TCR_Public/130420.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, April 20, 2013, Vol. 17, No. 108

                            Headlines

AMERICAN AIRLINES: Reports $192 Million Loss in February
AMF BOWLING: Reports $8.1 Million Net Income for February
ARCAPITA BANK: AEID II Holdings Has $1,861 Net Loss in March
DYNEGY HOLDINGS: Dynegy Northeast Posts $20-Mil. Cash at Jan. 31
DYNEGY HOLDINGS: Dynegy Northeast Posts $21.5-Mil. Cash at Feb. 28

DEWEY & LEBOEUF: Ends March 22 With $29.81 Million Cash
HOSTESS BRANDS: Consumes $18.6MM Cash for Month Ended March 9
LEHMAN BROTHERS: Has $11.94-Bil. Cash at February 28
LIBERTY MEDICAL: Projects Stable Cash through June
LIGHTSQUARED INC: Cash Reduced by $16.2 Million in March

MF GLOBAL: Has $1.78 Million Cash at March 31
OVERSEAS SHIPHOLDING: Has $543.88 Million Cash at February 28
RESIDENTIAL CAPITAL: $52.6-Mil. Operating Loss in February
SPECIALTY PRODUCTS: Ends February with $11.83 Million Cash
VERTIS HOLDINGS: Has $471.34 Million Net Loss in February


                            *********


AMERICAN AIRLINES: Reports $192 Million Loss in February
--------------------------------------------------------

                     AMR Corporation, et al.
               Condensed Consolidated Balance Sheet
                      As of February 28, 2013

ASSETS
Current Assets
Cash                                              $588,000,000
Short-term investments                           3,460,000,000
Restricted cash and short-term investments         850,000,000
Receivables, net                                 1,231,000,000
Inventories, net                                   599,000,000
Fuel derivative contracts                           54,000,000
Other current assets                               571,000,000
                                             ------------------
                                                  7,353,000,000
Equipment and property
Flight equipment, net                           10,252,000,000
Other equipment and property, net                2,091,000,000
Purchase deposits for flight equipment             764,000,000
                                             ------------------
                                                 13,107,000,000

Equipment and property under capital leases
Flight equipment, net                              215,000,000
Other equipment and property, net                   58,000,000
                                             ------------------
                                                    273,000,000

International slots and route authorities           708,000,000
Domestic slots and airport operating and gate
lease rights, less accumulated amortization,
net                                                157,000,000
Other assets                                      2,138,000,000
                                             ------------------
TOTAL ASSETS                                    $23,736,000,000
                                             ==================

Liabilities and stockholders' equity (deficit)
Current liabilities
Accounts payable                                $1,349,000,000
Accrued liabilities                              2,097,000,000
Air traffic liability                            5,082,000,000
Current maturities of long-term debt             1,369,000,000
Current obligations under capital leases            31,000,000
                                             ------------------
Total current liabilities                        9,928,000,000

Long-term debt, less current maturities          6,617,000,000
Obligations under capital leases, less
  current obligations                               377,000,000
Pension and postretirement benefits              6,736,000,000
Other liabilities, deferred gains and
  deferred credits                                1,708,000,000

Liabilities subject to compromise                 6,543,000,000

Stockholders' Equity (deficit)
Preferred stock                                              -
Common stock                                       341,000,000
Additional paid-in capital                       4,482,000,000
Treasury stock                                    (367,000,000)
Accumulated other comprehensive income (loss)   (3,019,000,000)
Accumulated deficit                             (9,610,000,000)
                                             ------------------
                                                 (8,173,000,000)
                                             ------------------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY      $23,736,000,000
                                             ==================


                     AMR Corporation, et al.
               Consolidated Statement of Operations
                  Month Ended February 28, 2013

Revenues
Passenger -- American Airlines                  $1,357,000,000
           -- Regional Affiliates                   200,000,000
Cargo                                               47,000,000
Other revenues                                     219,000,000
                                             ------------------
  Total operating revenues                        1,823,000,000

Expenses
Aircraft fuel                                      692,000,000
Wages, salaries and benefits                       470,000,000
Other rentals and landing fees                     111,000,000
Maintenance, materials and repairs                 118,000,000
Depreciation and amortization                       83,000,000
Commissions, booking fees and credit card expense   83,000,000
Aircraft rentals                                    55,000,000
Food service                                        42,000,000
Other operating expenses                           298,000,000
                                             ------------------
Total operating expenses                         1,952,000,000
                                             ------------------
Operating income (loss)                            (129,000,000)

Other income (expense)
Interest income                                      1,000,000
Interest expense                                   (49,000,000)
Interest capitalized                                 4,000,000
Miscellaneous -- net                                (4,000,000)
                                             ------------------
                                                    (48,000,000)
                                             ------------------
Income (loss) before reorganization items          (177,000,000)

Reorganization items, net                           (15,000,000)
                                             ------------------
Income (loss) before income taxes                  (192,000,000)
Income tax                                                    -
                                             ------------------
Net income (loss)                                 ($192,000,000)
                                             ==================

                      AMR Corporation, et al.
          Condensed Consolidated Statement of Cash Flows
                   Month Ended February 28, 2013

Net cash provided by (used for) operating
activities                                        $134,000,000

Cash flow from investing activities:
Capital expenditures, including aircraft
  lease deposits                                   (320,000,000)
Disposal of equipment and property                   2,000,000
Net (increase) decrease in short-term investments  (18,000,000)
                                             ------------------
Net cash used for investing activities            (336,000,000)

Cash flow from financing activities:
Payments on long-term debt and capital
  lease obligations                                 (44,000,000)
Proceeds from:
Issuance of debt                                             -
Sale leaseback transactions                        227,000,000
                                             ------------------
  Net cash provided by financing activities         183,000,000
                                             ------------------
Net increase (decrease) in cash                     (19,000,000)
Cash at beginning of period                         607,000,000
                                             ------------------
Cash at end of period                              $588,000,000
                                             ==================

Disbursements to Chapter 11 professionals during the operating
period totaled $12.276 million, which included $10.079 million
paid to professionals employed by the Debtors and $2.197 paid to
professionals retained by the Official Committee of Unsecured
Creditors.

A full-text copy of the February 2013 monthly operating report is
available at http://bankrupt.com/misc/AMR_February2013MOR.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: Reports $8.1 Million Net Income for February
---------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that AMF Bowling Worldwide Inc. reported $3.1 million
in net income for February when cash grew by $6.1 million, to
end the month at $36.1 million.  The operating report filed with
the bankruptcy court in Richmond, Virginia, shows operating income
of $8.1 million in February.

                    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 is 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: AEID II Holdings Has $1,861 Net Loss in March
------------------------------------------------------------
AEID II Holdings Limited, on April 15, 2013, filed its monthly
operating report for the month ended March 31, 2013.

AEID II Holdings reported a net loss of $1,861 for the month ended
March 31, 2013.

As of March 31, 2013, the Debtor had total assets of $119.75
million, total liabilities of $45,951, and total stockholders'
equity of $119.71 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.

On Feb. 8, 2013, the Debtors filed with the Bankruptcy Court a
disclosure statement in support of their Joint Plan of
Reorganization, dated Feb. 8, 2013.  The Plan contemplates, among
others, the entry of the Debtors into a $185 million Murabaha exit
facility that will allow the Debtors to wind down their businesses
and assets for the benefit of all creditors and stakeholders.


DYNEGY HOLDINGS: Dynegy Northeast Posts $20-Mil. Cash at Jan. 31
----------------------------------------------------------------
Dynegy Northeast Generation, Inc., on April 16, 2013, filed its
monthly operating report for the month ended Jan. 31, 2013.

The Company reported a net loss of $450,000 for the month ended
Jan. 31, 2013.

As of Jan. 31, 2013, Dynegy Northeast had total assets of $308.85
million, total liabilities of $38.96 million, and total
stockholders' equity of $269.89 million.

As of Jan. 1, 2013, Dynegy Northeast had $20.94 million in cash.
The Company had total cash receipts of $2.3 million and total cash
disbursements of $3.25 million.  As a result, as of Jan. 31, 2013,
Dynegy Northeast had total cash of $20.01 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., won confirmation of
their plan of liquidation in March 2013, allowing the former
operating units of Dynegy to consummate a settlement agreement
resolving some lease trustee claims and sell their facilities.


DYNEGY HOLDINGS: Dynegy Northeast Posts $21.5-Mil. Cash at Feb. 28
------------------------------------------------------------------
Dynegy Northeast Generation, Inc., on April 16, 2013, filed its
monthly operating report for the month ended Feb. 28. 31, 2013.

The Company reported a net loss of $358,000 for the month ended
Feb. 28, 2013.

As of Feb. 28, 2013, Dynegy Northeast had total assets of $310.48
million, total liabilities of $40.95 million, and total
stockholders' equity of $269.53 million.

As of Feb. 1, 2013, Dynegy Northeast had $20.01 million in cash.
The Company had total cash receipts of $7.11 million and total
cash disbursements of $5.53 million.  As a result, as of Feb. 28,
2013, Dynegy Northeast had total cash of $21.59 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., won confirmation of
their plan of liquidation in March 2013, allowing the former
operating units of Dynegy to consummate a settlement agreement
resolving some lease trustee claims and sell their facilities.


DEWEY & LEBOEUF: Ends March 22 With $29.81 Million Cash
-------------------------------------------------------
Dewey & Leboeuf LLP, on Apr. 5, 2013, filed its monthly operating
report for the period between March 1 and 22, 2013.

As of March 22, 2013, the Debtor had total assets of $108.07
million, total liabilities of $210.7 million, and total
stockholders' deficit of $102.63 million.

At the beginning of the period, the Debtor had $30.91 million in
cash.  The Debtor had total cash receipts of $1.45 million
and total cash disbursements of $2.56 million.  As a result, the
Company had total cash of $29.81 million as of Mar. 22, 2013.

                       About Dewey & LeBoeuf

Dewey & LeBoeuf LLP sought Chapter 11 bankruptcy (Bankr. S.D.N.Y.
Case No. 12-12321) to complete the wind-down of its operations.
The firm had struggled with high debt and partner defections.
Dewey disclosed debt of $245 million and assets of $193 million in
its chapter 11 filing late evening on May 29, 2012.

Dewey & LeBoeuf LLP operated as a prestigious, New York City-
based, law firm that traced its roots to the 2007 merger of Dewey
Ballantine LLP -- originally founded in 1909 as Root, Clark & Bird
-- and LeBoeuf, Lamb, Green & MacCrae LLP -- originally founded in
1929.  In recent years, more than 1,400 lawyers worked at the firm
in numerous domestic and foreign offices.

At its peak, Dewey employed about 2,000 people with 1,300 lawyers
in 25 offices across the globe.  When it filed for bankruptcy,
only 150 employees were left to complete the wind-down of the
business.

Dewey's offices in Hong Kong and Beijing are being wound down.
The partners of the separate partnership in England are in process
of winding down the business in London and Paris, and
administration proceedings in England were commenced May 28.  All
lawyers in the Madrid and Brussels offices have departed.  Nearly
all of the lawyers and staff of the Frankfurt office have
departed, and the remaining personnel are preparing for the
closure.  The firm's office in Sao Paulo, Brazil, is being
prepared for closure and the liquidation of the firm's local
affiliate.  The partners of the firm in the Johannesburg office,
South Africa, are planning to wind down the practice.

The firm's ownership interest in its practice in Warsaw, Poland,
was sold to the firm of Greenberg Traurig PA on May 11 for
$6 million.  The Pension Benefit Guaranty Corp. took $2 million of
the proceeds as part of a settlement.

Judge Martin Glenn oversees the case.  Albert Togut, Esq., at
Togut, Segal & Segal LLP, represents the Debtor.  Epiq Bankruptcy
Solutions LLC serves as claims and notice agent.  The petition was
signed by Jonathan A. Mitchell, chief restructuring officer.

JPMorgan Chase Bank, N.A., as Revolver Agent on behalf of the
lenders under the Revolver Agreement, hired Kramer Levin Naftalis
& Frankel LLP.  JPMorgan, as Collateral Agent for the Revolver
Lenders and the Noteholders, hired FTI Consulting and Gulf
Atlantic Capital, as financial advisors.  The Noteholders hired
Bingham McCutchen LLP as counsel.

The U.S. Trustee formed two committees -- one to represent
unsecured creditors and the second to represent former Dewey
partners.  The creditors committee hired Brown Rudnick LLP led by
Edward S. Weisfelner, Esq., as counsel.  The Former Partners hired
Tracy L. Klestadt, Esq., and Sean C. Southard, Esq., at Klestadt &
Winters, LLP, as counsel.

Dewey filed a Chapter 11 Plan of Liquidation and an accompanying
Disclosure Statement on Nov. 21, 2012.  It filed amended plan
documents on Dec. 31, in an attempt to address objections lodged
by various parties.  A second iteration was filed Jan. 7, 2013.
The plan is based on a proposed settlement between secured lenders
and Dewey's official unsecured creditors' committee, as well as a
settlement with former partners.

On Feb. 27, 2013, the Bankruptcy Court confirmed Dewey & Leboeuf's
Second Amended Chapter 11 Plan of Liquidation dated Jan. 7, 2013,
As of the Effective Date of the Plan, the Debtor will be
dissolved.


HOSTESS BRANDS: Consumes $18.6MM Cash for Month Ended March 9
-------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Hostess Brands Inc., whose major asset sales have now
been approved, consumed $18.6 million in cash in the month ended
March 9, according to an operating report filed with the
bankruptcy court in New York.  The former baker of Wonder bread
began the month with $43.7 million in unrestricted cash.  The
ending balance of $25.1 million was largely the result of $11
million in vendor payments and $4.4 million for professional fees.

In the course of the past month, the bankruptcy court approved
five different sales aggregating $860 million.  Hostess still must
sell plants, depots, and other facilities the buyers didn't
acquire.

The $27.5 million acquisition of the Drakes business by McKee Food
Corp. was completed on April 11, according to Jeffrey Cross, from
Freeborn & Peters LLC, counsel for the buyer.  The Drakes business
includes Coffee Cakes, Devil Dogs, Ring Dings, and Yodels.

Hostess was forced to begin liquidating in November when the
bakery workers' union went on strike in protest against wage and
benefit cuts approved by the bankruptcy court.

                       About Hostess Brands

Founded in 1930, Irving, Texas-based Hostess Brands Inc., is known
for iconic brands such as Butternut, Ding Dongs, Dolly Madison,
Drake's, Home Pride, Ho Hos, Hostess, Merita, Nature's Pride,
Twinkies and Wonder.  Hostess has 36 bakeries, 565 distribution
centers and 570 outlets in 49 states.

Hostess filed for Chapter 11 bankruptcy protection early morning
on Jan. 11, 2011 (Bankr. S.D.N.Y. Case Nos. 12-22051 through
12-22056) in White Plains, New York.  Hostess Brands disclosed
assets of $982 million and liabilities of $1.43 billion as of the
Chapter 11 filing.

The bankruptcy filing was made two years after predecessors
Interstate Bakeries Corp. and its affiliates emerged from
bankruptcy (Bankr. W.D. Mo. Case No. 04-45814).

In the new Chapter 11 case, Hostess has hired Jones Day as
bankruptcy counsel; Stinson Morrison Hecker LLP as general
corporate counsel and conflicts counsel; Perella Weinberg Partners
LP as investment bankers, FTI Consulting, Inc. to provide an
interim treasurer and additional personnel for the Debtors, and
Kurtzman Carson Consultants LLC as administrative agent.

Matthew Feldman, Esq., at Willkie Farr & Gallagher, and Harry
Wilson, the head of turnaround and restructuring firm MAEVA
Advisors, are representing the Teamsters union.

Attorneys for The Bakery, Confectionery, Tobacco Workers and Grain
Millers International Union and Bakery & Confectionery Union &
Industry International Pension Fund are Jeffrey R. Freund, Esq.,
at Bredhoff & Kaiser, P.L.L.C.; and Ancela R. Nastasi, Esq., David
A. Rosenzweig, Esq., and Camisha L. Simmons, Esq., at Fulbright &
Jaworski L.L.P.

The official committee of unsecured creditors selected New York
law firm Kramer Levin Naftalis & Frankel LLP as its counsel. Tom
Mayer and Ken Eckstein head the legal team for the committee.

Hostess Brands in mid-November 2012 opted to pursue the orderly
wind down of its business and sale of its assets after the Bakery,
Confectionery, Tobacco and Grain Millers Union (BCTGM) commenced a
nationwide strike.  The Debtor failed to reach an agreement with
BCTGM on contract changes.  Hostess Brands said it intends to
retain approximately 3,200 employees to assist with the initial
phase of the wind down.  Employee headcount is expected to
decrease by 94% within the first 16 weeks of the wind down.  The
entire process is expected to be completed in one year.

Hostess has received court approval for sales raising about $800
million. Apollo Global Management LLC and C. Dean Metropoulos &
Co. are buying the snack cake business for $410 million. Flowers
Foods Inc. is taking most of the bread business, including the
Wonder bread brand for $360 million.  Neither of the sales
attracted competitive bidding.  After an auction with competitive
bidding, Mexican baker Grupo Bimbo SAB was given a green light to
buy the Beefsteak rye bread business for $31.9 million.


LEHMAN BROTHERS: Has $11.94-Bil. Cash at February 28
----------------------------------------------------
Lehman Brothers Holdings Inc. disclosed these cash receipts and
disbursements of the company, its affiliated debtors and
controlled entities for the month ended February 28, 2013:

Beginning Total Cash & Investments (02/01/13) $20,319,000,000
Total Sources of Cash                           3,299,000,000
Total Uses of Cash                               (180,000,000)
FX Fluctuation                                     (7,000,000)
                                               ---------------
Ending Total Cash & Investments (02/28/13)    $23,432,000,000

LBHI reported $10.678 billion in cash and investments as of
February 1, 2013, and $11.94 billion as of February 28, 2013.

The monthly operating report also showed that a total of $14.709
million was paid in February to the U.S Trustee and
professionals.

A total of $4.138 million was paid to Lehman's turnaround
manager, Alvarez & Marsal LLC, while $3.852 million was paid to
its bankruptcy counsel, Weil Gotshal & Manges LLP.

A copy of the February 2013 Operating Report is available for
free at http://bankrupt.com/misc/LehmanMORFeb2813.pdf

                     December Balance Sheet

Lehman Brothers Holdings Inc. and its affiliated debtors filed
copies of their balance sheets as of December 31, 2012.

The documents showed that as of December 31, 2012, the company
had total assets of $82.328 billion, total liabilities of
$256.956 billion, and total stockholders' equity of ($174,629)
billion.

Copies of the balance sheets are available without charge at
http://bankrupt.com/misc/LBHI_Dec3112BalSheet.pdf

                      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.


LIBERTY MEDICAL: Projects Stable Cash through June
----------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News, says
that Liberty Medical Supply Inc., a mail-order supplier of
diabetic testing equipment and supplies, received final approval
to use cash for operating the business in a Chapter 11
reorganization begun in mid-February.

According to the report, the company projects that the $50.6
million cash on hand in early April will decline to a low of $35.6
million next month before climbing to $53.2 million at the end of
June.  Liberty expects to operate in Chapter 11 without additional
financing.

Liberty projects having a net cash flow of $10.8 million before
reorganization costs from late March through the end of June. The
total cash inflow during the period is projected for $126.4
million.

                        About Liberty Medical

Entities that own diabetics supply provider Liberty Medical led by
ATLS Acquisition, LLC, sought Chapter 11 protection (Bankr. D.
Del. Lead Case No. 13-10262) on Feb. 15, 2013, just less than
three months after a management buy-out and amid a notice by the
lender who financed the transaction that it's exercising an option
to acquire the business.

Liberty has been in business for 22 years serving the needs of
both type 1 and type 2 diabetic patients.  Liberty is a mail order
provider of diabetes testing supplies. In addition to diabetes
testing supplies, the Debtors also sell insulin pumps and insulin
pump supplies, ostomy, catheter and CPAP supplies and operate a
large mail order pharmacy.  Liberty operates in seven different
locations and has 1,684 employees.

The Debtors have tapped Greenberg Traurig, LLP as counsel; Ernst &
Young LLP to provide investment banking advice; and Epiq
Bankruptcy Solutions, LLC, as claims and noticing agent for the
Clerk of the Bankruptcy Court.


LIGHTSQUARED INC: Cash Reduced by $16.2 Million in March
--------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that LightSquared Inc.'s cash declined by $16.2 million in
March to end the month with a balance of $134.9 million.  The
company entered bankruptcy in May with $207.6 million cash.  For
March, there was a net loss of $47.5 million on revenue of
$3.2 million. The loss was largely attributable to $10.4 million
of depreciation expense and $31.2 million in interest expense.

                      About LightSquared Inc.

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

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

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

Lawyers at Milbank, Tweed, Hadley & McCloy LLP serve as counsel to
the Debtors.  Alvarez & Marsal North America, LLC, is the
financial advisor.  Kurtzman Carson Consultants LLC serves as
claims and notice agent.


MF GLOBAL: Has $1.78 Million Cash at March 31
---------------------------------------------
MF Global Holdings Ltd., et al., on Apr. 16, 2013, filed a
monthly operating report for the month ended March 31, 2013.

The Company posted a net loss of $1.16 million for the month
ended March 31, 2013.

As of March 31, 2013, the Company had total assets of $3.53
billion, total liabilities of $(3.78) billion and total
stockholders' deficit of $247.26 million.

For the month of March, the Company had total cash disbursements
of $738,535.  At the end of the month, the Debtor had total cash
of $1.78 million.

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

                       http://is.gd/Nl5o1v

                         About MF Global

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

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

On Nov. 7, 2011, the United States Trustee appointed the statutory
creditors' committee in the Debtors' cases.  At the behest of the
Statutory Creditor's Committee, the Court directed the U.S.
Trustee to appoint a chapter 11 trustee.  On Nov. 28, 2011, the
Bankruptcy Court entered an order approving the appointment of
Louis J. Freeh, Esq., of Freeh Group International Solutions, LLC,
as Chapter 11 trustee.

On Dec. 19, 2011, MF Global Capital LLC, MF Global Market Services
LLC and MF Global FX Clear LLC filed voluntary Chapter 11
petitions (Bankr. S.D.N.Y. Case Nos. 11-15808, 11-15809 and
11-15810).  On Dec. 27, the Court entered an order installing Mr.
Freeh as Chapter 11 Trustee of the New Debtors.

On March 2, 2012, MF Global Holdings USA Inc. filed a voluntary
Chapter 11 petition (Bankr. S.D.N.Y. Case No. 12-10863), and Mr.
Freeh also was installed as its Chapter 11 Trustee.

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

The Chapter 11 Trustee has tapped (i) Freeh Sporkin & Sullivan
LLP, as investigative counsel; (ii) FTI Consulting Inc., as
restructuring advisors; (iii) Morrison & Foerster LLP, as
bankruptcy counsel; and (iv) Pepper Hamilton as special counsel.

The Official Committee of Unsecured Creditors has retained
Capstone Advisory Group LLC as financial advisor, while lawyers at
Proskauer Rose LLP serve as counsel.

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

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


OVERSEAS SHIPHOLDING: Has $543.88 Million Cash at February 28
-------------------------------------------------------------
Overseas Shipholding Group, Inc., et al., on Apr. 15, 2013, filed
its monthly operating report for the month ended Feb. 28, 2013.

The Debtor reported a net loss of $5.31 million on shipping
revenues of $79.98 million for the month ended Feb. 28, 2013.

As of Feb. 28, 2013, Overseas Shipholding had total assets of
$4.35 billion, total liabilities of $3 billion, and total
stockholders' equity of $1.36 billion.

At the beginning of the month, Overseas Shipholding had $546.64
million in cash.  The Debtor had total cash receipts of $81.71
million and total cash disbursements of $84.47 million.  As a
result, at the end of the month, Overseas Shipholding had total
cash of $543.88 million.

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

                       http://is.gd/r3MGNR

                    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.


RESIDENTIAL CAPITAL: $52.6-Mil. Operating Loss in February
----------------------------------------------------------
Residential Capital, LLC, and its debtor affiliates disclosed that
for the period from February 1 to 28, 2013, they incurred
$52,631,882 in operating loss, compared to the $37,452,226
operating income they generated the previous month.  Total net
revenue for the period was $32,910,000, while reorganization items
totaled $8,652,000.

The Debtors said that, as of February 28, 2013, their consolidated
assets totaled $6,005,780,000, their consolidated liabilities
totaled $6,345,489,000, and their equity totaled $339,709,000.

Receipts for the month ended February 28, 2013, totaled
$3,995,582,000, while disbursements totaled $745,924,000. Payments
made to insiders during the month totaled $329,824,385.  Payments
made to bankruptcy professionals during the month totaled
$13,067,259, while payments made to bankruptcy professionals since
the Petition Date totaled $123,609,229.

A full-text copy of the February 2013 Operating Report is
available for free at:

       http://bankrupt.com/misc/RESCAPmorfeb2013.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.

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).


SPECIALTY PRODUCTS: Ends February with $11.83 Million Cash
----------------------------------------------------------
Specialty Products Holding Corp., on March 28, 2013, filed its
monthly operating report for the month of February.

The Debtor reported a net loss of $2.54 million for the month
ended Feb. 28, 2013.

As of Feb. 28, 2013, the Debtor had total assets of $441.64
million, total liabilities of $235 million and total stockholders'
equity of $206.64 million.

At the beginning of the month, the Debtor had $13.18 million
in cash.  Specialty Products had total cash receipts of $34.62
million and total cash disbursements of $35.97 million.  As a
result, at the end of February, the Debtor had total cash of
$11.83 million.

                     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.


VERTIS HOLDINGS: Has $471.34 Million Net Loss in February
---------------------------------------------------------
Vertis Holdings, Inc., et al., on Apr. 2, 2013, filed its monthly
operating report for the period from Jan. 16 to Feb. 28, 2013.

The Company posted a net loss of $471.34 million on net sales of
$297.83 million for the period ended Feb. 28, 2013.

As of Feb. 28, 2013, the Company had total assets of $226.22
million, total liabilities of $696.59 million, and total
stockholders' deficit of $470.36 million.

As of Jan. 16, 2013, Vertis Holdings had $9.64 million in cash.
The Company had total cash receipts of $210.52 million and total
cash disbursements of $117.08 million.  As a result, at the end of
the period, Vertis Holdings had total cash of $103.08 million.

                           About Vertis

Vertis Holdings Inc. -- http://www.thefuturevertis.com/--
provides advertising services in a variety of print media,
including newspaper inserts such as magazines and supplements.

Vertis and its affiliates (Bankr. D. Del. Lead Case No. 12-12821),
returned to Chapter 11 bankruptcy on Oct. 10, 2012, this time to
sell the business to Quad/Graphics, Inc., for $258.5 million,
subject to higher and better offers in an auction.

As of Aug. 31, 2012, the Debtors' unaudited consolidated financial
statements reflected assets of approximately $837.8 million and
liabilities of approximately $814.0 million.

Bankruptcy Judge Christopher Sontchi presides over the 2012 case.
Vertis is advised by Perella Weinberg Partners, Alvarez & Marsal,
and Cadwalader, Wickersham & Taft LLP.  Quad/Graphics is advised
by Blackstone Advisory Partners, Arnold & Porter LLP and Foley &
Lardner LLP, special counsel for antitrust advice.  Kurtzman
Carson Consultants LLC is the Debtors' claims agent.

Quad/Graphics is a global provider of print and related
multichannel solutions for consumer magazines, special interest
publications, catalogs, retail inserts/circulars, direct mail,
books, directories, and commercial and specialty products,
including in-store signage. Headquartered in Sussex, Wis. (just
west of Milwaukee), the Company has approximately 22,000 full-time
equivalent employees working from more than 50 print-production
facilities as well as other support locations throughout North
America, Latin America and Europe.

Vertis first filed for bankruptcy (Bankr. D. Del. Case No.
08-11460) on July 15, 2008, to complete a merger with American
Color Graphics.  ACG also commenced separate bankruptcy
proceedings.  In August 2008, Vertis emerged from bankruptcy,
completing the merger.

Vertis against filed for Chapter 11 bankruptcy (Bankr. S.D.N.Y.
Case No. 10-16170) on Nov. 17, 2010.  The Debtor estimated its
assets and debts of more than $1 billion.  Affiliates also filed
separate Chapter 11 petitions -- American Color Graphics, Inc.
(Bankr. S.D.N.Y. Case No. 10-16169), Vertis Holdings, Inc. (Bankr.
S.D.N.Y. Case No. 10-16170), Vertis, Inc. (Bankr. S.D.N.Y. Case
No. 10-16171), ACG Holdings, Inc. (Bankr. S.D.N.Y. Case No.
10-16172), Webcraft, LLC (Bankr. S.D.N.Y. Case No. 10-16173), and
Webcraft Chemicals, LLC (Bankr. S.D.N.Y. Case No. 10-16174).  The
bankruptcy court approved the prepackaged Chapter 11 plan on
Dec. 16, 2010, and Vertis consummated the plan on Dec. 21.  The
plan reduced Vertis' debt by more than $700 million or 60%.

GE Capital Corporation, which serves as DIP Agent and Prepetition
Agent, is represented in the 2012 case by lawyers at Winston &
Strawn LLP.  Morgan Stanley Senior Funding Inc., the agent under
the prepetition term loan, and as term loan collateral agent, is
represented by lawyers at White & Case LLP, and Milbank Tweed
Hadley & McCloy LLP.


                            *********

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
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liabilities delivered to nation's bankruptcy courts.  The list
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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

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