/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/071215.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, December 15, 2007, Vol. 11, No. 297 Headlines ASARCO LLC: Earns $34,084,000 in Month Ended October 31, 2007 BOMBAY COMPANY: Files Operating Report for September 20-30, 2007 BOMBAY COMPANY: Files Operating Report for October 1-31, 2007 DANA CORPORATION: Earns $18,000,000 in Month Ended October 31 DELPHI CORPORATION: Incurs $28 Million Net Loss in October 2007 INTERSTATE BAKERIES: Posts $18,059,734 Net Loss in October 2007 LEVITT AND SONS: 32 Affiliates File Schedules of Assets and Debts MOVIE GALLERY: Hollywood Ent. Files Schedules of Assets and Debts MOVIE GALLERY: Movie Gallery US Files Schedules of Assets & Debts MOVIE GALLERY: M.G.A. Realty Files Schedules of Assets and Debts MOVIE GALLERY: M.G. Digital Files Schedules of Assets and Debts MOVIE GALLERY: MG Automation Files Schedules of Assets and Debts SEA CONTAINERS: Posts $19,421,938 Net Loss in Month Ended Oct. 31 SEA CONTAINERS: SeaCon Services Files October 2007 Monthly Report THAXTON GROUP: Files Monthly Operating Report for October 2007 ********* ASARCO LLC: Earns $34,084,000 in Month Ended October 31, 2007 ------------------------------------------------------------- ASARCO LLC, et al. Balance Sheet As of October 31, 2007 ASSETS Current Assets: Cash $872,448,000 Restricted Cash 26,821,000 Accounts receivable, net 171,860,000 Inventory 253,133,000 Prepaid expenses 6,508,000 Other current assets 19,759,000 --------------- Total Current Assets 1,350,530,000 Net property, plant and equipment 443,362,000 Other Assets Investments in subs 107,581,000 Advances to affiliates 523,000 Prepaid pension & retirement plan 0 Non-current deferred tax asset 40,951,000 Other 91,974,000 --------------- Total assets $2,034,921,000 =============== LIABILITIES Postpetition liabilities: Accounts payable $86,687,000 Accrued liabilities 498,508,000 Debtor-in-possession financing 0 --------------- Total postpetition liabilities 585,195,000 Prepetition liabilities: Not subject to compromise - credit 4,053,000 Not subject to compromise - other 86,653,000 Advances from affiliates 24,659,000 Subject to compromise 1,680,282,000 --------------- Total prepetition liabilities 1,795,647,000 --------------- Total liabilities 2,380,842,000 =============== OWNERS' EQUITY (DEFICIT) Common stock 508,325,000 Additional paid-in capital 104,578,000 Other comprehensive income (261,449,000) Retained earnings: filing date (1,509,703,000) --------------- Total prepetition owners' equity (1,158,250,000) Retained earnings: post-filing date 812,329,000 --------------- Total owners' equity (net worth) (345,921,000) --------------- Total liabilities and owners' equity $2,034,921,000 =============== ASARCO LLC, et al. Consolidated Statement of Operations Month Ended October 31, 2007 Sales $203,772,000 Cost of products and services 138,059,000 --------------- Gross profit 65,713,000 Operating expenses: Selling and general & admin expenses 4,571,000 Depreciation & amortization 3,407,000 Provision accretion expense of asset retirement obligation 163,000 --------------- Operating income 57,572,000 Interest expense 74,000 Interest income (1,244,000) Reorganization expenses 18,330,000 Other miscellaneous (income) expenses (15,731,000) --------------- Income (loss) before taxes 56,143,000 Income taxes 22,058,000 --------------- Net income (loss) $34,084,000 =============== ASARCO LLC, et al. Consolidated Cash Receipts & Disbursements Month Ended October 31, 2007 Receipts $223,496,000 Disbursements: Inventory material 28,770,000 Operating disbursements 125,325,000 Capital expenditures 3,846,000 --------------- Total disbursements 157,941,000 Operating cash flow 65,555,000 Reorganization disbursements 4,440,000 --------------- Net cash flow 61,116,000 Net payments to secured Lenders 0 --------------- Net change in cash 61,116,000 Beginning cash balance 838,153,000 --------------- Ending cash balances $899,269,000 =============== Based in Tucson, Arizona, ASARCO LLC -- http://www.asarco.com/ -- is an integrated copper mining, smelting and refining company. Grupo Mexico S.A. de C.V. is ASARCO's ultimate parent. The Company filed for chapter 11 protection on Aug. 9, 2005 (Bankr. S.D. Tex. Case No. 05-21207). James R. Prince, Esq., Jack L. Kinzie, Esq., and Eric A. Soderlund, Esq., at Baker Botts L.L.P., and Nathaniel Peter Holzer, Esq., Shelby A. Jordan, Esq., and Harlin C. Womble, Esq., at Jordan, Hyden, Womble & Culbreth, P.C., represent the Debtor in its restructuring efforts. Lehman Brothers Inc. provides the ASARCO with financial advisory services And investment banking services. Paul M. Singer, Esq., James C. McCarroll, Esq., and Derek J. Baker, Esq., at Reed Smith LLP give legal advice to the Official Committee of Unsecured Creditors and David J. Beckman at FTI Consulting, Inc., gives financial advisory services to the Committee. When the Debtor filed for protection from its creditors, it listed $600 million in total assets and $1 billion in total debts. The Debtor has five affiliates that filed for chapter 11 protection on April 11, 2005 (Bankr. S.D. Tex. Case Nos. 05-20521 through 05-20525). They are Lac d'Amiante Du Quebec Ltee, CAPCO Pipe Company, Inc., Cement Asbestos Products Company, Lake Asbestos of Quebec, Ltd., and LAQ Canada, Ltd. Details about their asbestos-driven chapter 11 filings have appeared in the Troubled Company Reporter since Apr. 18, 2005. Encycle/Texas, Inc. (Bankr. S.D. Tex. Case No. 05-21304), Encycle, Inc., and ASARCO Consulting, Inc. (Bankr. S.D. Tex. Case No. 05- 21346) also filed for chapter 11 protection, and ASARCO has asked that the three subsidiary cases be jointly administered with its chapter 11 case. On Oct. 24, 2005, Encycle/Texas' case was converted to a Chapter 7 liquidation proceeding. The Court appointed Michael Boudloche as Encycle/Texas, Inc.'s Chapter 7 Trustee. Michael B. Schmidt, Esq., and John Vardeman, Esq., at Law Offices of Michael B. Schmidt represent the Chapter 7 Trustee. ASARCO's affiliates, AR Sacaton LLC, Southern Peru Holdings LLC, and ASARCO Exploration Company Inc., filed for chapter 11 protection on Dec. 12, 2006 (Bankr. S.D. Tex. Case No. 06-20774 to 06-20776). The Debtors' exclusive period to file a plan expires on Feb. 11, 2008. (ASARCO Bankruptcy News, Issue No. 61; Bankruptcy Creditors' Service, Inc., http://bankrupt.com/newsstand/or 215/945-7000). BOMBAY COMPANY: Files Operating Report for September 20-30, 2007 ---------------------------------------------------------------- For the period Sept. 20, 2007, through Oct. 31, 2007, The Bombay Company Inc. generated net revenues of $54,215,491 and net loss of $11,598,491. Cash at the beginning of the period was $881,175. Total cash receipts for the month were $15,543,730. Total disbursements for the month were $16,424,905, and total cash used for the period Sept. 20 to 30, 2007, were $881,175, and zero cash at the end of the month of September 2007. The Debtor's balance sheet as of Oct. 31, 2007, showed total assets of $173,829,898, total prepetition liabilities of $152,960,939, and total equity of $20,868,959. A full-text copy of the company's October 2007 monthly operating report is available for free at: http://ResearchArchives.com/t/s?265e About Bombay Company Based in Fort Worth, Texas, The Bombay Company Inc., (OTC Bulletin Board: BBAO) -- http://www.bombaycompany.com/-- designs, sources and markets a unique line of home accessories, wall decor and furniture through 384 retail outlets and the Internet in the U.S. and internationally, including Cayman Islands. The company and five of its debtor-affiliates filed for Chapter 11 protection on Sept. 20, 2007 (Bankr. N.D. Tex. Lead Case No. 07-44084). Robert D. Albergotti, Esq., John D. Penn, Esq., Ian T. Peck, Esq., and Jason B. Binford, Esq., at Haynes and Boone, LLP, represent the Debtors. Attorneys at Cooley, Godward, Kronish LLP act as counsel for the Official Committee of Unsecured Creditors. Forshey & Prostok LLP is the Committee's local counsel. As of May 5, 2007, the Debtors listed total assets of $239,400,000 and total debts of $173,400,000. BOMBAY COMPANY: Files Operating Report for October 1-31, 2007 ------------------------------------------------------------- For the period Oct. 1, 2007, through Oct. 31, 2007, The Bombay Company Inc. and its debtor-affiliates generated net revenues of $54,215,491 and net loss of $11,598,491. Cash at the beginning of the month of October 2007 was zero. Total cash receipts for the month were $27,253,625. Total disbursements for the month were $23,485,480, and cash at the end of the month of $3,768,145 for October 2007. The Debtors' balance sheet as of Oct. 31, 2007, showed total assets of $187,189,162, total postpetition liabilities of $108,392,952, total prepetition liabilities of $69,522,623, and total equity of $9,273,587. A full-text copy of the company's October 2007 monthly operating report is available for free at: http://ResearchArchives.com/t/s?265e About Bombay Company Based in Fort Worth, Texas, The Bombay Company Inc., (OTC Bulletin Board: BBAO) -- http://www.bombaycompany.com/-- designs, sources and markets a unique line of home accessories, wall decor and furniture through 384 retail outlets and the Internet in the U.S. and internationally, including Cayman Islands. The company and five of its debtor-affiliates filed for Chapter 11 protection on Sept. 20, 2007 (Bankr. N.D. Tex. Lead Case No. 07-44084). Robert D. Albergotti, Esq., John D. Penn, Esq., Ian T. Peck, Esq., and Jason B. Binford, Esq., at Haynes and Boone, LLP, represent the Debtors. Attorneys at Cooley, Godward, Kronish LLP act as counsel for the Official Committee of Unsecured Creditors. Forshey & Prostok LLP is the Committee's local counsel. As of May 5, 2007, the Debtors listed total assets of $239,400,000 and total debts of $173,400,000. DANA CORPORATION: Earns $18,000,000 in Month Ended October 31 ------------------------------------------------------------- Dana Corporation Unaudited Condensed Balance Sheet As of October 31, 2007 ASSETS CURRENT ASSETS Cash and cash equivalent assets $1,182,000,000 Accounts receivable Trade 1,373,000,000 Other 315,000,000 Inventories 859,000,000 Assets of discontinued operations 46,000,000 Other current assets 159,000,000 --------------- Total current assets 3,934,000,000 Investments in equity affiliates 432,000,000 Net property, plant and equipment 1,764,000,000 Other noncurrent assets 1,065,000,000 --------------- TOTAL ASSETS $7,195,000,000 =============== LIABILITY AND SHAREHOLDERS' DEFICIT CURRENT LIABILITIES DIP Financing $900,000,000 Notes payable, including current portion of long-term debt 163,000,000 Accounts payable 1,113,000,000 Liabilities of discontinued operations 18,000,000 Other accrued liabilities 876,000,000 Total current liabilities 3,070,000,000 Liabilities subject to compromise 3,997,000,000 Deferred employee benefits and other non-current liabilities 501,000,000 Long-term debt 13,000,000 Minority interest in consolidated subsidiaries 97,000,000 Total liabilities 7,678,000,000 Shareholder' equity (deficit) (483,000,000) --------------- TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY $7,195,000,000 =============== Dana Corporation Unaudited Condensed Statement of Operations For the Month Ended October 31, 2007 Net Sales $799,000,000 Costs and expenses Costs of sales 738,000,000 Selling, general and administrative expenses 31,000,000 Realignment charges 5,000,000 Other income, net 25,000,000 --------------- Income (loss) from operations 50,000,000 Interest expense 10,000,000 Reorganization charges 7,000,000 --------------- Income (loss) before income taxes 33,000,000 Income tax (expense) benefit 12,000,000 Minority interest 1,000,000 Equity in earnings of affiliates (5,000,000) --------------- Income (loss) before continuing operations 20,000,000 Income (loss) from discontinued operations (2,000,000) --------------- Net income (loss) $18,000,000 =============== Dana Corporation Unaudited Condensed Statement of Cash Flow For the Month Ended October 31, 2007 OPERATING ACTIVITIES Net income (loss) $18,000,000 Depreciation and amortization 22,000,000 Loss on sale of business 0 Non-cash portion of U.K. pension charge 0 Decrease (increase) in working capital 24,000,000 Unremitted equity earnings in affiliates 0 Reorganization items, net of payments 1,000,000 Other (8,000,000) --------------- Net cash flow provided by (used for) operating activities 57,000,000 INVESTING ACTIVITIES Purchases of property, plant and equipment (26,000,000) Proceeds from sale of assets 0 Other 19,000,000 --------------- Net cash flow provided by (used for) investing activities (7,000,000) FINANCING ACTIVITIES Net change in short-term debt (3,000,000) Proceeds from European securitization program 100,000,000 Proceeds from DIP facility 0 Net cash flow provided by (used for) financing activities 97,000,000 --------------- Net increase in cash equivalents 147,000,000 Cash and cash equivalents, beginning of period 1,035,000,000 --------------- Cash and cash equivalents, end of period $1,182,000,000 =============== Headquartered in Toledo, Ohio, Dana Corporation -- http://www.dana.com/-- designs and manufactures products for every major vehicle producer in the world, and supplies drivetrain, chassis, structural, and engine technologies to those companies. Dana employs 46,000 people in 28 countries. Dana is focused on being an essential partner to automotive, commercial, and off-highway vehicle customers, which collectively produce more than 60 million vehicles annually. Dana has facilities in China in the Asia-Pacific, Argentina in the Latin-American regions and Italy in Europe. The company and its affiliates filed for chapter 11 protection on March 3, 2006 (Bankr. S.D.N.Y. Case No. 06-10354). As of Aug. 31, 2007, the Debtors listed US$6,878,000,000 in total assets and $7,551,000,000 in total debts resulting in a total shareholders' deficit of $673,000,000. Corinne Ball, Esq., and Richard H. Engman, Esq., at Jones Day, in Manhattan and Heather Lennox, Esq., Jeffrey B. Ellman, Esq., Carl E. Black, Esq., and Ryan T. Routh, Esq., at Jones Day in Cleveland, Ohio, represent the Debtors. Henry S. Miller at Miller Buckfire & Co., LLC, serves as the Debtors' financial advisor and investment banker. Ted Stenger from AlixPartners serves as Dana's Chief Restructuring Officer. Thomas Moers Mayer, Esq., at Kramer Levin Naftalis & Frankel LLP, represents the Official Committee of Unsecured Creditors. Fried, Frank, Harris, Shriver & Jacobson, LLP serves as counsel to the Official Committee of Equity Security Holders. Stahl Cowen Crowley, LLC serves as counsel to the Official Committee of Non-Union Retirees. The Debtors filed their Joint Plan of Reorganization on Aug. 31, 2007. On Oct. 23, 2007, the Court approved the adequacy of the Disclosure Statement explaining their Plan. During a confirmation hearing on Dec. 12, 2007, for Dana's case, the Honorable Burton R. Lifland said he will "entertain an appropriate order of confirmation" with respect to the company's plan of reorganization. The judge ruled that all chapter 11 requirements for confirmation have been satisfied. The company is expected to submit the order of confirmation by Dec. 21, 2007. The company is positioned to emerge from bankruptcy by the end of January 2008. (Dana Corporation Bankruptcy News, Issue No. 64; Bankruptcy Creditors' Service Inc., http://bankrupt.com/newsstand/or 215/945-7000). DELPHI CORPORATION: Incurs $28 Million Net Loss in October 2007 --------------------------------------------------------------- Delphi Corporation, et al. Unaudited Consolidated Balance Sheet As of October 31, 2007 (In Millions) ASSETS Current assets: Cash and cash equivalents - Restricted cash $143 Accounts receivable, net: General Motors and affiliates 1,470 Other third parties 997 Non-Debtor affiliates 250 Notes receivable from non-Debtor affiliates 287 Inventories, net: Productive material, work-in-process & supplies 853 Finished goods 225 Other current assets 377 -------- TOTAL CURRENT ASSETS 4,602 Long-term assets: Property, net 1,768 Investment in affiliates 378 Investments in non-Debtor affiliates 4,162 Goodwill 152 Other intangible assets 26 Other 551 -------- TOTAL LONG-TERM ASSETS 7,037 -------- TOTAL ASSETS $11,639 ======== LIABILITIES AND STOCKHOLDERS' DEFICIT Current liabilities not subject to compromise: Debtor-in-possession financing $3,231 Accounts payable 1,292 Accounts payable to non-Debtor affiliates 654 Accrued liabilities 1,347 Notes payable to non-Debtor affiliates 66 -------- TOTAL CURRENT LIABILITIES 6,590 Long-term liabilities not subject to compromise: Employee benefit plan obligations and other 1,137 Liabilities subject to compromise 16,971 -------- TOTAL LIABILITIES 24,698 Stockholders' deficit: TOTAL STOCKHOLDERS' DEFICIT (13,059) -------- TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT $11,639 ======== Delphi Corporation, et al. Unaudited Consolidated Statement of Operations Month Ended October 31, 2007 (In Millions) Net sales: General Motors and affiliates $782 Other customers 508 Non-Debtor affiliates 54 -------- Total net sales 1,344 -------- Operating expenses: Cost of sales 1,260 U.S. employee workforce transition program charges 14 Long-lived asset impairment charges - Depreciation and amortization 46 Selling, general and administrative 84 Securities & ERISA litigation charge - -------- Total operating expenses 1,404 -------- Operating loss (60) Interest expense (36) Loss on extinguishment of debt - Other (expense) income, net (6) Reorganization items (11) Income tax benefit (expense) 1 Equity income from non-consolidated affiliates 5 Equity income from non-Debtor affiliates 79 -------- NET INCOME (LOSS) ($28) ======== Delphi Corporation, et al. Unaudited Consolidated Statement of Cash Flows Month Ended October 31, 2007 (In Millions) Cash flows from operating activities: Net loss ($28) Adjustments to reconcile net loss to net cash provided by operating activities: Depreciation and amortization 46 Deferred income taxes 1 Pension and other postretirement benefit expenses 62 Equity income from unconsolidated affiliates (5) Equity income from non-Debtor affiliates (79) Reorganization items 11 U.S. employee workforce transition program charges 14 Changes in operating assets and liabilities: Accounts receivable, net 86 Inventories, net 32 Other assets 12 Accounts payable, accrued and other long-term debts 8 U.S. employee workforce transition program payments (155) Other postretirement benefit payments (22) Pension contributions (51) Payments for reorganization items (2) Other 2 -------- Net cash used in operating activities (68) Cash flows from investing activities: Capital expenditures (34) Proceeds from divestitures 12 Increase in restricted cash (20) Other (1) -------- Net cash used in investing activities (43) Cash flows from financing activities: Net proceeds from DIP facility 5 Repayments on borrowings from non-Debtor affiliates (1) -------- Net cash used in financing activities 4 -------- Decrease in cash and cash equivalents (107) Cash and cash equivalents at beginning of period 107 -------- Cash and cash equivalents at end of period $0 ======== Headquartered in Troy, Michigan, Delphi Corporation (OTC: DPHIQ) -- http://www.delphi.com/-- is the single supplier of vehicle electronics, transportation components, integrated systems and modules, and other electronic technology. The company's technology and products are present in more than 75 million vehicles on the road worldwide. Delphi has regional headquarters in Japan, Brazil and France. The company filed for chapter 11 protection on Oct. 8, 2005 (Bankr. S.D.N.Y. Lead Case No. 05-44481). John Wm. Butler Jr., Esq., John K. Lyons, Esq., and Ron E. Meisler, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP, represent the Debtors in their restructuring efforts. Robert J. Rosenberg, Esq., Mitchell A. Seider, Esq., and Mark A. Broude, Esq., at Latham & Watkins LLP, represents the Official Committee of Unsecured Creditors. As of March 31, 2007, the Debtors' balance sheet showed $11,446,000,000 in total assets and US$23,851,000,000 in total debts. The Debtors' exclusive plan-filing period expires on Dec. 31, 2007. On Sept. 6, 2007, the Debtors filed their Chapter 11 Plan of Reorganization and a Disclosure Statement explaining that Plan. (Delphi Bankruptcy News, Issue No. 99; Bankruptcy Creditors' Service Inc., http://bankrupt.com/newsstand/or 215/945-7000) INTERSTATE BAKERIES: Posts $18,059,734 Net Loss in October 2007 --------------------------------------------------------------- Interstate Bakeries Corporation reported net sales of $217,100,000 and net loss of $18,100,000 for the four-week period ended Oct. 20, 2007. As of October 20, the Debtors reported a $75,200,000 cash and a $60,300,000 credit facility available for borrowing. IBC has incurred a much larger monthly loss triggered by certain costs and expenses tied to the planned closure of four bakeries in Southern California, the Associated Press says. IBC said in August it would exit the bread market in Southern California, closing four plants and laying off about 1,300 people by the end of October. The company said it recorded severance and other costs of more than $7,000,000. In November, IBC lost about $7,700,000 on sales of $220,800,000, which sales total is the lowest since it reported $204,000,000 in January, and the third-lowest since the Petition Date. Costs of goods sold and other operating expenses during the reporting period decreased 3.3% from the previous month to $216,100,000. Interstate Bakeries Corporation and Subsidiaries Unaudited Consolidated Monthly Operating Report Four Weeks Ended October 2007 REVENUE: Gross Income $217,134,453 Less Cost of Goods Sold Ingredients, Packaging & Outside Purchasing 55,450,350 Direct & Indirect Labor 38,469,393 Overhead & Production Administration 11,709,126 ------------- Total Cost of Goods Sold 105,628,869 ------------- Gross Profit 111,505,584 ------------- OPERATING EXPENSES Owner-Draws/Salaries - Selling & Delivery Employee Salaries 51,443,292 Advertising and Marketing 2,404,155 Insurance (Property, Casualty, & Medical) 11,544,126 Payroll Taxes 4,405,480 Lease and Rent 2,925,500 Telephone and Utilities 1,075,299 Corporate Expense (Including Salaries) 7,497,900 Other Expenses 29,178,386 ------------- Total Operating Expenses 110,474,138 ------------- EBITDA 1,031,446 Restructuring & Reorganization Charges 10,345,482 Depreciation and Amortization 5,121,407 Abandonment 142,314 Property & Equipment Impairment - Other( Income)/Expense 60,966 Gain/Loss Sale of Property - Interest Expense 3,757,014 ------------- Operating Income (Loss) (18,395,737) Income Tax Expense (Benefit) (336,003) ------------- NET Income (Loss) (18,059,734) CURRENT ASSETS Accounts Receivable at end of period $138,235,830 Increase (Dec.) in Accounts Receivable (2,514,811) Inventory at end of period 56,722,913 Increase (Decrease) in Inventory for period (5,052,067) Cash at end of period 75,195,191 Increase (Decrease) in Cash for period 4,610,305 Restricted Cash 18,249,382 Increase (Dec.) in Restricted Cash for period 86,333 LIABILITIES Increase (Decrease) in Liabilities Not Subject to Compromise 10,651,051 Increase (Decrease) in Liabilities 171,992 Subject to Compromise Taxes payable: Federal Payroll Taxes 4,938,295 State/Local Payroll Taxes 3,160,037 State Sales Taxes 276,615 Real Estate and Personal Property Taxes 7,938,509 Other 3,384,137 ------------- Total Taxes Payable 19,697,593 ============= Headquartered in Kansas City, Missouri, Interstate Bakeries Corporation is a wholesale baker and distributor of fresh-baked bread and sweet goods, under various national brand names, including Wonder(R), Baker's Inn(R), Merita(R), Hostess(R) and Drake's(R). Currently, IBC employs more than 25,000 people and operates 45 bakeries, as well as approximately 800 distribution centers and approximately 800 bakery outlets throughout the country. The company and seven of its debtor-affiliates filed for chapter 11 protection on Sept. 22, 2004 (Bankr. W.D. Mo. Case No. 04- 45814). J. Eric Ivester, Esq., and Samuel S. Ory, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP represent the Debtors in their restructuring efforts. When the Debtors filed for protection from their creditors, they listed $1,626,425,000 in total assets and $1,321,713,000 (excluding the $100,000,000 issue of 6% senior subordinated convertible notes due Aug. 15, 2014) in total debts. The Debtors' filed their Chapter 11 Plan and Disclosure Statement on Nov. 5, 2007. Their exclusive period to file a chapter 11 plan expired on November 8. The Debtors have been been actively seeking higher and better offers to the proposed financing and plan support agreements and received interest from multiple parties regarding the opportunity to invest in the company. The deadline for investors to submit initial bids was on November 28 and deadline to submit final bids is on Jan. 15, 2008. (Interstate Bakeries Bankruptcy News, Issue No. 79; Bankruptcy Creditors' Service Inc., http://bankrupt.com/newsstand/or 215/945-7000). LEVITT AND SONS: 32 Affiliates File Schedules of Assets and Debts ----------------------------------------------------------------- Thirty-two debtor-affiliates and subsidiaries of Levitt & Sons LLC separately delivered to the U.S. Bankruptcy Court for the Southern District of Florida copies of their unaudited schedules of assets and liabilities, as prepared by their management pursuant to Section 521 of the Bankruptcy Code and Rule 1007 of the Federal Rules of Bankruptcy Procedure. The 32 Debtor-Affiliates are: * Levitt and Sons of Flagler County, LLC, * Levitt and Sons of Horry County, LLC, * Levitt and Sons at World Golf Village, LLC, * Levitt and Sons of Nashville, LLC, * Levitt and Sons of South Carolina, LLC, * Levitt Industries, LLC, * Levitt Homes Bellaggio Partners, LLC, * Levitt Construction Georgia, LLC, * Levitt and Sons at Hunter's Creek, LLC, * Levitt and Sons of Tennessee, LLC, * Levitt and Sons of Georgia, LLC, * Levitt and Sons of Lee County, LLC, * Levitt and Sons of Seminole County, LLC, * Bowden Building Corporation, * Levitt Homes, LLC, * Levitt and Sons of Cherokee County, LLC, * Levitt and Sons of Osceola County, LLC, * Levitt and Sons of Paulding County, LLC, * Levitt and Sons of Hall County, LLC, * Levitt and Sons of Shelby County, LLC, * Regency Hills by Levitt and Sons, LLC, * Cascades by Levitt and Sons, LLC, * BankAtlantic Venture Partners 5, LLC, * Avalon Park by Levitt and Sons, LLC, * Summerport by Levitt and Sons, LLC, * Magnolia Lakes by Levitt and Sons, LLC, * Bellaggio by Levitt and Sons, LLC, * Levitt Construction-East, LLC, * Levitt Construction Corp. - East, * Levitt GP, LLC, * LEV-BRN, LLC, and * Levitt Construction - South Carolina, LLC. Lawrence E. Young, the Debtors' chief restructuring officer, states that although reasonable efforts were made to ensure that the Schedules and Statements are as accurate and complete as possible based on available information at the time of preparation, subsequent information or discovery may result in material changes, and inadvertent errors or omissions may exist. The Debtor-Affiliates disclosed each of their total assets and liabilities as of Sept. 30, 2007: 1. LAS Flagler County The Debtor reported a total of $4,500,148 in various land and houseline properties, and $103,867,340 in total liabilities, comprising of: -- Bank of America's unsecured claim for $103,859,044; and -- unsecured non-priority claims filed by Arcadis G & M Inc. for $6,470; BI Land LLC for $700; and Environmental Resource Solutions Inc. for 1,126. 2. LAS Horry County The Debtor has $26,046,149 total assets from various land and houseline properties, plus a $1,000 cash on hand, $1,500 security deposit, and $28,976 of accounts receivable. LAS Horry County is owed a total of $111,505,878 to certain creditors, consisting of a $103,669,834 secured claim by Wachovia Bank, $3,478,364 of unsecured priority claims, and $4,114,135 and $243,545 of unsecured non-priority claims. 3. Regency Hills Regency Hills disclosed total assets of $2,855,492, consisting of $2,828,544 in various land and houseline properties, $2,052 security deposit and $24,896 accounts receivable. It is owed a total of $1,783,003 to: * creditors holding secured claims - $1,091,849 * creditors holding unsecured priority claims - $535,181 * creditors holding unsecured non-priority claims - $155,973 4. LAS World Golf Village The Debtor reported an aggregate assets of $10,697,313 as of September 30, composed of $10,657,373 in various land and houseline properties and $39,940 of accounts receivable. It has $14,447,835 in total liabilities, asserted by Secured Claimants ($8,806,673), Unsecured Priority Claimants ($2,343,582), and Unsecured Non-Priority Claimants ($3,264,171 in trade payable and $33,409 in retention. 5. LAS Cascades LAS Cascades reported that it has $524,392 in total assets, which are various land and houseline properties for $523,540, a $300 cash on hand, and $552 of accounts receivable. Unsecured Priority Claimants assert $28,750 against LAS Cascades, while Unsecured Non-Priority Claimants are seeking $145,745 of trade payable and $184,495 retention. 6. LAS Nashville LAS Nashville disclosed that it holds $3,108 in total assets from prepaids. The Debtor also reported an aggregate of $24,734,018 in liabilities from Regions Bank as of the Initial Petition Date, with an interest calculation through November 1. 7. Avalon Park The Debtor reported $407,622 in total assets, representing (i) $381,760 from various land and houseline properties, and (ii) $25,862 accounts receivable from personal properties. As to its debts, Avalon Park disclosed a total of $298,586 trade payables, comprising of unsecured claims by Cloud 9 Svcs Inc. for $26,267, Southern Skid Steer Inc. for 10,000, and Sunshine Kitchens Inc. for $186,643. 8. LAS South Carolina This affiliate disclosed that it holds a $98,107 cash balance of City National Bank as of Nov. 9, with respect to consumer deposit escrow. The Debtor owes $174,834 to its employees holding unsecured claims: Employee Claim Amount -------- ------------ Barbara McDonald $10,044 Buck Gladden 61,168 Charles Wilson 1,670 Christine Rosow 533 Mary Lee Bennett 5,717 Michael Allen 7,655 Michael Walker 736 Rebecca Bennett 1,756 Robert Daurity 78,562 Roy Myers 6,992 9. Summerport Summerport reported a total of $66,201 debts to unsecured claimants, and $952 accounts receivable from: F&F Concrete Finishing Inc. $450 H&H stucco & Stone 65 Seaborn Construction Inc. 77 Tem Aluminum Inc. 300 V&V Const Svcs Inc. 60 10. Magnolia Lakes This affiliate said it has a $36 account receivable from Zephyrhills, and owes traders Neopost and Sunshine Kitchens Inc. $575 and $9,336, respectively. 11. Bellagio Bellagio holds zero assets but disclosed a total of $967,918 debts, representing $1,907 in unsecured non-priority claims and $966,011 by Wachovia Bank, with an interest calculation through November 1. 12. Levitt Construction-East The Debtor has zero assets as of September 30, but owes Bank of America $103,859,044 in total debts. 13. Levitt Construction Corp. - East The Debtor reported zero liabilities but has an aggregate of $20,00 cash balance from Bank of America, as of November 9. 14. LAS Hunter's Creek This affiliate has accounts receivable totaling $2,005, from Cast Crete Corp., Orlando Decorative Concrete Inc. - Central Florida, and Thunder Drywall Corp. - Central Florida. The creditors of LAS Hunter's Creek hold a total of $103,906,448 in unsecured nonpriority claims against the Debtor. Bank of America holds $103,859,044 of the total amount; trade payable, $44,688; and retention, $2,716. 15. LAS Tennessee LAS Tennessee has an aggregate of $1,000,834 in checking, savings or other financial accounts with City National Bank and Wachovia. The value of the Debtor's stocks and interests is undetermined. Certain of LAS Tennessee's employees hold a total of $227,620 in unsecured nonpriority claims. These employees include: -- Cara Baker, $49,135; -- Debbie Olds, $30,852; -- Ernest Jennings, $24,118; -- John McKeigney, $54,274; -- Robert Frost, $34,933; and -- Virginia Stanfield, $19,336. 16. LAS Georgia LAS Georgia scheduled a total of $457,627 in assets. It has $260,527 in checking, savings or other financial accounts with City National Bank. The Debtor also has $11,072 of prepaid security deposits with public utilities, telephone companies, landlords and others. The value of LAS Georgia's stocks and interests in incorporated and unincorporated businesses are undetermined. These are: -- 100% interest in Levitt and Sons of Cherokee County, LLC; -- 100% interest in Levitt and Sons of Hall County, LLC; -- 40% interest in Levitt Title, LLC; -- 100% interest in Levitt and Sons of Paulding County; -- 100% interest in Levitt and Sons Realty Georgia, LLC; and -- 100% interest in Levitt Construction Georgia. LAS Georgia also has office equipment, furnishings and supplies valued at: -- furniture and fixtures, $81,682; -- hardware, $79,872; and -- leasehold improvements, $21,974. The Debtor disclosed a total of $230,216 in liabilities from creditors holding unsecured nonpriority claims. Trade payable creditors hold $53,934, while certain employees hold an aggregate of $176,283. Among these creditors are: -- Rochester & Associates, Inc., $13,001; -- Hyphen Solutions Ltd., $12,399; -- Brian McCardle, $17,771; -- David McGee, $36,383; -- Glenda Morgan, $60,656; and -- Sharon Chase, $18,722. 17. LAS Lee County The Debtor scheduled a total of $16,952,852 in assets, and $96,797,674 in liabilities. The bulk of the assets are from various land and houseline property currently valued at $16,947,097. The Debtor also has $1,000 in petty cash, and $4,755 in accounts receivable from Blake Stucco Contracting, Jade Home Decor Inc. - Central Florida, Southern Building Products, T & M Portable Restrooms Inc., and Trimtech West Inc. KeyBank holds an aggregate of $96,478,909 of secured claim against LAS Lee County. Rachel Minard holds a $7,550 unsecured priority claim, and Barbara Sherrill holds $12,550, against the Debtor. Unsecured nonpriority claims total $293,515. These are from: -- Trade payable creditors, $278,565; -- Melco Electric LLC, undetermined; -- Superior Pools Spas and Waterfa, $14,951; and -- Commission payable creditors, $0. The trade payable creditors include: -- Ehc Inc., $24,950; -- Juniper Landscaping Inc., $59,965; -- Royal Const Group Inc., d/b/a Royal Pavers, $23,073; and -- Carter Pritchett Advertising Inc., $13,770. 18. LAS Seminole County This Debtor-affiliate scheduled an aggregate of $15,228,715 in assets and $104,832,903 in liabilities. Various land and houseline properties with a current value of $14,989,745 comprise the majority of LAS Seminole County's assets. Accounts receivables from 84 Lumber Co. LP - Central Florida, A 1 Building Components, A Better Choice Plumbing, Belanger Construction Central Florida, Creative Mailbox & Sign Central Florida, Don Kings Concrete Central Florida, JCI Painting Corp & Ma Bruder & Sons, KC Framing Central Florida, and Savage Metal Inc. Central Florida total $238,970. Bank of America holds an aggregate of $103,859,044 in secured claims against LAS Seminole County. Creditors holding unsecured priority claims -- customer deposits -- assert $138,452 against the Debtor. Creditors holding unsecured nonpriority claims totaling $814,074, include: -- Common Grounds Inc., $138,171; -- Jr Davis Construction Co. Inc., $95,700; -- Straight Up Fence, $45,514; -- Vergason Sojourner & Mcwaters Inc., $39,971; -- Rikmar Construction Central Florida, $25,793; and -- Advanced Pool Technologies Inc., $14,346. 19. Bowden Bowden reported a total of $23,542,602 in assets, and $26,968,099 in liabilities. The Debtor's various land and houseline property have a current value of $23,233,180. The other assets consists of office equipment, furnishings and supplies, $142,448; and other personal property, $166,973. Financial Federal and Regions Bank hold secured claims against Bowden for $217,615 and $24,734,018, respectively. Creditors holding unsecured priority claims, totaling $84,700, include: -- City of Germantown, $736; -- April Hubbard, $2,074; -- Clyde Pinkston, $2,450; -- Christian Clemons, $2,450; -- David Truong, $2,450; and -- Jeff Norrid, $2,261. Creditors holding unsecured nonpriority claims aggregating $1,931,765, include: -- Jack M Otto Electric, $130,461; -- Millington Floor Cov Inc., $202,232; -- Thrifty Building Supply, $124,701; -- Woodson & Bozeman Inc., $110,378; -- Boral Bricks Inc., $131,841; -- Christenson Sash & Door, $131,161; and -- Acme Brick Co., $66,623. 20. Levitt Homes The Debtor scheduled $935,877 in assets, and $803,721 in liabilities, in the aggregate. The assets consist of: -- petty cash, $1,500; -- checking, savings or other financial accounts with Bank of America, $6,938; -- accounts receivable from Sunshine Kitchens, $310; -- automobile, $23,726; -- computer software, $127,885; -- furniture and fixtures, $14,010; -- hardware, $641,667; -- other equipment, $118,202; and -- machinery, $1,639. Creditors holding an aggregate of $803,721 of unsecured nonpriority claims include: -- King Painting Contractors, $67,199; -- Real Foundations, $76,087; -- Steams Weaver Miller, $75,387; -- Mactec Engineering and Consulting Inc., $46,673; -- Blattner Brunner Inc., $88,843; -- Richard A. Heaston, $45,000; and -- TriCounty Drywall Svcs Inc., $28,128. 21. LAS Cherokee County This Debtor-affiliate scheduled a total of $35,500,441 in assets, and $112,708,713 in liabilities. The assets include: -- various land and houseline property, $35,491,613; -- petty cash, $750; and -- accounts receivable from Contractors Svcs Corp., Infinitee Communications, Pixelcreek Technologies, and Quality Sod, totaling $8,078. Wachovia Bank holds $103,669,834 in secured claims against LAS Cherokee County. Unsecured priority claims aggregate $1,752,602. Claimants include: -- City of Canton, $26,312; -- Dan and Diane Adcock, $37,926; -- Edward and Linda Stickler, $59,543; -- Dan and Helen Casey, $47,279; -- Mark and Myra Witten, $70,577; -- Robert and Julie Condella, $48,007; and -- Carol R. Horowitz, $40,251. Creditors holding an aggregate of $7,286,277 in unsecured nonpriority claims include: -- Aaa Painting, $155,440; -- American Woodmark Corp., $101,793; -- Barlow Paving Co. Inc., $336,628; -- C & C Ripoll Masonry of Georgia LLC, $277,198; -- Coleman Floor Co Georgia, $176,673; -- Copper Electric Inc., $100,388; -- Strack Inc., $583,426; -- Georgia Floors Inc., $272,864; and -- J B Stevens Construction Co Inc., $1,176,747. 22. LAS Osceola County The Debtor scheduled assets totaling $14,446,996, and liabilities totaling $105,680,555. The assets include: -- various land and houseline property, $14,399,799; -- prepaid deposits with public utilities, telephone companies, landlords and others, $4,340; and -- accounts receivable from Almendarez Brothers Construction Inc Cf, Charles M Clark Inc., Dld Construction Inc Central Florida, and Superior Trim & Door Central Florida totaling $42,856. Bank of America has a $103,859,044 secured claim against LAS Osceola County. Among the creditors holding unsecured priority claims aggregating $420,916 are: -- City of St. Cloud, $11,040; -- Victor M. and Magda C. Aguilar, $31,598; -- Michael and Laura Block, $18,655; -- Penates Ventures, $12,619; -- Barbara J. Van Buskirk, $12,233; and -- Hani Samaan, $12,238. Creditors holding unsecured claims aggregating $1,400,596 against LAS Osceola County include: -- Jr Davis Construction Co Inc., $340,243; -- R & W Maintenance Inc. Central Florida, $92,248; -- Coleman Floors Central Florida, $115,551; -- Common Grounds Inc., $56,560; -- Concepts In Greenery Inc., $56,118; -- M & N Construction Inc. Central Florida, $53,325; -- Southern Style Construction Inc. Central Florida, $42,104; -- Impire Corp., $44,605; and -- American Door & Mill Co. Central Florida, $78,689. 23. LAS Paulding County The Debtor scheduled total assets of $28,975,370 and total liabilities of $106,083,828. Included in the total assets are: -- various land and houseline property, $28,900,070; -- petty cash, $300; and -- security deposits with public utilities, telephone companies, landlords and others, $75,000. Paulding County has a $102,422 secured claim, and Wachovia Bank has a $103,669,834 secured claim, against LAS Paulding County. Steve and Marty Stahlman hold unsecured priority claims against the Debtor totaling $16,636. Creditors holding unsecured nonpriority claims aggregating $2,294,936 include: -- Aiken Grading Inc., $519,044; -- Strack Inc., $1,398,589; -- Tippins Contracting Co. Inc., $88,606; and -- Barlow Paving Co Inc., $45,678. 24. LAS Hall County The Debtor scheduled assets totaling $42,638,693, and liabilities totaling 4109,884,237. The assets consist of: -- various land and houseline property, $42,638,193; and -- petty cash, $500. Secured claims against the Debtor total $103,669,834, held by Wachovia Bank. Unsecured priority claims total $1,718,336. Creditors include: -- William and Dianne Harris, $52,287; -- Christie Garrett, $46,627; -- Joseph D'Alessandro, $69,041; -- Ray and Mary Jane Medina, $59,331; -- Bruce and Eileen Gonzalez, $62,132; and -- Richard and Melissa Gloor, $54,742. Unsecured non-priority claims total $4,496,066. Among these creditors are: -- Coffman Grading Inc., $612,972; -- Dilbeck Dryall Inc., $108,567; -- Georgia Floors Inc., $309,511; -- Hd Supply Const Supply Lumber, $168,888; -- Hogan Construction Inc., $110,822; -- Lanier Contracting Co., $252,583; -- Redmont Landscape, $216,393; -- Strack Inc., $145,274; -- Quality Construction, $285,139; and -- Sunbelt Asphalt Surfaces, $321,138. 25. LAS Shelby County The Debtor disclosed a total of $9,163,919 in assets consisting of various land and houseline properties, and $24,782,846 in total debts. Regions Bank holds secured claims against LAS Shelby County totaling $24,734,018. Creditors holding unsecured priority claims, aggregating $48,828, include: -- Elbert Mangum, $9,399; -- Tony Bailey, $2,722; -- Rodney Swindle, $3,555; -- Durwin Taylor, $3,500; and -- Michale Dunn, $3,111. Levitt Industries, Levitt Homes, Levitt Construction Georgia, BankAtlantic, Levitt GP, LEV-BRN and Levitt Construction South Carolina indicated zero assets and liabilities in their respective Schedules. About Levitt and Sons Based in Fort Lauderdale, Florida, Levitt and Sons LLC -- http://www.levittandsons.com/-- is the homebuilding subsidiary of Levitt Corporation (NYSE:LEV). Levitt Corp. -- http://www.levittcorporation.com/-- together with its subsidiaries, operates as a homebuilding and real estate development company in the southeastern United States. The company operates in two divisions, homebuilding and land. The homebuilding division primarily develops single and multi-family homes for adults and families in Florida, Georgia, Tennessee, and South Carolina. The land division engages in the development of master-planned communities in Florida and South Carolina. Levitt and Sons LLC and 38 of its homebuilding affiliates filed for Chapter 11 protection on Nov. 9, 2007 (Bankr. S.D. Fla. Lead Case No. 07-19845). Paul Singerman, Esq. and Jordi Guso, Esq., at Berger Singerman, P.A., represent the Debtors in their restructuring efforts. The Debtors chose AP Services, LLC as their crisis managers, and Kurtzman Carson Consultants, LLC as their claims and noticing agent. Levitt Corp., the parent company, is not included in the bankruptcy filing. The Debtors' latest consolidated financial condition as of Sept. 30, 2007 reflect total assets of $900,392,000, and total liabilities of $780,969,000. (Levitt and Sons Bankruptcy News, Issue No. 7; Bankruptcy Creditors' Service Inc.; http://bankrupt.com/newsstand/or 215/945-7000) The Debtors' exclusive plan filing period expires on March 8, 2008. MOVIE GALLERY: Hollywood Ent. Files Schedules of Assets and Debts ----------------------------------------------------------------- Hollywood Entertainment Corporation, debtor-affiliate of Movie Gallery Inc., filed with the U.S. Bankruptcy Court for the Eastern District of Virginia its schedules of assets and liabilities, disclosing: A. Real Property $0 B. Personal Property B.1 Cash on hand 7,705,120 B.2 Bank Accounts Undetermined B.3 Security Deposit San Bruno 29,571 Purple/DC/Silverspring/New Hamphsire 23,500 Freeport Farms 20,000 Beaverton 11,812 Vallejo #1 10,850 Rose City 10,625 Cap. Hill 10,565 Los Angeles 10,000 Rocky's/Balt/Bthsda/Hampden 10,000 Las Vegas #2 10,000 Newk/Hackensack/So. River 10,000 Albany/Central Ave. 10,000 FWilsonville/Bus/Cntr 9,767 Vacaville 9,015 Ral.Hills 9,023 Olsons Corner 9,267 Fresno #2 8,910 Others 46,604 B.13 Stock and Interests MG Automation LLC Undetermined B.16 Accounts Receivable Sublease Receivable 466,633 Unapplied Receipts (9,193) P/AR Netting 0 Receivable Due from Boards 1,777,532 Construction Receivable 140,191 Due from Employees 124,562 Retreat Costs 959,865 Retreat Vendor Contributions (70,000) Other Receivables 1,697,198 Gift Card Receivables 236,639 B.18 Other Liquidated Debts Expected Fund -- Current Income Tax Return 81,471 Expected Fund -- Franchise Tax 141,239 Refunds Applied to 2007 (105,053) B.22 Patents Undetermined B.24 Customer lists or other compilations Customer Lists 8,994,000 Accumulated Amortization - Customer Lists (6,576,364) B.29 Equipment and Supplies for Business Equipment 64,157,510 Leasehold Improvement 139,173,988 Capital Inventory 675,799 Prepaid Supplies 2,872,772 Gift Card Supplies 547,442 Accum Depr -- Equip, Furn,& Fixtures (40,659,475) Accum Depr -- Cap Costs -- Arch/Cons/Re (8,367,641) Accum Depr -- Leasehold Improvements (93,810,709) B.30 Inventory Total Merchandise -- For Sale 131,016,926 Total Merchandise -- Rental, at cost 725,276,994 Accumulated Depreciation (538,866,284) B.35 Other Personal Property Prepaid Game Product 9,793,622 Prepaid Insurance 2,340,648 Others 2,744,152 TOTAL SCHEDULED ASSETS $412,719,093 ======================================================= C. Property Claimed as Exempt Not applicable D. Creditors Holding Secured Claims Undetermined E. Creditors Holding Unsecured Priority Claims Dekal, Georgia, County of $12,113 Glynn, Georgia, County of 6,379 Hendricks, Indiana, County of 13,699 Maricopa, Arizona, County of 9,215 Mecklenberg, North Carolina, County of 12,151 Rock Island, Illinois, County of 6,712 Others 15,126 F. Creditors Holding Unsecured Non-priority Claims A.G.K. Associates 38,358 Acclaim Distibution,Inc. 48,000 Affinity Solutions 68,801 AGI Polymatrix 220,101 American Express Co. 70,505 Anita McGill 25,709 Asylum, The 84,622 Banta Direct Marketing Group 335,872 Bit Holdings Fifty-Eight Inc. 70,669 BNY Western Trust Co., Trustee 450,000 Calsak Plastics 30,840 Careerbuilder LLC 60,400 Cenveo Graphic Arts Center 105,735 Clayton Road Investments 40,056 Consolidated Communications 36,355 Coyle Reproductions 307,237 Docusource Print 52,892 Donlen Corporation 188,668 DSRG 88,991 Edens & Avant LP 59,390 Erich K Sips E d/b/a Laguna 36,926 Everbrite LLC 39,803 Federal Realty Investment Trust 53,029 Final Phase Construction 99,434 First Look Home Entertainment 1,067,050 Granite Telecom 199,410 HVC, LLC 152,574 IGN Entertainment 36,004 Image Graphics 156,433 Inland Commercial 105,774 Inland Southwest Management 74,676 Insight 123,487 Intec Inc. 36,263 Irwin-Hodson Co. 73,483 Kronos, Inc. 81,607 Liberty Mutual Insurance 201,678 Lions Gate Entertainment 993,293 Magnolia Home Entertainment 242,070 Marjack Co Inc 211,068 Marylue C. Timpson, Trustee 31,610 Massglass & Door 39,455 Matrix Telecom 1,445,960 MTI Home Video 76,554 Nat-Con Services 169,120 National Publishers Exchange 415,510 Office Max-Atlanta 105,668 Paramount Home Video 4,247,026 Partnership Marketing 97,809 Pattison Sign Group 59,815 Pepsi-75960 549,315 Pepsi-General Bottlers 85,030 PFV/Realty III, LP 53,673 PK Sale LLC 70,369 Platinum Disc, LLC 52,506 Power Technology Inc. 52,375 Presley, Randall E. 48,963 Pro-Motion 208,362 Random House, Inc. 678,055 Red Mile Entertainment 245,404 Regency Centers, LP 98,676 Screen Media Ventures LLC 89,359 Software Spectrum 113,085 Sony Pictures Home 6,111,809 Square Enix LLC 190,957 Starz Home Entertainment 225,103 Steve Hongeurlin, et al. 102,443 Sylvania Lighting Services 73,858 Thinkfilm LLC 117,240 Transource/B2Direct 62,043 TRC MM LLC 57,426 Twentieth Century Fox 4,724,889 Universal Music Group 241,811 Universal Studios Home 2,344,350 Vesdia Corporation 61,283 VPD, Inc. 1,265,240 Warner Home Video 3,888,153 Waste Management Inc. 92,991 Weingarten Realty 73,612 WYF Properties 170,118 Others 25,990,971 TOTAL SCHEDULED LIABILITIES $61,270,654 ======================================================= *** Hollywood Entertainment Corp.'s total scheduled assets and liabilities include undetermined amounts. About Movie Gallery Based in Dothan, Alabama, Movie Gallery Inc. -- http://www.moviegallery.com/-- is a home entertainment specialty retailer. The company owns and operates 4,600 retail stores that rent and sell DVDs, videocassettes and video games. The company and its debtor-affiliates filed for Chapter 11 protection on Oct. 16, 2007 (Bankr. E.D. Va. Case Nos. 07-33849 to 07-33853. Anup Sathy, Esq., Marc J. Carmel, Esq., and Richard M. Cieri, Esq., at Kirkland & Ellis LLP, represent the Debtors. Michael A. Condyles, Esq., and Peter J. Barrett, Esq., at Kutak Rock LLP, is the Debtors' local counsel. The Debtors' claims & balloting agent is Kutzman Carson Consultants LLC. When the Debtors' filed for protection from their creditors, they listed total assets of $891,993,000 and total liabilities of $1,419,215,000. The Official Committee of Unsecured Creditors has selected Robert J. Feinstein, Esq., James I. Stang, Esq., Robert B. Orgel, Esq., and Brad Godshall, Esq., at Pachulski Stang Ziehl & Jones LLP, as its lead counsel, and Brian F. Kenney, Esq., at Miles & Stockbridge PC, as its local counsel. The Debtors' spokeswoman Meaghan Repko said that the company does not expect to exit bankruptcy protection before the second quarter of 2008. The Debtors' exclusive plan filing period expires on Feb. 13, 2008. (Movie Gallery Bankruptcy News, Issue No. 11; Bankruptcy Creditors' Service Inc.; http://bankrupt.com/newsstand/or 215/945-7000) MOVIE GALLERY: Movie Gallery US Files Schedules of Assets & Debts ----------------------------------------------------------------- Movie Gallery US LLC, debtor-affiliate of Movie Gallery Inc., filed with the U.S. Bankruptcy Court for the Eastern District of Virginia its schedules of assets and liabilities, disclosing: A. Real Property 1000 & 924 West Main St., Dothan, AL $1,675,000 890, 900 & 1030 W. Main St., Dothan, AL 900,000 1798 Market Drive, Stillwater, MN 640,000 2413 North Hill St., Meridian, MS 400,000 2413 North Hill St., Meridian, MS 400,000 Others 464,999 B. Personal Property B.1 Cash on hand 1,131,871 B.2 Bank Accounts Undetermined B.3 Security Deposit Auburn 8,157 Bangor, ME 6,250 Biddeford, ME 6,125 Louiseville 5,838 Poughkeepsie 5,604 Spring Hill (CM Clway) 5,400 Norwich 5,000 Bristol 5,000 Fairfield 4,875 Scarborough, ME 4,818 North Conway 4,531 Coffstown, NH 4,427 Louiseville 4,046 Fairbanks 4,000 Bellview 3,706 Spring hill 3,706 Waterville, ME 3,798 Bath, ME 3,435 Portland, ME 3,740 Sanford, ME 3,968 Greenfield 3,900 Macedon 3,850 Rushville 3,546 Reading 3,168 Presque Isle,ME 3,000 Granbury 2,882 Emporia 2,625 Caribou, ME 3,038 Floyds Knob 3,276 Others 28,728 B.13 Stock and Interests Undetermined B.16 Accounts Receivable Due from Employees 86,583 Retreat Costs 4,750 Other Receivables 1,828,701 Video Library Receipts 913,217 Unapplied Receipts (54,039) Onaccount Receipts (434) B.18 Other Liquidated Debts Expected Refund - Amended Income Tax Returns 835,102 Expected Refund - Current Income Tax Returns 98,503 Expected Refund - Franchise Tax 179,876 Refunds Applied to 2007 (105,062) B.21 Other Contingent and Unliquidated Claims Non-complete Agreements 725,303 B.22 Patents Undetermined B.27 Aircraft and accessories 1972 Cessna Centurion T210 65,000 1974 beach Duke B60 100,000 B.29 Equipment and Supplies for Business Equipment 136,647,899 Leasehold Improvement 86,058,597 Capital Inventory 120,202 Prepaid Supplies 4,729,349 Gift Card Supplies 64,150 Accum. Depr. - EF&F (110,053,695) Accum. Depr. -Leasehold Improvement (73,550,492) B.30 Inventory Total Merchandise -- For Sale 25,779,747 Total Merchandise -- Rental 254,611,875 Total Merchandise -- Rental (Depr) (134,003,888) B.35 Other Personal Property Prepaid Insurance (419,695) Prepaid Expenses - Other 1,075,808 Prepaid Rent - Current 0 Prepaid Game Product 854,143 Prepaid Movie Product 439,027 TOTAL SCHEDULED ASSETS 202,796,835 ======================================================= C. Property Claimed as Exempt Not applicable D. Creditors Holding Secured Claims Undetermined E. Creditors Holding Unsecured Priority Claims Virginia, Commonwealth of, Dept of Taxation 30,774 Others 12,876 F. Creditors Holding Unsecured Non-priority Claims Asylum, The 46,452 Birlasoft 50,768 Camille Brooke LLC 71,735 Coca Cola Bottling - Charlotte 87,952 Coca Cola Enterprise - Chicago 275,266 Delco Development Co of Winchester 58,300 Emdeon Business Services Inc. 322,468 First Look Home Entertainment 300,220 Four Seasons, Inc. 43,122 Geode Limited Partnership 81,268 Granite Telecommunications 125,584 International Paper-Container Division 46,412 Lions Gate Entertainment 598,209 Magnolia Home Entertainment 51,309 Matrix Telecom 57,110 National Contracting Services 66,783 Paramount Home Video 2,615,673 Publishers Express 151,489 Pulse Distribution LLC 170,248 Select Media Services 69,560 Shag of Mississippi Inc. 72,580 So Development of MS Inc. 93,713 Sony Pictures Home Entertainment 4,493,920 Southern Development of MS Inc. 84,329 Starz Home Entertainment 75,187 Temples Company 61,542 Twentieth Century Fox Home Entertainment 2,362,471 Universal Music Group 86,661 VPD, Inc. or GMAC Commercial Finance 2,338,067 Warner Home Video 1,556,976 Waste Management Inc. 106,304 Others 13,512,226 TOTAL SCHEDULED LIABILITIES 30,177,554 ======================================================= *** Movie Gallery US' total scheduled assets and liabilities include undetermined amounts. About Movie Gallery Based in Dothan, Alabama, Movie Gallery Inc. -- http://www.moviegallery.com/-- is a home entertainment specialty retailer. The company owns and operates 4,600 retail stores that rent and sell DVDs, videocassettes and video games. The company and its debtor-affiliates filed for Chapter 11 protection on Oct. 16, 2007 (Bankr. E.D. Va. Case Nos. 07-33849 to 07-33853. Anup Sathy, Esq., Marc J. Carmel, Esq., and Richard M. Cieri, Esq., at Kirkland & Ellis LLP, represent the Debtors. Michael A. Condyles, Esq., and Peter J. Barrett, Esq., at Kutak Rock LLP, is the Debtors' local counsel. The Debtors' claims & balloting agent is Kutzman Carson Consultants LLC. When the Debtors' filed for protection from their creditors, they listed total assets of $891,993,000 and total liabilities of $1,419,215,000. The Official Committee of Unsecured Creditors has selected Robert J. Feinstein, Esq., James I. Stang, Esq., Robert B. Orgel, Esq., and Brad Godshall, Esq., at Pachulski Stang Ziehl & Jones LLP, as its lead counsel, and Brian F. Kenney, Esq., at Miles & Stockbridge PC, as its local counsel. The Debtors' spokeswoman Meaghan Repko said that the company does not expect to exit bankruptcy protection before the second quarter of 2008. The Debtors' exclusive plan filing period expires on Feb. 13, 2008. (Movie Gallery Bankruptcy News, Issue No. 11; Bankruptcy Creditors' Service Inc.; http://bankrupt.com/newsstand/or 215/945-7000) MOVIE GALLERY: M.G.A. Realty Files Schedules of Assets and Debts ---------------------------------------------------------------- M.G.A. Realty I LLC, debtor-affiliate of Movie Gallery Inc., filed with the U.S. Bankruptcy Court for the Eastern District of Virginia its schedules of assets and liabilities, disclosing: A. Real Property $4,415,950 *** Although the exact valuation of each separate parcel of owned real property is undetermined, the Debtor notes that the aggregate value of the owned real property is approximately $4,415,950. B. Personal Property B.2 Bank Accounts Wachovia Bank Undetermined TOTAL SCHEDULED ASSETS $4,415,950 ======================================================== C. Property Claimed as Exempt Not applicable D. Creditors Holding Secured Claims Undetermined E. Creditors Holding Unsecured Priority Claims $0 F. Creditors Holding Unsecured Non-priority Claims 0 TOTAL SCHEDULED LIABILITIES $0 ======================================================== *** M.G.A. Realty's total scheduled assets and liabilities include undetermined amounts. About Movie Gallery Based in Dothan, Alabama, Movie Gallery Inc. -- http://www.moviegallery.com/-- is a home entertainment specialty retailer. The company owns and operates 4,600 retail stores that rent and sell DVDs, videocassettes and video games. The company and its debtor-affiliates filed for Chapter 11 protection on Oct. 16, 2007 (Bankr. E.D. Va. Case Nos. 07-33849 to 07-33853. Anup Sathy, Esq., Marc J. Carmel, Esq., and Richard M. Cieri, Esq., at Kirkland & Ellis LLP, represent the Debtors. Michael A. Condyles, Esq., and Peter J. Barrett, Esq., at Kutak Rock LLP, is the Debtors' local counsel. The Debtors' claims & balloting agent is Kutzman Carson Consultants LLC. When the Debtors' filed for protection from their creditors, they listed total assets of $891,993,000 and total liabilities of $1,419,215,000. The Official Committee of Unsecured Creditors has selected Robert J. Feinstein, Esq., James I. Stang, Esq., Robert B. Orgel, Esq., and Brad Godshall, Esq., at Pachulski Stang Ziehl & Jones LLP, as its lead counsel, and Brian F. Kenney, Esq., at Miles & Stockbridge PC, as its local counsel. The Debtors' spokeswoman Meaghan Repko said that the company does not expect to exit bankruptcy protection before the second quarter of 2008. The Debtors' exclusive plan filing period expires on Feb. 13, 2008. (Movie Gallery Bankruptcy News, Issue No. 11; Bankruptcy Creditors' Service Inc.; http://bankrupt.com/newsstand/or 215/945-7000) MOVIE GALLERY: M.G. Digital Files Schedules of Assets and Debts --------------------------------------------------------------- M.G. Digital LLC, debtor-affiliate of Movie Gallery Inc., filed with the U.S. Bankruptcy Court for the Eastern District of Virginia its schedules of assets and liabilities, disclosing: A. Real Property $0 B. Personal Property B.2 Bank Accounts Wachovia Bank Undetermined B.9 Insurance Policies Washington Department of Labor 0 One Beacon Insurance 2,948 Underwriters at Lloyds of London, by Hiscox 3,126 B.16 Accounts Receivable Trade Accounts Receivable 13,092 Other Accounts Receivable 7,118 B.22 Patents Undetermined B.29 Equipment and Supplies for Business Capital Assets 3,000,030 Computer Hardware 39,976 Machinery & Equipment 54,633 Accumulated Depreciation - Capital Assets (3,000,030) Accumulated Depreciation Computer Hardware (39,976) Accumulated Depreciation Machinery & Equipment (54,633) B.35 Other Personal Property Other Prepaids 361,865 Prepaid Licenses - Maintenance 251,819 Prepaid Insurance 7,731 TOTAL SCHEDULED ASSETS $647,701 ======================================================== C. Property Claimed as Exempt Not applicable D. Creditors Holding Secured Claims Undetermined *** The Debtor made reference to Movie Gallery Inc.'s secured creditors: Creditor Amount -------- ------ Goldman Sachs $718,758,711 Wells Fargo Bank, N.A. 183,217,740 E. Creditors Holding Unsecured Priority Claims $0 F. Creditors Holding Unsecured Non-priority Claims AT&T Phoenix, AZ 13,359 Intralinks, Inc. 6,000 Formula Telecom 73,500 National Datacast, Inc. 9,000 Nagravision 200,000 Rightnow Technologies, Inc. 82,700 Tandberg Television 75,000 Technicolor 30,291 Telekenex 31,088 Verizon - Atlanta, GA 13,353 Others 86,646 TOTAL SCHEDULED LIABILITIES $620,844 ======================================================== *** M.G. Digital's total scheduled assets and liabilities include undetermined amounts. About Movie Gallery Based in Dothan, Alabama, Movie Gallery Inc. -- http://www.moviegallery.com/-- is a home entertainment specialty retailer. The company owns and operates 4,600 retail stores that rent and sell DVDs, videocassettes and video games. The company and its debtor-affiliates filed for Chapter 11 protection on Oct. 16, 2007 (Bankr. E.D. Va. Case Nos. 07-33849 to 07-33853. Anup Sathy, Esq., Marc J. Carmel, Esq., and Richard M. Cieri, Esq., at Kirkland & Ellis LLP, represent the Debtors. Michael A. Condyles, Esq., and Peter J. Barrett, Esq., at Kutak Rock LLP, is the Debtors' local counsel. The Debtors' claims & balloting agent is Kutzman Carson Consultants LLC. When the Debtors' filed for protection from their creditors, they listed total assets of $891,993,000 and total liabilities of $1,419,215,000. The Official Committee of Unsecured Creditors has selected Robert J. Feinstein, Esq., James I. Stang, Esq., Robert B. Orgel, Esq., and Brad Godshall, Esq., at Pachulski Stang Ziehl & Jones LLP, as its lead counsel, and Brian F. Kenney, Esq., at Miles & Stockbridge PC, as its local counsel. The Debtors' spokeswoman Meaghan Repko said that the company does not expect to exit bankruptcy protection before the second quarter of 2008. The Debtors' exclusive plan filing period expires on Feb. 13, 2008. (Movie Gallery Bankruptcy News, Issue No. 11; Bankruptcy Creditors' Service Inc.; http://bankrupt.com/newsstand/or 215/945-7000) MOVIE GALLERY: MG Automation Files Schedules of Assets and Debts ---------------------------------------------------------------- MG Automation LLC, debtor-affiliate of Movie Gallery Inc., filed with the U.S. Bankruptcy Court for the Eastern District of Virginia its schedules of assets and liabilities, disclosing zero assets and liabilities. Based in Dothan, Alabama, Movie Gallery Inc. -- http://www.moviegallery.com/-- is a home entertainment specialty retailer. The company owns and operates 4,600 retail stores that rent and sell DVDs, videocassettes and video games. The company and its debtor-affiliates filed for Chapter 11 protection on Oct. 16, 2007 (Bankr. E.D. Va. Case Nos. 07-33849 to 07-33853. Anup Sathy, Esq., Marc J. Carmel, Esq., and Richard M. Cieri, Esq., at Kirkland & Ellis LLP, represent the Debtors. Michael A. Condyles, Esq., and Peter J. Barrett, Esq., at Kutak Rock LLP, is the Debtors' local counsel. The Debtors' claims & balloting agent is Kutzman Carson Consultants LLC. When the Debtors' filed for protection from their creditors, they listed total assets of $891,993,000 and total liabilities of $1,419,215,000. The Official Committee of Unsecured Creditors has selected Robert J. Feinstein, Esq., James I. Stang, Esq., Robert B. Orgel, Esq., and Brad Godshall, Esq., at Pachulski Stang Ziehl & Jones LLP, as its lead counsel, and Brian F. Kenney, Esq., at Miles & Stockbridge PC, as its local counsel. The Debtors' spokeswoman Meaghan Repko said that the company does not expect to exit bankruptcy protection before the second quarter of 2008. The Debtors' exclusive plan filing period expires on Feb. 13, 2008. (Movie Gallery Bankruptcy News, Issue No. 11; Bankruptcy Creditors' Service Inc.; http://bankrupt.com/newsstand/or 215/945-7000) SEA CONTAINERS: Posts $19,421,938 Net Loss in Month Ended Oct. 31 ----------------------------------------------------------------- Sea Containers, Ltd. Unaudited Balance Sheet As of October 31, 2007 Assets Current Assets Cash and cash equivalents $34,820,574 Trade receivables, less allowances for doubtful accounts 317,470 Due from related parties 719,317 Prepaid expenses and other current assets 1,443,166 ------------ Total current assets 37,300,527 Fixed assets, net - Long-term equipment sales receivable, net - Investments in group companies 143,546,856 Intercompany receivables - Investment in equity ownership interests 222,728,282 Other assets 3,804,260 ------------ Total assets $407,379,925 ============ Liabilities and Shareholders' Equity Current Liabilities Accounts payable $17,908,268 Accrued expenses 59,119,323 Current portion of long-term debt 172,540,013 Current portion of senior notes 385,379,664 ------------ Total current liabilities 634,947,268 Total shareholders' equity (227,567,343) ------------ Total liabilities and shareholders' equity $407,379,925 ============ Sea Containers, Ltd. Unaudited Statement of Operations For the Month Ended October 31, 2007 Revenue $2,673,200 Costs and expenses: Operating income 162,248 Selling, general and administrative expenses (3,047,323) Professional fees (14,600,666) Charges to provide against intercompany accounts (190,746) Impairment of investment in subsidy Co. 0 Forgiveness of intercompany debt 0 Depreciation and amortization 0 ------------ Total costs and expenses (17,676,487) ------------ Gain or (Loss) on sale of assets 13,260 ------------ Operating income (loss) (14,990,027) Other income (expense) Interest income 123,951 Foreign exchange gains or (losses) 2,076 Interest expense, net (4,700,938) ------------ Income (Loss) before taxes (19,564,938) Income tax credit/(expense) 143,000 ------------ Net (Loss) ($19,421,938) ============ Headquartered in Hamilton, Bermuda, Sea Containers Ltd. -- http://www.seacontainers.com/-- provides passenger and freight transport and marine container leasing. Registered in Bermuda, the company has regional operating offices in London, Genoa, New York, Rio de Janeiro, Sydney, and Singapore. The company is owned almost entirely by United States shareholders and its primary listing is on the New York Stock Exchange (SCRA and SCRB) since 1974. On Oct. 3, the company's common shares and senior notes were suspended from trading on the NYSE and NYSE Arca after the company's failure to file its 2005 annual report on Form 10-K and its quarterly reports on Form 10-Q during 2006 with the U.S. Securities and Exchange Commission. Through its GNER subsidiary, Sea Containers Passenger Transport operates Britain's fastest railway, the Great North Eastern Railway, linking England and Scotland. It also conducts ferry operations, serving Finland and Estonia as well as a commuter service between New York and New Jersey in the U.S. Sea Containers Ltd. and two subsidiaries filed for chapter 11 protection on Oct. 15, 2006 (Bankr. D. Del. Case No. 06-11156). Edmon L. Morton, Esq., Edwin J. Harron, Esq., Robert S. Brady, Esq., Sean Matthew Beach, Esq., and Sean T. Greecher, Esq., at Young, Conaway, Stargatt & Taylor, represent the Debtors in their restructuring efforts. The Official Committee of Unsecured Creditors and the Financial Members Sub-Committee of the Official Committee of Unsecured Creditors of Sea Containers Ltd. is represented by William H. Sudell, Jr., Esq., and Thomas F. Driscoll, Esq., at Morris, Nichols, Arsht & Tunnell LLP. Sea Containers Services, Ltd.'s Official Committee of Unsecured Creditors is represented by attorneys at Willkie Farr & Gallagher LLP. In its schedules filed with the Court, Sea Containers disclosed total assets of $62,400,718 and total liabilities of $1,545,384,083. The Debtors' exclusive period to file a chapter 11 plan expires on Dec 21, 2007. (Sea Containers Bankruptcy News, Issue No. 32; Bankruptcy Creditors' Service, Inc., http://bankrupt.com/newsstand/or 215/945-7000). SEA CONTAINERS: SeaCon Services Files October 2007 Monthly Report ----------------------------------------------------------------- Sea Containers Services Unaudited Balance Sheet As of October 31, 2007 Assets Current Assets Cash and cash equivalents $83,691 Trade receivables 3,221 Due from related parties 1,689,093 Prepaid expenses and other current assets 3,596,305 ------------ Total current assets 5,372,310 Fixed assets, net 1,600,171 Investments 2,758,095 Intercompany receivables 52,184,329 Other assets 0 ------------ Total assets $61,914,904 ============ Liabilities and Shareholders' Equity Current Liabilities Accounts payable $1,717,443 Accrued expenses 2,631,835 Current portion of long-term debt 1,689,899 ------------ Total current liabilities 6,039,177 Total shareholders' equity 55,875,727 ------------ Total liabilities and shareholders' equity $61,914,904 ============ Sea Containers Services Unaudited Statement of Operations For the Month Ended October 31, 2007 Revenue $3,136,799 Costs and expenses: Operating costs 0 Selling, general and administrative expenses (1,772,287) Professional Fees (433,805) Other charges 0 Depreciation and amortization (662,230) ------------ Total costs and expenses (2,868,321) ------------ Gains on sale of assets 23,370 ------------ Operating income (loss) 291,848 Other income (expense) Interest income 0 Foreign exchange gains (losses) (34,057) Interest expense, net (11,751) ------------ Income (Loss) before taxes 246,041 Income tax credit 0 ------------ Net Income $246,041 ============ Headquartered in Hamilton, Bermuda, Sea Containers Ltd. -- http://www.seacontainers.com/-- provides passenger and freight transport and marine container leasing. Registered in Bermuda, the company has regional operating offices in London, Genoa, New York, Rio de Janeiro, Sydney, and Singapore. The company is owned almost entirely by United States shareholders and its primary listing is on the New York Stock Exchange (SCRA and SCRB) since 1974. On Oct. 3, the company's common shares and senior notes were suspended from trading on the NYSE and NYSE Arca after the company's failure to file its 2005 annual report on Form 10-K and its quarterly reports on Form 10-Q during 2006 with the U.S. Securities and Exchange Commission. Through its GNER subsidiary, Sea Containers Passenger Transport operates Britain's fastest railway, the Great North Eastern Railway, linking England and Scotland. It also conducts ferry operations, serving Finland and Estonia as well as a commuter service between New York and New Jersey in the U.S. Sea Containers Ltd. and two subsidiaries filed for chapter 11 protection on Oct. 15, 2006 (Bankr. D. Del. Case No. 06-11156). Edmon L. Morton, Esq., Edwin J. Harron, Esq., Robert S. Brady, Esq., Sean Matthew Beach, Esq., and Sean T. Greecher, Esq., at Young, Conaway, Stargatt & Taylor, represent the Debtors in their restructuring efforts. The Official Committee of Unsecured Creditors and the Financial Members Sub-Committee of the Official Committee of Unsecured Creditors of Sea Containers Ltd. is represented by William H. Sudell, Jr., Esq., and Thomas F. Driscoll, Esq., at Morris, Nichols, Arsht & Tunnell LLP. Sea Containers Services, Ltd.'s Official Committee of Unsecured Creditors is represented by attorneys at Willkie Farr & Gallagher LLP. In its schedules filed with the Court, Sea Containers disclosed total assets of $62,400,718 and total liabilities of $1,545,384,083. The Debtors' exclusive period to file a chapter 11 plan expires on Dec 21, 2007. (Sea Containers Bankruptcy News, Issue No. 32; Bankruptcy Creditors' Service, Inc., http://bankrupt.com/newsstand/or 215/945-7000). THAXTON GROUP: Files Monthly Operating Report for October 2007 -------------------------------------------------------------- The Thaxton Group Inc. and its debtor-affiliates filed with the Securities and Exchange Commission their consolidated statements of cash disbursements for Oct. 1, 2007, through Oct. 31, 2007, showing: Cash, Beginning of Month $9,931,505 Total Cash Receipts and Transfers 10,935,147 Less: Total Cash Disbursements 9,455,414 ---------- Net Cash Flow $1,479,733 Cash, End of Month $11,411,238 A full-text copy of the Debtors' monthly operating report for the period ended Oct. 31, 2007 is available for free at: http://ResearchArchives.com/t/s?265f About The Thaxton Group The Thaxton Group Inc., is a diversified financial services company which specializes in consumer lending, automobile sales & insurance premium financing. The Thaxton Group, Inc. and its debtor-affiliates filed for Chapter 11 protection on Oct. 17, 2003 (Bankr. D. Del. Case Numbers 03-13182 through 03-13213). Robert J. Dehney, Esq., and Michael G. Busenkell, Esq., at Morris, Nichols, Arsht & Tunnell represent the debtors. When they filed for bankruptcy, they listed $206,000,000 in total assets and $242,000,000 in total liabilities. ********* Monday's edition of the TCR delivers a list of indicative prices for bond issues that reportedly trade well below par. Prices are obtained by TCR editors from a variety of outside sources during the prior week we think are reliable. Those sources may not, however, be complete or accurate. The Monday Bond Pricing table is compiled on the Friday prior to publication. Prices reported are not intended to reflect actual trades. Prices for actual trades are probably different. Our objective is to share information, not make markets in publicly traded securities. Nothing in the TCR constitutes an offer or solicitation to buy or sell any security of any kind. It is likely that some entity affiliated with a TCR editor holds some position in the issuers' public debt and equity securities about which we report. Each Tuesday edition of the TCR contains a list of companies with insolvent balance sheets whose shares trade higher than $3 per share in public markets. At first glance, this list may look like the definitive compilation of stocks that are ideal to sell short. Don't be fooled. Assets, for example, reported at historical cost net of depreciation may understate the true value of a firm's assets. A company may establish reserves on its balance sheet for liabilities that may never materialize. The prices at which equity securities trade in public market are determined by more than a balance sheet solvency test. A list of Meetings, Conferences and Seminars appears in each Wednesday's edition of the TCR. Submissions about insolvency- related conferences are encouraged. Send announcements to conferences@bankrupt.com/ On Thursdays, the TCR delivers a list of recently filed chapter 11 cases involving less than $1,000,000 in assets and liabilities delivered to nation's bankruptcy courts. The list includes links to freely downloadable images of these small-dollar petitions in Acrobat PDF format. Each Friday's edition of the TCR includes a review about a book of interest to troubled company professionals. All titles are available at your local bookstore or through Amazon.com. Go to http://www.bankrupt.com/books/to order any title today. Monthly Operating Reports are summarized in every Saturday edition of the TCR. For copies of court documents filed in the District of Delaware, please contact Vito at Parcels, Inc., at 302-658-9911. For bankruptcy documents filed in cases pending outside the District of Delaware, contact Ken Troubh at Nationwide Research & Consulting at 207/791-2852. ********* S U B S C R I P T I O N I N F O R M A T I O N Troubled Company Reporter is a daily newsletter co-published by Bankruptcy Creditors' Service, Inc., Fairless Hills, Pennsylvania, USA, and Beard Group, Inc., Frederick, Maryland, USA. Marie Therese V. Profetana, Shimero R. Jainga, Ronald C. Sy, Joel Anthony G. Lopez, Cecil R. Villacampa, Jason A. Nieva, Melanie C. Pador, Ludivino Q. Climaco, Jr., Loyda I. Nartatez, Tara Marie A. Martin, Joseph Medel C. Martirez, and Peter A. Chapman, Editors. Copyright 2007. All rights reserved. ISSN: 1520-9474. This material is copyrighted and any commercial use, resale or publication in any form (including e-mail forwarding, electronic re-mailing and photocopying) is strictly prohibited without prior written permission of the publishers. 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