and $150 million in new
debt.  At the time, AMF had over 500 bowling centers.

Judge Kevin R. Huennekens oversees the 2012 case, taking over from
Judge Douglas O. Tice, Jr.

Patrick J. Nash, Jr., Esq., Jeffrey D. Pawlitz, Esq., and Joshua
A. Sussberg, Esq., at Kirkland & Ellis LLP; and Dion W. Hayes,
Esq., John H. Maddock III, Esq., and Sarah B. Boehm, Esq., at
McGuirewoods LLP, serve as the Debtors' counsel.  Moelis & Company
LLC serves as the Debtors' investment banker and financial
advisor.  McKinsey Recovery & Transformation Services U.S., LLC,
serves as the Debtors' restructuring advisor.   Kurtzman Carson
Consultants LLC serves as the Debtors' claims and noticing agent.

Kristopher M. Hansen, Esq., Sayan Bhattacharyya, Esq., and
Marianne S. Mortimer, Esq., at Stroock & Stroock & Lavan LLP; and
Peter J. Barrett, Esq., and Michael A. Condyles, Esq., at Kutak
Rock LLP, represent the first lien lenders.

An ad hoc group of second lien lenders are represented by Lynn L.
Tavenner, Esq., and Paula S. Beran, Esq., at Tavenner & Beran,
PLC; and Ben H. Logan, Esq., Suzzanne S. Uhland, Esq., and
Jennifer M. Taylor, Esq., at O'Melveny & Myers LLP.

The petitions were signed by Stephen D. Satterwhite, chief
financial officer/chief operating officer.

The Committee tapped to retain Pachulski Stang Ziehl & Jones LLP
as its lead counsel; Christian & Barton, LLP as its local counsel;
and Mesirow Financial Consulting, LLC as its financial advisors.


ATP OIL: Reports $20.98 Million Net Loss for December
-----------------------------------------------------
ATP Oil & Gas Corporation, on Jan. 31, 2013, filed its monthly
operating report for the month ended Dec. 31, 2012.

The Company reported a net loss of $20.98 million on revenues of
$32.22 million for the month ended Dec. 31, 2012.

As of Dec. 31, 2012, the Company had total assets of $2.97
billion, total liabilities of $3.08 billion, and total
stockholders' deficit of $105.11 million.

At the beginning of December, ATP Oil had $21.77 million in cash.
The Company had total cash receipts of $84.78 million and total
cash disbursements of $79.09 million.  As a result, at the end of
the month, ATP Oil had total cash of $27.46 million.

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

                       http://is.gd/bf5t4t

                          About ATP Oil

Houston, Tex.-based ATP Oil & Gas Corporation is an international
offshore oil and gas development and production company focused
in the Gulf of Mexico, Mediterranean Sea and North Sea.

ATP Oil & Gas filed a Chapter 11 petition (Bankr. S.D. Tex. Case
No. 12-36187) on Aug. 17, 2012.  Attorneys at Mayer Brown LLP,
serve as bankruptcy counsel.  Munsch Hardt Kopf & Harr, P.C., is
the conflicts counsel.  Opportune LLP is the financial advisor
and Jefferies & Company is the investment banker.  Kurtzman
Carson Consultants LLC is the claims and notice agent.

ATP disclosed assets of $3.6 billion and $3.5 billion of
liabilities as of March 31, 2012.  Debt includes $365 million on a
first-lien loan where Credit Suisse AG serves as agent.  There is
$1.5 billion on second-lien notes with Bank of New York Mellon
Trust Co. as agent.  ATP's other debt includes $35 million on
convertible notes and $23.4 million owing to third parties for
their shares of production revenue.  Trade suppliers have claims
for $147 million, ATP said in a court filing.

An official committee of unsecured creditors has been appointed in
the case.  Evan R. Fleck, Esq., at Milbank, Tweed, Hadley &
McCloy, in New York, represents the Creditors Committee as
counsel.


DYNEGY INC: Ends September With $29.61 Million in Cash
------------------------------------------------------
Dynegy Inc., on Jan. 31, 2013, filed its monthly operating report
for the month ended Sept. 30, 2012.

The Debtor reported a net income of $481,000 for the month ended
Sept. 30, 2012.

As of Sept. 30, 2012, the Debtor had total assets of
$6.36 billion, total liabilities of $7.51 billion, and total
stockholders' deficit of $1.15 billion.

At the beginning of September, the Debtor had $30.22 million in
cash.  Dynegy had total cash receipts of $12.62 million and total
cash disbursements of $13.23 million.  As a result, at the end of
the month, the Debtor had total cash of $29.61 million.

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

                       http://is.gd/SYcFkV

                          About Dynegy

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

Dynegy Holdings LLC and four other affiliates of Dynegy Inc.
sought Chapter 11 bankruptcy protection (Bankr. S.D.N.Y. Lead Case
No. 11-38111) on Nov. 7, 2011, to implement an agreement with a
group of investors holding more than $1.4 billion of senior notes
issued by Dynegy's direct wholly-owned subsidiary, Dynegy
Holdings, regarding a framework for the consensual restructuring
of more than $4.0 billion of obligations owed by DH.  If this
restructuring support agreement is successfully implemented, it
will significantly reduce the amount of debt on the Company's
consolidated balance sheet.  Dynegy Holdings disclosed assets of
$13.77 billion and debt of $6.18 billion.

Dynegy Inc. on July 6, 2012, filed a voluntary petition to
reorganize under Chapter 11 (Bankr. S.D.N.Y. Case No. 12-36728) to
effectuate a merger with Dynegy Holdings, pursuant to Holdings'
Chapter 11 plan.

A settlement, which has already been approved by the bankruptcy
court, provides for Dynegy Inc. and Holdings to merge and for the
administrative claim granted to Dynegy Inc. in the Holdings
Chapter 11 case to be transferred out of Dynegy Inc. for the
benefit of its shareholders.

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

The Official Committee of Unsecured Creditors in Holdings' cases
has tapped Akin Gump Strauss Hauer & Feld LLP as counsel.

Dynegy Inc. is represented by White & Case LLP and advised by
Lazard Freres & Co. LLC.

Dynegy Inc. completed its Chapter 11 reorganization and emerged
from bankruptcy October 1.

Dynegy Northeast Generation, Inc., Hudson Power, L.L.C., Dynegy
Danskammer, L.L.C. and Dynegy Roseton, L.L.C., remain under
Chapter 11 protection.

As of July 31, 2012, Dynegy Inc. had total assets of
$3.15 billion, total liabilities of $3.14 billion, and total
stockholders' equity of $6.68 million.


EASTMAN KODAK: Cash Grows to $337.2 Million at Dec. 31
------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Eastman Kodak Co. filed an operating report showing
that the cash balance grew in December, ending the month at $337.2
million in cash, compared with $274.1 million on Nov. 30 for the
Kodak companies in bankruptcy.  Including subsidiaries around the
world not in bankruptcy, total cash on Dec. 31 was $1.14 billion.

At the end of February 2012, the bankrupt Kodak companies reported
$682.8 million in cash.

Kodak reported that the cost of sales exceeded revenue of $152.1
million by $9.4 million. The $272.8 million net loss was caused
partly by $464 million in reorganization costs, offset in part by
a $225.6 million tax benefit.

                        About Eastman Kodak

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

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

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

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

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

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

The Retirees Committee has hired Haskell Slaughter Young &
Rediker, LLC, and Arent Fox, LLC as Co-Counsel; Zolfo Cooper, LLC,
as Bankruptcy Consultants and Financial Advisors; and the Segal
Company, as Actuarial Advisors.

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

Kodak intends to reorganize by focusing on the commercial printing
business.  Other businesses are being sold or shut down.


HAWKER BEECHCRAFT: Ends December With $136 Million in Cash
----------------------------------------------------------
Hawker Beechcraft, Inc., et al., on Jan. 25, 2013, filed its
monthly operating report for the month ended Dec. 31, 2012.

The Company posted a net loss of $534.9 million on total sales of
$260.5 million for the month ended Dec. 31, 2012.

As of Dec. 31, 2012, the Company had total assets of $1.95
billion, total liabilities of $3.93 billion and total
stockholders' deficit of $1.99 billion.

At the beginning of the month, the Company had $68 million in
cash.  Hawker Beechcraft had total cash receipts of $250.7 million
and total cash disbursements of $168.3 million.  The Company also
had DIP financing disbursements of $23.4 million.  As a result, at
the end of December, the Company had total cash of $136 million.

                      About Hawker Beechcraft

Hawker Beechcraft Acquisition Company, LLC, headquartered in
Wichita, Kansas, manufactures business jets, turboprops and piston
aircraft for corporations, governments and individuals worldwide.

Hawker Beechcraft reported a net loss of $631.90 million on
$2.43 billion of sales in 2011, compared with a net loss of
$304.30 million on $2.80 billion of sales in 2010.

Hawker Beechcraft Inc. and 17 affiliates filed for Chapter 11
reorganization (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 will give 81.9% of the new stock to holders of $1.83
billion of secured debt, while 18.9% of the new shares are for
unsecured creditors.  The proposal has support from 68% of secured
creditors and holders of 72.5% of the senior unsecured notes.

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

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

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

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

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

An Official Committee of Unsecured Creditors appointed in the case
has selected Daniel H. Golden, Esq., and the law firm of Akin Gump
Strauss Hauer & Feld LLP as legal counsel.  The Committee's
financial advisor is FTI Consulting, Inc.


LEHMAN BROTHERS: Cash at $19.5 Billion at End of 2012
-----------------------------------------------------
Lehman Brothers Holdings Inc. disclosed these cash receipts and
disbursements of the company, its affiliated debtors and
controlled entities for the month ended December 31, 2012:

Beginning Total Cash & Investments (12/01/12) $19,268,000,000
Total Sources of Cash                             659,000,000
Total Uses of Cash                               (399,000,000)
FX Fluctuation                                      3,000,000
                                               ---------------
Ending Total Cash & Investments (12/31/12)    $19,525,000,000

LBHI reported $10.306 billion in cash and investments as of
December 1, 2012, and $10.292 billion as of December 31, 2012.

The monthly operating report also showed that a total of $34.757
million was paid in December to the U.S Trustee and
professionals.

From March 7, 2012 to December 31, 2012, more than $160 million
was paid to the U.S. Trustee and professionals, of which $49.258
million was paid to Lehman's turnaround manager Alvarez & Marsal
LLC, while $26.053 million was paid to its bankruptcy counsel,
Weil Gotshal & Manges LLP.

A copy of the December 2012 Operating Report is available for
free at http://bankrupt.com/misc/LehmanMORDec3112.pdf

The cost of shepherding Lehman through and beyond its record
bankruptcy has surpassed $2 billion as the company prepares for a
third round of payments to creditors, which will be made between
March 25 and April 30, according to a report by Thomson Reuters
News & Insight.

                       About Lehman Brothers

Lehman Brothers Holdings Inc. -- http://www.lehman.com/-- was
the fourth largest investment bank in the United States.  For
more than 150 years, Lehman Brothers has been a leader in the
global financial markets by serving the financial needs of
corporations, governmental units, institutional clients and
individuals worldwide.

Lehman Brothers filed for Chapter 11 bankruptcy Sept. 15, 2008
(Bankr. S.D.N.Y. Case No. 08-13555).  Lehman's bankruptcy
petition disclosed US$639 billion in assets and US$613 billion in
debts, effectively making the firm's bankruptcy filing the
largest in U.S. history.  Several other affiliates followed
thereafter.

Affiliates Merit LLC, LB Somerset LLC and LB Preferred Somerset
LLC sought for bankruptcy protection in December 2009.

The Debtors' bankruptcy cases are handled by Judge James M. Peck.
Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife,
Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at
Weil, Gotshal & Manges, LLP, in New York, represent Lehman.  Epiq
Bankruptcy Solutions serves as claims and noticing agent.

Dennis F. Dunne, Esq., Evan Fleck, Esq., and Dennis O'Donnell,
Esq., at Milbank, Tweed, Hadley & McCloy LLP, in New York, serve
as counsel to the Official Committee of Unsecured Creditors.
Houlihan Lokey Howard & Zukin Capital, Inc., is the Committee's
investment banker.

On Sept. 19, 2008, the Honorable Gerard E. Lynch of the U.S.
District Court for the Southern District of New York, entered an
order commencing liquidation of Lehman Brothers, Inc., pursuant
to the provisions of the Securities Investor Protection Act (Case
No. 08-CIV-8119 (GEL)).  James W. Giddens has been appointed as
trustee for the SIPA liquidation of the business of LBI.

The Bankruptcy Court approved Barclays Bank Plc's purchase of
Lehman Brothers' North American investment banking and capital
markets operations and supporting infrastructure for US$1.75
billion.  Nomura Holdings Inc., the largest brokerage house in
Japan, purchased LBHI's operations in Europe for US$2 plus the
retention of most of employees.  Nomura also bought Lehman's
operations in the Asia Pacific for US$225 million.

Lehman emerged from bankruptcy protection on March 6, 2012, more
than three years after it filed the largest bankruptcy in U.S.
history.  The Chapter 11 plan for the Lehman companies other than
the broker was confirmed in December 2011.

Lehman made its first payment of $22.5 billion to creditors in
April 2012 and a second payment of $10.2 billion on Oct. 1.  A
third distribution is set for around March 30, 2013.  The
brokerage is yet to make a first distribution to non-customers.

Bankruptcy Creditors' Service, Inc., publishes Lehman Brothers
Bankruptcy News.  The newsletter tracks the Chapter 11 proceeding
undertaken by Lehman Brothers Holdings, Inc., and other
insolvency and bankruptcy proceedings undertaken by its
affiliates.  (http://bankrupt.com/newsstand/or 215/945-700)


MORGAN INDUSTRIES: Hunter Marine Ends Oct. With $116,552 Cash
-------------------------------------------------------------
Hunter Marine Corporation, on Jan. 18, 2013, filed its monthly
operating report for the month ended Oct. 31, 2012.

The Company posted a net loss of $41,686 on net revenue of $11,390
for the month ended Oct. 31, 2012.

As of Oct. 31, 2012, the Company had total assets of $12.41
million, total liabilities of $24.46 million, and total
stockholders' deficit of $12.05 million.

At the beginning of October, the Company had $155,095 in cash.
Hunter Marine had total cash receipts of $15,565 and total cash
disbursements of $54,108.  As a result, at the end of the month,
the Company had total cash of $116,552.

                      About Morgan Industries

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

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

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

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

The Debtors disclosed $53 million in total assets and $80 million
in total liabilities as of the Chapter 11 filing.

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

The Official Committee of Unsecured Creditors is represented by
Lowenstein Sandler PC.

The Debtors have filed a plan of liquidation with the Official
Committee of Unsecured Creditors as co-proponent.  The Plan is a
liquidating plan and does not contemplate the continuation of the
Debtors' businesses.  The Debtors have substantially completed
liquidating most, if not all, of their operating assets.


MORGAN INDUSTRIES: Hunter Marine Ends Nov. With $628,053 Cash
-------------------------------------------------------------
Hunter Marine Corporation, on Jan. 18, 2013, filed its monthly
operating report for the month ended Nov. 30, 2012.

The Debtor reported a net loss of $39,655 on net revenue of $8,987
for the month ended Nov. 30, 2012.

As of Nov. 30, 2012, the Debtor had total assets of $12.53
million, total liabilities of $24.62 million and total
stockholders' deficit of $12.09 million.

At the beginning of the month, the Debtor had $568,633 in cash.
Hunter Marine had total cash receipts of $265,126 and total cash
disbursements of $205,707.  As a result, at the end of November,
Hunter Marine had total cash of $628,053.

                      About Morgan Industries

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

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

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

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

The Debtors disclosed $53 million in total assets and $80 million
in total liabilities as of the Chapter 11 filing.

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

The Official Committee of Unsecured Creditors is represented by
Lowenstein Sandler PC.

The Debtors have filed a plan of liquidation with the Official
Committee of Unsecured Creditors as co-proponent.  The Plan is a
liquidating plan and does not contemplate the continuation of the
Debtors' businesses.  The Debtors have substantially completed
liquidating most, if not all, of their operating assets.


MORGAN INDUSTRIES: Hunter Marine Ends Dec. With $156,872 Cash
-------------------------------------------------------------
Hunter Marine Corporation, on Jan. 25, 2013, filed its monthly
operating report for the month ended Dec. 31, 2012.

The Company reported a net loss of $38,148 for the month ended
Dec. 31, 2012.

As of Dec. 31, 2012, Hunter Marine had total assets of $12.49
million, total liabilities of $24.61 million and total
stockholders' deficit of $12.13 million.

At the beginning of the month, Hunter Marine had $162,834 in cash.
The Company had total cash receipts of $8,837 and total cash
disbursements of $14,799.  As a result, at the end of December,
the Company had total cash of $156,872.

                      About Morgan Industries

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

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

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

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

The Debtors disclosed $53 million in total assets and $80 million
in total liabilities as of the Chapter 11 filing.

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

The Official Committee of Unsecured Creditors is represented by
Lowenstein Sandler PC.

The Debtors have filed a plan of liquidation with the Official
Committee of Unsecured Creditors as co-proponent.  The Plan is a
liquidating plan and does not contemplate the continuation of the
Debtors' businesses.  The Debtors have substantially completed
liquidating most, if not all, of their operating assets.



POINT BLANK: Posts $214,835 Net Loss for November
-------------------------------------------------
SS Body Armor I, Inc., et al., formerly known as Point Blank
Solutions Inc., on Dec. 24, 2012, filed its monthly operating
report for the month ended Nov. 30, 2012.

SS Body Armor posted a net loss of $214,835 for the month ended
Nov. 30, 2012.

As of Nov. 30, 2012, the Debtor had total assets of $7.49 million,
total liabilities of $34.19 million and total stockholders'
deficit of $46.49 million.

At the beginning of the month, the Debtor had $1.31 million in
cash.  The Debtor had total cash receipts of $174 and total cash
disbursements of $139,960.  As a result, at the end of November,
SS Body Armor had total cash of $1.17 million.

                         About Point Blank

Headquartered in Pompano Beach, Florida, Point Blank Solutions,
Inc. -- http://www.pointblanksolutionsinc.com/-- designs and
produces body armor systems for the U.S. Military, Government and
law enforcement agencies, as well as select international markets.
The Company maintains facilities in Pompano Beach, Florida, and
Jacksboro, Tennessee.

The Company's former chief executive officer and chief operating
officer were convicted in September 2010 of orchestrating a
$185 million fraud.

Point Blank Solutions, formerly DHB Industries, filed for
Chapter 11 protection (Bankr. D. Del. Case No. 10-11255) on
April 14, 2010.  Laura Davis Jones, Esq., Alan J. Kornfeld, Esq.,
David M. Bertenthal, Esq., and Timothy P. Cairns, Esq., at
Pachulski Stang Ziehl & Jones LLP, serve as bankruptcy counsel to
the Debtor.  Olshan Grundman Frome Rosenweig & Wolosky LLP serves
as corporate counsel.  Epiq Bankruptcy Solutions serves as claims
and notice agent.

The U.S. Trustee has appointed an Official Committee of Unsecured
Creditors and a separate Official Committee of Equity Security
Holders in the case.  Ian Connor Bifferato, Esq., and Thomas F.
Driscoll III, Esq., at Bifferato LLC; and Carmen H. Lonstein,
Esq., Andrew P.R. McDermott, Esq., and Lawrence P. Vonckx, Esq.,
at Baker & McKenzie LLP, serve as counsel for the Official
Committee of Equity Security Holders.  Robert M. Hirsh, Esq., and
George P. Angelich, Esq., at Arent Fox LLP, serve as counsel to
the Creditors Committee, and Frederick B. Rosner, Esq., and
Brian L. Arban, Esq., at the Rosner Law Group LLC, serve as
co-counsel.


POINT BLANK: Has $775,090 Cash at December 31
---------------------------------------------
SS Body Armor I, Inc., et al., formerly known as Point Blank
Solutions Inc., on Jan. 17, 2013, filed its monthly operating
report for the month ended Dec. 31, 2012.

The Company reported a net loss of $56,872 for the month ended
Dec. 31, 2012.

As of Dec. 31, 2012, SS Body Armor had total assets of
$7.09 million, total liabilities of $33.85 million, and total
stockholders' deficit of $46.55 million.

At the beginning of December, SS Body Armor had $1.17 million in
cash.  The Company had total cash receipts of $117 and total cash
disbursements of $396,407.  As a result, at the end of the month,
SS Body Armor had total cash of $775,090.

                         About Point Blank

Headquartered in Pompano Beach, Florida, Point Blank Solutions,
Inc. -- http://www.pointblanksolutionsinc.com/-- designs and
produces body armor systems for the U.S. Military, Government and
law enforcement agencies, as well as select international markets.
The Company maintains facilities in Pompano Beach, Florida, and
Jacksboro, Tennessee.

The Company's former chief executive officer and chief operating
officer were convicted in September 2010 of orchestrating a
$185 million fraud.

Point Blank Solutions, formerly DHB Industries, filed for
Chapter 11 protection (Bankr. D. Del. Case No. 10-11255) on
April 14, 2010.  Laura Davis Jones, Esq., Alan J. Kornfeld, Esq.,
David M. Bertenthal, Esq., and Timothy P. Cairns, Esq., at
Pachulski Stang Ziehl & Jones LLP, serve as bankruptcy counsel to
the Debtor.  Olshan Grundman Frome Rosenweig & Wolosky LLP serves
as corporate counsel.  Epiq Bankruptcy Solutions serves as claims
and notice agent.

The U.S. Trustee has appointed an Official Committee of Unsecured
Creditors and a separate Official Committee of Equity Security
Holders in the case.  Ian Connor Bifferato, Esq., and Thomas F.
Driscoll III, Esq., at Bifferato LLC; and Carmen H. Lonstein,
Esq., Andrew P.R. McDermott, Esq., and Lawrence P. Vonckx, Esq.,
at Baker & McKenzie LLP, serve as counsel for the Official
Committee of Equity Security Holders.  Robert M. Hirsh, Esq., and
George P. Angelich, Esq., at Arent Fox LLP, serve as counsel to
the Creditors Committee, and Frederick B. Rosner, Esq., and
Brian L. Arban, Esq., at the Rosner Law Group LLC, serve as
co-counsel.


RESIDENTIAL CAPITAL: Has $239-Mil. December Operating Loss
----------------------------------------------------------
Residential Capital, LLC, and its debtor affiliates disclosed that
for the period from December 1 to 31, 2012, it incurred
$239,074,383 in operating loss compared to the $52,221,221
operating loss the prior month.  Total net revenue for the period
was $102,589,000, while total reorganization expense was
$39,652,000.

The Debtors also reported that as of December 31, 2012,
consolidated assets totaled $10,712,096,000, consolidated
liabilities totaled $11,003,884,000, and consolidated equity
totaled $291,788,000.

Receipts during the operating period totaled $946,671,000, while
disbursements totaled $915,279,000.  Payments to insiders during
the operating period totaled $148,254,674.  Payments to bankruptcy
professionals during the operating period totaled $43,841,292,000.
The amount paid to professionals since Petition Date is
$91,523,966.

A full-text copy of the December 2012 Operating Report is
available for free at:

       http://bankrupt.com/misc/rescapmordec2012.pdf

                     About Residential Capital

Residential Capital LLC, the unprofitable mortgage subsidiary of
Ally Financial Inc., filed for bankruptcy protection (Bankr.
S.D.N.Y. Lead Case No. 12-12020) on May 14, 2012.

Neither Ally Financial nor Ally Bank is included in the bankruptcy
filings.

ResCap, one of the country's largest mortgage originators and
servicers, was sent to Chapter 11 with 50 subsidiaries amid
"continuing industry challenges, rising litigation costs and
claims, and regulatory uncertainty," according to a company
statement.

ResCap disclosed $15.68 billion in assets and $15.28 billion in
liabilities as of March 31, 2012.

Centerview Partners LLC and FTI Consulting are acting as financial
advisers to ResCap.  Morrison & Foerster LLP is acting as legal
adviser to ResCap.  Curtis, Mallet-Prevost, Colt & Mosle LLP is
the conflicts counsel.  Rubenstein Associates, Inc., is the public
relations consultants to the Company in the Chapter 11 case.
Morrison Cohen LLP is advising ResCap's independent directors.
Kurtzman Carson Consultants LLP is the claims and notice agent.

Ray C. Schrock, Esq., at Kirkland & Ellis LLP, in New York, serves
as counsel to Ally Financial.

The Bankruptcy Court in November 2012 approved ResCap's sale of
its mortgage servicing and origination platform assets to Ocwen
Loan Servicing, LLC and Walter Investment Management Corporation
for $3 billion; and its portfolio of roughly 50,000 whole loans to
Berkshire Hathaway for $1.5 billion.  The sale of the assets,
subject to satisfaction of customary closing conditions including
certain third party consents, is expected to close in the first
quarter of 2013.

The partnership of Ocwen and Walter defeated the last bid of $2.91
billion from Fortress Investment Group's Nationstar Mortgage
Holdings Inc., which acted as stalking horse bidder, at an auction
that began Oct. 23, 2012.  The $1.5 billion offer from Warren
Buffett's Berkshire Hathaway Inc. was declared the winning bid for
a portfolio of loans at the auction on Oct. 25.

Bankruptcy Creditors' Service, Inc., publishes RESIDENTIAL CAPITAL
BANKRUPTCY NEWS.  The newsletter tracks the Chapter 11 proceeding
undertaken by affiliates of Residential Capital LLC and its
affiliates (http://bankrupt.com/newsstand/or    215/945-7000).


SMF ENERGY: Ends November With $5.69 Million in Cash
----------------------------------------------------
SMF Energy Corporation, on Dec. 19, 2012, filed its monthly
operating report for the month ended Nov. 30, 2012.

At the beginning of November, the Debtor had $5.89 million in
cash.  The Debtor had total cash receipts of $77,900 and total
cash disbursements of $273,019.  As a result, at the end of the
month, SMF Energy had total cash of $5.69 million.

                         About SMF Energy

SMF Energy Corporation, a provider of fuel and lubricants for the
trucking, manufacturing and construction industries, and three of
its subsidiaries filed for Chapter 11 bankruptcy (Bankr. S.D. Fla.
Lead Case No. 12-19084) on April 15, 2012.  The affiliates are SMF
Services, Inc., H&W Petroleum Company, Inc., and Streicher Realty,
Inc.  Fort Lauderdale, Florida-based SMF Energy -- dba Streicher
Mobile Fueling and SMF Generator Fueling Services -- disclosed
$37.0 million in assets and $25.17 million in liabilities as of
Dec. 31, 2011.

SMF sought bankruptcy protection after Wells Fargo Bank, N.A.,
shut off access to a revolving credit loan and declared a default.
The bank is owed $11.2 million, including $8 million on a
revolving credit secured by all assets.  SMF Energy disclosed
$16,387,456 in assets and $31,160,009 in liabilities as of the
Chapter 11 filing.

On March 22, 2012, the Company appointed Soneet Kapila of Kapila &
Company, Ft. Lauderdale, Florida, as its chief restructuring
officer.

Judge Raymond B. Ray oversees the case.  Lawyers at Genovese
Joblove & Battista, P.A., serves as the Debtors' counsel.  Trustee
Services Inc. serves as claims agent.  Bayshore Partners, LLC,
serves as their investment banker.  The petition was signed by
Soneet R. Kapila, the CRO.

The Debtors tapped Harry Stampler and Stampler Auctions for the
sale and liquidation of the assets of the Debtors located at 200
West Cypress Creek Road, Suite 400, Fort Lauderdale, Florida
through an auction sale scheduled for July 19, 2012, at the
Property.

Steven R. Turner, the Assistant U.S. Trustee 21, appointed three
members to the Official Committee of Unsecured Creditors.  Robert
Paul Charbonneau and the law firm of Ehrenstein Charbonneau
Calderin represent the creditors.

The Debtors entered into an agreement for Sun Coast Resources to
acquire assets associated with the Debtors' business in their
various operating locations in the State of Texas for $4 million,
absent higher and better offers.  The Texas assets yielded no
competing bids from other parties.  Competing bids were submitted
with respect to the assets and vehicle outside Texas, under which
Sun Coast was also the stalking horse bidder with a total offer of
$5 million.  The auction raised the value of the assets by $1.75
million.  The sales, which closed in June, generated $10.75
million.

The Debtors in August filed a Plan of liquidation.  Wells Fargo
Bank N.A., the secured lender, has been partly paid from the sale
proceeds, pursuant to the cash collateral order.  Holders of
unsecured claims estimated to total $5.7 million will recover up
to 70%.  Each holder of an unsecured claim not more than $1,000 or
who elect to reduce the claim to $1,000 will recover 100% in cash
on the effective date. Holders of equity interests will only
receive distributions after claimants are paid in full.


TERRESTAR CORP: Posts $2.81 Million Net Loss for December
---------------------------------------------------------
TerreStar Corporation, et al., on Jan. 22, 2013, filed its monthly
operating report for the month ended Dec. 31, 2012.

The Company reported a net loss of $2.81 million on revenues of
$40,680 for the month ended Dec. 31, 2012.

As of Dec. 31, 2012, the Company had total assets of $632.85
million, total liabilities of $550.36 million and total
stockholders' equity of $82.49 million.

At the beginning of December, TerreStar Corp. had $1.7 million in
cash.  The Company had total cash disbursements of $921,103.  At
the end of the month, TerreStar Corp. had total cash of $787,485.

                        About TerreStar Corp.

TerreStar Corporation and TerreStar Holdings, Inc., filed
voluntary Chapter 11 petitions with the U.S. Bankruptcy Court for
the Southern District of New York on Feb. 16, 2011.

TSC's Chapter 11 filing joins the bankruptcy proceedings of
TerreStar Networks Inc. and 12 other affiliates, which filed on
Oct. 19, 2010. The October Chapter 11 cases are procedurally
consolidated under TSN's Case No. 10-15446 under Judge Sean H.
Lane.

TSC is the parent company of each of the October Debtors. TSC has
four wholly owned direct subsidiaries: TerreStar Holdings, Inc.,
TerreStar New York Inc., Motient Holdings Inc., and MVH Holdings
Inc.

TSC's case is jointly administered with the cases of seven of the
October Debtors under the caption In re TerreStar Corporation, et
al., Case No. 11-10612 (SHL). The seven Debtor entities who
sought joint administration with TSC are TerreStar New York Inc.,
Motient Communications Inc., Motient Holdings Inc., Motient
License Inc., Motient Services Inc., Motient Ventures Holdings
Inc., and MVH Holdings Inc.

TSC is a Delaware corporation whose main asset is the equity in
non-Debtor TerreStar 1.4 Holdings LLC, which has the right to use
a "1.4 GHz terrestrial spectrum" pursuant to 64 licenses issued by
the Federal Communication Commission. TSC also has an indirect
89.3% ownership interest in TerreStar Network, Inc., which
operates a separate and distinct mobile communications business.
TerreStar Holdings is a Delaware corporation that directly holds
100% of the interests in 1.4 Holdings LLC.

TerreStar Networks -- TSN -- the principal operating entity of
TSC, developed an innovative wireless communications system to
provide mobile coverage throughout the United States and Canada
using satellite-terrestrial smartphones. The system, however,
required an enormous amount of capital expenditures and initially
produced very little in the way of revenue. TSN's available cash
and borrowing capacity were insufficient to cover its funding;
thus, forcing TSN to seek bankruptcy protection in October 2010.

TSC estimated assets and debts of $100 million to $500 million in
its Chapter 11 petition.

Ira S. Dizengoff, Esq., at Akin, Gump, Strauss, Hauer & Feld, LLP,
in New York, serves as counsel for the TSC and TSN Debtors.
Garden City Group is the claims and notice agent. Blackstone
Advisory Partners LP is the financial advisor. The Garden City
Group, Inc., is the claims and noticing agent in the Chapter 11
cases.

Otterbourg Steindler Houston & Rosen P.C. is the counsel to the
Official Committee of Unsecured Creditors formed in TSN's Chapter
11 cases. FTI Consulting, Inc., is the Committee's financial
advisor.

TerreStar Networks sold its business to Dish Network Corp. for
$1.38 billion. It canceled a June 2011 auction because there were
no competing bids submitted by the deadline.

TerreStar Networks previously filed a reorganization plan that
called for secured noteholders to swap more than $850 million in
debt for nearly all the equity in reorganized TerreStar. Junior
creditors, however, would see little recovery under that plan
while existing equity holders would be wiped out. TerreStar
Networks scrapped that plan in 2011 in favor of the auction.

In November 2011, TerreStar Networks filed a liquidating
Chapter 11 plan after striking a settlement with creditors. The
creditors' committee initiated lawsuits in July to enhance the
recovery by unsecured creditors.

Judge Lane approved on Feb. 14, 2012, TerreStar Networks Inc.'s
Chapter 11 plan to divvy up the proceeds from the sale to Dish
Network.



                            *********

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., Washington, D.C., USA.
Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine
Tumanda, Howard C. Tolentino, Joseph Medel C. Martirez, Carmel
Paderog, Meriam Fernandez, Ronald C. Sy, Joel Anthony G. Lopez,
Cecil R. Villacampa, Sheryl Joy P. Olano, Ivy B. Magdadaro, Carlo
Fernandez, Christopher G. Patalinghug, and Peter A. Chapman,
Editors.

Copyright 2013.  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 $975 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 A.
Chapman at 215-945-7000 or Nina Novak at 202-241-8200.


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