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         T R O U B L E D   C O M P A N Y   R E P O R T E R

           Thursday, September 3, 2009, Vol. 13, No. 244

                            Headlines

1031 TAX GROUP: Ch. 11 Trustee Settles With Huron Consulting
AIMS WORLDWIDE: Posts $943,528 Net Loss in 6 Months Ended June 30
ALTRA NEBRASKA: Court Extends Statement Filing Until September 21
ALTRA NEBRASKA: Gets Interim Nod for DIP Loan from Insider
AMBAC FINANCIAL: Says Liquidity Woes Raise Going Concern Doubt

AMERICAN AXLE: Files Updated Summary of Agreement with New GM
AMERICAN AXLE: Lenders Extend Waiver Period to September 15
AMERICAN AXLE: SAC Capital Discloses 6.2% Equity Stake
AMERICAN INT'L: Treasury Rules on Pay Packages by End of October
BNP PETROLEUM: Faces Liquidation Amid Dispute With Creditors

BYRAM RENTALS: Court Finds Cause to Dismiss Chapter 11 Case
CABLEVISION SYSTEMS: Files Amended 10-Q Report to Correct Typos
CENTERSTONE DIAMONDS: Michael Beaudry to File Financial Records
CHRYSLER FINANCIAL: Feinberg Rules on Pay Packages by October End
CITADEL BROADCASTING: Prepackaged Bankruptcy Among Options

CITIGROUP INC: Files September 2009 Investment Offerings Brochure
CITIGROUP INC: Treasury Rules on Pay Packages by End of October
CITIGROUP INC: US Bancorp Buys Interest in Credit Card Portfolios
COLONIAL BANCGROUP: Patti Hill Resigns as Sr. EVP & COO
DYNAMIC RESPONSE: June 30 Balance Sheet Upside-Down by $3.47MM

E*TRADE FIN'L: Citadel Discloses 14.9% Equity Stake
GMAC FINANCIAL: Feinberg Rules on Pay Packages by End of October
IM STOPPING: Voluntary Chapter 15 Case Summary
JEFFREY QUACKENBUSH: Taps Deschenes & Sullivan as Bankr. Counsel
JEFFREY QUACKENBUSH: Has Until September 4 to File Schedules

JEFFREY QUACKENBUSH: Section 341(a) Meeting Set for September 15
KEATING CHEVROLET: Mike Young Willing to Put Money for Operations
KERYX BIOPHARMA: Earns $14MM in Q2; Cash to Last Until 2010
KIWA BIO-TECH: June 30 Balance Sheet Upside-Down by $5.63 Million
LENNY DYKSTRA: Court-Appointed Trustee to Handle Financial Affairs

MASRY & VITITOE: Wants to Reject Edward L. Masry Employment Pact
MASRY & VITITOE: Wants Schedules Filing Extended Until October 12
MIDWAY GAMES: CEO Matthew Booty Remains as Sole Board Member
NYC OFF-TRACK BETTING: Reorganization to Include Bond Sale
PCS EDVENTURES: Posts $450,000 Net Loss in Quarter Ended June 30

PROMENADE AT CATWALK: Involuntary Chapter 11 Case Summary
RUTH JONES: Proposes Peter L. Ressler as Bankruptcy Counsel
RUTH JONES: U.S. Trustee Sets Meeting of Creditors for Sept. 21
RUTH JONES: Court Extends Schedules Filing Until September 11
SAFETY-KLEEN: Rejection of Stock Purchase Agreement Was Okay

SARATOGA RESOURCES: Posts $7MM Net Loss in Quarter Ended June 30
T ASSET: U.S. Trustee Sets Meeting of Creditors for September 28
TELECONNECT INC: September 30 Balance Sheet Upside-Down by $4MM
THORNBURG MORTGAGE: Faces Lawsuit Sought by Credit Suisse
UNITED ARTISTS: Class Certified to Challenge Debtor's Discharge

VYTERIS INC: June 30 Balance Sheet Upside-Down by $34.1-Mil.
WCI COMMUNITIES: Trust to Face Flawed Drywall Claims
WILLIAM JEFFERSON: Files for Chapter 7 Bankruptcy After Conviction
YRC WORLDWIDE: Secured Lenders Relax Liquidity Covenant

                            *********

1031 TAX GROUP: Ch. 11 Trustee Settles With Huron Consulting
------------------------------------------------------------
Huron Consulting Services LLC has agreed to delay collecting
almost $3.7 million in consulting fees it racked up as chief
restructuring officer and financial adviser to 1031 Tax Group LLC,
ending a dispute with Gerard A. McHale Jr., the Chapter 11 trustee
overseeing the case, according to Law360.  Mr. Hale has asked the
Bankruptcy Court to approve the settlement.

The Trustee has already reached settlements with various other
parties.  As reported by the TCR on Aug. 19, 2009, Mr. McHale has
filed a Chapter 11 plan that proposes to pay 35 cents on the
dollar to unsecured creditors.  Funding for distributions to
creditors is primarily derived from settlements of claims against
various firms and entities in connection with the alleged
fraudulent activities and misappropriation of funds by Edward Okun
that led to the collapse of 1031 Tax Group and its units in 2007.

On the effective date, a liquidating trust will be formed to
implement the settlement agreements, and to pursue causes of
action.  The projected cash balance of the Liquidation Trust as of
the effective date is $78,970,000.  This amount will be funded by
the $70,277,500 collectively payable under the settlement
agreements plus cash on hand of $5,897,000 and an anticipated tax
refund of $2,800,000.  The settlements that will fund the Plan
include those with Kluger Peretz Kaplan & Berlin, PL, insurers,
Michael J. Rosen PA, and Wachovia Bank N.A.

The Chapter 11 trustee has pending lawsuits against, or
settlements with, JPS NH LLC, Boulder Capital LLC, WH Hialeah
Investors V, LLC, and Citibank, N.A.  The Chapter 11 trustee has
also commenced an action against Mr. Okun seeking a judgment in
the amount of $150 million.

A copy of the August 12 Plan and Disclosure Statement is available
for free at http://bankrupt.com/misc/1031_Tax_DS_Plan.pdf

                     About The 1031 Tax Group

Headquartered in Richmond, Virginia, The 1031 Tax Group LLC --
http://www.ixg1031.com/-- was a privately held consolidated group
of qualified intermediaries created to service real property
exchanges under Section 1031 of the Internal Revenue Code.

The Company and 15 of its affiliates filed for Chapter 11
protection on May 14, 2007 (Bankr. S.D.N.Y. Case No. 07-11447
through 07-11462).  Gerard A. McHale, Jr., was appointed Chapter
11 trustee.  Jonathan L. Flaxer, Esq., and David J. Eisenman,
Esq., at Golenbock Eiseman Assor Bell & Peskoe LLP, represent the
Chapter 11 trustee.  Thomas J. Weber, Esq., Melanie L. Cyganowski,
Esq., and Allen G. Kadish, Esq., at Greenberg Traurig, LLP,
represent the Official Committee of Unsecured Creditors.  The
Debtors' operating report for the month ended Sept. 30, 2007,
showed net loss of $67,903 on $0 revenues.  As of Sept. 30, 2007,
the Debtors had total assets of $164,231,012 and total liabilities
of $168,126,294, resulting in a total stockholders' deficit of
$3,895,282.

Former CEO Edward H. Okun was sentenced to 100 years in federal
prison at Northern Neck Regional Jail in Warsaw, Virginia, after
being convicted of mail fraud, among other charges.  Mr. Okun
allegedly engaged in several misappropriations of funds of 1031
Tax Group and other entities. The funds were used for Mr. Okun's
lavish lifestyle including acquiring properties and luxury asset.


AIMS WORLDWIDE: Posts $943,528 Net Loss in 6 Months Ended June 30
-----------------------------------------------------------------
AIMS Worldwide Inc. posted a net loss of $943,528 for six months
ended June 30, 2009, compared with a net loss of $984,861 for the
same period in 2008.

For three months ended June 30, 2009, the Company posted a net
loss of $378,397 compared with a net loss of $385,381 for the same
period in 2008.

The Company's balance sheet showed total assets of $8,113,551,
total liabilities of $7,692,566 and stockholders' equity of
$706,616.

"We continue to implement our business plan.  Due to our lack of
profitable operations, our auditors have expressed substantial
doubt about our ability to continue as a going concern.  We do not
have any long-term capital commitments.  However, because of our
engagement with investment banker Maxim Group, LLC, we anticipate
developing a long-term capital program.  We believe that our
immediate needs can be met with a combination of cash on hand and
through ongoing operations," the Company said in its second
quarter report on Form 10-Q.

A full-text copy of the Company's Form 10-Q is available for free
at http://ResearchArchives.com/t/s?43bc

Based in Fairfax, Virginia, AIMS Worldwide Inc. (OTC BB: AMWW)
-- http://www.aimsworldwide.com/-- is a vertically
integrated marketing communications consultancy providing
organizations with its AIMSolutions branded focused marketing
solutions.  AIMS(TM) (Accurate Integrated Marketing Solutions)
increases the accuracy of the strategic direction of its client's
marketing program, improves results and reduces the cost, by
refocusing "mass marketing" to a more strategic "One-2-One(TM)"
relationship with the ideal customer.

                       Going Concern Doubt

On March 30, 2009, Turner, Jones & Associates, PLLC, in Vienna,
Virginia, expressed substantial doubt about AIMS Worldwide Inc.'s
ability to continue as a going concern after auditing the
company's consolidated financial statements for the year ended
Dec. 31, 2008 and 2007.  The auditing firm pointed to the
company's recurring losses from operations, negative working
capital, and negative cash flows from operations.

The Company incurred operating losses of $887,874 in 2008.  The
Company does not expect to have consistent profitable operations
until 2009 and it cannot assure that it will ever achieve or
attain profitability.  If it cannot achieve operating
profitability, it will not be able to meet its working capital
requirements, which would have a material adverse effect on our
business and impair its ability to continue as a going concern.


ALTRA NEBRASKA: Court Extends Statement Filing Until September 21
-----------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Nebraska extended
until Sept. 21, 2009, Altra Nebraska, LLC's time to file its
statement of financial affairs.

Healdsburg, California-based Altra Nebraska, LLC, filed for
Chapter 11 on August 13, 2009 (Bankr. D. Nebr. Case No. 09-42348).
Robert J. Bothe, Esq., and Robert P. Diederich, Esq., at McGrath,
North, Mullin & Kratz, PC, represent the Debtor in its
restructuring efforts.  In its petition, the Debtor listed
$10,000,001 to $50,000,000 in assets and $50,000,001 to
$100,000,000 in debts.


ALTRA NEBRASKA: Gets Interim Nod for DIP Loan from Insider
----------------------------------------------------------
The Hon. Thomas L. Saladino of the U.S. Bankruptcy Court for the
District of Nebraska authorized, on an interim basis, Altra
Nebraska, LLC, to:

   -- obtain first priority secured postpetition financing on a
      priming basis $200,000 on an interim and $600,000 on a final
      basis from Fourth Third, LLC, the sole member of the Debtor;
      and

   -- grant adequate protection for the benefit of the lien
      claimants.

The Debtor's prepetition secured creditors consist of Fourth
Third, as prepetition lender, and the lien claimants.  The
prepetition lender asserts a total aggregate claim of $29,912,564
as of Aug. 12, 2009, and the lien claimants assert aggregate
claims of $31,080,667.  The prepetition lender's claim is secured
by a lien on the prepetition collateral which includes real and
personal property.  The lien claimants' claim is secured by the
real estate and fixtures which constitute the improvement made by
the Debtor to the real estate where the Ethanol Plant is being
constructed.

The DIP loan will be due and payable on the earlier of: (i) the
date when the proceeds resulting from the sale or disposition of
all or substantially all of the Debtor's assets have been received
and are available for payment, or (ii) entry by the court of any
court order dismissing this case or granting relief from the
automatic stay to any creditor as to substantially all the
Debtor's real or personal property, or (iii) Dec. 31, 2009.

The DIP loan will be secured, without need for further
documentation, recorded or otherwise, by a senior, priming lien on
all of the Debtor's real and personal property, first and prior to
all other liens and security interests on the real and personal
property.  The lien will secure only the loan and will not secure
any other amounts now or hereafter owed by Debtor to Fourth Third.

The pertinent terms of the DIP Facility are:

    Maximum Principal Advance:      $600,000
    Origination/Loan Fee:           $15,000
    Interest Rate:                   7.1/2% per annum
    Default Rate                    15% per annum

                Objections of Parties-in-Interest

Delta-T Corporation and ProTech Global, LLC, secured creditors and
parties-in-interest, object to the motion to obtain postpetition
financing relating that the motion:

   -- fails to make a sufficient showing of Debtor's attempts to
      obtain credit on less onerous terms than those proposed in
      the DIP Loan;

   -- fails to identify the unencumbered property and assets which
      would secure the DIP Loan;

   -- certain expenses proposed to be paid with proceeds from the
      DIP Loan are not necessary to preserve the assets of the
      estate and have not been approved by the Court;

   -- certain provisions of the proposed DIP loan are not fair and
      reasonable and constitute overreaching by Fourth Third, as a
      competing secured creditor and controlling member of the
      Debtor.

Starostka Group Unlimited, Strobel Group Unlimited, Inc., Beatrice
Concrete, Inc., and Darland Construction Company, holders of a
valid construction lien against the real estate that is the sole
asset held by the Debtor, object to the Debtor's DIP motion saying
that:

   -- no urgent circumstances exist that require a review and
      approval of a loan for a period of four months;

   -- the Debtor failed to satisfy that the secured debt would be
      allowed under the U.S. Bankruptcy Code;

   -- the DIP financing and the priming as proposed is not in the
      best interest of the lien claimants or the other
      construction lien holders and does not provide adequate
      protection of the lien claimants' interests;

   -- the proposed budget for postpetition secured financing is
      unreasonable and inappropriate;

   -- the terms of the proposed interim order are overreaching and
      do not fairly address the interests of all creditors; and

   -- there are potential questions about whether Altra Nebraska,
      LLC, can legitimately act as a debtor-in-possession.

Railworks Track Systems, Inc., a holder of a perfected
construction lien upon the Debtor's real property and improvements
located near Carleton, Thayer County, Nebraska, objects to the DIP
motion, stating that:

    * there has not been a sufficient allegation or showing that
      emergency, interim relief is required and the extraordinary
      relief sought by the DIP Motion would not be considered
      absent a compelling showing of an emergency;

    * the Debtor seeks an Interim Order authorizing it to borrow
      $200,000 and grant priming liens upon the Ethanol Plan when
      the Debtor's budget indicates that it only needs $177,131
      during the first month of this proceeding;

    * the proposed DIP loan and the attendant priming lien will
      impair, diminish and harm Railworks in an amount equal to
      the priming lien because there is no suggestion that an
      equity cushion exists to protect Railworks secured claim;

    * the proposed interim order improperly contains an
      authorization for the Debtor to sell the Ethanol Plant;

    * the Debtor has not shown that efforts were made by Debtor to
      obtain financing from other lenders other than DIP Lender.

The amount currently due and owing from the Debtor to Railworks is
$2,567,940.

                     About Altra Nebraska, LLC

Healdsburg, California-based Altra Nebraska, LLC, filed for
Chapter 11 on  August 13, 2009 (Bankr. D. Nebr. Case No. 09-
42348.) Robert J. Bothe, Esq., and Robert P. Diederich, Esq., at
McGrath, North, Mullin & Kratz, PC, represent the Debtor in its
restructuring efforts.  In its petition, the Debtor listed
$10,000,001 to $50,000,000 in assets and $50,000,001 to
$100,000,000 in debts.


AMBAC FINANCIAL: Says Liquidity Woes Raise Going Concern Doubt
--------------------------------------------------------------
Ambac Financial Group Inc.'s balance sheet at June 30, 2009,
showed total assets of $20.04 billion and total liabilities of
$24.63 billion, resulting in a stockholders' deficit of about
$4.59 billion.

The Company has $1.13 billion of cash and cash equivalents as of
June 30, 2009.  Net cash flow was $1.022 billion during three
months ended June 30.

For three months ended June 30, 2009, the Company posted a net
loss of $2.36 billion compared with a net income of
$823.13 million for the same period in 2008.  For six months ended
June 30, 2009, the Company posted a net loss of $2.76 billion
compared with a net loss of $837.20 million for the same period in
2008.

The Company said that there is substantial doubt about its ability
to continue as a going concern.  The Company noted that its
available liquidity diminished significantly.  Ambac's liquidity,
both on a near-term basis and a long-term basis, is largely
dependent upon: (i) Ambac Assurance Corporation's ability to pay
dividends or make other payments to Ambac; (ii) dividends, returns
of capital or other proceeds from subsidiaries other than Ambac
Assurance; (iii) cash on hand; and (iv) external financing.

While the management believed that Ambac will have sufficient
liquidity to satisfy its needs in the near-term, no guarantee can
be given that Ambac Assurance will be able to dividend amounts
sufficient to pay all of Ambac's operating expenses and debt
service obligations in the long-term.  Ambac Assurance is unable
to pay dividends in 2009 and will likely be unable to pay
dividends in 2010, absent special approval from the OCI.  In
addition, an unfavorable outcome of the outstanding class action
lawsuits against Ambac, its directors and its officers could cause
additional liquidity strain.  As a result, Ambac is developing
strategies to address its liquidity needs.  Ambac's inability to
successfully execute one or more of these strategies could result
in it running out of liquidity by the first quarter of 2011 or
potentially sooner.  If Ambac is unable to execute the strategies,
it may need to consider seeking bankruptcy protection.  Even if
Ambac does not need to seek bankruptcy protection, this
illiquidity may result in substantial doubt as to Ambac's ability
to continue as a going concern.

A full-text copy of the Company's Form 10-Q is available for free
at http://ResearchArchives.com/t/s?43ba

Headquartered in New York City, Ambac Financial Group, Inc. --
http://ir.ambac.com/-- is a holding company that provides
financial guarantees and financial services to clients in both the
public and private sectors around the world through its principal
operating subsidiary, Ambac Assurance Corporation.  As an
alternative to financial guarantee insurance credit protection is
provided by Ambac Credit Products, a subsidiary of Ambac
Assurance, in credit derivative format.

Ambac carries a 'CC' long term local issuer credit rating, with
"developing" outlook from Standard & Poor's.  Its senior unsecured
debt is rated 'Ca' and its junior subordinated debt 'C' by
Moody's.


AMERICAN AXLE: Files Updated Summary of Agreement with New GM
-------------------------------------------------------------
American Axle & Manufacturing, Inc., filed an updated summary of
its agreement in principle with General Motors Company.

As reported by the Troubled Company Reporter on August 19, 2009,
American Axle reached an agreement in principle with New GM
subject to negotiation and execution of definitive agreements,
whereby GM will provide certain financial accommodations to AAM.
Prior to entering into any definitive agreement with GM however,
AAM said it will need an amendment with respect to certain
provisions of its existing revolving credit facility and term
loan.

Updated Summary of Material Terms:

     -- On the effective date of the definitive agreements with
        New GM, AAM will receive a $110 million payment from New
        GM on account of:

        * Cure costs associated with contracts assumed or
          terminated by Motors Liquidation Company in its
          chapter 11 bankruptcy cases;

        * Resolution of outstanding commercial obligations between
          AAM and GM (including, but not limited to, AAM retaining
          all programs sourced to AAM as of the effective date of
          the definitive agreements, subject to AAM amending its
          standard terms and conditions to be more consistent with
          GM's standard terms and conditions with other Tier 1
          suppliers, GM's right to resource one previously awarded
          program (that has been excluded from AAM's new business
          backlog) and GM's acceptance of its obligation to AAM
          under the postretirement cost sharing agreement);

        * Adjustment of installed capacity levels reserved for
          existing and awarded programs to reflect new estimates
          of market demand as agreed between the parties.

     -- AAM will have the right to elect to receive payment terms
        of "net 10 days" through December 31, 2013, in exchange
        for a 1.0% early payment discount to GM.  AAM agreed to
        elect such expedited payment terms until at least June 30,
        2011.

     -- GM will make available to AAM a second lien term loan
        facility of up to $100 million.

        * Subject to a customary inter-creditor agreement with the
          holders of the Revolver Debt and Term Debt or holders of
          debt in a permitted refinancing.

        * AAM will have the right to request multiple draws under
          this commitment (each in a principal amount of not less
          than $25 million) through September 30, 2013.

        * AAM may not terminate the second lien term loan facility
          until June 30, 2011.

        * If AAM requires additional liquidity that cannot be
          satisfied by utilizing expedited payment terms, the
          proceeds from sales of common equity, cash flow
          generated by AAM's ordinary course business operations,
          availability existing under the Revolving Credit
          Facility or certain other types of permitted
          indebtedness (including foreign credit facilities,
          secured indebtedness and equity-linked securities)
          subject to a cap, AAM agreed to fully borrow the second
          lien term loan facility before borrowing any additional
          amounts.

        * If AAM borrows under the second lien term loan facility,
          AAM may not prepay amounts outstanding until June 30,
          2011, unless the source of prepayment is cash flow
          generated from ordinary course business operations.
          After June 30, 2011, the loan is repayable at par at any
          time prior to maturity on December 31, 2013.

        * Interest is payable quarterly and is based on LIBOR
          (with a 2% floor), plus an applicable margin.

        * GM will subordinate in favor of the existing senior
          secured credit agreements (Revolving Credit Facility and
          Term Loan) only its right of setoff for any amounts
          owing under the second lien term loan.

     -- AAM agrees to issue five year warrants to GM at the time
        the parties enter into definitive agreements to purchase
        up to 7.4% of the outstanding common stock of AAM.  AAM
        will issue to GM additional five year warrants to purchase
        a pro rata portion of up to an additional 12.5% of AAM's
        outstanding common stock based upon the amount of the
        second lien term loan drawn.

     -- AAM will agree to a customary access and security
        agreement for so long as AAM receives expedited payment
        terms or the second lien term loan commitment remains
        outstanding and for 90 days thereafter. If AAM fails to
        achieve compliance with the Secured Debt Leverage Ratio
        applicable to the Revolving Credit Facility as of
        March 31, 2011 -- without regard to any waiver, amendment,
        forbearance or modification to such covenant granted by
        the Revolving Credit Facility lenders -- the access and
        security agreement will be extended through March 31,
        2012.

     -- AAM will also be subject to certain limitations on
        executive compensation and "golden parachute" agreements
        for the same time period noted as for the access and
        security agreement.

                       About American Axle

Headquartered in Detroit, Michigan, American Axle & Manufacturing
Holdings Inc. (NYSE: AXL) -- http://www.aam.com/-- is a world
leader in the manufacture, engineering, design and validation of
driveline and drivetrain systems and related components and
modules, chassis systems and metal-formed products for trucks,
sport utility vehicles, passenger cars and crossover utility
vehicles.  In addition to locations in the United States
(Michigan, New York, Ohio and Indiana), the Company also has
offices or facilities in Brazil, China, Germany, India, Japan,
Luxembourg, Mexico, Poland, South Korea, Thailand and the United
Kingdom.

                          *     *     *

American Axle carries a 'CCC' long term issuer default rating from
Fitch, a 'CCC+' issuer credit rating from Standard & Poor's, and a
'Ca' corporate family rating from Moody's.

Standard & Poor's Ratings Services said in August that its ratings
on American Axle (CCC+/Negative/--) are not immediately affected
by the Company's announcement of its financial results for the
second quarter of 2009.

American Axle had assets of $1,920,600,000 against debts of
$2,656,600,000 as of June 30, 2009.


AMERICAN AXLE: Lenders Extend Waiver Period to September 15
-----------------------------------------------------------
American Axle & Manufacturing Holdings, Inc., and American Axle &
Manufacturing, Inc., on August 31, 2009, entered into a third
extension of the Waiver and Amendment, dated as of June 29, 2009
-- as amended and extended by a Waiver Extension dated July 29,
2009, and as further amended and extended by a Second Waiver
Extension dated as of August 17, 2009 -- to the Credit Agreement
dated as of January 9, 2004, as amended and restated, among
Holdings, AAM, JPMorgan Chase Bank, N.A., as Administrative Agent
for the lenders Lenders, and J.P. Morgan Securities Inc. and Banc
of America Securities LLC, as Joint Lead Arrangers and Joint
Bookrunners.

The Third Waiver Extension, among other things, extends the second
waiver extension termination date of August 31 to September 15.
The Third Waiver Extension requires AAM to maintain a daily
minimum liquidity of $75 million and can be terminated under
certain circumstances, including AAM's inability to meet the
minimum liquidity test for four consecutive business days.
Otherwise, the Waiver and Amendment remains in full force and
effect.

AAM continues to work with key stakeholders on various commercial
agreements and financing arrangements that would result in a
comprehensive long-term solution outside of bankruptcy.  The
current extension of the waiver period provides additional time to
finalize the definitive terms and conditions of such commercial
agreements and financing arrangements.

A full-text copy of the Third Waiver Extension dated August 31,
2009 among American Axle & Manufacturing Holdings, Inc., American
Axle & Manufacturing, Inc., the banks and other financial
institutions identified therein as lenders party thereto, and
JPMorgan Chase Bank, N.A., as Administrative Agent, is available
at no charge at http://ResearchArchives.com/t/s?43c7

                        About American Axle

Headquartered in Detroit, Michigan, American Axle & Manufacturing
Holdings Inc. (NYSE: AXL) -- http://www.aam.com/-- is a world
leader in the manufacture, engineering, design and validation of
driveline and drivetrain systems and related components and
modules, chassis systems and metal-formed products for trucks,
sport utility vehicles, passenger cars and crossover utility
vehicles.  In addition to locations in the United States
(Michigan, New York, Ohio and Indiana), the Company also has
offices or facilities in Brazil, China, Germany, India, Japan,
Luxembourg, Mexico, Poland, South Korea, Thailand and the United
Kingdom.

                           *     *     *

American Axle carries a 'CCC' long term issuer default rating from
Fitch, a 'CCC+' issuer credit rating from Standard & Poor's, and a
'Ca' corporate family rating from Moody's.

Standard & Poor's Ratings Services said in August that its ratings
on American Axle (CCC+/Negative/--) are not immediately affected
by the company's announcement of its financial results for the
second quarter of 2009.

American Axle had assets of $1,920,600,000 against debts of
$2,656,600,000 as of June 30, 2009.


AMERICAN AXLE: SAC Capital Discloses 6.2% Equity Stake
------------------------------------------------------
By reason of the provisions of Rule 13d-3 of the Securities
Exchange Act of 1934, as amended, each of SAC Capital Advisors LP,
SAC Capital Advisors Inc. and Steven A. Cohen may be deemed to
beneficially own as of the close of business of August 31, 2009,
3,445,300 shares -- constituting roughly 6.2% of the shares
outstanding -- of American Axle & Manufacturing Holdings, Inc.
common stock.

SAC Capital Advisors LP, SAC Capital Advisors Inc. and Mr. Cohen
own directly no Shares.  Pursuant to an investment management
agreement, SAC Capital Advisors LP maintains investment and voting
power with respect to the securities held by SAC Capital
Associates and SAC MultiQuant Fund.  SAC Capital Advisors Inc. is
the general partner of SAC Capital Advisors LP. Mr. Cohen controls
SAC Capital Advisors Inc.

                       About American Axle

Headquartered in Detroit, Michigan, American Axle & Manufacturing
Holdings Inc. (NYSE: AXL) -- http://www.aam.com/-- is a world
leader in the manufacture, engineering, design and validation of
driveline and drivetrain systems and related components and
modules, chassis systems and metal-formed products for trucks,
sport utility vehicles, passenger cars and crossover utility
vehicles.  In addition to locations in the United States
(Michigan, New York, Ohio and Indiana), the Company also has
offices or facilities in Brazil, China, Germany, India, Japan,
Luxembourg, Mexico, Poland, South Korea, Thailand and the United
Kingdom.

                          *     *     *

American Axle carries a 'CCC' long term issuer default rating from
Fitch, a 'CCC+' issuer credit rating from Standard & Poor's, and a
'Ca' corporate family rating from Moody's.

Standard & Poor's Ratings Services said in August that its ratings
on American Axle (CCC+/Negative/--) are not immediately affected
by the company's announcement of its financial results for the
second quarter of 2009.

American Axle had assets of $1,920,600,000 against debts of
$2,656,600,000 as of June 30, 2009.


AMERICAN INT'L: Treasury Rules on Pay Packages by End of October
----------------------------------------------------------------
Government officials say that Kenneth Feinberg, Treasury
Department's special master for compensation, will rule by the end
of October on pay packages at seven firms receiving federal rescue
funds, but he is expected to decide well ahead of that deadline,
Deborah Solomon at The Wall Street Journal reports.

According to The Journal, Mr. Feinberg has determined that the
companies' proposed pay packages are "substantially complete," a
determination that requires him to rule by the end of October.
The report says that Mr. Feinberg's ruling will affect top 25
earners at these companies that also have to submit compensation
structures for the next 75 highest earners:

     -- Citigroup Inc.,
     -- Bank of America Corp.,
     -- American International Group Inc.,
     -- Chrysler Corp.,
     -- General Motors Corp.,
     -- Chrysler Financial, and
     -- GMAC Financial Services Inc.

Citing people familiar with the matter, The Journal relates that
Mr. Feinberg doesn't aim to limit pay, but hopes to change
incentives for employees, a view shared by Treasury Secretary
Timothy Geithner.

                 About American International

Based in New York, American International Group, Inc., is the
leading international insurance organization with operation in
more than 130 countries and jurisdictions.  AIG companies serve
commercial, institutional and individual customers through the
most extensive worldwide property-casualty and life insurance
networks of any insurer.  In addition, AIG companies are leading
providers of retirement services, financial services and asset
management around the world.  AIG's common stock is listed on the
New York Stock Exchange, as well as the stock exchanges in Ireland
and Tokyo.

In September 2008, AIG experienced a liquidity crunch when its
credit ratings were downgraded below "AA" levels by Standard &
Poor's, Moody's Investors Service and Fitch Ratings.  On
September 16, 2008, the Federal Reserve Bank created an
$85 billion credit facility to enable AIG to meet increased
collateral obligations consequent to the ratings downgrade, in
exchange for the issuance of a stock warrant to the Fed for 79.9%
of the equity of AIG.  The credit facility was eventually
increased to as much as $182.5 billion.  AIG has sold a number of
its subsidiaries and other assets to pay down loans received, and
continues to seek buyers of its assets.

The Troubled Company Reporter reported on March 4, 2009, that
Moody's Investors Service confirmed the A3 senior unsecured debt
and Prime-1 short-term debt ratings of American International
Group.  AIG's subordinated debt rating has been downgraded to Ba2
from Baa1.  The rating outlook for AIG is negative.  This rating
action follows AIG's announcement of net losses of $62 billion for
the fourth quarter and $99 billion for the full year of 2008,
along with a revised restructuring plan supported by the U.S.
Treasury and the Federal Reserve.  This concludes a review for
possible downgrade that was initiated on September 15, 2008.


BNP PETROLEUM: Faces Liquidation Amid Dispute With Creditors
------------------------------------------------------------
Dan Kelley at Caller-Times reports that BNP Petroleum's investors
has agreed with creditors to liquidate the Company if the two
parties fail to settle their dispute by Friday.

According to Caller-Times, three creditors tried to force BNP into
Chapter 7 bankruptcy in April 2009, but the case was converted to
Chapter 11 in August 2009.

Caller-Times relates that while BNP representatives blamed
dropping natural gas prices for the Company's misfortunes, Toby
Shor, a silent investor owed $12 million to $16 million by the
Company, has questioned some transactions, including transfers of
money to businesses controlled by chairperson Paul Black, whom Ms.
Shor sued in 2008 to gain access to accounting information.
According to Caller-Times, Mr. Black counter-sued, claiming that
Ms. Shor's lawsuit wrecked a financing deal with a French bank,
which had been prepared to lend BNP up to $16 million provided it
could buy insurance -- a hedge -- to protect itself against
falling gas prices.  Court documents say that the insurance could
have been bought when natural gas prices were at extremely high
levels in 2008.  Caller-Times states that Mr. Black has asked a
court to award $44 million.

Caller-Times says that Ms. Shor, some creditors, and lawyers for
Mr. Black's children opposed an interim financing and a potential
sale of BNP and are asking Bankruptcy Judge Richard Schmidtto to
appoint a trutee to oversee BNP.  According to the report,
Mr. Black's children own, through a trust, about one-third of the
BNP chairperson's share of the partnership, the result of a
divorce between Mr. Black and his ex-wife, Barbara Canales.

The trust hasn't received any money from BNP, Caller-Times
relates, citing Hector Canales, the attorney for the trust.  Court
documents say that the trust owes taxes because Mr. Black
reinvested BNP income into the Company in the trust's name.

Caller-Times says that BNP Petroleum has almost no assets but has
incurred millions in debt.  The Company's assets are held in BNP
Oil and Gas, according to Caller-Times.  BNP Oil and Gas, which
isn't in bankruptcy, is seeking court approval to transfer some
assets into BNP Petroleum to pay the debts.

BNP Petroleum operates natural gas wells on the Padre Island
National Seashore and in other locations.


BYRAM RENTALS: Court Finds Cause to Dismiss Chapter 11 Case
-----------------------------------------------------------
WestLaw reports that cause existed to dismiss the Chapter 11 case
of a corporate debtor that operated rental units.  The debtor had
a consistent pattern of failing to maintain insurance.  In
addition, the debtor had failed to pay real property taxes on some
of its rental units, and several units had been certified to the
state for sale.  The debtor, moreover, owed more than $15,000 in
delinquent taxes, the debtor's sole shareholder had testified
falsely about the payment of taxes in previous hearings, and the
shareholder co-mingled personal and business expenses and filed
operating reports late.  The debtor also had made no payments to a
secured creditor for more than one year.  In re Byram Rentals,
Inc., --- B.R. ----, 2009 WL 2634584 (Bankr. W.D. Ark.).

Byram Rentals, Inc., filed for Chapter 11 protection (Bankr. W.D.
Ark. Case No. 09-70835) on February 24, 2009, represented by
Robert L. Depper, Jr., Esq., at Depper Law Firm in El Dorado,
Ark., and estimating less than $10 million in assets and debts.


CABLEVISION SYSTEMS: Files Amended 10-Q Report to Correct Typos
---------------------------------------------------------------
Cablevision Systems Corporation and CSC Holdings, Inc., filed with
the Securities and Exchange Commission an Amendment to its
Quarterly Report on Form 10-Q for the quarterly period ended
June 30, 2009.  The Original Report was filed July 30, 2009.

The Amended Report is filed solely to amend the certifications by
Cablevision's President and Chief Executive Officer and Executive
Vice President and Chief Financial Officer pursuant to Section 906
of the Sarbanes-Oxley Act of 2002 to correct a typographical error
whereby an incorrect date was inadvertently provided on the
certifications.  The Amendment includes new certifications by the
Company's President and Chief Executive Officer and Executive Vice
President and Chief Financial Officer pursuant to Sections 302 and
906 of the Sarbanes-Oxley Act of 2002.

Cablevision has not modified or updated other disclosures
contained in the Original Report.

As reported by the Troubled Company Reporter on August 3, 2009,
Cablevision and CSC Holdings posted net income of $87,059,000
for the three months ended June 30, 2009, lower compared to
$92,298,000 booked during the same period last year.

The Company posted net income of $108,077,000 for the six months
ended June 30, 2009, higher compared to $64,652,000 booked during
the same period last year.

At June 30, 2009, the Company had $9,307,950,000 in total assets;
and $14,592,186 in total liabilities and $12,293,000 in redeemable
noncontrolling interests, resulting in $5,296,319,000
stockholders' deficiency.  At June 30, 2009, the Company had
($210,000) in noncontrolling interests, resulting in
$5,296,529,000 total deficiency.

A full-text copy of the Amended 10-Q filing is available at no
charge at http://ResearchArchives.com/t/s?43c9

                         About Cablevision

Cablevision Systems Corporation -- http://www.cablevision.com/--
is one of the nation's leading media and entertainment companies.
Its cable television operations serve more than 3 million
households in the New York metropolitan area.  The company's
advanced telecommunications offerings include its iO: Interactive
Optimum digital television, Optimum Online high-speed Internet,
Optimum Voice digital voice-over-cable, and its Optimum Lightpath
integrated business communications services.  Cablevision operates
several programming businesses, including AMC, IFC, Sundance
Channel and WE tv, through Rainbow Media Holdings LLC, and serves
the New York area as publisher of Newsday and other niche
publications through Newsday LLC.  In addition to these
businesses, Cablevision owns Madison Square Garden and its sports
teams, the New York Knicks, Rangers and Liberty.  The company also
operates New York's famed Radio City Music Hall, the Beacon
Theatre, and The Chicago Theatre, and owns and operates Clearview
Cinemas.

                            *     *     *

As reported by the Troubled Company Reporter on May 22, 2009,
Moody's Investors Service upgraded Cablevision Systems
Corporation's Corporate Family Rating and Probability of Default
Rating, each to 'Ba2' from 'Ba3'.

Cablevision carries 'BB' issuer credit ratings from Standard &
Poor's and 'BB-' long term issuer default rating from Moody's.


CENTERSTONE DIAMONDS: Michael Beaudry to File Financial Records
---------------------------------------------------------------
Teresa Novellino at National Jeweller reports that Michael Beaudry
Inc. Executive Vice President and Chief Operating Officer Robert
Beaudry said that the Company will be providing financial records,
including sales figures, to the U.S. Bankruptcy Court for the
Central District of Florida to assert that the Company is
profitable and can make it through the economic crisis, and to
counter efforts by its secured creditors' to put the Company in
liquidation.

National Jeweller quoted Mr. Beaudry as saying, "Beaudry [the
Company] believes it can successfully operate during the balance
of 2009 and thereby maintain the value of its brand, its jewelry
and the investment of many authorized Beaudry accounts and Beaudry
collectors."

According to National Jeweller, a court hearing is set for
September 8.

National Jeweller says that Michael Beaudry is also trying to
bring in an investor that would let it severe ties with the
secured creditor.  The Company aims to emerge from Chapter 11
bankruptcy protection with a focus on the high-end consumer, the
report states.

                    About Centerstone Diamonds

Headquartered in Los Angeles, California, Centerstone Diamonds,
Inc., sells jewelry, watches, precious stones, and precious
metals.  The Company and Michael Beaudry, Inc., filed for Chapter
11 on June 4, 2009 (Bankr. C.D. Calif. Cases No. 09-23944 and 09-
23945).  Michael S. Kogan, Esq., at Ervin Cohen & Jessup LLP,
represents the Debtors in their restructuring efforts.
Centerstone says it has assets and debts both ranging from $10
million to $50 million.


CHRYSLER FINANCIAL: Feinberg Rules on Pay Packages by October End
-----------------------------------------------------------------
Government officials say that Kenneth Feinberg, Treasury
Department's special master for compensation, will rule by the end
of October on pay packages at seven firms receiving federal rescue
funds, but he is expected to decide well ahead of that deadline,
Deborah Solomon at The Wall Street Journal reports.

According to The Journal, Mr. Feinberg has determined that the
companies' proposed pay packages are "substantially complete," a
determination that requires him to rule by the end of October.
The report says that Mr. Feinberg's ruling will affect top 25
earners at these companies that also have to submit compensation
structures for the next 75 highest earners:

     -- Citigroup Inc.,
     -- Bank of America Corp.,
     -- American International Group Inc.,
     -- Chrysler Corp.,
     -- General Motors Corp.,
     -- Chrysler Financial, and
     -- GMAC Financial Services Inc.

Citing people familiar with the matter, The Journal relates that
Mr. Feinberg doesn't aim to limit pay, but hopes to change
incentives for employees, a view shared by Treasury Secretary
Timothy Geithner.

                     About Chrysler Financial

Chrysler Financial served as Chrysler LLC's preferred lender until
the automaker filed for bankruptcy protection on April 30.  It was
replaced by GMAC Financial Services as part of the government-
backed restructuring of Chrysler.

With a loan portfolio of $45 billion, Chrysler Financial continues
to offer dealership insurance and financial products to consumers,
AP reported.

As reported by the TCR on July 10, 2009, Fitch Ratings has
affirmed and removed from Rating Watch Negative Chrysler Financial
Services Americas LLC's Issuer Default Ratings: Long-term IDR at
'CC'; and Short-term IDR at 'C'.  At the same time, CFS' senior
debt ratings have been revised following changes in Fitch's rating
definitions published in March 2009.


CITADEL BROADCASTING: Prepackaged Bankruptcy Among Options
----------------------------------------------------------
Citadel Broadcasting Corp. is negotiating with senior debtholders
about "what the next step should be" after it skipped a $2 million
interest payment on its subordinated debt due August 15, Sarah
McBride at The Wall Street Journal reports, citing Company CEO
Farid Suleman.

"All options are on the table," including prepackage bankruptcy,
debt restructuring, and another amendment to the company's credit
agreement, The Journal says, citing Mr. Suleman, who admitted that
Citadel might not be able to meet conditions that kick in next
January.

According to The Journal, Citadel has the option of making its
payment by September 15 without triggering a default.

Citadel renegotiated its agreement with creditors twice in 2008
and got a waiver for its leverage requirements through the end of
2009, The Journal recalls.

In May, the Company announced that it engaged Lazard Freres & Co.
LLC to provide financial and advisory services in evaluating
financial options, including a possible restructuring of its
capital structure.

As of June 30, 2009, the Company's outstanding bank debt was
$2.033 billion, comprising $1.90 billion owed under term loans and
$137 million under revolving loans.  It also owed $49.0 million
for convertible subordinated notes.  Interest payments on the term
loans and revolving loans are due monthly.

              Compliance Problems by January 2010

On March 26, 2009, the Company entered into the Fourth Amendment
to the Senior Credit and Term Facility, dated as of June 12, 2007,
as previously amended, among the Company and several lenders.  The
Fourth Amendment modified various terms of the Senior Credit and
Term Facility, including suspending certain financial covenants
through 2009 while imposing new monthly covenants for 2009.

The Company was in compliance with the modified terms of the
Senior Credit and Term Facility as of June 30, 2009 and expects to
remain in compliance with these terms through 2009.  The Fourth
Amendment also requires the Company to have at least $150 million
of available cash as of January 15, 2010 and that the remaining
convertible subordinated notes be amended by January 15, 2010 to
provide for a maturity date on or after September 30, 2014, among
other things.  Additionally, as of the quarter ended March 31,
2010, the Company would be required to comply with the financial
leverage covenant required prior to the Fourth Amendment under
section 13.1 of the Senior Credit and Term Facility at a rate of
7.75 to 1.0, reducing to 7.25 to 1.0 on June 30, 2010, and further
reducing to 6.75 to 1.0 on December 31, 2010.  The Fourth
Amendment also requires that if the Company's cash exceeds
$30,000,000 at any time, then the Company must put the amount in
excess of $30,000,000 into a cash collateral account for the
benefit of the Company's lenders. The Company will not have access
to the cash collateral account to operate its business, fulfill
its obligations, or to otherwise meet its liquidity needs without
the consent of the lenders.

"Based on the current economic conditions, capital markets and the
continuing decline in radio revenues, the Company anticipates that
it will be difficult for the Company to meet these requirements in
2010, especially those commencing on January 15, 2010.  If we fail
to do so, we will be in default under our Senior Credit and Term
Facility and would also be in default under the terms of our
convertible subordinated notes," the Company said in its quarterly
report submitted to the Securities and Exchange Commission on
August 10.  "Should we default, our indebtedness may be
accelerated, we will likely not be able to satisfy these
obligations, and we may need to either obtain an additional
amendment or waiver from lenders or reorganize our capital
structure and debt."

A copy of the Company's second quarter report filed on August 10,
2009 is available for free at:

                http://researcharchives.com/t/s?43d7

                    About Citadel Broadcasting

Citadel Broadcasting Corporation  (OTCBB:CTDB) is the third
largest radio group in the United States, with a national
footprint reaching more than 50 markets. Citadel is comprised of
165 FM stations and 58 AM stations in the nation's leading
markets, in addition to the ABC Radio Network business, which is
one of the three largest radio networks in the United States.  See
http://www.cidatelbroadcasting.com/

Citadel had assets of $1.412 billion against debts of $2.469
billion as of June 30, 2009.

As reported by the TCR on June 29, 2009, Moody's Investors Service
downgraded Citadel Broadcasting Corporation's Corporate Family
Rating to Caa3 from Caa2 and Probability of Default Rating o Ca
from Caa3.  In addition, Moody's downgraded Citadel's senior
secured credit facility to Caa3 from Caa2.  The rating outlook is
stable.


CITIGROUP INC: Files September 2009 Investment Offerings Brochure
-----------------------------------------------------------------
Citigroup Inc. filed with the Securities and Exchange Commission a
copy of the "CitiFirst Structured Investments Offerings Brochure
for September 2009".

Citi is seeking to issue these securities:

     -- 2% Minimum Coupon Principal Protected Notes Based Upon the
        S&P 500(R) Index
     -- 2% Minimum Coupon Principal Protected Notes Based Upon the
        Price of Gold
     -- Capital Protected Notes Based Upon the S&P 500(R) Index
     -- CitiFirst Performance Investments
     -- ELKS(R) Based Upon American Express
     -- ELKS(R) Based Upon Yahoo! Inc.
     -- Buffer Notes Based Upon the S&P 500(R) Index

A full-text copy of the brochure is available at no charge at:

               http://ResearchArchives.com/t/s?43cb

                       About Citigroup Inc.

Based in New York, Citigroup Inc. (NYSE: C) --
http://www.citigroup.com/-- is organized into four major segments
-- Consumer Banking, Global Cards, Institutional Clients Group,
and Global Wealth Management.  At June 30, 2009, Citigroup had
total assets of $1.84 trillion and total liabilities of
$1.69 trillion.

As reported in the Troubled Company Reporter on November 25, 2008,
the U.S. government entered into an agreement with Citigroup to
provide a package of guarantees, liquidity access, and capital.
As part of the agreement, the U.S. Treasury and the Federal
Deposit Insurance Corporation will provide protection against the
possibility of unusually large losses on an asset pool of
roughly $306 billion of loans and securities backed by
residential and commercial real estate and other such assets,
which will remain on Citigroup's balance sheet.  As a fee for this
arrangement, Citigroup issued preferred shares to the Treasury and
FDIC.  The Federal Reserve agreed to backstop residual risk in the
asset pool through a non-recourse loan.

Citigroup is one of the banks that, according to results of the
government's stress test, need more capital.


CITIGROUP INC: Treasury Rules on Pay Packages by End of October
---------------------------------------------------------------
Government officials say that Kenneth Feinberg, Treasury
Department's special master for compensation, will rule by the end
of October on pay packages at seven firms receiving federal rescue
funds, but he is expected to decide well ahead of that deadline,
Deborah Solomon at The Wall Street Journal reports.

According to The Journal, Mr. Feinberg has determined that the
companies' proposed pay packages are "substantially complete," a
determination that requires him to rule by the end of October.
The report says that Mr. Feinberg's ruling will affect top 25
earners at these companies that also have to submit compensation
structures for the next 75 highest earners:

     -- Citigroup Inc.,
     -- Bank of America Corp.,
     -- American International Group Inc.,
     -- Chrysler Corp.,
     -- General Motors Corp.,
     -- Chrysler Financial, and
     -- GMAC Financial Services Inc.

Citing people familiar with the matter, The Journal relates that
Mr. Feinberg doesn't aim to limit pay, but hopes to change
incentives for employees, a view shared by Treasury Secretary
Timothy Geithner.

Based in New York, Citigroup Inc. (NYSE: C) --
http://www.citigroup.com/-- is organized into four major segments
-- Consumer Banking, Global Cards, Institutional Clients Group,
and Global Wealth Management.  At June 30, 2009, Citigroup had
total assets of $1.84 trillion and total liabilities of
$1.69 trillion.

As reported in the Troubled Company Reporter on November 25, 2008,
the U.S. government entered into an agreement with Citigroup to
provide a package of guarantees, liquidity access, and capital.
As part of the agreement, the U.S. Treasury and the Federal
Deposit Insurance Corporation will provide protection against the
possibility of unusually large losses on an asset pool of
roughly $306 billion of loans and securities backed by
residential and commercial real estate and other such assets,
which will remain on Citigroup's balance sheet.  As a fee for this
arrangement, Citigroup issued preferred shares to the Treasury and
FDIC.  The Federal Reserve agreed to backstop residual risk in the
asset pool through a non-recourse loan.

Citigroup is one of the banks that, according to results of the
government's stress test, need more capital.


CITIGROUP INC: US Bancorp Buys Interest in Credit Card Portfolios
-----------------------------------------------------------------
U.S. Bancorp of Minneapolis has acquired Citigroup Inc.'s interest
in three North American credit-card portfolios, Kathy Shwiff and
Robin Sidel at The Wall Street Journal report, citing people
familiar with the matter.

The Journal relates that the portfolios, which are contained in
Citi Holdings, represent $1.3 billion of loans that are tied to
credit-card operations of small financial institutions.

Citigroup didn't identify the buyer or type of portfolio that was
being sold, says The Journal.

Based in New York, Citigroup Inc. (NYSE: C) --
http://www.citigroup.com/-- is organized into four major segments
-- Consumer Banking, Global Cards, Institutional Clients Group,
and Global Wealth Management.  At June 30, 2009, Citigroup had
total assets of $1.84 trillion and total liabilities of
$1.69 trillion.

As reported in the Troubled Company Reporter on November 25, 2008,
the U.S. government entered into an agreement with Citigroup to
provide a package of guarantees, liquidity access, and capital.
As part of the agreement, the U.S. Treasury and the Federal
Deposit Insurance Corporation will provide protection against the
possibility of unusually large losses on an asset pool of
roughly $306 billion of loans and securities backed by
residential and commercial real estate and other such assets,
which will remain on Citigroup's balance sheet.  As a fee for this
arrangement, Citigroup issued preferred shares to the Treasury and
FDIC.  The Federal Reserve agreed to backstop residual risk in the
asset pool through a non-recourse loan.

Citigroup is one of the banks that, according to results of the
government's stress test, need more capital.


COLONIAL BANCGROUP: Patti Hill Resigns as Sr. EVP & COO
-------------------------------------------------------
Patti G. Hill resigned as Senior Executive Vice President and
Chief Operating Officer of The Colonial BancGroup, Inc., on
August 25, 2009.

Headquartered in Montgomery, Alabama, The Colonial BancGroup
(NYSE: CNB) provides diversified financial services, including
retail and commercial banking, wealth management services,
mortgage banking and insurance products.  The BancGroup derives
substantially all of its income from Colonial Bank, N.A (Colonial
Bank) its banking subsidiary.  Colonial bank --
http://www.colonialbank.com/-- operates 354 branches in Florida,
Alabama, Georgia, Nevada and Texas with over $26 billion in
assets.

On August 14, 2009, Colonial BancGroup's banking unit Colonial
Bank, Montgomery, AL, was closed by the Alabama State Banking
Department and the Federal Deposit Insurance Corporation was named
receiver.  The FDIC sold most of the assets to Branch Banking and
Trust, Winston-Salem, North Carolina.  BB&T acquired $22 billion
in assets and assumed $20 billion in deposits of the Bank.

Colonial BancGroup filed for Chapter 11 bankruptcy protection on
August 25, 2009 (Bankr. M.D. Ala. Case No. 09-32303).  W. Clark
Watson, Esq., at Balch & Bingham LLP and Rufus T. Dorsey IV,
Esq., at Parker Hudson Rainer & Dobbs LLP assist the Company in
its restructuring efforts.  The Company listed $45,000,000 in
assets and $380,000,000 in debts in its bankruptcy filing.


DYNAMIC RESPONSE: June 30 Balance Sheet Upside-Down by $3.47MM
--------------------------------------------------------------
Dynamic Response Group, Inc.'s balance sheet at June 30, 2009,
showed total assets of $3.30 million and total liabilities of
$6.77 million, resulting in a stockholders' deficit of
$3.47 million.

For three months ended June 30, 2009, the Company reported a net
income of $59,957 compared with a net loss of $1.86 million for
the same period in 2008.

For six months ended June 30, 2009, the Company posted a net loss
of $281,558 compared with a net loss of $1.45 million for the same
period in 2008.

The Company said there is substantial doubt about its ability to
continue as a going concern noting its losses from operations. The
management is working with outstanding creditors with the intent
to convert some of the Company's debt to equity, whereby the
creditors will take shares of a newly created Series B Preferred
Stock in place of the debt owed.  The Series B Preferred Stock
will earn escalating interest over the years it is outstanding.
The Company has also taken steps to reduce its obligation to its
15% convertible note holders by converting the notes into a newly
created Series C Preferred Stock.  As the Company generates
revenue it will convert the preferred shares to cash and return
the preferred stock to treasury.

The Company's ability to continue as a going concern is dependent
upon the ability to generate sales from existing and new products
and obtaining adequate capital to launch new products.  The
Company is presently in the final stages of negotiating with
several institutions to secure financing for Medico Express and
the Company's operations.  The management anticipates that
revenues earned from sales will be the primary source of funds for
operating activities; however, there can be no assurance that
management's plans will be successful.

A full-text copy of the Company's Form 10-q is available for free
at http://ResearchArchives.com/t/s?43c0

                     About Dynamic Response

Dynamic Response Group, Inc., is a marketing company engaged in
the business of Electronic & Multi Media Retailing, including
print, radio, television and the Internet and considers itself an
emerging leader in the use of direct response transactional
television programming, known as infomercials, to market consumer
products.


E*TRADE FIN'L: Citadel Discloses 14.9% Equity Stake
---------------------------------------------------
Citadel Limited Partnership and certain entities disclose being
the beneficial owner of 166,183,569 shares -- or 14.9% -- of
E*TRADE Financial Corporation Common Stock, $0.01 par value.

The other entities are Citadel LP, Citadel Investment Group,
L.L.C., Kenneth Griffin, Citadel Equity Fund Ltd., Citadel
Securities LLC (f/k/a Citadel Derivatives Group LLC), Citadel
Derivatives Trading Ltd., Wingate Capital Ltd., and Citadel AC
Investments Ltd.

On July 24, 2009, Citadel et al., sold roughly $20,000,0000 of the
E*TRADE Springing Lien Notes.

Wingate has assigned all of its Common Stock and all of its rights
to acquire Common Stock to CAC.  As a result, Wingate ceased being
the beneficial owner of any Common Stock by November 29, 2007.
Wingate again became a Reporting Person in connection with
Amendment No. 10.  CAC distributed all of its Common Stock to CEF,
its direct parent.  As a result, CAC ceased being the beneficial
owner of any Common Stock on or about October 13, 2008.

                      About E*TRADE FINANCIAL

The E*TRADE FINANCIAL (NASDAQ: ETFC) family of companies provides
financial services including trading, investing and related
banking products and services to retail investors.  Securities
products and services are offered by E*TRADE Securities LLC
(Member FINRA/SIPC).  Bank products and services are offered by
E*TRADE Bank, a Federal savings bank, Member FDIC, or its
subsidiaries.

                          *     *     *

The Company's current senior debt ratings are Caa3 by Moody's
Investor Service, CC/CCC-(3) by Standard & Poor's and B (high) by
Dominion Bond Rating Service.  The Company's long-term deposit
ratings are Ba3 by Moody's Investor Service, CCC+ (developing) by
Standard & Poor's and BB by DBRS.


GMAC FINANCIAL: Feinberg Rules on Pay Packages by End of October
----------------------------------------------------------------
Government officials say that Kenneth Feinberg, Treasury
Department's special master for compensation, will rule by the end
of October on pay packages at seven firms receiving federal rescue
funds, but he is expected to decide well ahead of that deadline,
Deborah Solomon at The Wall Street Journal reports.

According to The Journal, Mr. Feinberg has determined that the
companies' proposed pay packages are "substantially complete," a
determination that requires him to rule by the end of October.
The report says that Mr. Feinberg's ruling will affect top 25
earners at these companies that also have to submit compensation
structures for the next 75 highest earners:

     -- Citigroup Inc.,
     -- Bank of America Corp.,
     -- American International Group Inc.,
     -- Chrysler Corp.,
     -- General Motors Corp.,
     -- Chrysler Financial, and
     -- GMAC Financial Services Inc.

Citing people familiar with the matter, The Journal relates that
Mr. Feinberg doesn't aim to limit pay, but hopes to change
incentives for employees, a view shared by Treasury Secretary
Timothy Geithner.

GMAC Financial Services -- http://www.gmacfs.com/-- formerly
General Motors Acceptance Corporation, is a bank holding company
with operations in North America, South America, Europe and Asia-
Pacific.  GMAC specializes in automotive finance, real estate
finance, insurance, commercial finance and online banking.  As of
December 31, 2008, the company had $189 billion in assets and
serviced 15 million customers around the world.

GMAC is the biggest lender to GM's 6,500 dealers nationwide, most
of which get the financing they need to operate and buy vehicle
inventory from the automaker, CNNMoney.com notes.

GMAC Financial Services is wholly owned by GMAC LLC.  Cerberus
Capital Management LP led a group of investors that bought a 51%
stake in GMAC LLC from General Motors Corp. in December 2006 for
$14 billion.

On December 24, 2008, GMAC Financial Services' application to
become a bank holding company under the Bank Holding Company Act
of 1956, as amended, was approved by the Board of Governors of the
Federal Reserve System.  In addition, GMAC Bank received approval
from the Utah Department of Financial Institutions to convert to a
state bank.

                         *     *     *

As reported in the Troubled Company Reporter on May 5, 2009,
Standard & Poor's Ratings Services maintains its CCC/Negative/C
rating on GMAC LLC despite the Company's announcement that it
entered into an agreement with Chrysler Financial Services
Americas LLC to provide future automotive financing products and
services to Chrysler dealers and customers.


IM STOPPING: Voluntary Chapter 15 Case Summary
----------------------------------------------
Chapter 15 Petitioner: IM Stopping Power GmbH

Chapter 15 Debtor: IM Stopping Power GmbH
                   Kaulbachstr, 1, 80539
                   Munich, Germany 91436

Chapter 15 Case No.: 09-21491

Chapter 15 Petition Date: September 1, 2009

Court: Central District of California (San Fernando Valley)

Chapter 15 Petitioner's Counsel: Douglas M. Neistat, Esq.
                                 twilliams@greenbass.com
                                 Greenberg & Bass LLP
                                 16000 Ventura Blvd., #1000
                                 Encino, CA 91436
                                 Tel: (818) 382-6200
                                 Fax: (818) 986-6534

Estimated Assets: $50,000 to $100,000

Estimated Debts: $1 million to $10 million

The petition is signed by Axel Bierbach, administrator of the
company.


JEFFREY QUACKENBUSH: Taps Deschenes & Sullivan as Bankr. Counsel
----------------------------------------------------------------
Jeffrey Robert Quackenbush asks the U.S. Bankruptcy Court for the
District of Montana for authority to employ Gary S. Deschenes and
Deschenes & Sullivan Law Offices, as counsel.

Deschenes & Sullivan will represent the Debtor in any financial
workouts, reorganizations, or arrangements or any insolvency or
bankruptcy proceedings, including but not limited to any
Chapter 11 reorganization proceedings as determined by Debtor to
be appropriate.

Mr. Deschenes, an attorney at Deschenes & Sullivan, tells the
Court that he received a $9,990 retainer to cover the prepetition
services, the filing fee of $1,039, and a retainer for
postpetition work.  Mr. Deschenes adds that the Debtor deposited
$7,046, the balance of said payment, in Deschenes & Sullivan Law
Offices' trust account as a retainer.  In addition, the Debtor
agreed to deposit in the trust account $2,000 per month beginning
Nov. 15, 2009, during the administration of the case to be used
for interim and final Debtor's attorney's fees and costs as
approved by this Court, and the balance to be utilized for other
approved administrative claims, with any remainder returned to the
Debtor.

The hourly rates of Deschenes & Sullivan are:

     Mr. Deschenes                $250
     Lisa Peck, paralegal         $110
     Tricia McEwen, paralegal     $110
     Shane Yeager, paralegal      $110

Mr. Deschenes assures the Court that the firm is a "disinterested
person" as that term is defined in Section 101(14) of the
Bankruptcy Code.

Mr. Deschenes can be reached at:

     Deschenes & Sullivan Law Offices
     309 First Avenue North
     P.O. Box 3466
     Great Falls, Mt 59403-3466
     Tel: (406) 761-6112

                  About Jeffrey Robert Quackenbush

Big Sky, Montana-based Jeffrey Robert Quackenbush, also known as
Jeff Quackenbush, filed for Chapter 11 on Aug. 14, 2009 (Bankr. D.
Mont. Case No. 09-61618).  Gary S. Deschenes, Esq., represents the
Debtor in his restructuring efforts.  The Debtor did not file a
list of his 20 largest unsecured creditors when it filed its
petition.  In his petition, the Debtor listed assets and debts
both ranging from $10,000,001 to $50,000,000.


JEFFREY QUACKENBUSH: Has Until September 4 to File Schedules
------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Montana extended
until Sept. 4, 2009, Jeffrey Robert Quackenbush's time to file its
schedules of assets and debts, statement of financial affairs and
other required documents.

Big Sky, Montana-based Jeffrey Robert Quackenbush aka Jeff
Quackenbush filed for Chapter 11 on Aug. 14, 2009 (Bankr. D. Mont.
Case No. 09-61618).  Gary S. Deschenes, Esq., represents the
Debtor in his restructuring efforts.  The Debtor did not file a
list of his 20 largest unsecured creditors when it filed its
petition.  In his petition, the Debtor listed assets and debts
both ranging from $10,000,001 to $50,000,000.


JEFFREY QUACKENBUSH: Section 341(a) Meeting Set for September 15
----------------------------------------------------------------
The U.S. Trustee for Region 18 will convene a meeting of creditors
in Jeffrey Robert Quackenbush's Chapter 11 case on Sept. 15, 2009,
at 2:00 p.m.  The meeting will be held at 315 FED Bldg., 400 N.
Main St., Butte, Montana.

This is the first meeting of creditors required under Section
341(a) of the Bankruptcy Code in all bankruptcy cases.

All creditors are invited, but not required, to attend.  This
Meeting of Creditors offers the one opportunity in a bankruptcy
proceeding for creditors to question a responsible office of the
Debtor under oath about the company's financial affairs and
operations that would be of interest to the general body of
creditors.

Big Sky, Montana-based Jeffrey Robert Quackenbush, also known as
Jeff Quackenbush, filed for Chapter 11 on Aug. 14, 2009 (Bankr. D.
Mont. Case No. 09-61618).  Gary S. Deschenes, Esq., represents the
Debtor in his restructuring efforts.  The Debtor did not file a
list of his 20 largest unsecured creditors when it filed its
petition.  In his petition, the Debtor listed assets and debts
both ranging from $10,000,001 to $50,000,000.


KEATING CHEVROLET: Mike Young Willing to Put Money for Operations
-----------------------------------------------------------------
Jerry Jordan at The Examiner reports that Mike Young told the U.S.
Bankruptcy Court for the Hon. Bill Parker of the Eastern District
of Texas that he believes that he is willing to put up $200,000
from his own pocket to ensure that Keating Chevrolet Inc. is able
to reorganize and continue operating.

KFDM relates that Mr. Young retained a dealership broker and is
hoping to find an investor who would be willing to finance a floor
plan for him or who would loan him money to buy new vehicles to
sell on his lot.

The broker, according to KFDM, said that he believes Mr. Young's
General Motors Corp. and Chrysler Financial franchises are worth
one and a half to two million dollars.  Chrysler Financial has
frozen Keating Chevrolet's bank account as collateral.  Mr. Young
owes Chrysler Financial and GMAC a total of $3 million for
vehicles that were sold but never paid for by the dealership.
KFDM says that Judge Parker urged Mr. Young, Chrysler Financial,
and GMAC to meet and try to resolve some of their issues while he
takes the case under advisement.

A creditors' meeting is set for September 11, KFDM states.

Nederland, Texas-based Keating Chevrolet, Inc., dba Mike Young
Motor Company, Mike Young Chevrolet and Mike Young Chrysler Dodge
Jeep, operates an automobile dealing business.  The Company filed
for Chapter 11 on Aug. 6, 2009 (Bankr. E.D. Tex. Case No. 09-
10438).  Robert E. Barron, Esq., represents the Debtor in its
restructuring effort.  In its petition, the Debtor listed assets
and debts both ranging from $10,000,001 to $50,000,000.


KERYX BIOPHARMA: Earns $14MM in Q2; Cash to Last Until 2010
-----------------------------------------------------------
Keryx Biopharmaceuticals, Inc., reported a net income of
$14.13 million for three months ended June 30, 2009, compared with
a net loss of $7.69 million for the same period in 2008.

For six months ended June 30, 2009, the Company reported a net
income of $14.58 million compared with a net loss of
$42.23 million for the same period in 2008.

The Company's balance sheet at June 30, 2009, showed total assets
of $24.16 million, total liabilities of $9.11 million and a
stockholders' equity of $15.05 million.

The Company said that there is substantial doubt about its ability
to continue as a going concern.  The Company noted that it
incurred substantial operating losses since its inception and,
except for the three and six months ended June 30, 2009, expects
to continue to incur operating losses for the foreseeable future
and may never become profitable.  As of June 30, 2009, the Company
has an accumulated deficit of $317.30 million.  The Company is
dependent upon significant financing to provide the working
capital necessary to execute its business plan.

The Company anticipates that its cash, cash equivalents and
investment securities as of June 30, 2009, with the additional
$3.50 million of settlement proceeds from Alfa Wassermann S.p.A,
but exclusive of its holdings in auction rate securities, are
sufficient to meet the Company's anticipated working capital needs
and fund its business plan through the end of the second quarter
of 2010.  However, if the Company is not able to receive proceeds
from some portion of its auction rate securities by the third
quarter of 2010, the Company may not have the ability to continue
as a going concern for any significant period beyond that point.

A full-text copy of the Company's Form 10-Q is available for free
at http://ResearchArchives.com/t/s?43ce

Keryx Biopharmaceuticals, Inc. (KERX), is focused on the
acquisition, development and commercialization of medically
important, novel pharmaceutical products for the treatment of
life-threatening diseases, including renal disease and cancer.
Keryx is headquartered in New York City.


KIWA BIO-TECH: June 30 Balance Sheet Upside-Down by $5.63 Million
-----------------------------------------------------------------
Kiwa Bio-Tech Products Group Corporation filed with the Securities
and Exchange Commission its report on Form 10-Q for the quarter
ended June 30, 2009.

At June 30, 2009, the Company's balance sheet showed total assets
of $4.98 million and total liabilities of $10.61 million,
resulting to a stockholders' deficit of $5.63 million.

For three months ended June 30, 2009, the Company posted a net
loss of $601,219 compared with a net loss of $640,744 for the same
period in 2008.

For six months ended June 30, 2009, the Company posted a net loss
of $1.44 million compared with a net loss of $1.34 million for the
same period in 2008.

A full-text copy of the Company's Form 10-Q is available for free
at http://ResearchArchives.com/t/s?43ca

Headquartered in Claremont, California, Kiwa Bio-Tech Products
Group Corporation (OTC BB: KWBT.OB) -- http://www.kiwabiotech.com/
-- develops, manufactures, distributes and markets bio-
technological products for agricultural and natural resources and
environmental conservation.  The Company has established two
subsidiaries in China: (1) Kiwa Shandong in 2002, a wholly owned
subsidiary, and (2) Kiwa Tianjin in July 2006, of which the
company holds 80% equity.

                       Going Concern Doubt

On March 6, 2009, Mao & Company, CPAs, Inc., in New York City
expressed substantial doubt about the Company's ability to
continue as a going concern after auditing the Company's financial
results for periods ended December 31, 2008, and 2007.  The
auditors pointed that the Company has suffered recurring losses
from operations, has debts maturing in 2009 and has a working
capital deficit and a net capital deficiency as of December 31,
2008.


LENNY DYKSTRA: Court-Appointed Trustee to Handle Financial Affairs
------------------------------------------------------------------
Jane Wells at CNBC reports that Lenny Dykstra has lost control of
his Chapter 11 bankruptcy, with the management of his financial
affairs being handed over to a court appointed trustee.

An outside trustee is in "the interest of creditors and
Mr. Dykstra, even if he doesn't think so," CNBC quoted the
Hon. Geraldine Mund as saying.

Judge Mund had ordered Mr. Dykstra in August present proof that
his multi-million dollar homes were insured and were listed for
sale.  Judge Mund also wanted Mr. Dykstra to submit business plan
showing how he would generate enough income to manage a Chapter 11
reorganization.  According to CNBC, Mr. Dykstra's assistant said
that one of the two homes was insured, but the bill had yet to be
paid, but wasn't able to answer where the money to be used in the
payment would come from.  CNBC relates that Mr. Dykstra's other
home, which he bought from Wayne Gretzky for $17.5 million, isn't
insured as the Debtor and Fireman's Fund are in dispute.

Mr. Dykstra insists the two homes are listed for sale.  According
to CNBC, Mr. Dykstra produced listing documents for one house, but
that document was deemed inadequate as it didn't include the
signature of his estranged wife.  Mr. Dykstra, the report states,
said that he has a $12 million offer for the Gretzky home from
someone "who runs a hedge fund," and that amount would cover the
first mortgage from Washington Mutual (now Chase).  Judge Mund
said that the offer was "speculative", with no documents to
support the claim, according to the report.

Louis Vuitton promised to commit $10 million to take a 49% stake
in the relaunch of the Players Club Magazine, with plans to expand
it in Europe, CNBC says, citing Mr Dykstra.  CNBC relates that
Judge Mund declared as hearsay the evidence Mr. Dykstra produced
to support the Vuitton offer.  The evidence Mr. Dykstra produced
was an e-mail signed "Bernard", a Bernard Juhen -- whom Mr.
Dykstra referred to as "Mr. Vuitton" -- that promised potential
meeting with the Debtor if he sent more information, but didn't
commit to giving him $10 million, the report states.

Westlake Village, California-based Lenny Dykstra is a former Major
League Baseball All-Star.  He was center fielder for the New York
Mets and Philadelphia Phillies.  He filed for Chapter 11
bankruptcy protection on July 7, 2009 (Bankr. C.D. Calif. Case No.
09-18409).  M Jonathan Hayes, Esq., at the Law Office of M
Jonathan Hayes in Northridge, California, assists the Debtor in
his restructuring efforts.  The Debtor listed up to $50,000 in
assets and $10,000,001 to $50,000,000 in debts.


MASRY & VITITOE: Wants to Reject Edward L. Masry Employment Pact
----------------------------------------------------------------
Law Offices of Masry & Vititoe asks the U.S. Bankruptcy Court for
the Central District of California for authority to reject the
employment agreement with Edward L. Masry, one of its founders.

The Debtor determined that the contract is:

   -- burdensome to the estate;

   -- the Debtor's current state of financial hardship makes
      performance under the contract an expense the estate cannot
      afford;

   -- the Debtor's secured and unsecured creditors indicated that
      performance under the contract is not an approved use of
      cash collateral; and

   -- the contract and the rights of, Edward Masry competing
      heirs is subject to costly litigation.

Westlake Village, California-based Law Offices of Masry & Vititoe
operates a law firm.  The firm filed for Chapter 11 on Aug. 14,
2009 (Bankr. C. D. Calif. Case No. 09-20447).  Leslie A. Cohen,
Esq., at Leslie Cohen Law PC represents the Debtor in its
restructuring efforts.  In its petition, the Debtor listed assets
and debts both ranging from $10,000,001 to $50,000,000.


MASRY & VITITOE: Wants Schedules Filing Extended Until October 12
-----------------------------------------------------------------
The Law Offices of Masry & Vititoe asks the U.S. Bankruptcy Court
for the Central District of California to extend until Oct. 12,
2009, the time to file its schedules of assets and liabilities,
schedules of current income and expenditures, schedules of
excutory contracts and unexpired leases, and statements of
financial affairs.

Westlake Village, California-based Law Offices of Masry & Vititoe
operates a law firm.  The firm filed for Chapter 11 on Aug. 14,
2009 (Bankr. C.D. Calif. Case No. 09-20447).  Leslie A. Cohen,
Esq., at Leslie Cohen Law PC represents the Debtor in its
restructuring effort.  In its petition, the Debtor listed assets
and debts both ranging from $10,000,001 to $50,000,000.


MIDWAY GAMES: CEO Matthew Booty Remains as Sole Board Member
------------------------------------------------------------
Midway Games Inc. reports that effective August 19, 2009, William
C. Bartholomay, Joseph A. Califano and Robert N. Waxman resigned
from the Company's Board of Directors.  Matthew V. Booty, the
Company's President and Chief Executive Officer, is currently the
sole Board member.

Headquartered in Chicago, Illinois, Midway Games Inc. (OTC Pink
Sheets: MWYGQ) -- http://www.midway.com/-- with offices
throughout the world, is a leading developer and publisher of
interactive entertainment software for major videogame systems and
personal computers.

The Company and nine of its affiliates filed for Chapter 11
protection on February 12, 2009 (Bankr. D. Del. Lead Case No.
09-10465).  Michael D. DeBaecke, Esq., Jason W. Staib, Esq, and
Victoria A. Guilfoyle, Esq., at Blank Rome LLP, in Wilmington,
Delaware; and Marc E. Richards, Esq., and Pamela E. Flaherty,
Esq., at Blank Rome LLP, in New York, represent the Debtors in
their restructuring efforts.  Attorneys at Milbank, Tweed, Hadley
& McCloy LLP and Richards, Layton & Finger, P.A. represent the
official committee of unsecured creditors as counsel.  Epiq
Bankruptcy Solutions, LLC, is the Debtors' claims, noticing, and
balloting agent.

On July 10, 2009, Midway and certain of its U.S. subsidiaries
completed the sale of substantially all of their assets to
Warner Bros. Entertainment Inc. in a sale approved by the Court.
The aggregate gross purchase price is roughly $49 million,
including the assumption of certain liabilities.  Midway is
disposing of its remaining assets.

At June 30, 2009, the Debtors had $1.39 billion in total assets
and $1.59 billion in total liabilities.  A full-text copy of the
Debtors' monthly operating report for the month ended June 30, is
available at http://researcharchives.com/t/s?41c1


NYC OFF-TRACK BETTING: Reorganization to Include Bond Sale
----------------------------------------------------------
The New York City Off-Track Betting Corporation's planned Chapter
9 reorganization filing won't suspend operations and will include
a planned sale of $250 million of bonds to repay some accumulated
debts and allow spending on new technology, Michael Quint at
Bloomberg News reports, citing Meyer Frucher, who was appointed by
New York Governor David Paterson to develop a rescue plan.

Mr. Frucher said that negotiations with bankers at JPMorgan Chase
& Co. indicate that the bonds may have the highest ratings if they
were first in line to collect revenue after winning bets are paid,
Bloomberg relates.

According to Bloomberg, Mr. Frucher said that the reorganization
plan would include:

     -- reducing NYC Off-Track's workers,
     -- cut the number of betting parlors from 68, and
     -- launch a technology that might quadruple the $1 billion a
        year of bets currently being collected.

As reported by the TCR on September 2, 2009, New York Governor
David A. Paterson on September 1 signed Executive Order No. 27,
authorizing the New York City Off-Track Betting Corporation to
file a petition for reorganization under Chapter 9 of the federal
bankruptcy code.  The Governor issued the order after it was
determined that NYCOTB requires major restructuring to regain
solvency.  Governor Paterson has directed the NYCOTB Board of
Directors, led by Chairman Meyer "Sandy" Frucher, to provide the
Governor's Office with a restructuring plan within two months,
which likely will include a Chapter 9 filing for NYCOTB.


PCS EDVENTURES: Posts $450,000 Net Loss in Quarter Ended June 30
----------------------------------------------------------------
PCS Edventures.com, Inc., posted a net loss of $449,682 for three
months ended June 30, 2009, compared with a net loss of $338,663
for the same period in 2008.

The Company's balance sheet at June 30, 2009, showed total assets
of $1.65 million, total liabilities of $742,716 and stockholders'
equity of $912,228.

A full-text copy of the Company's Form 10-Q is available for free
at http://ResearchArchives.com/t/s?43cd

Based in Boise, Idaho, PCS Edventures.com, Inc. (OTC BB: PCSV.OB)
-- http://www.edventures.com/-- designs, develops, and markets
educational learning labs bundled with related technologies and
programs to the K-12 market worldwide.  The Company's products
include Academy of Engineering, Academy of Electric Engineering,
Academy of Science, Academy of Robotics, Edventures! Lab, and
Discover! Lab, which are site-license installations for classrooms
and learning programs; PCS BrickLab and Young Learner Building Box
for classrooms and learning programs; and Edventures! Online,
which is an Internet delivered educational experience that
supports its Edventures! Labs; and Discover! Labs site licenses,
as well as serves as a stand-alone home usage program.  The
Company markets its products and technologies to the public and
private school classrooms for pre-kindergarten through college,
after school market, and home school market.  It has strategic
alliances with K'Nex Corporation, Science Demo, and GibsonTechEd.
PCS Edventures!.com, formerly known as PCS Education Systems,
Inc., was incorporated in 1994 and changed its name to PCS
Edventures!.com, Inc., in 2000.

                        Going Concern Doubt

On June 28, 2009, M&K CPAS, PLLC in Houston, Texas, raised
substantial doubt about PCS Edventures!.com, Inc.'s ability to
continue as a going concern after auditing the company's financial
statements for the year ended March 31, 2009.  The auditor pointed
to the company's recurring losses and negative cash flows from
operations.


PROMENADE AT CATWALK: Involuntary Chapter 11 Case Summary
---------------------------------------------------------
Alleged Debtor: The Promenade at Riverwalk, LLC
                808 3rd Avenue West
                Bradenton, FL 34205

Case Number: 09-19712

Involuntary Petition Date: September 1, 2009

Court: Middle District of Florida (Tampa)

Judge: Michael G. Williamson

Petitioner's Counsel: Sacha Ross, Esq.
                      Grimes Goebel Grimes Hawkins, et al.
                      1023 Manatee Avenue West
                      Bradenton, FL 34205
                      Tel: (941) 748-0151
                      Fax: (941) 748-0158
                      Email: sross@grimesgoebel.com

   Petitioner                 Nature of Claim      Claim Amount
   ----------                 ---------------      ------------
Thomason-Stevens, LLC/         construction         $1,256,761
Morganti Texas, Inc.           indebtedness
417 12th Street West, Suite 218
Bradenton, FL 34205


RUTH JONES: Proposes Peter L. Ressler as Bankruptcy Counsel
-----------------------------------------------------------
Ruth Jones asks the U.S. Bankruptcy Court for the District of
Connecticut for authority to employ Peter L. Ressler, Esq., as
counsel.

Mr. Ressler will:

   a) advise the Debtor regarding its rights, duties and powers as
      a debtor-in-possession operating and managing its business
      and property;

   b) advise and assist the Debtor with respect to financial
      agreements, debt restructuring, cash collateral orders and
      other financial transactions;

   c) review and advise the Debtor regarding the validity of liens
      asserted against property of the Debtor;

   d) advise the Debtor as to actions to collect and recover
      property for the benefit of the Debtor's estate;

   e) prepare on behalf of the Debtor the necessary applications,
      motions, complaints, answers, pleadings, orders, reports,
      notices, schedules, and other documents, well as reviewing
      all financial reports and other reports filed in this
      Chapter 11 case;

   f) counsel the Debtor in connection with all aspects of a plan
      of reorganization and related documents; and

   g) perform all other legal services for the Debtor which may be
      necessary in the Chapter 11 case.

Mr. Ressler, a shareholder of the law firm of Groob, Ressler &
Mulqueen, PC, tells the Court that his hourly rate is $380.
Mr. Ressler adds that prior to the petition date, he received a
$50,000 retainer on account of legal fees and expenses incurred in
representing the Debtor prepetition.

To the best of the Debtor's knowledge, Mr. Ressler is a
"disinterested person" as that term is defined in Section 101(14)
of the Bankruptcy Code.

Mr. Ressler can be reached at:

     Groob Ressler & Mulqueen
     123 York Street, Ste 1B
     New Haven, CT 06511-0001
     Tel: (203) 777-5741
     Fax: (203) 777-4206

                         About Ruth Jones

New Canaan, Connecticut-based Ruth Jones filed for Chapter 11 on
Aug. 14, 2009 (Bankr. D. Conn. Case No. 09-51596).  Peter L.
Ressler, Esq., at Groob Ressler & Mulqueen represents the Debtor
in her restructuring efforts.  In her petition, the Debtor listed
total assets of $10,900,000 and total debts of $14,690,061.


RUTH JONES: U.S. Trustee Sets Meeting of Creditors for Sept. 21
---------------------------------------------------------------
The U.S. Trustee for Region 2 will convene a meeting of creditors
in Ruth Jones's Chapter 11 case on Sept. 21, 2009, at 2:00 p.m.
The meeting will be held at The Giaimo Federal Building, 150 Court
Street, Room 309, at intersection of Court and Orange St., New
Haven, Connecticut.

This is the first meeting of creditors required under Section
341(a) of the Bankruptcy Code in all bankruptcy cases.

All creditors are invited, but not required, to attend.  This
Meeting of Creditors offers the one opportunity in a bankruptcy
proceeding for creditors to question a responsible office of the
Debtor under oath about the company's financial affairs and
operations that would be of interest to the general body of
creditors.

New Canaan, Connecticut-based Ruth Jones filed for Chapter 11 on
Aug. 14, 2009 (Bankr. D. Conn. Case No. 09-51596).  Peter L.
Ressler, Esq., at Groob Ressler & Mulqueen, represents the Debtor
in her restructuring efforts.  In her petition, the Debtor listed
total assets of $10,900,000 and total debts of $14,690,061.


RUTH JONES: Court Extends Schedules Filing Until September 11
-------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Connecticut extended
until Sept. 11, 2009, Ruth Jones' time to file her schedules of
assets and liabilities.

New Canaan, Connecticut-based Ruth Jones filed for Chapter 11 on
Aug. 14, 2009 (Bankr. D. Conn. Case No. 09-51596).  Peter L.
Ressler, Esq., at Groob Ressler & Mulqueen represents the Debtor
in her restructuring efforts.  In her petition, the Debtor listed
total assets of $10,900,000 and total debts of $14,690,061.


SAFETY-KLEEN: Rejection of Stock Purchase Agreement Was Okay
------------------------------------------------------------
WestLaw reports that a stock purchase agreement was an executory
contract at the time the Debtors filed their Chapter 11 petitions,
given that the agreement's indemnity obligations related to
certain environmental matters were material as to both parties and
remained unperformed at such time.  The indemnity provisions were
not nullities for the purposes of determining whether the
agreement was executory in bankruptcy, even if the Comprehensive
Environmental Response, Compensation, and Liability Act imposed
comparable obligations on the parties.  Thus, the debtors had the
ability to reject the agreement, although, by executing the
stipulation that rejected the agreement, the debtors might have
given the assignee of portions of the agreement a claim for the
loss of its assigned rights.  In re Safety-Kleen Corp., --- B.R. -
---, 2009 WL 2610215 (Bankr. D. Del.).

Headquartered in Delaware, Safety-Kleen Corporation --
http://www.safety-kleen.com/-- provides specialty services such
as parts cleaning, site remediation, soil decontamination, and
wastewater services.  The Company, along with many affiliates,
filed for Chapter 11 protection (Bankr. D. Del. Case No. 00-02303)
on June 9, 2000.  Gregg M. Galardi, Esq., at Skadden, Arps, Slate,
Meagher, represented the Debtors in their restructuring efforts.
When the Debtors filed for protection from their creditors, they
listed $3,031,304,000 in assets and $3,333,745,000 in liabilities.
Safety-Kleen emerged from Chapter 11 in Dec. 2003 under a plan
of reorganization confirmed by Judge Walsh on Aug. 1, 2003, that
transferred ownership of the Company to its secured creditors and
created a litigation and claims resolution trust for the benefit
of unsecured creditors.


SARATOGA RESOURCES: Posts $7MM Net Loss in Quarter Ended June 30
----------------------------------------------------------------
Saratoga Resources Inc. posted a net loss of $7.24 million for
three months ended June 30, 2009, compared with a net loss of
$4.32 million for the same period in 2008.

For three months ended June 30, 2009, the Company posted a net
loss of $10.89 million compared with a net loss of $7.35 million
for the same period in 2008.

The Company's balance sheet at June 30, 2009, showed total assets
of $174.05 million, total liabilities of $150.81 million and
stockholders' equity of about $23.24 million.

Saratoga Resources Inc. (OTCBB: SROEQ) is an independent
exploration and production company with offices in Houston and
Covington.  Saratoga engages in the acquisition and development of
oil and gas producing properties that allow the Company to grow
through low-risk development and risk-managed exploration.
Saratoga operates 14 fields in Louisiana and Texas with 106 active
producing wells.  Current net production is approximately 3,000
barrels of oil equivalent per day -- BOEPD -- with 70% oil versus
gas. Principal holdings cover 37,756 gross (34,246 net) acres,
mostly held-by-production, located in the state waters offshore
Louisiana.

Saratoga Resources, Inc., and certain operating subsidiaries filed
on March 31, 2009, voluntary Chapter 11 petitions in the U.S.
Bankruptcy Court for the Western District of Louisiana in
Lafayette, Louisiana.  Saratoga is being advised by its legal
counsel, Adams & Reese LLP; its investment banker, Pritchard
Capital Partners LLC; and its financial advisor, Ambrose
Consulting LLC.

The case is In Re Harvest Oil and Gas, LLC (Bankr. W.D. La. Lead
Case No. 09-50397).  Robin B. Cheatham, Esq., at Adams & Reese
LLP, represents the Debtors in their restructuring efforts.  The
Debtors listed between $100 million and $500 million each in
assets and debts.


T ASSET: U.S. Trustee Sets Meeting of Creditors for September 28
----------------------------------------------------------------
The U.S. Trustee for Region 2 will convene a meeting of creditors
in T Asset Acquisition Company LLC's Chapter 11 case on Sept. 28,
2009, at 1:30 p.m.  The meeting will be held at 725 S Figueroa
St., Room 2610, Los Angeles, California.

This is the first meeting of creditors required under Section
341(a) of the Bankruptcy Code in all bankruptcy cases.

All creditors are invited, but not required, to attend.  This
Meeting of Creditors offers the one opportunity in a bankruptcy
proceeding for creditors to question a responsible office of the
Debtor under oath about the company's financial affairs and
operations that would be of interest to the general body of
creditors.

Los Angeles, California-based T Asset Acquisition Company LLC
filed for Chapter 11 on Aug. 17, 2009 (Bankr. C.D. Calif. Case No.
09-31853).  Scott F. Gautier, Esq., represents the Debtor in its
restructuring efforts.  In its petition, the Debtor listed assets
and debts both ranging from $10,000,001 to $50,000,000.


TELECONNECT INC: September 30 Balance Sheet Upside-Down by $4MM
---------------------------------------------------------------
Teleconnect Inc. filed with the Securities and Exchange Commission
its financial results for the fiscal year ended Sept. 30, 2008.

The Company's balance sheet at Sept. 30, 2008, showed total assets
of $4.20 million and total liabilities of $8.01 million, resulting
in a stockholders' deficit of $3.81 million.

The Company posted a net loss of $3.51 million for the year ended
Sept. 30, 2008, compared with a net loss of $2.99 million for the
same period in 2007.

On Aug. 12, 2009, Coulter & Justus, P.C., in Knoxville, Tennessee,
expressed substantial doubt about Teleconnect Inc.'s ability to
continue as a going concern after auditing the Company's financial
statements for the years ended Sept. 30, 2008, and 2007.  The
auditor noted that the Company suffered recurring losses from
operations and has a net capital deficiency in addition to a
working capital deficiency.

A full-text copy of the Company's Form 10-K is available for free
at http://ResearchArchives.com/t/s?43bd

Teleconnect Inc., initially named Technology Systems International
Inc., was incorporated under the laws of the State of Florida on
Nov. 23, 1998.  It did not conduct any significant operations
until December 2000 when there was a change in control and name of
the Company.  Affiliated with the change of control, the Company,
now named ITS Networks Inc., acquired all of the issued and
outstanding capital stock of ITS Europe, S.L., a Spanish
telecommunications company founded in 1995. As a result, ITS
Europe, S.L. became a wholly owned subsidiary and the Company
entered into the telephone business in Spain.


THORNBURG MORTGAGE: Faces Lawsuit Sought by Credit Suisse
---------------------------------------------------------
Credit Suisse Securities LLC sued Thornburg Mortgage Inc. in an
effort to force the Debtor to admit that Credit Suisse and several
other financial institutions have liens on the proceeds from
certain mortgage servicing rights under a series of repurchase and
swap agreements, according to American Bankruptcy Institute.

Based in Santa Fe, New Mexico, Thornburg Mortgage Inc. --
http://www.thornburgmortgage.com/-- is a single-family
residential mortgage lender focused principally on prime and
super-prime borrowers seeking jumbo and super-jumbo adjustable
rate mortgages.  It originates, acquires, and retains investments
in adjustable and variable rate mortgage assets.  Its ARM assets
comprise of purchased ARM assets and ARM loans, including
traditional ARM assets and hybrid ARM assets.

Thornburg Mortgage, Inc., and its four affiliates filed for
Chapter 11 on May 1 (Bankr. D. Md. Lead Case No. 09-17787).  Judge
Duncan W. Keir is handling the case.

David E. Rice, Esq., at Venable LLP, in Baltimore, Maryland, has
been tapped as counsel.  Orrick, Herrington & Sutcliffe LLP is
employed as special counsel.  Jim Murray, and David Hilty, at
Houlihan Lokey Howard & Zukin Capital, Inc., have been tapped as
investment banker and financial advisor.  Protiviti Inc. has also
been engaged for financial advisory services.  KPMG LLP is the tax
consultant.  Epiq Systems, Inc., is claims and noticing agent.  In
its bankruptcy petition, Thornburg listed total assets of
$24,400,000,000 and total debts of $24,700,000,000, as of
January 31, 2009.


UNITED ARTISTS: Class Certified to Challenge Debtor's Discharge
---------------------------------------------------------------
WestLaw reports that the proposed class in a putative class action
raising a due process challenge to a debtor's Chapter 11 discharge
as to the pursuit and collection of the damages awarded in a prior
state-court class action due to the alleged lack of or inadequate
notice of the bankruptcy case given to the state-court class
members could be certified on the basis that the debtor acted or
refused to act on grounds generally applicable to the class,
making final injunctive or declaratory relief appropriate
respecting the class as a whole.  The debtor's alleged failure to
provide adequate notice of the bankruptcy case affected the
proposed class members in the same manner and, based on the
inadequacy of notice, the named plaintiff sought a declaration
that the proposed class could pursue the collection of the damages
award in the state-court litigation despite the debtor's
bankruptcy discharge, and did not seek relief from the bankruptcy
court that would lead to litigation over monetary damages.  In re
United Artists Theatre Co., --- B.R. ----, 2009 WL 2632771 (Bankr.
D. Del.) (Walsh, J.).  See, also, In re United Artists Theatre
Co., 406 B.R. 643, slip op. http://is.gd/2Nb4O(Bankr. D. Del.
2009).

On November 18, 1999, ESI Ergonomic Solutions, L.L.C., filed a
class action complaint against United Artists and American Blast
Fax, Inc., in Arizona state court (Case No. CV99-20649, Maricopa
County) claiming that United Artists and American Blast violated
the Telephone Consumer Protection Act, 47 U.S.C. Sec. 227, by
sending 90,000 movie-ticket advertisements to fax machines in the
metro-Phoenix area without receiving express permission.  ESI
sought to represent the class of those individuals and entities
who received the advertisement.

On September 5, 2000, United Artists, along with numerous related
entities, filed voluntary petitions for relief under Chapter 11 of
the Bankruptcy Code (Bankr. D. Del. Case No. 00-03514).  United
Artists emerged from chapter 11 under that terms of a Plan of
Reorganization confirmed by the Bankruptcy Court on January 22,
2001, and declared effective on March 2, 2001.

During United Artists' chapter 11 restructuring, ESI obtained
relief from the automatic stay and the Arizona state court then
certified a class of junk fax recipients, entered summary judgment
in favor of the class for at least 57,600 TCPA violations,
resulting in an aggregate statutory damage award against United
Artists and American Blast of $28.8 million plus prejudgment
interest.

In this second ruling in this matter (Bankr. D. Del. Adv. Pro. No.
09-50896), Judge Walsh says certification of the class for
purposes of challenging the United Artists' notice to the class
and the Debtors' discharge is appropriate.


VYTERIS INC: June 30 Balance Sheet Upside-Down by $34.1-Mil.
------------------------------------------------------------
Vyteris Inc.'s balance sheet at June 30, 2009, showed total assets
of $1.05 million and total liabilities of $35.15 million,
resulting in a stockholders' equity of $34.10 million.

For three months ended June 30, 2009, the Company posted a net
loss of $1.42 million compared with a net loss of $1.63 million
for the same period in 2008.

For six months ended June 30, 2009, the Company posted a net loss
of $3.08 million compared with a net loss of $3.39 million for the
same period in 2008.

A full-text copy of the Company's Form 10-Q is available for free
at http://ResearchArchives.com/t/s?43cc

                        About Vyteris Inc.

Headquartered in Fair Lawn, New Jersey, Vyteris Inc. (OTC BB:
VYHN) -- http://www.vyteris.com/-- fka Vyteris Holdings (Nevada)
Inc., is the maker of the first active drug delivery patch to
receive marketing clearance from the U.S. Food and Drug
Administration (FDA).  Vyteris' proprietary active transdermal
drug delivery (iontophoresis) technology delivers drugs
comfortably through the skin using low-level electrical energy.

                       Going Concern Doubt

On March 16, 2009, Amper, Politziner & Mattia, P.C., in Edison,
New Jersey, expressed substantial doubt about Vyteris Inc.'s
ability to continue as a going concern after auditing the
company's consolidated financial statements for the years ended
Dec. 31, 2008, and 2007.  The auditing firm reported that the
company has incurred recurring losses and is dependent upon
obtaining sufficient additional financing to fund operations.


WCI COMMUNITIES: Trust to Face Flawed Drywall Claims
----------------------------------------------------
Dawn Wotapka at The Wall Street Journal reports that WCI
Communities, Inc., said it has more than 160 potential cases of
defective drywall.

According to The Journal, WCI's reorganization plan includes the
formation of a trust to administer and satisfy homeowners' Chinese
drywall claims.  The Journal says that WCI will contribute
$900,000 to administer the fund.  WCI said in court documents that
its claims could run up to $97.3 million.

As previously reported by the TCR, WCI Communities announced
August 26 that just over one year after the Company entered
Chapter 11, the Delaware Bankruptcy Court overseeing its chapter
11 cases has confirmed the Company's Plan of Reorganization.  The
Court's approval of the plan, which was supported by WCI's senior
secured lenders and its Official Creditors' Committee, and had
been accepted by an overwhelming majority of WCI's creditors,
clears the way for WCI to emerge from bankruptcy on August 31,
2009.

Under the plan, as confirmed by the Court, WCI will eliminate more
than $2 billion of debt and liabilities from its balance sheet.
The Company's senior secured lenders will receive $450 million of
new debt and an initial 95% equity stake in the Company.
Unsecured creditors will receive interests in a litigation trust
and an initial 5% equity stake in the Company that could increase
to as much as 35% depending on the results of future operations.
All existing shares in the Company are being cancelled and will
receive no recovery.

                       About WCI Communities

Headquartered in Bonita Springs, Florida, WCI Communities, Inc.
(Pink Sheets: WCIMQ) -- http://www.wcicommunities.com/-- is a
fully integrated homebuilding and real estate services company
with more than 50 years' experience in the design, construction
and operation of leisure-oriented, amenity rich master-planned
communities.  It has operations in Florida, New York, New Jersey,
Connecticut, Virginia and Maryland.  The Company directly employs
approximately 1,170 people, as well as approximately 1,800 sales
representatives as independent contractors.

The Company and 126 of its affiliates filed for Chapter 11
protection on August 4, 2008 (Bankr. D. Del. Lead Case No.
08-11643 through 08-11770).  On July 1, 2009, debtor-affiliates
WCI 2009 Corporation, WCI 2009 Management, LLC, and WCI 2009 Asset
Holding, LLC, filed separate Chapter 11 petitions (Case Nos. from
09-12269 to 09-12271).

Thomas E. Lauria, Esq., Frank L. Eaton, Esq., and Linda M. Leali,
Esq., at White & Case LLP, in Miami, Florida, represent the
Debtors as counsel.  Eric Michael Sutty, Esq., and Jeffrey M.
Schlerf, Esq., at Fox Rothschild LLP, represent the Debtors as
Delaware counsel.  Lazard Freres & Co. LLC is the Debtors'
financial advisor.  Epiq Bankruptcy Solutions LLC is the claims
and notice agent for the Debtors.  The U.S. Trustee for Region 3
appointed five creditors to serve on an official committee of
unsecured creditors.  Daniel H. Golden, Esq., Lisa Beckerman,
Esq., and Philip C. Dublin, Esq., at Akin Gump Strauss Hauer &
Feld LLP; and Laura Davis Jones, Esq., Michael R. Seidl, Esq., and
Timothy P. Cairns, Esq., at Pachulski Stang Ziehl & Jones LLP,
represent the committee in these cases.  When the Debtors filed
for protection from their creditors, they listed total assets of
$2,178,179,000 and total debts of $1,915,034,000.


WILLIAM JEFFERSON: Files for Chapter 7 Bankruptcy After Conviction
-----------------------------------------------------------------
Former U.S. Representative William Jefferson and his wife, Andrea,
has filed for Chapter 7, various sources reports.

According to the Associated Press, Mr. Jefferson was convicted of
taking bribes in a case in which agents found $90,000 in his
freezer.  He was accused of accepting more than $400,000 in bribes
and seeking millions more in exchange for brokering business deals
in Africa.  A federal jury convicted him on 11 of 16 counts,
including bribery, racketeering and money laundering, the report
says.

William Jefferson was a congressman in Lousiana.


YRC WORLDWIDE: Secured Lenders Relax Liquidity Covenant
-------------------------------------------------------
YRC Worldwide Inc. and certain of its subsidiaries on August 28,
2009, entered into Amendment No. 10 to their Credit Agreement
dated as of August 17, 2007, with JPMorgan Chase Bank, National
Association, as agent, and the other lender parties.

The Credit Agreement continues to provide the Company with a
$950 million senior revolving credit facility, including sublimits
available for borrowings under certain foreign currencies and for
letters of credit, and a senior term loan in an aggregate
outstanding principal amount of roughly $111.5 million.
Financial Covenants

The Credit Agreement Amendment suspends the requirement that the
Company maintain liquidity equal to or greater than $100 million
at all times until October 13, 2009.

The Credit Agreement Amendment extends the date upon which the
revolving commitments would be permanently reduced by an amount
equal to the then current revolver reserve amount to 12:00 a.m.,
October 13, 2009.  The Credit Agreement Amendment also extends to
October 12, 2009, the date through which the net cash proceeds
received by the Company from certain real estate asset sales will
be applied to prepay the outstanding revolving loans, and 50% of
such prepayment amount will increase the revolver reserve amount.

As of August 31, 2009, the revolver reserve amount is equal to
roughly $100 million and was not increased by the first
$50 million of net cash proceeds received from July 30, 2009,
through August 31, 2009, with respect to real estate asset sales
pursuant to the terms of the Credit Agreement.

The Credit Agreement Amendment increases to $400 million the net
cash proceeds the Company can receive from asset sales consummated
during 2009 -- other than certain specified asset sales, including
the sale and leaseback transaction entered into in December 2008
between the Company and NATMI Truck Terminals, LLC.

                      ABS Facility Amendment

On August 28, 2009, the Company, as Performance Guarantor, and the
parties to the Third Amended and Restated Receivables Purchase
Agreement, dated as of April 18, 2008, among Yellow Roadway
Receivables Funding Corporation, as Seller; Falcon Asset
Securitization Company LLC, Three Pillars Funding LLC and
Amsterdam Funding Corporation, as Conduits; the financial
institutions party thereto, as Committed Purchasers; Wachovia
Bank, National Association, as Wachovia Agent and LC Issuer,
SunTrust Robinson Humphrey, Inc., as Three Pillars Agent; The
Royal Bank of Scotland plc (successor to ABN AMRO Bank N.V.), as
Amsterdam Agent; and JPMorgan Chase Bank, N.A., as Falcon Agent --
together with the Wachovia Agent, the Three Pillars Agent and the
Amsterdam Agent, are referred to as the "Co-Agents" -- and
Administrative Agent entered into Amendment No. 8 to the ABS
Facility.

The ABS Amendment suspends the requirement that the Company
maintain liquidity equal to or greater than $100 million at all
times until October 13, 2009.

As reported by the Troubled Company Reporter, the board of
directors of YRC Worldwide on August 20, 2009, elected Richard
Williamson, Managing Director of Alvarez & Marsal, as its Chief
Strategy Officer to, among other things, coordinate and oversee
the Company's continued recovery efforts.

YRC Worldwide reported a net loss of $309.0 million for the three
months ended June 30, 2009, compared to a net income of
$35.7 million for the same period a year ago.  For the six months
ended June 30, 2009, YRC posted $582.8 million net loss compared
to a $10.5 million net loss for the same period a year ago.

As of June 30, 2009, the Company had $3.41 billion in total
assets, including $164.5 million in cash and cash equivalents;
$1.72 billion in total current liabilities, $832.9 million in
long-term debt, $126.5 million in deferred income tax liabilities,
$380.7 million in pension and post-retirement liabilities, and
$423.1 million in claims and other liabilities; resulting in
$72.9 million in shareholders' deficit.

                        About YRC Worldwide

Headquartered in Overland Park, Kansas, YRC Worldwide Inc. --
http://www.yrcw.com-- a Fortune 500 company and one of the
largest transportation service providers in the world, is the
holding company for a portfolio of successful brands including
YRC, YRC Reimer, YRC Glen Moore, YRC Logistics, New Penn, Holland
and Reddaway.  YRC Worldwide has the largest, most comprehensive
network in North America with local, regional, national and
international capabilities.  Through its team of experienced
service professionals, YRC Worldwide offers industry-leading
expertise in heavyweight shipments and flexible supply chain
solutions, ensuring customers can ship industrial, commercial and
retail goods with confidence.

As reported by the Troubled Company Reporter on August 18, 2009,
Standard & Poor's Ratings Services affirmed its 'CCC' long-term
corporate credit rating on YRC Worldwide.  S&P removed the ratings
from CreditWatch, where S&P had placed them with negative
implications on April 24, 2009.



                           *********

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

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

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

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

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

                           *********

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

Troubled Company Reporter is a daily newsletter co-published
by Bankruptcy Creditors' Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Frederick, Maryland,
USA.  Danilo Munnoz, Joseph Medel C. Martirez, Denise Marie
Varquez, Philline Reluya, Ronald C. Sy, Joel Anthony G. Lopez,
Cecil R. Villacampa, Sheryl Joy P. Olano, Carlo Fernandez,
Christopher G. Patalinghug, and Peter A. Chapman, Editors.

Copyright 2009.  All rights reserved.  ISSN: 1520-9474.

This material is copyrighted and any commercial use, resale or
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re-mailing and photocopying) is strictly prohibited without prior
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herein is obtained from sources believed to be reliable, but is
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The TCR subscription rate is $775 for 6 months delivered via e-
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are $25 each.  For subscription information, contact Christopher
Beard at 240/629-3300.

                  *** End of Transmission **