TCR_Public/130323.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, March 23, 2013, Vol. 17, No. 81

                            Headlines

A123 SYSTEMS: Reports $63.02 Million Net Loss in January
ALLIED SYSTEMS: Has $2.3-Mil. Operating Loss in January
AMERICAN AIRLINES: Has $44 Million Profit for January
AMF BOWLING: Records $3.3 Million Profit in January
ARCAPITA BANK: Reports $85.59 Million Net Loss in February

ATARI INC: Had $2.97 Million Cash at February 28
ATP OIL: Net Loss in February Increases to $22.08 Million
DIGITAL DOMAIN: Increases Cash to $8.09 Million as of Jan. 31
DYNEGY INC: Spent $200 Million in Plan Distributions in October
DYNEGY INC: Increases Cash to $354.93 Million in November

DYNEGY INC: Had $335.81 Million Cash as of December 31
DYNEGY INC: Ends January With $331.12 Million in Cash
JOURNAL REGISTER: Lists Only $3.28 Million Cash at Feb. 3
K-V PHARMACEUTICAL: Racks up $4.9 Million February Net Loss
LEGENDS GAMING: Posts $4.5 Million Net Loss in January

METEX MFG: Ends January With $1.1 Million Cash
NORTEL NETWORKS: Has $992.8 Million Cash as of January 31
OVERSEAS SHIPHOLDING: Has $546.64 Million Cash as of Jan. 31
SPECIALTY PRODUCTS: Cash Dips to $13.18 Million in January
VALENCE TECHNOLOGY: Ends January With $890,705 in Cash



                            *********

A123 SYSTEMS: Reports $63.02 Million Net Loss in January
--------------------------------------------------------
A123 Systems, Inc., et al., on March 13, 2013, filed its monthly
operating report for the month ended Jan. 31, 2013.

The Debtor reported a net loss of $63.02 million on total revenue
of $40.58 million for the month ended Jan. 31, 2013.

As of Jan. 31, 2013, A123 Systems had total assets of $232.73
million, total liabilities of $55.21 million, and total
stockholders' equity of $7.98 million.

At the beginning of January, A123 Systems had $53.83 million in
cash.  The Debtor had total cash receipts of $15.59 million and
total operating disbursements of $15.07 million.  The Company also
had $11.72 million in professional fees.  As a result, at the end
of the month, the Debtor had total cash of $205.7 million.

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

                       http://is.gd/hRtYI1

                       About A123 Systems

Based in Waltham, Massachusetts, A123 Systems Inc. designed,
developed, manufactured and sold advanced rechargeable lithium-ion
batteries and battery systems and provided research and
development services to government agencies and commercial
customers.  A123 was the recipient of a $249 million federal grant
from the Obama administration.

A123 and U.S. affiliates, A123 Securities Corporation and Grid
Storage Holdings LLC, sought Chapter 11 bankruptcy protection
(Bankr. D. Del. Case Nos. 12-12859 to 12-12861) on Oct. 16, 2012.
A123 disclosed assets of $459.8 million and liabilities totaling
$376 million.  Lawyers at Richards, Layton & Finger, P.A., and
Latham & Watkins LLP serve as the Debtors' counsel.  Lazard Freres
& Co. LLC acts as the Debtors' financial advisors, while Alvarez &
Marsal serves as restructuring advisors.  Logan & Company Inc.
serves as the Debtors' claims and noticing agent.  Brown Rudnick
LLP and Saul Ewing LLP serve as counsel to the Official Committee
of Unsecured Creditors.

Prior to the bankruptcy filing, A123 had an agreement to sell an
80% stake in the business to Chinese auto-parts maker Wanxiang
Group Corp.  U.S. lawmakers opposed the deal over concerns on the
transfer of American taxpayer dollars and technology to China.
When it filed for bankruptcy, the Debtors presented a deal to sell
all assets to Johnson Controls Inc., subject to higher and better
offers.  At the auction in December 2012, most of the assets ended
up being sold for $256.6 million to Wanxiang.

Wanxiang America Corporation and Wanxiang Clean Energy USA Corp.
are represented in the case by lawyers at Young Conaway Stargatt &
Taylor, LLP, and Sidley Austin LLP.  JCI is represented in the
case by Josh Feltman, Esq., at Wachtell Lipton Rosen & Katz LLP.

A123 has filed a liquidating Chapter 11 plan designed to give
holders of $143.75 million in subordinated notes a recovery of
about 65%.  General unsecured creditors with $124 million in
claims are to have the same recovery.  The plan provides for
holders of $35.7 million in senior note claims to be paid in full.


ALLIED SYSTEMS: Has $2.3-Mil. Operating Loss in January
-------------------------------------------------------
Allied Systems Holdings, Inc., et al., on March 4, 2013, filed its
monthly operating report for the month ended Jan. 31, 2013.

The Company posted a net loss of $4.04 million on revenues of
$23.76 million for the month ended Jan. 31, 2013.  Opetating loss
was at $2.3 million.

As of Jan. 31, 2013, the Company had total assets of $236.4
million, total liabilities of $573.09 million, and total
stockholders' deficit of $336.68 million.

For the month of January, Allied Systems had total disbursements
of $27.99 million.  At the end of the month, the Company had $8.44
million in cash and cash equivalents.

The company says it has sufficient liquidity to pay bills when
they come due, relates Bill Rochelle, bankruptcy columnist for
Bloomberg News.  Reorganization costs in the month were $1.1
million, according to the operating report filed with the
bankruptcy court.

                       About Allied Systems

BDCM Opportunity Fund II, LP, Spectrum Investment Partners LP, and
Black Diamond CLO 2005-1 Adviser L.L.C., filed involuntary
petitions for Allied Systems Holdings Inc. and Allied Systems Ltd.
(Bankr. D. Del. Case Nos. 12-11564 and 12-11565) on May 17, 2012.
The signatories of the involuntary petitions assert claims of at
least $52.8 million for loan defaults by the two companies.

Allied Systems, through its subsidiaries, provides logistics,
distribution, and transportation services for the automotive
industry in North America.

Allied Holdings Inc. previously filed for chapter 11 protection
(Bankr. N.D. Ga. Case Nos. 05-12515 through 05-12537) on July 31,
2005.  Jeffrey W. Kelley, Esq., at Troutman Sanders, LLP,
represented the Debtors in the 2005 case.  Allied won confirmation
of a reorganization plan and emerged from bankruptcy in May 2007
with $265 million in first-lien debt and $50 million in second-
lien debt.

The petitioning creditors said Allied has defaulted on payments of
$57.4 million on the first lien debt and $9.6 million on the
second.  They hold $47.9 million, or about 20% of the first-lien
debt, and about $5 million, or 17%, of the second-lien obligation.
They are represented by Adam G. Landis, Esq., and Kerri K.
Mumford, Esq., at Landis Rath & Cobb LLP; and Adam C. Harris,
Esq., and Robert J. Ward, Esq., at Schulte Roth & Zabel LLP.

Allied Systems Holdings Inc. formally put itself and 18
subsidiaries into bankruptcy reorganization June 10, 2012,
following the filing of the involuntary Chapter 11 petition.

The Company is being advised by the law firms of Troutman Sanders,
Gowling Lafleur Henderson, and Richards Layton & Finger.

The bankruptcy court process does not include captive insurance
company Haul Insurance Limited or any of the Company's Mexican or
Bermudan subsidiaries.  The Company also announced that it intends
to seek foreign recognition of its Chapter 11 cases in Canada.

An official committee of unsecured creditors has been appointed in
the case.  The Committee consists of Pension Benefit Guaranty
Corporation, Central States Pension Fund, Teamsters National
Automobile Transporters Industry Negotiating Committee, and
General Motors LLC.  The Committee is represented by Sidle LLP.


AMERICAN AIRLINES: Has $44 Million Profit for January
-----------------------------------------------------

                     AMR Corporation, et al.
               Condensed Consolidated Balance Sheet
                      As of January 31, 2013

ASSETS
Current Assets
Cash                                              $607,000,000
Short-term investments                           3,442,000,000
Restricted cash and short-term investments         850,000,000
Receivables, net                                 1,158,000,000
Inventories, net                                   604,000,000
Fuel derivative contracts                           85,000,000
Other current assets                               540,000,000
                                             ------------------
                                                  7,286,000,000
Equipment and property
Flight equipment, net                           10,257,000,000
Other equipment and property, net                2,104,000,000
Purchase deposits for flight equipment             711,000,000
                                             ------------------
                                                 13,072,000,000

Equipment and property under capital leases
Flight equipment, net                              219,000,000
Other equipment and property, net                   59,000,000
                                             ------------------
                                                    278,000,000

International slots and route authorities           708,000,000
Domestic slots and airport operating and gate
lease rights, less accumulated amortization,
net                                                159,000,000
Other assets                                      2,156,000,000
                                             ------------------
TOTAL ASSETS                                    $23,659,000,000
                                             ==================

Liabilities and stockholders' equity (deficit)
Current liabilities
Accounts payable                                $1,238,000,000
Accrued liabilities                              2,150,000,000
Air traffic liability                            4,724,000,000
Current maturities of long-term debt             1,377,000,000
Current obligations under capital leases            31,000,000
                                             ------------------
Total current liabilities                        9,520,000,000

Long-term debt, less current maturities          6,650,000,000
Obligations under capital leases, less
  current obligations                               379,000,000
Pension and postretirement benefits              6,742,000,000
Other liabilities, deferred gains and
  deferred credits                                1,696,000,000

Liabilities subject to compromise                 6,602,000,000

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                             (9,419,000,000)
                                             ------------------
                                                 (7,930,000,000)
                                             ------------------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY      $23,659,000,000
                                             ==================


                     AMR Corporation, et al.
               Consolidated Statement of Operations
                  Month Ended January 31, 2013

Revenues
Passenger -- American Airlines                  $1,592,000,000
           -- Regional Affiliates                   226,000,000
Cargo                                               49,000,000
Other revenues                                     220,000,000
                                             ------------------
  Total operating revenues                        2,087,000,000

Expenses
Aircraft fuel                                      744,000,000
Wages, salaries and benefits                       491,000,000
Other rentals and landing fees                     117,000,000
Maintenance, materials and repairs                 137,000,000
Depreciation and amortization                       84,000,000
Commissions, booking fees and credit card expense   99,000,000
Aircraft rentals                                    52,000,000
Food service                                        48,000,000
Special charges                                              -
Other operating expenses                           224,000,000
                                             ------------------
Total operating expenses                         1,996,000,000
                                             ------------------
Operating income                                     91,000,000

Other income (expense)
Interest income                                      2,000,000
Interest expense                                   (49,000,000)
Interest capitalized                                 4,000,000
Miscellaneous -- net                                (3,000,000)
                                             ------------------
                                                    (46,000,000)
                                             ------------------
Income before reorganization items                   45,000,000

Reorganization items, net                                     -
                                             ------------------
Income before income taxes                           45,000,000
Income tax                                           (1,000,000)
                                             ------------------
Net income                                          $44,000,000
                                             ==================

                      AMR Corporation, et al.
          Condensed Consolidated Statement of Cash Flows
                   Month Ended January 31, 2013

Net cash provided by (used for) operating
activities                                        $249,000,000

Cash flow from investing activities:
Capital expenditures, including aircraft
  lease deposits                                   (284,000,000)
Disposal of equipment and property                  24,000,000
Net (increase) decrease in short-term investments  (31,000,000)
                                             ------------------
Net cash used for investing activities            (291,000,000)

Cash flow from financing activities:
Payments on long-term debt and capital
  lease obligations                                 (99,000,000)
Proceeds from:
Issuance of debt                                             -
Sale leaseback transactions                        268,000,000
                                             ------------------
  Net cash provided by financing activities         169,000,000
                                             ------------------
Net increase (decrease) in cash                     127,000,000
Cash at beginning of period                         480,000,000
                                             ------------------
Cash at end of period                              $607,000,000
                                             ==================

Disbursements to Chapter 11 professionals during the operating
period totaled $6.395 million, which included $5.398 million paid
to professionals employed by the Debtors and $997,000 paid to
professionals retained by the Official Committee of Unsecured
Creditors.

A full-text copy of the January 2013 monthly operating report is
available at http://bankrupt.com/misc/AMR_January2013MOR.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.

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.

AMR and US Airways Group, Inc., on Feb. 14, 2013 announced a
definitive merger agreement under which the companies will combine
to create a premier global carrier, which will have an implied
combined equity value of approximately $11 billion.  The deal is
subject to clearance by U.S. and foreign regulators and by the
bankruptcy judge overseeing AMR's bankruptcy case.

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).


AMF BOWLING: Records $3.3 Million Profit in January
---------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that AMF Bowling Worldwide Inc. reported net income of
$3.3 million in January on revenue of $46.7 million.  The
operating report filed with the U.S. Bankruptcy Court in Richmond,
Virginia, shows AMF as generating $9 million of operating income
in December. The profit was lowered by $5.2 million in
reorganization costs.

                    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 Official Committee of Unsecured Creditors retained 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.


ARCAPITA BANK: Reports $85.59 Million Net Loss in February
----------------------------------------------------------
AEID II Holdings Limited, on March 15, 2013, filed its monthly
operating report for the month ended Feb. 28, 2013.

The Company posted a net loss of $85.59 million for the month
ended Feb. 28, 2013.

As of Feb. 28, 2013, the Company had total assets of $122.83
million, total liabilities of $44,568, and total stockholders'
equity of $122.79 million.

                        About Arcapita Bank

Arcapita Bank B.S.C., also known as First Islamic Investment Bank
B.S.C., along with affiliates, filed for Chapter 11 protection
(Bankr. S.D.N.Y. Lead Case No. 12-11076) in Manhattan on March 19,
2012.  The Debtors said they do not have the liquidity necessary
to repay a US$1.1 billion syndicated unsecured facility when it
comes due on March 28, 2012.

Falcon Gas Storage Company, Inc., filed a Chapter 11 petition
(Bankr. S.D.N.Y. Case No. 12-11790) on April 30, 2012.  Falcon Gas
is an indirect wholly owned subsidiary of Arcapita that previously
owned the natural gas storage business NorTex Gas Storage Company
LLC.  In early 2010, Alinda Natural Gas Storage I, L.P. (n/k/a
Tide Natural Gas Storage I, L.P.), Alinda Natural Gas Storage II,
L.P. (n/k/a Tide Natural Gas Storage II, L.P.) acquired the stock
of NorTex from Falcon Gas for $515 million. Arcapita guaranteed
certain of Falcon Gas' obligations under the NorTex Purchase
Agreement.

The Debtors tapped Gibson, Dunn & Crutcher LLP as bankruptcy
counsel, Linklaters LLP as corporate counsel, Towers & Hamlins LLP
as international counsel on Bahrain matters, Hatim S Zu'bi &
Partners as Bahrain counsel, KPMG LLP as accountants, Rothschild
Inc. and financial advisor, and GCG Inc. as notice and claims
agent.

Milbank, Tweed, Hadley & McCloy LLP represents the Official
Committee of Unsecured Creditors.  Houlihan Lokey Capital, Inc.,
serves as its financial advisor and investment banker.

Founded in 1996, Arcapita is a global manager of Shari'ah-
compliant alternative investments and operates as an investment
bank.  Arcapita is not a domestic bank licensed in the United
States.  Arcapita is headquartered in Bahrain and is regulated
under an Islamic wholesale banking license issued by the Central
Bank of Bahrain.  The Arcapita Group employs 268 people and has
offices in Atlanta, London, Hong Kong and Singapore in addition to
its Bahrain headquarters.  The Arcapita Group's principal
activities include investing on its own account and providing
investment opportunities to third-party investors in conformity
with Islamic Shari'ah rules and principles.

The Arcapita Group had roughly US$7 billion in assets under
management.  On a consolidated basis, the Arcapita Group owns
assets valued at roughly US$3.06 billion and has liabilities of
roughly US$2.55 billion.  The Debtors owe US$96.7 million under
two secured facilities made available by Standard Chartered Bank.

Arcapita explored out-of-court restructuring scenarios but was
unable to achieve 100% lender consent required to effectuate the
terms of an out-of-court restructuring.

Subsequent to the Chapter 11 filing, Arcapita Investment Holdings
Limited, a wholly owned Debtor subsidiary of Arcapita in the
Cayman Islands, issued a summons seeking ancillary relief from the
Grand Court of the Cayman Islands with a view to facilitating the
Chapter 11 cases.  AIHL sought the appointment of Zolfo Cooper as
provisional liquidator.


ATARI INC: Had $2.97 Million Cash at February 28
------------------------------------------------
Atari, Inc., et al., on March 15, 2013, filed its monthly
operating report for the period from Jan. 21 to Feb. 28, 2013.

The Debtor reported net loss of $2.26 million on net revenue of
$1.86 million for the period ended Feb. 28, 2013.

As of Feb. 28, 2013, Atari had total assets of $33.75 million,
total liabilities of $325.14 million and total stockholders'
deficit of $291.38 million.

As of Jan. 21, 2013, Atari had $750,898 in cash.  The Debtor had
total cash receipts of $8.17 million and total cash disbursements
of $5.96 million.  As a result, at the end of the period, Atari
had total cash of $2.97 million.

                           About Atari

Atari -- http://www.atari.com-- is a multi-platform, global
interactive entertainment and licensing company.  Atari owns
and/or manages a portfolio of more than 200 games and franchises,
including world renowned brands like Asteroids(R), Centipede(R),
Missile Command(R), Pong(R), Test Drive(R), Backyard Sports(R),
and Rollercoaster Tycoon(R).

Atari Inc. and its U.S. affiliates filed for Chapter 11 bankruptcy
(Bankr. S.D.N.Y. Lead Case No. 13-10176) on Jan. 21, 2013, to
break away from their unprofitable French parent company and
secure independent capital.

A day after its American unit filed for Chapter 11 bankruptcy
protection, Paris-based Atari S.A. took a similar measure under
Book 6 of that country's commercial code.  Atari S.A. said it
was filing for legal protection because its longtime backer
BlueBay has sought to sell its 29% stake and demanded repayment by
March 31 on a credit line of $28 million that it cut off in
December.

Peter S. Partee, Sr. and Michael P. Richman of Hunton & Williams
LLP are proposed to serve as lead counsel for the U.S. companies
in their Chapter 11 cases.  BMC Group is the claims and notice
agent.  Protiviti Inc. is the financial advisor.

The Official Committee of Unsecured Creditors is seeking Court
permission to retain Duff & Phelps Securities LLC as its financial
advisor.  The Committee sought and obtained authority to retain
Cooley LLP as its counsel.


ATP OIL: Net Loss in February Increases to $22.08 Million
---------------------------------------------------------
ATP Oil & Gas Corporation, on March 21, 2013, filed its monthly
operating report for the month ended Feb. 28, 2013.

The Company reported a net loss of $22.08 million on revenues of
$27.91 million for February 2013, as compared to a $10.68 million
net loss on revenues of $30.17 million for January.    

The Company's reorganization expenses for February were mainly for
professional fees totaling $6.9 million.

As of Feb. 28, 2013, the Company had total assets of $2.99
billion, total liabilities of $3.13 billion, and total
stockholders' deficit of $143.03 million.

At the beginning of February, ATP Oil had $31.01 million in cash.
The Company had total cash receipts of $72.58 million and total
cash disbursements of $69.21 million.  As a result, at the end of
the month, ATP Oil had total cash of $34.39 million.

                          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.

A 7-member panel of equity security holders has also been
appointed in the case.  Kyung S. Lee, Esq., and Charles M. Rubio,
Esq. of Diamond McCarthy LLP, in Houston, Texas, serve as counsel
to the Equity Committee.


DIGITAL DOMAIN: Increases Cash to $8.09 Million as of Jan. 31
-------------------------------------------------------------
DDMG Estate, f/k/a/ Digital Domain Media Group, Inc., et al., on
March 1, 2013, filed its monthly operating report for the month
ended Jan. 31, 2013.

DDMG Estate reported a net loss of $1.21 million for the month
ended Jan. 31, 2013.

As of Jan. 31, 2013, the Debtor had total assets of $66.3
million, total liabilities of $168.34 million and total
stockholders' deficit of $102.04 million.

At the beginning of January, the Debtor had $7.2 million in cash.
The Debtor had total cash receipts of $6.95 million and total cash
disbursements of $6.05 million.  As a result, as of Jan. 31, 2013,
DDMG Estate had total cash of $8.09 million.

                       About Digital Domain

Port St. Lucie, Florida-based Digital Domain Media Group, Inc. --
http://www.digitaldomain.com/-- engaged in the creation of
original content animation feature films, and development of
computer-generated imagery for feature films and trans-media
advertising primarily in the United States.

Digital Domain Media Group, Inc. and 13 affiliates sought
Chapter 11 protection (Bankr. D. Del. Lead Case No. 12-12568) on
Sept. 11, 2012, to sell its business for $15 million to
Searchlight Capital Partners LP, subject to higher and better
offers.  The company disclosed assets of $205 million and
liabilities totaling $214 million.

The Debtors also have sought ancillary relief in Canada, pursuant
to the Companies' Creditors Arrangement Act in the Supreme Court
of British Columbia, Vancouver Registry.

Attorneys at Pachulski Stang Ziehl & Jones serve as counsel to the
Debtors.  FTI Consulting, Inc.'s Michael Katzenstein is the chief
restructuring officer.  Kurtzman Carson Consultants LLC is the
claims and notice agent.  An official committee of unsecured
creditors appointed in the case is represented by lawyers at
Sullivan Hazeltine Allinson LLC and Brown Rudnick LLP.

At a bankruptcy auction, the principal part of the business was
purchased by a joint venture between Galloping Horse America LLC,
an affiliate of Beijing Galloping Horse Co., and an affiliate of
Reliance Capital Ltd., based in Mumbai.  The $36.7 million total
value of the contact includes $3.6 million to cure defaults on
contracts and $2.9 million in reimbursement of payroll costs.
As the result of a settlement negotiated by the unsecured
creditors' committee with secured lenders, there will be some
recovery for the committee's constituency.


DYNEGY INC: Spent $200 Million in Plan Distributions in October
---------------------------------------------------------------
Dynegy Inc., on March 15, 2013, filed its monthly operating report
for the month ended Oct. 31, 2012.

At the beginning of October, the Debtor had $300.04 million in
cash.  Net cash flow for the month was $205.77 million.  Thus,
cash at the end of the month totaled $94.26 million.

The October net cash flow is from total cash receipts of $38.64
million and total cash disbursements of $244.42 million.
Disbursements for the month include $200.37 million in plan
distributions and $7.83 million in U.S. Trustee fees.

                          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.

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 Holdings and its parent, Dynegy Inc., completed their
Chapter 11 reorganization and emerged from bankruptcy Oct. 1,
2012.  Under the terms of the DH/Dynegy Plan, DH merged with and
into Dynegy, with Dynegy, Inc., remaining as the surviving entity.

Dynegy Northeast Generation, Inc., Hudson Power, L.L.C., Dynegy
Danskammer, L.L.C. and Dynegy Roseton, L.L.C., filed their own
joint plan of liquidation on Dec. 14, 2012.  Amended versions of
the Plan were filed subsequently.  The operating debtors recently
obtained confirmation of the Plan on March 15, 2013.


DYNEGY INC: Increases Cash to $354.93 Million in November
---------------------------------------------------------
Dynegy Inc., on March 15, 2013, filed its monthly operating report
for the month ended Nov. 30, 2012.

At the beginning of the month, the Company had $94.27 million in
cash.  Net cash flow for the month was $260.67 million.  Thus,
cash at the end of the month totaled $354.93 million.

The November net cash flow is from total cash receipts of $281.3
million and total cash disbursements of $20.63 million.

                          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.

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 Holdings and its parent, Dynegy Inc., completed their
Chapter 11 reorganization and emerged from bankruptcy Oct. 1,
2012.  Under the terms of the DH/Dynegy Plan, DH merged with and
into Dynegy, with Dynegy, Inc., remaining as the surviving entity.

Dynegy Northeast Generation, Inc., Hudson Power, L.L.C., Dynegy
Danskammer, L.L.C. and Dynegy Roseton, L.L.C., filed their own
joint plan of liquidation on Dec. 14, 2012.  Amended versions of
the Plan were filed subsequently.  The operating debtors recently
obtained confirmation of the Plan on March 15, 2013.


DYNEGY INC: Had $335.81 Million Cash as of December 31
------------------------------------------------------
Dynegy Inc., on March 15, 2013, filed its monthly operating report
for the month ended Dec. 31, 2012.

At the beginning of December, the Debtor had $354.93 million in
cash.  Dynegy had total cash receipts of $19.46 million and total
cash disbursements of $38.59 million.  As a result, at the end of
the month, Dynegy had total cash of $335.81 million.

                          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.

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 Holdings and its parent, Dynegy Inc., completed their
Chapter 11 reorganization and emerged from bankruptcy Oct. 1,
2012.  Under the terms of the DH/Dynegy Plan, DH merged with and
into Dynegy, with Dynegy, Inc., remaining as the surviving entity.

Dynegy Northeast Generation, Inc., Hudson Power, L.L.C., Dynegy
Danskammer, L.L.C. and Dynegy Roseton, L.L.C., filed their own
joint plan of liquidation on Dec. 14, 2012.  Amended versions of
the Plan were filed subsequently.  The operating debtors recently
obtained confirmation of the Plan on March 15, 2013.


DYNEGY INC: Ends January With $331.12 Million in Cash
-----------------------------------------------------
Dynegy Inc., on March 15, 2013, filed its monthly operating report
for the month ended Jan. 31, 2013.

At the beginning of January, the Debtor had $335.81 million in
cash.  Net cash flow for the month was $4.68 million.  Thus, cash
at the end of the month totaled $331.12 million.

The January net cash flow is from total cash receipts of $5.48
million and total cash disbursements of $10.16 million.
Disbursements for the month include $1.96 million in professional
fees and $7.92 million relating to affiliate service agreements.

                          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.

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 Holdings and its parent, Dynegy Inc., completed their
Chapter 11 reorganization and emerged from bankruptcy Oct. 1,
2012.  Under the terms of the DH/Dynegy Plan, DH merged with and
into Dynegy, with Dynegy, Inc., remaining as the surviving entity.

Dynegy Northeast Generation, Inc., Hudson Power, L.L.C., Dynegy
Danskammer, L.L.C. and Dynegy Roseton, L.L.C., filed their own
joint plan of liquidation on Dec. 14, 2012.  Amended versions of
the Plan were filed subsequently.  The operating debtors recently
obtained confirmation of the Plan on March 15, 2013.


JOURNAL REGISTER: Lists Only $3.28 Million Cash at Feb. 3
---------------------------------------------------------
Journal Register Company, et al., on March 5, 2013, filed its
monthly operating report for the period from Dec. 31, 2012 through
Feb. 3, 2013.

The Debtor reported a net loss of $2.72 million on total revenues
of $23.07 million for the period ended Feb. 3, 2013.

As of Feb. 3, 2013, Journal Register had total assets of $231.14
million, total liabilities of $266.24 million and total
stockholders' deficit of $35.09 million.

At the beginning of the period, Journal Register had $2.44 million
in cash.  The Company had total cash disbursements of $24.4
million.  As of Feb. 3, 2013, Journal Register had total cash of
$3.28 million.

                      About Journal Register

Journal Register Company -- http://www.JournalRegister.com/-- is
the publisher of the New Haven Register and other papers in 10
states, including Philadelphia, Detroit and Cleveland, and in
upstate New York.  The Company's more than 350 multi-platform
products reach an audience of 21 million people each month.  JRC
is managed by Digital First Media and is affiliated with MediaNews
Group, Inc., the nation's second largest newspaper company as
measured by circulation.

Journal Register, along with its affiliates, first filed for
Chapter 11 bankruptcy protection (Bankr. S.D.N.Y. Case No.
09-10769) on Feb. 21, 2009.  Attorneys at Willkie Farr & Gallagher
LLP, served as counsel to the Debtors.  Attorneys at Otterbourg,
Steindler, Houston & Rosen, P.C., represented the official
committee of unsecured creditors.  Journal Register emerged from
Chapter 11 protection under the terms of a pre-negotiated plan.

Journal Register returned to bankruptcy (Bankr. S.D.N.Y. Lead Case
No. 12-13774) on Sept. 5, 2012, to sell the business to 21st CMH
Acquisition Co., an affiliate of funds managed by Alden Global
Capital LLC.  The deal is subject to higher and better offers.

Journal Register exited the 2009 restructuring with $225 million
in debt and with a legacy cost structure, which includes leases,
defined benefit pensions and other liabilities that have become
unsustainable and threatened the Company's efforts for a
successful digital transformation.  Journal Register managed to
reduce the debt by 28% with the Company servicing in excess of
$160 million of debt.

Alden Global is the holder of two terms loans totaling $152.3
million.  Alden Global acquired the stock and the term loans from
lenders in Journal Register's prior bankruptcy.

Journal Register disclosed total assets of $235 million and
liabilities totaling $268.6 million as of July 29, 2012.  This
includes $13.2 million owing on a revolving credit to Wells Fargo
Bank NA.


K-V PHARMACEUTICAL: Racks up $4.9 Million February Net Loss
-----------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that K-V Pharmaceutical Co. ran up a $4.9 million net loss
in February on revenue of $6.4 million.  Operating income in the
month was $572,000, according to the operating report filed with
the U.S. Bankruptcy Court in Manhattan.  The loss was largely the
result of $3 million in reorganization costs and $1.4 million of
interest expense.

                     About K-V Pharmaceutical

K-V Pharmaceutical Company (NYSE: KVa/KVb) --
http://www.kvpharmaceutical.com/-- is a fully integrated
specialty pharmaceutical company that develops, manufactures,
markets, and acquires technology-distinguished branded and
generic/non-branded prescription pharmaceutical products.  The
Company markets its technology distinguished products through
ETHEX Corporation, a subsidiary that competes with branded
products, and Ther-Rx Corporation, the company's branded drug
subsidiary.

K-V Pharmaceutical Company and certain domestic subsidiaries on
Aug. 4, 2012, filed voluntary Chapter 11 petitions (Bankr.
S.D.N.Y. Lead Case No. 12-13346, under K-V Discovery Solutions
Inc.) to restructure their financial obligations.

K-V employed Willkie Farr & Gallagher LLP as bankruptcy counsel,
Williams & Connolly LLP as special litigation counsel, and SNR
Denton as special litigation counsel.  In addition, K-V tapped
Jefferies & Co., Inc., as financial advisor and investment banker.
Epiq Bankruptcy Solutions LLC is the claims and notice agent.

The U.S. Trustee appointed five members to serve in the Official
Committee of Unsecured Creditors.  Kristopher M. Hansen, Esq.,
Erez E. Gilad, Esq., and Matthew G. Garofalo, Esq., at Stroock &
Stroock & Lavan LLP, represent the Creditors Committee.

Weil, Gotshal & Manges LLP's Robert J. Lemons, Esq., and Lori R.
Fife, Esq., represent an Ad Hoc Senior Noteholders Group.


LEGENDS GAMING: Posts $4.5 Million Net Loss in January
------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Legends Gaming LLC reported a $477,000 operating loss
in January on net revenue of $7.2 million.  The net loss was $4.5
million, including $3.8 million of interest expense.

                       About Legends Gaming

Legends Gaming LLC, owns gaming facilities located in Bossier
City, Louisiana, and Vicksburg, Mississippi, operating under the
DiamondJack's trade name.

Legends Gaming LLC, and five related entities, including Louisiana
Riverboat Gaming Partnership, filed Chapter 11 petitions (Bankr.
W.D. La. Case No. 12-12013) in Shreveport, Indiana, on July 31,
2012, to sell the business for $125 million to Global Gaming
Solutions LLC, absent higher and better offers.

Legends Gaming acquired the business from Isle of Capri Casinos
Inc., in 2006 for $240 million.  After breaching covenant with
lenders, the Debtors in March 2008 sought Chapter 11 protection,
jointly administered under Louisiana Gaming Partnership (Case No.
08-10824).  The Debtors emerged from bankruptcy in September 2009
and retained ownership and operation of two "DiamondJacks" hotels
and casinos in Bossier City and Vicksburg.  The Plan restructured
$162.1 million owed to the first lien lenders and $75 million owed
to secured lien lenders, which would be paid in full, with
interest, over time.

The Debtors' properties comprise 60,000 square feet of gaming
space with 1,913 slot machines, 48 table games and 693 hotel
rooms.  Revenues in fiscal 2011 were $99.8 million in Louisiana
and $39.7 million in Mississippi.

As of July 31, 2012, first lien lenders are owed $181.2 million
and second lien lenders are owed $114.7 million.  Louisiana
Riverboat Gaming Partnership disclosed $104,846,159 in assets and
$298,298,911 in liabilities as of the Chapter 11 filing.

Attorneys at Heller, Draper, Hayden Patrick & Horn serve as
counsel to the Debtors.  Sea Port Group Securities, LLC is the
financial advisor.  Kurtzman Carson Consultants LLC as is the
claims and notice agent.  The Debtors have tapped Jenner & Block
LLP as special counsel.

The Debtor had a deal to sell assets to an affiliate of the
Chickasaw Nation for $125 million.  The buyer pulled out, claiming
operations deteriorated to the extent the purchase could be
canceled.  The parties as a result sued each other.  The casino
withdrew the plan, which was premised on the sale of the
properties.


METEX MFG: Ends January With $1.1 Million Cash
----------------------------------------------
Metex Mfg. Corporation, on March 5, 2013, filed its monthly
operating report for the month ended Jan. 31, 2013.

The Company posted a net income of $63,460 million for the
month ended Jan. 31, 2013.

As of Jan. 31, 2013, the Company had total assets of $5.24
million, total liabilities of $9.23 million and total
stockholders' deficit of $4 million.

At the beginning of January, the Company had $1.04 million in
cash.  Metex Mfg. had total cash receipts of $62,555 and total
cash disbursements of $905.  As a result, at the end of the month,
the Company had total cash of $1.1 million.

                            About Metex

Great Neck, New York-based Metex Mfg. Corporation, formerly known
as Kentile Floors, Inc., started business in the late 1800's as a
manufacturer of cork tile, and thereafter progressed to making
composite tile for commercial and residential use.  It filed for
Chapter 11 bankruptcy protection (Bankr. S.D.N.Y. Case No. 12-
14554) on Nov. 9, 2012.  The petition was signed by Anthony J.
Miceli, president.  The Debtor estimated its assets and debts at
$100 million to $500 million.  Judge Burton R. Lifland presides
over the case.

Affiliate Kentile Floors, Inc., filed a separate Chapter 11
petition (Bankr. S.D.N.Y. Case No. 92-46466) on Nov. 20, 1992.

Caplin & Drysdale, Chartered represents the Official Committee of
unsecured Creditors in the Debtor's case.


NORTEL NETWORKS: Has $992.8 Million Cash as of January 31
---------------------------------------------------------
Nortel Networks Inc. et al., on March 4, 2013, filed its monthly
operating report for the month ended Jan. 31, 2013.

As of Jan. 31, 2013, the Debtor had total assets of $1.3 billion,
total liabilities of $5.62 billion and total stockholders' deficit
of $4.33 billion.

At the beginning of January, the Debtor had $997.5 million in
cash.  The Debtor had total cash receipts of $800,000 and
total cash disbursements of $5.5 million.  As a result, at the
end of the month, Nortel Networks had total cash of $992.8
million.

                       About Nortel Networks

Headquartered in Ontario, Canada, Nortel Networks Corporation and
its various affiliated entities provided next-generation
technologies, for both service provider and enterprise networks,
support multimedia and business-critical applications.  Nortel did
business in more than 150 countries around the world.  Nortel
Networks Limited was the principal direct operating subsidiary of
Nortel Networks Corporation.

On Jan. 14, 2009, Nortel Networks Inc.'s ultimate corporate parent
Nortel Networks Corporation, NNI's direct corporate parent Nortel
Networks Limited and certain of their Canadian affiliates
commenced a proceeding with the Ontario Superior Court of Justice
under the Companies' Creditors Arrangement Act (Canada) seeking
relief from their creditors.  Ernst & Young was appointed to serve
as monitor and foreign representative of the Canadian Nortel
Group.  That same day, the Monitor sought recognition of the CCAA
Proceedings in U.S. Bankruptcy Court (Bankr. D. Del. Case No.
09-10164) under Chapter 15 of the U.S. Bankruptcy Code.

That same day, NNI and certain of its affiliated U.S. entities
filed voluntary petitions for relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Del. Case No. 09-10138).

In addition, the High Court of England and Wales placed 19 of
NNI's European affiliates into administration under the control of
individuals from Ernst & Young LLP.  Other Nortel affiliates have
commenced and in the future may commence additional creditor
protection, insolvency and dissolution proceedings around the
world.

On May 28, 2009, at the request of administrators, the Commercial
Court of Versailles, France, ordered the commencement of secondary
proceedings in respect of Nortel Networks S.A.  On June 8, 2009,
Nortel Networks UK Limited filed petitions in U.S. Bankruptcy
Court for recognition of the English Proceedings as foreign main
proceedings under Chapter 15.

U.S. Bankruptcy Judge Kevin Gross presides over the Chapter 11 and
15 cases.  Mary Caloway, Esq., and Peter James Duhig, Esq., at
Buchanan Ingersoll & Rooney PC, in Wilmington, Delaware, serves as
Chapter 15 petitioner's counsel.

In the Chapter 11 case, James L. Bromley, Esq., at Cleary Gottlieb
Steen & Hamilton, LLP, in New York, serves as the U.S. Debtors'
general bankruptcy counsel; Derek C. Abbott, Esq., at Morris
Nichols Arsht & Tunnell LLP, in Wilmington, serves as Delaware
counsel.  The Chapter 11 Debtors' other professionals are Lazard
Freres & Co. LLC as financial advisors; and Epiq Bankruptcy
Solutions LLC as claims and notice agent.

The United States Trustee appointed an Official Committee of
Unsecured Creditors in respect of the U.S. Debtors.  An ad hoc
group of bondholders also was organized.

Fred S. Hodara, Esq., at Akin Gump Strauss Hauer & Feld LLP, in
New York, and Christopher M. Samis, Esq., at Richards, Layton &
Finger, P.A., in Wilmington, Delaware, represent the Official
Committee of Unsecured Creditors.

An Official Committee of Retired Employees and the Official
Committee of Long-Term Disability Participants tapped Alvarez &
Marsal Healthcare Industry Group as financial advisor.  The
Retiree Committee is represented by McCarter & English LLP as
Delaware counsel, and Togut Segal & Segal serves as the Retiree
Committee.  The Committee retained Alvarez & Marsal Healthcare
Industry Group as financial advisor, and Kurtzman Carson
Consultants LLC as its communications agent.

Several entities, particularly, Nortel Government Solutions
Incorporated and Nortel Networks (CALA) Inc., have material
operations and are not part of the bankruptcy proceedings.

As of Sept. 30, 2008, Nortel Networks Corp. reported consolidated
assets of $11.6 billion and consolidated liabilities of $11.8
billion.  The Nortel Companies' U.S. businesses are primarily
conducted through Nortel Networks Inc., which is the parent of
majority of the U.S. Nortel Companies.  As of Sept. 30, 2008, NNI
had assets of about $9 billion and liabilities of $3.2 billion,
which do not include NNI's guarantee of some or all of the Nortel
Companies' about $4.2 billion of unsecured public debt.

Since the commencement of the various insolvency proceedings,
Nortel has sold its business units and other assets to various
purchasers.  Nortel has collected roughly $9 billion for
distribution to creditors.  Of the total, $4.5 billion came from
the sale of Nortel's patent portfolio to Rockstar Bidco, a
consortium consisting of Apple Inc., EMC Corporation,
Telefonaktiebolaget LM Ericsson, Microsoft Corp., Research In
Motion Limited, and Sony Corporation.  The consortium defeated a
$900 million stalking horse bid by Google Inc. at an auction.  The
deal closed in July 2011.

Nortel has filed a proposed plan of liquidation in the U.S.
Bankruptcy Court.  The Plan generally provides for full payment on
secured claims with other distributions going in accordance with
the priorities in bankruptcy law.


OVERSEAS SHIPHOLDING: Has $546.64 Million Cash as of Jan. 31
------------------------------------------------------------
Overseas Shipholding Group, Inc., et al., on March 15, 2013, filed
its monthly operating report for the month ended Jan. 31, 2013.

The Company posted a net loss of $9.9 million on shipping revenues
of $87.06 million for the month ended Jan. 31, 2013.  The
loss includes $8.42 million in reorganization costs.

As of Jan. 31, 2013, the Company had total assets of $4.37
billion, total liabilities of $3 billion, and total stockholders'
equity of $1.37 billion.

At the beginning of January, the Company had $507.34 million in
cash.  Overseas Shipholding had total cash receipts of $114.16
million and total cash disbursements of $74.86 million.  At the
end of the month, the Company had total cash of $546.64 million.

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

                       http://is.gd/NDAT0m

                    About Overseas Shipholding

Overseas Shipholding Group, Inc., headquartered in New York, is
one of the largest publicly traded tanker companies in the world,
engaged primarily in the ocean transportation of crude oil and
petroleum products.  OSG owns or operates 111 vessels that
transport oil and petroleum products throughout the world.

Overseas Shipholding Group and 180 affiliates filed voluntary
Chapter 11 petitions (Bankr. D. Del. Lead Case No. 12-20000) on
Nov. 14, 2012, disclosing $4.15 billion in assets and $2.67
billion in liabilities.  Greylock Partners LLC Chief Executive
John Ray serves as chief reorganization officer.  Cleary Gottlieb
Steen & Hamilton LLP serves as OSG's Chapter 11 counsel, while
Chilmark Partners LLC serves as financial adviser.  Kurtzman
Carson Consultants LLC is the claims and notice agent.

The Export-Import Bank of China, owed $312 million used for the
construction of five tankers, is represented by Louis R. Strubeck,
Jr., Esq., and Kristian W. Gluck, Esq., at Fulbright & Jaworski
LLP in Dallas; David L. Barrack, Esq., and Beret Flom, Esq., at
Fulbright & Jaworski in New York; and John Knight, Esq., and
Christopher Samis, Esq., at Richards Layton & Finger PA.  Chilmark
Partners, LLC serves as financial and restructuring advisor.

Akin Gump Strauss Hauer & Feld LLP, and Pepper Hamilton LLP, serve
as co-counsel to the official committee of unsecured creditors.
FTI Consulting, Inc., is the financial advisor and Houlihan Lokey
Capital, Inc., is the investment banker.


SPECIALTY PRODUCTS: Cash Dips to $13.18 Million in January
----------------------------------------------------------
Specialty Products Holding Corp., on Feb. 28, 2013, filed its
monthly operating report for the month of January.

The Company posted a net loss of $2.71 million for the month
ended Jan. 31, 2013.

As of Jan. 31, 2013, the Company had total assets of $444.42
million, total liabilities of $235.24 million and total
stockholders' equity of $209.18 million.

At the beginning of January, Specialty Products had $17.96 million
in cash.  The Company had total cash receipts of $30.95 million
and total cash disbursements of $35.72 million.  As a result,
Specialty Products had total cash of $13.18 million at the
end of the month.

                     About Specialty Products

Cleveland, Ohio-based Specialty Products Holdings Corp., aka RPM,
Inc., is a wholly owned subsidiary of RPM International Inc.  The
Company is the holding company parent of Bondex International,
Inc., and the direct or indirect parent of certain additional
domestic and foreign subsidiaries.  The Company claims to be a
leading manufacturer, distributor and seller of various specialty
chemical product lines, including exterior insulating finishing
systems, powder coatings, fluorescent colorants and pigments,
cleaning and protection products, fuel additives, wood treatments
and coatings and sealants, in both the industrial and consumer
markets.

The Company filed for Chapter 11 bankruptcy protection (Bankr. D.
Del. Case No. 10-11780) on May 31, 2010.  Gregory M. Gordon, Esq.,
Dan B. Prieto, Esq., and Robert J. Jud, Esq., at Jones Day, serve
as bankruptcy counsel.  Daniel J. DeFranceschi, Esq., and Zachary
I. Shapiro, Esq., at Richards Layton & Finger, serve as co-
counsel.  Logan and Company is the Company's claims and notice
agent.  The Company estimated its assets and debts at $100 million
to $500 million.

The Company's affiliate, Bondex International, Inc., filed a
separate Chapter 11 petition on May 31, 2010 (Case No. 10-11779),
estimating its assets and debts at $100 million to $500 million.


VALENCE TECHNOLOGY: Ends January With $890,705 in Cash
------------------------------------------------------
Valence Technology, Inc., on March 8, 2013, filed its monthly
operating report for the month ended Jan. 31, 2013.

The Debtor reported a net loss of $484,205 on revenues of $2.35
million for the month ended Jan. 31, 2013.

As of Jan. 31, 2013, the Debtor had total assets of $26.62
million, total liabilities of $85.91 million and total
stockholders' deficit of $59.29 million.

At the beginning of the month, Valence Technology had $204,302 in
cash.  The Debtor had total cash receipts of $9.32 million and
total cash disbursements of $8.63 million.  As a result, at the
end of January, Valence Technology had total cash of $890,705.

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

                        http://is.gd/CedLlt

                    About Valence Technology

Valence Technology, Inc., filed a Chapter 11 petition (Bankr. W.D.
Tex. Case No. 12-11580) on July 12, 2012, in its home-town in
Austin.  Founded in 1989, Valence develops lithium iron magnesium
phosphate rechargeable batteries.  Its products are used in hybrid
and electric vehicles, as well as hybrid boats and Segway personal
transporters.

The Debtor disclosed debt of $82.6 million and assets of
$31.5 million as of March 31, 2012.  The Debtor disclosed
$24,858,325 in assets and $78,520,831 in liabilities as of the
Chapter 11 filing.  Chairman Carl E. Berg and related entities own
44.4% of the shares.  ClearBridge Advisors, LLC owns 5.5%.

Judge Craig A. Gargotta presides over the case.  The Company is
being advised by Streusand, Landon & Ozburn, LLP with respect to
bankruptcy matters.  The petition was signed by Robert Kanode,
CEO.

On Aug. 8, 2012, the U.S. Trustee for Region 7 appointed five
creditors to serve on the Official Committee of Unsecured
Creditors of the Debtor.  Brinkman Portillo Ronk, PC, serves as
its counsel.




                            *********

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"
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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.
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Monthly Operating Reports are summarized in every Saturday edition
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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
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Pennsylvania, USA, and Beard Group, Inc., Washington, D.C., USA.
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